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, 1999 Commission File Number: III-A: 0-18302 III-B: 0-18636 III-C: 0-18634 III-D: 0-18936 III-E: 0-19010 III-F: 0-19102 III-G: 0-19563 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G --------------------------------------------------------- (Exact name of Registrant as specified in its Articles) III-A 73-1352993 III-B 73-1358666 III-C 73-1356542 III-D 73-1357374 III-E 73-1367188 III-F 73-1377737 Oklahoma III-G 73-1377828 - ---------------------------- ------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or Number) organization) Two West Second Street, Tulsa, Oklahoma 74103 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(918) 583-1791 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ -1- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 241,168 $ 212,695 Accounts receivable: Oil and gas sales 346,277 282,108 ---------- ---------- Total current assets $ 587,445 $ 494,803 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,989,376 2,222,673 DEFERRED CHARGE 266,532 266,532 ---------- ---------- $2,843,353 $2,984,008 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 31,917 $ 62,011 Gas imbalance payable 30,903 30,903 ---------- ---------- Total current liabilities $ 62,820 $ 92,914 ACCRUED LIABILITY $ 76,845 $ 76,845 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 194,945) ($ 197,325) Limited Partners, issued and outstanding, 263,976 units 2,898,633 3,011,574 ---------- ---------- Total Partners' capital $2,703,688 $2,814,249 ---------- ---------- $2,843,353 $2,984,008 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- --------- REVENUES: Oil and gas sales $513,083 $528,972 Interest income 1,863 4,634 Gain on sale of oil and gas properties 883 11,927 -------- -------- $515,829 $545,533 COSTS AND EXPENSES: Lease operating $ 77,313 $131,298 Production tax 38,166 44,517 Depreciation, depletion, and amortization of oil and gas properties 111,617 127,805 General and administrative (Note 2) 73,129 73,302 -------- -------- $300,225 $376,922 -------- -------- NET INCOME $215,604 $168,611 ======== ======== GENERAL PARTNER - NET INCOME $ 15,152 $ 13,311 ======== ======== LIMITED PARTNERS - NET INCOME $200,452 $155,300 ======== ======== NET INCOME per unit $ .76 $ .59 ======== ======== UNITS OUTSTANDING 263,976 263,976 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- ---------- REVENUES: Oil and gas sales $933,779 $1,145,173 Interest income 3,848 10,597 Gain on sale of oil and gas properties 883 20,041 -------- ---------- $938,510 $1,175,811 COSTS AND EXPENSES: Lease operating $200,551 $ 210,655 Production tax 66,426 88,936 Depreciation, depletion, and amortization of oil and gas properties 232,539 271,374 General and administrative (Note 2) 166,185 164,433 -------- ---------- $665,701 $ 735,398 -------- ---------- NET INCOME $272,809 $ 440,413 ======== ========== GENERAL PARTNER - NET INCOME $ 22,750 $ 32,346 ======== ========== LIMITED PARTNERS - NET INCOME $250,059 $ 408,067 ======== ========== NET INCOME per unit $ .95 $ 1.55 ======== ========== UNITS OUTSTANDING 263,976 263,976 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $272,809 $ 440,413 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 232,539 271,374 Gain on sale of oil and gas properties ( 883) ( 20,041) (Increase) decrease in accounts receivable - oil and gas sales ( 64,169) 176,776 Decrease in accounts receivable - other - 308 Decrease in accounts payable ( 30,094) ( 6,265) -------- ---------- Net cash provided by operating activities $410,202 $ 862,565 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 8,914) ($ 12,009) Proceeds from sale of oil and gas properties 10,555 21,802 -------- ---------- Net cash provided by investing activities $ 1,641 $ 9,793 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($383,370) ($1,064,568) -------- ---------- Net cash used by financing activities ($383,370) ($1,064,568) -------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 28,473 ($ 192,210) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 212,695 522,371 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $241,168 $ 330,161 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 121,121 $ 117,355 Accounts receivable: Oil and gas sales 190,140 164,818 ---------- ---------- Total current assets $ 311,261 $ 282,173 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,124,178 1,242,380 DEFERRED CHARGE 193,310 193,310 ---------- ---------- $1,628,749 $1,717,863 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 19,587 $ 21,658 Gas imbalance payable 18,422 18,422 ---------- ---------- Total current liabilities $ 38,009 $ 40,080 ACCRUED LIABILITY $ 41,436 $ 41,436 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 82,088) ($ 85,016) Limited Partners, issued and outstanding, 138,336 units 1,631,392 1,721,363 ---------- ---------- Total Partners' capital $1,549,304 $1,636,347 ---------- ---------- $1,628,749 $1,717,863 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- --------- REVENUES: Oil and gas sales $278,640 $304,200 Interest income 837 2,437 Gain on sale of oil and gas properties 372 - -------- -------- $279,849 $306,637 COSTS AND EXPENSES: Lease operating $ 47,177 $ 87,537 Production tax 19,223 25,488 Depreciation, depletion, and amortization of oil and gas properties 58,392 75,547 General and administrative (Note 2) 38,359 38,360 -------- -------- $163,151 $226,932 -------- -------- NET INCOME $116,698 $ 79,705 ======== ======== GENERAL PARTNER - NET INCOME $ 25,554 $ 22,167 ======== ======== LIMITED PARTNERS - NET INCOME $ 91,144 $ 57,538 ======== ======== NET INCOME per unit $ .66 $ .42 ======== ======== UNITS OUTSTANDING 138,336 138,336 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- --------- REVENUES: Oil and gas sales $500,841 $690,483 Interest income 1,825 5,890 Gain on sale of oil and gas properties 372 815 -------- -------- $503,038 $697,188 COSTS AND EXPENSES: Lease operating $132,130 $130,947 Production tax 33,547 53,738 Depreciation, depletion, and amortization of oil and gas properties 119,091 163,207 General and administrative (Note 2) 87,178 86,134 -------- -------- $371,946 $434,026 -------- -------- NET INCOME $131,092 $263,162 ======== ======== GENERAL PARTNER - NET INCOME $ 36,063 $ 61,440 ======== ======== LIMITED PARTNERS - NET INCOME $ 95,029 $201,722 ======== ======== NET INCOME per unit $ .69 $ 1.46 ======== ======== UNITS OUTSTANDING 138,336 138,336 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $131,092 $263,162 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 119,091 163,207 Gain on sale of oil and gas properties ( 372) ( 815) (Increase) decrease in accounts receivable - oil and gas sales ( 25,322) 103,082 Decrease in accounts receivable - other - 130 Increase (decrease) in accounts payable ( 2,071) 341 -------- -------- Net cash provided by operating activities $222,418 $529,107 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 1,029) ($ 13,772) Proceeds from sale of oil and gas properties 512 815 -------- -------- Net cash used by investing activities ($ 517) ($ 12,957) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($218,135) ($673,870) -------- -------- Net cash used by financing activities ($218,135) ($673,870) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 3,766 ($157,720) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 117,355 305,288 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $121,121 $147,568 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 311,346 $ 340,720 Accounts receivable: Oil and gas sales 401,992 380,975 ---------- ---------- Total current assets $ 713,338 $ 721,695 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,554,228 2,779,845 DEFERRED CHARGE 70,849 70,849 ---------- ---------- $3,338,415 $3,572,389 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 36,961 $ 42,712 Gas imbalance payable 25,479 25,479 ---------- ---------- Total current liabilities $ 62,440 $ 68,191 ACCRUED LIABILITY $ 151,671 $ 151,671 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 180,202) ($ 179,285) Limited Partners, issued and outstanding, 244,536 units 3,304,506 3,531,812 ---------- ---------- Total Partners' capital $3,124,304 $3,352,527 ---------- ---------- $3,338,415 $3,572,389 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- -------- REVENUES: Oil and gas sales $587,401 $553,291 Interest income 2,630 5,201 Gain on sale of oil and gas properties 524 238,632 -------- -------- $590,555 $797,124 COSTS AND EXPENSES: Lease operating $ 95,551 $134,020 Production tax 37,872 41,763 Depreciation, depletion, and amortization of oil and gas properties 120,329 144,719 General and administrative (Note 2) 68,360 68,021 -------- -------- $322,112 $388,523 -------- -------- NET INCOME $268,443 $408,601 ======== ======== GENERAL PARTNER - NET INCOME $ 18,104 $ 25,959 ======== ======== LIMITED PARTNERS - NET INCOME $250,339 $382,642 ======== ======== NET INCOME per unit $ 1.02 $ 1.57 ======== ======== UNITS OUTSTANDING 244,536 244,536 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 ---------- ---------- REVENUES: Oil and gas sales $1,057,165 $1,234,156 Interest income 5,505 10,949 Gain on sale of oil and gas properties 524 405,333 ---------- ---------- $1,063,194 $1,650,438 COSTS AND EXPENSES: Lease operating $ 221,945 $ 240,709 Production tax 71,019 88,703 Depreciation, depletion, and amortization of oil and gas properties 249,948 282,806 General and administrative (Note 2) 154,580 152,453 ---------- ---------- $ 697,492 $ 764,671 ---------- ---------- NET INCOME $ 365,702 $ 885,767 ========== ========== GENERAL PARTNER - NET INCOME $ 28,008 $ 55,053 ========== ========== LIMITED PARTNERS - NET INCOME $ 337,694 $ 830,714 ========== ========== NET INCOME per unit $ 1.38 $ 3.40 ========== ========== UNITS OUTSTANDING 244,536 244,536 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $365,702 $ 885,767 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 249,948 282,806 Gain on sale of oil and gas properties ( 524) ( 405,333) (Increase) decrease in accounts receivable - oil and gas sales ( 21,017) 124,101 Decrease in accounts receivable - other - 54 Decrease in accounts payable ( 5,751) ( 8,917) -------- ---------- Net cash provided by operating activities $588,358 $ 878,478 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 24,331) ($ 114,444) Proceeds from sale of oil and gas properties 524 443,992 -------- ---------- Net cash provided (used) by investing activities ($ 23,807) $ 329,548 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($593,925) ($1,214,432) -------- ---------- Net cash used by financing activities ($593,925) ($1,214,432) -------- ---------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 29,374) ($ 6,406) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 340,720 540,911 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $311,346 $ 534,505 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 197,832 $ 172,776 Accounts receivable: Oil and gas sales 321,010 268,703 ---------- ---------- Total current assets $ 518,842 $ 441,479 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,103,461 1,236,882 DEFERRED CHARGE 9,462 9,462 ---------- ---------- $1,631,765 $1,687,823 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 48,597 $ 55,996 Gas imbalance payable 4,454 4,454 ---------- ---------- Total current liabilities $ 53,051 $ 60,450 ACCRUED LIABILITY $ 182,639 $ 182,639 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 71,850) ($ 73,501) Limited Partners, issued and outstanding, 131,008 units 1,467,925 1,518,235 ---------- ---------- Total Partners' capital $1,396,075 $1,444,734 ---------- ---------- $1,631,765 $1,687,823 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -14- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- --------- REVENUES: Oil and gas sales $473,492 $434,401 Interest income 1,529 1,973 Gain on sale of oil and gas properties - 34,618 -------- -------- $475,021 $470,992 COSTS AND EXPENSES: Lease operating $116,538 $130,236 Production tax 32,160 30,165 Depreciation, depletion, and amortization of oil and gas properties 72,033 80,961 General and administrative (Note 2) 37,173 36,314 -------- -------- $257,904 $277,676 -------- -------- NET INCOME $217,117 $193,316 ======== ======== GENERAL PARTNER - NET INCOME $ 13,661 $ 12,806 ======== ======== LIMITED PARTNERS - NET INCOME $203,456 $180,510 ======== ======== NET INCOME per unit $ 1.56 $ 1.38 ======== ======== UNITS OUTSTANDING 131,008 131,008 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- --------- REVENUES: Oil and gas sales $866,886 $912,164 Interest income 3,133 4,770 Gain on sale of oil and gas properties - 58,772 -------- -------- $870,019 $975,706 COSTS AND EXPENSES: Lease operating $283,750 $278,473 Production tax 61,066 59,696 Depreciation, depletion, and amortization of oil and gas properties 150,137 157,568 General and administrative (Note 2) 83,972 82,093 -------- -------- $578,925 $577,830 -------- -------- NET INCOME $291,094 $397,876 ======== ======== GENERAL PARTNER - NET INCOME $ 20,404 $ 25,958 ======== ======== LIMITED PARTNERS - NET INCOME $270,690 $371,918 ======== ======== NET INCOME per unit $ 2.07 $ 2.84 ======== ======== UNITS OUTSTANDING 131,008 131,008 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -16- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $291,094 $397,876 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 150,137 157,568 Gain on sale of oil and gas properties - ( 58,772) (Increase) decrease in accounts receivable - oil and gas sales ( 52,307) 54,223 Decrease in accounts payable ( 7,399) ( 49,012) -------- -------- Net cash provided by operating activities $381,525 $501,883 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 16,716) ($ 58,992) Proceeds from sale of oil and gas properties - 62,771 -------- -------- Net cash provided (used) by investing activities ($ 16,716) $ 3,779 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($339,753) ($568,405) -------- -------- Net cash used by financing activities ($339,753) ($568,405) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 25,056 ($ 62,743) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 172,776 298,964 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $197,832 $236,221 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 512,204 $ 483,197 Accounts receivable: Oil and gas sales 997,694 820,078 ---------- ---------- Total current assets $1,509,898 $1,303,275 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,985,489 3,190,480 DEFERRED CHARGE 127,657 127,657 ---------- ---------- $4,623,044 $4,621,412 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 257,512 $ 302,889 Gas imbalance payable 178,518 178,518 ---------- ---------- Total current liabilities $ 436,030 $ 481,407 ACCRUED LIABILITY $ 298,486 $ 298,486 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 266,683) ($ 275,783) Limited Partners, issued and outstanding, 418,266 units 4,155,211 4,117,302 ---------- ---------- Total Partners' capital $3,888,528 $3,841,519 ---------- ---------- $4,623,044 $4,621,412 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -18- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 ---------- ---------- REVENUES: Oil and gas sales $1,510,547 $1,848,422 Interest income 3,330 11,826 ---------- ---------- $1,513,877 $1,860,248 COSTS AND EXPENSES: Lease operating $ 663,632 $ 787,494 Production tax 105,227 136,632 Depreciation, depletion, and amortization of oil and gas properties 144,100 308,628 General and administrative (Note 2) 120,050 115,908 ---------- ---------- $1,033,009 $1,348,662 ---------- ---------- NET INCOME $ 480,868 $ 511,586 ========== ========== GENERAL PARTNER - NET INCOME $ 29,640 $ 37,333 ========== ========== LIMITED PARTNERS - NET INCOME $ 451,228 $ 474,253 ========== ========== NET INCOME per unit $ 1.08 $ 1.14 ========== ========== UNITS OUTSTANDING 418,266 418,266 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 ---------- ---------- REVENUES: Oil and gas sales $2,682,040 $3,621,740 Interest income 7,952 24,028 Gain on sale of oil and gas properties - 37,161 ---------- ---------- $2,689,992 $3,682,929 COSTS AND EXPENSES: Lease operating $1,581,850 $1,520,705 Production tax 180,504 250,863 Depreciation, depletion, and amortization of oil and gas properties 293,122 604,646 General and administrative (Note 2) 267,952 267,045 ---------- ---------- $2,323,428 $2,643,259 ---------- ---------- NET INCOME $ 366,564 $1,039,670 ========== ========== GENERAL PARTNER - NET INCOME $ 29,655 $ 74,968 ========== ========== LIMITED PARTNERS - NET INCOME $ 336,909 $ 964,702 ========== ========== NET INCOME per unit $ .81 $ 2.31 ========== ========== UNITS OUTSTANDING 418,266 418,266 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $366,564 $1,039,670 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 293,122 604,646 Gain on sale of oil and gas properties - ( 37,161) (Increase) decrease in accounts receivable - oil and gas sales ( 177,616) 148,688 Decrease in accounts payable ( 45,377) ( 275,998) -------- ---------- Net cash provided by operating activities $436,693 $1,479,845 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 83,131) ($ 2,013) Proceeds from sale of oil and gas properties - 70,783 -------- ---------- Net cash provided (used) by investing activities ($ 83,131) $ 68,770 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($319,555) ($1,687,867) -------- ---------- Net cash used by financing activities ($319,555) ($1,687,867) -------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 29,007 ($ 139,252) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 483,197 1,114,574 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $512,204 $ 975,322 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 157,341 $ 316,761 Accounts receivable: Oil and gas sales 336,506 279,590 Other - 9,631 ---------- ---------- Total current assets $ 493,847 $ 605,982 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,663,299 2,848,735 DEFERRED CHARGE 79,097 79,097 ---------- ---------- $3,236,243 $3,533,814 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 83,304 $ 133,841 Gas imbalance payable 123,641 123,641 ---------- ---------- Total current liabilities $ 206,945 $ 257,482 ACCRUED LIABILITY $ 171,735 $ 171,735 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 161,022) ($ 164,221) Limited Partners, issued and outstanding, 221,484 units 3,018,585 3,268,818 ---------- ---------- Total Partners' capital $2,857,563 $3,104,597 ---------- ---------- $3,236,243 $3,533,814 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- --------- REVENUES: Oil and gas sales $484,427 $570,778 Interest income 1,405 5,604 Gain on sale of oil and gas properties 136 - -------- -------- $485,968 $576,382 COSTS AND EXPENSES: Lease operating $278,383 $321,279 Production tax 24,000 48,942 Depreciation, depletion, and amortization of oil and gas properties 123,214 156,742 General and administrative (Note 2) 62,368 61,324 -------- -------- $487,965 $588,287 -------- -------- NET LOSS ($ 1,997) ($ 11,905) ======== ======== GENERAL PARTNER - NET INCOME $ 4,759 $ 5,394 ======== ======== LIMITED PARTNERS - NET LOSS ($ 6,756) ($ 17,299) ======== ======== NET LOSS per unit ($ .03) ($ .08) ======== ======== UNITS OUTSTANDING 221,484 221,484 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -23- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- ---------- REVENUES: Oil and gas sales $923,024 $1,235,009 Interest income 4,562 11,810 Gain (loss) on sale of oil and gas properties ( 160) 28,061 -------- ---------- $927,426 $1,274,880 COSTS AND EXPENSES: Lease operating $476,354 $ 568,306 Production tax 43,781 91,395 Depreciation, depletion, and amortization of oil and gas properties 260,571 303,943 General and administrative (Note 2) 140,444 137,777 -------- ---------- $921,150 $1,101,421 -------- ---------- NET INCOME $ 6,276 $ 173,459 ======== ========== GENERAL PARTNER - NET INCOME $ 10,509 $ 20,240 ======== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($ 4,233) $ 153,219 ======== ========== NET INCOME (LOSS) per unit ($ .02) $ .69 ======== ========== UNITS OUTSTANDING 221,484 221,484 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 6,276 $173,459 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 260,571 303,943 (Gain) loss on sale of oil and gas properties 160 ( 28,061) (Increase) decrease in accounts receivable - oil and gas sales ( 56,916) 158,726 Decrease in accounts receivable - other 9,631 - Decrease in accounts payable ( 50,537) ( 18,915) -------- -------- Net cash provided by operating activities $169,185 $589,152 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 75,295) ($ 9) Proceeds from sale of oil and gas properties - 57,409 -------- -------- Net cash provided (used) by investing activities ($ 75,295) $ 57,400 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($253,310) ($811,718) -------- -------- Net cash used by financing activities ($253,310) ($811,718) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($159,420) ($165,166) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 316,761 541,382 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $157,341 $376,216 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -25- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1999 1998 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 103,103 $ 169,558 Accounts receivable: Oil and gas sales 202,645 163,801 Other - 6,369 ---------- ---------- Total current assets $ 305,748 $ 339,728 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,308,022 1,427,362 DEFERRED CHARGE 50,380 50,380 ---------- ---------- $1,664,150 $1,817,470 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 54,563 $ 73,835 Gas imbalance payable 60,315 60,315 ---------- ---------- Total current liabilities $ 114,878 $ 134,150 ACCRUED LIABILITY $ 111,221 $ 111,221 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 98,381) ($ 99,974) Limited Partners, issued and outstanding, 121,925 units 1,536,432 1,672,073 ---------- ---------- Total Partners' capital $1,438,051 $1,572,099 ---------- ---------- $1,664,150 $1,817,470 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -26- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- --------- REVENUES: Oil and gas sales $297,533 $349,671 Interest income 733 3,008 Gain on sale of oil and gas properties 151 1,415 -------- -------- $298,417 $354,094 COSTS AND EXPENSES: Lease operating $183,236 $196,420 Production tax 14,333 27,760 Depreciation, depletion, and amortization of oil and gas properties 74,050 96,515 General and administrative (Note 2) 34,445 33,773 -------- -------- $306,064 $354,468 -------- -------- NET LOSS ($ 7,647) ($ 374) ======== ======== GENERAL PARTNER - NET INCOME $ 2,543 $ 3,691 ======== ======== LIMITED PARTNERS - NET LOSS ($ 10,190) ($ 4,065) ======== ======== NET LOSS per unit ($ .08) ($ .03) ======== ======== UNITS OUTSTANDING 121,925 121,925 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -27- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 -------- --------- REVENUES: Oil and gas sales $564,014 $745,490 Interest income 2,325 6,758 Gain (loss) on sale of oil and gas properties ( 45) 23,189 -------- -------- $566,294 $775,437 COSTS AND EXPENSES: Lease operating $325,620 $361,084 Production tax 26,402 52,305 Depreciation, depletion, and amortization of oil and gas properties 157,296 187,342 General and administrative (Note 2) 77,466 75,876 -------- -------- $586,784 $676,607 -------- -------- NET INCOME (LOSS) ($ 20,490) $ 98,830 ======== ======== GENERAL PARTNER - NET INCOME $ 5,151 $ 12,097 ======== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 25,641) $ 86,733 ======== ======== NET INCOME (LOSS) per unit ($ .21) $ .71 ======== ======== UNITS OUTSTANDING 121,925 121,925 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -28- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998 (Unaudited) 1999 1998 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 20,490) $ 98,830 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 157,296 187,342 (Gain) loss on sale of oil and gas properties 45 ( 23,189) (Increase) decrease in accounts receivable - oil and gas sales ( 38,844) 85,029 Decrease in accounts receivable - General Partner - 13,140 Decrease in accounts receivable - other 6,369 - Decrease in accounts payable ( 19,272) ( 13,190) -------- -------- Net cash provided by operating activities $ 85,104 $347,962 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 38,001) ($ 7,543) Proceeds from sale of oil and gas properties - 33,818 -------- -------- Net cash provided (used) by investing activities ($ 38,001) $ 26,275 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($113,558) ($521,676) -------- -------- Net cash used by financing activities ($113,558) ($521,676) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 66,455) ($147,439) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 169,558 351,163 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $103,103 $203,724 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -29- GEODYNE ENERGY INCOME PROGRAM III LIMITED PARTNERSHIPS CONDENSED NOTES TO THE FINANCIAL STATEMENTS JUNE 30, 1999 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The balance sheets as of June 30, 1999, statements of operations for the three and six months ended June 30, 1999 and 1998, and statements of cash flows for the six months ended June 30, 1999 and 1998 have been prepared by Geodyne Resources, Inc., the General Partner of the Partnerships (the "General Partner"), 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 June 30, 1999, the results of operations for the three and six months ended June 30, 1999 and 1998, and the cash flows for the six months ended June 30, 1999 and 1998. 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, 1998. The results of operations for the period ended June 30, 1999 are not necessarily indicative of the results to be expected for the full year. The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. OIL AND GAS PROPERTIES ---------------------- The Partnerships follow the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalize all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion, of the General Partner's property screening costs. The acquisition cost to the Partnerships of properties acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the -30- acquisition, for the period of time the properties are held by the General Partner prior to their transfer to the Partnerships. Leasehold impairment is recognized based upon an individual property assessment and exploratory experience. Upon discovery of commercial reserves, leasehold costs are transferred to producing properties. Depletion of the costs of producing oil and gas properties, amortization of related intangible drilling and development costs, and depreciation of tangible lease and well equipment are computed on the unit-of-production method. The Partnerships' depletion, depreciation, and amortization includes estimated dismantlement and abandonment costs, net of estimated salvage value. When complete units of depreciable property are retired or sold, the asset cost and related accumulated depreciation are eliminated with any gain or loss reflected in income. When less than complete units of depreciable property are retired or sold, the proceeds are credited to oil and gas properties. 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, 1999 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- III-A $3,661 $ 69,468 III-B 1,954 36,405 III-C 4,007 64,353 III-D 2,697 34,476 III-E 9,980 110,070 III-F 4,084 58,284 III-G 2,360 32,085 -31- During the six months ended June 30, 1999 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- III-A $27,249 $138,936 III-B 14,368 72,810 III-C 25,874 128,706 III-D 15,020 68,952 III-E 47,812 220,140 III-F 23,876 116,568 III-G 13,296 64,170 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. -32- 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 and operating producing oil and gas properties located in the continental United States. In general, a Partnership acquired producing properties and did not engage in development drilling or enhanced recovery projects, except as an incidental part of the management of the producing properties acquired. Therefore, the economic life of each Partnership is limited to the period of time required to fully produce its acquired oil and gas reserves. The net proceeds from the oil and gas operations are distributed to the Limited Partners and the General Partner in accordance with the terms of the Partnerships' partnership agreements. -33- 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 ----------- ------------------ --------------- III-A November 21, 1989 $26,397,600 III-B January 24, 1990 13,833,600 III-C February 27, 1990 24,453,600 III-D September 5, 1990 13,100,800 III-E December 26, 1990 41,826,600 III-F March 7, 1991 22,148,400 III-G September 20, 1991 12,192,500 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from the operations less necessary operating capital are distributed to the Limited Partners on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. While the General Partner cannot predict future pricing trends, it believes the working capital available as of June 30, 1999 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. During the six months ended June 30, 1999, capital expenditures incurred by the III-E, III-F, and III-G Partnerships totaled $88,131, $75,295, and $38,001, respectively. These expenditures resulted primarily from participation in the successful drilling of the Hay Reservoir Unit No. 67 and the Hay Reservoir Unit No. 74 development wells located in Sweetwater County, Wyoming. The III-E, III-F, and III-G Partnerships have a 5.3%, 4.4%, and 2.2% working interest, respectively, in both the Hay Reservoir No. 67 and the Hay Reservoir No. 74 wells. These drilling activities were conducted in order to improve the recovery of reserves. -34- The Partnerships will terminate on the following dates in accordance with their partnership agreements. Partnership Termination Date ----------- ---------------- III-A November 28, 1999 III-B January 24, 2000 III-C February 28, 2000 III-D September 5, 2000 III-E December 26, 2000 III-F March 7, 2001 III-G September 20, 2001 However, the partnership agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. As of the date of this Quarterly Report, the General Partner intends to extend the term of the III-A, III-B, and III-C Partnerships for the first two-year extension period, but has not determined whether it intends to (i) further extend the term of such Partnerships or (ii) extend the term of any other Partnership. RESULTS OF OPERATIONS - --------------------- GENERAL DISCUSSION The following general discussion should be read in conjunction with the analysis of results of operations provided below. The most important variable affecting the Partnerships' revenues is the prices received for the sale of oil and gas. Due to the volatility of oil and gas prices, forecasting future prices is subject to great uncertainty and inaccuracy. 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 were recently at or near their lowest level in the past decade due primarily to the global surplus of crude oil. However, as of the date of this Quarterly Report oil prices have rebounded primarily due to a decrease in the global oil surplus as a result of production curtailments by several major oil producing nations. Management is unable to predict whether future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease. -35- III-A PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 -------- -------- Oil and gas sales $513,083 $528,972 Oil and gas production expenses $115,479 $175,815 Barrels produced 8,992 9,156 Mcf produced 173,837 186,967 Average price/Bbl $ 15.04 $ 12.26 Average price/Mcf $ 2.17 $ 2.23 As shown in the table above, total oil and gas sales decreased $15,889 (3.0%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this decrease, approximately $2,000 and $29,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $10,000 was related to a decrease in the average price of gas sold. These decreases were partially offset by an increase of approximately $25,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 164 barrels and 13,130 Mcf, respectively, for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Average oil prices increased to $15.04 per barrel for the three months ended June 30, 1999 from $12.26 per barrel for the three months ended June 30, 1998. Average gas prices decreased to $2.17 per Mcf for the three months ended June 30, 1999 from $2.23 per Mcf for the three months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $60,336 (34.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) positive prior period ad valorem tax adjustments made by the operator on several wells during the three months ended June 30, 1998, (ii) workover expenses incurred on two significant wells during the three months ended June 30, 1998 in order to improve the recovery of reserves, and (iii) positive prior period adjustments of lease operating expenses made by the operator on several wells during the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses decreased to 22.5% for the three months ended June 30, 1999 from 33.2% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in oil and gas production expenses. -36- Depreciation, depletion, and amortization of oil and gas properties decreased $16,188 (12.7%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense decreased to 21.8% for the three months ended June 30, 1999 from 24.2% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization and the increase in the average price of oil sold. General and administrative expenses remained relatively constant for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 14.3% for the three months ended June 30, 1999 from 13.9% for the three months ended June 30, 1998. SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, ------------------------- 1999 1998 -------- ---------- Oil and gas sales $933,779 $1,145,173 Oil and gas production expenses $266,977 $ 299,591 Barrels produced 18,247 19,117 Mcf produced 365,087 398,938 Average price/Bbl $ 12.93 $ 13.46 Average price/Mcf $ 1.91 $ 2.23 As shown in the table above, total oil and gas sales decreased $211,394 (18.5%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $115,000 was related to a decrease in the average price of gas sold and approximately $75,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 870 barrels and 33,851 Mcf, respectively, for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Average oil and gas prices decreased to $12.93 per barrel and $1.91 per Mcf, respectively, for the six months ended June 30, 1999 from $13.46 per barrel and $2.23 per Mcf, respectively, for the six months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $32,614 (10.9%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) a decrease in production taxes associated with -37- the decrease in oil and gas sales and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, these expenses increased to 28.6% for the six months ended June 30, 1999 from 26.2% for the six months ended June 30, 1998. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $38,835 (14.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense increased to 24.9% for the six months ended June 30, 1999 from 23.7% for the six months ended June 30, 1998. General and administrative expenses increased $1,752 (1.1%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 17.8% for the six months ended June 30, 1999 from 14.4% for the six months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 1999 totaling $25,529,701 or 96.71% of the Limited Partners' capital contributions. III-B PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 -------- -------- Oil and gas sales $278,640 $304,200 Oil and gas production expenses $ 66,400 $113,025 Barrels produced 7,565 8,637 Mcf produced 76,259 91,166 Average price/Bbl $ 15.62 $ 12.68 Average price/Mcf $ 2.10 $ 2.14 As shown in the table above, total oil and gas sales decreased $25,560 (8.4%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this decrease, approximately $14,000 and $32,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases were partially offset by an increase of approximately $22,000 related to an increase in -38- the average price of oil sold. Volumes of oil and gas sold decreased 1,072 barrels and 14,907 Mcf, respectively, for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. The decrease in volumes of oil sold was primarily due to normal declines in production. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) receipt of a reduced percentage of sales on one significant well during the three months ended June 30, 1999 due to the III-B Partnership's overproduced gas balancing position in that well, and (iii) the sale of several wells during 1998. Average oil prices increased to $15.62 per barrel for the three months ended June 30, 1999 from $12.68 per barrel for the three months ended June 30, 1998. Average gas prices decreased to $2.10 per Mcf for the three months ended June 30, 1999 from $2.14 per Mcf for the three months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $46,625 (41.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold, (ii) workover expenses incurred on several wells during the three months ended June 30, 1998 in order to improve the recovery of reserves, and (iii) positive prior period ad valorem tax adjustments made by the operator on several wells during the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses decreased to 23.8% for the three months ended June 30, 1999 from 37.2% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in oil and gas production expenses and the increase in the average price of oil sold. Depreciation, depletion, and amortization of oil and gas properties decreased $17,155 (22.7%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense decreased to 21.0% for the three months ended June 30, 1999 from 24.8% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization and the increase in the average price of oil sold. General and administrative expenses remained relatively constant for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to -39- 13.8% for the three months ended June 30, 1999 from 12.6% for the three months ended June 30, 1998. SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, ------------------------- 1999 1998 -------- -------- Oil and gas sales $500,841 $690,483 Oil and gas production expenses $165,677 $184,685 Barrels produced 15,526 18,645 Mcf produced 154,950 197,037 Average price/Bbl $ 13.40 $ 13.88 Average price/Mcf $ 1.89 $ 2.19 As shown in the table above, total oil and gas sales decreased $189,642 (27.5%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $47,000 was related to a decrease in the average price of gas sold and approximately $43,000 and $92,000, respectively, were related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 3,119 barrels and 42,087 Mcf, respectively, for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. The decrease in volumes of oil sold was primarily due to normal declines in production. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) receipt of a reduced percentage of sales on one significant well during the six months ended June 30, 1999 due to the III-B Partnership's overproduced gas balancing position in that well, and (iii) the sale of several wells during 1998. Average oil and gas prices decreased to $13.40 per barrel and $1.89 per Mcf, respectively, for the six months ended June 30, 1999 from $13.88 per barrel and $2.19 per Mcf, respectively, for the six months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $19,008 (10.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold. These decreases were partially offset by (i) workover expenses incurred on one significant well during the six months ended June 30, 1999 in order to improve the recovery of reserves and (ii) the refund of prior period lease operating expenses by the operator on one significant well during the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 33.1% for the six months ended June 30, 1999 -40- from 26.7% for the six months ended June 30, 1998. This percentage increase was primarily due to the 1999 workover expenses, the 1998 refund of lease operating expenses, and the decreases in the average prices of oil and gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $44,116 (27.0%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense remained relatively constant at 23.8% for the six months ended June 30, 1999 and 23.6% for the six months ended June 30, 1998. General and administrative expenses increased $1,044 (1.2%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 17.4% for the six months ended June 30, 1999 from 12.5% for the six months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 1999 totaling $14,847,353 or 107.33% of Limited Partners' capital contributions. III-C PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 -------- -------- Oil and gas sales $587,401 $553,291 Oil and gas production expenses $133,423 $175,783 Barrels produced 6,615 5,887 Mcf produced 243,439 278,152 Average price/Bbl $ 15.75 $ 13.01 Average price/Mcf $ 1.98 $ 1.71 As shown in the table above, total oil and gas sales increased $34,110 (6.2%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this increase, approximately $9,000 was related to an increase in volumes of oil sold and approximately $18,000 and $66,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by a decrease of approximately $59,000 related to a decrease in volumes of gas sold. Volumes of oil sold increased 728 barrels, while volumes of gas sold -41- decreased 34,713 Mcf for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. The increase in volumes of oil sold was primarily due to positive prior period volume adjustments made by the purchasers on two significant wells during the three months ended June 30, 1999. The decrease in volumes of gas sold was primarily due to (i) normal declines in production and (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 1998. Average oil and gas prices increased to $15.75 per barrel and $1.98 per Mcf, respectively, for the three months ended June 30, 1999 from $13.01 per barrel and $1.71 per Mcf, respectively, for the three months ended June 30, 1998. The III-C Partnership sold certain oil and gas properties during the three months ended June 30, 1999 and recognized a $524 gain on such sales. Similar sales during the three months ended June 30, 1998 resulted in the III-C Partnership recognizing similar gains totaling $238,632. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $42,360 (24.1%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) a decrease in lease operating expenses associated with the decrease in volumes of gas sold, (ii) a decrease in repair and maintenance expenses on one significant well during the three months ended June 30, 1999 as compared to the three months ended June 30, 1998, and (iii) positive prior period ad valorem tax adjustments made by the operator on several wells during the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses decreased to 22.7% for the three months ended June 30, 1999 from 31.8% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in oil and gas production expenses and the increases in the average prices of oil and gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $24,390 (16.9%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) two significant wells being fully depleted in 1998 due to the lack of remaining reserves and (ii) the decrease in volumes of gas sold. As a percentage of oil and gas sales, this expense decreased to 20.5% for the three months ended June 30, 1999 from 26.2% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization and the increases in the average prices of oil and gas sold. -42- General and administrative expenses remained relatively constant for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses decreased to 11.6% for the three months ended June 30, 1999 from 12.3% for the three months ended June 30, 1998. SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, ------------------------- 1999 1998 ---------- ---------- Oil and gas sales $1,057,165 $1,234,156 Oil and gas production expenses $ 292,964 $ 329,412 Barrels produced 12,032 12,794 Mcf produced 515,920 535,813 Average price/Bbl $ 14.00 $ 14.55 Average price/Mcf $ 1.72 $ 1.96 As shown in the table above, total oil and gas sales decreased $176,991 (14.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $120,000 was related to a decrease in the average price of gas sold and approximately $39,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 762 barrels and 19,893 Mcf, respectively, for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Average oil and gas prices decreased to $14.00 per barrel and $1.72 per Mcf, respectively, for the six months ended June 30, 1999 from $14.55 per barrel and $1.96 per Mcf, respectively, for the six months ended June 30, 1998. The III-C Partnership sold certain oil and gas properties during the six months ended June 30, 1999 and recognized a $524 gain on such sales. Similar sales during the six months ended June 30, 1998 resulted in the III-C Partnership recognizing similar gains totaling $405,333. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $36,448 (11.1%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales, (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold, and (iii) positive prior period ad valorem tax adjustments made by the operator on several wells during the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to -43- 27.7% for the six months ended June 30, 1999 from 26.7% for the six months ended June 30, 1998. Depreciation, depletion, and amortization of oil and gas properties decreased $32,858 (11.6%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) two significant wells being fully depleted in 1998 due to the lack of remaining reserves and (ii) decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 23.6% for the six months ended June 30, 1999 from 22.9% for the six months ended June 30, 1998. General and administrative expenses increased $2,127 (1.4%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 14.6% for the six months ended June 30, 1999 from 12.4% for the six months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 1999 totaling $17,784,795 or 72.73% of Limited Partners' capital contributions. III-D PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 -------- -------- Oil and gas sales $473,492 $434,401 Oil and gas production expenses $148,698 $160,401 Barrels produced 10,238 8,409 Mcf produced 173,461 191,222 Average price/Bbl $ 14.12 $ 11.29 Average price/Mcf $ 1.90 $ 1.78 As shown in the table above, total oil and gas sales increased $39,091 (9.0%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this increase, approximately $29,000 and $21,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $21,000 was related to an increase in volumes of oil sold. These increases were partially offset by a decrease of approximately $32,000 related to a decrease in volumes of gas sold. Volumes of oil sold increased 1,829 barrels, while volumes of gas sold decreased 17,761 Mcf for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. The increase in volumes of oil sold -44- was primarily due to (i) prior period volume adjustments made by the purchaser on two significant wells during the three months ended June 30, 1999 and (ii) the sale of oil on several wells which had previously been curtailed due to low oil prices. Average oil and gas prices increased to $14.12 per barrel and $1.90 per Mcf, respectively, for the three months ended June 30, 1999 from $11.29 per barrel and $1.78 per Mcf, respectively, for the three months ended June 30, 1998. The III-D Partnership sold certain oil and gas properties during the three months ended June 30, 1998 and recognized a $34,618 gain on such sales. No such sales occurred during the three months ended June 30, 1999. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $11,703 (7.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses decreased to 31.4% for the three months ended June 30, 1999 from 36.9% for the three months ended June 30, 1998. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $8,928 (11.0%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) a reduction in the depletable base of oil and gas properties due to an impairment provision recorded during the fourth quarter of 1998 and (ii) the decrease in volumes of gas sold. The impairment provision was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense decreased to 15.2% for the three months ended June 30, 1999 from 18.6% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization and the increases in the average prices of oil and gas sold. General and administrative expenses increased $859 (2.4%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses decreased to 7.9% for the three months ended June 30, 1999 from 8.4% for the three months ended June 30, 1998. -45- SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, ------------------------- 1999 1998 -------- -------- Oil and gas sales $866,886 $912,164 Oil and gas production expenses $344,816 $338,169 Barrels produced 19,716 20,292 Mcf produced 371,281 348,599 Average price/Bbl $ 11.90 $ 12.63 Average price/Mcf $ 1.70 $ 1.88 As shown in the table above, total oil and gas sales decreased $45,278 (5.0%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $14,000 and $66,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $7,000 was related to a decrease in volumes of oil sold. These decreases were partially offset by an increase of approximately $42,000 related to an increase in volumes of gas sold. Volumes of oil sold decreased 576 barrels, while volumes of gas sold increased 22,682 Mcf for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Average oil and gas prices decreased to $11.90 per barrel and $1.70 per Mcf, respectively, for the six months ended June 30, 1999 from $12.63 per barrel and $1.88 per Mcf, respectively, for the six months ended June 30, 1998. The III-D Partnership sold certain oil and gas properties during the six months ended June 30, 1998 and recognized a $58,772 gain on such sales. No such sales occurred during the six months ended June 30, 1999. Oil and gas production expenses (including lease operating expenses and production taxes) increased $6,647 (2.0%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This increase was primarily due to a positive prior period adjustment of lease operating expenses made by the operator on one significant well during the six months ended June 30, 1999. As a percentage of oil and gas sales, these expenses increased to 39.8% for the six months ended June 30, 1999 from 37.1% for the six months ended June 30, 1998. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. -46- Depreciation, depletion, and amortization of oil and gas properties decreased $7,431 (4.7%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to a reduction in the depletable base of oil and gas properties due to an impairment provision recorded during the fourth quarter of 1998, which decrease was partially offset by the increase in volumes of gas sold. The impairment provision was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense remained constant at 17.3% for the six months ended June 30, 1999 and for the six months ended June 30, 1998. General and administrative expenses increased $1,879 (2.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 9.7% for the six months ended June 30, 1999 from 9.0% for the six months ended June 30, 1998. The Limited Partners have received cash distributions through June 30, 1999 totaling $8,850,669 or 67.56% of the Limited Partners' capital contributions. III-E PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 ---------- ---------- Oil and gas sales $1,510,547 $1,848,422 Oil and gas production expenses $ 768,859 $ 924,126 Barrels produced 52,353 55,248 Mcf produced 406,383 608,497 Average price/Bbl $ 14.10 $ 11.07 Average price/Mcf $ 1.90 $ 2.03 As shown in the table above, total oil and gas sales decreased $337,875 (18.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this decrease, approximately $54,000 was related to a decrease in the average price of gas sold and approximately $32,000 and $411,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases were partially offset by an increase of approximately $159,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 2,895 barrels and 202,114 Mcf, respectively, for the three months ended June 30, 1999 as compared to the three months -47- ended June 30, 1998. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchasers on three significant wells during the three months ended June 30, 1998 and (ii) normal declines in production. Average oil prices increased to $14.10 per barrel for the three months ended June 30, 1999 from $11.07 per barrel for the three months ended June 30, 1998. Average gas prices decreased to $1.90 per Mcf for the three months ended June 30, 1999 from $2.03 per Mcf for the three months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $155,267 (16.8%) for the three months ended June 30, 1999 as compared to the three months ended June 30,1998. This decrease was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold, (ii) a decrease in production taxes associated with the decrease in oil and gas sales, (iii) workover expenses incurred on one significant well during the three months ended June 30, 1998, and (iv) positive prior period adjustments of lease operating expenses made by the operator on two significant wells during the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses remained relatively constant at 50.9% for the three months ended June 30, 1999 and 50.0% for the three months ended June 30, 1998. Depreciation, depletion, and amortization of oil and gas properties decreased $164,528 (53.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) a reduction in the depletable base of oil and gas properties due to an impairment provision recorded during the fourth quarter of 1998 and (ii) the decrease in volumes of oil and gas sold. The impairment provision was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense decreased to 9.5% for the three months ended June 30, 1999 from 16.7% for the three months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses increased $4,142 (3.6%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 7.9% for the three months ended June 30, 1999 from 6.3% for the three months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. -48- SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, --------------------------- 1999 1998 ---------- ---------- Oil and gas sales $2,682,040 $3,621,740 Oil and gas production expenses $1,762,354 $1,771,568 Barrels produced 107,741 119,944 Mcf produced 819,163 1,121,898 Average price/Bbl $ 11.59 $ 12.24 Average price/Mcf $ 1.75 $ 1.92 As shown in the table above, total oil and gas sales decreased $939,700 (25.9%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $70,000 and $139,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $149,000 and $581,000, respectively, were related to decreases in the volumes of oil and gas sold. Volumes of oil and gas sold decreased 12,203 barrels and 302,735 Mcf, respectively, for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. The decrease in volumes of oil sold was primarily due to normal declines in production. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchasers on three significant wells during the six months ended June 30, 1998 and (ii) normal declines in production. Average oil and gas prices decreased to $11.59 per barrel and $1.75 per Mcf, respectively, for the six months ended June 30, 1999 from $12.24 per barrel and $1.92 per Mcf, respectively, for the six months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the six months ended June 30, 1999 as compared to the six months ended June 30,1998. A decrease primarily due to a decrease in production taxes associated with the decrease in oil and gas sales was substantially offset by an increase in lease operating expenses primarily due to a positive prior period adjustment made by the operator on one significant well during the six months ended June 30, 1999. As a percentage of oil and gas sales, these expenses increased to 65.7% for the six months ended June 30, 1999 from 48.9% for the six months ended June 30, 1998. This percentage increase was primarily due to the increase in lease operating expenses and the decreases in the average prices of oil and gas sold. -49- Depreciation, depletion, and amortization of oil and gas properties decreased $311,524 (51.5%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) a reduction in the depletable base of oil and gas properties due to an impairment provision recorded during the fourth quarter of 1998 and (ii) a decrease in the volumes of oil and gas sold. The impairment provision was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at December 31, 1998. As a percentage of oil and gas sales, this expense decreased to 10.9% for the six months ended June 30, 1999 from 16.7% for the six months ended June 30, 1998. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses remained relatively constant for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 10.0% for the six months ended June 30, 1999 from 7.4% for the six months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 1999 totaling $30,520,016 or 72.97% of the Limited Partners' capital contributions. III-F PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 -------- -------- Oil and gas sales $484,427 $570,778 Oil and gas production expenses $302,383 $370,221 Barrels produced 15,144 15,011 Mcf produced 150,735 234,242 Average price/Bbl $ 14.73 $ 12.14 Average price/Mcf $ 1.73 $ 1.66 As shown in the table above, total oil and gas sales decreased $86,351 (15.1%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this decrease, approximately $139,000 was related to a decrease in volumes of gas sold, which decrease was partially offset by increases of approximately $39,000 and $11,000, respectively, related to increases in the average prices of oil and gas sold. Volumes of oil sold increased 133 barrels, while volumes of gas sold decreased 83,507 Mcf -50- for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchaser on two significant wells during the three months ended June 30, 1998 and (ii) normal declines in production. Average oil and gas prices increased to $14.73 per barrel and $1.73 per Mcf, respectively, for the three months ended June 30, 1999 from $12.14 per barrel and $1.66 per Mcf, respectively, for the three months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $67,838 (18.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales, (ii) a decrease in ad valorem taxes paid during the three months ended June 30, 1999, and (iii) workover expenses incurred on two significant wells during the three months ended June 30, 1998 in order to improve the recovery of reserves. These decreases were partially offset by a positive prior period adjustment of lease operating expenses on another significant well during the three months ended June 30, 1999. As a percentage of oil and gas sales, these expenses decreased to 62.4% for the three months ended June 30, 1999 from 64.9% for the three months ended June 30, 1998. Depreciation, depletion, and amortization of oil and gas properties decreased $33,528 (21.4%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to the decrease in volumes of gas sold. As a percentage of oil and gas sales, this expense decreased to 25.4% for the three months ended June 30, 1999 from 27.5% for the three months ended June 30, 1998. General and administrative expenses increased $1,044 (1.7%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 12.9% for the three months ended June 30, 1999 from 10.7% for the three months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. -51- SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, ------------------------- 1999 1998 -------- ---------- Oil and gas sales $923,024 $1,235,009 Oil and gas production expenses $520,135 $ 659,701 Barrels produced 30,016 30,973 Mcf produced 330,830 443,012 Average price/Bbl $ 12.71 $ 13.70 Average price/Mcf $ 1.64 $ 1.83 As shown in the table above, total oil and gas sales decreased $311,985 (25.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $205,000 was related to a decrease in volumes of gas sold and approximately $64,000 was related to a decrease in the average price of gas sold. Volumes of oil and gas sold decreased 957 barrels and 112,182 Mcf, respectively, for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchaser on two significant wells during the six months ended June 30, 1998, (ii) the shutting-in of one significant well during the six months ended June 30, 1999 and (iii) normal declines in production. Average oil and gas prices decreased to $12.71 per barrel and $1.64 per Mcf, respectively, for the six months ended June 30, 1999 from $13.70 per barrel and $1.83 per Mcf, respectively, for the six months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $139,566 (21.2%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) a decrease in lease operating expenses primarily due to the reversal of a litigation accrual no longer deemed necessary by management, (ii) workover expenses incurred on two significant wells during the six months ended June 30, 1998 in order to improve the recovery of reserves, and (iii) a decrease in production taxes associated with the decrease in oil and gas sales. These decreases were partially offset by a positive prior period adjustment of lease operating expenses on another significant well during the six months ended June 30, 1999. As a percentage of oil and gas sales, these expenses increased to 56.4% for the six months ended June 30, 1999 from 53.4% for the six months ended June 30, 1998. -52- Depreciation, depletion, and amortization of oil and gas properties decreased $43,372 (14.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to the decrease in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 28.2% for the six months ended June 30, 1999 from 24.6% for the six months ended June 30, 1998. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,667 (1.9%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 15.2% for the six months ended June 30, 1999 from 11.2% for the six months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 1999 totaling $11,375,904 or 51.36% of Limited Partners' capital contributions. III-G PARTNERSHIP THREE MONTHS ENDED JUNE 30, 1999 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1998. Three Months Ended June 30, --------------------------- 1999 1998 -------- -------- Oil and gas sales $297,533 $349,671 Oil and gas production expenses $197,569 $224,180 Barrels produced 10,549 10,660 Mcf produced 80,960 128,428 Average price/Bbl $ 14.77 $ 12.17 Average price/Mcf $ 1.75 $ 1.71 As shown in the table above, total oil and gas sales decreased $52,138 (14.9%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. Of this decrease, approximately $81,000 was related to a decrease in volumes of gas sold, which decrease was partially offset by an increase of approximately $27,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 111 barrels and 47,468 Mcf, respectively, for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchaser on two significant wells during the three months ended June 30, 1998 and (ii) normal declines in production. -53- Average oil and gas prices increased to $14.77 per barrel and $1.75 per Mcf, respectively, for the three months ended June 30, 1999 from $12.17 per barrel and $1.71 per Mcf, respectively, for the three months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $26,611 (11.9%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales, (ii) a decrease in ad valorem taxes paid during the three months ended June 30, 1999, and (iii) workover expenses incurred on two significant wells during the three months ended June 30, 1998 in order to improve the recovery of reserves. These decreases were partially offset by a positive prior period adjustment of lease operating expenses on another significant well during the three months ended June 30, 1999. As a percentage of oil and gas sales, these expenses increased to 66.4% for the three months ended June 30, 1999 from 64.1% for the three months ended June 30, 1998. Depreciation, depletion, and amortization of oil and gas properties decreased $22,465 (23.3%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. This decrease was primarily due to the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense decreased to 24.9% for the three months ended June 30, 1999 from 27.6% for the three months ended June 30, 1998. General and administrative expenses increased $672 (2.0%) for the three months ended June 30, 1999 as compared to the three months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 11.6% for the three months ended June 30, 1999 from 9.7% for the three months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. -54- SIX MONTHS ENDED JUNE 30, 1999 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1998. Six Months Ended June 30, ------------------------- 1999 1998 -------- -------- Oil and gas sales $564,014 $745,490 Oil and gas production expenses $352,022 $413,389 Barrels produced 21,486 22,016 Mcf produced 177,504 241,343 Average price/Bbl $ 12.69 $ 13.66 Average price/Mcf $ 1.64 $ 1.84 As shown in the table above, total oil and gas sales decreased $181,476 (24.3%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. Of this decrease, approximately $118,000 was related to a decrease in volumes of gas sold and approximately $21,000 and $36,000, respectively, were related to decreases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 530 barrels and 63,839 Mcf, respectively, for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchaser on two significant wells during the six months ended June 30, 1998, (ii) the shutting-in of one significant well during the six months ended June 30, 1999, and (iii) normal declines in production. Average oil and gas prices decreased to $12.69 per barrel and $1.64 per Mcf, respectively, for the six months ended June 30, 1999 from $13.66 per barrel and $1.84 per Mcf, respectively, for the six months ended June 30, 1998. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $61,367 (14.8%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to (i) a decrease in lease operating expenses primarily due to the reversal of a litigation accrual no longer deemed necessary by management, (ii) workover expenses incurred on two significant wells during the six months ended June 30, 1998 in order to improve the recovery of reserves, and (iii) a decrease in production taxes associated with the decrease in oil and gas sales. These decreases were partially offset by a positive prior period adjustment of lease operating expenses on another significant well during the six months ended June 30, 1999. As a percentage of oil and gas sales, these expenses increased to 62.4% for the six months ended June 30, 1999 from 55.5% for the six months ended June 30, 1998. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. -55- Depreciation, depletion, and amortization of oil and gas properties decreased $30,046 (16.0%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. This decrease was primarily due to the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 27.9% for the six months ended June 30, 1999 from 25.1% for the six months ended June 30, 1998. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $1,590 (2.1%) for the six months ended June 30, 1999 as compared to the six months ended June 30, 1998. As a percentage of oil and gas sales, these expenses increased to 13.7% for the six months ended June 30, 1999 from 10.2% for the six months ended June 30, 1998. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 1999 totaling $5,957,287 or 48.86% of Limited Partners' capital contributions. YEAR 2000 COMPUTER ISSUES - ------------------------- IN GENERAL The Year 2000 Issue ("Y2K") refers to the inability of computer and other information technology systems to properly process date and time information, stemming from the earlier programming practice of using two digits rather than four to represent the year in a date. For example, computer programs and imbedded chips that are date sensitive may recognize a date using (00) as the year 1900 rather than the year 2000. The consequence of Y2K is that computer and imbedded processing systems may be at risk of malfunctioning, particularly during the transition from 1999 to 2000. The effects of Y2K are exacerbated by the interdependence of computer and telecommunication systems throughout the world. This interdependence also exists among the Partnerships, Samson Investment Company and its affiliates ("Samson"), and their vendors, customers, and business partners, as well as with regulators. The potential risks associated with Y2K for an oil and gas production company fall into three general areas: (i) financial, leasehold and administrative computer systems, (ii) imbedded systems in field process control units, and (iii) third party exposures. As discussed below, General Partner does not believe that these risks will be material to the Partnerships' operations. -56- The Partnerships' business is producing oil and gas. The day-to-day production of the Partnerships' oil and gas is not dependent on computers or equipment with imbedded chips. As further discussed below, management anticipates that the Partnerships' daily business activities will not be materially affected by Y2K. The Partnerships rely on Samson to provide all of their operational and administrative services on either a direct or indirect basis. Samson is addressing each of the three Y2K areas discussed above through a readiness process that seeks to: 1. increase the awareness of the issue among key employees; 2. identify areas of potential risk; 3. assess the relative impact of these risks and Samson's ability to manage them;and 4. remediate these risks on a priority basis wherever possible. One of Samson Investment Company's Executive Vice Presidents is responsible for communicating to its Board of Directors Y2K actions and for the ultimate implementation of its Y2K plan. He has delegated to Samson Investment Company's Senior Vice President-Technology and Administrative Services principal responsibility for ensuring Y2K compliance within Samson. Samson has been planning for the impact of Y2K on its information technology systems since 1993. As of July 15, 1999, Samson is in the final stages of implementation of a Y2K plan, as summarized below: FINANCIAL AND ADMINISTRATIVE SYSTEMS 1. Awareness. Samson has alerted its officers, managers and supervisors of Y2K issues and asked them to have their employees participate in the identification of potential Y2K risks which might otherwise go unnoticed by higher level employees and officers. As a result, awareness of the issue is considered high. 2. Risk Identification. Samson's most significant financial and administrative systems exposure is the Y2K status of the accounting and land administration system used to collect and manage data for internal management decision making and for external revenue and accounts payable purposes. Other concerns include network hardware and software, desktop computing hardware and software, telecommunications, and office space readiness. -57- 3. Risk Assessment. The failure to identify and correct a material Y2K problem could result in inaccurate or untimely financial information for management decision-making or cash flow and payment purposes, including maintaining oil and gas leases. 4. Remediation. Since 1993, Samson has been upgrading its accounting and land administration software. Substantially all of the Y2K upgrades have been completed, with the remainder scheduled to be completed during the 3rd quarter of 1999. In addition, in 1997 and 1998 Samson replaced or applied software patches to substantially all of its network and desktop software applications and believes them to be generally Y2K compliant. Additional patches or software upgrades will be applied no later than September 30, 1999 to complete this process. The costs of all such risk assessments and remediation are not expected to be material to the Partnerships. 5. Contingency Planning. Notwithstanding the foregoing, should there be significant unanticipated disruptions in Samson's financial and administrative systems, all of the accounting processes that are currently automated will need to be performed manually. Samson has communicated to its management team the importance of having adequate staff available to manually perform necessary functions to minimize disruptions. IMBEDDED SYSTEMS 1. Awareness. Samson's Y2K program has involved all levels of field personnel from production foremen and higher. Employees at all levels of the organization have been asked to participate in the identification of potential Y2K risks, which might otherwise go unnoticed by higher level employees and officers of Samson, and as a result, awareness of the issue is considered high. 2. Risk Identification. Samson has inventoried all possible exposures to imbedded chips and systems. Such exposures can be classified as either (i) oil and gas production and processing equipment or (ii) office machines such as faxes, copiers, phones, etc. With respect to oil and gas production and processing equipment, neither Samson nor the Partnerships operate offshore wells, significant processing plants, or wells with older electronic monitoring systems. As a result, Samson's inventory identified less than 10 applications using imbedded chips. All of these have been tested by the respective vendors and have been found to be Y2K compliant or have been upgraded or replaced. -58- Office machines have been tested by Samson and vendors and are believed to be compliant. 3. Risk Assessment and Remediation. The failure to identify and correct a material Y2K problem in an imbedded system could result in outcomes ranging from errors in data reporting to curtailments or shutdowns in production. As noted above, Samson has identified less than 10 imbedded system applications all of which have been made compliant or replaced. None of these applications are believed to be material to Samson or the Partnerships. Samson believes that sufficient manual processes are available to minimize any field level risk and that there will be no material impact on the Partnerships with respect to these applications. 4. Contingency Planning. Should material production disruptions occur as a result of Y2K failures in field operations, Samson will utilize its existing field personnel in an attempt to avoid any material impact on operating cash flow. Samson is not able to quantify any potential exposure in the event of systems failure or inadequate manual alternatives. THIRD PARTY EXPOSURES 1. Awareness. Samson has advised management to consider Y2K implications with its outside vendors, customers, and business partners. Management has been asked to participate in the identification of potential third party Y2K risks and, as a result, awareness of the issue is considered high. 2. Risk Identification. Samson's most significant third party Y2K exposure is its dependence on third parties for the receipt of revenues from oil and gas sales. However, virtually all of these purchasers are very large and sophisticated companies. Other Y2K concerns include the availability of electric power to Samson's field operations, the integrity of telecommunication systems, and the readiness of commercial banks to execute electronic fund transfers. -59- 3. Risk Assessment. Because of the high awareness of the Y2K problem in the U.S., Samson has not undertaken and does not plan to undertake a formal company wide plan to make inquiries of third parties on the subject of Y2K readiness. If it did so, Samson has no ability to require responses to such inquiries or to independently verify their accuracy. Samson has, however, received oral assurances from its significant oil and gas purchasers of Y2K compliance. If significant disruptions from major purchasers were to occur, however, there could be a material and adverse impact on the Partnerships' results of operations, liquidity, and financial conditions. It is important to note that third party oil and gas purchasers have significant incentives to avoid disruptions arising from a Y2K failure. For example, most of these parties are under contractual obligations to purchase oil and gas or disperse revenues to Samson. The failure to do so will result in contractual and statutory penalties. Therefore, Samson believes that it is unlikely that there will be material third party non-compliance with purchase and remittance obligations as a result of Y2K issues. 4. Remediation. Where Samson perceives significant risk of Y2K non-compliance that may have a material impact on it, and where the relationship between Samson and a vendor, customer, or business partner permits, joint testing may be undertaken during the remainder of 1999 to further identify these risks. 5. Contingency Planning. In the unlikely event that material production disruptions occur as a result of Y2K failures of third parties, the Partnerships' operating cash flow could be impacted. This contingency will be factored into deliberations on the level of quarterly cash distributions paid out during any such period of cash flow disruption. -60- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Partnerships do not hold any market risk sensitive instruments. -61- 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 III-A Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the III-B Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the III-C Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the III-D Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the III-E Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the III-F Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.7 Financial Data Schedule containing summary financial information extracted from the III-G Partnership's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. All other exhibits are omitted as inapplicable. (b) Reports on Form 8-K. None. -62- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: August 12, 1999 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: August 12, 1999 By: /s/Patrick M. Hall -------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer -63- INDEX TO EXHIBITS NUMBER DESCRIPTION - ------ ----------- 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-A's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-B's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-C's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-D's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-E's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-F's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. 27.7 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-G's financial statements as of June 30, 1999 and for the six months ended June 30, 1999, filed herewith. All other exhibits are omitted as inapplicable. -64-