SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1996
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 74103-3103
-----------------------------------------------------
(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
March 31, December 31,
1996 1995
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 494,176 $ 508,024
Accounts receivable:
Oil and gas sales, including $153,461
due from related parties in 1995
(Note 2) . . . . . . . . . . . . . 868,103 765,075
---------- ----------
Total current assets . . . . . . $1,362,279 $1,273,099
NET OIL AND GAS PROPERTIES, utilizinge
the successful efforts method . . . 7,107,527 7,390,812
DEFERRED CHARGE .. . . . . . . . . . . 1,169,277 1,169,277
---------- ----------
$9,639,083 $9,833,188
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 139,133 $ 213,126
Gas imbalance payable . . . . . . . . 164,837 164,837
---------- ----------
Total current liabilities . . . . $ 303,970 $ 377,963
ACCRUED LIABILITY . . . . . . . . . . . $ 272,667 $ 272,667
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 332,220) ($ 311,994)
Limited Partners, issued and
outstanding, 484,283 units . . . . 9,394,666 9,494,552
---------- ----------
Total Partners' capital . . . . . $9,062,446 $9,182,558
---------- ----------
$9,639,083 $9,833,188
========== ==========
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 MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
REVENUES:
Oil and gas sales, including $194,222
of sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $1,343,302 $1,246,893
Interest income . . . . . . . . . . . 3,760 5,886
Gain on sale of oil and gas properties 158 8,085
---------- ----------
$1,347,220 $1,260,864
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $ 411,514 $ 475,793
Production tax . . . . . . . . . . . 76,278 79,878
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 295,827 669,105
General and administrative . . . . . 161,750 141,881
---------- ----------
$ 945,369 $1,366,657
---------- ----------
NET INCOME (LOSS) . . . . . . . . . . . $ 401,851 ($ 105,793)
========== ==========
GENERAL PARTNER - NET INCOME . . . . . $ 31,738 $ 21,475
========== ==========
LIMITED PARTNERS - NET INCOME (LOSS) . $ 370,113 ($ 127,268)
========== ==========
NET INCOME (LOSS) per unit . . . . . . $ .76 ($ .26)
========== ==========
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 CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . $401,851 ($105,793)
Adjustments to reconcile net income
(loss) to net cash provided by operating
activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 295,827 669,105
Gain on sale of oil and gas
properties . . . . . . . . . . . . ( 158) ( 8,085)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 103,028) 70,157
Increase in deferred charge . . . . - ( 166,894)
Decrease in accounts payable . . . ( 73,993) -
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $520,499 $458,490
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . ($ 12,860) ($ 25,005)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 477 16,883
-------- --------
Net cash used by investing activities ($ 12,383) ($ 8,122)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($521,964) ($689,000)
-------- --------
Net cash used by financing activities ($521,964) ($689,000)
-------- --------
NET DECREASE IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . . ($ 13,848) ($238,632)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 508,024 793,694
-------- --------
CASH AND CASH EQUIVALENTS AT END OF
PERIOD . . . . . . . . . . . . . . . . $494,176 $555,062
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-4-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE PRODUCTION PARTNERSHIP II-B
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 324,751 $ 168,239
Accounts receivable:
Oil and gas sales, including $81,240
due from related parties in 1995
(Note 2) . . . . . . . . . . . . . 649,931 584,133
---------- ----------
Total current assets . . . . . . $ 974,682 $ 752,372
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 5,026,930 5,258,752
DEFERRED CHARGE . . . . . . . . . . . . 226,303 226,303
---------- ----------
$6,227,915 $6,237,427
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 106,814 $ 211,226
Gas imbalance payable . . . . . . . . 15,048 15,048
---------- ----------
Total current liabilities . . . . $ 121,862 $ 226,274
ACCRUED LIABILITY . . . . . . . . . . . $ 301,684 $ 301,684
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 256,235) ($ 246,438)
Limited Partners, issued and
outstanding, 361,719 units . . . . . 6,060,604 5,955,907
---------- ----------
Total Partners' capital . . . . . $5,804,369 $5,709,469
---------- ----------
$6,227,915 $6,237,427
========== ==========
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 STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
----------- ------------
REVENUES:
Oil and gas sales, including $80,613
of sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $1,031,522 $ 939,063
Interest income . . . . . . . . . . . 1,510 4,412
Gain (Loss) on sale of oil and gas
properties . . . . . . . . . . . . 963 ( 20,485)
---------- ----------
$1,033,995 $ 922,990
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $ 300,863 $ 354,205
Production tax . . . . . . . . . . . 58,684 54,963
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 253,088 580,632
General and administrative . . . . . 124,787 105,922
---------- ----------
$ 737,422 $1,095,722
---------- ----------
NET INCOME (LOSS) . . . . . . . . . . . $ 296,573 ($ 172,732)
========== ==========
GENERAL PARTNER - NET INCOME . . . . . $ 24,877 $ 14,589
========== ==========
LIMITED PARTNERS - NET INCOME (LOSS) . $ 271,696 ($ 187,321)
========== ==========
NET INCOME (LOSS) per unit . . . . . . $ .75 ($ .52)
========== ==========
UNITS OUTSTANDING . . . . . . . . . . . 361,719 361,719
========== ==========
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 CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $296,573 ($172,732)
Adjustments to reconcile net income
(loss) to net cash provided by operating
activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 253,088 580,632
(Gain) Loss on sale of oil and gas
properties . . . . . . . . . . . . ( 963) 20,485
Increase in accounts receivable . . ( 65,798) ( 15,685)
Decrease in accounts payable . . . ( 104,412) ( 110,864)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $378,488 $301,836
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . ($ 21,265) ($ 38,791)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 963 13,549
-------- --------
Net cash used by investing activities ($ 20,302) ($ 25,242)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($201,674) ($521,000)
-------- --------
Net cash used by financing activities ($201,674) ($521,000)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . . $156,512 ($244,406)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 168,239 623,450
-------- --------
CASH AND CASH EQUIVALENTS AT END OF
PERIOD . . . . . . . . . . . . . . . . $324,751 $379,044
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-7-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE PRODUCTION PARTNERSHIP II-C
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 222,508 $ 82,353
Accounts receivable:
Oil and gas sales, including $46,202
due from related parties in 1995
(Note 2) . . . . . . . . . . . . . 296,451 291,365
---------- ----------
Total current assets . . . . . . $ 518,959 $ 373,718
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 2,438,428 2,572,284
DEFERRED CHARGE . . . . . . . . . . . . 259,941 259,941
---------- ----------
$3,217,328 $3,205,943
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 42,543 $ 67,293
Gas imbalance payable . . . . . . . . 59,892 59,892
---------- ----------
Total current liabilities . . . . $ 102,435 $ 127,185
ACCRUED LIABILITY . . . . . . . . . . . $ 138,658 $ 138,658
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 109,057) ($ 99,615)
Limited Partners, issued and
outstanding, 154,621 units . . . . . 3,085,292 3,039,715
---------- ----------
Total Partners' capital . . . . . $2,976,235 $2,940,100
---------- ----------
$3,217,328 $3,205,943
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-8-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE PRODUCTION PARTNERSHIP II-C
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
----------- ------------
REVENUES:
Oil and gas sales, including $51,515 of
sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $468,349 $432,457
Interest income . . . . . . . . . . . 878 2,948
Gain on sale of oil and gas properties 143 8,980
-------- --------
$469,370 $444,385
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $125,003 $150,453
Production tax . . . . . . . . . . . 27,823 22,889
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 113,533 264,990
General and administrative . . . . . 53,458 46,182
-------- --------
$319,817 $484,514
-------- --------
NET INCOME (LOSS) . . . . . . . . . . $149,553 ($ 40,129)
======== ========
GENERAL PARTNER - NET INCOME . . . . . $ 11,975 $ 8,593
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) . $137,578 ($ 48,722)
======== ========
NET INCOME (LOSS) per unit . . . . . . $ .89 ($ .32)
======== ========
UNITS OUTSTANDING . . . . . . . . . . . 154,621 154,621
======== ========
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 STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $149,553 ($ 40,129)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 113,533 264,990
Gain on sale of oil and gas
properties . . . . . . . . . . . . ( 143) ( 8,980)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 5,086) 31,889
Decrease in accounts payable . . . ( 24,750) ( 10,420)
Decrease in gas imbalance payable . - ( 62,262)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $233,107 $175,088
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . $ - ($ 3,950)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 20,466 13,894
-------- --------
Net cash provided by investing
activities . . . . . . . . . . . . . $ 20,466 $ 9,944
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($113,418) ($342,000)
-------- --------
Net cash used by financing activities ($113,418) ($342,000)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . . $140,155 ($156,968)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 82,353 380,901
-------- --------
CASH AND CASH EQUIVALENTS AT END OF
PERIOD . . . . . . . . . . . . . . . . $222,508 $223,933
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-10-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
----------- -------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 375,565 $ 317,368
Accounts receivable:
Oil and gas sales, including $124,908
due from related parties in 1995
(Note 2) . . . . . . . . . . . . . 683,792 630,370
---------- ----------
Total current assets . . . . . . $1,059,357 $ 947,738
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 5,151,359 5,394,199
DEFERRED CHARGE . . . . . . . . . . . . 949,227 949,227
---------- ----------
$7,159,943 $7,291,164
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 139,414 $ 146,808
Gas imbalance payable . . . . . . . . 117,523 117,523
---------- ----------
Total current liabilities . . . . $ 256,937 $ 264,331
ACCRUED LIABILITY . . . . . . . . . . . $ 285,420 $ 285,420
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 203,392) ($ 143,473)
Limited Partners, issued and
outstanding 314,878 units . . . . . 6,820,978 6,884,886
---------- ----------
Total Partners' capital . . . . . $6,617,586 $6,741,413
---------- ----------
$7,159,943 $7,291,164
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-11-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
REVENUES:
Oil and gas sales, including $151,962
of sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $1,058,248 $1,063,337
Interest income . . . . . . . . . . . 2,546 4,578
Gain on sale of oil and gas properties - 9,291
---------- ----------
$1,060,794 $1,077,206
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $ 380,682 $ 499,106
Production tax . . . . . . . . . . . 70,570 62,734
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 200,330 633,173
General and administrative . . . . . 110,288 93,798
---------- ----------
$ 761,870 $1,288,811
---------- ----------
NET INCOME (LOSS) . . . . . . . . . . . $ 298,924 ($ 211,605)
========== ==========
GENERAL PARTNER - NET INCOME . . . . . $ 22,832 $ 14,747
========== ==========
LIMITED PARTNERS - NET INCOME (LOSS) . $ 276,092 ($ 226,352)
========== ==========
NET INCOME (LOSS) per unit . . . . . . $ .88 ($ .72)
========== ==========
UNITS OUTSTANDING . . . . . . . . . . . 314,878 314,878
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-12-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
----------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $298,924 ($211,605)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 200,330 633,173
Gain on sale of oil and gas
properties . . . . . . . . . . . . - ( 9,291)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 53,422) 108,833
Decrease in accounts payable . . . ( 7,394) ( 23,922)
Decrease in gas imbalance payable . - ( 109,252)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $438,438 $387,936
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . $ - ($ 12,702)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 42,150 17,906
-------- --------
Net cash provided (used) by investing
activities . . . . . . . . . . . . $ 42,510 ($ 5,204)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($422,751) ($536,000)
-------- --------
Net cash used by financing activities ($422,751) ($536,500)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . $ 58,197 ($142,860)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 317,368 563,613
-------- --------
CASH AND CASH EQUIVALENTS AT END OF
PERIOD . . . . . . . . . . . . . . . . $375,565 $420,753
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-13-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 291,959 $ 201,042
Accounts receivable:
Oil and gas sales, including $122,758
due from related parties in 1995
(Note 2) . . . . . . . . . . . . . 433,025 409,630
---------- ----------
Total current assets . . . . . . $ 724,984 $ 610,672
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 5,028,226 5,293,979
DEFERRED CHARGE . . . . . . . . . . . . 374,745 374,745
---------- ----------
$6,127,955 $6,279,396
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 66,897 $ 90,392
Gas imbalance payable . . . . . . . . 84,265 84,265
---------- ----------
Total current liabilities . . . . $ 151,162 $ 174,657
ACCRUED LIABILITY . . . . . . . . . . . $ 134,283 $ 134,283
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 140,836) ($ 122,950)
Limited Partners, issued and
outstanding, 228,821 units . . . . 5,983,346 6,093,406
---------- ----------
Total Partners' capital . . . . . $5,842,510 $5,970,456
---------- ----------
$6,127,955 $6,279,396
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-14-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
--------- ----------
REVENUES:
Oil and gas sales, including $109,579
of sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $696,919 $551,228
Interest income . . . . . . . . . . . 1,740 1,955
Gain on sale of oil and gas properties 402 15,034
-------- --------
$699,061 $568,217
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $214,755 $250,676
Production tax . . . . . . . . . . . 48,804 48,838
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 257,403 485,127
General and administrative . . . . . 90,573 67,374
-------- --------
$611,535 $852,015
-------- --------
NET INCOME (LOSS) . . . . . . . . . . . $ 87,526 ($283,798)
======== ========
GENERAL PARTNER - NET INCOME . . . . . $ 14,585 $ 5,215
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) . $ 72,941 ($289,013)
======== ========
NET INCOME (LOSS) per unit . . . . . . $ .32 ($ 1.26)
======== ========
UNITS OUTSTANDING . . . . . . . . . . . 228,821 228,821
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-15-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $ 87,526 ($283,798)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 257,403 485,127
Gain on sale of oil and gas
properties . . . . . . . . . . . . ( 402) ( 15,034)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 23,395) 27,917
Decrease in accounts payable . . . ( 23,495) ( 21,728)
Decrease in gas imbalance payable . - ( 23,704)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $297,637 $168,780
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . $ - ($ 8,667)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 8,751 15,034
-------- --------
Net cash provided by investing
activities . . . . . . . . . . . . . $ 8,751 $ 6,367
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($215,471) ($258,000)
-------- --------
Net cash used by financing activities ($215,471) ($258,000)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . $ 90,917 ($ 82,853)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 201,042 260,348
-------- --------
CASH AND CASH EQUIVALENTS AT END OF
PERIOD . . . . . . . . . . . . . . . . $291,959 $177,495
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-16-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 318,679 $ 325,816
Accounts receivable:
Oil and gas sales, including $66,788
due from related parties in 1995
(Note 2) . . . . . . . . . . . . . 400,792 352,473
---------- ----------
Total current assets . . . . . . $ 719,471 $ 678,289
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 4,769,239 4,936,055
DEFERRED CHARGE . . . . . . . . . . . . 119,115 119,115
---------- ----------
$5,607,825 $5,733,459
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 33,878 $ 79,348
Gas imbalance payable . . . . . . . . 23,373 23,373
---------- ----------
Total current liabilities . . . . $ 57,251 $ 102,721
ACCRUED LIABILITY . . . . . . . . . . . $ 23,330 $ 23,330
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 97,897) ($ 84,377)
Limited Partners, issued and
outstanding, 171,400 units . . . . . 5,625,141 5,691,785
---------- ----------
Total Partners' capital . . . . . $5,527,244 $5,607,408
---------- ----------
$5,607,825 $5,733,459
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-17-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
REVENUES:
Oil and gas sales, including $90,514
of sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $619,018 $437,303
Interest income . . . . . . . . . . . 2,462 1,923
Gain on sale of oil and gas
properties . . . . . . . . . . . . . 873 14,859
-------- --------
$622,353 $454,085
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $112,428 $140,760
Production tax . . . . . . . . . . . 39,609 35,743
Depreciation, depletion, and amortization
of oil and gas properties . . . . . 168,341 260,387
General and administrative . . . . . 55,694 51,230
-------- --------
$376,072 $488,120
-------- --------
NET INCOME (LOSS) . . . . . . . . . . $246,281 ($ 34,035)
======== ========
GENERAL PARTNER - NET INCOME . . . . . $ 18,925 $ 8,714
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) . $227,356 ($ 42,749)
======== ========
NET INCOME (LOSS) per unit . . . . . . $ 1.33 ($ .25)
======== ========
UNITS OUTSTANDING . . . . . . . . . . . 171,400 171,400
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-18-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $246,281 ($ 34,035)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 168,341 260,387
Gain on sale of oil and gas
properties . . . . . . . . . . . . ( 873) ( 14,859)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 48,319) 60,912
Decrease in accounts payable . . . ( 45,470) ( 15,985)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $319,960 $256,420
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . ($ 1,525) ($ 2,124)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 873 27,917
-------- --------
Net cash provided (used) by investing
activities . . . . . . . . . . . . ($ 652) $ 25,793
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($326,445) ($273,000)
-------- --------
Net cash used by financing activities ($326,445) ($273,000)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . . ($ 7,137) $ 9,213
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 325,816 237,397
-------- --------
CASH AND CASH EQUIVALENTS AT END OF
PERIOD. . . . . . . . . . . . . . . . $318,679 $246,610
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-19-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . $ 644,606 $ 661,921
Accounts receivable:
Oil and gas sales, including $141,036
due from related parties in 1995
(Note 2) . . . . . . . . . . . . 850,020 748,457
----------- -----------
Total current assets . . . . . . $ 1,494,626 $ 1,410,378
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 10,472,546 10,851,397
DEFERRED CHARGE . . . . . . . . . . . . 257,374 257,374
----------- -----------
$12,224,546 $12,519,149
=========== ===========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 76,272 $ 176,095
Gas imbalance payable . . . . . . . . 50,501 50,501
----------- -----------
Total current liabilities . . . . $ 126,773 $ 226,596
ACCRUED LIABILITY . . . . . . . . . . . $ 50,802 $ 50,802
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 225,417) ($ 197,620)
Limited Partners, issued and
outstanding 372,189 units . . . . . 12,272,388 12,439,371
----------- -----------
Total Partners' capital . . . . . $12,046,971 $12,241,751
----------- -----------
$12,224,546 $12,519,149
=========== ===========
The accompanying notes are an integral part of
these combined financial statements.
-20-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
----------- -----------
REVENUE:
Oil and gas sales, including $191,115
of sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $1,314,048 $ 970,570
Interest income . . . . . . . . . . . 5,022 4,062
Gain on sale of oil and gas
properties . . . . . . . . . . . . . 1,852 35,951
---------- ----------
$1,320,922 $1,010,583
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $ 246,114 $ 309,846
Production tax . . . . . . . . . . . 84,776 81,178
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 385,782 567,571
General and administrative . . . . . 120,885 111,312
---------- ----------
$ 837,557 $1,069,907
---------- ----------
NET INCOME (LOSS) . . . . . . . . . . . $ 483,365 ($ 59,324)
========== ==========
GENERAL PARTNER - NET INCOME . . . . . $ 39,348 $ 19,737
========== ==========
LIMITED PARTNERS - NET INCOME (LOSS) . $ 444,017 ($ 79,061)
========== ==========
NET INCOME (LOSS) per unit . . . . . . $ 1.19 ($ .21)
========== ==========
UNITS OUTSTANDING . . . . . . . . . . . 372,189 372,189
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-21-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $483,365 ($ 59,324)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 385,782 567,571
Gain on sale of oil and gas
properties . . . . . . . . . . . . ( 1,852) ( 35,951)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 101,563) 125,343
Decrease in accounts payable . . . ( 99,823) ( 27,844)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $665,909 $569,795
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . ($ 6,931) ($ 4,557)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 1,852 60,503
-------- --------
Net cash provided (used) by investing
activities . . . . . . . . . . . . ($ 5,079) $ 55,946
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($678,145) ($578,000)
-------- --------
Net cash used by financing activities ($678,145) ($578,000)
-------- --------
NET DECREASE IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . . ($ 17,315) ($ 47,741)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 661,921 492,117
-------- --------
CASH AND CASH EQUIVALENTS AT END
OF PERIOD . . . . . . . . . . . . . . $644,606 $539,858
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-22-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1996 1995
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents . . . . . . $ 149,511 $ 158,812
Accounts receivable:
Oil and gas sales, including $33,220
due from related parties in 1995
(Note 2) . . . . . . . . . . . . 204,954 179,505
---------- ----------
Total current assets . . . . . . $ 354,465 $ 338,317
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method . . . . 2,530,543 2,624,277
DEFERRED CHARGE . . . . . . . . . . . . 62,062 62,062
---------- ----------
$2,947,070 $3,024,656
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable . . . . . . . . . . $ 20,044 $ 45,404
Gas imbalance payable . . . . . . . . 11,211 11,211
---------- ----------
Total current liabilities . . . . $ 31,255 $ 56,615
ACCRUED LIABILITY . . . . . . . . . . . $ 12,779 $ 12,779
PARTNERS' CAPITAL (DEFICIT):
General Partner . . . . . . . . . . . ($ 54,087) ($ 47,635)
Limited Partners, issued and
outstanding, 91,711 units . . . . . 2,957,123 3,002,897
---------- ----------
Total Partners' capital . . . . . $2,903,036 $2,955,262
---------- ----------
$2,947,070 $3,024,656
========== ==========
The accompanying notes are an integral part of
these combined financial statements.
-23-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
--------- ---------
REVENUES:
Oil and gas sales, including $45,006 of
sales to related parties in 1995
(Note 2) . . . . . . . . . . . . . . $316,369 $237,311
Interest income . . . . . . . . . . . 1,123 962
Gain on sale of oil and gas
properties . . . . . . . . . . . . . 440 8,250
-------- --------
$317,932 $246,523
COSTS AND EXPENSES:
Lease operating . . . . . . . . . . . $ 61,694 $ 73,253
Production tax . . . . . . . . . . . 20,607 20,428
Depreciation, depletion, and amortization
of oil and gas properties . . . . . 95,342 147,554
General and administrative . . . . . 29,780 27,436
-------- --------
$207,423 $268,671
-------- --------
NET INCOME (LOSS) . . . . . . . . . . . $110,509 ($ 22,148)
======== ========
GENERAL PARTNER - NET INCOME . . . . . $ 9,283 $ 4,795
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) . $101,226 ($ 26,943)
======== ========
NET INCOME (LOSS) per unit . . . . . . $ 1.10 ($ .29)
======== ========
UNITS OUTSTANDING . . . . . . . . . . . 91,711 91,711
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-24-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1996 AND 1995
(Unaudited)
1996 1995
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) . . . . . . . . . . $110,509 ($ 22,148)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depreciation, depletion, and amortiza-
tion of oil and gas properties . . 95,342 147,554
Gain on sale of oil and gas
properties . . . . . . . . . . . . ( 440) ( 8,250)
(Increase) Decrease in accounts
receivable . . . . . . . . . . . . ( 25,449) 29,820
Decrease in accounts payable . . . ( 25,360) ( 8,717)
-------- --------
Net cash provided by operating
activities . . . . . . . . . . . . . $154,602 $138,259
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures . . . . . . . . ($ 1,608) ($ 1,106)
Proceeds from sale of oil and gas
properties . . . . . . . . . . . . . 440 14,919
-------- --------
Net cash provided (used) by investing
activities . . . . . . . . . . . . ($ 1,168) $ 13,813
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions . . . . . . . . . ($162,735) ($142,000)
-------- --------
Net cash used by financing activities ($162,735) ($142,000)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . ($ 9,301) $ 10,072
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . 158,812 124,102
-------- --------
CASH AND CASH EQUIVALENTS AT END
OF PERIOD . . . . . . . . . . . . . . $149,511 $134,174
======== ========
The accompanying notes are an integral part of
these combined financial statements.
-25-
GEODYNE ENERGY INCOME II LIMITED PARTNERSHIPS
CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
MARCH 31, 1996
(Unaudited)
1. ACCOUNTING POLICIES
-------------------
The combined balance sheets as of March 31, 1996, combined
statements of operations for the three months ended March 31, 1996 and
1995 and combined statements of cash flows for the three months ended
March 31, 1996 and 1995 have been prepared by Geodyne Properties,
Inc., the general partner of the limited partnerships, and are
unaudited. Each limited partnership is a general partner in the
related Geodyne Energy Income Production Partnership (collectively,
the "Production Partnership") in which Geodyne Production Company
serves as the managing partner. Unless the context indicates
otherwise, all references to a "Partnership" or the "Partnerships" are
references to the limited partnerships and their related production
partnerships, collectively, and all references to the "General
Partner" are references to the general partner of the limited
partnerships and the managing partner of the production partnerships,
collectively. In the opinion of management the financial statements
referred to above include all necessary adjustments, consisting of
normal recurring adjustments, to present fairly the combined financial
position at March 31, 1996, the combined results of operations for the
three months ended March 31, 1996 and 1995 and the combined cash flows
for the three months ended March 31, 1996 and 1995.
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, 1995. The results of operations for
the period ended March 31, 1996 are not necessarily indicative of the
results to be expected for the full year.
The Limited Partners' net income or loss per unit is based upon
each $100 initial capital contribution.
-26-
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
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.
Effective October 1, 1995, the Partnerships adopted the
requirements of Statement of Financial Accounting Standards ("SFAS")
No. 121, "Accounting for the Impairment of Long Lived Assets and
Assets Held for Disposal". SFAS No. 121 provides that if the
unamortized costs of oil and gas properties for each field exceed the
expected undiscounted future cash flows from such properties, the cost
of the properties is written down to fair value, which is determined
by using the discounted future cash flows from the properties. Under
the Partnerships' prior impairment policy if the unamortized costs of
oil and gas properties recorded by the Partnerships as a whole
exceeded the estimated undiscounted future net revenues of the
properties, a valuation allowance would be recorded for the excess
amount. The risk that the Partnerships will be required to record
such impairment provisions in the future increases when oil and gas
prices are depressed.
-27-
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 three months
ended March 31, 1996 the following payments were made to the General
Partner or its affiliates by the Partnerships:
Direct General Administrative
Partnership and Administrative Overhead
----------- ------------------ --------------
II-A $34,307 $127,443
II-B 29,597 95,190
II-C 12,769 40,689
II-D 27,425 82,863
II-E 30,357 60,216
II-F 10,589 45,105
II-G 22,941 97,944
II-H 5,645 24,135
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 sold gas to Premier Gas Company ("Premier"), an
affiliate of the General Partner until December 6, 1995 and Premier
then resold such gas to third parties at market prices. The following
is a summary of these sales and the amount of compensation Premier
received from these sales during the three months ended March 31, 1995
and the amount of the Partnerships' accrued oil and gas sales due from
Premier as of December 31, 1995.
-28-
3 Months Ended As of
March 31, 1995 December 31, 1995
---------------- -----------------
Accrued Oil and
Gas Sales Gas Sales
--------- -----------------
II-A $194,222 $153,461
II-B 80,613 81,240
II-C 51,515 46,202
II-D 151,962 124,908
II-E 109,579 122,758
II-F 90,514 66,788
II-G 191,115 141,036
II-H 45,006 33,220
-29-
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 Limited Partners 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 Limited Partners, having made capital contributions in
the amounts and on the dates set forth below:
Limited
Date of Partners 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
Limited Partners, less 15% for sales commissions and organization and
management fees. All of the Partnerships have fully invested their
capital contributions.
-30-
Net proceeds from operations less necessary operating capital are
distributed to Limited Partners on a quarterly basis. Revenues and
net proceeds of a Partnership are largely dependent upon the volumes
of oil and gas sold and the prices received for such oil and gas.
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 March 31, 1996 and the net revenue
generated from future operations will provide sufficient working
capital to meet current and future obligations of the Partnerships.
RESULTS OF OPERATIONS
---------------------
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 Partnerships' operations during the three months ended March 31,
1996 reflected a decrease in production of oil and an increase in the
average prices of oil and 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 MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
----------------------------------
1996 1995
---- ----
Oil and gas sales $1,343,302 $1,246,893
Direct operating expenses $ 487,792 $ 555,671
Barrels produced 31,090 34,094
Mcf produced 387,882 463,425
Average price/Bbl $ 18.28 $ 16.18
Average price/Mcf $ 2.00 $ 1.50
Total oil and gas sales increased 7.7% for the three months ended
March 31, 1996 as compared to the three months ended March 31, 1995.
This increase was due to increases in the average prices of oil and
natural gas sold, partially offset by decreases in the volumes of oil
and natural gas sold. Volumes of oil and natural gas sold decreased
by 3,004 barrels and 75,543 Mcf, respectively, for the three months
ended March 31, 1996 as compared to the three months ended March 31,
1995. Average oil prices increased to $18.28 per barrel for the three
months ended March 31, 1996 from $16.18 per barrel for the three
months ended March 31, 1995. Average natural gas prices increased to
$2.00 per Mcf for the three months ended March 31, 1996 from $1.50 per
Mcf the three months ended March 31, 1995.
-31-
Direct operating expenses (including lease operating expenses and
production taxes) decreased $67,879 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to the decrease in the volumes of oil and
natural gas sold. As a percentage of oil and gas sales, these
expenses decreased to 36.3% for the three months ended March 31, 1996
from 44.6% for the three months ended March 31, 1995. This percentage
decrease was primarily due to the increases in the average prices of
oil and natural gas sold.
Depreciation, depletion, and amortization of oil and gas
properties decreased by $373,278 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of the decrease in the volumes of oil
and natural gas sold and upward revisions of previous reserve
estimates at December 31, 1995. As a percentage of oil and gas sales,
this expense decreased to 22.0% for the three months ended March 31,
1996 from 53.7% for the three months ended March 31, 1995. This
percentage decrease was primarily due to the upward revisions of
previous reserve estimates and the increases in the average prices of
oil and natural gas sold.
General and administrative expenses increased by $19,869 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in legal fees associated with a gas contract arbitration
matter the II-A Partnership is pursuing against Texaco and an increase
in professional fees during the three months ended March 31, 1996. As
a percentage of oil and gas sales, these expenses remained relatively
constant at 12.0% for the three months ended March 31, 1996 as
compared to 11.4% for the three months ended March 31, 1995.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $36,696,357 or 75.77% of Limited Partners'
contributions.
-32-
II-B PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $1,031,522 $939,063
Direct operating expenses $ 359,547 $409,168
Barrels produced 26,094 25,070
Mcf produced 278,544 332,097
Average price/Bbl $ 18.37 $ 16.12
Average price/Mcf $ 1.98 $ 1.61
Total oil and gas sales increased 9.8% for the three months ended
March 31, 1996 as compared to the three months ended March 31, 1995.
This increase was due to increases in the average prices of oil and
natural gas sold and an increase in the volumes of oil sold, partially
offset by a decrease in the volumes of natural gas sold. Volumes of
oil sold increased by 1,024 barrels and volumes of natural sold de-
creased 53,553 Mcf for the three months ended March 31, 1996 as com-
pared to the three months ended March 31, 1995. Average oil prices
increased to $18.37 per barrel for the three months ended March 31,
1996 from $16.12 per barrel for the three months ended March 31, 1995.
Average natural gas prices increased to $1.98 per Mcf for the three
months ended March 31, 1996 from $1.61 per Mcf the three months ended
March 31, 1995.
Direct operating expenses (including lease operating expenses and
production taxes) decreased $49,621 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to the decrease in the volumes of natural
gas sold. As a percentage of oil and gas sales, these expenses
decreased to 34.9% for the three months ended March 31, 1996 from
43.6% for the three months ended March 31, 1995. This percentage
decrease was primarily due to the increases in the average prices of
oil and natural gas sold.
Depreciation, depletion, and amortization of oil and gas proper-
ties decreased by $327,544 for the three months ended March 31, 1996
as compared to the three months ended March 31, 1995. This decrease
was primarily a result of the decrease in the volumes of natural gas
sold and upward revisions of previous reserve estimates at December
31, 1995. As a percentage of oil and gas sales, this expense de-
creased to 24.5% for the three months ended March 31, 1996 from 61.8%
for the three months ended March 31, 1995. This percentage decrease
was primarily due to the upward revisions of previous reserve esti-
mates and the increases in the average prices of oil and natural gas
sold.
-33-
General and administrative expenses increased by $18,865 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in legal fees associated with a gas contract arbitration
matter the II-B Partnership is pursuing against Texaco and an increase
in professional fees during the three months ended March 31, 1996. As
a percentage of oil and gas sales, these expenses remained relatively
constant at 12.1% for the three months ended March 31, 1996 as
compared to 11.3% for the three months ended March 31, 1995.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $26,067,916 or 72.07% of Limited Partners'
contributions.
II-C PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $468,349 $432,457
Direct operating expenses $152,826 $173,342
Barrels produced 8,984 7,439
Mcf produced 163,038 196,633
Average price/Bbl $ 18.48 $ 16.75
Average price/Mcf $ 1.85 $ 1.57
Total oil and gas sales increased 8.3% for the three months ended
March 31, 1996 as compared to the three months ended March 31, 1995.
This increase was due to increases in the average prices of oil and
natural gas sold and an increase in the volumes of oil sold, partially
offset by a decrease in the volumes of natural gas sold. Volumes of
oil sold increased by 1,545 barrels and volumes of natural sold
decreased by 33,595 Mcf for the three months ended March 31, 1996 as
compared to the three months ended March 31, 1995. Volumes of oil
sold increased primarily due to several wells in one field receiving
positive prior period adjustments due to the wells reaching payout in
a prior year. Average oil prices increased to $18.48 per barrel for
the three months ended March 31, 1996 from $16.75 per barrel for the
three months ended March 31, 1995. Average natural gas prices
increased to $1.85 per Mcf for the three months ended March 31, 1996
from $1.57 per Mcf the three months ended March 31, 1995.
-34-
Direct operating expenses (including lease operating expenses and
production taxes) decreased $20,516 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to the decrease in the volumes of natural
gas sold. As a percentage of oil and gas sales, these expenses
decreased to 32.6% for the three months ended March 31, 1996 from
40.1% for the three months ended March 31, 1995. This percentage
decrease was primarily due to the increases in the average prices of
oil and natural gas sold.
Depreciation, depletion, and amortization of oil and gas
properties decreased by $151,457 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of the decrease in the volumes of
natural gas sold and upward revisions of previous reserve estimates at
December 31, 1995. As a percentage of oil and gas sales, this expense
decreased to 24.2% for the three months ended March 31, 1996 from
61.3% for the three months ended March 31, 1995. This percentage
decrease was primarily due to the upward revisions of previous reserve
estimates and the increases in the average prices of oil and natural
gas sold.
General and administrative expenses increased by $7,276 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in legal fees associated with a gas contract arbitration
matter the II-C Partnership is pursuing against Texaco and an increase
in professional fees during the three months ended March 31, 1996. As
a percentage of oil and gas sales, these expenses remained relatively
constant at 11.4% for the three months ended March 31, 1996 as
compared to 10.7% for the three months ended March 31, 1995.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $11,174,686 or 72.27% of Limited Partners'
contributions.
-35-
II-D PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $1,058,248 $1,063,337
Direct operating expenses $ 451,252 $ 561,840
Barrels produced 18,182 22,186
Mcf produced 427,503 515,183
Average price/Bbl $ 18.08 $ 16.14
Average price/Mcf $ 1.71 $ 1.37
Total oil and gas sales remained relatively constant for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. Volumes of oil and natural gas sold decreased
by 4,004 barrels and 87,680 Mcf, respectively, for the three months
ended March 31, 1996 as compared to the three months ended March 31,
1995. Average oil prices increased to $18.08 per barrel for the three
months ended March 31, 1996 from $16.14 per barrel for the three
months ended March 31, 1995. Average natural gas prices increased to
$1.71 per Mcf for the three months ended March 31, 1996 from $1.37 per
Mcf the three months ended March 31, 1995.
Direct operating expenses (including lease operating expenses and
production taxes) decreased $110,588 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to the decrease in the volumes of oil and
natural gas sold. As a percentage of oil and gas sales, these
expenses decreased to 42.6% for the three months ended March 31, 1996
from 52.8% for the three months ended March 31, 1995. This percentage
decrease was primarily due to the increases in the average prices of
oil and natural gas sold.
Depreciation, depletion, and amortization of oil and gas
properties decreased by $432,873 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of the decrease in the volumes of oil
and natural gas sold and upward revisions of previous reserve
estimates at December 31, 1995. As a percentage of oil and gas sales,
this expense decreased to 18.9% for the three months ended March 31,
1996 from 59.5% for the three months ended March 31, 1995. This
percentage decrease was primarily due to the upward revisions of
previous reserve estimates and the increases in the average prices of
oil and natural gas sold.
-36-
General and administrative expenses increased by $16,490 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in legal fees associated with a gas contract arbitration
matter the II-D Partnership is pursuing against Texaco and an increase
in professional fees during the three months ended March 31, 1996. As
a percentage of oil and gas sales, these expenses remained relatively
constant at 10.4% for the three months ended March 31, 1996 as
compared to 8.8% for the three months ended March 31, 1995.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $21,549,903 or 68.44% of Limited Partners'
contributions.
II-E PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $696,919 $551,228
Direct operating expenses $263,559 $299,514
Barrels produced 14,969 14,913
Mcf produced 259,601 216,917
Average price/Bbl $ 18.33 $ 16.54
Average price/Mcf $ 1.63 $ 1.40
Total oil and gas sales increased 26.4% for the three months
ended March 31, 1996 as compared to the three months ended March 31,
1995. This increase was due to increases in both the volumes and
average prices of oil and natural gas sold. Volumes of oil and
natural gas sold increased by 56 barrels and 42,684 Mcf, respectively,
for the three months ended March 31, 1996 as compared to the three
months ended March 31, 1995. Average oil prices increased to $18.33
per barrel for the three months ended March 31, 1996 from $16.54 per
barrel for the three months ended March 31, 1995. Average natural gas
prices increased to $1.63 per Mcf for the three months ended March 31,
1996 from $1.40 per Mcf the three months ended March 31, 1995.
Direct operating expenses (including lease operating expenses and
production taxes) decreased $35,955 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to expenses related to workovers,
production facilities, and chemical and treating during the three
months ended March 31, 1995, partially offset by the increase in the
volumes of oil and natural gas sold during the three months ended
March 31, 1996. As a percentage of oil and gas sales, these expenses
decreased to 37.8% for the three months ended March 31, 1996 from
54.3% for the three months ended March 31, 1995. This percentage
decrease was primarily a result of the expenses related to workovers,
production facilities, and chemical and treating mentioned above and
the increases in the average prices of oil and natural gas sold.
-37-
Depreciation, depletion, and amortization of oil and gas
properties decreased by $227,724 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of upward revisions of previous
reserve estimates at December 31, 1995, partially offset by an
increase in the volumes of oil and natural gas sold. As a percentage
of oil and gas sales, this expense decreased to 36.9% for the three
months ended March 31, 1996 from 88.0% for the three months ended
March 31, 1995. This percentage decrease was primarily due to the
upward revisions of previous reserve estimates and the increases in
the average prices of oil and natural gas sold.
General and administrative expenses increased by $23,199 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in legal fees associated with a gas contract arbitration
matter the II-E Partnership is pursuing against Texaco and an increase
in professional fees during the three months ended March 31, 1996. As
a percentage of oil and gas sales, these expenses remained relatively
constant at 13.0% for the three months ended March 31, 1996 as
compared to 12.2% for the three months ended March 31, 1995.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $12,589,574 or 55.02% of Limited Partners'
contributions.
II-F PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $619,018 $437,303
Direct operating expenses $152,037 $176,503
Barrels produced 13,335 13,726
Mcf produced 218,817 166,819
Average price/Bbl $ 17.56 $ 15.83
Average price/Mcf $ 1.76 $ 1.32
-38-
Total oil and gas sales increased 58.0% for the three months
ended March 31, 1996 as compared to the three months ended March 31,
1995. This increase was due to an increase in volumes of natural gas
sold and increases in the average prices of oil and natural gas sold,
partially offset by a decrease in the volumes of oil sold. Volumes of
oil sold decreased by 391 barrels and volumes of natural gas sold
increased by 51,998 Mcf for the three months ended March 31, 1996 as
compared to the three months ended March 31, 1995. Volumes of natural
gas sold increased primarily due to negative prior period adjustments
from a purchaser on several wells during the three months ended March
31, 1995. Average oil prices increased to $17.56 per barrel for the
three months ended March 31, 1996 from $15.83 per barrel for the three
months ended March 31, 1995. Average natural gas prices increased to
$1.76 per Mcf for the three months ended March 31, 1996 from $1.32 per
Mcf the three months ended March 31, 1995.
Direct operating expenses (including lease operating expenses and
production taxes) decreased $24,466 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to expenses related to subsurface repairs
and production tubing during the three months ended March 31, 1995,
partially offset by the increase in the volumes of natural gas sold
during the three months ended March 31, 1996. As a percentage of oil
and gas sales, these expenses decreased to 22.0% for the three months
ended March 31, 1996 from 40.4% for the three months ended March 31,
1995. This percentage decrease was primarily a result of the expenses
related to subsurface repairs and production tubing mentioned above
and the increases in the average prices of oil and natural gas sold.
Depreciation, depletion, and amortization of oil and gas
properties decreased by $92,046 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of upward revisions of previous
reserve estimates at December 31, 1995, partially offset by an
increase in the volumes of natural gas sold. As a percentage of oil
and gas sales, this expense decreased to 24.4% for the three months
ended March 31, 1996 from 59.5% for the three months ended March 31,
1995. This percentage decrease was primarily due to the upward
revisions of previous reserve estimates and the increases in the
average prices of oil and natural gas sold.
General and administrative expenses increased by $4,464 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in professional fees during the three months ended March 31,
1996. As a percentage of oil and gas sales, these expenses decreased
to 8.1% for the three months ended March 31, 1996 from 11.7% for the
three months ended March 31, 1995. This percentage decrease was
primarily due to the increase in oil and natural gas sales.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $11,851,051 or 69.14% of Limited Partners'
contributions.
-39-
II-G PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $1,314,048 $970,570
Direct operating expenses $ 330,890 $391,024
Barrels produced 28,042 28,888
Mcf produced 469,404 377,710
Average price/Bbl $ 17.56 $ 15.84
Average price/Mcf $ 1.75 $ 1.36
Total oil and gas sales increased 35.4% for the three months
ended March 31, 1996 as compared to the three months ended March 31,
1995. This increase was due to an increase in the volumes of natural
gas sold and increases in the average prices of oil and natural gas
sold, partially offset by a decrease in the volumes of oil sold.
Volumes of oil sold decreased by 846 barrels and volumes of natural
gas sold increased by 91,694 Mcf for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. Volumes of
natural gas sold increased primarily due to negative prior period
adjustments from a purchaser on several wells during the three months
ended March 31, 1995. Average oil prices increased to $17.56 per
barrel for the three months ended March 31, 1996 from $15.84 per
barrel for the three months ended March 31, 1995. Average natural gas
prices increased to $1.75 per Mcf for the three months ended March 31,
1996 from $1.36 per Mcf the three months ended March 31, 1995.
Direct operating expenses (including lease operating expenses and
production taxes) decreased $60,134 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to expenses related to workovers and casing
and tubing during the three months ended March 31, 1995, partially
offset by the increase in the volumes of natural gas sold during the
three months ended March 31, 1996. As a percentage of oil and gas
sales, these expenses decreased to 25.2% for the three months ended
March 31, 1996 from 40.3% for the three months ended March 31, 1995.
This percentage decrease was primarily a result of the expenses
related to workovers and casing and tubing mentioned above and the
increases in the average prices of oil and natural gas sold.
Depreciation, depletion, and amortization of oil and gas
properties decreased by $181,789 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of upward revisions of previous
reserve estimates at December 31, 1995, partially offset by an
increase in the volumes of natural gas sold. As a percentage of oil
and gas sales, this expense decreased to 29.4% for the three months
ended March 31, 1996 from 58.5% for the three months ended March 31,
1995. This percentage decrease was primarily due to the upward
revisions of previous reserve estimates and the increases in the
average prices of oil and natural gas sold.
-40-
General and administrative expenses increased by $9,573 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in professional fees during the three months ended March 31,
1996. As a percentage of oil and gas sales, these expenses decreased
to 9.2% for the three months ended March 31, 1996 from 11.5% for the
three months ended March 31, 1995. This percentage decrease was
primarily due to the increase in oil and natural gas sales.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $24,158,371 or 64.91% of Limited Partners'
contributions.
II-H PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1996 AS COMPARED TO THE THREE MONTHS
ENDED MARCH 31, 1995.
Three months ended March 31,
--------------------------------
1996 1995
---- ----
Oil and gas sales $316,369 $237,311
Direct operating expenses $ 82,301 $ 93,681
Barrels produced 6,523 6,713
Mcf produced 115,891 94,679
Average price/Bbl $ 17.57 $ 15.85
Average price/Mcf $ 1.74 $ 1.38
Total oil and gas sales increased 33.3% for the three months
ended March 31, 1996 as compared to the three months ended March 31,
1995. This increase was due to an increase in volumes of natural gas
sold and increases in the average prices of oil and natural gas sold,
partially offset by a decrease in the volumes of oil sold. Volumes of
oil sold decreased by 190 barrels and volumes of natural gas sold
increased by 21,212 Mcf for the three months ended March 31, 1996 as
compared to the three months ended March 31, 1995. Volumes of natural
gas sold increased primarily due to negative prior period adjustments
from a purchaser on several wells during the three months ended March
31, 1995. Average oil prices increased to $17.57 per barrel for the
three months ended March 31, 1996 from $15.85 per barrel for the three
months ended March 31, 1995. Average natural gas prices increased to
$1.74 per Mcf for the three months ended March 31, 1996 from $1.38 per
Mcf the three months ended March 31, 1995.
Direct operating expenses (including lease operating expenses and
production taxes) decreased $11,380 for the three months ended March
31, 1996 as compared to the three months ended March 31, 1995. This
decrease was primarily due to expenses related to subsurface repairs
and production tubing during the three months ended March 31, 1995,
partially offset by the increase in the volumes of natural gas sold
during the three months ended March 31, 1996. As a percentage of oil
and gas sales, these expenses decreased to 26.0% for the three months
ended March 31, 1996 from 39.5% for the three months ended March 31,
1995. This percentage decrease was primarily a result of the expenses
related to subsurface repairs and production tubing mentioned above
and the increases in the average prices of oil and natural gas sold.
-41-
Depreciation, depletion, and amortization of oil and gas
properties decreased by $52,212 for the three months ended March 31,
1996 as compared to the three months ended March 31, 1995. This
decrease was primarily a result of upward revisions of previous
reserve estimates at December 31, 1995, partially offset by an
increase in the volumes of natural gas sold. As a percentage of oil
and gas sales, this expense decreased to 30.1% for the three months
ended March 31, 1996 from 62.2% for the three months ended March 31,
1995. This percentage decrease was primarily due to the upward
revisions of previous reserve estimates and the increases in the
average prices of oil and natural gas sold.
General and administrative expenses increased by $2,344 for the
three months ended March 31, 1996 as compared to the three months
ended March 31, 1995. This increase resulted primarily from an
increase in professional fees during the three months ended March 31,
1996. As a percentage of oil and gas sales, these expenses decreased
to 9.4% for the three months ended March 31, 1996 from 11.6% for the
three months ended March 31, 1995. This percentage decrease was
primarily due to the increase in oil and natural gas sales.
Cumulative cash distributions to the Limited Partners through
March 31, 1996 were $5,583,364 or 60.88% of Limited Partners'
contributions.
-42-
PART II: OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
On October 26, 1994 Geodyne Resources, Inc. ("Geodyne Resources")
and the Partnerships, among other parties, were named as defendants in
a lawsuit alleging causes of action based on fraud, negligent
misrepresentation, breach of fiduciary duty, breach of implied
covenant, and breach of contract in connection with the offer and sale
of limited partnership interests ("Units") in the Partnerships (Sidney
Neidick, et al. v. Geodyne Resources, Inc., et al., Case No. 94-
052860, District Court of Harris County, Texas). The plaintiffs'
petition alleged that the lawsuit was being brought as a class action
on behalf of investors who purchased Units in the Partnerships. On
June 7, 1995, Geodyne Resources and the Partnerships were dismissed
without prejudice as defendants in the matter. In addition, on June
7, 1995, the matter was certified as a class action. A class action
notice was mailed on June 7, 1995 to all Limited Partners who are
members of the class. PaineWebber Incorporated ("PaineWebber") has
agreed to indemnify Geodyne Resources and the Partnerships and their
affiliates with respect to all claims asserted by the plaintiffs in
the lawsuit pursuant to that certain Indemnification Agreement dated
November 24, 1992 by and between PaineWebber and Samson Investment
Company (the "Indemnification Agreement") in the event Geodyne
Resources or the Partnerships are rejoined in the matter at a later
time.
On November 23 and 25, 1994, Geodyne Resources, PaineWebber, and
certain other parties were named as defendants in two related lawsuits
alleging misrepresentations made to induce investments in the Units
and asserting causes of action for common law fraud and deceit and
unjust enrichment (Romine v. PaineWebber, Inc., et al. Case No. 94-
CIV-8558, U.S. District Court, Southern District of New York and
Romine v. PaineWebber, Inc., et al, Case No. 94-132844, Supreme Court
of the State of New York, County of New York). The federal court case
was later consolidated with other similar actions (to which Geodyne
Resources is not a party) under the title In Re: PaineWebber Limited
Partnerships Litigation and was certified as a class action on May 30,
1995 (the "PaineWebber Partnership Class Action"). A class action
notice was mailed on June 7, 1995 to all members of the class. The
PaineWebber Partnership Class Action also alleges violations of 18
U.S.C. Section 1962(c) and the Securities Exchange Act of 1934.
Compensatory and punitive damages, interest, and costs have been
requested in both matters. PaineWebber has agreed to indemnify
Geodyne Resources with respect to all claims asserted by the plaintiff
in the lawsuits pursuant to the Indemnification Agreement. The
amended complaint in the PaineWebber Partnerships Class Action no
longer asserts any claim directly against Geodyne Resources.
-43-
On January 18, 1996, PaineWebber issued a press release
indicating that it had reached an agreement to settle both the pending
PaineWebber Partnership Class Action matter referred to above and the
Neidick matter referred to above, along with a settlement with the SEC
and an agreement to settle with various state securities regulators.
The press release issued by PaineWebber indicates that the parties
have agreed to a class action settlement of $125 million and other
non-cash consideration; a SEC administrative order creating a capped
$40 million fund (the "Claims Fund"), which is to be distributed to
eligible limited partners by an independent administrator (the "Claims
Administrator"); a civil penalty of $5 million leveled by the SEC; and
payments aggregating $5 million to state securities administrators.
The dollar amounts referred to in the press release apply to both the
Partnerships and other direct investment programs sold by PaineWebber.
As of the date of this Quarterly Report, PaineWebber has not informed
management of the Partnerships of the portion of such settlement that
would be applicable to the Partnerships. In any event, such
settlement is not an obligation of either the Partnerships or the
General Partner and, accordingly, would not affect the financial
statements of the Partnerships. As a result of both the dismissal and
the Indemnification Agreement, the General Partner does not believe
that either the Partnerships or the General Partner will be required
to pay any damages or expenses in any of the matters set forth herein.
On April 17, 1996, PaineWebber mailed a Notice and Claim Form to
each limited partner who purchased Units in the Partnerships through
PaineWebber from January 1, 1986 to December 31, 1992. Limited
partners are not eligible to participate in the claims process if they
(i) previously reached a settlement with PaineWebber or (ii) had their
direct investment claim resolved by a court or in arbitration.
Participation in the claims process is optional, and does not prevent
a limited partner from pursuing any other remedy against PaineWebber
that may be available. Limited partners have until October 22, 1996
to complete the claim form and return it to the Claims Administrator.
The determination of whether a limited partner is entitled to a
recovery under the Claims Fund will be based on whether or not the
Claims Administrator determines that the limited partner's investment
in the Partnerships was suitable for him at the time of purchase. In
addition, if the limited partner has opted out of the class action and
has not already settled with PaineWebber or has had a claim resolved
by a court or in arbitration, the Claims Administrator will also
consider allegations that misrepresentations were made in connection
with the sale of the Units.
To the knowledge of the General Partner, neither the General
Partner nor the Partnerships or their properties are subject to any
litigation, the results of which would have a material effect on the
Partnerships' or the General Partner's financial condition or
operations.
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits:
27.1 Financial Data Schedule containing summary financial
information extracted from the II-A Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.2 Financial Data Schedule containing summary financial
information extracted from the II-B Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.3 Financial Data Schedule containing summary financial
information extracted from the II-C Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.4 Financial Data Schedule containing summary financial
information extracted from the II-D Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.5 Financial Data Schedule containing summary financial
information extracted from the II-E Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.6 Financial Data Schedule containing summary financial
information extracted from the II-F Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.7 Financial Data Schedule containing summary financial
information extracted from the II-G Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
27.8 Financial Data Schedule containing summary financial
information extracted from the II-H Partnership's
financial statements as of March 31, 1996 and for the
three months ended March 31, 1996, filed herewith.
All other Exhibits are omitted as inapplicable.
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(b) Reports on Form 8-K:
1. A Current Report on Form 8-K dated January 18, 1996 was
filed with the Securities and Exchange Commission.
Items reported were:
Item 5. Other Events
Item 7. Exhibits
2. A Current Report on Form 8-K dated January 22, 1996 was
filed with the Securities and Exchange Commission.
Items reported were:
Item 5. Other Events
Item 7. Exhibits
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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: May 21, 1996 By: /s/Dennis R. Neill
------------------------------
(Signature)
Dennis R. Neill
Senior Vice President
and Director
Date: May 21, 1996 By: /s/Drew S. Phillips
--------------------------------
(Signature)
Drew S. Phillips
Vice President - Accounting
Principal Accounting Officer
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INDEX TO EXHIBITS
-----------------
NUMBER DESCRIPTION
- ------ -----------
27.1 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-A's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
27.2 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-B's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
27.3 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-C's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
27.4 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-D's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
27.5 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-E's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
27.6 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-F's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
27.7 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-G's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
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27.8 Financial Data Schedule containing summary financial
information extracted from the Geodyne Energy Income Limited
Partnership II-H's financial statements as of March 31, 1996
and for the three months ended March 31, 1996, filed
herewith.
All other Exhibits are omitted as inapplicable.
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