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, 2001 Commission File Number: P-1: 0-17800 P-3: 0-18306 P-5: 0-18637 P-2: 0-17801 P-4: 0-18308 P-6: 0-18937 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 --------------------------------------------------------------------- (Exact name of Registrant as specified in its Articles) P-1 73-1330245 P-2 73-1330625 P-1 and P-2: P-3 73-1336573 Texas P-4 73-1341929 P-3 through P-6: P-5 73-1353774 Oklahoma P-6 73-1357375 ---------------------------- ------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or Number) organization) Two West Second Street, Tulsa, Oklahoma 74103 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(918) 583-1791 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ -1- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2001 2000 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 389,851 $ 284,937 Accounts receivable: Net Profits 215,030 280,155 ---------- ---------- Total current assets $ 604,881 $ 565,092 NET PROFITS INTERESTS, net, utilizing the successful efforts method 839,476 892,090 ---------- ---------- $1,444,357 $1,457,182 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 71,805) ($ 64,717) Limited Partners, issued and outstanding, 108,074 units 1,516,162 1,521,899 ---------- ---------- Total Partners' capital $1,444,357 $1,457,182 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -2- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Net Profits $430,320 $293,033 Interest income 3,181 2,352 Gain (loss) on sale of Net Profits Interests ( 544) 6,618 -------- -------- $432,957 $302,003 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 37,271 $ 32,748 General and administrative (Note 2) 29,970 30,019 -------- -------- $ 67,241 $ 62,767 -------- -------- NET INCOME $365,716 $239,236 ======== ======== GENERAL PARTNER - NET INCOME $ 39,608 $ 26,635 ======== ======== LIMITED PARTNERS - NET INCOME $326,108 $212,601 ======== ======== NET INCOME per unit $ 3.02 $ 1.97 ======== ======== UNITS OUTSTANDING 108,074 108,074 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -3- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Net Profits $859,598 $583,666 Interest income 6,473 4,340 Gain (loss) on sale of Net Profits Interests ( 680) 12,948 -------- -------- $865,391 $600,954 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 68,786 $ 74,196 General and administrative (Note 2) 75,709 68,652 -------- -------- $144,495 $142,848 -------- -------- NET INCOME $720,896 $458,106 ======== ======== GENERAL PARTNER - NET INCOME $ 77,633 $ 52,054 ======== ======== LIMITED PARTNERS - NET INCOME $643,263 $406,052 ======== ======== NET INCOME per unit $ 5.95 $ 3.76 ======== ======== UNITS OUTSTANDING 108,074 108,074 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -4- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-1 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $720,896 $458,106 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 68,786 74,196 (Gain) loss on sale of Net Profits Interests 680 ( 12,948) (Increase) decrease in accounts receivable - Net Profits 65,125 ( 81,320) -------- -------- Net cash provided by operating activities $855,487 $438,034 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 16,852) ($ 10,239) Proceeds from sale of Net Profits Interests - 14,720 -------- -------- Net cash provided (used) by investing activities ($ 16,852) $ 4,481 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($733,721) ($416,681) -------- -------- Net cash used by financing activities ($733,721) ($416,681) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $104,914 $ 25,834 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 284,937 182,743 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $389,851 $208,577 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -5- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2001 2000 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 303,259 $ 223,864 Accounts receivable: Net Profits 176,313 229,168 ---------- ---------- Total current assets $ 479,572 $ 453,032 NET PROFITS INTERESTS, net, utilizing the successful efforts method 737,898 761,996 ---------- ---------- $1,217,470 $1,215,028 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 54,042) ($ 48,478) Limited Partners, issued and outstanding, 90,094 units 1,271,512 1,263,506 ---------- ---------- Total Partners' capital $1,217,470 $1,215,028 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -6- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Net Profits $338,697 $249,167 Interest income 2,405 1,763 Gain (loss) on sale of Net Profits Interests ( 570) 4,638 -------- -------- $340,532 $255,568 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 30,308 $ 26,972 General and administrative (Note 2) 25,102 25,164 -------- -------- $ 55,410 $ 52,136 -------- -------- NET INCOME $285,122 $203,432 ======== ======== GENERAL PARTNER - NET INCOME $ 31,000 $ 22,594 ======== ======== LIMITED PARTNERS - NET INCOME $254,122 $180,838 ======== ======== NET INCOME per unit $ 2.82 $ 2.01 ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -7- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Net Profits $679,053 $438,395 Interest income 4,935 3,382 Gain (loss) on sale of Net Profits Interests ( 663) 8,960 -------- -------- $683,325 $450,737 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 55,818 $ 60,552 General and administrative (Note 2) 65,800 57,349 -------- -------- $121,618 $117,901 -------- -------- NET INCOME $561,707 $332,836 ======== ======== GENERAL PARTNER - NET INCOME $ 60,701 $ 38,395 ======== ======== LIMITED PARTNERS - NET INCOME $501,006 $294,441 ======== ======== NET INCOME per unit $ 5.56 $ 3.27 ======== ======== UNITS OUTSTANDING 90,094 90,094 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -8- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE NPI PARTNERSHIP P-2 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $561,707 $332,836 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 55,818 60,552 (Gain) loss on sale of Net Profits Interests 663 ( 8,960) (Increase) decrease in accounts receivable - Net Profits 52,855 ( 63,029) -------- -------- Net cash provided by operating activities $671,043 $321,399 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 32,383) ($ 6,992) Proceeds from sale of Net Profits Interests - 10,721 -------- -------- Net cash provided (used) by investing activities ($ 32,383) $ 3,729 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($559,265) ($315,788) -------- -------- Net cash used by financing activities ($559,265) ($315,788) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 79,395 $ 9,340 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 223,864 148,106 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $303,259 $157,446 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -9- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2001 2000 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 564,799 $ 416,457 Accounts receivable: General Partner (Note 2) - 512 Net Profits 328,335 428,390 ---------- ---------- Total current assets $ 893,134 $ 845,359 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,377,988 1,420,233 ---------- ---------- $2,271,122 $2,265,592 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 97,497) ($ 86,997) Limited Partners, issued and outstanding, 169,637 units 2,368,619 2,352,589 ---------- ---------- Total Partners' capital $2,271,122 $2,265,592 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -10- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Net Profits $630,221 $472,733 Interest income 4,611 3,525 Gain (loss) on sale of Net Profits Interests ( 1,132) 8,570 -------- -------- $633,700 $484,828 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 55,999 $ 50,023 General and administrative (Note 2) 46,613 46,631 -------- -------- $102,612 $ 96,654 -------- -------- NET INCOME $531,088 $388,174 ======== ======== GENERAL PARTNER - NET INCOME $ 57,687 $ 42,967 ======== ======== LIMITED PARTNERS - NET INCOME $473,401 $345,207 ======== ======== NET INCOME per unit $ 2.79 $ 2.04 ======== ======== UNITS OUTSTANDING 169,637 169,637 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -11- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- REVENUES: Net Profits $1,264,163 $812,507 Interest income 9,350 6,774 Gain (loss) on sale of Net Profits Interests ( 1,304) 16,545 ---------- -------- $1,272,209 $835,826 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 103,290 $112,229 General and administrative (Note 2) 109,596 107,243 ---------- -------- $ 212,886 $219,472 ---------- -------- NET INCOME $1,059,323 $616,354 ========== ======== GENERAL PARTNER - NET INCOME $ 114,293 $ 56,702 ========== ======== LIMITED PARTNERS - NET INCOME $ 945,030 $559,652 ========== ======== NET INCOME per unit $ 5.57 $ 3.30 ========== ======== UNITS OUTSTANDING 169,637 169,637 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -12- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE NPI PARTNERSHIP P-3 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,059,323 $616,354 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 103,290 112,229 (Gain) loss on sale of Net Profits Interests 1,304 ( 16,545) Decrease in accounts receivable - General Partner 512 - (Increase) decrease in accounts receivable - Net Profits 100,055 ( 118,168) ---------- -------- Net cash provided by operating activities $1,264,484 $593,870 ---------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 62,349) ($ 12,902) Proceeds from sale of Net Profits Interests - 19,845 ---------- -------- Net cash provided (used) by investing activities ($ 62,349) $ 6,943 ---------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,053,793) ($579,737) ---------- -------- Net cash used by financing activities ($1,053,793) ($579,737) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 148,342 $ 21,076 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 416,457 284,040 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 564,799 $305,116 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -13- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2001 2000 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 457,521 $ 439,461 Accounts receivable: Net Profits 454,807 526,603 ---------- ---------- Total current assets $ 912,328 $ 966,064 NET PROFITS INTERESTS, net, utilizing the successful efforts method 701,607 750,294 ---------- ---------- $1,613,935 $1,716,358 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 62,027) ($ 54,697) Limited Partners, issued and outstanding, 126,306 units 1,675,962 1,771,055 ---------- ---------- Total Partners' capital $1,613,935 $1,716,358 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -14- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- -------- REVENUES: Net Profits $453,352 $327,858 Interest income 4,902 2,326 Gain (loss) on sale of Net Profits Interests ( 813) 523 -------- -------- $457,441 $330,707 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 32,502 $ 45,039 General and administrative (Note 2) 34,943 34,939 -------- -------- $ 67,445 $ 79,978 -------- -------- NET INCOME $389,996 $250,729 ======== ======== GENERAL PARTNER - NET INCOME $ 41,434 $ 28,894 ======== ======== LIMITED PARTNERS - NET INCOME $348,562 $221,835 ======== ======== NET INCOME per unit $ 2.76 $ 1.76 ======== ======== UNITS OUTSTANDING 126,306 126,306 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -15- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ -------- REVENUES: Net Profits $1,164,589 $542,758 Interest income 10,444 4,527 Gain (loss) on sale of Net Profits Interests ( 813) 523 ---------- -------- $1,174,220 $547,808 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 66,363 $ 90,117 General and administrative (Note 2) 85,818 80,061 ---------- -------- $ 152,181 $170,178 ---------- -------- NET INCOME $1,022,039 $377,630 ========== ======== GENERAL PARTNER - NET INCOME $ 107,132 $ 45,421 ========== ======== LIMITED PARTNERS - NET INCOME $ 914,907 $332,209 ========== ======== NET INCOME per unit $ 7.24 $ 2.63 ========== ======== UNITS OUTSTANDING 126,306 126,306 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -16- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE NPI PARTNERSHIP P-4 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,022,039 $377,630 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 66,363 90,117 (Gain) loss on sale of Net Profits Interests 813 ( 523) (Increase) decrease in accounts receivable - Net Profits 71,796 ( 112,609) ---------- -------- Net cash provided by operating activities $1,161,011 $354,615 ---------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 18,533) ($ 11) Proceeds from sale of Net Profits Interests 44 15,830 ---------- -------- Net cash provided (used) by investing activities ($ 18,489) $ 15,819 ---------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,124,462) ($346,215) ---------- -------- Net cash used by financing activities ($1,124,462) ($346,215) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 18,060 $ 24,219 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 439,461 188,928 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 457,521 $213,147 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -17- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2001 2000 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 532,343 $ 440,454 Accounts receivable: Net Profits 258,521 351,685 ---------- ---------- Total current assets $ 790,864 $ 792,139 NET PROFITS INTERESTS, net, utilizing the successful efforts method 693,610 730,201 ---------- ---------- $1,484,474 $1,522,340 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 66,213) ($ 60,882) Limited Partners, issued and outstanding, 118,449 units 1,550,687 1,583,222 ---------- ---------- Total Partners' capital $1,484,474 $1,522,340 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -18- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Net Profits $452,545 $298,226 Interest income 5,650 2,772 Gain (loss) on sale of Net Profits Interests ( 246) 49,040 -------- -------- $457,949 $350,038 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 23,364 $ 33,384 General and administrative (Note 2) 32,845 32,818 -------- -------- $ 56,209 $ 66,202 -------- -------- NET INCOME $401,740 $283,836 ======== ======== GENERAL PARTNER - NET INCOME $ 20,739 $ 14,088 ======== ======== LIMITED PARTNERS - NET INCOME $381,001 $269,748 ======== ======== NET INCOME per unit $ 3.22 $ 2.27 ======== ======== UNITS OUTSTANDING 118,449 118,449 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -19- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ -------- REVENUES: Net Profits $1,333,899 $536,779 Interest income 11,309 5,322 Gain (loss) on sale of Net Profits Interests ( 246) 49,040 ---------- -------- $1,344,962 $591,141 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 52,891 $ 72,700 General and administrative (Note 2) 81,529 75,160 ---------- -------- $ 134,420 $147,860 ---------- -------- NET INCOME $1,210,542 $443,281 ========== ======== GENERAL PARTNER - NET INCOME $ 62,077 $ 23,505 ========== ======== LIMITED PARTNERS - NET INCOME $1,148,465 $419,776 ========== ======== NET INCOME per unit $ 9.70 $ 3.54 ========== ======== UNITS OUTSTANDING 118,449 118,449 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -20- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE NPI PARTNERSHIP P-5 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,210,542 $443,281 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 52,891 72,700 (Gain) loss on sale of Net Profits Interests 246 ( 49,040) (Increase) decrease in accounts receivable - Net Profits 93,164 ( 86,941) ---------- -------- Net cash provided by operating activities $1,356,843 $380,000 ---------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 16,546) $ - Proceeds from sale of Net Profits Interests - 49,040 ---------- -------- Net cash provided (used) investing activities ($ 16,546) $ 49,040 ---------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,248,408) ($377,885) ---------- -------- Net cash used by financing activities ($1,248,408) ($377,885) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 91,889 $ 51,155 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 440,454 217,441 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 532,343 $268,596 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -21- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2001 2000 ---------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 736,640 $ 691,186 Accounts receivable: Net Profits 323,267 429,205 ---------- ---------- Total current assets $1,059,907 $1,120,391 NET PROFITS INTERESTS, net, utilizing the successful efforts method 1,415,464 1,504,674 ---------- ---------- $2,475,371 $2,625,065 ========== ========== PARTNERS' CAPITAL (DEFICIT) PARTNERS' CAPITAL (DEFICIT): General Partner ($ 81,951) ($ 75,505) Limited Partners, issued and outstanding, 143,041 units 2,557,322 2,700,570 ---------- ---------- Total Partners' capital $2,475,371 $2,625,065 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -22- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- -------- REVENUES: Net Profits $659,542 $512,237 Interest income 7,623 4,062 Gain (loss) on sale of Net Profits Interests ( 90) 21,094 -------- -------- $667,075 $537,393 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 45,521 $ 64,251 General and administrative (Note 2) 39,521 39,453 -------- -------- $ 85,042 $103,704 -------- -------- NET INCOME $582,033 $433,689 ======== ======== GENERAL PARTNER - NET INCOME $ 30,541 $ 23,609 ======== ======== LIMITED PARTNERS - NET INCOME $551,492 $410,080 ======== ======== NET INCOME per unit $ 3.86 $ 2.86 ======== ======== UNITS OUTSTANDING 143,041 143,041 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -23- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ -------- REVENUES: Net Profits $1,768,736 $967,297 Interest income 15,849 7,775 Gain (loss) on sale of Net Profits Interests ( 90) 21,094 ---------- -------- $1,784,495 $996,166 COSTS AND EXPENSES: Depletion of Net Profits Interests $ 97,909 $144,209 General and administrative (Note 2) 95,138 90,562 ---------- -------- $ 193,047 $234,771 ---------- -------- NET INCOME $1,591,448 $761,395 ========== ======== GENERAL PARTNER - NET INCOME $ 82,696 $ 43,007 ========== ======== LIMITED PARTNERS - NET INCOME $1,508,752 $718,388 ========== ======== NET INCOME per unit $ 10.55 $ 5.02 ========== ======== UNITS OUTSTANDING 143,041 143,041 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -24- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 GEODYNE NPI PARTNERSHIP P-6 COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,591,448 $761,395 Adjustments to reconcile net income to net cash provided by operating activities: Depletion of Net Profits Interests 97,909 144,209 (Gain) loss on sale of Net Profits Interests 90 ( 21,094) (Increase) decrease in accounts receivable - Net Profits 105,938 ( 168,038) ---------- -------- Net cash provided by operating activities $1,795,385 $716,472 ---------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 8,789) ($ 38,134) Proceeds from sale of Net Profits Interests - 22,658 ---------- -------- Net cash used by investing activities ($ 8,789) ($ 15,476) ---------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,741,142) ($674,665) ---------- -------- Net cash used by financing activities ($1,741,142) ($674,665) ---------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 45,454 $ 26,331 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 691,186 339,386 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 736,640 $365,717 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -25- GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS JUNE 30, 2001 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of June 30, 2001, combined statements of operations for the three and six months ended June 30, 2001 and 2000, and combined statements of cash flows for the six months ended June 30, 2001 and 2000 have been prepared by Geodyne Resources, Inc., the General Partner of the Geodyne Institutional/Pension Energy Income Limited Partnerships, without audit. Each limited partnership is a general partner in the related Geodyne NPI Partnership (the "NPI Partnerships") in which Geodyne Resources, Inc. serves as the managing partner. For the purposes of these financial statements, the general partner and managing partner are collectively referred to as the "General Partner" and the limited partnerships and NPI Partnerships are collectively referred to as the "Partnerships". In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined financial position at June 30, 2001, the combined results of operations for the three and six months ended June 30, 2001 and 2000, and the combined cash flows for the six months ended June 30, 2001 and 2000. 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, 2000. The results of operations for the period ended June 30, 2001 are not necessarily indicative of the results to be expected for the full year. As used in these financial statements, the Partnerships' net profits and royalty interests in oil and gas sales are referred to as "Net Profits" and the Partnerships' net profits and royalty interests in oil and gas properties are referred to as "Net Profits Interests". The working interests from which the Partnerships' Net Profits Interests are carved are referred to as "Working Interests". The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. -26- NET PROFITS INTERESTS --------------------- The Partnerships follow the successful efforts method of accounting for their Net Profits Interests. Under the successful efforts method, the NPI Partnerships capitalize all acquisition costs. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion, of the General Partner's property screening costs. The acquisition cost to the NPI Partnership of Net Profits Interests acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held by the General Partner prior to their transfer to the Partnerships. Impairment of Net Profits Interests is recognized based upon an individual property assessment. Depletion of the costs of Net Profits Interests is computed on the unit-of-production method. The Partnerships' calculation of depletion of its Net Profits Interests includes estimated dismantlement and abandonment costs, net of estimated salvage value. The Partnerships do not directly bear capital costs. However, the Partnerships indirectly bear certain capital costs incurred by the owners of the Working Interests to the extent such capital costs are charged against the applicable oil and gas revenues in calculating the Net Profits payable to the Partnerships. For financial reporting purposes only, such capital costs are reported as capital expenditures in the Partnerships' Statements of Cash Flows. 2. TRANSACTIONS WITH RELATED PARTIES --------------------------------- The Partnerships' partnership agreements provide for reimbursement to the General Partner for all direct general and administrative expenses and for the general and administrative overhead applicable to the Partnerships based on an allocation of actual costs incurred. During the three months ended June 30, 2001, the following payments were made to the General Partner or its affiliates by the Partnerships: -27- Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- P-1 $1,530 $28,440 P-2 1,393 23,709 P-3 1,973 44,640 P-4 1,703 33,240 P-5 1,675 31,170 P-6 1,880 37,641 During the six months ended June 30, 2001, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- P-1 $18,829 $56,880 P-2 18,382 47,418 P-3 20,316 89,280 P-4 19,338 66,480 P-5 19,189 62,340 P-6 19,856 75,282 Affiliates of the Partnerships operate certain of the Partnerships' properties and their policy is to bill the Partnerships for all customary charges and cost reimbursements associated with their activities. The receivable from the General Partner at December 31, 2000 for the P-3 Partnership represents accrued proceeds and interest due from the General Partner for the sale of certain oil and gas properties during 2000. Such amount was collected subsequent to December 31, 2000. -28- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, and otherwise indicated. GENERAL - ------- The Partnerships are engaged in the business of acquiring Net Profits Interests in producing oil and gas properties located in the continental United States. In general, a Partnership acquired passive interests in producing properties and does not directly engage in development drilling or enhanced recovery projects. Therefore, the economic life of each limited partnership, and its related NPI Partnership, is limited to the period of time required to fully produce its acquired oil and gas reserves. A Net Profits Interest entitles the Partnerships to a portion of the oil and gas sales less operating and production expenses and development costs generated by the owner of the -29- underlying Working Interests. The net proceeds from the oil and gas operations are distributed to the Limited Partners and the General Partner in accordance with the terms of the Partnerships' partnership agreements. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- The Partnerships began operations and investors were assigned their rights as Limited Partners, having made capital contributions in the amounts and on the dates set forth below: Limited Date of Partner Capital Partnership Activation Contributions ----------- ------------------ --------------- P-1 October 25, 1988 $10,807,400 P-2 February 9, 1989 9,009,400 P-3 May 10, 1989 16,963,700 P-4 November 21, 1989 12,630,600 P-5 February 27, 1990 11,844,900 P-6 September 5, 1990 14,304,100 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from the Partnerships' Net Profits Interests less necessary operating capital are distributed to the Limited Partners on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. While the General Partner cannot predict future pricing trends, it believes the working capital available as of June 30, 2001 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. -30- RESULTS OF OPERATIONS - --------------------- GENERAL DISCUSSION The following general discussion should be read in conjunction with the analysis of results of operations provided below. The most important variables affecting the Partnerships' revenues are the prices received for the sale of oil and gas and the volumes of oil and gas produced. The Partnerships' production is mainly natural gas, so such pricing and volumes are the most significant factors. Due to the volatility of oil and gas prices, forecasting future prices is subject to great uncertainty and inaccuracy. Substantially all of the Partnerships' gas reserves are being sold in the "spot market". Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. Such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. It is likewise difficult to predict production volumes. However, oil and gas are depleting assets, so it can be expected that production levels will decline over time. Gas prices in late 2000 and early 2001 were significantly higher than the Partnerships' historical average. This is attributable to the higher prices for crude oil, a substitute fuel in some markets, and reduced production due to lower capital investments in 1998 and 2000. In the last few months spot gas prices have generally declined month to month. It is not possible to accurately predict future pricing direction. P-1 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2000. Three Months Ended June 30, --------------------------- 2001 2000 -------- -------- Net Profits $430,320 $293,033 Barrels produced 6,142 4,751 Mcf produced 80,847 71,744 Average price/Bbl $ 26.60 $ 28.20 Average price/Mcf $ 4.26 $ 3.05 As shown in the table above, total Net Profits increased $137,287 (46.9%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. Of this increase, approximately (i) $98,000 was related to an increase in the average price of gas sold and (ii) $39,000 -31- and $28,000, respectively, were related to increases in volumes of oil and gas sold. These increases were partially offset by a decrease of approximately $17,000 related to an increase in production expenses. Volumes of oil and gas sold increased 1,391 barrels and 9,103 Mcf, respectively, for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. The increase in volumes of oil sold was primarily due to a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001. The increase in volumes of gas sold was primarily due to (i) a positive prior period gas balancing adjustment made by the purchaser on one significant well during the three months ended June 30, 2001 and (ii) a positive prior period volume adjustment made by the purchaser on another significant well during the three months ended June 30, 2001. Average oil prices decreased to $26.60 per barrel for the three months ended June 30, 2001 from $28.20 per barrel for the three months ended June 30, 2000. Average gas prices increased to $4.26 per Mcf for the three months ended June 30, 2001 from $3.05 per Mcf for the three months ended June 30, 2000. Depletion of Net Profits Interests increased $4,523 (13.8%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. This increase was primarily due to the increases in volumes of oil and gas sold. This increase was partially offset by upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000. As a percentage of Net Profits, this expense decreased to 8.7% for the three months ended June 30, 2001 from 11.2% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses remained relatively constant for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 7.0% for the three months ended June 30, 2001 from 10.2% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. -32- SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2000. Six Months Ended June 30, ------------------------- 2001 2000 -------- -------- Net Profits $859,598 $583,666 Barrels produced 11,134 10,483 Mcf produced 150,416 164,231 Average price/Bbl $ 27.61 $ 27.72 Average price/Mcf $ 4.75 $ 2.60 As shown in the table above, total Net Profits increased $275,932 (47.3%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Of this increase, approximately $324,000 was related to an increase in the average price of gas sold. This increase was partially offset by decreases of approximately (i) $36,000 related to a decrease in volumes of gas sold and (ii) $29,000 related to an increase in production expenses. Volumes of oil sold increased 651 barrels, while volumes of gas sold decreased 13,815 Mcf for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Average oil prices decreased to $27.61 per barrel for the six months ended June 30, 2001 from $27.72 per barrel for the six months ended June 30, 2000. Average gas prices increased to $4.75 per Mcf for the six months ended June 30, 2001 from $2.60 per Mcf for the six months ended June 30, 2000. Depletion of Net Profits Interests decreased $5,410 (7.3%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, this expense decreased to 8.0% for the six months ended June 30, 2001 from 12.7% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses increased $7,057 (10.3%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. This increase was primarily due to a change in allocation of audit fees among the P-1 Partnership and other affiliated partnerships. As a percentage of Net Profits, these expenses decreased to 8.8% for the six months ended June 30, 2001 from 11.8% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through June 30, 2001 were $13,453,558 or 124.48% of the Limited Partners' capital contributions. -33- P-2 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2000. Three Months Ended June 30, --------------------------- 2001 2000 -------- -------- Net Profits $338,697 $249,167 Barrels produced 4,347 3,342 Mcf produced 66,228 58,126 Average price/Bbl $ 26.61 $ 28.17 Average price/Mcf $ 4.35 $ 3.55 As shown in the table above, total Net Profits increased $89,530 (35.9%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. Of this increase, approximately (i) $53,000 was related to an increase in the average price of gas sold and (ii) $28,000 and $29,000, respectively, were related to increases in volumes of oil and gas sold. These increases were partially offset by a decrease of approximately $13,000 related to an increase in production expenses. Volumes of oil and gas sold increased 1,005 barrels and 8,102 Mcf, respectively, for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. The increase in volumes of oil sold was primarily due to a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001. The increase in volumes of gas sold was primarily due to (i) a positive prior period gas balancing adjustment made by the purchaser on one significant well during the three months ended June 30, 2001 and (ii) a positive prior period volume adjustment made by the purchaser on another significant well during the three months ended June 30, 2001. Average oil prices decreased to $26.61 per barrel for the three months ended June 30, 2001 from $28.17 per barrel for the three months ended June 30, 2000. Average gas prices increased to $4.35 per Mcf for the three months ended June 30, 2001 from $3.55 per Mcf for the three months ended June 30, 2000. Depletion of Net Profits Interests increased $3,336 (12.4%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. This increase was primarily due to the increases in volumes of oil and gas sold. This increase was partially offset by upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000. As a percentage of Net Profits, this expense decreased to 8.9% for the three months ended June 30, 2001 from 10.8% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. -34- General and administrative expenses remained relatively constant for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 7.4% for the three months ended June 30, 2001 from 10.1% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2000. Six Months Ended June 30, ------------------------- 2001 2000 -------- -------- Net Profits $679,053 $438,395 Barrels produced 7,837 7,361 Mcf produced 122,982 131,346 Average price/Bbl $ 27.60 $ 27.71 Average price/Mcf $ 4.86 $ 2.63 As shown in the table above, total Net Profits increased $240,658 (54.9%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Of this increase, approximately $275,000 was related to an increase in the average price of gas sold. This increase was partially offset by a decrease of approximately $24,000 related to an increase in production expenses. Volumes of oil sold increased 476 barrels, while volumes of gas sold decreased 8,364 Mcf for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Average oil prices decreased to $27.60 per barrel for the six months ended June 30, 2001 from $27.71 per barrel for the six months ended June 30, 2000. Average gas prices increased to $4.86 per Mcf for the six months ended June 30, 2001 from $2.63 per Mcf for the six months ended June 30, 2000. Depletion of Net Profits Interests decreased $4,734 (7.8%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, this expense decreased to 8.2% for the six months ended June 30, 2001 from 13.8% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses increased $8,451 (14.7%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. This increase was primarily due to a change in allocation of audit fees among the P-2 Partnership and other affiliated partnerships. As a percentage of Net Profits, these expenses decreased to 9.7% for the six months ended June 30, 2001 from 13.1% for the -35- six months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through June 30, 2001 were $10,251,561 or 113.79% of the Limited Partners' capital contributions. P-3 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2000. Three Months Ended June 30, --------------------------- 2001 2000 -------- -------- Net Profits $630,221 $472,733 Barrels produced 8,040 6,181 Mcf produced 123,187 108,613 Average price/Bbl $ 26.61 $ 28.17 Average price/Mcf $ 4.37 $ 3.64 As shown in the table above, total Net Profits increased $157,488 (33.3%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. Of this increase, approximately (i) $89,000 was related to an increase in the average price of gas sold and (ii) $52,000 and $53,000, respectively, were related to increases in volumes of oil and gas sold. These increases were partially offset by a decrease of approximately $25,000 related to an increase in production expenses. Volumes of oil and gas sold increased 1,859 barrels and 14,574 Mcf, respectively, for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. The increase in volumes of oil sold was primarily due to a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001. The increase in volumes of gas sold was primarily due to (i) a positive prior period gas balancing adjustment made by the purchaser on one significant well during the three months ended June 30, 2001 and (ii) a positive prior period volume adjustment made by the purchaser on another significant well during the three months ended June 30, 2001. Average oil prices decreased to $26.61 per barrel for the three months ended June 30, 2001 from $28.17 per barrel for the three months ended June 30, 2000. Average gas prices increased to $4.37 per Mcf for the three months ended June 30, 2001 from $3.64 per Mcf for the three months ended June 30, 2000. Depletion of Net Profits Interests increased $5,976 (11.9%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. This increase was primarily due to the increases in volumes of oil and gas sold. This increase was partially offset by upward revisions in the estimates of remaining oil and gas reserves -36- at December 31, 2000. As a percentage of Net Profits, this expense decreased to 8.9% for the three months ended June 30, 2001 from 10.6% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses remained relatively constant for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 7.4% for the three months ended June 30, 2001 from 9.9% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2000. Six Months Ended June 30, ------------------------- 2001 2000 ---------- -------- Net Profits $1,264,163 $812,507 Barrels produced 14,487 13,612 Mcf produced 229,273 245,207 Average price/Bbl $ 27.61 $ 27.71 Average price/Mcf $ 4.87 $ 2.62 As shown in the table above, total Net Profits increased $451,656 (55.6%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Of this increase, approximately $516,000 was related to an increase in the average price of gas sold. This increase was partially offset by a decrease of approximately $45,000 related to an increase in production expenses. Volumes of oil sold increased 875 barrels, while volumes of gas sold decreased 15,934 Mcf for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Average oil prices decreased to $27.61 per barrel for the six months ended June 30, 2001 from $27.71 per barrel for the six months ended June 30, 2000. Average gas prices increased to $4.87 per Mcf for the six months ended June 30, 2001 from $2.62 per Mcf for the six months ended June 30, 2000. Depletion of Net Profits Interests decreased $8,939 (8.0%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, this expense decreased to 8.2% for the six months ended June 30, 2001 from 13.8% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. -37- General and administrative expenses increased $2,353 (2.2%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 8.7% for the six months ended June 30, 2001 from 13.2% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through June 30, 2001 were $18,644,401 or 109.91% of the Limited Partners' capital contributions. P-4 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2000. Three Months Ended June 30, --------------------------- 2001 2000 -------- -------- Net Profits $453,352 $327,858 Barrels produced 5,704 4,818 Mcf produced 86,155 85,597 Average price/Bbl $ 26.34 $ 30.13 Average price/Mcf $ 5.04 $ 3.49 As shown in the table above, total Net Profits increased $125,494 (38.3%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. Of this increase, approximately $133,000 was related to an increase in the average price of gas sold and approximately $27,000 was related to an increase in volumes of oil sold. These increases were partially offset by a decrease of approximately $22,000 related to a decrease in the average price of oil sold and approximately $15,000 related to an increase in production expenses. Volumes of oil and gas sold increased 886 barrels and 558 Mcf, respectively, for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. The increase in volumes of oil sold was primarily due to increased production on several wells due to successful workovers on those wells during 2000. The increase in volumes of gas sold was primarily due to the successful completion of a new well during mid 2000. Both increases were substantially offset by normal declines in production. Average oil prices decreased to $26.34 per barrel for the three months ended June 30, 2001 from $30.13 per barrel for the three months ended June 30, 2000. Average gas prices increased to $5.04 per Mcf for the three months ended June 30, 2001 from $3.49 per Mcf for the three months ended June 30, 2000. -38- Depletion of Net Profits Interests decreased $12,537 (27.8%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. This decrease was primarily due to upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000. This decrease was partially offset by the increases in volumes of oil and gas sold. As a percentage of Net Profits, this expense decreased to 7.2% for the three months ended June 30, 2001 from 13.7% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold and the dollar decrease in Depletion of Net Profits Interests. General and administrative expenses remained relatively constant for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 7.7% for the three months ended June 30, 2001 from 10.7% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2000. Six Months Ended June 30, ------------------------- 2001 2000 ---------- -------- Net Profits $1,164,589 $542,758 Barrels produced 11,566 10,968 Mcf produced 176,394 163,300 Average price/Bbl $ 27.48 $ 28.21 Average price/Mcf $ 6.14 $ 2.81 As shown in the table above, total Net Profits increased $621,831 (114.6%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Of this increase, approximately $588,000 was related to an increase in the average price of gas sold. Volumes of oil and gas sold increased 598 barrels and 13,094 Mcf, respectively, for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. The increase in volumes of gas sold was primarily due to the successful completion of a new well during mid 2000. This increase was partially offset by normal declines in production. Average oil prices decreased to $27.48 per barrel for the six months ended June 30, 2001 from $28.21 per barrel for the six months ended June 30, 2000. Average gas prices increased to $6.14 per Mcf for the six months ended June 30, 2001 from $2.81 per Mcf for the six months ended June 30, 2000. -39- Depletion of Net Profits Interests decreased $23,754 (26.4%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. This decrease was primarily due to upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000. This decrease was partially offset by the increases in volumes of oil and gas sold. As a percentage of Net Profits, this expense decreased to 5.7% for the six months ended June 30, 2001 from 16.6% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold and the dollar decrease in Depletion of Net Profits Interests. General and administrative expenses increased $5,757 (7.2%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 7.4% for the six months ended June 30, 2001 from 14.8% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through June 30, 2001 were $14,478,945 or 114.63% of the Limited Partners' capital contributions. P-5 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2000. Three Months Ended June 30, --------------------------- 2001 2000 -------- -------- Net Profits $452,545 $298,226 Barrels produced 1,068 1,528 Mcf produced 110,410 100,891 Average price/Bbl $ 26.07 $ 27.25 Average price/Mcf $ 4.44 $ 3.26 As shown in the table above, total Net Profits increased $154,319 (51.7%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. Of this increase, approximately $130,000 was related to an increase in the average price of gas sold and approximately $31,000 was related to an increase in volumes of gas sold. Volumes of oil sold decreased 460 barrels, while volumes of gas sold increased 9,519 Mcf for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. The decrease in volumes of oil sold was primarily due to normal declines in production. The increase in volumes of gas sold was primarily due to (i) an increase in production on one significant well due to the successful workover of that well -40- during 2000 and (ii) the P-5 Partnership's receipt of an increased percentage of sales on two other significant wells during the three months ended June 30, 2001 due to gas balancing. As of the date of this Quarterly Report, Management does not know whether the gas balancing adjustment will continue in the future, thereby continuing to contribute to an increase in volumes of gas produced for the P-5 Partnership. Average oil prices decreased to $26.07 per barrel for the three months ended June 30, 2001 from $27.25 per barrel for the three months ended June 30, 2000. Average gas prices increased to $4.44 per Mcf for the three months ended June 30, 2001 from $3.26 per Mcf for the three months ended June 30, 2000. Depletion of Net Profits Interests decreased $10,020 (30.0%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. This decrease was primarily due to upward revisions in the estimates of remaining gas reserves at December 31, 2000. This decrease was partially offset by the increase in volumes of gas sold. As a percentage of Net Profits, this expense decreased to 5.2% for the three months ended June 30, 2001 from 11.2% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold and the dollar decrease in Depletion of Net Profits Interests. General and administrative expenses remained relatively constant for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 7.3% for the three months ended June 30, 2001 from 11.0% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2000. Six Months Ended June 30, ------------------------- 2001 2000 ---------- -------- Net Profits $1,333,899 $536,779 Barrels produced 2,219 3,218 Mcf produced 251,140 220,360 Average price/Bbl $ 27.66 $ 27.80 Average price/Mcf $ 5.89 $ 2.76 As shown in the table above, total Net Profits increased $797,120 (148.5%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Of this increase, approximately $785,000 was related to an increase in the average price of gas sold and approximately $85,000 was related to an increase in volumes of gas sold. Volumes -41- of oil sold decreased 999 barrels, while volumes of gas sold increased 30,780 Mcf for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. The decrease in volumes of oil sold was primarily due to normal declines in production. The increase in volumes of gas sold was primarily due to (i) an increase in production on one significant well due to the successful recompletion of that well during 2000, (ii) an increase in production on another significant well due to the successful workover of that well during 2000, and (iii) the P-5 Partnership's receipt of an increased percentage of sales on several wells during the six months ended June 30, 2001 due to gas balancing. As of the date of this Quarterly Report, Management does not know whether the gas balancing adjustment will continue in the future, thereby continuing to contribute to an increase in volumes of gas produced for the P-5 Partnership. Average oil prices decreased to $27.66 per barrel for the six months ended June 30, 2001 from $27.80 per barrel for the six months ended June 30, 2000. Average gas prices increased to $5.89 per Mcf for the six months ended June 30, 2001 from $2.76 per Mcf for the six months ended June 30, 2000. Depletion of Net Profits Interests decreased $19,809 (27.2%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. This decrease was primarily due to upward revisions in the estimates of remaining gas reserves at December 31, 2000. This decrease was partially offset by the increase in volumes of gas sold. As a percentage of Net Profits, this expense decreased to 4.0% for the six months ended June 30, 2001 from 13.5% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold and the dollar decrease in Depletion of Net Profits Interests. General and administrative expenses increased $6,369 (8.5%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 6.1% for the six months ended June 30, 2001 from 14.0% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. Cumulative cash distributions to the Limited Partners through June 30, 2001 were $10,063,759 or 84.96% of the Limited Partners' capital contributions. -42- P-6 PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2000. Three Months Ended June 30, --------------------------- 2001 2000 -------- -------- Net Profits $659,542 $512,237 Barrels produced 2,372 3,473 Mcf produced 170,320 172,886 Average price/Bbl $ 30.38 $ 29.04 Average price/Mcf $ 4.35 $ 3.25 As shown in the table above, total Net Profits increased $147,305 (28.8%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. Of this increase, approximately $186,000 was related to an increase in the average price of gas sold. This increase was partially offset by a decrease of approximately $32,000 related to a decrease in volumes of oil sold. Volumes of oil and gas sold decreased 1,101 barrels and 2,566 Mcf, respectively, for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. The decrease in volumes of oil sold was primarily due to (i) a negative prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001 and (ii) normal declines in production. Average oil and gas prices increased to $30.38 per barrel and $4.35 per Mcf, respectively, for the three months ended June 30, 2001 from $29.04 per barrel and $3.25 per Mcf, respectively, for the three months ended June 30, 2000. Depletion of Net Profits Interests decreased $18,730 (29.2%) for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. This decrease was primarily due to (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000 and (ii) the decreases in volumes of oil and gas sold. As a percentage of Net Profits, this expense decreased to 6.9% for the three months ended June 30, 2001 from 12.5% for the three months ended June 30, 2000. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold and the dollar decrease in Depletion of Net Profits Interests. General and administrative expenses remained relatively constant for the three months ended June 30, 2001 as compared to the three months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 6.0% for the three months ended June 30, 2001 from 7.7% for the -43- three months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2000. Six Months Ended June 30, ------------------------- 2001 2000 ---------- -------- Net Profits $1,768,736 $967,297 Barrels produced 5,844 7,676 Mcf produced 359,203 388,747 Average price/Bbl $ 27.45 $ 27.82 Average price/Mcf $ 5.50 $ 2.80 As shown in the table above, total Net Profits increased $801,439 (82.9%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. Of this increase, approximately $968,000 was related to an increase in the average price of gas sold. This increase was partially offset by a decrease of approximately $83,000 related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 1,832 barrels and 29,544 Mcf, respectively, for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. The decrease in volumes of oil sold was primarily due to normal declines in production. Average oil prices decreased to $27.45 per barrel for the six months ended June 30, 2001 from $27.82 per barrel for the six months ended June 30, 2000. Average gas prices increased to $5.50 per Mcf for the six months ended June 30, 2001 from $2.80 per Mcf for the six months ended June 30, 2000. Depletion of Net Profits Interests decreased $46,300 (32.1%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. This decrease was primarily due to (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000 and (ii) the decreases in volumes of oil and gas sold. As a percentage of Net Profits, this expense decreased to 5.5% for the six months ended June 30, 2001 from 14.9% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses increased $4,576 (5.1%) for the six months ended June 30, 2001 as compared to the six months ended June 30, 2000. As a percentage of Net Profits, these expenses decreased to 5.4% for the six months ended June 30, 2001 from 9.4% for the six months ended June 30, 2000. This percentage decrease was primarily due to the increase in Net Profits. -44- Cumulative cash distributions to the Limited Partners through June 30, 2001 were $14,042,248 or 98.17% of the Limited Partners' capital contributions. Management anticipates that the P-6 Partnership should achieve payout with the cash distribution to be paid in August 2001. After payout, operations and revenues for the P-6 Partnership will be allocated using after payout percentages included in the P-6 Partnership's Partnership Agreement. After payout percentages allocate operating income and expenses 10% to the General Partner and 90% to the Limited Partners. Before payout, operating income and expenses were allocated 5% to the General Partner and 95% to the Limited Partners. -45- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Partnerships do not hold any market risk sensitive instruments. -46- PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None. (b) Reports on Form 8-K. None. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6 (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: August 14, 2001 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: August 14, 2001 By: /s/Patrick M. Hall -------------------------------- (Signature) Patrick M. Hall Principal Accounting Officer -47-