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: III-A: 0-18302 III-B: 0-18636 III-C: 0-18634 III-D: 0-18936 III-E: 0-19010 III-F: 0-19102 III-G: 0-19563 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G ------------------------------------------------------ (Exact name of Registrant as specified in its Articles) III-A 73-1352993 III-B 73-1358666 III-C 73-1356542 III-D 73-1357374 III-E 73-1367188 III-F 73-1377737 Oklahoma III-G 73-1377828 - ---------------------------- ----------------------------------- (State or other jurisdiction (I.R.S. Employer Identification No.) of incorporation or organization) Two West Second Street, Tulsa, Oklahoma 74103 ----------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (918) 583-1791 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) has been subject to the filing requirements for the past 90 days. Yes X No ----- ---- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ------------ ----------- CURRENT ASSETS: Cash and cash equivalents $1,142,346 $ 610,116 Accounts receivable: Oil and gas sales 505,201 680,167 ---------- ---------- Total current assets $1,647,547 $1,290,283 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,733,840 5,360,656 DEFERRED CHARGE 244,220 244,220 ---------- ---------- $4,625,607 $6,895,159 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 45,901 $ 50,726 Gas imbalance payable 76,797 76,797 ---------- ---------- Total current liabilities $ 122,698 $ 127,523 ACCRUED LIABILITY $ 80,396 $ 80,396 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 225,906) ($ 198,911) Limited Partners, issued and outstanding, 263,976 units 4,648,419 6,886,151 ---------- ---------- Total Partners' capital $4,422,513 $6,687,240 ---------- ---------- $4,625,607 $6,895,159 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- ----------- REVENUES: Oil and gas sales $850,857 $ 996,946 Interest and other income 8,201 5,088 Gain on sale of oil and gas properties 11,503 - -------- ---------- $870,561 $1,002,034 COSTS AND EXPENSES: Lease operating $131,357 $ 185,960 Production tax 76,143 70,969 Depreciation, depletion, and amortization of oil and gas properties 237,375 357,281 General and administrative (Note 2) 84,383 78,431 -------- ---------- $529,258 $ 692,641 -------- ---------- NET INCOME $341,303 $ 309,393 ======== ========== GENERAL PARTNER - NET INCOME $ 26,150 $ 29,507 ======== ========== LIMITED PARTNERS - NET INCOME $315,153 $ 279,886 ======== ========== NET INCOME per unit $ 1.19 $ 1.06 ======== ========== UNITS OUTSTANDING 263,976 263,976 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ----------- REVENUES: Oil and gas sales $1,866,601 $1,906,916 Interest and other income 13,478 9,820 Gain (loss) on sale of oil and gas properties ( 10,455) 150 ---------- ---------- $1,869,624 $1,916,886 COSTS AND EXPENSES: Lease operating $ 261,989 $ 330,390 Production tax 148,238 136,289 Depreciation, depletion, and amortization of oil and gas properties 485,351 706,487 Impairment provision 1,617,006 - General and administrative (Note 2) 164,737 164,814 ---------- ---------- $2,677,321 $1,337,980 ---------- ---------- NET INCOME (LOSS) ($ 807,697) $ 578,906 ========== ========== GENERAL PARTNER - NET INCOME $ 43,035 $ 56,714 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($ 850,732) $ 522,192 ========== ========== NET INCOME (LOSS) per unit ($ 3.22) $ 1.98 ========== ========== UNITS OUTSTANDING 263,976 263,976 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 807,697) $ 578,906 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 485,351 706,487 Impairment provision 1,617,006 (Gain) loss on sale of oil and gas properties 10,455 ( 150) Decrease in accounts receivable - oil and gas sales 174,966 7,787 Decrease in accounts payable ( 4,825) ( 32,550) ---------- ---------- Net cash provided by operating activities $1,475,256 $1,260,480 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures $ - ($ 1,320) Proceeds from sale of oil and gas properties 514,004 150 ---------- ---------- Net cash provided (used) by investing activities $ 514,004 ($ 1,170) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,457,030) ($1,221,860) ---------- ---------- Net cash used by financing activities ($1,457,030) ($1,221,860) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 532,230 $ 37,450 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 610,116 560,906 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,142,346 $ 598,356 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 617,289 $ 376,603 Accounts receivable: Oil and gas sales 299,367 396,970 ---------- ---------- Total current assets $ 916,656 $ 773,573 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,581,829 2,854,520 DEFERRED CHARGE 144,819 144,819 ---------- ---------- $2,643,304 $3,772,912 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 26,824 $ 27,983 Gas imbalance payable 26,735 26,735 ---------- ---------- Total current liabilities $ 53,559 $ 54,718 ACCRUED LIABILITY $ 38,690 $ 38,690 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 110,112) ($ 97,092) Limited Partners, issued and outstanding, 138,336 units 2,661,167 3,776,596 ---------- ---------- Total Partners' capital $2,551,055 $3,679,504 ---------- ---------- $2,643,304 $3,772,912 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 --------- -------- REVENUES: Oil and gas sales $501,249 $566,244 Interest and other income 4,541 2,787 Gain on sale of oil and gas properties 2,520 - -------- -------- $508,310 $569,031 COSTS AND EXPENSES: Lease operating $ 72,004 $100,837 Production tax 43,524 41,189 Depreciation, depletion, and amortization of oil and gas properties 136,406 198,928 General and administrative (Note 2) 44,220 41,226 -------- -------- $296,154 $382,180 -------- -------- NET INCOME $212,156 $186,851 ======== ======== GENERAL PARTNER - NET $ 15,837 $ 17,161 ======== ======== LIMITED PARTNERS - NET INCOME $196,319 $169,690 ======== ======== NET INCOME per unit $ 1.42 $ 1.23 ======== ======== UNITS OUTSTANDING 138,336 138,336 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- ---------- REVENUES: Oil and gas sales $1,094,356 $1,086,126 Interest and other income 7,661 5,394 Gain (loss) on sale of oil and gas properties ( 7,673) 63 ---------- ---------- $1,094,344 $1,091,583 COSTS AND EXPENSES: Lease operating $ 158,262 $ 172,694 Production tax 85,550 79,698 Depreciation, depletion, and amortization of oil and gas properties 275,709 393,134 Impairment provision 738,122 - General and administrative (Note 2) 86,447 86,879 ---------- ---------- $1,344,090 $ 732,405 ---------- ---------- NET INCOME (LOSS) ($ 249,746) $ 359,178 ========== ========== GENERAL PARTNER - NET INCOME $ 27,683 $ 33,415 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($ 277,429) $ 325,763 ========== ========== NET INCOME (LOSS) per unit ($ 2.01) $ 2.35 ========== ========== UNITS OUTSTANDING 138,336 138,336 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($249,746) $359,178 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 275,709 393,134 Impairment provision 738,122 - (Gain) loss on sale of oil and gas properties 7,673 ( 63) Decrease in accounts receivable - oil and gas sales 97,603 15,211 Decrease in accounts payable ( 1,159) ( 18,999) -------- -------- Net cash provided by operating activities $868,202 $748,461 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures $ - ($ 19,329) Proceeds from sale of oil and gas properties 251,187 63 -------- -------- Net cash provided (used) by investing activities $251,187 ($ 19,266) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($878,703) ($723,161) -------- -------- Net cash used by financing activities ($878,703) ($723,161) -------- -------- NET INCREASE IN CASH AND CASH CASH EQUIVALENTS $240,686 $ 6,034 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 376,603 311,585 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $617,289 $317,619 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ----------- CURRENT ASSETS: Cash and cash equivalents $ 609,792 $ 537,233 Accounts receivable: General Partner (Note 2) 5,854 40,940 Oil and gas sales 440,931 627,697 ---------- ---------- Total current assets $1,056,577 $1,205,870 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 3,548,618 5,727,898 DEFERRED CHARGE 76,014 76,014 ---------- ---------- $4,681,209 $7,009,782 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 41,976 $ 57,357 Gas imbalance payable 30,749 30,749 ---------- ---------- Total current liabilities $ 72,725 $ 88,106 ACCRUED LIABILITY $ 141,394 $ 141,394 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 174,482)($ 143,741) Limited Partners, issued and outstanding, 244,536 units 4,641,572 6,924,023 ---------- ---------- Total Partners' capital $4,467,090 $6,780,282 ---------- ---------- $4,681,209 $7,009,782 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 --------- -------- REVENUES: Oil and gas sales $658,254 $799,897 Interest and other income 6,155 3,792 Gain on sale of oil and gas properties 59,929 - -------- -------- $724,338 $803,689 COSTS AND EXPENSES: Lease operating $105,808 $135,484 Production tax 49,743 57,825 Depreciation, depletion, and amortization of oil and gas properties 180,778 297,995 General and administrative (Note 2) 77,297 72,668 -------- -------- $413,626 $563,972 -------- -------- NET INCOME $310,712 $239,717 ======== ======== GENERAL PARTNER - NET INCOME $ 22,166 $ 23,716 ======== ======== LIMITED PARTNERS - NET INCOME $288,546 $216,001 ======== ======== NET INCOME per unit $ 1.18 $ .88 ======== ======== UNITS OUTSTANDING 244,536 244,536 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ----------- ---------- REVENUES: Oil and gas sales $1,600,086 $1,615,671 Interest and other income 10,692 6,501 Gain on sale of oil and gas properties 55,672 26 ---------- ---------- $1,666,450 $1,622,198 COSTS AND EXPENSES: Lease operating $ 252,645 $ 280,813 Production tax 120,242 116,500 Depreciation, depletion, and amortization of oil and gas properties 387,216 617,898 Impairment provision 1,696,418 - General and administrative (Note 2) 157,971 152,339 ---------- ---------- $2,614,492 $1,167,550 ---------- ---------- NET INCOME (LOSS) ($ 948,042) $ 454,648 ========== ========== GENERAL PARTNER - NET INCOME $ 35,409 $ 47,123 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($ 983,451) $ 407,525 ========== ========== NET INCOME (LOSS) per unit ($ 4.02) $ 1.67 ========== ========== UNITS OUTSTANDING 244,536 244,536 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($ 948,042) $454,648 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 387,216 617,898 Impairment provision 1,696,418 - Gain on sale of oil and gas properties ( 55,672) ( 26) Decrease in accounts receivable - General Partner 35,086 - (Increase) decrease in accounts receivable - oil and gas sales 186,766 ( 50,992) Decrease in accounts payable ( 15,381) ( 37,385) ---------- -------- Net cash provided by operating activities $1,286,391 $984,143 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures $ - ($ 15,098) Proceeds from sale of oil and gas properties 151,318 26 ---------- -------- Net cash provided (used) by investing activities $ 151,318 ($ 15,072) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,365,150) ($793,615) ---------- -------- Net cash used by financing activities ($1,365,150) ($793,615) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 72,559 $175,456 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 537,233 319,730 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 609,792 $495,186 ========== ======== The accompanying condensed notes are an integral part of these financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 320,768 $ 319,245 Accounts receivable: Oil and gas sales 329,700 425,312 ---------- ---------- Total current assets $ 650,468 $ 744,557 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,322,692 3,470,494 DEFERRED CHARGE 26,139 26,139 ---------- ---------- $2,999,299 $4,241,190 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 55,866 $ 112,221 Gas imbalance payable 5,694 5,694 ---------- ---------- Total current liabilities $ 61,560 $ 117,915 ACCRUED LIABILITY $ 220,286 $ 220,286 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 63,091)($ 50,214) Limited Partners, issued and outstanding, 131,008 units 2,780,544 3,953,203 ---------- ---------- Total Partners' capital $2,717,453 $3,902,989 ---------- ---------- $2,999,299 $4,241,190 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -14- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 -------- -------- REVENUES: Oil and gas sales $490,474 $562,880 Interest and other income 3,982 2,189 Gain on sale of oil and gas properties 18,488 - -------- -------- $512,944 $565,069 COSTS AND EXPENSES: Lease operating $146,648 $152,858 Production tax 33,046 39,541 Depreciation, depletion, and amortization of oil and gas properties 102,659 104,074 General and administrative (Note 2) 41,933 39,041 -------- -------- $324,286 $335,514 -------- -------- NET INCOME $188,658 $229,555 ======== ======== GENERAL PARTNER - NET INCOME $ 13,340 $ 15,531 ======== ======== LIMITED PARTNERS - NET INCOME $175,318 $214,024 ======== ======== NET INCOME per unit $ 1.34 $ 1.63 ======== ======== UNITS OUTSTANDING 131,008 131,008 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- REVENUES: Oil and gas sales $1,261,524 $1,097,416 Interest and other income 6,417 3,873 Gain on sale of oil and gas properties 20,468 - ---------- ---------- $1,288,409 $1,101,289 COSTS AND EXPENSES: Lease operating $ 324,874 $ 313,658 Production tax 89,602 76,681 Depreciation, depletion, and amortization of oil and gas properties 217,457 273,476 Impairment provision 932,243 - General and administrative (Note 2) 85,277 81,941 ---------- ---------- $1,649,453 $ 745,756 ---------- ---------- NET INCOME (LOSS) ($ 361,044) $ 355,533 ========== ========== GENERAL PARTNER - NET INCOME $ 27,615 $ 28,522 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($ 388,659) $ 327,011 ========== ========== NET INCOME (LOSS) per unit ($ 2.97) $ 2.50 ========== ========== UNITS OUTSTANDING 131,008 131,008 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -16- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($361,044) $355,533 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 217,457 273,476 Impairment provision 932,243 - Gain on sale of oil and gas properties ( 20,468) - Decrease in accounts receivable - oil and gas sales 95,612 19,952 Decrease in accounts payable ( 56,355) ( 11,150) -------- -------- Net cash provided by operating activities $807,445 $637,811 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 3,630) ($ 16,005) Proceeds from sale of oil and gas properties 22,200 - -------- -------- Net cash provided (used) by investing activities $ 18,570 ($ 16,005) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($824,492) ($500,263) -------- -------- Net cash used by financing activities ($824,492) ($500,263) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 1,523 $121,543 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 319,245 169,395 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $320,768 $290,938 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 1,111,235 $ 1,243,143 Accounts receivable: Oil and gas sales 1,301,477 1,554,748 ----------- ----------- Total current assets $ 2,412,712 $ 2,797,891 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 9,047,695 12,822,109 DEFERRED CHARGE 298,358 298,358 ----------- ----------- $11,758,765 $15,918,358 =========== =========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 351,702 $ 623,087 Gas imbalance payable 156,497 156,497 ----------- ----------- Total current liabilities $ 508,199 $ 779,584 ACCRUED LIABILITY $ 355,235 $ 355,235 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 224,834) ($ 187,947) Limited Partners, issued and outstanding, 418,266 units 11,120,165 14,971,486 ----------- ----------- Total Partners' capital $10,895,331 $14,783,539 ----------- ----------- $11,758,765 $15,918,358 =========== =========== The accompanying condensed notes are an integral part of these financial statements. -18- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- REVENUES: Oil and gas sales $2,106,131 $2,123,185 Interest and other income 14,349 8,656 Loss on sale of oil and gas properties ( 310) - ---------- ---------- $2,120,170 $2,131,841 COSTS AND EXPENSES: Lease operating $ 878,585 $ 924,800 Production tax 146,797 146,665 Depreciation, depletion, and amortization of oil and gas properties 439,561 478,518 General and administrative (Note 2) 134,109 124,033 ---------- ---------- $1,599,052 $1,674,016 ---------- ---------- NET INCOME $ 521,118 $ 457,825 ========== ========== GENERAL PARTNER - NET INCOME $ 42,920 $ 42,032 ========== ========== LIMITED PARTNERS - NET INCOME $ 478,198 $ 415,793 ========== ========== NET INCOME per unit $ 1.14 $ .99 ========== ========== UNITS OUTSTANDING 418,266 418,266 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- REVENUES: Oil and gas sales $5,036,109 $4,155,385 Interest and other income 23,361 16,176 Loss on sale of oil and gas properties ( 310) - ---------- ---------- $5,059,160 $4,171,561 COSTS AND EXPENSES: Lease operating $1,802,566 $1,771,522 Production tax 355,271 282,409 Depreciation, depletion, and amortization of oil and gas properties 929,643 963,919 Impairment provision 2,893,741 - General and administrative (Note 2) 271,154 260,386 ---------- ---------- $6,252,375 $3,278,236 ---------- ---------- NET INCOME (LOSS) ($1,193,215) $ 893,325 ========== ========== GENERAL PARTNER - NET INCOME $ 92,106 $ 83,223 ========== ========== LIMITED PARTNERS - NET INCOME (LOSS) ($1,285,321) $ 810,102 ========== ========== NET INCOME (LOSS) per unit ($ 3.07) $ 1.94 ========== ========== UNITS OUTSTANDING 418,266 418,266 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) ($1,193,215) $ 893,325 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 929,643 963,919 Impairment provision 2,893,741 - Loss on sale of oil and gas properties 310 - Decrease in accounts receivable - oil and gas sales 253,271 314,992 Decrease in accounts payable ( 271,385) ( 31,713) ---------- ---------- Net cash provided by operating activities $2,612,365 $2,140,523 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 55,330) ($ 23,615) Proceeds from sale of oil and gas properties 6,050 - ---------- ---------- Net cash used by investing activities ($ 49,280) ($ 23,615) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($2,694,993) ($1,821,900) ---------- ---------- Net cash used by financing activities ($2,694,993) ($1,821,900) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 131,908) $ 295,008 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,243,143 665,050 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,111,235 $ 960,058 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 487,228 $ 504,658 Accounts receivable: Oil and gas sales 477,740 661,215 ---------- ---------- Total current assets $ 964,968 $1,165,873 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 3,891,649 7,307,487 DEFERRED CHARGE 159,453 159,453 ---------- ---------- $5,016,070 $8,632,813 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 149,586 $ 168,316 Gas imbalance payable 109,044 109,044 ---------- ---------- Total current liabilities $ 258,630 $ 277,360 ACCRUED LIABILITY $ 142,686 $ 142,686 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 139,956)($ 97,523) Limited Partners, issued and outstanding, 221,484 units 4,754,710 8,310,290 ---------- ---------- Total Partners' capital $4,614,754 $8,212,767 ---------- ---------- $5,016,070 $8,632,813 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 --------- -------- REVENUES: Oil and gas sales $691,158 $736,246 Interest and other income 6,846 2,613 Loss on sale of oil and gas properties ( 233) - -------- -------- $697,771 $738,859 COSTS AND EXPENSES: Lease operating $245,827 $362,323 Production tax 39,891 39,670 Depreciation, depletion, and amortization of oil and gas properties 263,240 340,183 General and administrative (Note 2) 70,982 65,817 -------- -------- $619,940 $807,993 -------- -------- NET INCOME (LOSS) $ 77,831 ($ 69,134) ======== ======== GENERAL PARTNER - NET INCOME $ 14,079 $ 10,150 ======== ======== LIMITED PARTNERS - NET INCOME (LOSS) $ 63,752 ($ 79,284) ======== ======== NET INCOME (LOSS) per unit $ .29 ($ .36) ======== ======== UNITS OUTSTANDING 221,484 221,484 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -23- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- ---------- REVENUES: Oil and gas sales $1,625,145 $1,456,314 Interest and other income 11,424 5,104 Loss on sale of oil and gas properties ( 233) - ---------- ---------- $1,636,336 $1,461,418 COSTS AND EXPENSES: Lease operating $ 530,658 $ 632,668 Production tax 86,748 78,525 Depreciation, depletion, and amortization of oil and gas properties 534,918 650,286 Impairment provision 2,884,405 - General and administrative (Note 2) 143,163 138,102 ---------- ---------- $4,179,892 $1,499,581 ---------- ---------- NET LOSS ($2,543,556) ($ 38,163) ========== ========== GENERAL PARTNER - NET INCOME $ 9,024 $ 24,103 ========== ========== LIMITED PARTNERS - NET LOSS ($2,552,580) ($ 62,266) ========== ========== NET LOSS per unit ($ 11.52) ($ .28) ========== ========== UNITS OUTSTANDING 221,484 221,484 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss ($2,543,556) ($ 38,163) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 534,918 650,286 Impairment provision 2,884,405 - Loss on sale of oil and gas properties 233 - (Increase) decrease in accounts receivable - oil and gas sales 183,475 ( 38,258) Decrease in accounts payable ( 18,730) ( 3,792) ---------- -------- Net cash provided by operating activities $1,040,745 $570,073 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 9,285) ($ 6,005) Proceeds from sale of oil and gas properties 5,567 6,307 ---------- -------- Net cash provided (used) by investing activities ($ 3,718) $ 302 CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,054,457) ($556,824) ---------- -------- Net cash used by financing activities ($1,054,457) ($556,824) ---------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 17,430) $ 13,551 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 504,658 324,616 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 487,228 $338,167 ========== ======== The accompanying condensed notes are an integral part of these financial statements. -25- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 1997 1996 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 345,153 $ 315,955 Accounts receivable: Oil and gas sales 296,152 408,115 ---------- ---------- Total current assets $ 641,305 $ 724,070 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,405,367 4,150,885 DEFERRED CHARGE 102,775 102,775 ---------- ---------- $3,149,447 $4,977,730 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 88,503 $ 99,540 Gas imbalance payable 54,219 54,219 ---------- ---------- Total current liabilities $ 142,722 $ 153,759 ACCRUED LIABILITY $ 86,853 $ 86,853 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 80,996) ($ 58,669) Limited Partners, issued and outstanding, 121,925 units 3,000,868 4,795,787 ---------- ---------- Total Partners' capital $2,919,872 $4,737,118 ---------- ---------- $3,149,447 $4,977,730 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -26- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ---------- -------- REVENUES: Oil and gas sales $434,013 $467,200 Interest and other income 4,431 1,359 Gain on sale of oil and gas properties 4,943 4,260 -------- -------- $443,387 $472,819 COSTS AND EXPENSES: Lease operating $158,170 $236,277 Production tax 24,255 24,777 Depreciation, depletion, and amortization of oil and gas properties 147,683 209,401 General and administrative (Note 2) 39,131 36,346 -------- -------- $369,239 $506,801 -------- -------- NET INCOME (LOSS) $ 74,148 ($ 33,982) ======== ======== GENERAL PARTNER - NET INCOME $ 9,394 $ 6,677 ======== ======== LIMITED PARTNERS - NET INCOME (LOSS) $ 64,754 ($ 40,659) ======== ======== NET INCOME (LOSS) per unit $ .53 ($ .33) ======== ======== UNITS OUTSTANDING 121,925 121,925 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -27- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ -------- REVENUES: Oil and gas sales $1,007,130 $923,265 Interest and other income 7,392 2,655 Gain on sale of oil and gas properties 4,943 4,496 ---------- -------- $1,019,465 $930,416 COSTS AND EXPENSES: Lease operating $ 345,188 $415,417 Production tax 52,422 49,106 Depreciation, depletion, and amortization of oil and gas properties 300,196 404,718 Impairment provision 1,449,404 - General and administrative (Note 2) 78,891 76,102 ---------- -------- $2,226,101 $945,343 ---------- -------- NET LOSS ($1,206,636) ($ 14,927) ========== ======== GENERAL PARTNER - NET INCOME $ 9,283 $ 15,442 ========== ======== LIMITED PARTNERS - NET LOSS ($1,215,919) ($ 30,369) ========== ======== NET LOSS per unit ($ 9.97) ($ .25) ========== ======== UNITS OUTSTANDING 121,925 121,925 ========== ======== The accompanying condensed notes are an integral part of these financial statements. -28- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) 1997 1996 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss ($1,206,636) ($ 14,927) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 300,196 404,718 Impairment provision 1,449,404 - Gain on sale of oil and gas properties ( 4,943) ( 4,496) (Increase) decrease in accounts receivable - oil and gas sales 111,963 ( 27,805) Decrease in accounts payable ( 11,037) ( 3,408) ---------- -------- Net cash provided by operating activities $ 638,947 $354,082 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 11,956) ($ 5,439) Proceeds from sale of oil and gas properties 12,817 4,496 ---------- -------- Net cash provided (used) by investing activities $ 861 ($ 943) CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 610,610) ($349,919) ---------- -------- Net cash used by financing activities ($ 610,610) ($349,919) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 29,198 $ 3,220 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 315,955 188,474 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 345,153 $191,694 ========== ======== The accompanying condensed notes are an integral part of these financial statements. -29- GEODYNE ENERGY INCOME PROGRAM III LIMITED PARTNERSHIPS CONDENSED NOTES TO THE FINANCIAL STATEMENTS JUNE 30, 1997 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The balance sheets as of June 30, 1997, statements of operations for the three and six months ended June 30, 1997 and 1996 and 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 Partnerships (the "General Partner"), without audit. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the financial position at June 30, 1997, the results of operations for the three and six months ended June 30, 1997 and 1996 and the 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. The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. OIL AND GAS PROPERTIES ---------------------- The Partnerships follow the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalize all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion, of the General Partner's property screening costs. The acquisition cost to the Partnerships of properties acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held by the General Partner. Leasehold impairment is recognized based upon an individual property assessment and exploratory experience. Upon discovery of commercial reserves, leasehold costs are transferred to producing properties. Depletion of the costs of producing oil and gas properties, amortization of related intangible drilling and development costs, and depreciation of tangible lease and well equipment are computed on the unit-of-production method. The Partnerships' depletion, depreciation, and amortization includes estimated -30- dismantlement and abandonment costs, net of estimated salvage value. When complete units of depreciable property are retired or sold, the asset cost and related accumulated depreciation are eliminated with any gain or loss reflected in income. When less than complete units of depreciable property are retired or sold, the difference between asset cost and salvage value is charged or credited to accumulated depreciation. 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 oil and gas properties for each field exceed the expected undiscounted future cash flows from such properties, the cost of the properties is written down to fair value, which is determined by using the discounted future cash flows from the properties. 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 ----------- ------------ III-A $1,617,006 III-B 738,122 III-C 1,696,418 III-D 932,243 III-E 2,893,741 III-F 2,884,405 III-G 1,449,404 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 Partnership Agreements governing the Partnerships provide for reimbursement to the General Partner for all direct general and administrative expenses and for the general and administrative overhead applicable to the Partnerships based on an allocation of actual costs incurred by the General Partner. During the six months ended June 30, 1997 the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ----------------- -------------- III-A $25,801 $138,936 III-B 13,637 72,810 III-C 29,265 128,706 III-D 16,325 68,952 -31- III-E 51,014 220,140 III-F 26,595 116,568 III-G 14,721 64,170 Affiliates of the Partnerships operate certain of the Partnerships' properties and their policy is to bill the Partnerships for all customary charges and cost reimbursements associated with their activities. The receivable from the General Partner at December 31, 1996 for the III-C Partnership represented proceeds due to the III-C Partnership for the sale of oil and gas properties during the fourth quarter of 1996. Subsequent to December 31, 1996 such receivable was collected by the III-C Partnership. The receivable from the General Partner at June 30, 1997 for the III-C Partnership represents credits due to the III-C Partnership for general and administrative expenses. Subsequent to June 30, 1997 such receivable was collected by the III-C Partnership. -32- ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate," "believe," "expect," "plan," "intend," "estimate," "project," "could," "may," and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, or otherwise indicated. GENERAL - ------- The Partnerships are engaged in the business of owning interests in producing oil and gas properties located in the continental United States. In general, a Partnership acquired producing properties and has not engaged in development drilling or enhanced recovery projects, except as an incidental part of the management of the producing properties acquired. Therefore, the economic life of each Partnership is limited to the period of time required to fully produce its acquired oil and gas reserves. The net proceeds from the oil and gas operations are distributed to the Limited Partners and the General Partner in accordance with the terms of the Partnership Agreements governing the Partnerships. 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: -33- Limited Date of Partner Capital Partnership Activation Contributions ----------- ------------------ --------------- III-A November 21, 1989 $26,397,600 III-B January 24, 1990 13,833,600 III-C February 27, 1990 24,453,600 III-D September 5, 1990 13,100,800 III-E December 26, 1990 41,826,600 III-F March 7, 1991 22,148,400 III-G September 20, 1991 12,192,500 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from operations less necessary operating capital are distributed to Limited Partners on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. 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 Partnerships' 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 beneficial 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. -34- An analysis of the change in net oil and gas operations (oil and gas sales, less lease operating expenses and production taxes), is presented in the tables within "Results of Operations". Generally, the Partnerships' operations during the six months ended June 30, 1997 reflect an increase in total revenues compared to the same periods in 1996. Management believes this increase generally resulted from an increase in oil and gas prices. Refer to "Liquidity and Capital Resources" above for a discussion of factors impacting prices. PARTNERSHIP III-A THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Oil and gas sales $850,857 $996,946 Oil and gas production expenses $207,500 $256,929 Barrels produced 10,493 12,660 Mcf produced 274,541 373,479 Average price/Bbl $ 18.88 $ 20.04 Average price/Mcf $ 2.38 $ 1.99 As shown in the above table, total oil and gas sales decreased $146,089 (14.7%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $43,000 and $197,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $12,000 was related to a decrease in the average price of oil sold, partially offset by an increase of approximately $107,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 2,167 barrels and 98,938 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 normal declines in production due to diminished oil reserves on two wells. 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) the sale of several gas producing wells during 1996. Average oil prices decreased to $18.88 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 $2.38 per Mcf for the three months ended June 30, 1997 from $1.99 per Mcf for the three months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $49,429 (19.2%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease 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. As a percentage of oil and gas sales, these expenses remained relatively constant at 24.4% for the three months ended June 30, 1997 and 25.8% for the three months ended June 30, 1996. Depreciation, depletion, and amortization of oil and gas properties decreased $119,906 (33.6%) for the three months ended -35- June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) 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. As a percentage of oil and gas sales, this expense decreased to 27.9% for the three months ended June 30, 1997 from 35.8% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 $5,952 (7.6%) 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 oil and gas sales, these expenses increased to 9.9% for the three months ended June 30, 1997 from 7.9% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease 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 ---------- ---------- Oil and gas sales $1,866,601 $1,906,916 Oil and gas production expenses $ 410,227 $ 466,679 Barrels produced 21,627 25,282 Mcf produced 560,309 740,714 Average price/Bbl $ 20.35 $ 19.67 Average price/Mcf $ 2.55 $ 1.90 As shown in the above table, total oil and gas sales decreased $40,315 (2.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this decrease, approximately $72,000 and $343,000, respectively, were related to decreases in volumes of oil and gas sold, partially offset by increases of approximately $15,000 and $364,000, respectively, related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 3,655 barrels and 180,405 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) normal declines in production due to diminished gas reserves on several wells, (ii) the sale of several gas producing wells during 1996, and (iii) a positive gas balancing adjustment made by the operator on one well during the six months ended June 30, 1996. Average oil and gas prices increased to $20.35 per barrel and $2.55 per Mcf, respectively, for the six months ended June 30, 1997 from $19.67 per barrel and $1.90 per Mcf, respectively, for the six months ended June 30, 1996. -36- Oil and gas production expenses (including lease operating expenses and production taxes) decreased $56,452 (12.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease 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. As a percentage of oil and gas sales, these expenses decreased to 22.0% for the six months ended June 30, 1997 from 24.5% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $221,136 (31.3%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) 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. As a percentage of oil and gas sales, this expense decreased to 26.0% for the six months ended June 30, 1997 from 37.0% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 III-A Partnership recognized a non-cash charge against earnings of $1,617,006 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-A Partnership's adoption of SFAS No. 121. Of this amount, $184,644 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 $1,432,362 was related to impairment of unproved properties. No similar charge was necessary during the six months ended June 30, 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 oil and gas sales, these expenses remained relatively constant at 8.8% for the six months ended June 30, 1997 and 8.6% for the six months ended June 30, 1996. The Limited Partners have received cash distributions through June 30, 1997 totaling $22,017,701 or 83.41% of Limited Partners' capital contributions. PARTNERSHIP III-B THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. -37- Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Oil and gas sales $501,249 $566,244 Oil and gas production expenses $115,528 $142,026 Barrels produced 9,601 9,657 Mcf produced 138,193 191,237 Average price/Bbl $ 19.08 $ 20.22 Average price/Mcf $ 2.30 $ 1.94 As shown in the above table, total oil and gas sales decreased $64,995 (11.5%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $103,000 was related to a decrease in volumes of gas sold and approximately $11,000 was related to a decrease in the average price of oil sold, partially offset by an increase of approximately $50,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 56 barrels and 53,044 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) the sale of several gas producing wells during 1996. Average oil prices decreased to $19.08 per barrel for the three months ended June 30, 1997 from $20.22 per barrel for the three months ended June 30, 1996, while average gas prices increased to $2.30 per Mcf for the three months ended June 30, 1997 from $1.94 per Mcf for the three months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $26,498 (18.7%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses decreased to 23.0% for the three months ended June 30, 1997 from 25.1% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $62,522 (31.4%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 27.2% for the three months ended June 30, 1997 from 35.1% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 $2,994 (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 an increase in professional fees during the three months -38- ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses increased to 8.8% for the three months ended June 30, 1997 from 7.3% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease 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 ---------- ---------- Oil and gas sales $1,094,356 $1,086,126 Oil and gas production expenses $ 243,812 $ 252,392 Barrels produced 19,258 19,408 Mcf produced 280,208 375,994 Average price/Bbl $ 20.45 $ 19.75 Average price/Mcf $ 2.50 $ 1.87 As shown in the table above, total oil and gas sales remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. While the average prices of oil and gas sold increased during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, any resulting increase in oil and gas sales was offset by decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 150 barrels and 95,786 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) normal declines in production due to diminished gas reserves on several wells, (ii) the sale of several gas producing wells during 1996, and (iii) a positive gas balancing adjustment made by the operator on one well during the six months ended June 30, 1996. Average oil and gas prices increased to $20.45 per barrel and $2.50 per Mcf, respectively, for the six months ended June 30, 1997 from $19.75 per barrel and $1.87 per Mcf, respectively, for the six months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $8,580 (3.4%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from the decrease in volumes of gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, partially offset by credits issued on one well during the six months ended June 30, 1996 for prior period rental expenses. As a percentage of oil and gas sales, these expenses remained relatively constant at 22.3% for the six months ended June 30, 1997 and 23.2% for the six months ended June 30, 1996. Depreciation, depletion, and amortization of oil and gas properties decreased $117,425 (29.9%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of oil and gas sales, this -39- expense decreased to 25.2% for the six months ended June 30, 1997 from 36.2% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 III-B Partnership recognized a non-cash charge against earnings of $738,122 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-B Partnership's adoption of SFAS No. 121. Of this amount, $77,653 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 $660,469 was related to impairment of unproved properties. No similar charge was necessary during the six months ended June 30, 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 oil and gas sales, these expenses remained relatively constant at 7.9% for the six months ended June 30, 1997 and 8.0% for the six months ended June 30, 1996. The Limited Partners have received cash distributions through June 30, 1997 totaling $12,847,353 or 92.87% of Limited Partners' capital contributions. PARTNERSHIP III-C THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Oil and gas sales $658,254 $799,897 Oil and gas production expenses $155,551 $193,309 Barrels produced 6,448 6,651 Mcf produced 268,585 355,664 Average price/Bbl $ 20.11 $ 20.60 Average price/Mcf $ 1.97 $ 1.86 As shown in the above table, total oil and gas sales decreased $141,643 (17.7%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $162,000 was related to a decrease in volumes of gas sold, partially offset by an increase of approximately $30,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 203 barrels and 87,079 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) negative prior period volume adjustments made by the purchasers on two wells during the three months ended June 30, 1997, (ii) a positive prior period volume adjustment made by the purchaser on -40- one well during the three months ended June 30, 1996, and (iii) normal declines in production due to diminished gas reserves on several wells. Average oil prices decreased to $20.11 per barrel for the three months ended June 30, 1997 from $20.60 per barrel for the three months ended June 30, 1996, while average gas prices increased to $1.97 per Mcf for the three months ended June 30, 1997 from $1.86 per Mcf for the three months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $37,758 (19.5%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses remained relatively constant at 23.6% for the three months ended June 30, 1997 and 24.2% for the three months ended June 30, 1996. Depreciation, depletion, and amortization of oil and gas properties decreased $117,217 (39.3%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 27.5% for the three months ended June 30, 1997 from 37.3% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 $4,629 (6.4%) 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 oil and gas sales, this expense increased to 11.7% for the three months ended June 30, 1997 from 9.1% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease 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 ---------- ---------- Oil and gas sales $1,600,086 $1,615,671 Oil and gas production expenses $ 372,887 $ 397,313 Barrels produced 13,182 14,680 Mcf produced 579,067 732,140 Average price/Bbl $ 20.79 $ 19.36 Average price/Mcf $ 2.29 $ 1.82 -41- As shown in the table above, total oil and gas sales remained relatively constant for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. While the volumes of oil and gas sold decreased during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, any resulting decrease in oil and gas sales was offset by increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 1,498 barrels and 153,073 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) positive prior period volume adjustments made by the purchasers on several wells during the six months ended June 30, 1996, and (iii) normal declines in production due to diminished gas reserves on several wells. Average oil and gas prices increased to $20.79 per barrel and $2.29 per Mcf, respectively, for the six months ended June 30, 1997 from $19.36 per barrel and $1.82 per Mcf, respectively, for the six months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $24,426 (6.2%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from the decrease in volumes of gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, partially offset by credits issued on one well during the six months ended June 30, 1996 for prior period rental expenses. As a percentage of oil and gas sales, these expenses remained relatively constant at 23.3% for the six months ended June 30, 1997 and 24.6% for the six months ended June 30, 1996. Depreciation, depletion, and amortization of oil and gas properties decreased $230,682 (37.3%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 24.2% for the six months ended June 30, 1997 from 38.2% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 III-C Partnership recognized a non-cash charge against earnings of $1,696,418 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-C Partnership's adoption of SFAS No. 121. Of this amount, $234,271 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 $1,462,147 was related to impairment of unproved properties. No similar charge was necessary during the six months ended June 30, 1996. -42- 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 oil and gas sales, these expenses remained relatively constant at 9.9% for the six months ended June 30, 1997 and 9.4% for the six months ended June 30, 1996. The Limited Partners have received cash distributions through June 30, 1997 totaling $14,227,795 or 58.18% of Limited Partners' capital contributions. PARTNERSHIP III-D THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Oil and gas sales $490,474 $562,880 Oil and gas production expenses $179,694 $192,399 Barrels produced 9,513 11,200 Mcf produced 176,235 175,787 Average price/Bbl $ 18.85 $ 19.68 Average price/Mcf $ 1.77 $ 1.95 As shown in the table above, total oil and gas sales decreased $72,406 (12.9%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $8,000 and $32,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $33,000 was related to a decrease in volumes of oil sold. Volumes of oil sold decreased 1,687 barrels, while volumes of gas sold increased 448 Mcf for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Average oil and gas prices decreased to $18.85 per barrel and $1.77 per Mcf, respectively, for the three months ended June 30, 1997 from $19.68 per barrel and $1.95 per Mcf, respectively, for the three months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $12,705 (6.6%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) the decrease in volumes of oil 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 oil and gas sales discussed above. As a percentage of oil and gas sales this expense increased to 36.6% for the three months ended June 30, 1997 from 34.2% for the three months ended June 30, 1996. This percentage increase was primarily due to the decreases 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. Depreciation, depletion, and amortization of oil and gas properties remained relatively constant for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, this expense increased to 20.9% for the three months ended June 30, 1997 from -43- 18.5% for the three months ended June 30, 1996. This percentage increase was primarily due to the decreases 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 $2,892 (7.4%) 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 oil and gas sales, these expenses increased to 8.5% for the three months ended June 30, 1997 from 6.9% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease 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 ---------- ---------- Oil and gas sales $1,261,524 $1,097,416 Oil and gas production expenses $ 414,476 $ 390,339 Barrels produced 21,955 22,078 Mcf produced 362,492 378,701 Average price/Bbl $ 20.42 $ 18.90 Average price/Mcf $ 2.24 $ 1.80 As shown in the table above, total oil and gas sales increased $164,108 (15.0%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this increase, approximately $33,000 and $159,000, respectively, were related to increases in the average prices of oil and gas sold, partially offset by a decrease of approximately $29,000 related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 123 barrels and 16,209 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $20.42 per barrel and $2.24 per Mcf, respectively, for the six months ended June 30, 1997 from $18.90 per barrel and $1.80 per Mcf, respectively, for the six months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) increased $24,137 (6.2%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This increase resulted primarily from (i) an increase in production taxes associated with the increase in oil and gas sales discussed above and (ii) workover expenses incurred on one well during the six months ended June 30, 1997 in order to improve the recovery of reserves, partially offset by the decrease in volumes of gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of oil and gas sales, these expenses decreased to 32.9% for the six months ended June 30, 1997 from 35.6% 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 six months ended June 30, 1996. -44- Depreciation, depletion, and amortization of oil and gas properties decreased $56,019 (20.5%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 17.2% for the six months ended June 30, 1997 from 24.9% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 III-D Partnership recognized a non-cash charge against earnings of $932,243 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-D Partnership's adoption of SFAS No. 121. Of this amount, $485,820 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 $446,423 was related to impairment of unproved properties. No similar charge was necessary during the six months ended June 30, 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 oil and gas sales, these expenses decreased to 6.8% for the six months ended June 30, 1997 from 7.5% for the six months ended June 30, 1996. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners have received cash distributions through June 30, 1997 totaling $6,927,669 or 52.88% of Limited Partners' capital contributions. PARTNERSHIP III-E THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, ---------------------------- 1997 1996 ---------- ---------- Oil and gas sales $2,106,131 $2,123,185 Oil and gas production expenses $1,025,382 $1,071,465 Barrels produced 53,422 62,938 Mcf produced 585,780 487,162 Average price/Bbl $ 18.22 $ 19.38 Average price/Mcf $ 1.93 $ 1.85 As shown in the table above, total oil and gas sales remained relatively constant for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Any decrease in oil and gas sales related to the decreases in volumes and the -45- average price of oil sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996 was offset by increases related to increases in volumes and the average price of gas sold. Volumes of oil sold decreased 9,516 barrels, while volumes of gas sold increased 98,618 Mcf, respectively, for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. The increase in volumes of gas sold resulted primarily from (i) a positive prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1997, (ii) a negative prior period volume adjustment made by the purchaser on another well during the three months ended June 30, 1996, and (iii) increased production on one well due to a workover performed during the last half of 1996 in order to improve the recovery of reserves. Average oil prices decreased to $18.22 per barrel for the three months ended June 30, 1997 from $19.38 per barrel for the three months ended June 30, 1996. Average gas prices increased to $1.93 per Mcf for the three months ended June 30, 1997 from $1.85 per Mcf for the three months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $46,083 (4.3%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) a positive prior period adjustment made by the operator of one well during the three months ended June 30, 1997 related to ad valorem taxes and (ii) overall decreases in general repairs and maintenance expenses incurred on several wells during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996, partially offset by the increase in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses decreased to 48.7% for the three months ended June 30, 1997 from 50.5% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $38,957 (8.1%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from an upward revision in the estimate of remaining oil reserves at December 31, 1996, partially offset by the increase in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 20.9% for the three months ended June 30, 1997 from 22.5% 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 $10,076 (8.1%) 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 and printing and postage expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses increased to 6.4% for the three -46- months ended June 30, 1997 from 5.8% for the three months ended June 30, 1996. This percentage increase was primarily due to the dollar increase in general and administrative expenses 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 ---------- ---------- Oil and gas sales $5,036,109 $4,155,385 Oil and gas production expenses $2,157,837 $2,053,931 Barrels produced 127,241 121,001 Mcf produced 1,153,345 1,061,015 Average price/Bbl $ 20.22 $ 18.77 Average price/Mcf $ 2.14 $ 1.85 As shown in the table above, total oil and gas sales increased $880,724 (21.2%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this increase, approximately $184,000 and $334,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $117,000 and $171,000, respectively, were related to increases in volumes of oil and gas sold. Volumes of oil and gas sold increased 6,240 barrels and 92,330 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $20.22 per barrel and $2.14 per Mcf, respectively, for the six months ended June 30, 1997 from $18.77 per barrel and $1.85 per Mcf, respectively, for the six months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) increased $103,906 (5.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This increase resulted primarily from increases 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. As a percentage of oil and gas sales, these expenses decreased to 42.8% for the six months ended June 30, 1997 from 49.4% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $34,276 (3.6%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from an upward revision in the estimate of remaining oil reserves at December 31, 1996, partially offset by increases 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. As a percentage of oil and gas sales, this expense decreased to 18.5% for the six months ended June 30, 1997 from 23.2% 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. -47- As set forth under "Results of Operations" above, the III-E Partnership recognized a non-cash charge against earnings of $2,893,741 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-E Partnership's adoption of SFAS No. 121. Of this amount, $2,042,775 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 $850,966 was related to impairment of unproved properties. No similar charge was necessary during the six months ended June 30, 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 oil and gas sales, these expenses decreased to 5.4% for the six months ended June 30, 1997 from 6.3% for the six months ended June 30, 1996. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners have received cash distributions through June 30, 1997 totaling $25,413,016 or 60.76% of Limited Partners' capital contributions. PARTNERSHIP III-F THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, ---------------------------- 1997 1996 -------- -------- Oil and gas sales $691,158 $736,245 Oil and gas production expenses $285,718 $401,993 Barrels produced 18,583 18,820 Mcf produced 223,129 266,461 Average price/Bbl $ 18.86 $ 19.16 Average price/Mcf $ 1.53 $ 1.41 As shown in the table above, total oil and gas sales decreased $45,087 (6.1%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $5,000 and $61,000, 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, partially offset by an increase of approximately $27,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 237 barrels and 43,332 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) the shutting-in of two wells during the three months ended June 30, 1997 to perform workovers in order to improve the recovery of reserves, (ii) a normal decline in production due to diminished gas reserves on one well, (iii) a negative prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1997, and (iv) the shutting-in of another well during the three months ended June 30, 1997 due to mechanical difficulties. Average oil prices decreased to $18.86 -48- per barrel for the three months ended June 30, 1997 from $19.16 per barrel for the three months ended June 30, 1996. Average gas prices increased to $1.53 per Mcf for the three months ended June 30, 1997 from $1.41 per Mcf for the three months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $116,275 (28.9%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) the sale of one well during 1996, (ii) decreases in surface repair and maintenance expenses incurred on two wells during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996, and (iii) the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses decreased to 41.3% for the three months ended June 30, 1997 from 54.6% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in production expenses 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. Depreciation, depletion, and amortization of oil and gas properties decreased $76,943 (22.6%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 38.1% for the three months ended June 30, 1997 from 46.2% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 $5,165 (7.9%) 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 and printing and postage expenses during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses increased to 10.3% for the three months ended June 30, 1997 from 8.9% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease 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 ---------- ---------- Oil and gas sales $1,625,145 $1,456,313 Oil and gas production expenses $ 617,406 $ 711,193 Barrels produced 34,978 37,959 -49- Mcf produced 470,113 497,469 Average price/Bbl $ 19.92 $ 18.56 Average price/Mcf $ 1.98 $ 1.51 As shown in the table above, total oil and gas sales increased $168,832 (11.6%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this increase, approximately $48,000 and $221,000, respectively, were related to increases in the average prices of oil and gas sold, partially offset by decreases of approximately $55,000 and $41,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 2,981 barrels and 27,356 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $19.92 per barrel and $1.98 per Mcf, respectively, for the six months ended June 30, 1997 from $18.56 per barrel and $1.51 per Mcf, respectively, for the six months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $93,787 (13.2%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) the sale of two wells during 1996, (ii) workover expenses incurred on two wells during the six months ended June 30, 1996 in order to improve the recovery of reserves, (iii) a decrease in general repairs and maintenance expenses incurred on one well during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, and (iv) 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. As a percentage of oil and gas sales, these expenses decreased to 38.0% for the six months ended June 30, 1997 from 44.7% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $115,368 (17.7%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) 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. As a percentage of oil and gas sales, this expense decreased to 32.9% for the six months ended June 30, 1997 from 44.7% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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. As set forth under "Results of Operations" above, the III-F Partnership recognized a non-cash charge against earnings of $2,884,405 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-F Partnership's adoption of SFAS No. 121. -50- Of this amount, $2,078,019 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 $806,386 was related to impairment of unproved properties. No similar charge was necessary during the six months ended June 30, 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 oil and gas sales, these expenses decreased to 8.8% for the six months ended June 30, 1997 from 9.5% for the six months ended June 30, 1996. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners have received cash distributions through June 30, 1997 totaling $9,369,904 or 42.31% of Limited Partners' capital contributions. PARTNERSHIP III-G THREE MONTHS ENDED JUNE 30, 1997 AS COMPARED TO THE THREE MONTHS ENDED JUNE 30, 1996. Three Months Ended June 30, --------------------------- 1997 1996 -------- -------- Oil and gas sales $434,013 $467,201 Oil and gas production expenses $182,425 $261,054 Barrels produced 13,330 13,704 Mcf produced 117,810 142,136 Average price/Bbl $ 18.99 $ 19.21 Average price/Mcf $ 1.54 $ 1.44 As shown in the table above, total oil and gas sales decreased $33,188 (7.1%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. Of this decrease, approximately $7,000 and $35,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $3,000 was related to a decrease in the average price of oil sold, partially offset by an increase of approximately $12,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 374 barrels and 24,326 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) the shutting-in of two wells during the three months ended June 30, 1997 to perform workovers in order to improve the recovery of reserves, (ii) a normal decline in production due to diminished gas reserves on one well, (iii) a negative prior period volume adjustment made by the purchaser on one well during the three months ended June 30, 1997, and (iv) the shutting-in of another well during the three months ended June 30, 1997 due to mechanical difficulties. Average oil prices decreased to $18.99 per barrel for the three months ended June 30, 1997 from $19.21 per barrel for the three months ended June 30,1996. Average gas prices increased to $1.54 per Mcf for the three months ended June 30, 1997 from $1.44 per Mcf for the three months ended June 30, 1996. -51- Oil and gas production expenses (including lease operating expenses and production taxes) decreased $78,629 (30.1%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) the sale of one well during 1996, (ii) decreases in surface repair and maintenance expenses incurred on two wells during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996, (iii) workover expenses incurred on one well during the three months ended June 30, 1996 in order to improve the recovery of reserves, and (iv) decreases in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses decreased to 42.0% for the three months ended June 30, 1997 from 55.9% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $61,718 (29.5%) for the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) the decrease in volumes of gas sold during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, this expense decreased to 34.0% for the three months ended June 30, 1997 from 44.8% for the three months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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 $2,785 (7.7%) 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 professional fees during the three months ended June 30, 1997 as compared to the three months ended June 30, 1996. As a percentage of oil and gas sales, these expenses increased to 9.0% for the three months ended June 30, 1997 from 7.8% for the three months ended June 30, 1996. This percentage increase was primarily due to the decrease 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 ---------- -------- Oil and gas sales $1,007,130 $923,266 Oil and gas production expenses $ 397,610 $464,523 Barrels produced 25,390 27,780 Mcf produced 249,707 266,946 Average price/Bbl $ 20.01 $ 18.60 Average price/Mcf $ 2.00 $ 1.52 -52- As shown in the table above, total oil and gas sales increased $83,865 (9.1%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Of this increase, approximately $36,000 and $120,000, respectively, were related to increases in the average prices of oil and gas sold, partially offset by decreases of approximately $44,000 and $26,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 2,390 barrels and 17,239 Mcf, respectively, for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. Average oil and gas prices increased to $20.01 per barrel and $2.00 per Mcf, respectively, for the six months ended June 30, 1997 from $18.60 per barrel and $1.52 per Mcf, respectively, for the six months ended June 30, 1996. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $66,913 (14.4%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) the sale of two wells during 1996, (ii) workover expenses incurred on three wells during the six months ended June 30, 1996 in order to improve the recovery of reserves, (iii) a decrease in general repairs and maintenance expenses incurred on one well during the six months ended June 30, 1997 as compared to the six months ended June 30, 1996, and (iv) 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. As a percentage of oil and gas sales, these expenses decreased to 39.5% for the six months ended June 30, 1997 from 50.3% 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. Depreciation, depletion, and amortization of oil and gas properties decreased $104,522 (25.8%) for the six months ended June 30, 1997 as compared to the six months ended June 30, 1996. This decrease resulted primarily from (i) an upward revision in the estimate of remaining oil reserves at December 31, 1996 and (ii) 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. As a percentage of oil and gas sales, this expense decreased to 29.8% for the six months ended June 30, 1997 from 43.8% for the six months ended June 30, 1996. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization 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. As set forth under "Results of Operations" above, the III-G Partnership recognized a non-cash charge against earnings of $1,449,404 for the six months ended June 30, 1997. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the III-G Partnership's adoption of SFAS No. 121. Of this amount, $1,010,738 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 $438,666 was related to impairment -53- of unproved properties. No similar charge was necessary during the six months ended June 30, 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 oil and gas sales, these expenses decreased to 7.8% for the six months ended June 30, 1997 from 8.2% for the six months ended June 30, 1996. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners have received cash distributions through June 30, 1997 totaling $4,748,287 or 38.94% of Limited Partners' capital contributions. -54- PART II: OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS As further described in the Partnerships' Report on Form 8-K filed April 2, 1997 (the "Form 8-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 8-K. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits: 27.1 Financial Data Schedule containing summary financial information extracted from the III-A Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.2 Financial Data Schedule containing summary financial information extracted from the III-B 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 III-C 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 III-D 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 III-E 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 III-F Partnership's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.7 Financial Data Schedule containing summary financial information extracted from the III-G 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: -55- Current Reports on Form 8-K filed during second quarter of 1997: Date of event: March 20, 1997 Date filed with SEC: April 2, 1997 Item included: Item 5 - Other Events -56- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G (Registrant) By: GEODYNE RESOURCES, INC. General Partner Date: August 13, 1997 By: /s/Dennis R. Neill ------------------------------- (Signature) Dennis R. Neill President Date: August 13, 1997 By: /s/Patrick M. Hall -------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer -57- INDEX TO EXHIBITS ----------------- NUMBER DESCRIPTION - ------ ----------- 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-A's financial statements as of June 30, 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 Energy Income Limited Partnership III-B'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 Energy Income Limited Partnership III-C'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 Energy Income Limited Partnership III-D'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 Energy Income Limited Partnership III-E'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 Energy Income Limited Partnership III-F's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. 27.7 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership III-G's financial statements as of June 30, 1997 and for the six months ended June 30, 1997, filed herewith. All other exhibits are omitted as inapplicable.