SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-Q

        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934 

For the quarter ended September 30, 1995

Commission File Number:
     II-A: 0-16388   II-C: 0-16981   II-E: 0-17320   II-G: 0-17802
     II-B: 0-16405   II-D: 0-16980   II-F: 0-17799   II-H: 0-18305

            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
         -----------------------------------------------------
        (Exact name of Registrant as specified in its Articles)

                                           II-A 73-1295505
                                           II-B 73-1303341
                                           II-C 73-1308986
                                           II-D 73-1329761
                                           II-E 73-1324751
                                           II-F 73-1330632
                                           II-G 73-1336572
                Oklahoma                   II-H 73-1342476        
     ------------------------------      ----------------------------------
     (State or other jurisdiction        (I.R.S. Employer Identification No.)
   of incorporation or organization)


            Two West Second Street, Tulsa, Oklahoma    74103   
           -------------------------------------------------
         (Address of principal executive offices)   (Zip Code)

Registrant's telephone number, including area code: (918) 583-1791

Indicate  by check  mark  whether the  Registrant  (1) has  filed  all
reports required  to be filed by Section 13 or 15(d) of the Securities
Exchange  Act of  1934 during  the preceding  12  months (or  for such
shorter  period that the Registrant was required to file such reports)
and (2)  has been subject to  the filing requirements for  the past 90
days.  

                          Yes   X      No ___


                    PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                  GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED BALANCE SHEETS
                              (Unaudited)

                                ASSETS
                                       September 30, December 31,
                                           1995          1994    
                                       ------------ -------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $   476,513  $   793,694 
  Accounts receivable: 
   Oil and gas sales, including $134,634 
     and $107,036 due from related 
     parties (Note 2) . . . . . . . . .      742,559      829,056 
                                         -----------   ----------- 
      Total current assets  . . . . . .  $ 1,219,072  $ 1,622,750 

NET OIL AND GAS PROPERTIES, utilizing the
  successful efforts method . . . . . .    8,270,499   10,069,976 

DEFERRED CHARGE . . . . . . . . . . . .    1,138,237      980,772 
                                         -----------  ----------- 
                                         $10,627,808  $12,673,498 
                                         ===========  =========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:  
  Accounts payable  . . . . . . . . . .  $   154,906   $   289,391 
  Gas imbalance payable . . . . . . . .      217,949       217,949 
                                         -----------   ----------- 
     Total current liabilities  . . . .  $   372,855   $   507,340 

ACCRUED LIABILITY . . . . . . . . . . .  $   462,676   $   398,669 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner   ($   321,691)($   297,741)
  Unit Holders, issued and outstanding,
   484,283 units  . . . . . . . . . . .    10,113,968   12,065,230 
                                          -----------  ----------- 
     Total Partners' capital  . . . . .   $ 9,792,277  $11,767,489 
                                          -----------  ----------- 
                                          $10,627,808  $12,673,498 
                                          ===========  =========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -2-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                  GEODYNE PRODUCTION PARTNERSHIP II-A
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)



                                            1995         1994    
                                         ----------   ---------- 
REVENUES:
  Oil and gas sales, including $205,443  
   and $289,954 to related parties 
   (Note 2)                              $1,133,241   $1,758,131 
  Interest income . . . . . . . . . . .       4,215        7,803 
  Gain (Loss) on sale of oil and gas 
    properties  . . . . . . . . . . . . (    10,128)       1,719 
                                         ----------   ---------- 
                                         $1,127,328   $1,767,653 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  516,952   $  633,870 
  Production tax  . . . . . . . . . . .      76,946      109,995 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . . .    648,954    1,169,923 
  General and administrative  . . . . .     171,208      133,653 
                                         ----------   ---------- 
                                         $1,414,060   $2,047,441 
                                         ----------   ---------- 

NET LOSS  . .  . . . . . . . . . . .   ($  286,732) ($  279,788)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . .   $   11,622   $   32,808 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS   . . . . . . .($  298,354) ($  312,596)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . .  ($      .62) ($      .65)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .    484,283      484,283 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -3-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                  GEODYNE PRODUCTION PARTNERSHIP II-A
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)



                                            1995         1994    
                                         ----------   ---------- 
REVENUES:
  Oil and gas sales, including $579,690 
   and $1,007,228 to related parties 
   (Note 2)  . . . . . . . . . . . . .   $3,462,252   $4,949,950 
  Interest income . . . . . . . . . . .      14,920       18,389 
  Gain on sale of oil and gas properties      1,625       12,144 
                                         ----------   ---------- 
                                         $3,478,797   $4,980,483 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $1,333,968   $1,782,276 
  Production tax  . . . . . . . . . . .     218,254      310,654 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . .    1,844,018    3,135,057 
  General and administrative  . . . . .     516,769      437,530 
                                         ----------   ---------- 
                                         $3,913,009   $5,665,517 
                                         ----------   ---------- 

NET LOSS  . . . . . .  . . . . . . .   ($  434,212) ($  685,034)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . .   $   52,050   $   91,151 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS   . . . .      ($  486,262) ($  776,185)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . .    ($     1.00) ($     1.60)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     484,283      484,283 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -4-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                  GEODYNE PRODUCTION PARTNERSHIP II-A
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------  -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .   ($  434,212) ($  685,034)
  Adjustments to reconcile net loss to
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  .. .   1,844,018    3,135,057 
   Gain on sale of oil and gas properties (     1,625) (    12,144)
   Decrease in accounts receivable  . .        86,497       87,106 
   (Increase) Decrease in deferred charge (   157,465)     155,589 
   Decrease in accounts payable   . . .   (   134,485) (   103,815)
   Decrease in gas imbalance payable  .         -      (   210,280)
   Increase (Decrease) in accrued 
     liability                                 64,007  (     6,483)
                                            ----------   ---------- 
  Net cash provided by operating 
     activities . . . . . . . . . . . .    $1,266,735   $2,359,996 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .   ($   65,682) ($  209,578)
  Proceeds from sale of oil and gas 
   properties . . . . . . . . . . . . .        22,766       21,370 
                                           ----------   ---------- 
  Net cash used by investing activities   ($   42,916) ($  188,208)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .   ($1,541,000) ($1,975,000)
                                           ----------   ---------- 
  Net cash used by financing activities   ($1,541,000) ($1,975,000)
                                           ----------   ---------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS   . . . . . . . . . . . .   ($  317,181)  $  196,788 

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .       793,694    1,046,726 
                                           ----------   ---------- 
CASH AND CASH EQUIVALENTS AT END OF 
PERIOD . . . . . . . . . . . . . . . .     $  476,513   $1,243,514 
                                           ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -5-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                  GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------  ------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $   75,259   $  623,450 
  Accounts receivable: 
   Oil and gas sales, including $80,068 
     and $64,669 due from related parties 
     (Note 2) . . . . . . . . . . . . .     495,993      572,547 
                                         ----------   ---------- 
      Total current assets  . . . . . .  $  571,252   $1,195,997 

NET OIL AND GAS PROPERTIES, utilizing the 
  successful efforts method . . . . . .   5,497,240    6,932,761 

DEFERRED CHARGE . . . . . . . . . . . .     234,046      173,300 
                                         ----------   ---------- 
                                         $6,302,538   $8,302,058 
                                         ==========   ========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable  . . . . . . . . . .  $  129,451   $  222,404 
  Gas imbalance payable . . . . . . . .      18,793       18,793 
                                         ----------   ---------- 
     Total current liabilities  . . . .  $  148,244   $  241,197 

ACCRUED LIABILITY . . . . . . . . . . .  $  498,744   $  369,296 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($  264,925) ($  222,879)
  Unit Holders, issued and outstanding,
   361,719 units  . . . . . . . . . . .   5,920,475    7,914,444 
                                         ----------   ---------- 
     Total Partners' capital  . . . . .  $5,655,550   $7,691,565 
                                         ----------   ---------- 
                                         $6,302,538   $8,302,058 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -6-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                  GEODYNE PRODUCTION PARTNERSHIP II-B
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                         ----------- ------------

REVENUES:
  Oil and gas sales, including $104,541  
   and $178,185 to related parties 
   (Note 2) . . . . . . . . . . . . .    $  603,595   $1,263,992 
  Interest income . . . . . . . . . .         1,295        5,361 
  Gain (Loss) on sale of oil and gas 
    properties . . . . . . . . . . .    (       613)       6,850 
                                         ----------   ---------- 
                                         $  604,277   $1,276,203 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  411,154   $  457,725 
  Production tax  . . . . . . . . . . .      48,274       89,595 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . . .    411,345      836,785 
  General and administrative  . . . . .     159,556       99,818 
                                         ----------   ---------- 
                                         $1,030,329   $1,483,923 
                                         ----------   ---------- 

NET LOSS  . . . . . . . . . . . .       ($  426,052) ($  207,720)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME (LOSS) . . . . . . . . . . ($    4,849)  $   23,085 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS . . . . . . . . ($  421,203) ($  230,805)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($     1.16) ($      .64)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     361,719      361,719 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -7-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                  GEODYNE PRODUCTION PARTNERSHIP II-B
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                         ----------- ------------

REVENUES:
  Oil and gas sales, including $242,757  
   and $522,757 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $2,423,417   $3,666,091 
  Interest income . . . . . . . . . . .       9,132       11,704 
  Gain (Loss) on sale of oil and gas 
    properties . . . . . . . . . . . .  (    19,385)      29,792 
                                         ----------   ---------- 
                                         $2,413,164   $3,707,587 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $1,209,790   $1,298,668 
  Production tax  . . . . . . . . . . .     162,419      246,516 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . . .  1,498,872    2,348,015 
  General and administrative  . . . . .     462,098      327,285 
                                         ----------   ---------- 
                                         $3,333,179   $4,220,484 
                                         ----------   ---------- 

NET LOSS  . . . . .  . . . . . . .      ($  920,015) ($  512,897)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .  $   13,954   $   68,276 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS . . . . . . . . ($  933,969) ($  581,173)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($     2.58) ($     1.61)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     361,719      361,719 
                                         ==========   ========== 



                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -8-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                  GEODYNE PRODUCTION PARTNERSHIP II-B
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                              1995         1994  
                                          ----------    ---------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .   ($  920,015) ($  512,897)
  Adjustments to reconcile net loss to 
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  . .    1,498,872    2,348,015 
   (Gain) Loss on sale of oil and gas 
     properties . . . . . . . . . . . .        19,385  (    29,792)
   Decrease in accounts receivable  . .        76,554      176,323 
   Increase in deferred charge  . . . .   (    60,746) (     8,545)
   Decrease in accounts payable   . . .   (    92,953) (    54,549)
   Increase in gas imbalance payable  .         -            3,126 
   Increase in accrued liability  . . .       129,448       56,162 
                                            ----------   ---------- 
  Net cash provided by operating 
    activities . . . . . . . . . . . .     $  650,545   $1,977,843 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .   ($   97,527) ($  133,027)
  Proceeds from sale of oil and gas 
    properties  . . . . . . . . . . . .        14,791       33,230 
                                           ----------   ---------- 
  Net cash used by investing activities   ($   82,736) ($   99,797)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .   ($1,116,000) ($1,553,000)
                                           ----------   ---------- 
  Net cash used by financing activities   ($1,116,000) ($1,553,000)
                                           ----------   ---------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS . . . . . . . . . . . . .   ($  548,191)  $  325,046 

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .       623,450      597,221 
                                           ----------   ---------- 
CASH AND CASH EQUIVALENTS AT END OF 
PERIOD                                     $   75,259     $922,267 
                                           ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                         -9-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                  GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED BALANCE SHEETS
                              (Unaudited)


                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------  ------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $   38,360   $  380,901 
  Accounts receivable: 
   Oil and gas sales, including $43,570 
     and $41,709 due from related parties 
     (Note 2) . . . . . . . . . . . . .     223,123      288,238 
                                         ----------   ---------- 
      Total current assets  . . . . . .  $  261,483   $  669,139 
 
NET OIL AND GAS PROPERTIES, utilizing 
  the successful efforts method . . . .   2,721,541    3,411,988 

DEFERRED CHARGE . . . . . . . . . . . .     302,804      210,793 
                                         ----------   ---------- 
                                         $3,285,828   $4,291,920 
                                         ==========   ========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES: 
  Accounts payable  . . . . . . . . . .  $   54,769   $   56,341 
  Gas imbalance payable . . . . . . . .      42,677      104,939 
                                         ----------   ---------- 
     Total current liabilities  . . . .  $   97,446   $  161,280 

ACCRUED LIABILITY . . . . . . . . . . .  $  176,016   $  122,531 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($  103,844) ($   84,153)
  Unit Holders, issued and outstanding,
   154,621 units  . . . . . . . . . . .   3,116,210    4,092,262 
                                         ----------   ---------- 
     Total Partners' capital  . . . . .  $3,012,366   $4,008,109 
                                         ----------   ---------- 
                                         $3,285,828   $4,291,920 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -10-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                  GEODYNE PRODUCTION PARTNERSHIP II-C
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)



                                             1995         1994   
                                         ----------- ------------

REVENUES:
  Oil and gas sales, including $58,314  
   and $101,537 to related parties 
   (Note 2) . . . . . . . . . . . . . .    $303,065     $575,045 
  Interest income . . . . . . . . . . .         964        3,735 
  Gain on sale of oil and gas properties        -            522 
                                           --------     -------- 
                                           $304,029     $579,302 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .    $175,047     $144,146 
  Production tax  . . . . . . . . . . .      25,187       43,578 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . . .    215,026      345,037 
  General and administrative  . . . . .      68,489       43,117 
                                           --------     -------- 
                                           $483,749     $575,878 
                                           --------     -------- 

NET INCOME (LOSS)   . . . . . . . . . .   ($179,720)    $  3,424 
                                           ========     ======== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME (LOSS) . . . . . . . . . .   ($    385)    $ 13,973 
                                           ========     ======== 
UNIT HOLDERS - NET LOSS . . . . . . . .   ($179,335)   ($ 10,549)
                                           ========     ======== 
NET LOSS per unit . . . . . . . . . . .   ($   1.16)   ($    .07)
                                           ========     ======== 
UNITS OUTSTANDING . . . . . . . . . . .     154,621      154,621 
                                           ========     ======== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -11-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                  GEODYNE PRODUCTION PARTNERSHIP II-C
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)



                                             1995         1994   
                                         ----------- ------------

REVENUES:
  Oil and gas sales, including $152,650  
   and $320,991 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $1,136,648   $1,743,396 
  Interest income . . . . . . . . . . .       6,071        7,335 
  Gain on sale of oil and gas properties     12,288        4,012 
                                         ----------   ---------- 
                                         $1,155,007   $1,754,743 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  466,220   $  491,680 
  Production tax  . . . . . . . . . . .      78,312      126,146 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . .      717,401    1,008,522 
  General and administrative  . . . . .     200,817      141,923 
                                         ----------   ---------- 
                                         $1,462,750   $1,768,271 
                                         ----------   ---------- 

NET LOSS  . . . . . . . . . . . . . .   ($  307,743) ($   13,528)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .  $   13,309   $   39,664 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS . . . . . . . . ($  321,052) ($   53,192)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($     2.08) ($      .34)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     154,621      154,621 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -12-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                  GEODYNE PRODUCTION PARTNERSHIP II-C
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .    ($307,743) ($   13,528)
  Adjustments to reconcile net loss to  
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  . .     717,401    1,008,522 
   Gain on sale of oil and gas properties  (  12,288) (     4,012)
   Decrease in accounts receivable  . .       65,115       87,060 
   Increase in deferred charge  . . . .    (  92,011) (    21,805)
   Decrease in accounts payable   . . .    (   1,572) (     8,703)
   Increase (Decrease) in gas imbalance 
    payable  . . . . . . . . . . . . .     (  62,262)       5,797

   Increase in accrued liability  . . .       53,485       16,613 
                                            --------   ---------- 
  Net cash provided by operating 
    activities  . . . . . . . . . . . .     $360,125   $1,069,944 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .   ($ 33,405) ($   47,483)
  Proceeds from sale of oil and gas 
    properties . . . . . . . . . . . .       18,739        4,012 
                                           --------   ---------- 
  Net cash used by investing activities   ($ 14,666) ($   43,471)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .   ($688,000) ($  752,500)
                                           --------   ---------- 
  Net cash used by financing activities   ($688,000) ($  752,500)
                                           --------   ---------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS . . . . . . . . . . . . .   ($342,541)  $  273,973 

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .     380,901      300,177 
                                           --------   ---------- 
CASH AND CASH EQUIVALENTS AT END OF 
PERIOD . . . . . . . . . . . . . . . .     $ 38,360     $574,150 
                                           ========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -13-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                  GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED BALANCE SHEETS
                              (Unaudited)


                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------ -------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $  331,539   $  563,613 
  Accounts receivable: 
   Oil and gas sales, including $113,560 
     and $121,780 due from related 
     parties (Note 2) . . . . . . . . .     607,856      697,345 
                                         ----------   ---------- 
      Total current assets  . . . . . .  $  939,395   $1,260,958 

NET OIL AND GAS PROPERTIES, utilizing 
  the successful efforts method . .. .    5,504,212    7,261,978 

DEFERRED CHARGE . . . . . . . . . . . .   1,154,889    1,048,947 
                                         ----------   ---------- 
                                         $7,598,496   $9,571,883 
                                         ==========   ========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable  . . . . . . . . . .  $  120,980   $  195,236 
  Gas imbalance payable . . . . . . . .      98,771      208,023 
                                         ----------   ---------- 
     Total current liabilities  . . . .  $  219,751   $  403,259 

ACCRUED LIABILITY . . . . . . . . . . .  $  245,121   $  222,635 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($  129,211) ($  111,528)
  Unit Holders, issued and outstanding,
   314,878 units  . . . . . . . . . . .   7,262,835    9,057,517 
                                         ----------   ---------- 
     Total Partners' capital  . . . . .  $7,133,624   $8,945,989 
                                         ----------   ---------- 
                                         $7,598,496   $9,571,883 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -14-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                  GEODYNE PRODUCTION PARTNERSHIP II-D
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                            1995         1994    
                                         ----------   ---------- 
REVENUES:
  Oil and gas sales, including $161,366 
   and $199,197 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $  968,988   $1,066,835 
  Interest income . . . . . . . . . . .       2,650        3,283 
  Gain on sale of oil and gas properties      9,740        5,280 
                                         ----------   ---------- 
                                         $  981,378   $1,075,398 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  377,881   $  452,856 
  Production tax  . . . . . . . . . . .      70,947       89,031 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  . ..     582,900      626,725 
  General and administrative  . . . . .     152,623      113,186 
                                         ----------   ---------- 
                                         $1,184,351   $1,281,798 
                                         ----------   ---------- 

NET LOSS  . . . . . . . . . . . ..      ($  202,973) ($  206,400)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . .  .   $   13,167   $   14,749 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS . . . . . .     ($  216,140) ($  221,149)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($      .69) ($      .70)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     314,878      314,878 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -15-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                  GEODYNE PRODUCTION PARTNERSHIP II-D
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                            1995         1994    
                                         ----------   ---------- 
REVENUES:
  Oil and gas sales, including $468,128 
   and $738,638 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $3,022,161   $3,669,514 
  Interest income . . . . . . . . . . .      10,793        5,287 
  Gain on sale of oil and gas properties     23,102        5,280 
                                         ----------   ---------- 
                                         $3,056,056   $3,680,081 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $1,211,173   $1,351,305 
  Production tax  . . . . . . . . . . .     220,968      271,753 
  Depreciation, depletion, and amortiza-
   tion of oil and gas properties  .  .   1,780,883    2,019,960 
  General and administrative  . . . . .     441,397      313,218 
                                         ----------   ---------- 
                                         $3,654,421   $3,956,236 
                                         ----------   ---------- 

NET LOSS  . . .  . . . . . . . . .      ($  598,365) ($  276,155)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . .    $   41,317   $   66,991 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS . . . . . . .   ($  639,682) ($  343,146)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($     2.03) ($     1.09)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     314,878      314,878 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -16-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                  GEODYNE PRODUCTION PARTNERSHIP II-D
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                         -----------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .  ($  598,365) ($  276,155)
  Adjustments to reconcile net loss to 
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  . .   1,780,883    2,019,960 
   Gain on sale of oil and gas 
     properties . . . . . . . . . . . .  (    23,102) (     5,280)
   Decrease in accounts receivable  . .       89,489       91,900 
   Increase in deferred charge  . . . .  (   105,942)        -   
   Decrease in accounts payable   . . .  (    74,256) (    12,083)
   Decrease in gas imbalance payable  .  (   109,252)        -   
   Increase in accrued liability  . . .       22,486          -   
                                          ----------   ---------- 
  Net cash provided by operating 
    activities . . . . . . . . . . . .    $  981,941   $1,818,342 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .  ($   33,312) ($   55,799)
  Proceeds from sale of oil and gas 
    properties . . . . . . . . . . . .        33,297        6,167 
                                           ----------   ---------- 
  Net cash used by investing activities  ($       15) ($   49,632)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .  ($1,214,000) ($1,513,500)
                                          ----------   ---------- 
  Net cash used by financing activities  ($1,214,000) ($1,513,500)
                                          ----------   ---------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS   . . . . . . . . . . . .  ($  232,074)  $  255,210 

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .      563,613      147,215 
                                          ----------   ---------- 
CASH AND CASH EQUIVALENTS AT END OF 
PERIOD . . . . . . . . . . . . . . . .    $  331,539   $  402,425 
                                          ==========   ========== 


                The accompanying notes are an integral part of
                       these combined financial statements.

                                        -17-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                  GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED BALANCE SHEETS
                              (Unaudited)


                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $   91,671   $  260,348 
  Accounts receivable:
   Oil and gas sales, including $100,435 
     and $90,940 due from related parties 
     (Note 2) . . . . . . . . . . . . .     338,813      355,365 
                                         ----------   ---------- 
      Total current assets  . . . . . .  $  430,484   $  615,713 

NET OIL AND GAS PROPERTIES, utilizing 
  the successful efforts method . . .     5,588,886    7,062,612 

DEFERRED CHARGE . . . . . . . . . . . .     412,949      438,881 
                                         ----------   ---------- 
                                         $6,432,319   $8,117,206 
                                         ==========   ========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable  . . . . . . . . . .  $   74,742   $   97,077 
  Gas imbalance payable . . . . . . . .      18,076       41,780 
                                         ----------   ---------- 
     Total current liabilities  . . . .  $   92,818   $  138,857 

ACCRUED LIABILITY . . . . . . . . . . .  $  169,455   $  180,097 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($  127,391) ($  104,398)
  Unit Holders, issued and outstanding,
   228,821 units  . . . . . . . . . . .   6,297,437    7,902,650 
                                         ----------   ---------- 
     Total Partners' capital  . . . . .  $6,170,046   $7,798,252 
                                         ----------   ---------- 
                                         $6,432,319   $8,117,206 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -18-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                  GEODYNE PRODUCTION PARTNERSHIP II-E
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                           ---------   ----------

REVENUES:
  Oil and gas sales, including $144,356  
   and $135,686 to related parties 
   (Note 2) . . . . . . . . . . . . . .    $532,162     $659,360 
  Interest income . . . . . . . . . . .         925        1,440 
  Gain on sale of oil and gas properties     13,282        1,686 
                                           --------     -------- 
                                           $546,369     $662,486 
COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .    $218,483     $266,012 
  Production tax  . . . . . . . . . . .      39,034       52,676 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties  .. .     480,795      550,176 
  General and administrative  . . . . .     194,034       65,039 
                                           --------     -------- 
                                           $932,346     $933,903 
                                           --------     -------- 

NET LOSS  . . . .. . . . . . . . . . .    ($385,977)   ($271,417)
                                           ========     ======== 
GENERAL PARTNER AND MANAGING PARTNER -  
  NET INCOME (LOSS) . . . . . . . . . .   ($     67)    $  8,436 
                                           ========     ======== 
UNIT HOLDERS - NET LOSS . . . . . . . .   ($385,910)   ($279,853)
                                           ========     ======== 
NET LOSS per unit . . . . . . . . . . .   ($   1.69)   ($   1.22)
                                           ========     ======== 
UNITS OUTSTANDING . . . . . . . . . . .     228,821      228,821 
                                           ========     ======== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -19-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                  GEODYNE PRODUCTION PARTNERSHIP II-E
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------   ----------

REVENUES:
  Oil and gas sales, including $390,158 
   and $506,975 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $1,654,096   $2,019,062 
  Interest income . . . . . . . . . . .       4,717        3,194 
  Gain on sale of oil and gas properties     13,746        2,308 
                                         ----------   ---------- 
                                         $1,672,559   $2,024,564 
COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  704,422   $  741,611 
  Production tax  . . . . . . . . . . .     135,219      166,135 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties . . .   1,467,931    1,617,765 
  General and administrative  . . . . .     519,193      210,141 
                                         ----------   ---------- 
                                         $2,826,765   $2,735,652 
                                         ----------   ---------- 

NET LOSS  . . . .. . . . . . . . . .    ($1,154,206) ($  711,088)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER -  
  NET INCOME  . . . . . . . . . . . . .  $    1,007   $   29,156 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS . . . . . . . . ($1,155,213) ($  740,244)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($     5.05) ($     3.24)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     228,821      228,821 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -20-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E 
                  GEODYNE PRODUCTION PARTNERSHIP II-E
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .    ($1,154,206) ($  711,088)
  Adjustments to reconcile net loss to
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  . . .   1,467,931    1,617,765 
   Gain on sale of oil and gas properties  (    13,746) (     2,308)
   Decrease in accounts receivable  . .         16,552      184,018 
   (Increase) Decrease in deferred charge       25,932  (   170,561)
   Decrease in accounts payable   . . .    (    22,335) (    25,466)
   Increase (Decrease) in gas imbalance 
     payable . . . . . . . . . . . . .     (    23,704)       1,940

   Increase (Decrease) in accrued 
     liability . . . . . . . . . . . .     (    10,642)      14,292 
                                             ----------   ---------- 
  Net cash provided by operating 
    activities  . . . . . . . . . . .       $  285,782     $908,592 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .    ($   19,444) ($   28,759)
  Proceeds from sale of oil and gas 
   properties . . . . . . . . . . . . .         38,985        2,308 
                                            ----------   ---------- 
  Net cash provided (used) by investing 
   activities   . . . . . . . . . . . .     $   19,541  ($   26,451)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .    ($  474,000) ($  889,500)
                                             ----------   ---------- 
  Net cash used by financing activities    ($  474,000) ($  889,500)
                                             ----------   ---------- 

NET DECREASE IN CASH AND CASH 
EQUIVALENTS  . . . . . . . . . . . .       ($  168,677) ($    7,359)

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . .            260,348      230,537 
                                            ----------   ---------- 
CASH AND CASH EQUIVALENTS AT END OF 
PERIOD . . . . . . . . . . . . . . .        $   91,671   $  223,178 
                                            ==========   ========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -21-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                  GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED BALANCE SHEETS
                              (Unaudited)


                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $  303,927   $  237,397 
  Accounts receivable:          
   Oil and gas sales, including $54,508 
     and $61,777 due from related parties 
     (Note 2) . . . . . . . . . . . . .     327,210      321,964 
                                         ----------   ---------- 
      Total current assets  . . . . . .  $  631,137   $  559,361 

NET OIL AND GAS PROPERTIES, utilizing the
  successful efforts method . . . . . .   5,408,121    6,309,820 

DEFERRED CHARGE . . . . . . . . . . . .      87,393       98,251 
                                         ----------   ---------- 
                                         $6,126,651   $6,967,432 
                                         ==========   ========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES: 
  Accounts payable  . . . . . . . . . .  $   44,375   $   65,394 
  Gas imbalance payable . . . . . . . .      41,294       43,583 
                                         ----------   ---------- 
     Total current liabilities  . . . .  $   85,669   $  108,977 

ACCRUED LIABILITY . . . . . . . . . . .  $   35,670   $   40,102 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($   84,316) ($   80,063)
  Unit Holders, issued and outstanding,
   171,400 units  . . . . . . . . . . .   6,089,628    6,898,416 
                                         ----------   ---------- 
     Total Partners' capital  . . . . .  $6,005,312   $6,818,353 
                                         ----------   ---------- 
                                         $6,126,651   $6,967,432 
                                         ==========   ========== 

                The accompanying notes are an integral part of
                      these combined financial statements.

                                        -22-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                  GEODYNE PRODUCTION PARTNERSHIP II-F
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------   ----------

REVENUES:
  Oil and gas sales, including $88,048 
   and $117,167 to related parties 
   (Note 2) . . . . . . . . . . . . . .    $520,413     $578,725 
  Interest income . . . . . . . . . . .       2,677        2,006 
  Gain on sale of oil and gas properties     10,736        2,024 
                                           --------     -------- 
                                           $533,826     $582,755 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .    $130,538     $160,517 
  Production tax  . . . . . . . . . . .      35,348       43,141 
  Depreciation, depletion, and amortization 
   of oil and gas properties  . . . . .     297,650      394,778 
  General and administrative  . . . . .      47,660       48,344 
                                           --------     -------- 
                                           $511,196     $646,780 
                                           --------     -------- 

NET INCOME (LOSS)   . . . . . . . . . .    $ 22,630    ($ 64,025)
                                           ========     ======== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .    $ 13,038     $ 12,590 
                                           ========     ======== 
UNIT HOLDERS - NET INCOME (LOSS)  . . .    $  9,592    ($ 76,615)
                                           ========     ======== 
NET INCOME (LOSS) per unit  . . . . . .    $    .06    ($    .45)
                                           ========     ======== 
UNITS OUTSTANDING . . . . . . . . . . .     171,400      171,400 
                                           ========     ======== 


                The accompanying notes are an integral part of
                      these combined financial statements.

                                        -23-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                  GEODYNE PRODUCTION PARTNERSHIP II-F
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------   ----------

REVENUES:
  Oil and gas sales, including $265,789  
   and $472,240 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $1,450,887   $1,812,569 
  Interest income . . . . . . . . . . .       6,877        5,813 
  Gain on sale of oil and gas properties     21,124        2,413 
                                         ----------   ---------- 
                                         $1,478,888   $1,820,795 
 
COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  393,161   $  465,128 
  Production tax  . . . . . . . . . . .     103,974      153,289 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties  .. .     857,473    1,191,481 
  General and administrative  . . . . .     155,321      158,272 
                                         ----------   ---------- 
                                         $1,509,929   $1,968,170 
                                         ----------   ---------- 

NET LOSS  . . . . . . . . . . . . . .   ($   31,041) ($  147,375)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .  $   32,747   $   40,290 
                                         ==========   ========== 
UNIT HOLDERS - NET LOSS   . . . . . . . ($   63,788) ($  187,665)
                                         ==========   ========== 
NET LOSS per unit . . . . . . . . . . . ($      .37) ($     1.09)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     171,400      171,400 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -24-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                  GEODYNE PRODUCTION PARTNERSHIP II-F
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                              1995        1994   
                                           ---------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .   ($ 31,041) ($  147,375)
  Adjustments to reconcile net loss to 
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  .      857,473    1,191,481 
   Gain on sale of oil and gas properties (  21,124)  (    2,413)
   (Increase) Decrease in accounts 
     receivable . . . . . . . . . . . .   (   5,246)      78,987 
   (Increase) Decrease in deferred charge    10,858   (   21,428)
   Decrease in accounts payable   . . .   (  21,019)  (    8,899)
   Increase (Decrease) in gas imbalance 
    payable . . . . . . . . . . . . . .   (   2,289)       4,048

   Increase (Decrease) in accrued 
     liability . . . . . . . . . . . .    (   4,432)       4,334

                                           --------   ---------- 
  Net cash provided by operating 
    activities . . . . . . . . . . . .     $783,180   $1,098,735 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .    $    -    ($   36,353)
  Proceeds from sale of oil and gas 
    properties . . . . . . . . . . . .       65,350        2,413 
                                           --------   ---------- 
  Net cash provided (used) by investing 
   activities   . . . . . . . . . . . .    $ 65,350  ($   33,940)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .   ($782,000) ($1,304,000)
                                           --------   ---------- 
  Net cash used by financing activities   ($782,000) ($1,304,000)
                                           --------   ---------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS . . . . . . . . . . . . .    $ 66,530  ($  239,205)

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .     237,397      544,727 
                                           --------   ---------- 
CASH AND CASH EQUIVALENTS AT END 
OF PERIOD . . . . . . . . . . . . . . .    $303,927   $  305,522 
                                           ========   ========== 

                The accompanying notes are an integral part of
                      these combined financial statements.

                                        -25-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                  GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED BALANCE SHEETS
                              (Unaudited)


                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents   . . . . .  $   587,238 $   492,117 
  Accounts receivable:
     Oil and gas sales, including $115,144 
      and $130,572 due from related parties 
      (Note 2) . . . . . . . . . . . . .     685,616     687,939 
                                         -----------  ----------- 
      Total current assets  . . . . . .  $ 1,272,854 $ 1,180,056 

NET OIL AND GAS PROPERTIES, utilizing the 
  successful efforts method . . . . . .   12,155,427  14,057,651 

DEFERRED CHARGE . . . . . . . . . . . .      190,224     219,078 
                                         -----------  ----------- 
                                         $13,618,505 $15,456,785 
                                         =========== =========== 


              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable  . . . . . . . . . .  $    97,997  $   139,970 
  Gas imbalance payable . . . . . . . .       88,948       94,414 
                                         -----------   ----------- 
     Total current liabilities  . . . .  $   186,945  $   234,384 

ACCRUED LIABILITY . . . . . . . . . . .  $    78,443  $    90,341 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($   195,981)($   181,500)
  Unit Holders, issued and outstanding,
   372,189 units  . . . . . . . . . . .   13,549,098   15,313,560 
                                         -----------  ----------- 
     Total Partners' capital  . . . . .  $13,353,117  $15,132,060 
                                         -----------  ----------- 
                                         $13,618,505  $15,456,785 
                                         ===========  =========== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -26-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                  GEODYNE PRODUCTION PARTNERSHIP II-G
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                         -----------  -----------

REVENUE:
  Oil and gas sales, including $185,851 
   and $247,055 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $1,075,315   $1,244,271 
  Interest income . . . . . . . . . . .       5,517        4,724 
  Gain on sale of oil and gas properties     21,687        4,464 
                                         ----------   ---------- 
                                         $1,102,519   $1,253,459 
COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  282,753   $  341,766 
  Production tax  . . . . . . . . . . .      73,229       92,552 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties  . . .    603,619      879,421 
  General and administrative  . . . . .     105,271      105,066 
                                         ----------   ---------- 
                                         $1,064,872   $1,418,805 
                                         ----------   ---------- 

NET INCOME (LOSS) . . . . . . . . . .    $   37,647  ($  165,346)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . .. .   $   26,027   $   26,910 
                                         ==========   ========== 
UNIT HOLDERS - NET INCOME (LOSS)  . . .  $   11,620  ($  192,256)
                                         ==========   ========== 
NET INCOME (LOSS) per unit  . . . . . .  $      .03  ($      .52)
                                         ==========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .     372,189      372,189 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                     these combined financial statements.

                                        -27-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                  GEODYNE PRODUCTION PARTNERSHIP II-G
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                            1995         1994   
                                         -----------  -----------

REVENUE:
  Oil and gas sales, including $561,307  
   and $999,328 to related parties 
   (Note 2) . . . . . . . . . . . . . .  $3,107,583   $3,876,392 
  Interest income . . . . . . . . . . .      14,525       13,183 
  Gain on sale of oil and gas properties     45,319        5,546 
                                         ----------   ---------- 
                                         $3,167,427   $3,895,121 
COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .  $  870,374   $1,013,635 
  Production tax  . . . . . . . . . . .     226,229      327,558 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties  . . .  1,807,903    2,639,139 
  General and administrative  . . . . .     338,864      340,787 
                                         ----------   ---------- 
                                         $3,243,370   $4,321,119 
                                         ----------   ---------- 

NET LOSS  . . . . . . . . . . . . . .   ($   75,943) ($  425,998)
                                         ==========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .  $   68,519   $   84,266 
                                          ==========  ========== 
UNIT HOLDERS - NET LOSS .  . . . .      ($  144,462) ($  510,264)
                                          ==========  ========== 
NET LOSS per unit . . . . . . . . . . . ($      .39) ($     1.37)
                                          ==========  ========== 
UNITS OUTSTANDING . . . . . . . . . . .     372,189      372,189 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -28-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                  GEODYNE PRODUCTION PARTNERSHIP II-G
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ----------  -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .   ($   75,943) ($  425,998)
  Adjustments to reconcile net loss to 
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  .  .    1,807,903   2,639,139 
   Gain on sale of oil and gas 
    properties  . . . . . . . . . . . . .  (    45,319) (    5,546)
   Decrease in accounts receivable  . .          2,323     114,364 
   Decrease in deferred charge  . . . .         28,854         -   
   Decrease in accounts payable   . . .    (    41,973) (   15,646)
   Decrease in gas imbalance payable  .    (     5,466)        -   
   Decrease in accrued liability  . . .    (    11,898)        -   
                                            ----------   ---------- 
  Net cash provided by operating 
    activities . . . . . . . . . . . .      $1,658,481  $2,306,313 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .     $      -   ($   79,792)
  Proceeds from sale of oil and gas 
   properties . . . . . . . . . . . . .        139,640       5,546 
                                            ----------   ---------- 
  Net cash provided (used) by investing 
   activities   . . . . . . . . . . . .     $  139,640  ($  74,246)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .    ($1,703,000) ($2,663,000)
                                            ----------   ---------- 
  Net cash used by financing activities    ($1,703,000) ($2,663,000)
                                            ----------   ---------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS . . . . . . . . . . . . .     $   95,121  ($  430,933)

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .        492,117    1,066,534 
                                            ----------   ---------- 
CASH AND CASH EQUIVALENTS AT END 
OF PERIOD . . . . . . . . . . . . . . .     $  587,238   $  635,601 
                                            ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -29-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                  GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED BALANCE SHEETS
                              (Unaudited)


                                ASSETS

                                       September 30, December 31,
                                           1995          1994    
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents . . . . . .  $  138,962   $  124,102 
  Accounts receivable:  
     Oil and gas sales, including $27,139
      and $30,807 due from related parties
      (Note 2)  . . . . . . . . . . . .     163,043      166,834 
                                         ----------   ---------- 
      Total current assets  . . . . . .  $  302,005   $  290,936 

NET OIL AND GAS PROPERTIES, utilizing 
  the successful efforts method . . . .   2,963,536    3,449,374 

DEFERRED CHARGE . . . . . . . . . . . .      45,391       49,839 
                                         ----------   ---------- 
                                         $3,310,932   $3,790,149 
                                         ==========   ========== 

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES: 
  Accounts payable  . . . . . . . . . .  $   24,431   $   33,996 
  Gas imbalance payable . . . . . . . .      18,690       18,690 
                                         ----------   ---------- 
     Total current liabilities  . . . .  $   43,121   $   52,686 

ACCRUED LIABILITY . . . . . . . . . . .  $   20,656   $   22,681 

PARTNERS' CAPITAL (DEFICIT):
  General Partner and Managing Partner  ($   47,026) ($   42,167)
  Unit Holders, issued and outstanding,
   91,711 units   . . . . . . . . . . .   3,294,181    3,756,949 
                                         ----------   ---------- 
     Total Partners' capital  . . . . .  $3,247,155   $3,714,782 
                                         ----------   ---------- 
                                         $3,310,932   $3,790,149 
                                         ==========   ========== 


                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -30-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                  GEODYNE PRODUCTION PARTNERSHIP II-H
                   COMBINED STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ---------     ---------
REVENUES:
  Oil and gas sales, including $43,742  
   and $58,033 to related parties 
   (Note 2) . . . . . . . . . . . . . .    $255,156     $303,551 
  Interest income . . . . . . . . . . .       1,261        1,031 
  Gain on sale of oil and gas properties      5,796        1,217 
                                           --------     -------- 
                                           $262,213     $305,799 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .    $ 71,689     $ 90,579 
  Production tax  . . . . . . . . . . .      17,513       23,171 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties  . ..     153,432      211,619 
  General and administrative  . . . . .      25,146       25,905 
                                           --------     -------- 
                                           $267,780     $351,274 
                                           --------     -------- 
NET LOSS  . . . . . . . . . . . . . .     ($  5,567)   ($ 45,475)
                                           ========     ======== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .    $  5,859     $  6,191 
                                           ========     ======== 
UNIT HOLDERS - NET LOSS . . . . . . . .   ($ 11,426)   ($ 51,666)
                                           ========     ======== 
NET LOSS per unit . . . . . . . . . . .   ($    .12)   ($    .56)
                                           ========     ======== 
UNITS OUTSTANDING . . . . . . . . . . .      91,711       91,711 
                                           ========     ======== 

                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -31-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                  GEODYNE PRODUCTION PARTNERSHIP II-H
                   COMBINED STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)

                                             1995         1994   
                                          ---------     ---------
REVENUES:
  Oil and gas sales, including $132,230 
   and $120,223 to related parties 
   (Note 2) . . . . . . . . . . . . . .    $744,368   $  948,124 
  Interest income . . . . . . . . . . .       3,402        2,958 
  Gain on sale of oil and gas properties     10,347        1,585 
                                           --------   ---------- 
                                           $758,117   $  952,667 

COSTS AND EXPENSES:
  Lease operating . . . . . . . . . . .    $214,341   $  260,304 
  Production tax  . . . . . . . . . . .      55,558       81,816 
  Depreciation, depletion, and amortiza- 
   tion of oil and gas properties  . .      462,441      634,892 
  General and administrative  . . . . .      82,904       85,670 
                                           --------   ---------- 
                                           $815,244   $1,062,682 
                                           --------   ---------- 
NET LOSS  . . . . . . . . . . . . . . .   ($ 57,127) ($  110,015)
                                           ========   ========== 
GENERAL PARTNER AND MANAGING PARTNER - 
  NET INCOME  . . . . . . . . . . . . .    $ 15,641   $   19,895 
                                           ========   ========== 
UNIT HOLDERS - NET LOSS . . . . . . . .   ($ 72,768) ($  129,910)
                                           ========   ========== 
NET LOSS per unit . . . . . . . . . . .   ($    .79) ($     1.42)
                                           ========   ========== 
UNITS OUTSTANDING . . . . . . . . . . .      91,711       91,711 
                                           ========   ========== 



                The accompanying notes are an integral part of
                        these combined financial statements.

                                        -32-


            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                  GEODYNE PRODUCTION PARTNERSHIP II-H
                   COMBINED STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1995 AND 1994
                              (Unaudited)


                                             1995         1994   
                                          ----------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss  . . . . . . . . . . . . . .   ($ 57,127)   ($110,015)
  Adjustments to reconcile net loss to 
   net cash provided by operating 
   activities:
   Depreciation, depletion, and amortiza-
     tion of oil and gas properties  . .    462,441      634,892 
   Gain on sale of oil and gas properties (  10,347)   (   1,585)
   Decrease in accounts receivable  . .       3,791       40,809 
   (Increase) Decrease in deferred charge     4,448    (   7,930)
   Decrease in accounts payable   . . .   (   9,565)   (   3,376)
   Decrease in gas imbalance payable  .         -      (   2,744)
   Increase (Decrease) in accrued 
     liability . . . . . . . . . . . .    (   2,025)       1,412
                                           --------     -------- 
  Net cash provided by operating 
     activities  . . . . . . . . . . .     $391,616     $551,463 

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures  . . . . . . . .    $    -      ($ 20,086)
  Proceeds from sale of oil and gas 
    properties . . . . . . . . . . . .       33,744        1,585 
                                           --------     -------- 
  Net cash provided (used) by investing 
   activities   . . . . . . . . . . . .    $ 33,744    ($ 18,501)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions  . . . . . . . . .   ($410,500)   ($642,000)
                                           --------     -------- 
  Net cash used by financing activities   ($410,500)   ($642,000)
                                           --------     -------- 

NET INCREASE (DECREASE) IN CASH AND CASH 
  EQUIVALENTS   . . . . . . . . . . . .    $ 14,860    ($109,038)

CASH AND CASH EQUIVALENTS AT BEGINNING 
OF PERIOD . . . . . . . . . . . . . . .     124,102      255,564 
                                           --------     -------- 
CASH AND CASH EQUIVALENTS AT END 
OF PERIOD . . . . . . . . . . . . . . .    $138,962     $146,526 
                                           ========     ======== 

                The accompanying notes are an integral part of
                      these combined financial statements.

                                        -33-


             GEODYNE ENERGY INCOME II LIMITED PARTNERSHIPS
         CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
                          SEPTEMBER 30, 1995
                              (Unaudited)

1.   ACCOUNTING POLICIES
     -------------------

     The combined  balance sheets as  of September 30,  1995, combined
statements of operations for the three and nine months ended September
30, 1995 and  1994 and combined statements of cash  flows for the nine
months ended September 30, 1995 and 1994 have been prepared by Geodyne
Properties,  Inc.,  ("Geodyne"),  the  general  partner (the  "General
Partner")  of  the  Geodyne  Energy  Income  II  Limited  Partnerships
(collectively, the "Partnerships"), and are unaudited.  In the opinion
of management  the financial statements referred to  above include all
necessary  adjustments, consisting of normal recurring adjustments, to
present fairly the combined financial  position at September 30, 1995,
the combined results of operations for the three and nine months ended
September 30, 1995  and 1994 and the combined cash  flows for the nine
months ended September 30, 1995 and 1994.

     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, 1994.   The results of operations for
the  period ended September 30, 1995 are not necessarily indicative of
the results to be expected for the full year.

     The Unit Holders' 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.   The
acquisition cost  to the Partnerships  of properties  acquired by  the
General  Partner  is  adjusted to  reflect  the  net  cash results  of
operations, including  interest incurred  to finance  the acquisition,
for the period of time the properties are held by the General Partner.
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.

     When complete units of depreciable property are  retired or sold,
the  asset cost  and related  accumulated depreciation  are eliminated

                                        -34-


with any  gain or loss reflected  in income.  When  less than complete
units  of depreciable  property  are retired  or sold,  the difference
between asset  cost  and  salvage  value  is  charged  to  accumulated
depreciation.

     If  net oil and gas  properties recorded by  a Partnership exceed
the estimated undiscounted  future net revenues  of the properties,  a
provision to  reduce the carrying value of oil and gas properties will
be recorded for the excess amount.

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 by the General Partner.  During the nine  months
ended  September  30, 1995  the following  payments  were made  to the
General Partner or its affiliates by the Partnerships:

                       Direct General    Administrative
         Partnership and Administrative     Overhead   
         ----------- ------------------  --------------
            II-A          $134,440           $382,329  
            II-B           176,528            285,570  
            II-C            78,750            122,067  
            II-D           192,808            248,589  
            II-E           338,545            180,648  
            II-F            20,006            135,315  
            II-G            45,032            293,832  
            II-H            10,499             72,405  

     An  affiliated  company  is  the  operator  of  certain  of   the
Partnerships' properties  and its policy  is to bill  the Partnerships
for all customary charges and  cost reimbursements associated with its
activities, together with any  compressor rental, consulting, or other
services provided.

     The Partnerships sell gas to Premier Gas Company  ("Premier"), an
affiliate of the General Partner, and Premier may then resell such gas
to  third parties  at market prices.   The  following is  a summary of
these sales during the three and nine months ended  September 30, 1995
and the amount of the Partnerships' accrued oil and gas sales due from
Premier as of September 30, 1995 and December 31, 1994:


                                        -35-


                                            Gas Sales
                      ------------------------------------------------------
                           3 Months Ended             9 Months Ended
                         September 30, 1995          September 30, 1995
                        ---------------------       --------------------

     II-A                  $205,443                     $579,690    
     II-B                   104,541                      242,757    
     II-C                    58,314                      152,650    
     II-D                   161,366                      468,128    
     II-E                   144,356                      390,158    
     II-F                    88,048                      265,789    
     II-G                   185,851                      561,307    
     II-H                    43,742                      132,230    

                                         Accrued Oil and Gas Sales             
                     ----------------------------------------------------
                              As of                     As of       
                       September 30, 1995         December 31, 1994 
                       ------------------        ------------------

     II-A                  $134,634                    $107,036    
     II-B                    80,068                      64,669    
     II-C                    43,570                      41,709    
     II-D                   113,560                     121,780    
     II-E                   100,435                      90,940    
     II-F                    54,508                      61,777    
     II-G                   115,144                     130,572    
     II-H                    27,139                      30,807    


                                        -36-


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
         AND RESULTS OF OPERATIONS

    GENERAL
    -------

    The Partnerships were formed  for the purpose of investing  in the
related  Production Partnerships.    The  Production Partnerships  are
engaged in the business  of acquiring and operating producing  oil and
gas  properties located in the continental United States.  In general,
a  Production 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 Unit Holders and General Partner in accordance with
the terms of the Partnerships' Partnership Agreements.

    LIQUIDITY AND CAPITAL RESOURCES
    -------------------------------

    The  Partnerships  began operations  and  investors were  assigned
their rights as Unit Holders, having made capital contributions in the
amounts and on the dates set forth below:
                                                Unit      
                           Date of         Holder Capital 
           Partnership    Activation       Contributions  
           ------------------------------ ----------------
             II-A    July 22, 1987          $48,428,300   
             II-B    October 14, 1987        36,171,900   
             II-C    January 14, 1988        15,462,100   
             II-D    May 10, 1988            31,487,800   
             II-E    September 27, 1988      22,882,100   
             II-F    January 5, 1989         17,140,000   
             II-G    April 10, 1989          37,218,900   
             II-H    May 17, 1989             9,171,100   

     In  general, the  amount of  funds available  for  acquisition of
producing properties  was equal  to the  capital contributions  of the
Unit Holders,  less  15% for  sales commissions  and organization  and
management  fees.  All of  the Partnerships have  fully invested their
capital contributions.

     Net proceeds from operations less necessary operating capital are
distributed to Unit Holders  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.  Over
the  last  several  years,  the   domestic  energy  industry  and  the
Partnerships have contended with volatile, but  generally low, oil and
gas prices.  Over the  last few years, the oil and gas  market appears
to  have moved from periods of relative stability in supply and demand
to excess supply and/or weakened demand.  These trends have led to the
volatility in pricing and demand noted over the past years.  While the
General Partner cannot predict future pricing trends,  it believes the
working capital available as of September 30, 1995 and the net revenue

                                        -37-


generated  from  future  operations  will  provide  sufficient working
capital to meet current and future obligations of the Partnerships.

     RESULTS OF OPERATIONS
     ---------------------

     An analysis of the change in net oil and gas  operations (oil and
gas  sales, less  lease operating  expenses and production  taxes), is
presented in  the tables within  "Results of Operations".   Generally,
the  Production Partnerships'  operations  during the  three and  nine
months  ended September 30, 1995 reflected a decrease in production of
oil and natural gas and a decrease in the average price of natural gas
sold.   Refer  to  "Liquidity  and  Capital  Resources"  above  for  a
discussion of factors impacting prices and production volumes.

     II-A PARTNERSHIP             

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.
 
                                    Three months ended September 30, 
                                   -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $1,133,241     $1,758,131   
        Direct operating expenses   $  593,898     $  743,865   
        Barrels produced                26,795         42,523   
        Mcf produced                   483,997        613,680   
        Average price/Bbl           $    16.68     $    16.70   
        Average price/Mcf           $     1.42     $     1.71   

     Total  oil and  gas sales  decreased 35.5%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September  30, 1994.   As shown  in the above table, this decrease was
due to decreases in the volumes and average prices of  oil and natural
gas  sold.   Volumes  of oil  and  natural gas  sold  decreased 15,728
barrels  and 129,683  Mcf, respectively,  for the  three months  ended
September 30, 1995 as compared to the similar period in 1994.  Volumes
of  oil  sold decreased  primarily due  to  (i) positive  prior period
adjustments during the three months ended September 30, 1994, (ii) the
sale of one of the II-A Partnership's significant wells, (iii) repairs
resulting  in  shut-ins and  (iv)  normal  declines in  production  on
several  of the II-A Partnership's wells during the three months ended
September 30, 1995 as compared to the three months ended September 30,
1994.   Volumes  of  natural  gas  sold  decreased  primarily  due  to
obstructions in the  wellbore on  one of the  II-A Partnership's  more
significant wells which  hindered its  ability to  produce at  maximum
capacity  and normal  declines in  production on  several of  the II-A
Partnership's wells.  Natural gas prices decreased to an average $1.42
per Mcf for the three months ended September 30, 1995  from an average
of  $1.71 per Mcf for the three months  ended September 30, 1994.  Oil
prices decreased  to an  average of $16.68  per barrel  for the  three
months ended September 30, 1995  from an average of $16.70  per barrel
for the three months ended September 30, 1994.

     Direct   operating   expenses  (lease   operating   expenses  and
production  taxes)  decreased  $149,967  for the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease  was primarily due to the decrease  in the volumes of oil and
natural gas sold.   As a percentage of total  revenues, these expenses
increased to 52.7% for the three months  ended September 30, 1995 from
42.1% for the three months ended September 30, 1994.   This percentage

                                        -38-


increase was  primarily due to the decreases  in the average prices of
oil and natural gas sold.  

     Depreciation,  depletion,  and   amortization  of  oil  and   gas
properties decreased $520,969 for the three months ended September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of total revenues, this expense decreased to 57.6% for the
three months ended September 30, 1995  from 66.2% for the three months
ended  September 30, 1994.   This  decrease was  primarily due  to the
upward  revisions mentioned above, partially offset by the decrease in
the average prices of oil and natural gas sold.    

     General  and administrative  expenses  increased $37,555  for the
three  months  ended September  30, 1995  as  compared to  the similar
period  in 1994 primarily due to  an increase in legal fees associated
with  a  gas  contract  arbitration matter  the  II-A  Partnership  is
pursuing against Texaco.   As  a percentage of  total revenues,  these
expenses increased to 15.2%  for the three months ended  September 30,
1995 from  7.6% for the three  months ended September 30,  1994.  This
increase expressed as a percentage of total revenues was primarily due
to the decrease in oil and natural gas sales.      

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                     Nine months ended September 30, 
                                    ------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $3,462,252     $4,949,950   
        Direct operating expenses   $1,552,222     $2,092,930   
        Barrels produced                92,547        118,540   
        Mcf produced                 1,285,669      1,733,889   
        Average price/Bbl           $    16.55     $    14.93   
        Average price/Mcf           $     1.50     $     1.83   

     Total oil and gas sales decreased 30.1% for the nine months ended
September  30, 1995 as compared to the nine months ended September 30,
1994.  As shown in the above table, this decrease was due to decreases
in  the volumes of oil  and natural gas sold and  the average price of
natural gas sold, partially offset by an increase in the average price
of oil  sold.  Volumes  of oil and  natural gas sold  decreased 25,993
barrels and  448,220  Mcf, respectively,  for  the nine  months  ended
September 30, 1995 as compared to the similar period in 1994.  Volumes
of oil sold decreased primarily due to repairs which resulted in shut-
ins  and  normal  declines  in  production  on  several  of  the  II-A
Partnership's wells during the  nine months ended September  30, 1995.
Volumes of natural gas sold decreased primarily due to normal declines
in production  on several of  the II-A Partnership's  wells and a  gas
balancing adjustment during  the nine months ended September 30, 1995.
Natural gas  prices decreased to an  average of $1.50 per  Mcf for the
nine months  ended September 30, 1995 from an average of $1.83 per Mcf
for the nine months ended September 30, 1994.  Oil prices increased to

                                        -39-


an average of  $16.55 per barrel  for the nine months  ended September
30, 1995  from an  average of  $14.93 per barrel  for the  nine months
ended September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $540,708  for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily  due to the decrease in the  volumes of oil and
natural  gas sold.  As a percentage  of total revenues, these expenses
increased  slightly to 44.6% for  the nine months  ended September 30,
1995 from  42.0% for the nine  months ended September 30,  1994.  This
percentage increase was primarily  due to the decrease in  the average
price of natural gas sold.  

     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties decreased  $1,291,039 for  the nine months  ended September
30, 1995 as compared to the similar period in 1994.  This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of total revenues, this expense decreased to 53.0% for the
nine months  ended September 30, 1995  from 62.9% for the  nine months
ended  September 30, 1994.   This  decrease was  primarily due  to the
upward revisions mentioned above, partially  offset by the decrease in
the average price of natural gas sold.    

     General  and administrative  expenses increased  $79,239  for the
nine months ended September 30, 1995 as compared to the similar period
in  1994 primarily due to an increase  in legal fees associated with a
gas  contract  arbitration matter  the  II-A  Partnership is  pursuing
against Texaco.   As a  percentage of total  revenues, these  expenses
increased  to 14.9% for the nine months  ended September 30, 1995 from
8.8% for the nine months ended September 30, 1994.  This increase as a
percentage of total revenues was primarily due to  the decrease in oil
and natural gas sales.      

     Cumulative  cash  distributions  to  the  Unit  Holders   through
September  30,  1995  were  $35,836,357  or 74.00%  of  Unit  Holders'
contributions.

     II-B PARTNERSHIP

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                     Three months ended September 30, 
                                    -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales             $603,595     $1,263,992   
        Direct operating expenses     $459,428     $  547,320   
        Barrels produced                15,246         28,476   
        Mcf produced                   250,360        470,358   
        Average price/Bbl             $  17.70     $    16.59   
        Average price/Mcf             $   1.33     $     1.68   

     Total  oil and  gas sales  decreased 52.2%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September 30, 1994.    As shown in the above  table, this decrease was
due to decreases  in the volumes of oil  and natural gas sold  and the
average price of natural gas sold,  partially offset by an increase in
the average price of oil  sold.  Volumes of  oil and natural gas  sold
decreased 13,230 barrels and 219,998 Mcf, respectively, for the  three

                                        -40-


months ended  September 30, 1995 as compared  to the similar period in
1994.   Volumes  of  oil  sold  decreased  primarily  due  to  repairs
resulting  in  a  shut-in  of  one  of  the  II-B  Partnership's  more
significant  wells and normal declines in production on several of the
II-B Partnership's wells  during the three months  ended September 30,
1995.   Volumes  of  natural  gas  sold  decreased  primarily  due  to
obstructions in the  wellbore on  one of the  II-B Partnership's  more
significant  wells which  hindered its  ability to produce  at maximum
capacity  and normal  declines in  production on  several of  the II-B
Partnership's  wells.  Natural gas  prices decreased to  an average of
$1.33 per  Mcf for the three  months ended September 30,  1995 from an
average  of $1.68  per Mcf for  the three  months ended  September 30,
1994.  Oil prices increased to an average of $17.70 per barrel for the
three months ended  September 30, 1995 from  an average of  $16.59 per
barrel for the three months ended September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $87,892  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was  primarily due o the  decrease in the volumes  of oil and
natural  gas sold, partially offset by an increase in expenses related
to workovers, repairs, and salt water disposal during the three months
ended September  30, 1995.  As  a percentage of total  revenues, these
expenses increased to 76.0%  for the three months ended  September 30,
1995  from 42.9% for the three months  ended September 30, 1994.  This
percentage  increase was  primarily  due to  the  expenses related  to
workovers, repairs  and salt  water disposal mentioned  above and  the
decrease in the average price of natural gas sold.  

     Depreciation,  depletion,  and  amortization   of  oil  and   gas
properties decreased $425,440 for the three months ended September 30,
1995 as  compared to the  similar period in  1994.  This  decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold above and  upward revisions of previous reserve estimates.   As a
percentage of total revenues, this expense increased slightly to 68.1%
for the three months ended September 30, 1995 from 65.6% for the three
months  ended  September 30,  1994.    This  percentage  increase  was
primarily due  to the  decrease in  the average price  of natural  gas
sold.    

     General  and administrative  expenses increased  $59,738 for  the
three  months  ended September  30, 1995  as  compared to  the similar
period in 1994 primarily  due to an increase in  legal fees associated
with  a  gas  contract  arbitration  matter  the  II-B Partnership  is
pursuing against Texaco.   As  a percentage of  total revenues,  these
expenses increased to 26.4%  for the three months ended  September 30,
1995 from  7.8% for the three  months ended September 30,  1994.  This
increase as a percentage  of total revenues  was primarily due to  the
decrease in oil and natural gas sales.

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                  Nine months ended September 30, 
                                 ------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $2,423,417     $3,666,091   
        Direct operating expenses   $1,372,209     $1,545,184   


                                        -41-


        Barrels produced                62,628         88,376   
        Mcf produced                   869,831      1,268,989   
        Average price/Bbl           $    16.84     $    14.94   
        Average price/Mcf           $     1.57     $     1.85   

     Total oil and gas sales decreased 33.9% for the nine months ended
September 30, 1995 as compared to the nine months ended September  30,
1994.  As shown in the above table, this decrease was due to decreases
in  the volumes of oil  and natural gas sold and  the average price of
natural gas sold, partially offset by an increase in the average price
of oil  sold.  Volumes  of oil and  natural gas sold  decreased 25,748
barrels and  399,158  Mcf, respectively,  for  the nine  months  ended
September 30, 1995 as compared to the similar period in 1994.  Volumes
of oil sold decreased  primarily due to normal declines  in production
on  several of the II-B Partnership's wells and repairs which resulted
in  shut-ins on  a few  of the  II-B Partnership's  significant wells.
Volumes of natural gas sold decreased primarily due to normal declines
in production on several of the II-B Partnership's wells.  Natural gas
prices decreased  to an average of  $1.57 per Mcf for  the nine months
ended September 30, 1995 from an average of $1.85 per Mcf for the nine
months ended September  30, 1994.  Oil prices increased  to an average
of $16.84 per barrel for the nine months ended September 30, 1995 from
an average of  $14.94 per barrel  for the nine months  ended September
30, 1994.  

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $172,975  for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily  due to the decrease in the  volumes of oil and
natural  gas sold, partially offset by an increase in expenses related
to production facilities  and workovers during  the nine months  ended
September 30, 1995.  As a percentage of total revenues, these expenses
increased to 56.9% for the  nine months ended September 30, 1995  from
41.7% for  the nine months ended September  30, 1994.  This percentage
increase  was primarily  due  to the  expenses  related to  production
facilities  and workovers  mentioned  above and  the  decrease in  the
average price of natural gas sold.  

     Depreciation,  depletion,  and   amortization  of  oil  and   gas
properties decreased $849,143  for the nine months ended September 30,
1995 as  compared to the  similar period in  1994.  This  decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of  total  revenues,   this  expense  remained  relatively
constant  at 62.1%  for the nine  months ended  September 30,  1995 as
compared to 63.3% for the nine months ended September 30, 1994.    

     General  and administrative expenses  increased $134,813  for the
nine months ended September 30, 1995 as compared to the similar period
in 1994 primarily  due to an increase in legal  fees associated with a
gas  contract  arbitration matter  the  II-B  Partnership is  pursuing
against Texaco.   As a  percentage of total  revenues, these  expenses
increased  to 19.1% for the nine months  ended September 30, 1995 from
8.8% for the nine months ended September 30, 1994.  This increase as a
percentage of total revenues was primarily due to  the decrease in oil
and natural gas sales.    

     Cumulative  cash  distributions  to   the  Unit  Holders  through
September  30,  1995  were  $25,800,916 or  71.33%  of  Unit  Holders'
contributions.
                                        -42-


     II-C PARTNERSHIP

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                   Three months ended September 30, 
                                   -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales             $303,065       $575,045   
        Direct operating expenses     $200,234       $187,724   
        Barrels produced                 5,401          8,998   
        Mcf produced                   163,367        255,000   
        Average price/Bbl             $  16.98       $  16.58   
        Average price/Mcf             $   1.29       $   1.67   

     Total  oil and  gas sales  decreased 47.3%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September 30,  1994.  As shown  in the above table,  this decrease was
due to decreases in  the volumes of oil  and natural gas sold  and the
average price of natural gas sold, partially  offset by an increase in
the  average price of oil  sold.  Volumes of  oil and natural gas sold
decreased 3,597  barrels and 91,633  Mcf, respectively, for  the three
months ended September 30, 1995  as compared to the similar  period in
1994.   Volumes of oil sold decreased  primarily due to several of the
II-C Partnership's  wells being  shut-in for recompletions  during the
three  months ended September  30, 1995.  Volumes  of natural gas sold
decreased primarily due to obstructions in the wellbore on one  of the
II-C Partnership's  more significant wells which  hindered its ability
to  produce at maximum capacity  and normal declines  in production on
several of the II-C Partnership's wells.  Natural gas prices decreased
to an  average of $1.29 per  Mcf for the three  months ended September
30, 1995 from an average  of $1.67 per Mcf for the  three months ended
September 30, 1994.  Oil prices increased to an average  of $16.98 per
barrel for the three months  ended September 30, 1995 from  an average
of $16.58 per barrel for the three months ended September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  increased  $12,510  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
increase  was  primarily due  to an  increase  in expenses  related to
workovers, repairs, and  salt water disposal, partially offset  by the
decrease in the volumes of oil and  natural gas sold.  As a percentage
of total revenues,  these expenses  increased to 65.9%  for the  three
months ended September 30, 1995 from 32.4% for the three months  ended
September 30, 1994.  This percentage increase was primarily due to the
expenses  related  to  workovers,  repairs  and  salt  water  disposal
mentioned above and  the decrease in the average price  of natural gas
sold.  

                                        -43-


     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties decreased $130,011 for the three months ended September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold.    As a percentage of total revenues,  this expense increased to
70.7% for the three months ended September 30, 1995 from 59.6% for the
three months ended September  30, 1994.  This percentage  increase was
primarily due  to the  decrease in  the average price  of natural  gas
sold.    

     General  and  administrative expenses  increased $25,372  for the
three  months  ended September  30, 1995  as  compared to  the similar
period in 1994 primarily  due to an increase in  legal fees associated
with  a  gas  contract  arbitration matter  the  II-C  Partnership  is
pursuing against Texaco.   As  a percentage of  total revenues,  these
expenses increased to 22.5%  for the three months ended  September 30,
1995 from  7.4% for the three  months ended September 30,  1994.  This
increase expressed as a percentage of total revenues was primarily due
to the decrease in oil and natural gas sales.      

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                   Nine months ended September 30, 
                                   ------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $1,136,648     $1,743,396   
        Direct operating expenses   $  544,532     $  617,826   
        Barrels produced                19,580         26,360   
        Mcf produced                   535,691        744,994   
        Average price/Bbl           $    17.04     $    15.44   
        Average price/Mcf           $     1.50     $     1.79   

     Total oil and gas sales decreased 34.8% for the nine months ended
September  30, 1995 as compared to the nine months ended September 30,
1994.  As shown in the above table, this decrease was due to decreases
in the  volumes of oil and natural  gas sold and the  average price of
natural gas sold, partially offset by an increase in the average price
of oil  sold.  Volumes  of oil  and natural gas  sold decreased  6,780
barrels  and  209,303 Mcf,  respectively,  for the  nine  months ended
September 30, 1995 as compared to the similar period in 1994.  Volumes
of  oil  sold  decreased   primarily  due  to  several  of   the  II-C
Partnership's wells  being shut-in  for recompletions during  the nine
months  ended September  30,  1995.    Volumes  of  natural  gas  sold
decreased primarily due to obstructions in the wellbore on one  of the
II-C Partnership's  more significant wells which  hindered its ability
to  produce at maximum capacity  and normal declines  in production on
several of the II-C Partnership's wells.  Natural gas prices decreased
to an average of $1.50 per Mcf for the nine months ended September 30,
1995  from an  average of  $1.79  per Mcf  for the  nine months  ended
September 30,  1994.  Oil prices increased to an average of $17.04 per
barrel for the nine months ended September 30, 1995 from an average of
$15.44 per barrel for the nine months ended September 30, 1994.  

     Direct   operating   expenses  (lease   operating   expenses  and
production  taxes)  decreased  $73,294   for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease  was primarily due to the decrease  in the volumes of oil and
natural  gas sold, partially offset by an increase in expenses related
to workovers, production  facilities and  salt water disposal.   As  a
percentage of total  revenues, these expenses  increased to 47.1%  for

                                        -44-


the nine  months ended  September  30, 1995  from 35.2%  for the  nine
months  ended  September  30,  1994.    This  percentage increase  was
primarily  due  to  the  expenses  related  to  workovers,  production
facilities and salt water disposal mentioned above and the decrease in
the average price of natural gas sold.  

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties decreased  $291,121 for the nine months ended September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold.   As a  percentage of total revenues,  this expense increased to
62.1% for  the nine months ended September 30, 1995 from 57.5% for the
nine months ended September 30, 1994.  This increase was primarily due
to the decrease in the average price of natural gas sold.  

     General  and administrative  expenses increased  $58,894 for  the
nine months ended September 30, 1995 as compared to the similar period
in 1994 primarily due to  an increase in legal fees associated  with a
gas  contract  arbitration matter  the  II-C  Partnership is  pursuing
against Texaco.   As a  percentage of total  revenues, these  expenses
increased to 17.4%  for the nine months ended September  30, 1995 from
8.1%  for the nine  months ended  September 30,  1994.   This increase
expressed as  a percentage of total revenues  was primarily due to the
decrease in oil and natural gas sales. 

     Cumulative  cash   distributions  to  the  Unit  Holders  through
September  30,  1995  were  $11,022,686 or  71.29%  of  Unit  Holders'
contributions.

     II-D PARTNERSHIP             

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                   Three months ended September 30, 
                                   -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales             $968,988     $1,066,835   
        Direct operating expenses     $448,828     $  541,887   
        Barrels produced                24,903         20,951   
        Mcf produced                   447,407        472,124   
        Average price/Bbl             $  17.30     $    16.38   
        Average price/Mcf             $   1.20     $     1.53   

     Total oil and gas sales decreased 9.2% for the three months ended
September 30, 1995 as compared to the three months ended September 30,
1994.   As  shown in  the above  table,  this decrease  was  due to  a
decrease  in  the  volumes and  average  price  of  natural gas  sold,
partially offset by  an increase in the  volumes and average price  of
oil sold.  Volumes of oil  sold increased 3,952 barrels and volumes of
natural  gas  sold decreased  24,717 Mcf  for  the three  months ended
September 30, 1995 as compared to the similar period in 1994.  Volumes
of oil sold increased primarily due to the repair of a casing leak and
the replacement of a pump  on one of the II-D Partnership's  wells and
positive  prior  period  adjustments   for  the  three  months  ending
September 30, 1995.   Natural gas  prices decreased to  an average  of
$1.20 per  Mcf for the three  months ended September 30,  1995 from an
average  of $1.53  per Mcf  for the  three months ended  September 30,
1994.  Oil prices increased to an average of $17.30 per barrel for the
three months ended  September 30, 1995 from  an average of $16.38  per
barrel for the three months ended September 30, 1994.

                                        -45-


     Direct   operating   expenses  (lease   operating   expenses  and
production  taxes)  decreased  $93,059  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily  due to expenses  related to repairs,  pumping,
and supplies during  the three months ended September 30,  1994.  As a
percentage  of total revenues,  these expenses decreased  to 45.7% for
the three months ended  September 30, 1995  compared to 50.4% for  the
three months ended September  30, 1994.  This percentage  decrease was
primarily due to the expenses related to repairs, pumping and supplies
mentioned above, partially offset by the decrease in the average price
of natural gas sold.

     Depreciation,   depletion,  and  amortization   of  oil  and  gas
properties decreased $43,825 for the  three months ended September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due to  an upward revisions  of previous reserve  estimates.
As a  percentage of total  revenues, this expense  remained relatively
constant  at 59.4% for  the three months  ended September 30,  1995 as
compared to 58.3% for the three months ended September 30, 1994.

     General  and administrative  expenses increased  $39,437 for  the
three  months  ended September  30, 1995  as  compared to  the similar
period in  1994 primarily due to an  increase in legal fees associated
with  a  gas  contract  arbitration  matter  the II-D  Partnership  is
pursuing against Texaco.   As  a percentage of  total revenues,  these
expenses increased to 15.6%  for the three months ended  September 30,
1995 from 10.5% for the  three months ended September 30, 1994.   This
increase expressed as a percentage of total revenues was primarily due
to the decrease in oil and natural gas sales.      

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                   Nine months ended September 30, 
                                   ------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $3,022,161     $3,669,514   
        Direct operating expenses   $1,432,141     $1,623,058   
        Barrels produced                70,045         67,350   
        Mcf produced                 1,403,160      1,522,730   
        Average price/Bbl           $    16.66     $    14.82   
        Average price/Mcf           $     1.32     $     1.75   

     Total oil and gas sales decreased 17.6% for the nine months ended
September 30, 1995 as compared to the nine  months ended September 30,
1994.   As  shown  in the  above table,  this  decrease was  due to  a
decrease  in  the  volumes and  average  price  of  natural gas  sold,
partially offset by  an increase in the  volumes and average  price of
oil sold.  Volumes of oil  sold increased 2,695 barrels and volumes of
natural  gas  sold decreased  119,570 Mcf  for  the nine  months ended
September 30, 1995 as compared to the similar period in 1994.  Natural

                                        -46-


gas  prices decreased  to an  average of  $1.32 per  Mcf for  the nine
months ended September  30, 1995 from an average of  $1.75 per Mcf for
the nine  months ended September 30, 1994.  Oil prices increased to an
average of $16.66  per barrel for the nine months  ended September 30,
1995 from  an average of $14.82  per barrel for the  nine months ended
September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $190,917  for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily due to  the decrease in volumes of natural  gas
sold during  the nine months ended September  30, 1995 coupled with an
increase in expenses related to workovers during the nine months ended
September 30, 1994.  As a percentage of total revenues, these expenses
increased  slightly to 46.9% for  the nine months  ended September 30,
1995 from  44.1% for the nine  months ended September 30,  1994.  This
percentage increase was primarily  due to the decrease in  the average
price of natural gas sold.  

     Depreciation,   depletion,  and  amortization   of  oil  and  gas
properties  decreased $239,077 for the nine months ended September 30,
1995 as compared  to the similar  period in 1994.   This decrease  was
primarily due to  the decrease in the volumes of  natural gas sold and
upward  revisions of previous reserve  estimates.  As  a percentage of
total  revenues, this expense increased  to 58.3% for  the nine months
ended  September 30,  1995  from  54.9%  for  the  nine  months  ended
September 30, 1994.   This increase was primarily due to  the decrease
in the average price of natural gas sold.  

     General  and administrative expenses  increased $128,179  for the
nine months ended September 30, 1995 as compared to the similar period
in 1994 primarily due to  an increase in legal fees associated  with a
gas  contract  arbitration matter  the  II-D  Partnership is  pursuing
against Texaco.   As a  percentage of total  revenues, these  expenses
increased  to 14.4% for the nine  months ended September 30, 1995 from
8.5% for  the nine  months ended September  30, 1994.   This  increase
expressed as a percentage of  total revenues was primarily due  to the
decrease in oil and natural gas sales. 

     Cumulative  cash  distributions  to   the  Unit  Holders  through
September  30,  1995  were  $20,889,903 or  66.34%  of  Unit  Holders'
contributions.

     II-E  PARTNERSHIP

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                     Three months ended September 30, 
                                     -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales             $532,162       $659,360   
        Direct operating expenses     $257,517       $318,688   
        Barrels produced                15,812         16,892   
        Mcf produced                   208,793        248,707   
        Average price/Bbl             $  17.13       $  16.58   
        Average price/Mcf             $   1.25       $   1.53   

                                        -47-


     Total  oil and  gas sales  decreased 19.3%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September 30,  1994.  As shown  in the above table,  this decrease was
due to  decreases in the volumes  of oil and natural gas  sold and the
average price of natural gas sold, partially  offset by an increase in
the average price  of oil sold.  Volumes  of oil and natural  gas sold
decreased 1,080 barrels  and 39,914 Mcf,  respectively, for the  three
months ended September 30, 1995  as compared to the similar  period in
1994.  Natural gas prices decreased to an average of $1.25 per Mcf for
the three months ended September 30, 1995 from an average of $1.53 per
Mcf for  the  three months  ended  September  30, 1994.    Oil  prices
increased  to an  average of $17.13  per barrel  for the  three months
ended September 30, 1995 from an average of $16.58 per  barrel for the
three months ended September 30, 1994.

     Direct   operating   expenses  (lease   operating   expenses  and
production  taxes)  decreased  $61,171  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease  was primarily due to the decrease  in the volumes of oil and
natural  gas sold.  As a percentage  of total revenues, these expenses
remained relatively  constant  at 47.1%  for  the three  months  ended
September  30, 1995  compared  to 48.1%  for  the three  months  ended
September 30, 1994.    

     Depreciation,   depletion,  and  amortization   of  oil  and  gas
properties decreased $69,391 for the three  months ended September 30,
1995 as  compared to the  similar period in  1994.  This  decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold.  As a  percentage of total revenues,  this expense increased  to
88.0% for the three months ended September 30, 1995 from 83.0% for the
three months ended September  30, 1994.  This percentage  increase was
primarily  due to  the decrease in  the average  price of  natural gas
sold.    

     General and  administrative expenses  increased $128,995  for the
three  months  ended September  30, 1995  as  compared to  the similar
period  in 1994 primarily due to  an increase in legal fees associated
with  a  gas contract  arbitration  matter  the  II-E  Partnership  is
pursuing against Texaco.   As  a percentage of  total revenues,  these
expenses increased to 35.5%  for the three months ended  September 30,
1995 from  9.8% for the three  months ended September 30,  1994.  This
increase expressed as a percentage of total revenues was primarily due
to the decrease in oil and natural gas sales.      

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                   Nine months ended September 30, 
                                   ------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $1,654,096     $2,019,062   
        Direct operating expenses   $  839,641     $  907,746   
        Barrels produced                46,703         51,197   
        Mcf produced                   646,898        722,419   
        Average price/Bbl           $    17.05     $    15.30   
        Average price/Mcf           $     1.33     $     1.71   

     Total oil and gas sales decreased 18.1% for the nine months ended
September 30, 1995 as compared to the nine months  ended September 30,

                                        -48-


1994.  As shown in the above table, this decrease was due to decreases
in  the volumes of oil  and natural gas sold  and the average price of
natural gas sold, partially offset by an increase in the average price
of  oil sold.   Volumes of  oil and  natural gas  sold decreased 4,494
barrels  and  75,251 Mcf,  respectively,  for  the nine  months  ended
September 30, 1995 as compared to the similar period in 1994.  Natural
gas  prices decreased  to an  average of  $1.33 per  Mcf for  the nine
months ended September  30, 1995 from an average of  $1.71 per Mcf for
the nine  months ended September 30, 1994.  Oil prices increased to an
average of $17.05  per barrel for the nine months  ended September 30,
1995 from  an average of $15.30  per barrel for the  nine months ended
September 30, 1994.

     Direct  operating   expenses   (lease  operating   expenses   and
production  taxes)  decreased  $68,105   for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily due to  the decrease in the volumes of  oil and
natural gas sold.  As a  percentage of total revenues, these  expenses
increased to 50.2%  for the nine months ended September  30, 1995 from
44.8% for the nine  months ended September 30, 1994.   This percentage
increase was  primarily due to  the decrease in  the average  price of
natural gas sold.  

     Depreciation,  depletion,  and   amortization  of  oil   and  gas
properties decreased $149,834 for the  nine months ended September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold.   As a percentage  of total revenues,  this expense increased to
87.8% for  the nine months ended September 30, 1995 from 79.9% for the
nine months ended September 30, 1994.  This increase was primarily due
to the decrease in the average price of natural gas sold.  

     General and  administrative expenses  increased $309,052 for  the
nine months ended September 30, 1995 as compared to the similar period
in 1994 primarily due to  an increase in legal fees associated  with a
gas  contract  arbitration matter  the  II-E  Partnership is  pursuing
against Texaco.   As a  percentage of total  revenues, these  expenses
increased to  31.0% for the nine months  ended September 30, 1995 from
10.4% for  the nine months  ended September 30,  1994.  This  increase
expressed as a percentage of total  revenues was primarily due to  the
decrease in oil and natural gas sales.      

     Cumulative  cash  distributions  to  the  Unit  Holders   through
September  30,  1995  were  $12,326,574  or  53.87% of  Unit  Holders'
contributions.

     II-F PARTNERSHIP

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.


                                        -49-


                                   Three months ended September 30,
                                   --------------------------------
                                        1995           1994
                                        ----           ----

        Oil and gas sales             $520,413       $578,725   
        Direct operating expenses     $165,886       $203,658   
        Barrels produced                12,930         15,078   
        Mcf produced                   207,250        219,567   
        Average price/Bbl             $  17.70       $  15.84   
        Average price/Mcf             $   1.41       $   1.55   

     Total  oil and  gas sales  decreased 10.1%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September 30,  1994.  As shown  in the above table,  this decrease was
due to  decreases in the volumes of  oil and natural gas  sold and the
average price of natural gas sold, partially offset by an  increase in
the average price of  oil sold.  Volumes  of oil and natural  gas sold
decreased 2,148  barrels and 12,317  Mcf, respectively, for  the three
months ended September  30, 1995 as compared to the  similar period in
1994.  Natural gas prices decreased to an average of $1.41 per Mcf for
the three months ended September 30, 1995 from an average of $1.55 per
Mcf  for  the  three months  ended  September 30,  1994.    Oil prices
increased to  an average  of $17.70  per barrel for  the three  months
ended September 30, 1995 from an  average of $15.84 per barrel for the
three months ended September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $37,772  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily  due to the decrease in the  volumes of oil and
natural gas sold  during the  three months ended  September 30,  1995,
coupled  with  an  increase  in  expenses  related  to  workovers  and
production  facilities during  the  three months  ended September  30,
1994.   As a percentage of total revenues, these expenses decreased to
31.1% for the three months ended September 30, 1995 from 34.9% for the
three months ended September  30, 1994.  This percentage  decrease was
primarily due  to  the expenses  related to  workovers and  production
facilities mentioned above,  partially offset by  the decrease in  the
average price of natural gas sold.  

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties decreased $97,128 for the three months ended  September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of total revenues, this expense decreased to 55.8% for the
three months ended September 30, 1995  from 67.7% for the three months
ended  September 30, 1994.   This  decrease was  primarily due  to the
upward revisions mentioned above, partially  offset by the decrease in
the average price of natural gas sold.    

     General and administrative expenses remained  relatively constant
for  the  three months  ended September  30, 1995  as compared  to the
similar period  in 1994.   As a  percentage of  total revenues,  these
expenses  remained relatively constant  at 8.9%  for the  three months
ended September 30, 1995 compared  to 8.3% for the three  months ended
September 30, 1994.  

                                        -50-



     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                  Nine months ended September 30,
                                  -------------------------------
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $1,450,887     $1,812,569   
        Direct operating expenses   $  497,135     $  618,417   
        Barrels produced                41,077         48,479   
        Mcf produced                   574,084        644,844   
        Average price/Bbl           $    16.76     $    14.69   
        Average price/Mcf           $     1.33     $     1.71   

     Total oil and gas sales decreased 20.0% for the nine months ended
September 30, 1995 as compared to the nine  months ended September 30,
1994.  As shown in the above table, this decrease was due to decreases
in the  volumes of oil and natural  gas sold and the  average price of
natural gas sold, partially offset by an increase in the average price
of oil  sold.   Volumes of  oil and natural  gas sold  decreased 7,402
barrels  and  70,760 Mcf,  respectively,  for  the nine  months  ended
September 30, 1995 as compared to the similar period in 1994.  Natural
gas  prices decreased  to an  average of  $1.33 per  Mcf for  the nine
months ended September 30, 1995  from an average of $1.71 per  Mcf for
the nine months ended September 30, 1994.  Oil prices  increased to an
average of $16.76  per barrel for the nine months  ended September 30,
1995 from  an average of $14.69  per barrel for the  nine months ended
September 30, 1994.

     Direct  operating   expenses   (lease  operating   expenses   and
production  taxes)  decreased  $121,282  for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily due to  the decrease in the volumes of  oil and
natural  gas  sold during  the nine  months  ended September  30, 1995
coupled with  an increase in  expenses related to  workovers, repairs,
and power and fuel  during the nine months  ended September 30,  1994.
As a percentage of total revenues, these expenses remained  relatively
constant  at  33.6%  for the  nine  months  ended  September 30,  1995
compared to 34.0% for the nine months ended September 30, 1994.  

     Depreciation,  depletion,  and  amortization   of  oil  and   gas
properties  decreased $334,008 for the nine months ended September 30,
1995 as compared  to the similar  period in 1994.   This decrease  was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of total revenues, this expense decreased to 58.0% for the
nine months ended September  30, 1995 from 65.4%  for the nine  months
ended September  30, 1994.   This  decrease was  primarily due  to the
upward revisions mentioned above, partially offset  by the decrease in
the average price of natural gas sold.    

                                        -51-


     General  and administrative expenses remained relatively constant
for  the nine  months  ended September  30,  1995 as  compared  to the
similar  period in  1994.   As a  percentage of total  revenues, these
expenses remained  relatively constant  at 10.5%  for the nine  months
ended September 30,  1995 compared to 8.7%  for the nine months  ended
September 30, 1994.  

     Cumulative  cash  distributions  to  the  Unit  Holders   through
September  30,  1995  were  $11,287,051 or  65.85%  of  Unit  Holders'
contributions.

     II-G PARTNERSHIP

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                  Three months ended September 30, 
                                  -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $1,075,315     $1,244,271   
        Direct operating expenses   $  355,982     $  434,318   
        Barrels produced                27,476         31,689   
        Mcf produced                   421,179        476,936   
        Average price/Bbl           $    17.71     $    15.85   
        Average price/Mcf           $     1.40     $     1.56   

     Total  oil and  gas sales  decreased 13.6%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September 30,  1994.  As shown  in the above table,  this decrease was
due to  decreases in the volumes  of oil and natural gas  sold and the
average price of natural  gas sold, partially offset by an increase in
the average price  of oil sold.  Volumes  of oil and natural  gas sold
decreased  4,213 barrels and  55,757 Mcf, respectively,  for the three
months ended  September 30, 1995 as compared  to the similar period in
1994.  Natural gas prices decreased to an average of $1.40 per Mcf for
the three months ended September 30, 1995 from an average of $1.56 per
Mcf  for the  three  months  ended September  30,  1994.   Oil  prices
increased to an  average of  $17.71 per  barrel for  the three  months
ended September  30, 1995 from an average of $15.85 per barrel for the
three months ended September 30, 1994.

     Direct  operating   expenses   (lease  operating   expenses   and
production  taxes)  decreased  $78,336  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily due to  the decrease in the volumes of  oil and
natural gas sold  during the  three months ended  September 30,  1995,
coupled  with  an  increase  in  expenses  related  to  workovers  and
production  facilities during  the  three months  ended September  30,
1994.  As a percentage of total  revenues, these expenses decreased to
32.3% for the three months ended September 30, 1995 from 34.6% for the
three months ended September  30, 1994.  This percentage  decrease was
primarily due  to the  expenses  related to  workovers and  production
facilities mentioned  above, partially offset  by the decrease  in the
average price of natural gas sold.   

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties decreased $275,802 for the three months ended September 30,
1995 as compared  to the similar  period in 1994.   This decrease  was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of total revenues, this expense decreased to 54.7% for the

                                        -52-


three months ended September 30, 1995 from 70.2% for the  three months
ended  September 30,  1994.   This decrease was  primarily due  to the
upward  revisions mentioned above, partially offset by the decrease in
the average price of natural gas sold.    

     General and administrative expenses remained  relatively constant
for  the three  months ended  September  30, 1995  as compared  to the
similar period  in 1994.   As  a percentage of  total revenues,  these
expenses remained  relatively constant  at 9.5%  for the  three months
ended September 30,  1995 compared to 8.4% for the  three months ended
September 30, 1994.  

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                     Nine months ended September 30, 
                                     ------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales           $3,107,583     $3,876,392   
        Direct operating expenses   $1,096,603     $1,341,193   
        Barrels produced                86,684        101,932   
        Mcf produced                 1,235,139      1,390,283   
        Average price/Bbl           $    16.77     $    14.70   
        Average price/Mcf           $     1.34     $     1.71   

     Total oil and gas sales decreased 19.8% for the nine months ended
September 30, 1995 as compared to the  nine months ended September 30,
1994.  As shown in the above table, this decrease was due to decreases
in  the volumes of oil and  natural gas sold and  the average price of
natural gas sold, partially offset by an increase in the average price
of oil sold.   Volumes of  oil and natural  gas sold decreased  15,248
barrels  and 155,144  Mcf,  respectively, for  the  nine months  ended
September 30, 1995 as compared to the similar period in 1994.  Natural
gas  prices decreased  to an  average of  $1.34 per  Mcf for  the nine
months ended September  30, 1995 from an average of  $1.71 per Mcf for
the nine  months ended September 30, 1994.  Oil prices increased to an
average of $16.77  per barrel for the nine months  ended September 30,
1995 from  an average of $14.70  per barrel for the  nine months ended
September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $244,590  for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily  due to the decrease in the  volumes of oil and
natural gas  sold.  As a percentage  of total revenues, these expenses
remained  relatively  constant  at 34.6%  for  the  nine months  ended
September  30,  1995  compared to  34.4%  for  the  nine months  ended
September 30, 1994.  

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties decreased $831,236 for the  nine months ended September 30,
1995  as compared to  the similar period  in 1994.   This decrease was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold  and  upward  revisions of  previous  reserve  estimates.   As  a
percentage  of total revenues, this expense decreased to 57.1% for the
nine  months ended September  30, 1995 from 67.8%  for the nine months
ended  September 30,  1994.  This  decrease was  primarily due  to the
upward  revisions mentioned above, partially offset by the decrease in
the average price of natural gas sold.    

     General and administrative expenses remained  relatively constant
for  the nine  months  ended September  30,  1995 as  compared to  the

                                        -53-


similar  period in  1994.  As  a percentage  of total  revenues, these
expenses remained  relatively constant at  10.7% for  the nine  months
ended September 30,  1995 compared to 8.7%  for the nine  months ended
September 30, 1994.  

     Cumulative  cash  distributions  to  the  Unit   Holders  through
September  30,  1995  were  $23,007,371  or  61.82%  of  Unit Holders'
contributions.

     II-H PARTNERSHIP

     THREE  MONTHS ENDED SEPTEMBER 30,  1995 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                   Three months ended September 30, 
                                   -------------------------------- 
                                        1995           1994     
                                        ----           ----     
        Oil and gas sales             $255,156       $303,551   
        Direct operating expenses     $ 89,202       $113,750   
        Barrels produced                 6,392          7,301   
        Mcf produced                   101,981        119,396   
        Average price/Bbl             $  17.69       $  15.90   
        Average price/Mcf             $   1.39       $   1.57   

     Total  oil and  gas sales  decreased 15.9%  for the  three months
ended  September  30,  1995 as  compared  to  the  three months  ended
September 30,  1994.  As shown  in the above table,  this decrease was
due  to decreases in the  volumes of oil and  natural gas sold and the
average price of natural gas sold, partially offset by an increase  in
the average  price of oil sold.   Volumes of oil and  natural gas sold
decreased  909 barrels  and 17,415  Mcf, respectively,  for  the three
months ended September  30, 1995 as compared to the  similar period in
1994.  Natural gas prices decreased to an average of $1.39 per Mcf for
the three months ended September 30, 1995 from an average of $1.57 per
Mcf for  the  three  months ended  September  30, 1994.    Oil  prices
increased  to an  average of  $17.69 per  barrel for the  three months
ended September 30, 1995 from an average of $15.90 per  barrel for the
three months ended September 30, 1994.

     Direct  operating   expenses   (lease  operating   expenses   and
production  taxes)  decreased  $24,548  for  the  three  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily due to  the decrease in the volumes of  oil and
natural  gas sold  during the  three months  ended September  30, 1995
coupled  with positive  prior  period adjustments  and an  increase in
expenses  related to workovers during the three months ended September
30, 1994.  As a percentage of total revenues, these expenses decreased
to 34.0%  for the three  months ended September  30, 1995  compared to
37.2% for the three months ended September 30, 1994.  This decrease as
a percentage  of total revenues was  primarily due to  the decrease in
expenses related to workovers mentioned above, partially offset by the
decrease in the average price of natural gas sold.

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties  decreased $58,187 for the three months ended September 30,
1995 as compared  to the similar  period in 1994.   This decrease  was
primarily due to several properties having been significantly depleted
leaving  a  smaller  basis to  deplete.    As  a  percentage of  total
revenues, this expense decreased  to 58.5% for the three  months ended

                                        -54-


September 30, 1995 from 69.2% for the three months ended September 30,
1994.  This  decrease was primarily due to a  smaller basis to deplete
as  mentioned above, partially offset  by the decrease  in the average
price of natural gas sold.    

     General  and administrative expenses  decreased slightly  by $759
for  the three  months ended  September  30, 1995  as compared  to the
similar period  in 1994.   As  a percentage of  total revenues,  these
expenses remained  relatively constant  at 9.6%  for the  three months
ended September 30,  1995 compared to 8.5% for the  three months ended
September 30, 1994.  

     NINE  MONTHS ENDED  SEPTEMBER 30,  1995 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1994.

                                     Nine months ended September 30, 
                                     ------------------------------  
                                         1995          1994     
                                         ----          ----     
        Oil and gas sales             $744,368       $948,124   
        Direct operating expenses     $269,899       $342,120   
        Barrels produced                20,185         23,746   
        Mcf produced                   301,855        347,158   
        Average price/Bbl             $  16.77       $  14.71   
        Average price/Mcf             $   1.34       $   1.72   

     Total oil and gas sales decreased 21.5% for the nine months ended
September 30, 1995 as compared to the  nine months ended September 30,
1994.  As shown in the above table, this decrease was due to decreases
in  the volumes of oil and  natural gas sold and  the average price of
natural gas sold, partially offset by an increase in the average price
of  oil sold.   Volumes of  oil and  natural gas  sold decreased 3,561
barrels  and  45,303 Mcf,  respectively,  for  the nine  months  ended
September 30, 1995 as compared to the similar period in 1994.  Natural
gas  prices decreased  to an  average of  $1.34 per  Mcf for  the nine
months ended September  30, 1995 from an average of  $1.72 per Mcf for
the nine  months ended September 30, 1994.  Oil prices increased to an
average of $16.77  per barrel for the nine months  ended September 30,
1995 from  an average of $14.71  per barrel for the  nine months ended
September 30, 1994.

     Direct   operating  expenses   (lease   operating  expenses   and
production  taxes)  decreased  $72,221   for  the  nine  months  ended
September 30,  1995 as compared to  the similar period in  1994.  This
decrease was primarily  due to the decrease in the  volumes of oil and
natural gas  sold.  As a percentage  of total revenues, these expenses
remained  relatively  constant  at 35.6%  for  the  nine months  ended
September  30,  1995  compared to  34.9%  for  the  nine months  ended
September 30, 1994.  

     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties decreased $172,451 for the nine months  ended September 30,
1995 as compared  to the similar  period in 1994.   This decrease  was
primarily due  to the decrease in  the volumes of oil  and natural gas
sold and several properties having been significantly depleted leaving
a  smaller basis to deplete.  As  a percentage of total revenues, this
expense decreased to  61.0% for  the nine months  ended September  30,
1995 from  66.6% for the nine  months ended September 30,  1994.  This
decrease  was   primarily  due  to  several   properties  having  been
significantly depleted  leaving a smaller basis  to deplete, partially
offset by the decrease in the average price of natural gas sold.    

                                        -55-


     General and administrative expenses decreased $2,766 for the nine
months ended September 30,  1995 as compared to the  similar period in
1994  primarily  due to  a  decrease  in  professional  fees.    As  a
percentage  of  total  revenues,  these expenses  remained  relatively
constant  at  10.9%  for the  nine  months  ended  September 30,  1995
compared to 9.0% for the nine months ended September 30, 1994.  

     Cumulative  cash  distributions  to   the  Unit  Holders  through
September  30,  1995  were  $5,311,364  or  57.91%  of  Unit  Holders'
contributions.


                                        -56-


                      PART II:  OTHER INFORMATION



ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits

          None

     (b)  Reports on Form 8-K

          Form 8-K filed on September 11, 1995

               Date of Report:  September 6, 1995

               Items Reported:

                    Item 5 - Other Events


                                       -57-


                              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 II-A
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H

                              (Registrant)


                             By:  GEODYNE PROPERTIES, INC.                
         
                                  General Partner


Date:  November 13, 1995     By:  /s/Dennis R. Neill  
                                  ----------------------------  
                                   (Signature)
                                   Dennis R. Neill
                                   Senior Vice President
                                   and Director



Date: November 13, 1995      By:  /s/Drew S. Phillips  
                                  ---------------------------   
                                   (Signature)
                                   Drew S. Phillips
                                   Vice President - Accounting
                                   Principal Accounting Officer



                                     -58-