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, 2000 Commission File Number: P-1: 0-17800 P-3: 0-18306 P-5: 0-18637 P-2: 0-17801 P-4: 0-18308 P-6: 0-18937 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 --------------------------------------------------------------------- (Exact name of Registrant as specified in its Articles) P-1 73-1330245 P-2 73-1330625 P-1 and P-2: P-3 73-1336573 Texas P-4 73-1341929 P-3 through P-6: P-5 73-1353774 Oklahoma P-6 73-1357375 ---------------------------- ------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or Number) organization) Two West Second Street, Tulsa, Oklahoma 74103 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(918) 583-1791 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ -1- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 2000 1999 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 197,523 $ 182,743 Accounts receivable: Net Profits 202,779 167,901 General Partner (Note 2) 6,330 - ---------- ---------- Total current assets $ 406,632 $ 350,644 NET PROFITS INTERESTS, net, utilizing the successful efforts method 965,023 1,003,826 ---------- ---------- $1,371,655 $1,354,470 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 73,683) ($ 77,417) Limited Partners, issued and outstanding, 108,074 units 1,445,338 1,431,887 ---------- ---------- Total Partners' capital $1,371,655 $1,354,470 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -2- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 -------- -------- REVENUES: Net Profits $290,633 $157,465 Interest income 1,988 1,116 Gain on sale of Net Profits Interests 6,330 664 -------- -------- $298,951 $159,245 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 41,448 $ 66,996 General and administrative (Note 2) 38,633 38,161 -------- -------- $ 80,081 $105,157 -------- -------- NET INCOME $218,870 $ 54,088 ======== ======== GENERAL PARTNER - NET INCOME $ 25,419 $ 11,327 ======== ======== LIMITED PARTNERS - NET INCOME $193,451 $ 42,761 ======== ======== NET INCOME per unit $ 1.79 $ .40 ======== ======== UNITS OUTSTANDING 108,074 108,074 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -3- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $218,870 $ 54,088 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 41,448 66,996 Gain on sale of Net Profits Interests ( 6,330) ( 664) Increase in accounts receivable - Net Profits ( 34,878) ( 1,584) Increase in accounts receivable - General Partner ( 6,330) - -------- -------- Net cash provided by operating activities $212,780 $118,836 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 2,645) ($ 2,673) Proceeds from sale of Net Profits Interests 6,330 664 -------- -------- Net cash provided (used) by investing activities $ 3,685 ($ 2,009) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($201,685) ($111,168) -------- -------- Net cash used by financing activities ($201,685) ($111,168) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 14,780 $ 5,659 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 182,743 99,454 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $197,523 $105,113 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -4- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 2000 1999 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 149,688 $ 148,106 Accounts receivable: Net Profits 138,837 135,136 General Partner (Note 2) 4,322 - ---------- ---------- Total current assets $ 292,847 $ 283,242 NET PROFITS INTERESTS, net, utilizing the successful efforts method 824,400 856,093 ---------- ---------- $1,117,247 $1,139,335 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 56,276) ($ 56,585) Limited Partners, issued and outstanding, 90,094 units 1,173,523 1,195,920 ---------- ---------- Total Partners' capital $1,117,247 $1,139,335 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -5- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- --------- REVENUES: Net Profits $189,228 $120,305 Interest income 1,619 847 Gain on sale of Net Profits Interests 4,322 454 -------- -------- $195,169 $121,606 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 33,580 $ 54,185 General and administrative (Note 2) 32,185 31,861 -------- -------- $ 65,765 $ 86,046 -------- -------- NET INCOME $129,404 $ 35,560 ======== ======== GENERAL PARTNER - NET INCOME $ 15,801 $ 3,903 ======== ======== LIMITED PARTNERS - NET INCOME $113,603 $ 31,657 ======== ======== NET INCOME per unit $ 1.26 $ .35 ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -6- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 -------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $129,404 $35,560 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 33,580 54,185 Gain on sale of Net Profits Interests ( 4,322) ( 454) Increase in accounts receivable - Net Profits ( 3,701) ( 80) Increase in accounts receivable - General Partner ( 4,322) - -------- ------- Net cash provided by operating activities $150,639 $89,211 -------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 1,887) ($ 2,834) Proceeds from sale of Net Profits Interests 4,322 454 -------- ------- Net cash provided (used) by investing activities $ 2,435 ($ 2,380) -------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($151,492) ($82,510) -------- ------- Net cash used by financing activities ($151,492) ($82,510) -------- ------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 1,582 $ 4,321 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 148,106 78,435 -------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $149,688 $82,756 ======== ======= The accompanying condensed notes are an integral part of these combined financial statements. -7- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 2000 1999 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 293,095 $ 284,040 Accounts receivable: Net Profits 250,187 251,484 General Partner (Note 2) 7,975 - ---------- ---------- Total current assets $ 551,257 $ 535,524 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,536,921 1,595,636 ---------- ---------- $2,088,178 $2,131,160 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 114,136) ($ 113,709) Limited Partners, issued and outstanding, 169,637 units 2,202,314 2,244,869 ---------- ---------- Total Partners' capital $2,088,178 $2,131,160 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -8- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 -------- --------- REVENUES: Net Profits $339,774 $223,179 Interest income 3,249 1,667 Gain on sale of Net Profits Interests 7,975 837 -------- -------- $350,998 $225,683 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 62,206 $100,772 General and administrative (Note 2) 60,612 59,878 -------- -------- $122,818 $160,650 -------- -------- NET INCOME $228,180 $ 65,033 ======== ======== GENERAL PARTNER - NET INCOME $ 13,735 $ 7,199 ======== ======== LIMITED PARTNERS - NET INCOME $214,445 $ 57,834 ======== ======== NET INCOME per unit $ 1.26 $ .34 ======== ======== UNITS OUTSTANDING 169,637 169,637 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -9- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $228,180 $ 65,033 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 62,206 100,772 Gain on sale of Net Profits Interests ( 7,975) ( 837) Decrease in accounts receivable - Net Profits 1,297 271 Increase in accounts receivable - General Partner ( 7,975) - -------- -------- Net cash provided by operating activities $275,733 $165,239 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 3,491) ($ 5,376) Proceeds from sale of Net Profits Interests 7,975 837 -------- -------- Net cash provided (used) by investing activities $ 4,484 ($ 4,539) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($271,162) ($152,353) -------- -------- Net cash used by financing activities ($271,162) ($152,353) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 9,055 $ 8,347 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 284,040 146,246 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $293,095 $154,593 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -10- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 2000 1999 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 187,777 $ 188,928 Accounts receivable: Net Profits 293,243 255,972 ---------- ---------- Total current assets $ 481,020 $ 444,900 NET PROFITS INTERESTS, net, utilizing the successful efforts method 830,180 892,659 ---------- ---------- $1,311,200 $1,337,559 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 79,054) ($ 80,321) Limited Partners, issued and outstanding, 126,306 units 1,390,254 1,417,880 ---------- ---------- Total Partners' capital $1,311,200 $1,337,559 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -11- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- -------- REVENUES: Net Profits $214,900 $129,381 Interest income 2,201 948 -------- -------- $217,101 $130,329 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 45,078 $ 59,886 General and administrative (Note 2) 45,122 44,581 -------- -------- $ 90,200 $104,467 -------- -------- NET INCOME $126,901 $ 25,862 ======== ======== GENERAL PARTNER - NET INCOME $ 16,527 $ 3,641 ======== ======== LIMITED PARTNERS - NET INCOME $110,374 $ 22,221 ======== ======== NET INCOME per unit $ .87 $ .18 ======== ======== UNITS OUTSTANDING 126,306 126,306 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -12- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $126,901 $ 25,862 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 45,078 59,886 (Increase) decrease in accounts receivable - Net Profits ( 37,271) 15,350 -------- -------- Net cash provided by operating activities $134,708 $101,098 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 2,991) ($ 2,215) Proceeds from sale of Net Profits Interests 20,392 - -------- -------- Net cash provided (used) by investing activities $ 17,401 ($ 2,215) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($153,260) ($ 91,985) -------- -------- Net cash used by financing activities ($153,260) ($ 91,985) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 1,151) $ 6,898 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 188,928 101,652 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $187,777 $108,550 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -13- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 2000 1999 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 213,655 $ 217,441 Accounts receivable: Net Profits 193,263 180,909 ---------- ---------- Total current assets $ 406,918 $ 398,350 NET PROFITS INTERESTS, net, utilizing the successful efforts method 797,655 836,971 ---------- ---------- $1,204,573 $1,235,321 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 68,414) ($ 68,638) Limited Partners, issued and outstanding, 118,449 units 1,272,987 1,303,959 ---------- ---------- Total Partners' capital $1,204,573 $1,235,321 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -14- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- --------- REVENUES: Net Profits $238,553 $144,443 Interest income 2,550 1,356 -------- -------- $241,103 $145,799 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 39,316 $ 53,417 General and administrative (Note 2) 42,342 41,853 -------- -------- $ 81,658 $ 95,270 -------- -------- NET INCOME $159,445 $ 50,529 ======== ======== GENERAL PARTNER - NET INCOME $ 9,417 $ 4,595 ======== ======== LIMITED PARTNERS - NET INCOME $150,028 $ 45,934 ======== ======== NET INCOME per unit $ 1.27 $ .39 ======== ======== UNITS OUTSTANDING 118,449 118,449 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -15- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $159,445 $ 50,529 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 39,316 53,417 (Increase) decrease in accounts receivable - Net Profits ( 12,354) 28,477 -------- -------- Net cash provided by operating activities $186,407 $132,423 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures $ - ($ 10,463) -------- -------- Net cash used by investing activities $ - ($ 10,463) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($190,193) ($152,449) -------- -------- Net cash used by financing activities ($190,193) ($152,449) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 3,786) ($ 30,489) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 217,441 166,487 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $213,655 $135,998 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -16- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED BALANCE SHEETS (Unaudited) ASSETS March 31, December 31, 2000 1999 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 308,818 $ 339,386 Accounts receivable: Net Profits 226,941 177,661 ---------- ---------- Total current assets $ 535,759 $ 517,047 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,753,795 1,797,167 ---------- ---------- $2,289,554 $2,314,214 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 84,368) ($ 86,400) Limited Partners, issued and outstanding, 143,041 units 2,373,922 2,400,614 ---------- ---------- Total Partners' capital $2,289,554 $2,314,214 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -17- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 -------- --------- REVENUES: Net Profits $455,060 $207,544 Interest income 3,713 2,387 -------- -------- $458,773 $209,931 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 79,958 $103,069 General and administrative (Note 2) 51,109 50,500 -------- -------- $131,067 $153,569 -------- -------- NET INCOME $327,706 $ 56,362 ======== ======== GENERAL PARTNER - NET INCOME $ 19,398 $ 6,822 ======== ======== LIMITED PARTNERS - NET INCOME $308,308 $ 49,540 ======== ======== NET INCOME per unit $ 2.16 $ .35 ======== ======== UNITS OUTSTANDING 143,041 143,041 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -18- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999 (Unaudited) 2000 1999 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $327,706 $ 56,362 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 79,958 103,069 (Increase) decrease in accounts receivable - Net Profits ( 49,280) 57,990 -------- -------- Net cash provided by operating activities $358,384 $217,421 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 37,129) ($ 13,537) Proceeds from sale of Net Profits Interests 543 - -------- -------- Net cash used by investing activities ($ 36,586) ($ 13,537) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($352,366) ($307,616) -------- -------- Net cash used by financing activities ($352,366) ($307,616) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 30,568) ($103,732) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 339,386 300,324 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $308,818 $196,592 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -19- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS MARCH 31, 2000 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of March 31, 2000, combined statements of operations for the three months ended March 31, 2000 and 1999, and combined statements of cash flows for the three months ended March 31, 2000 and 1999 have been prepared by Geodyne Resources, Inc., the General Partner of the Geodyne Institutional/Pension Energy Income Limited Partnerships, without audit. Each limited partnership is a general partner in the related Geodyne NPI Partnership (the "NPI Partnerships") in which Geodyne Resources, Inc. serves as the managing partner. For the purposes of these financial statements, the general partner and managing partner are collectively referred to as the "General Partner" and the limited partnerships and NPI Partnerships are collectively referred to as the "Partnerships". In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined financial position at March 31, 2000, the combined results of operations for the three months ended March 31, 2000 and 1999, and the combined cash flows for the three months ended March 31, 2000 and 1999. 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, 1999. The results of operations for the period ended March 31, 2000 are not necessarily indicative of the results to be expected for the full year. As used in these financial statements, the Partnerships' net profits and royalty interests in oil and gas sales are referred to as "Net Profits" and the Partnerships' net profits and royalty interests in oil and gas properties are referred to as "Net Profits Interests". The working interests from which the Partnerships' Net Profits Interests are carved are referred to as "Working Interests". The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. -20- NET PROFITS INTERESTS --------------------- The Partnerships follow the successful efforts method of accounting for their Net Profits Interests. Under the successful efforts method, the NPI Partnerships capitalize all acquisition costs. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion, of the General Partner's property screening costs. The acquisition cost to the NPI Partnership of Net Profits Interests acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held by the General Partner prior to their transfer to the Partnerships. Impairment of Net Profits Interests is recognized based upon an individual property assessment. Depletion of the costs of Net Profits Interests is computed on the unit-of-production method. The Partnerships' calculation of depletion of its Net Profits Interests includes estimated dismantlement and abandonment costs, net of estimated salvage value. The Partnerships do not directly bear capital costs. However, the Partnerships indirectly bear certain capital costs incurred by the owners of the Working Interests to the extent such capital costs are charged against the applicable oil and gas revenues in calculating the Net Profits payable to the Partnerships. For financial reporting purposes only, such capital costs are reported as capital expenditures in the Partnerships' Statements of Cash Flows. 2. TRANSACTIONS WITH RELATED PARTIES --------------------------------- The Partnerships' partnership agreements provide for reimbursement to the General Partner for all direct general and administrative expenses and for the general and administrative overhead applicable to the Partnerships based on an allocation of actual costs incurred. During the three months ended March 31, 2000 the following payments were made to the General Partner or its affiliates by the Partnerships: -21- Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- P-1 $10,193 $28,440 P-2 8,476 23,709 P-3 15,972 44,640 P-4 11,882 33,240 P-5 11,172 31,170 P-6 13,468 37,641 Affiliates of the Partnerships operate certain of the Partnerships' properties and their policy is to bill the Partnerships for all customary charges and cost reimbursements associated with their activities. The receivable from the General Partner at March 31, 2000 for the P-1, P-2 and P-3 Partnerships represents proceeds due to the Partnerships from the sale of oil and gas properties to third parties during the first quarter of 2000. Subsequent to March 31, 2000, this receivable was collected by the Partnerships. -22- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, and otherwise indicated. GENERAL - ------- The Partnerships are engaged in the business of acquiring Net Profits Interests in producing oil and gas properties located in the continental United States. In general, a Partnership acquired passive interests in producing properties and does not directly engage in development drilling or enhanced recovery projects. Therefore, the economic life of each limited partnership, and its related NPI Partnership, is limited to the period of time required to fully produce its acquired oil and gas reserves. A Net Profits Interest entitles the Partnerships to a portion of the oil and gas sales less operating and production expenses and development costs generated by the owner of the -23- underlying Working Interests. The net proceeds from the oil and gas operations are distributed to the Limited Partners and the General Partner in accordance with the terms of the Partnerships' partnership agreements. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- The Partnerships began operations and investors were assigned their rights as Limited Partners, having made capital contributions in the amounts and on the dates set forth below: Limited Date of Partner Capital Partnership Activation Contributions ----------- ------------------ --------------- P-1 October 25, 1988 $10,807,400 P-2 February 9, 1989 9,009,400 P-3 May 10, 1989 16,963,700 P-4 November 21, 1989 12,630,600 P-5 February 27, 1990 11,844,900 P-6 September 5, 1990 14,304,100 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from the Partnerships' Net Profits Interests less necessary operating capital are distributed to the Limited Partners on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. While the General Partner cannot predict future pricing trends, it believes the working capital available as of March 31, 2000 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. During the three months ended March 31, 2000, capital expenditures indirectly incurred by the P-6 Partnership totaled $37,129. These expenditures were primarily due to the Partnership's indirect participation in the recompletion of the Myron No. 2 well located in Grayson County, Texas in order to improve the recovery of reserves. -24- RESULTS OF OPERATIONS - --------------------- GENERAL DISCUSSION The following general discussion should be read in conjunction with the analysis of results of operations provided below. The most important variables affecting the Partnerships' revenues are the prices received for the sale of oil and gas and the volumes of oil and gas produced. The Partnerships' production is mainly natural gas, so such pricing and volumes are the most significant factors. Due to the volatility of oil and gas prices, forecasting future prices is subject to great uncertainty and inaccuracy. Substantially all of the Partnerships' gas reserves are being sold in the "spot market". Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. Such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. It is likewise difficult to predict production volumes. However, oil and gas are depleting assets, so it can be expected that production levels will decline over time. Recent gas prices have been higher than the Partnerships' historical average. This is attributable to the higher prices for crude oil, a substitute fuel in some markets, and reduced production due to low prices in 1998. P-1 PARTNERSHIP THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1999. Three Months Ended March 31, ---------------------------- 2000 1999 -------- -------- Net Profits $290,633 $157,465 Barrels produced 5,732 7,426 Mcf produced 92,487 118,847 Average price/Bbl $ 27.33 $ 10.22 Average price/Mcf $ 2.25 $ 1.53 As shown in the table above, total Net Profits increased $133,168 (84.6%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. Of this increase, approximately $98,000 and $66,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $26,000 was related to a decrease in production expenses. These increases were partially offset by decreases of -25- approximately $17,000 and $40,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 1,694 barrels and 26,360 Mcf, respectively, for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. The decrease in volumes of oil sold was primarily due to positive prior period payout related volume adjustments made by the operators on two significant wells during the three months ended March 31, 1999 and normal declines in production. The decrease in volumes of gas sold was primarily due to a positive prior period payout related volume adjustment made by the operator during the three months ended March 31, 1999 and normal declines in production. The decrease in production expenses was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold, (ii) workover expenses incurred during the three months ended March 31, 1999 on one significant well in order to improve the recovery of reserves, and (iii) a positive prior period lease operating expense adjustment on another significant well made during the three months ended March 31, 1999. Average oil and gas prices increased to $27.33 per barrel and $2.25 per Mcf, respectively, for the three months ended March 31, 2000 from $10.22 per barrel and $1.53 per Mcf, respectively, for the three months ended March 31, 1999. Depletion of Net Profits Interests decreased $25,548 (38.1%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 1999. As a percentage of Net Profits, this expense decreased to 14.3% for the three months ended March 31, 2000 from 42.5% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold and the dollar decrease in depletion of Net Profits Interests. General and administrative expenses increased $472 (1.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. As a percentage of Net Profits, these expenses decreased to 13.3% for the three months ended March 31, 2000 from 24.2% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through March 31, 2000 were $12,129,558 or 112.23% of the Limited Partners' capital contributions. -26- P-2 PARTNERSHIP THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1999. Three Months Ended March 31, ---------------------------- 2000 1999 -------- -------- Net Profits $189,228 $120,305 Barrels produced 4,019 5,342 Mcf produced 73,220 94,942 Average price/Bbl $ 27.33 $ 10.29 Average price/Mcf $ 1.89 $ 1.53 As shown in the table above, total Net Profits increased $68,923 (57.3%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. Of this increase, approximately $69,000 and $26,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $21,000 was related to a decrease in production expenses. These increases were partially offset by decreases of approximately $14,000 and $33,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 1,323 barrels and 21,722 Mcf, respectively, for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. The decrease in volumes of oil sold was primarily due to positive prior period volume adjustments made by the operators on two significant wells during the three months ended March 31, 1999 and normal declines in production. The decrease in volumes of gas sold was primarily due to a positive prior period payout related volume adjustment made by the operator during the three months ended March 31, 1999 and normal declines in production. The decrease in production expenses was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold, (ii) workover expenses incurred during the three months ended March 31, 1999 on one significant well in order to improve the recovery of reserves, and (iii) a positive prior period lease operating expense adjustment on another significant well made during the three months ended March 31, 1999. Average oil and gas prices increased to $27.33 per barrel and $1.89 per Mcf, respectively, for the three months ended March 31, 2000 from $10.29 per barrel and $1.53 per Mcf, respectively, for the three months ended March 31, 1999. -27- Depletion of Net Profits Interests decreased $20,605 (38.0%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1999. As a percentage of Net Profits, this expense decreased to 17.7% for the three months ended March 31, 2000 from 45.0% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold and the dollar decrease in depletion of Net Profits Interests. General and administrative expenses increased $324 (1.0%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. As a percentage of Net Profits, these expenses decreased to 17.0% for the three months ended March 31, 2000 from 26.5% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through March 31, 2000 were $9,240,561 or 102.57% of the Limited Partners' capital contributions. P-3 PARTNERSHIP THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1999. Three Months Ended March 31, ---------------------------- 2000 1999 -------- -------- Net Profits $339,774 $223,179 Barrels produced 7,431 9,867 Mcf produced 136,594 176,983 Average price/Bbl $ 27.33 $ 10.29 Average price/Mcf $ 1.81 $ 1.53 As shown in the table above, total Net Profits increased $116,595 (52.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. Of this increase, approximately $127,000 and $38,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $39,000 was related to a decrease in production expenses. These increases were partially offset by decreases of approximately $25,000 and $62,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 2,436 barrels and 40,389 Mcf, respectively, for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. The -28- decrease in volumes of oil sold was primarily due to positive prior period volume adjustments made by the operators on two significant wells during the three months ended March 31, 1999 and normal declines in production. The decrease in volumes of gas sold was primarily due to a positive prior period payout related volume adjustment made by the operator during the three months ended March 31, 1999 and normal declines in production. The decrease in production expenses was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold, (ii) workover expenses incurred during the three months ended March 31, 1999 on one significant well in order to improve the recovery of reserves, and (iii) a positive prior period lease operating expense adjustment on another significant well made during the three months ended March 31, 1999. Average oil and gas prices increased to $27.33 per barrel and $1.81 per Mcf, respectively, for the three months ended March 31, 2000 from $10.29 per barrel and $1.53 per Mcf, respectively, for the three months ended March 31, 1999. Depletion of Net Profits Interests decreased $38,566 (38.3%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 1999. As a percentage of Net Profits, this expense decreased to 18.3% for the three months ended March 31, 2000 from 45.2% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold and the dollar decrease in depletion of Net Profits Interests. The P-3 Partnership should achieve payout during the three months ended June 30, 2000. After payout, operations and revenues for the P-3 Partnership will be allocated using after payout percentages. After payout percentages allocate operating income and expenses 10% to the General Partner and 90% to the Limited Partners. Before payout, operating income and expenses are allocated 5% to the General Partner and 95% to the Limited Partners. See the Partnerships' Annual Report on Form 10-K for the year ended December 31, 1999 for a further discussion of pre and post payout allocations of income and expense. General and administrative expenses increased $734 (1.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. As a percentage of Net Profits, these expenses decreased to 17.8% for the three months ended March 31, 2000 from 26.8% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increase in Net Profits. -29- Cumulative cash distributions to the Limited Partners through March 31, 2000 were $16,723,401 or 98.58% of the Limited Partners' capital contributions. P-4 PARTNERSHIP THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1999. Three Months Ended March 31, ---------------------------- 2000 1999 -------- -------- Net Profits $214,900 $129,381 Barrels produced 6,150 4,633 Mcf produced 77,703 99,620 Average price/Bbl $ 26.70 $ 10.90 Average price/Mcf $ 2.05 $ 1.66 As shown in the table above, total Net Profits increased $85,519 (66.1%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. Of this increase, approximately $97,000 and $30,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $17,000 was related to an increase in volumes of oil sold. These increases were partially offset by decreases of approximately (i) $36,000 related to a decrease in volumes of gas sold and (ii) $22,000 related to an increase in production expenses. Volumes of oil sold increased 1,517 barrels while volumes of gas sold decreased 21,917 Mcf for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. The increase in volumes of oil sold was primarily due to increased production on two wells following successful workovers completed during late 1999. The decrease in volumes of gas sold was primarily due to normal declines in production. The increase in production expenses was primarily due to an increase in production taxes associated with the increase in Net Profits. Average oil and gas prices increased to $26.70 per barrel and $2.05 per Mcf, respectively, for the three months ended March 31, 2000 from $10.90 per barrel and $1.66 per Mcf, respectively, for the three months ended March 31, 1999. Depletion of Net Profits Interests decreased $14,808 (24.7%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. This decrease was primarily due to the decrease in volumes of gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 1999. As a percentage of Net Profits, this expense decreased to 21.0% for the three months ended March 31, 2000 from 46.3% for the three months ended March 31, 1999. This percentage decrease was -30- primarily due the increases in the average prices of oil and gas sold. General and administrative expenses increased $541 (1.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. As a percentage of Net Profits, these expenses decreased to 21.0% for the three months ended March 31, 2000 from 34.5% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through March 31, 2000 were $12,772,945 or 101.13% of the Limited Partners' capital contributions. P-5 PARTNERSHIP THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1999. Three Months Ended March 31, ---------------------------- 2000 1999 -------- -------- Net Profits $238,553 $144,443 Barrels produced 1,690 1,565 Mcf produced 119,469 125,271 Average price/Bbl $ 28.30 $ 11.50 Average price/Mcf $ 2.34 $ 1.48 As shown in the table above, total Net Profits increased $94,110 (65.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. Of this increase, approximately $28,000 and $102,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by a decrease of approximately $29,000 related to an increase in production expenses. Volumes of oil sold increased 125 barrels, while volumes of gas sold decreased 5,802 Mcf for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. The increase in production expenses was primarily due to (i) an increase in production taxes associated with the increase in Net Profits and (ii) the timing of payment of ad valorem taxes on three significant wells. Average oil and gas prices increased to $28.30 per barrel and $2.34 per Mcf, respectively, for the three months ended March 31, 2000 from $11.50 per barrel and $1.48 per Mcf, respectively, for the three months ended March 31, 1999. -31- Depletion of Net Profits Interests decreased $14,101 (26.4%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. This decrease was primarily due to the decrease in volumes of gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 1999. As a percentage of Net Profits, this expense decreased to 16.5% for the three months ended March 31, 2000 from 37.0% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold. General and administrative expenses increased $489 (1.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. As a percentage of Net Profits, these expenses decreased to 17.7% for the three months ended March 31, 2000 from 29.0% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through March 31, 2000 were $8,158,759 or 68.88% of the Limited Partners' capital contributions. P-6 PARTNERSHIP THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH 31, 1999. Three Months Ended March 31, ---------------------------- 2000 1999 -------- -------- Net Profits $455,060 $207,544 Barrels produced 4,203 2,714 Mcf produced 215,861 235,103 Average price/Bbl $ 26.81 $ 10.74 Average price/Mcf $ 2.44 $ 1.43 As shown in the table above, total Net Profits increased $247,516 (119.3%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. Of this increase, approximately $68,000 and $218,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by decreases of approximately (i) $28,000 related to a decrease in volumes of gas sold and (ii) $27,000 related to an increase in production expenses. Volumes of oil sold increased 1,489 barrels, while volumes of gas sold decreased 19,242 Mcf for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. The increase in volumes of oil sold was primarily due to the sale during the three months ended March 31, 2000 of oil on -32- several wells which had previously been curtailed due to low oil prices. The increase in production expenses was primarily due to (i) an increase in production taxes associated with the increase in Net Profits and (ii) the timing of payment of ad valorem taxes on two significant wells. Average oil and gas prices increased to $26.81 per barrel and $2.44 per Mcf, respectively, for the three months ended March 31, 2000 from $10.74 per barrel and $1.43 per Mcf, respectively, for the three months ended March 31, 1999. Depletion of Net Profits Interests decreased $23,111 (22.4%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. This decrease was primarily due to the decrease in volumes of gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 1999. As a percentage of Net Profits, this expense decreased to 17.6% for the three months ended March 31, 2000 from 49.7% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold. General and administrative expenses increased $609 (1.2%) for the three months ended March 31, 2000 as compared to the three months ended March 31, 1999. As a percentage of Net Profits, these expenses decreased to 11.2% for the three months ended March 31, 2000 from 24.3% for the three months ended March 31, 1999. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through March 31, 2000 were $11,127,248 or 77.79% of the Limited Partners' capital contributions. YEAR 2000 COMPUTER ISSUES - ------------------------- The year 2000 issue refers to the inability of computer and other information technology systems to properly process date and time information, stemming from the earlier programming practice of using two digits rather than four to represent the year in a date. To the knowledge of the General Partner, the Partnerships have not experienced any material effects from the year 2000 issue. Costs incurred by the Partnerships in order to ensure year 2000 compatibility were not material to the Partnerships. -33- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Partnerships do not hold any market risk sensitive instruments. -34- PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27.1 Financial Data Schedule containing summary financial information extracted from the P-1 Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the P-2 Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the P-3 Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the P-4 Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the P-5 Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the P-6 Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. All other exhibits are omitted as inapplicable. (b) Reports on Form 8-K. Current Report on Form 8-K filed during the first quarter of 2000: Date of Event: January 28, 2000 Date filed with the SEC: January 28, 2000 Items included: Item 5 - Other Events Item 7 - Exhibits -35- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: May 11, 2000 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: May 11, 2000 By: /s/Patrick M. Hall -------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer -36- INDEX TO EXHIBITS NUMBER DESCRIPTION - ------ ----------- 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income P-1 Limited Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income P-2 Limited Partnership's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-3's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-4's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-5's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the Geodyne Institutional/Pension Energy Income Limited Partnership P-6's financial statements as of March 31, 2000 and for the three months ended March 31, 2000, filed herewith. All other exhibits are omitted as inapplicable. -37-