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 September 30, 2001 Commission File Number: II-A: 0-16388 II-D: 0-16980 II-G: 0-17802 II-B: 0-16405 II-E: 0-17320 II-H: 0-18305 II-C: 0-16981 II-F: 0-17799 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H --------------------------------------------------------- (Exact name of Registrant as specified in its Articles) II-A 73-1295505 II-B 73-1303341 II-C 73-1308986 II-D 73-1329761 II-E 73-1324751 II-F 73-1330632 Oklahoma II-G 73-1336572 II-H 73-1342476 - ---------------------------- ------------------------------- (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 ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 745,766 $1,070,734 Accounts receivable: Oil and gas sales 591,190 1,042,022 ---------- ---------- Total current assets $1,336,956 $2,112,756 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,745,658 2,827,525 DEFERRED CHARGE 813,560 813,560 ---------- ---------- $4,896,174 $5,753,841 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 93,999 $ 169,414 Gas imbalance payable 92,583 103,856 ---------- ---------- Total current liabilities $ 186,582 $ 273,270 ACCRUED LIABILITY $ 242,152 $ 252,704 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 300,190) ($ 333,839) Limited Partners, issued and outstanding, 484,283 units 4,767,630 5,561,706 ---------- ---------- Total Partners' capital $4,467,440 $5,227,867 ---------- ---------- $4,896,174 $5,753,841 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Oil and gas sales $1,053,681 $1,458,416 Interest income 6,991 11,819 Gain on sale of oil and gas properties - 95,992 ---------- ---------- $1,060,672 $1,566,227 COSTS AND EXPENSES: Lease operating $ 364,417 $ 223,242 Production tax 55,963 86,546 Depreciation, depletion, and amortization of oil and gas properties 89,150 118,226 General and administrative (Note 2) 135,568 137,466 ---------- ---------- $ 645,098 $ 565,480 ---------- ---------- NET INCOME $ 415,574 $1,000,747 ========== ========== GENERAL PARTNER - NET INCOME $ 48,882 $ 109,533 ========== ========== LIMITED PARTNERS - NET INCOME $ 366,692 $ 891,214 ========== ========== NET INCOME per unit $ 0.76 $ 1.84 ========== ========== UNITS OUTSTANDING 484,283 484,283 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Oil and gas sales $4,192,688 $4,104,104 Interest income 28,618 28,321 Gain on sale of oil and gas properties 3,277 96,301 ---------- ---------- $4,224,583 $4,228,726 COSTS AND EXPENSES: Lease operating $ 912,492 $ 778,877 Production tax 251,644 226,639 Depreciation, depletion, and amortization of oil and gas properties 252,927 377,304 General and administrative (Note 2) 419,148 442,756 ---------- ---------- $1,836,211 $1,825,576 ---------- ---------- NET INCOME $2,388,372 $2,403,150 ========== ========== GENERAL PARTNER - NET INCOME $ 258,448 $ 271,440 ========== ========== LIMITED PARTNERS - NET INCOME $2,129,924 $2,131,710 ========== ========== NET INCOME per unit $ 4.40 $ 4.40 ========== ========== UNITS OUTSTANDING 484,283 484,283 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $2,388,372 $2,403,150 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 252,927 377,304 Gain on sale of oil and gas properties ( 3,277) ( 96,301) (Increase) decrease in accounts receivable - oil and gas sales 450,832 ( 279,615) Increase in accounts receivable - related party - ( 288) Decrease in accounts payable ( 75,415) ( 34,004) Decrease in gas imbalance payable ( 11,273) - Decrease in accrued liability ( 10,552) - ---------- ---------- Net cash provided by operating activities $2,991,614 $2,370,246 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 171,060) ($ 63,108) Proceeds from sale of oil and gas properties 3,277 60,623 ---------- ---------- Net cash used by investing activities ($ 167,783) ($ 2,485) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($3,148,799) ($2,032,618) ---------- ---------- Net cash used by financing activities ($3,148,799) ($2,032,618) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 324,968) $ 335,143 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,070,734 723,978 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 745,766 $1,059,121 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 299,398 $ 714,162 Accounts receivable: Oil and gas sales 473,298 728,372 ---------- ---------- Total current assets $ 772,696 $1,442,534 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,879,689 1,530,002 DEFERRED CHARGE 204,209 204,209 ---------- ---------- $2,856,594 $3,176,745 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 66,575 $ 128,102 Gas imbalance payable 17,720 17,720 ---------- ---------- Total current liabilities $ 84,295 $ 145,822 ACCRUED LIABILITY $ 87,878 $ 87,878 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 282,629) ($ 269,807) Limited Partners, issued and outstanding, 361,719 units 2,967,050 3,212,852 ---------- ---------- Total Partners' capital $2,684,421 $2,943,045 ---------- ---------- $2,856,594 $3,176,745 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 -------- ---------- REVENUES: Oil and gas sales $768,036 $ 993,491 Interest income 3,791 9,327 Gain on sale of oil and gas properties - 248,695 -------- ---------- $771,827 $1,251,513 COSTS AND EXPENSES: Lease operating $240,385 $ 152,996 Production tax 38,168 60,369 Depreciation, depletion, and amortization of oil and gas properties 41,566 60,150 General and administrative (Note 2) 101,505 102,926 -------- ---------- $421,624 $ 376,441 -------- ---------- NET INCOME $350,203 $ 875,072 ======== ========== GENERAL PARTNER - NET INCOME $ 38,382 $ 45,694 ======== ========== LIMITED PARTNERS - NET INCOME $311,821 $ 829,378 ======== ========== NET INCOME per unit $ 0.86 $ 2.30 ======== ========== UNITS OUTSTANDING 361,719 361,719 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Oil and gas sales $3,201,233 $2,859,162 Interest income 16,751 18,701 Gain on sale of oil and gas properties - 249,921 ---------- ---------- $3,217,984 $3,127,784 COSTS AND EXPENSES: Lease operating $ 580,967 $ 528,145 Production tax 174,774 161,364 Depreciation, depletion, and amortization of oil and gas properties 143,145 196,773 General and administrative (Note 2) 317,536 331,486 ---------- ---------- $1,216,422 $1,217,768 ---------- ---------- NET INCOME $2,001,562 $1,910,016 ========== ========== GENERAL PARTNER - NET INCOME $ 211,364 $ 102,437 ========== ========== LIMITED PARTNERS - NET INCOME $1,790,198 $1,807,579 ========== ========== NET INCOME per unit $ 4.95 $ 5.00 ========== ========== UNITS OUTSTANDING 361,719 361,719 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $2,001,562 $1,910,016 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 143,145 196,773 Gain on sale of oil and gas properties - ( 249,921) (Increase) decrease in accounts receivable - oil and gas sales 255,074 ( 195,423) Decrease in accounts payable ( 61,527) ( 33,791) ---------- ---------- Net cash provided by operating activities $2,338,254 $1,627,654 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 492,832) ($ 54,407) Proceeds from sale of oil and gas properties - 250,747 ---------- ---------- Net cash provided (used) by investing activities ($ 492,832) $ 196,340 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($2,260,186) ($1,305,248) ---------- ---------- Net cash used by financing activities ($2,260,186) ($1,305,248) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 414,764) $ 518,746 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 714,162 372,838 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 299,398 $ 891,584 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 244,616 $ 412,356 Accounts receivable: Oil and gas sales 202,134 350,577 ---------- ---------- Total current assets $ 446,750 $ 762,933 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 875,612 878,906 DEFERRED CHARGE 130,095 130,095 ---------- ---------- $1,452,457 $1,771,934 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 23,773 $ 21,688 Gas imbalance payable 15,380 15,380 ---------- ---------- Total current liabilities $ 39,153 $ 37,068 ACCRUED LIABILITY $ 43,301 $ 54,138 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 120,659) ($ 105,478) Limited Partners, issued and outstanding, 154,621 units 1,490,662 1,786,206 ---------- ---------- Total Partners' capital $1,370,003 $1,680,728 ---------- ---------- $1,452,457 $1,771,934 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 -------- -------- REVENUES: Oil and gas sales $329,733 $453,932 Interest income 2,521 3,539 Gain on sale of oil and gas properties 21,257 63,119 -------- -------- $353,511 $520,590 COSTS AND EXPENSES: Lease operating $ 80,280 $ 61,261 Production tax 18,702 31,711 Depreciation, depletion, and amortization of oil and gas properties 23,270 29,172 General and administrative (Note 2) 43,959 44,530 -------- -------- $166,211 $166,674 -------- -------- NET INCOME $187,300 $353,916 ======== ======== GENERAL PARTNER - NET INCOME $ 20,573 $ 37,663 ======== ======== LIMITED PARTNERS - NET INCOME $166,727 $316,253 ======== ======== NET INCOME per unit $ 1.08 $ 2.04 ======== ======== UNITS OUTSTANDING 154,621 154,621 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Oil and gas sales $1,446,754 $1,315,347 Interest income 10,274 8,409 Gain on sale of oil and gas properties 21,996 68,179 ---------- ---------- $1,479,024 $1,391,935 COSTS AND EXPENSES: Lease operating $ 220,769 $ 220,670 Production tax 92,946 82,539 Depreciation, depletion, and amortization of oil and gas properties 74,607 102,356 General and administrative (Note 2) 146,098 143,204 ---------- ---------- $ 534,420 $ 548,769 ---------- ---------- NET INCOME $ 944,604 $ 843,166 ========== ========== GENERAL PARTNER - NET INCOME $ 100,148 $ 92,688 ========== ========== LIMITED PARTNERS - NET INCOME $ 844,456 $ 750,478 ========== ========== NET INCOME per unit $ 5.46 $ 4.85 ========== ========== UNITS OUTSTANDING 154,621 154,621 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 944,604 $843,166 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 74,607 102,356 Gain on sale of oil and gas properties ( 21,996) ( 68,179) (Increase) decrease in accounts receivable - oil and gas sales 148,443 ( 78,128) Increase in accounts receivable - related party - ( 187) Increase (decrease) in accounts payable 2,085 ( 15,100) Decrease in accrued liability ( 10,837) - ---------- -------- Net cash provided by operating activities $1,136,906 $783,928 ---------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 71,313) ($ 23,347) Proceeds from sale of oil and gas properties 21,996 45,669 ---------- -------- Net cash provided (used) by investing activities ($ 49,317) $ 22,322 ---------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,255,329) ($678,908) ---------- -------- Net cash used by financing activities ($1,255,329) ($678,908) ---------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 167,740) $127,342 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 412,356 204,820 ---------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 244,616 $332,162 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 483,074 $1,432,990 Accounts receivable: Oil and gas sales 378,757 703,180 ---------- ---------- Total current assets $ 861,831 $2,136,170 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,649,794 1,737,343 DEFERRED CHARGE 387,772 397,689 ---------- ---------- $2,899,397 $4,271,202 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 67,898 $ 54,672 Gas imbalance payable 74,121 74,121 ---------- ---------- Total current liabilities $ 142,019 $ 128,793 ACCRUED LIABILITY $ 161,617 $ 154,927 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 236,338) ($ 180,437) Limited Partners, issued and outstanding, 314,878 units 2,832,099 4,167,919 ---------- ---------- Total Partners' capital $2,595,761 $3,987,482 ---------- ---------- $2,899,397 $4,271,202 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -14- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 -------- ---------- REVENUES: Oil and gas sales $658,006 $ 874,480 Interest income 5,682 8,628 Gain on sale of oil and gas properties 24,457 273,833 -------- ---------- $688,145 $1,156,941 COSTS AND EXPENSES: Lease operating $267,466 $ 155,260 Production tax 41,766 70,292 Depreciation, depletion, and amortization of oil and gas properties 47,561 51,622 General and administrative (Note 2) 88,360 89,590 -------- ---------- $445,153 $ 366,764 -------- ---------- NET INCOME $242,992 $ 790,177 ======== ========== GENERAL PARTNER - NET INCOME $ 28,012 $ 82,801 ======== ========== LIMITED PARTNERS - NET INCOME $214,980 $ 707,376 ======== ========== NET INCOME per unit $ 0.68 $ 2.24 ======== ========== UNITS OUTSTANDING 314,878 314,878 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Oil and gas sales $3,099,117 $2,573,031 Interest income 28,518 20,686 Gain on sale of oil and gas properties 32,619 280,809 ---------- ---------- $3,160,254 $2,874,526 COSTS AND EXPENSES: Lease operating $ 648,566 $ 522,479 Production tax 207,915 185,000 Depreciation, depletion, and amortization of oil and gas properties 141,449 188,290 General and administrative (Note 2) 278,925 288,797 ---------- ---------- $1,276,855 $1,184,566 ---------- ---------- NET INCOME $1,883,399 $1,689,960 ========== ========== GENERAL PARTNER - NET INCOME $ 198,219 $ 183,874 ========== ========== LIMITED PARTNERS - NET INCOME $1,685,180 $1,506,086 ========== ========== NET INCOME per unit $ 5.35 $ 4.78 ========== ========== UNITS OUTSTANDING 314,878 314,878 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -16- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,883,399 $1,689,960 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 141,449 188,290 Gain on sale of oil and gas properties ( 32,619) ( 280,809) (Increase) decrease in accounts receivable - oil and gas sales 324,423 ( 161,219) Increase in accounts receivable - related party - ( 1,961) Decrease in deferred charge 9,917 - Increase (decrease) in accounts payable 13,226 ( 21,693) Increase in accrued liability 6,690 - ---------- ---------- Net cash provided by operating activities $2,346,485 $1,412,568 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 53,900) ($ 4,762) Proceeds from sale of oil and gas properties 32,619 42,573 ---------- ---------- Net cash provided (used) by investing activities ($ 21,281) $ 37,811 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($3,275,120) ($1,355,615) ---------- ---------- Net cash used by financing activities ($3,275,120) ($1,355,615) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 949,916) $ 94,764 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,432,990 547,528 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 483,074 $ 642,292 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 336,197 $ 511,025 Accounts receivable: Oil and gas sales 286,181 541,215 ---------- ---------- Total current assets $ 622,378 $1,052,240 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,537,115 1,652,204 DEFERRED CHARGE 204,138 204,138 ---------- ---------- $2,363,631 $2,908,582 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 36,613 $ 29,489 Gas imbalance payable 22,545 22,545 ---------- ---------- Total current liabilities $ 59,158 $ 52,034 ACCRUED LIABILITY $ 25,987 $ 35,904 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 149,713) ($ 133,047) Limited Partners, issued and outstanding, 228,821 units 2,428,199 2,953,691 ---------- ---------- Total Partners' capital $2,278,486 $2,820,644 ---------- ---------- $2,363,631 $2,908,582 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -18- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 -------- -------- REVENUES: Oil and gas sales $484,770 $823,961 Interest income 3,607 5,971 Gain on sale of oil and gas properties - 149,218 -------- -------- $488,377 $979,150 COSTS AND EXPENSES: Lease operating $132,377 $ 85,972 Production tax 35,337 59,685 Depreciation, depletion, and amortization of oil and gas properties 47,645 82,277 General and administrative (Note 2) 64,579 65,448 -------- -------- $279,938 $293,382 -------- -------- NET INCOME $208,439 $685,768 ======== ======== GENERAL PARTNER - NET INCOME $ 24,772 $ 75,385 ======== ======== LIMITED PARTNERS - NET INCOME $183,667 $610,383 ======== ======== NET INCOME per unit $ 0.80 $ 2.66 ======== ======== UNITS OUTSTANDING 228,821 228,821 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- REVENUES: Oil and gas sales $2,175,380 $1,994,401 Interest income 15,437 15,544 Gain (loss) on sale of oil and gas properties ( 999) 154,694 ---------- ---------- $2,189,818 $2,164,639 COSTS AND EXPENSES: Lease operating $ 349,267 $ 298,068 Production tax 160,903 130,784 Depreciation, depletion, and amortization of oil and gas properties 144,348 236,050 General and administrative (Note 2) 207,571 210,667 ---------- ---------- $ 862,089 $ 875,569 ---------- ---------- NET INCOME $1,327,729 $1,289,070 ========== ========== GENERAL PARTNER - NET INCOME $ 144,221 $ 148,597 ========== ========== LIMITED PARTNERS - NET INCOME $1,183,508 $1,140,473 ========== ========== NET INCOME per unit $ 5.17 $ 4.98 ========== ========== UNITS OUTSTANDING 228,821 228,821 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,327,729 $1,289,070 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 144,348 236,050 (Gain) loss on sale of oil and gas properties 999 ( 154,694) (Increase) decrease in accounts receivable - oil and gas sales 255,034 ( 189,329) Increase (decrease) in accounts payable 7,124 ( 18,304) Decrease in gas imbalance payable - ( 113,594) Decrease in accrued liability ( 9,917) - ---------- ---------- Net cash provided by operating activities $1,725,317 $1,049,199 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 30,258) ($ 12,770) Proceeds from sale of oil and gas properties - 159,139 ---------- ---------- Net cash provided (used) by investing activities ($ 30,258) $ 146,369 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,869,887) ($ 981,757) ---------- ---------- Net cash used by financing activities ($1,869,887) ($ 981,757) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 174,828) $ 213,811 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 511,025 450,833 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 336,197 $ 664,644 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 356,429 $ 441,154 Accounts receivable: Oil and gas sales 285,856 440,181 ---------- ---------- Total current assets $ 642,285 $ 881,335 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,497,328 1,597,803 DEFERRED CHARGE 32,237 34,659 ---------- ---------- $2,171,850 $2,513,797 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 25,438 $ 21,902 Gas imbalance payable 7,439 7,439 ---------- ---------- Total current liabilities $ 32,877 $ 29,341 ACCRUED LIABILITY $ 12,341 $ 12,341 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 113,888) ($ 101,577) Limited Partners, issued and outstanding, 171,400 units 2,240,520 2,573,692 ---------- ---------- Total Partners' capital $2,126,632 $2,472,115 ---------- ---------- $2,171,850 $2,513,797 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 -------- -------- REVENUES: Oil and gas sales $501,038 $582,555 Interest income 3,637 4,306 Gain on sale of oil and gas properties - 33,624 -------- -------- $504,675 $620,485 COSTS AND EXPENSES: Lease operating $101,737 $ 49,261 Production tax 35,720 41,490 Depreciation, depletion, and amortization of oil and gas properties 54,544 55,619 General and administrative (Note 2) 48,358 49,023 -------- -------- $240,359 $195,393 -------- -------- NET INCOME $264,316 $425,092 ======== ======== GENERAL PARTNER - NET INCOME $ 30,977 $ 47,084 ======== ======== LIMITED PARTNERS - NET INCOME $233,339 $378,008 ======== ======== NET INCOME per unit $ 1.36 $ 2.20 ======== ======== UNITS OUTSTANDING 171,400 171,400 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -23- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- REVENUES: Oil and gas sales $2,100,752 $1,658,278 Interest income 13,586 10,988 Gain (loss) on sale of oil and gas properties ( 1,162) 51,336 ---------- ---------- $2,113,176 $1,720,602 COSTS AND EXPENSES: Lease operating $ 257,341 $ 192,158 Production tax 142,175 111,350 Depreciation, depletion, and amortization of oil and gas properties 168,457 179,439 General and administrative (Note 2) 158,947 157,414 ---------- ---------- $ 726,920 $ 640,361 ---------- ---------- NET INCOME $1,386,256 $1,080,241 ========== ========== GENERAL PARTNER - NET INCOME $ 152,428 $ 123,075 ========== ========== LIMITED PARTNERS - NET INCOME $1,233,828 $ 957,166 ========== ========== NET INCOME per unit $ 7.20 $ 5.58 ========== ========== UNITS OUTSTANDING 171,400 171,400 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,386,256 $1,080,241 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 168,457 179,439 (Gain) loss on sale of oil and gas properties 1,162 ( 51,336) (Increase) decrease in accounts receivable - oil and gas sales 154,325 ( 113,807) Decrease in deferred charge 2,422 - Increase (decrease) in accounts payable 3,536 ( 3,353) ---------- ---------- Net cash provided by operating activities $1,716,158 $1,091,184 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 69,144) ($ 24,102) Proceeds from sale of oil and gas properties - 57,452 ---------- ---------- Net cash provided (used) by investing activities ($ 69,144) $ 33,350 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,731,739) ($ 971,057) ---------- ---------- Net cash used by financing activities ($1,731,739) ($ 971,057) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 84,725) $ 153,477 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 441,154 280,098 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 356,429 $ 433,575 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -25- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 826,313 $ 934,304 Accounts receivable: Oil and gas sales 606,412 935,211 ---------- ---------- Total current assets $1,432,725 $1,869,515 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 3,228,957 3,439,338 DEFERRED CHARGE 71,612 76,673 ---------- ---------- $4,733,294 $5,385,526 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 54,137 $ 47,021 Gas imbalance payable 16,142 16,142 ---------- ---------- Total current liabilities $ 70,279 $ 63,163 ACCRUED LIABILITY $ 31,272 $ 31,272 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 167,338) ($ 212,913) Limited Partners, issued and outstanding, 372,189 units 4,799,081 5,504,004 ---------- ---------- Total Partners' capital $4,631,743 $5,291,091 ---------- ---------- $4,733,294 $5,385,526 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -26- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- REVENUES: Oil and gas sales $1,061,074 $1,237,877 Interest income 7,986 9,322 Gain on sale of oil and gas properties - 70,733 ---------- ---------- $1,069,060 $1,317,932 COSTS AND EXPENSES: Lease operating $ 216,342 $ 105,927 Production tax 75,811 88,131 Depreciation, depletion, and amortization of oil and gas properties 116,244 119,300 General and administrative (Note 2) 104,154 105,629 ---------- ---------- $ 512,551 $ 418,987 ---------- ---------- NET INCOME $ 556,509 $ 898,945 ========== ========== GENERAL PARTNER - NET INCOME $ 65,314 $ 99,700 ========== ========== LIMITED PARTNERS - NET INCOME $ 491,195 $ 799,245 ========== ========== NET INCOME per unit $ 1.32 $ 2.15 ========== ========== UNITS OUTSTANDING 372,189 372,189 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -27- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ---------- REVENUES: Oil and gas sales $4,464,197 $3,521,240 Interest income 29,403 24,457 Gain (loss) on sale of oil and gas properties ( 2,735) 107,819 ---------- ---------- $4,490,865 $3,653,516 COSTS AND EXPENSES: Lease operating $ 549,459 $ 412,470 Production tax 303,167 238,578 Depreciation, depletion, and amortization of oil and gas properties 359,077 386,603 General and administrative (Note 2) 325,325 339,964 ---------- ---------- $1,537,028 $1,377,615 ---------- ---------- NET INCOME $2,953,837 $2,275,901 ========== ========== GENERAL PARTNER - NET INCOME $ 324,760 $ 259,939 ========== ========== LIMITED PARTNERS - NET INCOME $2,629,077 $2,015,962 ========== ========== NET INCOME per unit $ 7.06 $ 5.42 ========== ========== UNITS OUTSTANDING 372,189 372,189 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -28- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $2,953,837 $2,275,901 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 359,077 386,603 (Gain) loss on sale of oil and gas properties 2,735 ( 107,819) (Increase) decrease in accounts receivable - oil and gas sales 328,799 ( 244,646) Decrease in deferred charge 5,061 - Increase (decrease) in accounts payable 7,116 ( 7,434) ---------- ---------- Net cash provided by operating activities $3,656,625 $2,302,605 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 151,431) ($ 50,404) Proceeds from sale of oil and gas properties - 121,216 ---------- ---------- Net cash provided (used) by investing activities ($ 151,431) $ 70,812 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($3,613,185) ($2,087,904) ---------- ---------- Net cash used by financing activities ($3,613,185) ($2,087,904) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 107,991) $ 285,513 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 934,304 633,816 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 826,313 $ 919,329 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -29- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2001 2000 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 175,906 $ 229,651 Accounts receivable: Oil and gas sales 143,745 223,004 ---------- ---------- Total current assets $ 319,651 $ 452,655 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 761,008 807,844 DEFERRED CHARGE 16,599 17,788 ---------- ---------- $1,097,258 $1,278,287 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 13,237 $ 11,405 Gas imbalance payable 3,993 3,993 ---------- ---------- Total current liabilities $ 17,230 $ 15,398 ACCRUED LIABILITY $ 6,007 $ 6,007 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 62,605) ($ 54,632) Limited Partners, issued and outstanding, 91,711 units 1,136,626 1,311,514 ---------- ---------- Total Partners' capital $1,074,021 $1,256,882 ---------- ---------- $1,097,258 $1,278,287 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -30- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 -------- -------- REVENUES: Oil and gas sales $251,762 $295,563 Interest income 1,783 2,217 Gain on sale of oil and gas properties - 16,544 -------- -------- $253,545 $314,324 COSTS AND EXPENSES: Lease operating $ 53,145 $ 25,934 Production tax 18,093 21,051 Depreciation, depletion, and amortization of oil and gas properties 27,196 28,162 General and administrative (Note 2) 26,208 26,549 -------- -------- $124,642 $101,696 -------- -------- NET INCOME $128,903 $212,628 ======== ======== GENERAL PARTNER - NET INCOME $ 15,160 $ 11,647 ======== ======== LIMITED PARTNERS - NET INCOME $113,743 $200,981 ======== ======== NET INCOME per unit $ 1.24 $ 2.20 ======== ======== UNITS OUTSTANDING 91,711 91,711 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -31- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ------------ -------- REVENUES: Oil and gas sales $1,062,850 $829,411 Interest income 6,688 5,698 Gain (loss) on sale of oil and gas properties ( 766) 25,142 ---------- -------- $1,068,772 $860,251 COSTS AND EXPENSES: Lease operating $ 133,615 $100,340 Production tax 72,664 57,101 Depreciation, depletion, and amortization of oil and gas properties 84,038 90,576 General and administrative (Note 2) 92,892 84,909 ---------- -------- $ 383,209 $332,926 ---------- -------- NET INCOME $ 685,563 $527,325 ========== ======== GENERAL PARTNER - NET INCOME $ 75,451 $ 29,704 ========== ======== LIMITED PARTNERS - NET INCOME $ 610,112 $497,621 ========== ======== NET INCOME per unit $ 6.65 $ 5.43 ========== ======== UNITS OUTSTANDING 91,711 91,711 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -32- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000 (Unaudited) 2001 2000 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $685,563 $527,325 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 84,038 90,576 (Gain) loss on sale of oil and gas properties 766 ( 25,142) (Increase) decrease in accounts receivable - oil and gas sales 79,259 ( 58,891) Decrease in deferred charge 1,189 - Increase (decrease) in accounts payable 1,832 ( 1,964) -------- -------- Net cash provided by operating activities $852,647 $531,904 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 37,968) ($ 11,658) Proceeds from sale of oil and gas properties - 28,502 -------- -------- Net cash provided (used) by investing activities ($ 37,968) $ 16,844 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($868,424) ($466,536) -------- -------- Net cash used by financing activities ($868,424) ($466,536) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 53,745) $ 82,212 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 229,651 147,018 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $175,906 $229,230 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -33- GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS SEPTEMBER 30, 2001 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of September 30, 2001, combined statements of operations for the three and nine months ended September 30, 2001 and 2000, and combined statements of cash flows for the nine months ended September 30, 2001 and 2000 have been prepared by Geodyne Resources, Inc., the General Partner of the limited partnerships, without audit. Each limited partnership is a general partner in the related Geodyne Production Partnership in which Geodyne Resources, Inc. serves as the managing partner. Unless the context indicates otherwise, all references to a "Partnership" or the "Partnerships" are references to the limited partnership and its related production partnership, collectively, and all references to the "General Partner" are references to the general partner of the limited partnerships and the managing partner of the production partnerships, collectively. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined financial position at September 30, 2001, the combined results of operations for the three and nine months ended September 30, 2001 and 2000, and the combined cash flows for the nine months ended September 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 September 30, 2001 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. -34- 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 prior to their transfer to the Partnerships. 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 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 proceeds are credited to oil and gas properties. -35- 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 September 30, 2001, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- II-A $8,125 $127,443 II-B 6,315 95,190 II-C 3,270 40,689 II-D 5,497 82,863 II-E 4,363 60,216 II-F 3,253 45,105 II-G 6,210 97,944 II-H 2,073 24,135 During the nine months ended September 30, 2001, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- II-A $36,819 $382,329 II-B 31,966 285,570 II-C 24,031 122,067 II-D 30,336 248,589 II-E 26,923 180,648 II-F 23,632 135,315 II-G 31,493 293,832 II-H 20,487 72,405 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. -36- 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 and operating producing oil and gas properties located in the continental United States. In general, a Partnership acquired producing properties and did not engage in development drilling or enhanced recovery projects, except as an incidental part of the management of the producing properties acquired. Therefore, the economic life of each Partnership, and its related Production 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 Partnerships' partnership agreements. -37- 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 ----------- ------------------ --------------- II-A July 22, 1987 $48,428,300 II-B October 14, 1987 36,171,900 II-C January 14, 1988 15,462,100 II-D May 10, 1988 31,487,800 II-E September 27, 1988 22,882,100 II-F January 5, 1989 17,140,000 II-G April 10, 1989 37,218,900 II-H May 17, 1989 9,171,100 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from the operations 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 September 30, 2001 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. Occasional expenditures for new wells or well recompletion or workovers, however, may reduce or eliminate cash available for a particular quarterly distribution. During the nine months ended September 30, 2001, capital expenditures for the II-A, II-B, and II-C Partnerships totaled $171,060, $492,832, and $71,313, respectively. These expenditures were primarily due to the drilling of three development wells located in Kern County, California. The II-A, II-B, and II-C Partnerships own working interests of approximately 3.9%, 16.2%, and 2.4%, respectively, in these wells. -38- The II-B and II-E Partnerships' Statements of Cash Flows for the nine months ended September 30, 2000 include proceeds from the sale of certain oil and gas properties during the third quarter of 2000. These proceeds were included in these Partnerships' cash distributions paid in November 2000. Pursuant to the terms of the Partnerships' partnership agreements (the "Partnership Agreements"), the Partnerships are scheduled to terminate on December 31, 2001. However, the Partnership Agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. The General Partner currently intends to extend the terms of the Partnerships for their first two year extension period. 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 on 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. 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 was 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 1999. In the last several months, however, spot gas prices have substantially declined. A weakening economy and recent terrorist activities may result in additional downward pricing pressure. It is not possible to accurately predict future pricing direction. -39- II-A PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $1,053,681 $1,458,416 Oil and gas production expenses $ 420,380 $ 309,788 Barrels produced 16,056 18,650 Mcf produced 229,824 242,776 Average price/Bbl $ 24.82 $ 27.44 Average price/Mcf $ 2.85 $ 3.90 As shown in the table above, total oil and gas sales decreased $404,735 (27.8%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately (i) $42,000 and $241,000, respectively, were related to decreases in the average prices of oil and gas sold and (ii) $71,000 and $51,000, respectively, were related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 2,594 barrels and 12,952 Mcf, respectively, for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to normal declines in production. Average oil and gas prices decreased to $24.82 per barrel and $2.85 per Mcf, respectively, for the three months ended September 30, 2001 from $27.44 per barrel and $3.90 per Mcf, respectively, for the three months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $110,592 (35.7%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the three months ended September 30, 2001 and (ii) positive prior period lease operating expense adjustments made by the operators on several other wells during the three months ended September 30, 2001. These increases were partially offset by a decrease in production taxes associated with the decrease in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 39.9% for the three months ended September 30, 2001 from 21.2% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold and the dollar increase in oil and gas production expenses. -40- Depreciation, depletion, and amortization of oil and gas properties decreased $29,076 (24.6%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining gas reserves at December 31, 2000. As a percentage of oil and gas sales, this expense increased to 8.5% for the three months ended September 30, 2001 from 8.1% for the three months ended September 30, 2000. General and administrative expenses decreased $1,898 (1.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 12.9% for the three months ended September 30, 2001 from 9.4% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $4,192,688 $4,104,104 Oil and gas production expenses $1,164,136 $1,005,516 Barrels produced 53,356 60,076 Mcf produced 605,205 771,454 Average price/Bbl $ 25.44 $ 27.21 Average price/Mcf $ 4.68 $ 3.20 As shown in the table above, total oil and gas sales increased $88,584 (2.2%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately $898,000 was related to an increase in the average price of gas sold. This increase was partially offset by decreases of approximately $183,000 and $532,000, respectively, related to decreases in volumes of oil and gas sold and approximately $94,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 6,720 barrels and 166,249 Mcf, respectively, for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to normal declines in production. The decrease in volumes of gas sold was primarily due to (i) a negative prior period gas balancing adjustment on one significant well during the nine months ended September 30, 2001 and (ii) normal declines in production. Average oil prices decreased to $25.44 per barrel for the nine months -41- ended September 30, 2001 from $27.21 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.68 per Mcf for the nine months ended September 30, 2001 from $3.20 per Mcf for the nine months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $158,620 (15.8%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the nine months ended September 30, 2001, (ii) positive prior period lease operating expense adjustments made by the operators on several other wells during the nine months ended September 30, 2001, and (iii) an increase in production taxes associated with the increase in oil and gas sales. These increases were partially offset by a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold As a percentage of oil and gas sales, these expenses increased to 27.8% for the nine months ended September 30, 2001 from 24.5% for the nine months ended September 30, 2000. This percentage increase was primarily due to the dollar increase in oil and gas production expenses. Depreciation, depletion, and amortization of oil and gas properties decreased $124,377 (33.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining gas reserves at December 31, 2000. As a percentage of oil and gas sales, this expense decreased to 6.0% for the nine months ended September 30, 2001 from 9.2% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses decreased $23,608 (5.3%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 10.0% for the nine months ended September 30, 2001 from 10.8% for the nine months ended September 30, 2000. The Limited Partners have received cash distributions through September 30, 2001 totaling $53,687,357 or 110.86% of the Limited Partners' capital contributions. -42- II-B PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 -------- -------- Oil and gas sales $768,036 $993,491 Oil and gas production expenses $278,553 $213,365 Barrels produced 10,958 12,436 Mcf produced 133,773 169,234 Average price/Bbl $ 25.59 $ 27.16 Average price/Mcf $ 3.65 $ 3.87 As shown in the table above, total oil and gas sales decreased $225,455 (22.7%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $40,000 and $137,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $31,000 was related to a decrease in the average price of gas sold. Volumes of oil and gas sold decreased 1,478 barrels and 35,461 Mcf, respectively, for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of several wells during mid 2000 and (ii) normal declines in production. These decreases were partially offset by the successful completion of three new wells during early 2001. The decrease in volumes of gas sold was primarily due to (i) negative prior period volume adjustments made on several wells during the three months ended September 30, 2001 and (ii) normal declines in production. Average oil and gas prices decreased to $25.59 per barrel and $3.65 per Mcf, respectively, for the three months ended September 30, 2001 from $27.16 per barrel and $3.87 per Mcf, respectively, for the three months ended September 30, 2000. As discussed in Liquidity and Capital Resources above, the II-B Partnership sold certain oil and gas properties during the three months ended September 30, 2000 and recognized a $248,695 gain on such sales. No such sales occurred during the three months ended September 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) increased $65,188 (30.6%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to (i) positive prior period lease operating expense adjustments made by the operators on several wells during the three months ended September 30, 2001 and (ii) -43- workover expenses incurred on several wells during the three months ended September 30, 2001. These increases were partially offset by (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold and (ii) a decrease in production taxes associated with the decrease in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 36.3% for the three months ended September 30, 2001 from 21.5% for the three months ended September 30, 2000. This percentage increase was primarily due to the dollar increase in oil and gas production expenses and the decreases in the average prices of oil and gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $18,584 (30.9%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining gas reserves at December 31, 2000. As a percentage of oil and gas sales, this expense decreased to 5.4% for the three months ended September 30, 2001 from 6.1% for the three months ended September 30, 2000. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses decreased $1,421 (1.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 13.2% for the three months ended September 30, 2001 from 10.4% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $3,201,233 $2,859,162 Oil and gas production expenses $ 755,741 $ 689,509 Barrels produced 40,089 41,378 Mcf produced 446,563 549,461 Average price/Bbl $ 25.72 $ 27.17 Average price/Mcf $ 4.86 $ 3.16 As shown in the table above, total oil and gas sales increased $342,071 (12.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately $760,000 was related to an increase in the average price of -44- gas sold. This increase was partially offset by decreases of approximately $35,000 and $325,000, respectively, related to decreases in volumes of oil and gas sold and approximately $58,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 1,289 barrels and 102,898 Mcf, respectively, for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of several wells during mid 2000 and (ii) normal declines in production. These decreases were partially offset by (i) the successful completion of three new wells during early 2001 and (ii) a positive prior period volume adjustment made by the operator on one significant well during the nine months ended September 30, 2001. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) negative prior period volume adjustments made on several wells during the nine months ended September 30, 2001, and (iii) the shutting-in of two significant wells in order to perform repairs and maintenance during the nine months ended September 30, 2001. Average oil prices decreased to $25.72 per barrel for the nine months ended September 30, 2001 from $27.17 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.86 per Mcf for the nine months ended September 30, 2001 from $3.16 per Mcf for the nine months ended September 30, 2000. As discussed in Liquidity and Capital Resources above, the II-B Partnership sold certain oil and gas properties during the nine months ended September 30, 2000 and recognized a $249,921 gain on such sales. No such sales occurred during the nine months ended September 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) increased $66,232 (9.6%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) positive prior period lease operating expense adjustments made by the operators on several wells during the nine months ended September 30, 2001, (ii) workover expenses incurred on several wells during the nine months ended September 30, 2001, and (iii) an increase in production taxes associated with the increase in oil and gas sales. These increases were partially offset by (i) a decrease in lease operating expenses associated with the decrease in volumes of oil and gas sold, (ii) the sale of several wells during mid 2000, and (iii) a decrease in lease operating environmental expenses on a waterflood unit during the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 23.6% for the nine months ended September 30, 2001 from 24.1% for the nine months ended September 30, 2000. -45- Depreciation, depletion, and amortization of oil and gas properties decreased $53,628 (27.3%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining gas reserves at December 31, 2000. As a percentage of oil and gas sales, this expense decreased to 4.5% for the nine months ended September 30, 2001 from 6.9% for the nine months ended September 30, 2000. This percentage decrease was primarily due the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses decreased $13,950 (4.2%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 9.9% for the nine months ended September 30, 2001 from 11.6% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in oil and gas sales. The Limited Partners have received cash distributions through September 30, 2001 totaling $39,041,916 or 107.93% of the Limited Partners' capital contributions. II-C PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 -------- -------- Oil and gas sales $329,733 $453,932 Oil and gas production expenses $ 98,982 $ 92,972 Barrels produced 3,401 3,919 Mcf produced 73,930 85,201 Average price/Bbl $ 25.73 $ 28.81 Average price/Mcf $ 3.28 $ 4.00 As shown in the table above, total oil and gas sales decreased $124,199 (27.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $54,000 was related to a decrease in the average price of gas sold and approximately $15,000 and $45,000, respectively, were related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 518 barrels and 11,271 Mcf, respectively, for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. The decrease in volumes of oil sold was primarily due -46- to (i) the sale of several wells during mid 2000 and (ii) normal declines in production. The decrease in volumes of gas sold was primarily due to (i) negative prior period volume adjustments made on two significant wells during the three months ended September 30, 2001 and (ii) normal declines in production. These decreases were partially offset by a negative prior period volume adjustment made by the operator on another significant well during the three months ended September 30, 2000. Average oil and gas prices decreased to $25.73 per barrel and $3.28 per Mcf, respectively, for the three months ended September 30, 2001 from $28.81 per barrel and $4.00 per Mcf, respectively, for the three months ended September 30, 2000. The II-C Partnership sold certain oil and gas properties during the three months ended September 30, 2001 and recognized a $21,257 gain on such sales. Sales of oil and gas properties during the three months ended September 30, 2000 resulted in the II-C Partnership recognizing similar gains totaling $63,119. Oil and gas production expenses (including lease operating expenses and production taxes) increased $6,010 (6.5%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 30.0% for the three months ended September 30, 2001 from 20.5% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $5,902 (20.2%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 7.1% for the three months ended September 30, 2001 from 6.4% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses decreased $571 (1.3%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 13.3% for the three months ended September 30, 2001 from 9.8% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. -47- NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $1,446,754 $1,315,347 Oil and gas production expenses $ 313,715 $ 303,209 Barrels produced 10,944 12,808 Mcf produced 236,794 304,601 Average price/Bbl $ 25.78 $ 27.36 Average price/Mcf $ 4.92 $ 3.17 As shown in the table above, total oil and gas sales increased $131,407 (10.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately $414,000 was related to an increase in the average price of gas sold. This increase was partially offset by decreases of approximately $51,000 and $215,000, respectively, related to decreases in volumes of oil and gas sold and approximately $17,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 1,864 barrels and 67,807 Mcf, respectively, for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of several wells during mid 2000 and (ii) normal declines in production. The decrease in volumes of gas sold was primarily due to (i) a negative gas balancing adjustment on one significant well during the nine months ended September 30, 2001, (ii) a positive prior period volume adjustment made by the operator on another significant well during the nine months ended September 30, 2000, and (iii) normal declines in production. Average oil prices decreased to $25.78 per barrel for the nine months ended September 30, 2001 from $27.36 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.92 per Mcf for the nine months ended September 30, 2001 from $3.17 per Mcf for the nine months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $10,506 (3.5%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 21.7% for the nine months ended September 30, 2001 from 23.1% for the nine months ended September 30, 2000. -48- Depreciation, depletion, and amortization of oil and gas properties decreased $27,749 (27.1%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense decreased to 5.2% for the nine months ended September 30, 2001 from 7.8% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses increased $2,894 (2.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 10.1% for the nine months ended September 30, 2001 from 10.9% for the nine months ended September 30, 2000. The Limited Partners have received cash distributions through September 30, 2001 totaling $17,943,686 or 116.05% of the Limited Partners' capital contributions. II-D PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 -------- -------- Oil and gas sales $658,006 $874,480 Oil and gas production expenses $309,232 $225,552 Barrels produced 3,920 9,279 Mcf produced 183,262 153,609 Average price/Bbl $ 25.25 $ 28.89 Average price/Mcf $ 3.05 $ 3.95 As shown in the table above, total oil and gas sales decreased $216,474 (24.8%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $164,000 was related to a decrease in the average price of gas sold and approximately $155,000 was related to a decrease in volumes of oil sold. These decreases were partially offset by an increase of approximately $117,000 related to an increase in volumes of gas sold. Volumes of oil sold decreased 5,359 barrels, while volumes of gas sold increased 29,653 Mcf for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of several wells during 2000, (ii) a positive prior period volume adjustment made by the -49- purchaser on one significant well during the three months ended September 30, 2000, and (iii) the shutting-in of another significant well in order to perform repairs during the three months ended September 30, 2001. The increase in volumes of gas sold was primarily due to (i) negative prior period volume adjustments on two significant wells during the three months ended September 30, 2000, (ii) the II-D Partnership receiving an increased percentage of sales on another significant well during the three months ended September 30, 2001 due to gas balancing, and (iii) the successful completion of a new well during late 2000. These increases were partially offset by (i) the shutting-in of one significant well in order to perform repairs during the three months ended September 30, 2001 and (ii) normal declines in production. As of the date of this Quarterly Report, management expects the gas balancing adjustment to continue for the foreseeable future, thereby continuing to contribute to an increase in volumes of gas produced for the II-D Partnership. Average oil and gas prices decreased to $25.25 per barrel and $3.05 per Mcf, respectively, for the three months ended September 30, 2001 from $28.89 per barrel and $3.95 per Mcf, respectively, for the three months ended September 30, 2000. The II-D Partnership sold certain oil and gas properties during the three months ended September 30, 2000 and recognized a $273,833 gain on such sales. Sales of oil and gas properties during the three months ended September 30, 2001 resulted in the II-D Partnership recognizing similar gains totaling $24,457. Oil and gas production expenses (including lease operating expenses and production taxes) increased $83,680 (37.1%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the three months ended September 30, 2001 and (ii) an increase in repair and maintenance expenses incurred on one significant well during the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. These increases were partially offset by a decrease in production taxes associated with the decrease in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 47.0% for the three months ended September 30, 2001 from 25.8% for the three months ended September 30, 2000. This percentage increase was primarily due to the dollar increase in oil and gas production expenses and the decreases in the average prices of oil and gas sold. -50- Depreciation, depletion, and amortization of oil and gas properties decreased $4,061 (7.9%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, this expense increased to 7.2% for the three months ended September 30, 2001 from 5.9% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses decreased $1,230 (1.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 13.4% for the three months ended September 30, 2001 from 10.2% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $3,099,117 $2,573,031 Oil and gas production expenses $ 856,481 $ 707,479 Barrels produced 11,707 25,838 Mcf produced 544,751 608,310 Average price/Bbl $ 25.32 $ 27.33 Average price/Mcf $ 5.14 $ 3.07 As shown in the table above, total oil and gas sales increased $526,086 (20.4%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately $1,131,000 was related to an increase in the average price of gas sold. This increase was partially offset by decreases of approximately $386,000 and $195,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 14,131 barrels and 63,559 Mcf, respectively, for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of several wells during 2000 and (ii) the shutting-in of one significant well in order to perform repairs during the nine months ended September 30, 2001. The decrease in volumes of gas sold was primarily due to (i) the shutting-in of two significant wells in order to perform repairs during the nine months ended September 30, 2001, (ii) a negative gas balancing adjustment on another significant well during the nine months ended September 30, -51- 2001, and (iii) normal declines in production. These decreases were partially offset by (i) negative prior period volume adjustments on two significant wells during the nine months ended September 30, 2000, (ii) the successful completion of a new well during late 2000, and (iii) the II-D Partnership receiving an increased percentage of sales on another significant well during the nine months ended September 30, 2001 due to gas balancing. As of the date of this Quarterly Report, management expects the gas balancing adjustment to continue for the foreseeable future, thereby continuing to contribute to an increase in volumes of gas produced for the II-D Partnership. Average oil prices decreased to $25.32 per barrel for the nine months ended September 30, 2001 from $27.33 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $5.14 per Mcf for the nine months ended September 30, 2001 from $3.07 per Mcf for the nine months ended September 30, 2000. The II-D Partnership sold certain oil and gas properties during the nine months ended September 30, 2000 and recognized a $280,809 gain on such sales. Sales of oil and gas properties during the nine months ended September 30, 2001 resulted in the II-D Partnership recognizing similar gains totaling $32,619. Oil and gas production expenses (including lease operating expenses and production taxes) increased $149,002 (21.1%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the nine months ended September 30, 2001 and (ii) an increase in production taxes associated with the increase in oil and gas sales. These increases were partially offset by (i) a positive prior period lease operating expense adjustment made by the operator on one significant well during the nine months ended September 30, 2000 and (ii) a negative prior period lease operating expense adjustment made by the operator on another significant well during the nine months ended September 30, 2001. As a percentage of oil and gas sales, these expenses increased to 27.6% for the nine months ended September 30, 2001 from 27.5% for the nine months ended September 30, 2000. Depreciation, depletion, and amortization of oil and gas properties decreased $46,841 (24.9%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense decreased to 4.6% for the nine months ended September 30, 2001 from 7.3% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. -52- General and administrative expenses decreased $9,872 (3.4%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 9.0% for the nine months ended September 30, 2001 from 11.2% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in oil and gas sales. The Limited Partners have received cash distributions through September 30, 2001 totaling $36,885,903 or 117.14% of Limited Partners' capital contributions. II-E PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 -------- -------- Oil and gas sales $484,770 $823,961 Oil and gas production expenses $167,714 $145,657 Barrels produced 5,508 7,102 Mcf produced 122,319 163,083 Average price/Bbl $ 24.39 $ 29.17 Average price/Mcf $ 2.86 $ 3.78 As shown in the table above, total oil and gas sales decreased $339,191 (41.2%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $46,000 and $154,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $112,000 was related to a decrease in the average price of gas sold. Volumes of oil and gas sold decreased 1,594 barrels and 40,764 Mcf, respectively, for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of one significant well during mid 2000 and (ii) normal declines in production. These decreases were partially offset by a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended September 30, 2001. The decrease in volumes of gas sold was primarily due to (i) normal declines in production and (ii) the II-E Partnership receiving a reduced percentage of sales on two significant wells during the three months ended September 30, 2001 due to gas balancing. As of the date of this Quarterly Report, management expects the gas balancing adjustments to continue for the foreseeable future, thereby continuing to contribute to a decrease in volumes of gas produced for the II-E Partnership. Average oil and gas prices decreased to $24.39 per barrel and $2.86 per Mcf, respectively, for the three -53- months ended September 30, 2001 from $29.17 per barrel and $3.78 per Mcf, respectively, for the three months ended September 30, 2000. As discussed in Liquidity and Capital Resources above, the II-E Partnership sold certain oil and gas properties during the three months ended September 30, 2000 and recognized a $149,218 gain on such sales. No such sales occurred during the three months ended September 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) increased $22,057 (15.1%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to workover expenses incurred on several wells during the three months ended September 30, 2001. This increase was partially offset by (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a negative prior period lease operating expense adjustment made by the operator on one significant well during the three months ended September 30, 2001. As a percentage of oil and gas sales, these expenses increased to 34.6% for the three months ended September 30, 2001 from 17.7% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold and the dollar increase in oil and gas production expenses. Depreciation, depletion, and amortization of oil and gas properties decreased $34,632 (42.1%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000. As a percentage of oil and gas sales, this expense decreased to 9.8% for the three months ended September 30, 2001 from 10.0% for the three months ended September 30, 2000. General and administrative expenses decreased $869 (1.3%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 13.3% for the three months ended September 30, 2001 from 7.9% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. -54- NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $2,175,380 $1,994,401 Oil and gas production expenses $ 510,170 $ 428,852 Barrels produced 17,673 19,625 Mcf produced 364,663 472,376 Average price/Bbl $ 26.38 $ 29.07 Average price/Mcf $ 4.69 $ 3.01 As shown in the table above, total oil and gas sales increased $180,979 (9.1%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately $610,000 was related to an increase in the average price of gas sold. This increase was partially offset by decreases of approximately $57,000 and $325,000, respectively, related to decreases in volumes of oil and gas sold and approximately $47,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 1,952 barrels and 107,713 Mcf, respectively, for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. The decrease in volumes of oil sold was primarily due to (i) the sale of one significant well during mid 2000 and (ii) normal declines in production. These decreases were partially offset by (i) a positive prior period volume adjustment made by the purchaser on one significant well during the nine months ended September 30, 2001 and (ii) a negative prior period volume adjustment made by the operator on another significant well during the nine months ended September 30, 2000. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) the II-E Partnership receiving a reduced percentage of sales on two significant wells during the nine months ended September 30, 2001 due to gas balancing, and (iii) a positive prior period volume adjustment made by the purchaser on another significant well during the nine months ended September 30, 2000. As of the date of this Quarterly Report, management expects the gas balancing adjustments to continue for the foreseeable future, thereby continuing to contribute to a decrease in volumes of gas produced for the II-E Partnership. Average oil prices decreased to $26.38 per barrel for the nine months ended September 30, 2001 from $29.07 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.69 per Mcf for the nine months ended September 30, 2001 from $3.01 per Mcf for the nine months ended September 30, 2000. -55- As discussed in Liquidity and Capital Resources above, the II-E Partnership sold certain oil and gas properties during the nine months ended September 30, 2000 and recognized a $154,694 gain on such sales. No such sales occurred during the nine months ended September 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) increased $81,318 (19.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) an increase in production taxes associated with the increase in oil and gas sales and (ii) workover expenses incurred on several wells during the nine months ended September 30, 2001. These increases were partially offset by (i) a positive prior period lease operating expense adjustment made by the operator on one significant well during the nine months ended September 30, 2000 and (ii) a negative prior period lease operating expense adjustment made by the operator on another significant well during the nine months ended September 30, 2001. As a percentage of oil and gas sales, these expenses increased to 23.5% for the nine months ended September 30, 2001 from 21.5% for the nine months ended September 30, 2000. Depreciation, depletion, and amortization of oil and gas properties decreased $91,702 (38.8%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold and upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000. As a percentage of oil and gas sales, this expense decreased to 6.6% for the nine months ended September 30, 2001 from 11.8% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization. General and administrative expenses decreased $3,096 (1.5%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 9.5% for the nine months ended September 30, 2001 from 10.6% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in oil and gas sales. The Limited Partners have received cash distributions through September 30, 2001 totaling $26,485,574 or 115.75% of Limited Partners' capital contributions. -56- II-F PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 -------- -------- Oil and gas sales $501,038 $582,555 Oil and gas production expenses $137,457 $ 90,751 Barrels produced 8,282 5,898 Mcf produced 107,646 118,397 Average price/Bbl $ 23.54 $ 28.47 Average price/Mcf $ 2.84 $ 3.50 As shown in the table above, total oil and gas sales decreased $81,517 (14.0%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $41,000 and $71,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $38,000 was related to a decrease in volumes of gas sold. These decreases were partially offset by an increase of approximately $68,000 related to an increase in volumes of oil sold. Volumes of oil sold increased 2,384 barrels, while volumes of gas sold decreased 10,751 Mcf for the three months ended September 30, 2001 as compared to the three months ended September 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 September 30, 2001. Average oil and gas prices decreased to $23.54 per barrel and $2.84 per Mcf, respectively, for the three months ended September 30, 2001 from $28.47 per barrel and $3.50 per Mcf, respectively, for the three months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $46,706 (51.5%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the three months ended September 30, 2001 and (ii) an ad valorem tax refund received on one significant well during the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 27.4% for the three months ended September 30, 2001 from 15.6% for the three months ended September 30, 2000. This percentage increase was primarily due to the dollar increase in oil and gas production expenses. -57- Depreciation, depletion, and amortization of oil and gas properties decreased $1,075 (1.9%) for the three months ended September 30, 2001 as compared to the three months ended September 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 increase in volumes of oil sold. As a percentage of oil and gas sales, this expense increased to 10.9% for the three months ended September 30, 2001 from 9.5% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses decreased $665 (1.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 9.7% for the three months ended September 30, 2001 from 8.4% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $2,100,752 $1,658,278 Oil and gas production expenses $ 399,516 $ 303,508 Barrels produced 23,361 20,332 Mcf produced 345,767 374,152 Average price/Bbl $ 25.82 $ 27.89 Average price/Mcf $ 4.33 $ 2.92 As shown in the table above, total oil and gas sales increased $442,474 (26.7%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately (i) $489,000 was related to an increase in the average price of gas sold and (ii) $84,000 was related to an increase in volumes of oil sold. These increases were partially offset by decreases of approximately (i) $83,000 related to a decrease in volumes of gas sold and (ii) $48,000 related to a decrease in the average price of oil sold. Volumes of oil sold increased 3,029 barrels, while volumes of gas sold decreased 28,385 Mcf for the nine months ended September 30, 2001 as compared to the nine months ended September 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 nine months ended September 30, 2001. Average oil prices decreased to $25.82 per barrel for the nine months ended September 30, -58- 2001 from $27.89 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.33 per Mcf for the nine months ended September 30, 2001 from $2.92 per Mcf for the nine months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $96,008 (31.6%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) an increase in production taxes associated with the increase in oil and gas sales and (ii) workover expenses incurred on several wells during the nine months ended September 30, 2001. As a percentage of oil and gas sales, these expenses increased to 19.0% for the nine months ended September 30, 2001 from 18.3% for the nine months ended September 30, 2000. Depreciation, depletion, and amortization of oil and gas properties decreased $10,982 (6.1%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, this expense decreased to 8.0% for the nine months ended September 30, 2001 from 10.8% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses increased $1,533 (1.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 7.6% for the nine months ended September 30, 2001 from 9.5% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in oil and gas sales. The Limited Partners have received cash distributions through September 30, 2001 totaling $20,607,051 or 120.23% of Limited Partners' capital contributions. -59- II-G PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $1,061,074 $1,237,877 Oil and gas production expenses $ 292,153 $ 194,058 Barrels produced 17,351 12,368 Mcf produced 229,608 252,641 Average price/Bbl $ 23.53 $ 28.46 Average price/Mcf $ 2.84 $ 3.51 As shown in the table above, total oil and gas sales decreased $176,803 (14.3%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $86,000 and $152,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $81,000 was related to a decrease in volumes of gas sold. These decreases were partially offset by an increase of approximately $142,000 related to an increase in volumes of oil sold. Volumes of oil sold increased 4,983 barrels, while volumes of gas sold decreased 23,033 Mcf for the three months ended September 30, 2001 as compared to the three months ended September 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 September 30, 2001. Average oil and gas prices decreased to $23.53 per barrel and $2.84 per Mcf, respectively, for the three months ended September 30, 2001 from $28.46 per barrel and $3.51 per Mcf, respectively, for the three months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $98,095 (50.5%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the three months ended September 30, 2001 and (ii) an ad valorem tax refund received on one significant well during the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 27.5% for the three months ended September 30, 2001 from 15.7% for the three months ended September 30, 2000. This percentage increase was primarily due to the dollar increase in oil and gas production expenses. -60- Depreciation, depletion, and amortization of oil and gas properties decreased $3,056 (2.6%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This decrease was primarily due to upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000, which was partially offset by the increase in volumes of oil sold. As a percentage of oil and gas sales, this expense increased to 11.0% for the three months ended September 30, 2001 from 9.6% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses decreased $1,475 (1.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 9.8% for the three months ended September 30, 2001 from 8.5% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- ---------- Oil and gas sales $4,464,197 $3,521,240 Oil and gas production expenses $ 852,626 $ 651,048 Barrels produced 48,974 42,640 Mcf produced 736,998 803,343 Average price/Bbl $ 25.82 $ 27.89 Average price/Mcf $ 4.34 $ 2.90 As shown in the table above, total oil and gas sales increased $942,957 (26.8%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately (i) $1,061,000 was related to an increase in the average price of gas sold and (ii) $177,000 was related to an increase in volumes of oil sold. These increases were partially offset by decreases of approximately (i) $193,000 related to a decrease in volumes of gas sold and (ii) $102,000 related to a decrease in the average price of oil sold. Volumes of oil sold increased 6,334 barrels, while volumes of gas sold decreased 66,345 Mcf for the nine months ended September 30, 2001 as compared to the nine months ended September 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 nine months ended September 30, 2001. Average oil prices decreased to -61- $25.82 per barrel for the nine months ended September 30, 2001 from $27.89 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.34 per Mcf for the nine months ended September 30, 2001 from $2.90 per Mcf for the nine months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $201,578 (31.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) an increase in production taxes associated with the increase in oil and gas sales and (ii) workover expenses incurred on several wells during the nine months ended September 30, 2001. As a percentage of oil and gas sales, these expenses increased to 19.1% for the nine months ended September 30, 2001 from 18.5% for the nine months ended September 30, 2000. Depreciation, depletion, and amortization of oil and gas properties decreased $27,526 (7.1%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, this expense decreased to 8.0% for the nine months ended September 30, 2001 from 11.0% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses decreased $14,639 (4.3%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 7.3% for the nine months ended September 30, 2001 from 9.7% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in oil and gas sales. The Limited Partners have received cash distributions through September 30, 2001 totaling $42,797,371 or 114.99% of Limited Partners' capital contributions. -62- II-H PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2000. Three Months Ended September 30, -------------------------------- 2001 2000 -------- -------- Oil and gas sales $251,762 $295,563 Oil and gas production expenses $ 71,238 $ 46,985 Barrels produced 4,026 2,873 Mcf produced 55,054 60,631 Average price/Bbl $ 23.55 $ 28.45 Average price/Mcf $ 2.85 $ 3.53 As shown in the table above, total oil and gas sales decreased $43,801 (14.8%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. Of this decrease, approximately $20,000 and $37,000, respectively, were related to decreases in the average prices of oil and gas sold and approximately $20,000 was related to a decrease in volumes of gas sold. These decreases were partially offset by an increase of approximately $33,000 related to an increase in volumes of oil sold. Volumes of oil sold increased 1,153 barrels, while volumes of gas sold decreased 5,577 Mcf for the three months ended September 30, 2001 as compared to the three months ended September 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 September 30, 2001. Average oil and gas prices decreased to $23.55 per barrel and $2.85 per Mcf, respectively, for the three months ended September 30, 2001 from $28.45 per barrel and $3.53 per Mcf, respectively, for the three months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $24,253 (51.6%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This increase was primarily due to (i) workover expenses incurred on several wells during the three months ended September 30, 2001 and (ii) an ad valorem tax refund received on one significant well during the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 28.3% for the three months ended September 30, 2001 from 15.9% for the three months ended September 30, 2000. This percentage increase was primarily due to the dollar increase in oil and gas production expenses. -63- Depreciation, depletion, and amortization of oil and gas properties decreased $966 (3.4%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. This decrease was primarily due to upward revisions in the estimates of remaining oil and gas reserves at December 31, 2000, which was partially offset by the increase in volumes of oil sold. As a percentage of oil and gas sales, this expense increased to 10.8% for the three months ended September 30, 2001 from 9.5% for the three months ended September 30, 2000. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses decreased $341 (1.3%) for the three months ended September 30, 2001 as compared to the three months ended September 30, 2000. As a percentage of oil and gas sales, these expenses increased to 10.4% for the three months ended September 30, 2001 from 9.0% for the three months ended September 30, 2000. This percentage increase was primarily due to the decrease in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2001 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2000. Nine Months Ended September 30, ------------------------------- 2001 2000 ---------- -------- Oil and gas sales $1,062,850 $829,411 Oil and gas production expenses $ 206,279 $157,441 Barrels produced 11,378 9,929 Mcf produced 176,501 190,864 Average price/Bbl $ 25.82 $ 27.88 Average price/Mcf $ 4.36 $ 2.90 As shown in the table above, total oil and gas sales increased $233,439 (28.1%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. Of this increase, approximately (i) $258,000 was related to an increase in the average price of gas sold and (ii) $40,000 was related to an increase in volumes of oil sold. These increases were partially offset by decreases of approximately (i) $42,000 related to a decrease in volumes of gas sold and (ii) $23,000 related to a decrease in the average price of oil sold. Volumes of oil sold increased 1,449 barrels, while volumes of gas sold decreased 14,363 Mcf for the nine months ended September 30, 2001 as compared to the nine months ended September 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 nine months ended September 30, 2001. Average oil prices decreased to $25.82 per barrel for the nine months ended September 30, -64- 2001 from $27.88 per barrel for the nine months ended September 30, 2000. Average gas prices increased to $4.36 per Mcf for the nine months ended September 30, 2001 from $2.90 per Mcf for the nine months ended September 30, 2000. Oil and gas production expenses (including lease operating expenses and production taxes) increased $48,838 (31.0%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. This increase was primarily due to (i) an increase in production taxes associated with the increase in oil and gas sales and (ii) workover expenses incurred on several wells during the nine months ended September 30, 2001. As a percentage of oil and gas sales, these expenses increased to 19.4% for the nine months ended September 30, 2001 from 19.0% for the nine months ended September 30, 2000. Depreciation, depletion, and amortization of oil and gas properties decreased $6,538 (7.2%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, this expense decreased to 7.9% for the nine months ended September 30, 2001 from 10.9% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in the average price of gas sold. General and administrative expenses increased $7,983 (9.4%) for the nine months ended September 30, 2001 as compared to the nine months ended September 30, 2000. As a percentage of oil and gas sales, these expenses decreased to 8.7% for the nine months ended September 30, 2001 from 10.2% for the nine months ended September 30, 2000. This percentage decrease was primarily due to the increase in oil and gas sales. The Limited Partners have received cash distributions through September 30, 2001 totaling $9,994,364 or 108.98% of Limited Partners' capital contributions. -65- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Partnerships do not hold any market risk sensitive instruments. -66- PART II. OTHER INFORMATION ITEM 5. OTHER INFORMATION On November 1, 2001 Craig D. Loseke was named Chief Accounting Officer of Geodyne. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits None. (b) Reports on Form 8-K. None. -67- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: November 14, 2001 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: November 14, 2001 By: /s/Craig D. Loseke -------------------------------- (Signature) Craig D. Loseke Chief Accounting Officer -68-