SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 1997 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 No.) of incorporation or organization) Two West Second Street, Tulsa, Oklahoma 74103 ----------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (918) 583-1791 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to the filing requirements for the past 90 days. Yes X No ---- ---- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 444,454 $ 293,296 Accounts receivable: General Partner (Note 2) 2,306 - Net Profits 198,075 257,458 ---------- ---------- Total current assets $ 644,835 $ 550,754 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,612,528 2,680,005 ---------- ---------- $2,257,363 $3,230,759 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 69,434) ($ 62,666) Limited Partners, issued and outstanding, 108,074 units 2,326,797 3,293,425 ---------- ---------- Total Partners' capital $2,257,363 $3,230,759 ---------- ---------- $2,257,363 $3,230,759 ========== ========== 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 JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Net Profits $317,208 $310,284 Interest income 2,794 1,937 Gain on sale of Net Profits Interests 127,385 - -------- -------- $447,387 $312,221 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 64,546 $ 86,539 General and administrative (Note 2) 34,658 32,251 -------- -------- $ 99,204 $118,790 -------- -------- NET INCOME $348,183 $193,431 ======== ======== GENERAL PARTNER - NET INCOME $ 19,852 $ 13,036 ======== ======== LIMITED PARTNERS - NET INCOME $328,331 $180,395 ======== ======== NET INCOME per unit $ 3.04 $ 1.67 ======== ======== 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 OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- -------- REVENUES: Net Profits $ 597,105 $620,610 Interest income 5,056 3,742 Gain on sale of Net Profits Interests 127,385 631 ---------- -------- $ 729,546 $624,983 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 125,229 $181,869 Impairment provision 902,042 - General and administrative (Note 2) 69,422 67,352 ---------- -------- $1,096,693 $249,221 ---------- -------- NET INCOME (LOSS) ($ 367,147) $375,762 ========== ======== GENERAL PARTNER - NET INCOME $ 22,481 $ 25,876 ========== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 389,628) $349,886 ========== ======== NET INCOME (LOSS) per unit ($ 3.61) $ 3.24 ========== ======== UNITS OUTSTANDING 108,074 108,074 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -4- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($367,147) $375,762 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 125,229 181,869 Impairment provision 902,042 - Gain on sale of Net Profits Interests ( 127,385) ( 631) Increase in accounts receivable - General Partner ( 2,306) - (Increase) decrease in accounts receivable - oil and gas sales 59,383 ( 50,280) -------- -------- Net cash provided by operating activities $589,816 $506,720 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 13,262) ($ 2,152) Proceeds from sale of Net Profits Interests 180,853 631 -------- -------- Net cash provided (used) by investing activities $167,591 ($ 1,521) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($606,249) ($466,428) -------- -------- Net cash used by financing activities ($606,249) ($466,428) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $151,158 $ 38,771 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 293,296 241,524 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $444,454 $280,295 ======== ======== 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 BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 373,732 $ 222,506 Accounts receivable: General Partner (Note 2) 1,574 8,376 Net Profits 158,354 203,287 ---------- ---------- Total current assets $ 533,660 $ 434,169 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,288,471 2,201,380 ---------- ---------- $1,822,131 $2,635,549 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 64,337) ($ 57,428) Limited Partners, issued and outstanding, 90,094 units 1,886,468 2,692,977 ---------- ---------- Total Partners' capital $1,822,131 $2,635,549 ---------- ---------- $1,822,131 $2,635,549 ========== ========== 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 OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Net Profits $178,224 $238,369 Interest income 2,202 1,477 Gain on sale of Net Profits Interests 80,091 - -------- -------- $260,517 $239,846 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 53,991 $ 78,390 General and administrative (Note 2) 28,826 26,938 -------- -------- $ 82,817 $105,328 -------- -------- NET INCOME $177,700 $134,518 ======== ======== GENERAL PARTNER - NET INCOME $ 10,935 $ 9,788 ======== ======== LIMITED PARTNERS - NET INCOME $166,765 $124,730 ======== ======== NET INCOME per unit $ 1.85 $ 1.38 ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -7- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Net Profits $469,338 $478,042 Interest income 3,910 2,720 Gain on sale of Net Profits Interests 80,091 448 -------- -------- $553,339 $481,210 COSTS AND EXPENSES: Depletion of Net Profits Interests $104,979 $164,763 Impairment provision 727,893 - General and administrative (Note 2) 57,719 56,224 -------- -------- $890,591 $220,987 -------- -------- NET INCOME (LOSS) ($337,252) $260,223 ======== ======== GENERAL PARTNER - NET INCOME $ 16,257 $ 19,466 ======== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($353,509) $240,757 ======== ======== NET INCOME (LOSS) per unit ($ 3.92) $ 2.67 ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -8- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($337,252) $260,223 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 104,979 164,763 Impairment provision 727,893 - Gain on sale of Net Profits Interests ( 80,091) ( 448) Decrease in accounts receivable - General Partner 6,802 - (Increase) decrease in accounts receivable - oil and gas sales 44,933 ( 45,010) -------- -------- Net cash provided by operating activities $467,264 $379,528 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 8,677) $ - Proceeds from sale of Net Profits Interests 168,805 889 -------- -------- Net cash provided by investing activities $160,128 $ 889 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($476,166) ($328,115) -------- -------- Net cash used by financing activities ($476,166) ($328,115) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $151,226 $ 52,302 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 222,506 167,791 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $373,732 $220,093 ======== ======== 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 BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 713,010 $ 415,354 Accounts receivable: General Partner (Note 2) 2,905 16,473 Net Profits 297,438 379,725 ---------- ---------- Total current assets $1,013,353 $ 811,552 NET PROFITS INTERESTS, net, utilizing the successful efforts method 2,378,807 4,156,531 ---------- ---------- $3,392,160 $4,968,083 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 120,834) ($ 107,085) Limited Partners, issued and outstanding, 169,637 units 3,512,994 5,075,168 ---------- ---------- Total Partners' capital $3,392,160 $4,968,083 ---------- ---------- $3,392,160 $4,968,083 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -10- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 --------- -------- REVENUES: Net Profits $338,563 $442,574 Interest income 4,215 2,497 Gain on sale of Net Profits Interests 142,486 - -------- -------- $485,264 $445,071 COSTS AND EXPENSES: Depletion of Net Profits Interests $100,187 $147,145 General and administrative (Note 2) 54,254 50,488 -------- -------- $154,441 $197,633 -------- -------- NET INCOME $330,823 $247,438 ======== ======== GENERAL PARTNER - NET INCOME $ 20,338 $ 18,133 ======== ======== LIMITED PARTNERS - NET INCOME $310,485 $229,305 ======== ======== NET INCOME per unit $ 1.83 $ 1.35 ======== ======== UNITS OUTSTANDING 169,637 169,637 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -11- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- -------- REVENUES: Net Profits $ 876,433 $890,130 Interest income 7,461 4,653 Gain on sale of Net Profits Interests 142,486 833 ---------- -------- $1,026,380 $895,616 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 194,569 $309,486 Impairment provision 1,413,917 - General and administrative (Note 2) 108,639 105,614 ---------- -------- $1,717,125 $415,100 ---------- -------- NET INCOME (LOSS) ($ 690,745) $480,516 ========== ======== GENERAL PARTNER - NET INCOME $ 29,429 $ 36,173 ========== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 720,174) $444,343 ========== ======== NET INCOME (LOSS) per unit ($ 4.25) $ 2.62 ========== ======== UNITS OUTSTANDING 169,637 169,637 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -12- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 690,745) $480,516 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 194,569 309,486 Impairment provision 1,413,917 - Gain on sale of Net Profits Interests ( 142,486) ( 833) Decrease in accounts receivable - General Partner 13,568 - (Increase) decrease in accounts receivable - oil and gas sales 82,287 ( 85,087) ---------- -------- Net cash provided by operating activities $ 871,110 $704,082 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 15,966) $ - Proceeds from sale of Net Profits Interests 327,690 1,695 ---------- -------- Net cash provided by investing activities $ 311,724 $ 1,695 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 885,178) ($625,398) ---------- -------- Net cash used by financing activities ($ 885,178) ($625,398) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 297,656 $ 80,379 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 415,354 296,629 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 713,010 $377,008 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -13- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 532,937 $ 345,876 Accounts receivable: Net Profits 286,924 369,940 ---------- ---------- Total current assets $ 819,861 $ 715,816 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,341,546 2,567,661 ---------- ---------- $2,161,407 $3,283,477 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 94,235) ($ 81,373) Limited Partners, issued and outstanding, 126,306 units 2,255,642 3,364,850 ---------- ---------- Total Partners' capital $2,161,407 $3,283,477 ---------- ---------- $2,161,407 $3,283,477 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -14- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- -------- REVENUES: Net Profits $317,362 $368,788 Interest and other income 3,920 2,541 Gain on sale of Net Profits Interests 4,760 - -------- -------- $326,042 $371,329 COSTS AND EXPENSES: Depletion of Net Profits Interests $111,787 $175,499 General and administrative (Note 2) 40,382 37,648 -------- -------- $152,169 $213,147 -------- -------- NET INCOME $173,873 $158,182 ======== ======== GENERAL PARTNER - NET INCOME $ 12,970 $ 14,802 ======== ======== LIMITED PARTNERS - NET INCOME $160,903 $143,380 ======== ======== NET INCOME per unit $ 1.27 $ 1.13 ======== ======== UNITS OUTSTANDING 126,306 126,306 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -15- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- -------- REVENUES: Net Profits $ 724,735 $714,486 Interest and other income 6,640 4,929 Gain (loss) on sale of Net Profits Interests ( 5,494) 70 ---------- -------- $ 725,881 $719,485 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 228,815 $347,068 Impairment provision 752,388 - General and administrative (Note 2) 78,669 78,675 ---------- -------- $1,059,872 $425,743 ---------- -------- NET INCOME (LOSS) ($ 333,991) $293,742 ========== ======== GENERAL PARTNER - NET INCOME $ 22,217 $ 28,323 ========== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 356,208) $265,419 ========== ======== NET INCOME (LOSS) per unit ($ 2.82) $ 2.10 ========== ======== UNITS OUTSTANDING 126,306 126,306 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -16- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($333,991) $293,742 Adjustments to reconcile net income (loss) net cash provided by operating activities: Depletion of Net Profits Interests 228,815 347,068 Impairment provision 752,388 - (Gain) loss on sale of Net Profits Interests 5,494 ( 70) (Increase) decrease in accounts receivable - oil and gas sales 83,016 ( 13,338) -------- -------- Net cash provided by operating activities $735,722 $627,402 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale of Net Profits Interests $239,418 $ 653 -------- -------- Net cash provided by investing activities $239,418 $ 653 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($788,079) ($612,683) -------- -------- Net cash used by financing activities ($788,079) ($612,683) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $187,061 $ 15,372 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 345,876 288,117 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $532,937 $303,489 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -17- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 261,654 $ 247,540 Accounts receivable: Net Profits 81,550 209,058 ---------- ---------- Total current assets $ 343,204 $ 456,598 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,354,282 2,536,590 ---------- ---------- $1,697,486 $2,993,188 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 77,617) ($ 60,088) Limited Partners, issued and outstanding, 118,449 units 1,775,103 3,053,276 ---------- ---------- Total Partners' capital $1,697,486 $2,993,188 ---------- ---------- $1,697,486 $2,993,188 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -18- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Net Profits $161,365 $266,293 Interest and other income 2,759 1,714 Gain on sale of Net Profits Interests 54,195 - -------- -------- $218,319 $268,007 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 66,428 $126,662 General and administrative (Note 2) 37,896 35,335 -------- -------- $104,324 $161,997 -------- -------- NET INCOME $113,995 $106,010 ======== ======== GENERAL PARTNER - NET INCOME $ 8,219 $ 10,281 ======== ======== LIMITED PARTNERS - NET INCOME $105,776 $ 95,729 ======== ======== NET INCOME per unit $ .89 $ .81 ======== ======== UNITS OUTSTANDING 118,449 118,449 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -19- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- -------- REVENUES: Net Profits $ 502,680 $546,443 Interest and other income 4,758 3,014 Gain on sale of Net Profits Interests 54,195 - ---------- -------- $ 561,633 $549,457 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 151,942 $267,140 Impairment provision 1,018,067 - General and administrative (Note 2) 76,477 73,837 ---------- -------- $1,246,486 $340,977 ---------- -------- NET INCOME (LOSS) ($ 684,853) $208,480 ========== ======== GENERAL PARTNER - NET INCOME $ 12,320 $ 20,959 ========== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 697,173) $187,521 ========== ======== NET INCOME (LOSS) per unit ($ 5.89) $ 1.58 ========== ======== UNITS OUTSTANDING 118,449 118,449 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -20- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 684,853) $208,480 Adjustments to reconcile net income (loss) net cash provided by operating activities: Depletion of Net Profits Interests 151,942 267,140 Impairment provision 1,018,067 - Gain on sale of Net Profits Interests ( 54,195) - (Increase) decrease in accounts receivable - oil and gas sales 127,508 ( 20,164) ---------- -------- Net cash provided by operating activities $ 558,469 $455,456 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sale of Net Profits Interests $ 66,494 $ 913 ---------- -------- Net cash provided by investing activities $ 66,494 $ 913 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 610,849) ($390,280) ---------- -------- Net cash used by financing activities ($ 610,849) ($390,280) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 14,114 $ 66,089 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 247,540 167,076 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 261,654 $233,165 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -21- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 374,738 $ 319,699 Accounts receivable: General Partner (Note 2) 5,854 - Net Profits 244,568 428,072 ---------- ---------- Total current assets $ 625,160 $ 747,771 NET PROFITS INTERESTS, net, utilizing the successful efforts method 2,744,263 3,966,906 ---------- ---------- $3,369,423 $4,714,677 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 79,842) ($ 59,021) Limited Partners, issued and outstanding, 143,041 units 3,449,265 4,773,698 ---------- ---------- Total Partners' capital $3,369,423 $4,714,677 ---------- ---------- $3,369,423 $4,714,677 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -22- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 --------- -------- REVENUES: Net Profits $407,320 $346,050 Interest and other income 5,272 2,624 Gain on sale of Net Profits Interests 21,938 - -------- -------- $434,530 $348,674 COSTS AND EXPENSES: Depletion of Net Profits Interests $173,910 $199,792 General and administrative (Note 2) 45,041 42,588 -------- -------- $218,951 $242,380 -------- -------- NET INCOME $215,579 $106,294 ======== ======== GENERAL PARTNER - NET INCOME $ 17,471 $ 13,175 ======== ======== LIMITED PARTNERS - NET INCOME $198,108 $ 93,119 ======== ======== NET INCOME per unit $ 1.39 $ 0.65 ======== ======== UNITS OUTSTANDING 143,041 143,041 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -23- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- -------- REVENUES: Net Profits $ 951,960 $848,146 Interest and other income 8,451 4,742 Gain on sale of Net Profits Interests 25,958 - ---------- -------- $ 986,369 $852,888 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 326,518 $420,073 Impairment provision 898,584 - General and administrative (Note 2) 92,690 89,132 ---------- -------- $1,317,792 $509,205 ---------- -------- NET INCOME (LOSS) ($ 331,423) $343,683 ========== ======== GENERAL PARTNER - NET INCOME $ 32,010 $ 33,750 ========== ======== LIMITED PARTNERS - NET INCOME (LOSS) ($ 363,433) $309,933 ========== ======== NET INCOME (LOSS) per unit ($ 2.54) $ 2.17 ========== ======== UNITS OUTSTANDING 143,041 143,041 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -24- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 331,423) $343,683 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depletion of Net Profits Interests 326,518 420,073 Impairment provision 898,584 - Gain on sale of Net Profits Interests ( 25,958) - Increase in accounts receivable - General Partner ( 5,854) - (Increase) decrease in accounts receivable - oil and gas sales 183,504 ( 32,745) ---------- -------- Net cash provided by operating activities $1,045,371 $731,011 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 7,789) ($ 62,568) Proceeds from sale of Net Profits Interests 31,288 - ---------- -------- Net cash provided (used) by investing activities $ 23,499 ($ 62,568) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,013,831) ($594,052) ---------- -------- Net cash used by financing activities ($1,013,831) ($594,052) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 55,039 $ 74,391 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 319,699 254,180 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 374,738 $328,571 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -25- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS JUNE 30, 1997 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of June 30, 1997, combined statements of operations for the three and six months ended June 30, 1997 and 1996 and combined statements of cash flows for the six months ended June 30, 1997 and 1996 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 June 30, 1997, the combined results of operations for the three and six months ended June 30, 1997 and 1996 and the combined cash flows for the six months ended June 30, 1997 and 1996. Information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. The accompanying interim financial statements should be read in conjunction with the Partnerships' Annual Report on Form 10-K filed for the year ended December 31, 1996. The results of operations for the period ended June 30, 1997 are not necessarily indicative of the results to be expected for the full year. As used in these financial statements, the Partnerships' net profits and royalty interests in oil and gas sales are referred to as "Net Profits" and the Partnerships' net profits and royalty interests in oil and gas properties are referred to as "Net Profits Interests". The working interests from which the Partnerships' Net Profits Interests are carved are referred to as "Working Interests". The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. NET PROFITS INTERESTS --------------------- The Partnerships follow the successful efforts method of accounting for their Net Profits Interests. Under the successful efforts method, the 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 -26- 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 oil and gas 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' depletion, depreciation, and amortization includes estimated dismantlement and abandonment costs, net of estimated salvage value. Statement of Financial Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment of Long Lived Assets and Assets Held for Disposal", requires successful efforts companies, like the Partnerships, to evaluate the recoverability of the carrying costs of their proved oil and gas properties at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of oil and gas properties. With respect to the Partnerships' oil and gas properties, this evaluation was performed for each field. SFAS No. 121 provides that if the unamortized costs of Net Profits Interests for each field exceed the expected undiscounted future cash flows from such properties, the cost of the properties is written down to fair value, which is determined by using the discounted future cash flows from the properties. The Partnerships recorded a non-cash charge against earnings (impairment provision) during the six months ended June 30, 1997 pursuant to SFAS No. 121 as follows: Partnership Amount ----------- ------------ P-1 $ 902,042 P-2 727,893 P-3 1,413,917 P-4 752,388 P-5 1,018,067 P-6 898,584 The risk that the Partnerships will be required to record such impairment provisions in the future increases when oil and gas prices are depressed. 2. TRANSACTIONS WITH RELATED PARTIES --------------------------------- The Partnerships' Partnership Agreements provide for reimbursement to the General Partner for the Partnerships' 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 six months ended June 30, 1997 the following payments were made to the General Partner or its affiliates by the Partnerships: -27- Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- P-1 $12,542 $56,880 P-2 10,301 47,418 P-3 19,359 89,280 P-4 12,189 66,480 P-5 14,137 62,340 P-6 17,408 75,282 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 December 31, 1996 for the P-2 and P-3 Partnerships represented proceeds due to the Partnerships for the sale of Net Profits Interests during the three months ended December 31, 1996. Subsequent to December 31, 1996 such receivable was collected by the P-2 and P-3 Partnerships. The receivable from the General Partner at June 30, 1997 for the P-1, P-2, and P-3 Partnerships represents proceeds due to such Partnerships for the sale of Net Profits Interests during the three months ended June 30, 1997. The receivable from the General Partner at June 30, 1997 for the P-6 Partnership represents credits received for general and administrative expenses during the three months ended June 30, 1997. Subsequent to June 30, 1997 such receivable was collected by the P-1, P-2, P-3, and P-6 Partnerships. -28- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate," "believe," "expect," "plan," "intend," "estimate," "project," "could," "may," and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, or otherwise indicated. GENERAL - ------- The Partnerships 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 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: -29- 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 the acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. The Partnerships have fully invested their capital contributions. Net proceeds from the Partnerships' Net Profits Interests less necessary operating capital are distributed to Limited Partners on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. While the General Partner cannot predict future pricing trends, it believes the working capital available as of June 30, 1997 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations of the Partnerships. The Partnerships' cash flows for the second quarter of 1997 included proceeds from the sale of oil and gas properties during the three months ended June 30, 1997. These proceeds will be reflected, as applicable, in the Partnerships' cash distributions to be paid in mid-August 1997. It is possible that the Partner- ships' repurchase values and future cash distributions could decline as a result of the disposition of these properties. On the other hand, the General Partner believes there will be bene- ficial operating efficiencies related to the Partnerships' remaining properties. This is primarily due to the fact that the properties sold generally bore a higher ratio of operating expenses as compared to reserves than the Partnerships' remaining properties. RESULTS OF OPERATIONS - --------------------- GENERAL DISCUSSION The following general discussion should be read in conjunction with the analysis of results of operations provided below. The most important variable affecting the Partnerships' revenues is the prices received for the sale of oil and gas. Predicting future prices is very difficult. Substantially all of the Partnerships' gas reserves are being sold in the "spot market". Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. In addition, such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. Management is unable to predict whether future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease. PARTNERSHIP P-1 THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Net Profits $317,208 $310,284 Barrels produced 8,543 9,191 Mcf produced 91,125 119,096 Average price/Bbl $ 18.23 $ 19.42 Average price/Mcf $ 2.48 $ 1.88 -30- As shown in the table above, Net Profits increased $6,924 (2.2%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this increase, approximately $55,000 was related to an increase in the average price of gas sold and approximately $28,000 was related to a decrease in production expenses incurred by the owners of the Working Interests, partially offset by decreases of approximately $13,000 and $53,000, respectively, related to decreases in volumes of oil and gas sold and a decrease of approximately $10,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 648 barrels and 27,971 Mcf, respectively, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on several wells and (ii) negative prior period volume adjustments made by the purchaser on two wells during the three months ended June 30, 1997. The decrease in production expenses resulted primarily from (i) decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) the sale of one well during the third quarter of 1996. Average oil prices decreased to $18.23 per barrel for the three months ended June 30, 1997 from $19.42 per barrel for the three months ended June 30, 1996, while average gas prices increased to $2.48 per Mcf for the three months ended June 30, 1997 from $1.88 per Mcf for the three months ended June 30, 1996. Depletion of Net Profits Interests decreased $21,993 (25.4%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 20.3% for the three months ended June 30, 1997 from 27.9% for the three months ended June 30, 1996. This percentage decrease was primarily due to the increase in the average price of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. General and administrative expenses increased $2,407 (7.5%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This increase resulted primarily from increases in both professional fees and miscellaneous expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 10.9% for the three months ended June 30, 1997 and 10.4% for the three months ended June 30, 1996. SIX MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1996. Six Months Ended June 30, ------------------------- 1997 1996 -------- -------- Net Profits $597,105 $620,610 Barrels produced 17,127 18,695 -31- Mcf produced 173,479 254,011 Average price/Bbl $ 19.58 $ 18.48 Average price/Mcf $ 2.42 $ 1.81 As shown in the table above, Net Profits decreased $23,505 (3.8%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this decrease, approximately $29,000 and $146,000, respectively, were related to decreases in volumes of oil and gas sold, partially offset by increases of approximately $19,000 and $106,000, respectively, related to increases in the average prices of oil and gas sold and an increase of approximately $28,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,568 barrels and 80,532 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) a negative prior period volume adjustment made by the purchaser on one well during the six months ended June 30, 1997, (ii) a positive prior period volume adjustment made by the purchaser on another well during the six months ended June 30, 1996, and (iii) a normal decline in production due to diminished gas reserves on one well. The decrease in production expenses resulted primarily from the decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $19.58 per barrel and $2.42 per Mcf, respectively, for the six months ended June 30, 1997 from $18.48 per barrel and $1.81 per Mcf, respectively, for the six months ended June 30, 1996. Depletion of Net Profits Interests decreased $56,640 (31.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 21.0% for the six months ended June 30, 1997 from 29.3% for the six months ended June 30, 1996. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The P-1 Partnership recognized a non-cash charge against earnings of $902,042 during the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-1 Partnership's adoption of SFAS No. 121. Of this amount, $113,945 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $788,097 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 11.6% for the six months ended June 30, 1997 and 10.9% for the six months ended June 30, 1996. -32- Cumulative cash distributions to the Limited Partners through June 30, 1997 were $9,354,558 or 86.56% of Limited Partners' capital contributions. PARTNERSHIP P-2 THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Net Profits $178,224 $238,369 Barrels produced 6,061 6,602 Mcf produced 78,104 100,789 Average price/Bbl $ 18.25 $ 19.56 Average price/Mcf $ 1.56 $ 1.87 As shown in the table above, Net Profits decreased $60,145 (25.2%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $11,000 and $42,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $8,000 and $24,000, respectively, were related to decreases in the average prices of oil and gas sold, partially offset by an increase of approximately $25,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 541 barrels and 22,685 Mcf, respectively, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on three wells and (ii) a negative prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1997. The decrease in production expenses resulted primarily from (i) the decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) a decrease in production taxes associated with the decrease in Net Profits discussed above. Average oil and gas prices decreased to $18.25 per barrel and $1.56 per Mcf, respectively, for the three months ended June 30, 1997 from $19.56 per barrel and $1.87 per Mcf, respectively, for the three months ended June 30, 1996. Depletion of Net Profits Interests decreased $24,399 (31.1%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 30.3% for the three months ended June 30, 1997 from 32.9% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above, partially offset by a decrease in the average prices of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. -33- General and administrative expenses increased $1,888 (7.0%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This increase resulted primarily from increases in both professional fees and miscellaneous expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of Net Profits, these expenses increased to 16.2% for the three months ended June 30, 1997 from 11.3% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease in Net Profits discussed above. SIX MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1996. Six Months Ended June 30, ------------------------- 1997 1996 -------- -------- Net Profits $469,338 $478,042 Barrels produced 12,143 13,431 Mcf produced 149,715 214,514 Average price/Bbl $ 19.59 $ 18.58 Average price/Mcf $ 2.47 $ 1.81 As shown in the table above, Net Profits remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. While volumes of oil and gas sold decreased for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, any resulting decrease in Net Profits was offset by increases in the average prices of oil and gas sold and a decrease in production expenses. Volumes of oil and gas sold decreased 1,288 barrels and 64,799 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) a negative prior period volume adjustment made by the purchaser on one well during the six months ended June 30, 1997, (ii) a positive prior period volume adjustment made by the purchaser on another well during the six months ended June 30, 1996, and (iii) normal declines in production due to diminished gas reserves on three wells. The decrease in production expenses resulted primarily from the decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $19.59 per barrel and $2.47 per Mcf, respectively, for the six months ended June 30, 1997 from $18.58 per barrel and $1.81 per Mcf, respectively, for the six months ended June 30, 1996. Depletion of Net Profits Interests decreased $59,784 (36.3%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 22.4% for the six months ended June 30, 1997 from 34.5% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increases in the average prices of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. -34- The P-2 Partnership recognized a non-cash charge against earnings of $727,893 during the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-2 Partnership s adoption of SFAS No. 121. Of this amount, $113,005 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $614,888 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 12.3% for the six months ended June 30, 1997 and 11.8% for the six months ended June 30, 1996. Cumulative cash distributions to the Limited Partners through June 30, 1997 were $7,136,561 or 79.21% of Limited Partners' capital contributions. PARTNERSHIP P-3 THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Net Profits $338,563 $442,574 Barrels produced 11,179 12,234 Mcf produced 147,613 190,142 Average price/Bbl $ 18.25 $ 19.57 Average price/Mcf $ 1.62 $ 1.86 As shown in the table above, Net Profits decreased $104,011 (23.5%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $21,000 and $79,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $15,000 and $35,000, respectively, were related to decreases in the average prices of oil and gas sold, partially offset by an increase of approximately $45,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,055 barrels and 42,529 Mcf, respectively, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on three wells and (ii) negative prior period volume adjustments made by the purchaser on two wells during the three months ended June 30, 1997. The decrease in production expenses resulted primarily from the decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Average oil and gas prices decreased to $18.25 per barrel and $1.62 per Mcf, respectively, for the three months ended June 30, 1997 from $19.57 per barrel and $1.86 per Mcf, respectively, for the three months ended June 30, 1996. -35- Depletion of Net Profits Interests decreased $46,958 (31.9%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 29.6% for the three months ended June 30, 1997 from 33.2% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above, partially offset by the decrease in the average prices of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. General and administrative expenses increased $3,766 (7.5%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This increase resulted primarily from increases in both professional fees and miscellaneous expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of Net Profits, these expenses increased to 16.0% for the three months ended June 30, 1997 from 11.4% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease in Net Profits discussed above. SIX MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1996. Six Months Ended June 30, ------------------------- 1997 1996 -------- -------- Net Profits $876,433 $890,130 Barrels produced 22,418 24,885 Mcf produced 282,427 404,994 Average price/Bbl $ 19.60 $ 18.58 Average price/Mcf $ 2.47 $ 1.80 As shown in the table above, Net Profits remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. While volumes of oil and gas sold decreased for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, any resulting decrease in Net Profits was offset by increases in the average prices of oil and gas sold and a decrease in production expenses incurred by the owner of the Working Interests. Volumes of oil and gas sold decreased 2,467 barrels and 122,567 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) a negative prior period volume adjustment made by the purchaser on one well during the six months ended June 30, 1997, (ii) a positive prior period volume adjustment made by the purchaser on another well during the six months ended June 30, 1996, and (iii) normal declines in production due to diminished gas reserves on three wells. The decrease in production expenses resulted primarily from decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $19.60 per barrel and $2.47 per Mcf, respectively, for the six months ended June 30, -36- 1997 from $18.58 per barrel and $1.80 per Mcf, respectively, for the six months ended June 30, 1996. Depletion of Net Profits Interests decreased $114,917 (37.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 22.2% for the six months ended June 30, 1997 from 34.8% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits discussed above and the increases in the average prices of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The P-3 Partnership recognized a non-cash charge against earnings of $1,413,917 during the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-3 Partnership s adoption of SFAS No. 121. Of this amount, $220,449 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $1,193,468 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 12.4% for the six months ended June 30, 1997 and 11.9% for the six months ended June 30, 1996. Cumulative cash distributions to the Limited Partners through June 30, 1997 were $12,802,401 or 75.47% of Limited Partners' capital contributions. PARTNERSHIP P-4 THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Net Profits $317,362 $368,788 Barrels produced 5,097 6,243 Mcf produced 136,684 184,689 Average price/Bbl $ 18.90 $ 20.04 Average price/Mcf $ 2.36 $ 2.00 As shown in the table above, Net Profits decreased $51,426 (13.9%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $23,000 and $96,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $6,000 was related to a decrease in the average price of oil sold, -37- partially offset by an increase of approximately $49,000 related to an increase in the average price of gas sold and an increase of approximately $25,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,146 barrels and 48,005 Mcf, respectively, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The decrease in volumes of oil sold resulted primarily from (i) normal declines in production due to diminished oil reserves on three wells and (ii) the sale of one oil producing well during the last half of 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on several wells, (ii) the sale of four gas producing wells during the last half of 1996, and (iii) the sale of two gas producing wells during the three months ended June 30, 1997. The decrease in production expenses resulted primarily from decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Average oil prices decreased to $18.90 per barrel for the three months ended June 30, 1997 from $20.04 per barrel for the three months ended June 30, 1996, while average gas prices increased to $2.36 per Mcf for the three months ended June 30, 1997 from $2.00 per Mcf for the three months ended June 30, 1996. Depletion of Net Profits Interests decreased $63,712 (36.3%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 35.2% for the three months ended June 30, 1997 from 47.6% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increase in the average price of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. General and administrative expenses increased $2,734 (7.3%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This increase resulted primarily from increases in both professional fees and miscellaneous expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of Net Profits, these expenses increased to 12.7% for the three months ended June 30, 1997 from 10.2% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease in Net Profits for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. SIX MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1996. Six Months Ended June 30, ------------------------- 1997 1996 -------- -------- Net Profits $724,735 $714,486 Barrels produced 10,511 12,469 -38- Mcf produced 279,299 364,510 Average price/Bbl $ 20.36 $ 19.65 Average price/Mcf $ 2.55 $ 1.92 As shown in the table above, Net Profits remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. While volumes of oil and gas sold decreased for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, any resulting decrease in Net Profits was offset by increases in the average prices of oil and gas sold and a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,958 barrels and 85,211 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The decrease in volumes of oil sold resulted primarily from (i) normal declines in production due to diminished oil reserves on three wells, (ii) the sale of one oil producing well during the last half of 1996, and (iii) the shutting-in of one well during the three months ended June 30, 1997 due to mechanical difficulties. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on several wells, (ii) a positive prior period volume adjustment made by the purchaser on one well during the six months ended June 30, 1996, and (iii) the sale of several gas producing wells during the last half of 1996. The decrease in production expenses resulted primarily from decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $20.36 per barrel and $2.55 per Mcf, respectively, for the six months ended June 30, 1997 from $19.65 per barrel and $1.92 per Mcf, respectively, for the six months ended June 30, 1996. Depletion of Net Profits Interests decreased $118,253 (34.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 31.6% for the six months ended June 30, 1997 from 48.6% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increases in the average prices of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The P-4 Partnership recognized a non-cash charge against earnings of $752,388 during the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-4 Partnership s adoption of SFAS No. 121. Of this amount, $84,059 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $668,329 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the six months ended June 30, 1997 as compared to the six -39- months ended June 30, 1996. As a percentage of Net Profits, these expenses remained relatively constant at 10.9% for the six months ended June 30, 1997 and 11.0% for the six months ended June 30, 1996. Cumulative cash distributions to the Limited Partners through June 30, 1997 were $10,663,945 or 84.43% of Limited Partners' capital contributions. PARTNERSHIP P-5 THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Net Profits $161,365 $266,293 Barrels produced 1,918 2,537 Mcf produced 113,044 160,698 Average price/Bbl $ 21.83 $ 19.36 Average price/Mcf $ 1.55 $ 1.82 As shown in the table above, Net Profits decreased $104,928 (39.4%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $12,000 and $87,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $31,000 was related to a decrease in the average price of gas sold, partially offset by an increase of approximately $21,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 619 barrels and 47,654 Mcf, respectively, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The decrease in volumes of oil sold resulted primarily from a positive prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on several wells, (ii) the sale of one gas producing well during the three months ended June 30, 1997, (iii) a negative prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1997, and (iv) a positive prior period volume adjustment made by the purchaser on another well during the three months ended June 30, 1996. The decrease in production expenses resulted primarily from decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Average oil prices increased to $21.83 per barrel for the three months ended June 30, 1997 from $19.36 per barrel for the three months ended June 30, 1996, while average gas prices decreased to $1.55 per Mcf for the three months ended June 30, 1997 from $1.82 per Mcf for the three months ended June 30, 1996. Depletion of Net Profits Interests decreased $60,234 (47.6%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 and (ii) upward revisions in the estimates of -40- remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 41.2% for the three months ended June 30, 1997 from 47.6% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above. General and administrative expenses increased $2,561 (7.2%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This increase resulted primarily from increases in both professional fees and miscellaneous expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of Net Profits, these expenses increased to 23.5% for the three months ended June 30, 1997 from 13.3% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease in Net Profits discussed above. SIX MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1996. Six Months Ended June 30, ------------------------- 1997 1996 -------- -------- Net Profits $502,680 $546,443 Barrels produced 4,185 6,015 Mcf produced 259,781 334,938 Average price/Bbl $ 21.27 $ 18.57 Average price/Mcf $ 2.14 $ 1.78 As shown in the table above, Net Profits decreased $43,763 (8.0%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this decrease, approximately $34,000 and $134,000, respectively, were related to decreases in volumes of oil and gas sold, partially offset by increases of approximately $11,000 and $94,000, respectively, related to increases in the average prices of oil and gas sold and an increase of approximately $21,000 related to a decrease in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 1,830 barrels and 75,157 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The decrease in volumes of oil sold resulted primarily from (i) normal declines in production due to diminished oil reserves on three wells and (ii) a positive prior period volume adjustment made by the purchaser on one well during the six months ended June 30, 1996. The decrease in volumes of gas sold resulted primarily from (i) normal declines in production due to diminished gas reserves on several wells and (ii) a positive prior period volume adjustment made by the purchaser on one well during the six months ended June 30, 1996. The decrease in production expenses resulted primarily from decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $21.27 per barrel and $2.14 per Mcf, respectively, for the six months ended June 30, 1997 from $18.57 per barrel and $1.78 per Mcf, respectively, for the six months ended June 30, 1996. Depletion of Net Profits Interests decreased $115,198 (43.1%) for -41- the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 30.2% for the six months ended June 30, 1997 from 48.9% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increases in the average prices of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The P-5 Partnership recognized a non-cash charge against earnings of $1,018,067 during the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-5 Partnership s adoption of SFAS No. 121. Of this amount, $122,458 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $895,609 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of Net Profits, these expenses increased to 15.2% for the six months ended June 30, 1997 from 13.5% for the six months ended June 30, 1996. This percentage increase was primarily due to the decrease in Net Profits discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1997 were $5,934,759 or 50.10% of Limited Partners' capital contributions. PARTNERSHIP P-6 THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Net Profits $407,320 $346,050 Barrels produced 4,516 5,799 Mcf produced 270,185 254,756 Average price/Bbl $ 20.56 $ 20.22 Average price/Mcf $ 1.80 $ 1.61 As shown in the table above, Net Profits increased $61,270 (17.7%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this increase, approximately $25,000 and $51,000, respectively, were related to increases in the volumes and average price of gas sold, partially offset by a decrease of approximately $26,000 related to a decrease in volumes of oil sold. Volumes of oil sold decreased 1,283 barrels, while volumes of gas sold increased 15,429 Mcf, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The decrease in volumes of oil sold -42- resulted primarily from (i) normal declines in production due to diminished oil reserves on several wells, (ii) a positive prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1996, and (iii) the shutting-in of two wells during the three months ended June 30, 1997 due to mechanical difficulties. Average oil and gas prices increased to $20.56 per barrel and $1.80 per Mcf, respectively, for the three months ended June 30, 1997 from $20.22 per barrel and $1.61 per Mcf, respectively, for the three months ended June 30, 1996. Depletion of Net Profits Interests decreased $25,882 (13.0%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 42.7% for the three months ended June 30, 1997 from 57.7% for the three months ended June 30, 1996. This percentage decrease was primarily due to increases in the average prices of oil and gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. General and administrative expenses increased $2,453 (5.8%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This increase resulted primarily from an increase in professional fees during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of Net Profits, these expenses decreased to 11.1% for the three months ended June 30, 1997 from 12.3% for the three months ended June 30, 1996. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. SIX MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE SIX MONTHS ENDED JUNE 30, 1996. Six Months Ended June 30, ------------------------- 1997 1996 -------- -------- Net Profits $951,960 $848,146 Barrels produced 8,819 11,505 Mcf produced 505,235 539,769 Average price/Bbl $ 20.89 $ 19.10 Average price/Mcf $ 2.30 $ 1.83 As shown in the table above, Net Profits increased $103,814 (12.2%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this increase, approximately $16,000 and $237,000, respectively, were related to increases in the average prices of oil and gas sold, partially offset by decreases of approximately $51,000 and $63,000, respectively, related to decreases in volumes of oil and gas sold and a decrease of approximately $33,000 related to an increase in production expenses incurred by the owners of the Working Interests. Volumes of oil and gas sold decreased 2,686 barrels and 34,534 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The decrease in volumes of oil sold resulted primarily from normal declines in production due to diminished oil reserves on several wells. The increase in production expenses resulted primarily from (i) an increase in ad valorem taxes incurred on several -43- wells during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) workover expenses incurred during the six months ended June 30, 1997 in order to improve production capabilities on several wells, partially offset by decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $20.89 per barrel and $2.30 per Mcf, respectively, for the six months ended June 30, 1997 from $19.10 per barrel and $1.83 per Mcf, respectively, for the six months ended June 30, 1996. Depletion of Net Profits Interests decreased $93,555 (22.3%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) decreases in volumes of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996 and (ii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of Net Profits, this expense decreased to 34.3% for the six months ended June 30, 1997 from 49.5% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in Depletion of Net Profits Interests discussed above and the increases in the average prices of oil and gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. The P-6 Partnership recognized a non-cash charge against earnings of $898,584 during the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of Net Profits Interests exceeding the undiscounted future net revenues from such Net Profits Interests, in accordance with the P-6 Partnership s adoption of SFAS No. 121. Of this amount, $444,990 was related to the decline in oil and gas prices used to determine the recoverability of oil and gas reserves at March 31, 1997 and $453,594 was related to impairment of unproved properties. No similar charge was necessary during 1996. General and administrative expenses remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of Net Profits, these expenses decreased to 9.7% for the six months ended June 30, 1997 from 10.5% for the six months ended June 30, 1996. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. Cumulative cash distributions to the Limited Partners through June 30, 1997 were $7,746,248 or 54.15% of Limited Partners capital contributions. -44- PART II: OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS As further described in the Partnerships' Annual Report on Form 10-K for the year ended December 31, 1996 (the "Form 10-K") the Partnerships are included in the subject matter of a class action lawsuit entitled "In Re: PaineWebber Limited Partnerships' Litigation", Case No. 94-CIV-8558, U.S. District Court, Southern District of New York. On July 30, 1997 the United States Court of Appeals for the Second Circuit issued an opinion affirming the terms of the federal district court's order confirming the settlement of this lawsuit. The terms of said settlement are described in the Form 10-K. 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 June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the P-2 Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.3 Financial Data Schedule containing summary financial information extracted from the P-3 Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.4 Financial Data Schedule containing summary financial information extracted from the P-4 Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.5 Financial Data Schedule containing summary financial information extracted from the P-5 Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.6 Financial Data Schedule containing summary financial information extracted from the P-6 Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. All other exhibits are omitted as inapplicable. (b) Reports on Form 8-K: None. -45- 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: August 12, 1997 By: /s/Dennis R. Neill ------------------------------- (Signature) Dennis R. Neill President Date: August 12, 1997 By: /s/Patrick M. Hall ------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer -46- 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 June 30, 1997 and for the six months ended June 30, 1997, 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 June 30, 1997 and for the six months ended June 30, 1997, 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 June 30, 1997 and for the six months ended June 30, 1997, 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 June 30, 1997 and for the six months ended June 30, 1997, 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 June 30, 1997 and for the six months ended June 30, 1997, 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 June 30, 1997 and for the six months ended June 30, 1997, filed herewith. All other exhibits are omitted as inapplicable.