SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended June 30, 2002 Commission File Number: III-A: 0-18302 III-B: 0-18636 III-C: 0-18634 III-D: 0-18936 III-E: 0-19010 III-F: 0-19102 III-G: 0-19563 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G --------------------------------------------------------- (Exact name of Registrant as specified in its Articles) III-A 73-1352993 III-B 73-1358666 III-C 73-1356542 III-D 73-1357374 III-E 73-1367188 III-F 73-1377737 Oklahoma III-G 73-1377828 - ---------------------------- ------------------------------------- (State or other jurisdiction (I.R.S. Employer Identification 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 III-A BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 694,738 $ 874,852 Accounts receivable: Oil and gas sales 665,907 557,898 ---------- ---------- Total current assets $1,360,645 $1,432,750 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,227,263 1,306,496 DEFERRED CHARGE 294,499 347,573 ---------- ---------- $2,882,407 $3,086,819 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 163,497 $ 201,567 Gas imbalance payable 31,836 31,836 ---------- ---------- Total current liabilities $ 195,333 $ 233,403 ACCRUED LIABILITY $ 40,963 $ 40,963 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 76,937) ($ 114,834) Limited Partners, issued and outstanding, 263,976 units 2,723,048 2,927,287 ---------- ---------- Total Partners' capital $2,646,111 $2,812,453 ---------- ---------- $2,882,407 $3,086,819 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ---------- REVENUES: Oil and gas sales $1,028,672 $1,192,527 Interest income 1,285 10,211 Loss on sale of oil and gas properties - ( 1,751) ---------- ---------- $1,029,957 $1,200,987 COSTS AND EXPENSES: Lease operating $ 201,781 $ 197,269 Production tax 27,316 82,879 Depreciation, depletion, and amortization of oil and gas properties 69,610 68,375 General and administrative (Note 2) 74,563 72,237 ---------- ---------- $ 373,270 $ 420,760 ---------- ---------- NET INCOME $ 656,687 $ 780,227 ========== ========== GENERAL PARTNER - NET INCOME $ 71,805 $ 83,155 ========== ========== LIMITED PARTNERS - NET INCOME $ 584,882 $ 697,072 ========== ========== NET INCOME per unit $ 2.22 $ 2.64 ========== ========== UNITS OUTSTANDING 263,976 263,976 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ----------- ---------- REVENUES: Oil and gas sales $1,988,020 $2,857,403 Interest income 3,654 21,686 Loss on sale of oil and gas properties - ( 1,751) ---------- ---------- $1,991,674 $2,877,338 COSTS AND EXPENSES: Lease operating $ 425,563 $ 300,849 Production tax 67,258 194,797 Depreciation, depletion, and amortization of oil and gas properties 169,056 139,956 General and administrative (Note 2) 164,674 161,780 ---------- ---------- $ 826,551 $ 797,382 ---------- ---------- NET INCOME $1,165,123 $2,079,956 ========== ========== GENERAL PARTNER - NET INCOME $ 131,362 $ 218,423 ========== ========== LIMITED PARTNERS - NET INCOME $1,033,761 $1,861,533 ========== ========== NET INCOME per unit $ 3.92 $ 7.05 ========== ========== UNITS OUTSTANDING 263,976 263,976 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,165,123 $2,079,956 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 169,056 139,956 Loss on sale of oil and gas properties - 1,751 (Increase) decrease in accounts receivable - oil and gas sales ( 108,009) 42,865 Decrease in deferred charge 53,074 - Increase (decrease) in accounts payable ( 38,070) 114,884 Decrease in accrued liability - ( 8,095) ---------- ---------- Net cash provided by operating activities $1,241,174 $2,371,317 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 89,823) ($ 39,624) ---------- ---------- Net cash used by investing activities ($ 89,823) ($ 39,624) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,331,465) ($2,318,137) ---------- ---------- Net cash used by financing activities ($1,331,465) ($2,318,137) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 180,114) $ 13,556 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 874,852 910,878 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 694,738 $ 924,434 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 370,634 $ 494,899 Accounts receivable: Oil and gas sales 402,347 329,826 ---------- ---------- Total current assets $ 772,981 $ 824,725 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 706,677 750,031 DEFERRED CHARGE 211,446 255,990 ---------- ---------- $1,691,104 $1,830,746 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 110,745 $ 123,265 Gas imbalance payable 14,325 14,325 ---------- ---------- Total current liabilities $ 125,070 $ 137,590 ACCRUED LIABILITY $ 19,358 $ 19,358 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 36,120) ($ 67,276) Limited Partners, issued and outstanding, 138,336 units 1,582,796 1,741,074 ---------- ---------- Total Partners' capital $1,546,676 $1,673,798 ---------- ---------- $1,691,104 $1,830,746 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- --------- REVENUES: Oil and gas sales $609,122 $673,206 Interest income 649 5,052 Loss on sale of oil and gas properties - ( 739) -------- -------- $609,771 $677,519 COSTS AND EXPENSES: Lease operating $141,751 $132,986 Production tax 24,938 47,450 Depreciation, depletion, and amortization of oil and gas properties 41,373 37,639 General and administrative (Note 2) 40,967 38,223 -------- -------- $249,029 $256,298 -------- -------- NET INCOME $360,742 $421,221 ======== ======== GENERAL PARTNER - NET INCOME $ 59,806 $ 67,694 ======== ======== LIMITED PARTNERS - NET INCOME $300,936 $353,527 ======== ======== NET INCOME per unit $ 2.17 $ 2.55 ======== ======== UNITS OUTSTANDING 138,336 138,336 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ----------- ----------- REVENUES: Oil and gas sales $1,207,706 $1,579,056 Interest income 1,938 11,157 Loss on sale of oil and gas properties - ( 739) ---------- ---------- $1,209,644 $1,589,474 COSTS AND EXPENSES: Lease operating $ 291,184 $ 202,118 Production tax 57,883 108,415 Depreciation, depletion, and amortization of oil and gas properties 103,177 76,659 General and administrative (Note 2) 94,016 92,544 ---------- ---------- $ 546,260 $ 479,736 ---------- ---------- NET INCOME $ 663,384 $1,109,738 ========== ========== GENERAL PARTNER - NET INCOME $ 113,662 $ 175,519 ========== ========== LIMITED PARTNERS - NET INCOME $ 549,722 $ 934,219 ========== ========== NET INCOME per unit $ 3.97 $ 6.75 ========== ========== UNITS OUTSTANDING 138,336 138,336 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $663,384 $1,109,738 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 103,177 76,659 Loss on sale of oil and gas properties - 739 (Increase) decrease in accounts receivable - oil and gas sales ( 72,521) 11,217 Decrease in deferred charge 44,544 - Increase (decrease) in accounts payable ( 12,520) 83,055 Decrease in accrued liability - ( 6,795) -------- ---------- Net cash provided by operating activities $726,064 $1,274,613 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 59,823) ($ 26,325) Proceeds from the sale of oil and gas properties - 197 -------- ---------- Net cash used by investing activities ($ 59,823) ( $ 26,128) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($790,506) ($1,278,412) -------- ---------- Net cash used by financing activities ($790,506) ($1,278,412) -------- ---------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($124,265) ($ 29,927) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 494,899 496,576 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $370,634 $ 466,649 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 463,145 $ 371,012 Accounts receivable: Oil and gas sales 455,661 362,134 ---------- ---------- Total current assets $ 918,806 $ 733,146 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,690,473 1,820,677 DEFERRED CHARGE 73,472 73,472 ---------- ---------- $2,682,751 $2,627,295 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 95,849 $ 86,399 Gas imbalance payable 40,724 40,724 ---------- ---------- Total current liabilities $ 136,573 $ 127,123 ACCRUED LIABILITY $ 168,448 $ 168,448 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 149,388) ($ 175,495) Limited Partners, issued and outstanding, 244,536 units 2,527,118 2,507,219 ---------- ---------- Total Partners' capital $2,377,730 $2,331,724 ---------- ---------- $2,682,751 $2,627,295 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 -------- ---------- REVENUES: Oil and gas sales $714,982 $1,239,788 Interest income 817 11,094 Gain (loss) on sale of oil and gas properties 17,501 ( 606) -------- ---------- $733,300 $1,250,276 COSTS AND EXPENSES: Lease operating $107,043 $ 139,441 Production tax 41,549 71,631 Depreciation, depletion, and amortization of oil and gas properties 68,651 69,069 General and administrative (Note 2) 69,287 67,006 -------- ---------- $286,530 $ 347,147 -------- ---------- NET INCOME $446,770 $ 903,129 ======== ========== GENERAL PARTNER - NET INCOME $ 50,774 $ 47,365 ======== ========== LIMITED PARTNERS - NET INCOME $395,996 $ 855,764 ======== ========== NET INCOME per unit $ 1.62 $ 3.50 ======== ========== UNITS OUTSTANDING 244,536 244,536 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ---------- REVENUES: Oil and gas sales $1,285,551 $3,225,413 Interest income 2,026 22,220 Gain (loss) on sale of oil and gas properties 17,501 ( 606) ---------- ---------- $1,305,078 $3,247,027 COSTS AND EXPENSES: Lease operating $ 294,886 $ 295,898 Production tax 73,777 214,977 Depreciation, depletion, and amortization of oil and gas properties 136,143 142,647 General and administrative (Note 2) 153,662 151,086 ---------- ---------- $ 658,468 $ 804,608 ---------- ---------- NET INCOME $ 646,610 $2,442,419 ========== ========== GENERAL PARTNER - NET INCOME $ 76,711 $ 126,716 ========== ========== LIMITED PARTNERS - NET INCOME $ 569,899 $2,315,703 ========== ========== NET INCOME per unit $ 2.33 $ 9.47 ========== ========== UNITS OUTSTANDING 244,536 244,536 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $646,610 $2,442,419 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 136,143 142,647 (Gain) loss on sale of oil and gas properties ( 17,501) 606 (Increase) decrease in accounts receivable - oil and gas sales ( 93,527) 136,951 Decrease in deferred charge - 5,062 Increase (decrease) in accounts payable 9,450 ( 27,640) Increase in accrued liability - 7,911 -------- ---------- Net cash provided by operating activities $681,175 $2,707,956 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 7,408) ($ 101,374) Proceeds from sale of oil and gas properties 18,970 - -------- ---------- Net cash provided (used) by investing activities $ 11,562 ($ 101,374) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($600,604) ($2,421,677) -------- ---------- Net cash used by financing activities ($600,604) ($2,421,677) -------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 92,133 $ 184,905 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 371,012 903,268 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $463,145 $1,088,173 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 283,565 $ 160,008 Accounts receivable: Oil and gas sales 327,191 250,386 ---------- ---------- Total current assets $ 610,756 $ 410,394 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 728,044 735,922 DEFERRED CHARGE 11,614 11,614 ---------- ---------- $1,350,414 $1,157,930 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 102,762 $ 147,868 ---------- ---------- Total current liabilities $ 102,762 $ 147,868 ACCRUED LIABILITY $ 210,194 $ 210,194 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 47,781) ($ 72,956) Limited Partners, issued and outstanding, 131,008 units 1,085,239 872,824 ---------- ---------- Total Partners' capital $1,037,458 $ 799,868 ---------- ---------- $1,350,414 $1,157,930 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -14- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 -------- -------- REVENUES: Oil and gas sales $525,911 $799,965 Interest income 328 7,109 Gain (loss) on sale of oil and gas properties 15,250 ( 52) -------- -------- $541,489 $807,022 COSTS AND EXPENSES: Lease operating $128,699 $146,488 Production tax 38,157 53,134 Depreciation, depletion, and amortization of oil and gas properties 28,844 29,842 General and administrative (Note 2) 39,555 36,952 -------- -------- $235,255 $266,416 -------- -------- NET INCOME $306,234 $540,606 ======== ======== GENERAL PARTNER - NET INCOME $ 33,187 $ 27,869 ======== ======== LIMITED PARTNERS - NET INCOME $273,047 $512,737 ======== ======== NET INCOME per unit $ 2.08 $ 3.91 ======== ======== UNITS OUTSTANDING 131,008 131,008 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 -------- ----------- REVENUES: Oil and gas sales $934,938 $2,077,012 Interest income 761 14,163 Gain (loss) on sale of oil and gas properties 15,250 ( 52) -------- ---------- $950,949 $2,091,123 COSTS AND EXPENSES: Lease operating $322,205 $ 328,732 Production tax 66,519 140,953 Depreciation, depletion, and amortization of oil and gas properties 56,842 61,695 General and administrative (Note 2) 90,433 89,178 -------- ---------- $535,999 $ 620,558 -------- ---------- NET INCOME $414,950 $1,470,565 ======== ========== GENERAL PARTNER - NET INCOME $ 46,535 $ 75,288 ======== ========== LIMITED PARTNERS - NET INCOME $368,415 $1,395,277 ======== ========== NET INCOME per unit $ 2.81 $ 10.65 ======== ========== UNITS OUTSTANDING 131,008 131,008 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -16- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $414,950 $1,470,565 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 56,842 61,695 (Gain) loss on sale of oil and gas properties ( 15,250) 52 (Increase) decrease in accounts receivable - oil and gas sales ( 76,805) 110,090 Decrease in deferred charge - 3,234 Increase (decrease) in accounts payable ( 45,106) 21,008 Increase in accrued liability - 14,003 -------- ---------- Net cash provided by operating activities $334,631 $1,680,647 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 49,995) ($ 8,857) Proceeds from the sale of oil and gas properties 16,281 - -------- ---------- Net cash used by investing activities ($ 33,714) ($ 8,857) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($177,360) ($1,533,565) -------- ---------- Net cash used by financing activities ($177,360) ($1,533,565) -------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $123,557 $ 138,225 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 160,008 561,839 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $283,565 $ 700,064 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 515,801 $ 440,024 Accounts receivable: Oil and gas sales 964,452 687,090 ---------- ---------- Total current assets $1,480,253 $1,127,114 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,752,848 2,553,810 DEFERRED CHARGE 87,712 87,712 ---------- ---------- $4,320,813 $3,768,636 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 531,313 $ 773,007 Gas imbalance payable 4,991 4,991 ---------- ---------- Total current liabilities $ 536,304 $ 777,998 ACCRUED LIABILITY $ 317,221 $ 317,221 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 205,191) ($ 286,758) Limited Partners, issued and outstanding, 418,266 units 3,672,479 2,960,175 ---------- ---------- Total Partners' capital $3,467,288 $2,673,417 ---------- ---------- $4,320,813 $3,768,636 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -18- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ---------- REVENUES: Oil and gas sales $1,519,382 $2,240,874 Interest income 76 17,445 Loss on sale of oil and gas properties - ( 7) ---------- ---------- $1,519,458 $2,258,312 COSTS AND EXPENSES: Lease operating $ 728,630 $ 694,574 Production tax 104,166 144,083 Depreciation, depletion, and amortization of oil and gas properties 64,451 70,013 General and administrative (Note 2) 117,443 115,943 ---------- ---------- $1,014,690 $1,024,613 ---------- ---------- NET INCOME $ 504,768 $1,233,699 ========== ========== GENERAL PARTNER - NET INCOME $ 56,270 $ 63,614 ========== ========== LIMITED PARTNERS - NET INCOME $ 448,498 $1,170,085 ========== ========== NET INCOME per unit $ 1.07 $ 2.80 ========== ========== UNITS OUTSTANDING 418,266 418,266 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ---------- REVENUES: Oil and gas sales $2,898,815 $5,437,047 Interest income 916 37,831 Gain on sale of oil and gas properties - 571 ---------- ---------- $2,899,731 $5,475,449 COSTS AND EXPENSES: Lease operating $1,513,311 $1,537,686 Production tax 183,033 340,897 Depreciation, depletion, and amortization of oil and gas properties 144,519 153,098 General and administrative (Note 2) 253,069 248,745 ---------- ---------- $2,093,932 $2,280,426 ---------- ---------- NET INCOME $ 805,799 $3,195,023 ========== ========== GENERAL PARTNER - NET INCOME $ 93,495 $ 163,984 ========== ========== LIMITED PARTNERS - NET INCOME $ 712,304 $3,031,039 ========== ========== NET INCOME per unit $ 1.70 $ 7.25 ========== ========== UNITS OUTSTANDING 418,266 418,266 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 -------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $805,799 $3,195,023 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 144,519 153,098 Gain on sale of oil and gas properties - ( 571) (Increase) decrease in accounts receivable - oil and gas sales ( 277,362) 564,985 Decrease in deferred charge - 15,262 Increase (decrease) in accounts payable ( 241,694) 148,191 Decrease in accrued liability - ( 40,439) -------- ---------- Net cash provided by operating activities $431,262 $4,035,549 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($344,108) ($ 745) Proceeds from sale of oil and gas properties 551 26,346 -------- ---------- Net cash provided (used) by investing activities ($343,557) $ 25,601 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 11,928) ($3,807,975) -------- ---------- Net cash used by financing activities ($ 11,928) ($3,807,975) -------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 75,777 $ 253,175 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 440,024 1,627,830 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $515,801 $1,881,005 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 181,693 $ 144,433 Accounts receivable: Oil and gas sales 298,826 239,821 ---------- ---------- Total current assets $ 480,519 $ 384,254 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,848,761 1,948,551 DEFERRED CHARGE 37,001 37,001 ---------- ---------- $2,366,281 $2,369,806 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 75,106 $ 58,774 Gas imbalance payable 2,295 2,295 ---------- ---------- Total current liabilities $ 77,401 $ 61,069 ACCRUED LIABILITY $ 111,171 $ 111,171 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 154,859) ($ 161,655) Limited Partners, issued and outstanding, 221,484 units 2,332,568 2,359,221 ---------- ---------- Total Partners' capital $2,177,709 $2,197,566 ---------- ---------- $2,366,281 $2,369,806 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 -------- --------- REVENUES: Oil and gas sales $446,409 $812,040 Interest income 358 11,612 Loss on sale of oil and gas properties - ( 6) -------- -------- $446,767 $823,646 COSTS AND EXPENSES: Lease operating $146,619 $189,686 Production tax 27,836 47,124 Depreciation, depletion, and amortization of oil and gas properties 49,521 54,439 General and administrative (Note 2) 63,528 61,139 -------- -------- $287,504 $352,388 -------- -------- NET INCOME $159,263 $471,258 ======== ======== GENERAL PARTNER - NET INCOME $ 9,926 $ 25,160 ======== ======== LIMITED PARTNERS - NET INCOME $149,337 $446,098 ======== ======== NET INCOME per unit $ .68 $ 2.02 ======== ======== UNITS OUTSTANDING 221,484 221,484 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -23- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 -------- ----------- REVENUES: Oil and gas sales $862,581 $2,081,613 Interest income 923 21,458 Gain on sale of oil and gas properties - 313,447 -------- ---------- $863,504 $2,416,518 COSTS AND EXPENSES: Lease operating $253,183 $ 423,223 Production tax 42,660 118,490 Depreciation, depletion, and amortization of oil and gas properties 103,979 122,052 General and administrative (Note 2) 141,093 138,684 -------- ---------- $540,915 $ 802,449 -------- ---------- NET INCOME $322,589 $1,614,069 ======== ========== GENERAL PARTNER - NET INCOME $ 20,242 $ 84,513 ======== ========== LIMITED PARTNERS - NET INCOME $302,347 $1,529,556 ======== ========== NET INCOME per unit $ 1.37 $ 6.91 ======== ========== UNITS OUTSTANDING 221,484 221,484 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $322,589 $1,614,069 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 103,979 122,052 Gain on sale of oil and gas properties - ( 313,447) (Increase) decrease in accounts receivable - oil and gas sales ( 59,005) 278,656 Decrease in deferred charge - 7,540 Increase (decrease) in accounts payable 16,332 ( 6,942) -------- ---------- Net cash provided by operating activities $383,895 $1,701,928 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 5,282) ($ 615) Proceeds from the sale of oil and gas properties 1,093 321,265 -------- ---------- Net cash provided (used) by investing activities ($ 4,189) $ 320,650 -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($342,446) ($1,705,068) -------- ---------- Net cash used by financing activities ($342,446) ($1,705,068) -------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 37,260 $ 317,510 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 144,433 754,880 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $181,693 $1,072,390 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -25- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 120,284 $ 100,271 Accounts receivable: Oil and gas sales 177,192 146,838 ---------- ---------- Total current assets $ 297,476 $ 247,109 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,010,780 1,064,542 DEFERRED CHARGE 24,379 24,379 ---------- ---------- $1,332,635 $1,336,030 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 50,065 $ 43,676 ---------- ---------- Total current liabilities $ 50,065 $ 43,676 ACCRUED LIABILITY $ 68,289 $ 68,289 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 89,552) ($ 93,950) Limited Partners, issued and outstanding, 121,925 units 1,303,833 1,318,015 ---------- ---------- Total Partners' capital $1,214,281 $1,224,065 ---------- ---------- $1,332,635 $1,336,030 ========== ========== The accompanying condensed notes are an integral part of these financial statements. -26- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- --------- REVENUES: Oil and gas sales $275,796 $459,884 Interest income 169 6,839 Loss on sale of oil and gas properties - ( 15) -------- -------- $275,965 $466,708 COSTS AND EXPENSES: Lease operating $ 93,211 $117,025 Production tax 16,180 26,625 Depreciation, depletion, and amortization of oil and gas properties 28,181 29,551 General and administrative (Note 2) 36,598 33,844 -------- -------- $174,170 $207,045 -------- -------- NET INCOME $101,795 $259,663 ======== ======== GENERAL PARTNER - NET INCOME $ 6,209 $ 13,823 ======== ======== LIMITED PARTNERS - NET INCOME $ 95,586 $245,840 ======== ======== NET INCOME per unit $ .79 $ 2.01 ======== ======== UNITS OUTSTANDING 121,925 121,925 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -27- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ----------- REVENUES: Oil and gas sales $520,195 $1,178,246 Interest income 468 12,575 Gain on sale of oil and gas properties - 207,189 -------- ---------- $520,663 $1,398,010 COSTS AND EXPENSES: Lease operating $162,614 $ 256,886 Production tax 25,041 66,190 Depreciation, depletion, and amortization of oil and gas properties 57,586 66,054 General and administrative (Note 2) 84,792 83,485 -------- ---------- $330,033 $ 472,615 -------- ---------- NET INCOME $190,630 $ 925,395 ======== ========== GENERAL PARTNER - NET INCOME $ 11,812 $ 48,283 ======== ========== LIMITED PARTNERS - NET INCOME $178,818 $ 877,112 ======== ========== NET INCOME per unit $ 1.47 $ 7.19 ======== ========== UNITS OUTSTANDING 121,925 121,925 ======== ========== The accompanying condensed notes are an integral part of these financial statements. -28- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $190,630 $925,395 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 57,586 66,054 Gain on sale of oil and gas properties - ( 207,189) (Increase) decrease in accounts receivable - oil and gas sales ( 30,354) 162,638 Decrease in deferred charge - 4,687 Increase (decrease) in accounts payable 6,389 ( 4,677) -------- -------- Net cash provided by operating activities $224,251 $946,908 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 4,155) ($ 10,262) Proceeds from the sale of oil and gas properties 331 209,502 -------- -------- Net cash provided (used) by investing activities ($ 3,824) $199,240 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($200,414) ($959,278) -------- -------- Net cash used by financing activities ($200,414) ($959,278) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 20,013 $186,870 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 100,271 434,158 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $120,284 $621,028 ======== ======== The accompanying condensed notes are an integral part of these financial statements. -29- GEODYNE ENERGY INCOME PROGRAM III LIMITED PARTNERSHIPS CONDENSED NOTES TO THE FINANCIAL STATEMENTS JUNE 30, 2002 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The balance sheets as of June 30, 2002, statements of operations for the three and six months ended June 30, 2002 and 2001, and statements of cash flows for the six months ended June 30, 2002 and 2001 have been prepared by Geodyne Resources, Inc., the General Partner of the Partnerships (the "General Partner"), without audit. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the financial position at June 30, 2002, the results of operations for the three and six months ended June 30, 2002 and 2001, and the cash flows for the six months ended June 30, 2002 and 2001. 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, 2001. The results of operations for the period ended June 30, 2002 are not necessarily indicative of the results to be expected for the full year. The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. OIL AND GAS PROPERTIES ---------------------- The Partnerships follow the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalize all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion, of the General Partner's property screening costs. The acquisition cost to the Partnerships of properties acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held -30- 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. 2. TRANSACTIONS WITH RELATED PARTIES --------------------------------- The Partnerships' partnership agreements provide for reimbursement to the General Partner for all direct general and administrative expenses and for the general and administrative overhead applicable to the Partnerships based on an allocation of actual costs incurred. During the three months ended June 30, 2002, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- III-A $5,095 $ 69,468 III-B 4,562 36,405 III-C 4,934 64,353 III-D 5,079 34,476 III-E 7,373 110,070 III-F 5,244 58,284 III-G 4,513 32,085 -31- During the six months ended June 30, 2002, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------- --------------- III-A $25,738 $138,936 III-B 21,206 72,810 III-C 24,956 128,706 III-D 21,481 68,952 III-E 32,929 220,140 III-F 24,525 116,568 III-G 20,622 64,170 Affiliates of the Partnerships operate certain of the Partnerships' properties and their policy is to bill the Partnerships for all customary charges and cost reimbursements associated with their activities. -32- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, 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 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. -33- 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 ----------- ------------------ --------------- III-A November 22, 1989 $26,397,600 III-B January 24, 1990 13,833,600 III-C February 27, 1990 24,453,600 III-D September 5, 1990 13,100,800 III-E December 26, 1990 41,826,600 III-F March 7, 1991 22,148,400 III-G September 20, 1991 12,192,500 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from 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 June 30, 2002 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. The III-F and III-G Partnerships' Statements of Cash Flows for the six months ended June 30, 2001 include proceeds from the sale of certain oil and gas properties during the first quarter of 2001. These proceeds were included in the Partnerships' May 2001 cash distributions. Occasional expenditures for new wells or well recompletions or workovers, however, may reduce or eliminate cash available for a particular quarterly cash distribution. During the six months ended June 30, 2002, capital expenditures for the III-A and III-B Partnerships totaled $89,823 and $59,823, respectively. These expenditures were primarily due to recompletions of several wells located in Jefferson Davis Parish, Louisiana. The III-A and III-B Partnerships own working interests of approximately 12.2% and 8.0%, respectively, in these wells. In addition, during the six months ended June 30, 2002, capital expenditures for -34- the III-D and III-E Partnerships totaled $49,995 and $344,108, respectively. These expenditures were primarily due to drilling activities in a large unitized property, the Jay-Little Escambia Creek Field Unit, located in Santa Rosa County, Florida, in which the Partnerships own working interests of approximately 0.7% and 4.7%, respectively. Pursuant to the terms of the Partnership Agreements for the Partnerships (the "Partnership Agreements") the Partnerships were initially scheduled to terminate on the dates indicated in the "Initial Termination Date" column of the following chart. 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. As of the date of this Quarterly Report, the General Partner has extended the terms of the III-A, III-B, and III-C Partnerships for the second two-year extension period and the III-D, III-E, III-F, and III-G Partnerships for the first two-year extension period. Therefore, the Partnerships are currently scheduled to terminate on the dates indicated in the "Current Termination Date" column of the following chart. Initial Extensions Current Partnership Termination Date Exercised Termination Date ----------- ----------------- --------- ----------------- III-A November 22, 1999 2 November 22, 2003 III-B January 24, 2000 2 January 24, 2004 III-C February 28, 2000 2 February 28, 2004 III-D September 5, 2000 1 September 5, 2002 III-E December 26, 2000 1 December 26, 2002 III-F March 7, 2001 1 March 7, 2003 III-G September 20, 2001 1 September 20, 2003 The General Partner currently intends to extend the term of the III-D Partnership for two years beyond its current termination date, but has not determined whether it intends to further extend the terms of any other Partnerships. NEW ACCOUNTING PRONOUNCEMENTS Below is a brief description of Financial Accounting Standards ("FAS") recently issued by the Financial Accounting Standards Board ("FASB") which may have an impact on the Partnerships' future results of operations and financial position. In July 2001, the FASB issued FAS No. 143, "Accounting for Asset Retirement Obligations", which is effective for fiscal years beginning after June 15, 2002 (January 1, 2003 for the Partnerships). FAS No. 143 will require the recording of the fair value of liabilities associated with the retirement of long-lived assets (mainly plugging and abandonment costs for the Partnerships' depleted wells), in the period in -35- which the liabilities are incurred (at the time the wells are drilled). Management has not yet determined the effect of adopting this statement on the Partnerships' financial condition or results of operations. In August 2001, the FASB issued FAS No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets", which is effective for fiscal years beginning after December 15, 2001 (January 1, 2002 for the Partnerships). This statement supersedes FAS No. 121 "Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of". The provisions of FAS No. 144, as they relate to the Partnerships, are essentially the same as FAS No. 121 and thus are not expected to have a significant effect on the Partnerships financial condition or results of operations. 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. Historically, oil and gas prices have been volatile and are likely to continue to be volatile. As a result, 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. It is likewise difficult to predict production volumes. However, oil and gas are depleting assets, so it can be expected that production levels will decline over time. Gas prices in 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. However, prices for both oil and gas soon declined and were relatively lower in late 2001 and early 2002 as a result of the declining economy and relatively mild winter weather. Recently, prices of oil and gas have improved, to some extent due to unrest in the Middle East. It is not possible to accurately predict future trends. -36- III-A PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 ---------- ---------- Oil and gas sales $1,028,672 $1,192,527 Oil and gas production expenses $ 229,097 $ 280,148 Barrels produced 9,322 11,853 Mcf produced 226,274 174,536 Average price/Bbl $ 24.93 $ 26.30 Average price/Mcf $ 3.52 $ 5.05 As shown in the table above, total oil and gas sales decreased $163,855 (13.7%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately (i) $346,000 was related to a decrease in the average price of gas sold and (ii) $67,000 was related to a decrease in volumes of oil sold. These decreases were partially offset by an increase of approximately $261,000 related to an increase in volumes of gas sold. Volumes of oil sold decreased 2,531 barrels, while volumes of gas sold increased 91,738 Mcf for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. The decrease in volumes of oil sold was primarily due to a decline in production on one significant well following the successful recompletion of that well during mid 2001. The increase in volumes of gas sold was primarily due to an increase in production on one significant well due to the successful workover of that well during early 2002. Average oil and gas prices decreased to $24.93 per barrel and $3.52 per Mcf, respectively, for the three months ended June 30, 2002 from $26.30 per barrel and $5.05 per Mcf, respectively, for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $51,051 (18.2%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a decrease in workover expenses incurred on two wells within the same unit during the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. These decreases were partially offset by workover expenses incurred on another significant well during the three months ended June 30, 2002. As a percentage of oil and gas sales, these expenses decreased to 22.3% for the three months ended June 30, 2002 from 23.5% for the three months ended June 30, 2001. -37- Depreciation, depletion, and amortization of oil and gas properties increased $1,235 (1.8%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 6.8% for the three months ended June 30, 2002 from 5.7% for the three months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,326 (3.2%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 7.2% for the three months ended June 30, 2002 from 6.1% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, --------------------------- 2002 2001 ---------- ---------- Oil and gas sales $1,988,020 $2,857,403 Oil and gas production expenses $ 492,821 $ 495,646 Barrels produced 27,622 24,201 Mcf produced 519,631 357,628 Average price/Bbl $ 21.73 $ 27.46 Average price/Mcf $ 2.67 $ 6.13 As shown in the table above, total oil and gas sales decreased $869,383 (30.4%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately $158,000 and $1,798,000, respectively, were related to decreases in the average prices of oil and gas sold. These decreases were partially offset by increases of approximately $94,000 and $993,000, respectively, related to increases in volumes of oil and gas sold. Volumes of oil and gas sold increased 3,421 barrels and 162,003 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. The increase in volumes of oil sold was primarily due to an increase in production on two significant wells due to the successful recompletions of those wells during mid 2001. The increase in volumes of gas sold was primarily due to (i) an increase in production on one significant well due to the successful workover of that well during early 2002 and (ii) a positive prior period gas balancing adjustment on another significant well during the six months ended June 30, 2002. Average oil and gas prices decreased to $21.73 per barrel and $2.67 per Mcf, respectively, for the six months ended June 30, 2002 from $27.46 per barrel and $6.13 per Mcf, respectively, for the six months ended June 30, 2001. -38- Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the six months ended June 30, 2002 and 2001. A decrease in oil and gas production expenses primarily due to a decrease in production taxes associated with the decrease in oil and gas sales was substantially offset by (i) workover expenses incurred on one significant well during the six months ended June 30, 2002 and (ii) a positive prior period lease operating expense adjustment on one significant well during the six months ended June 30, 2002. As a percentage of oil and gas sales, these expenses increased to 24.8% for the six months ended June 30, 2002 from 17.3% for the six months ended June 30, 2001. 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 increased $29,100 (20.8%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This increase was primarily due to the increases in volumes of oil and gas sold, which increase was partially offset by upward revisions in the estimates of remaining oil reserves. As a percentage of oil and gas sales, this expense increased to 8.5% for the six months ended June 30, 2002 from 4.9% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,894 (1.8%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 8.3% for the six months ended June 30, 2002 from 5.7% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 2002 totaling $32,841,701 or 124.41% of Limited Partners' capital contributions. -39- III-B PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 -------- -------- Oil and gas sales $609,122 $673,206 Oil and gas production expenses $166,689 $180,436 Barrels produced 6,782 9,072 Mcf produced 123,700 85,835 Average price/Bbl $ 25.51 $ 26.50 Average price/Mcf $ 3.53 $ 5.04 As shown in the table above, total oil and gas sales decreased $64,084 (9.5%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately (i) $7,000 and $187,000, respectively, were related to decreases in the average prices of oil and gas sold and (ii) $61,000 was related to a decrease in volumes of oil sold. These decreases were partially offset by an increase of approximately $191,000 related to an increase in volumes of gas sold. Volumes of oil sold decreased 2,290 barrels, while volumes of gas sold increased 37,865 Mcf for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. The decrease in volumes of oil sold was primarily due to a decline in production on one significant well following the successful recompletion of that well during mid 2001. The increase in volumes of gas sold was primarily due to an increase in production on another significant well due to the successful workover of that well during early 2002. Average oil and gas prices decreased to $25.51 per barrel and $3.53 per Mcf, respectively, for the three months ended June 30, 2002 from $26.50 per barrel and $5.04 per Mcf, respectively, for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $13,747 (7.6%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a decrease in workover expenses incurred on two wells within the same unit during the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. These decreases were partially offset by workover expenses incurred on another significant well during the three months ended June 30, 2002. As a percentage of oil and gas sales, these expenses increased to 27.4% for the three months ended June 30, 2002 from 26.8% for the three months ended June 30, 2001. -40- Depreciation, depletion, and amortization of oil and gas properties increased $3,734 (9.9%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 6.8% for the three months ended June 30, 2002 from 5.6% for the three months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,744 (7.2%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 6.7% for the three months ended June 30, 2002 from 5.7% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, ------------------------- 2002 2001 ---------- ---------- Oil and gas sales $1,207,706 $1,579,056 Oil and gas production expenses $ 349,067 $ 310,533 Barrels produced 20,217 18,639 Mcf produced 288,670 173,850 Average price/Bbl $ 22.00 $ 27.56 Average price/Mcf $ 2.64 $ 6.13 As shown in the table above, total oil and gas sales decreased $371,350 (23.5%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately $112,000 and $1,006,000, respectively, were related to decreases in the average prices of oil and gas sold. These decreases were partially offset by increases of approximately $43,000 and $704,000, respectively, related to increases in volumes of oil and gas sold. Volumes of oil and gas sold increased 1,578 barrels and 114,820 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. The increase in volumes of gas sold was primarily due to (i) an increase in production on one significant well due to the successful workover of that well during early 2002 and (ii) a positive prior period gas balancing adjustment on another significant well during the six months ended June 30, 2002. Average oil and gas prices decreased to $22.00 per barrel and $2.64 per Mcf, respectively, for the six months ended June 30, 2002 from $27.56 per barrel and $6.13 per Mcf, respectively, for the six months ended June 30, 2001. -41- Oil and gas production expenses (including lease operating expenses and production taxes) increased $38,534 (12.4%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This increase was primarily due to (i) workover expenses incurred on one significant well during the six months ended June 30, 2002 and (ii) a positive prior period lease operating expense adjustment on another significant well during the six months ended June 30, 2002. These increases were partially offset by a decrease in production taxes associated the decrease in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 28.9% for the six months ended June 30, 2002 from 19.7% for the six months ended June 30, 2001. 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 increased $26,518 (34.6%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This increase was primarily due to the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 8.5% for the six months ended June 30, 2002 from 4.9% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $1,472 (1.6%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 7.8% for the six months ended June 30, 2002 from 5.9% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 2002 totaling $18,834,353 or 136.15% of Limited Partners' capital contributions. -42- III-C PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 -------- ---------- Oil and gas sales $714,982 $1,239,788 Oil and gas production expenses $148,592 $ 211,072 Barrels produced 2,650 3,622 Mcf produced 219,475 252,715 Average price/Bbl $ 25.32 $ 27.16 Average price/Mcf $ 2.95 $ 4.52 As shown in the table above, total oil and gas sales decreased $524,806 (42.3%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately (i) $343,000 was related to a decrease in the average price of gas sold and (ii) $150,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 972 barrels and 33,240 Mcf, respectively, for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. 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) normal declines in production and (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001. These decreases were partially offset by the III-C Partnership receiving an increased percentage of sales on another significant well during the three months ended June 30, 2002 due to gas balancing. As of the date of this Quarterly Report, management expects the increased sales percentage due to gas balancing to continue for the foreseeable future, thereby continuing to contribute to an increase in volumes of gas sold for the III-C Partnership. Average oil and gas prices decreased to $25.32 per barrel and $2.95 per Mcf, respectively, for the three months ended June 30, 2002 from $27.16 per barrel and $4.52 per Mcf, respectively, for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $62,480 (29.6%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) 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 20.8% for the three months ended June 30, 2002 from 17.0% for the -43- three months ended June 30, 2001. 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 remained relatively constant for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 9.6% for the three months ended June 30, 2002 from 5.6% for the three months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,281 (3.4%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 9.7% for the three months ended June 30, 2002 from 5.4% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, ------------------------- 2002 2001 ---------- ---------- Oil and gas sales $1,285,551 $3,225,413 Oil and gas production expenses $ 368,663 $ 510,875 Barrels produced 6,342 7,387 Mcf produced 428,726 522,488 Average price/Bbl $ 22.25 $ 27.95 Average price/Mcf $ 2.67 $ 5.78 As shown in the table above, total oil and gas sales decreased $1,939,862 (60.1%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately (i) $1,333,000 was related to a decrease in the average price of gas sold and (ii) $542,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 1,045 barrels and 93,762 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. 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) normal declines in production and (ii) a decline in production on one significant well following the unsuccessful recompletion attempt of that well during mid 2001. Average oil and gas prices decreased to $22.25 per barrel and $2.67 per Mcf, respectively, for the six months ended June 30, 2002 from $27.95 per barrel and $5.78 per Mcf, respectively, for the six months ended June 30, 2001. -44- Oil and gas production expenses (including lease operating expenses and production taxes) decreased $142,212 (27.8%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to a decrease in production taxes associated with the decrease in oil and gas sales, which decrease was partially offset by workover expenses incurred on two significant wells during the six months ended June 30, 2002. As a percentage of oil and gas sales, these expenses increased to 28.7% for the six months ended June 30, 2002 from 15.8% for the six months ended June 30, 2001. 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 $6,504 (4.6%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 10.6% for the six months ended June 30, 2002 from 4.4% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,576 (1.7%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 12.0% for the six months ended June 30, 2002 from 4.7% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 2002 totaling $25,055,795 or 102.46% of Limited Partners' capital contributions. III-D PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 -------- -------- Oil and gas sales $525,911 $799,965 Oil and gas production expenses $166,856 $199,622 Barrels produced 5,572 6,354 Mcf produced 139,629 150,354 Average price/Bbl $ 22.87 $ 24.94 Average price/Mcf $ 2.85 $ 4.27 As shown in the table above, total oil and gas sales decreased $274,054 (34.3%) for the three months ended June 30, 2002 as compared to the three months ended June 30, -45- 2001. Of this decrease, approximately (i) $197,000 was related to a decrease in the average price of gas sold and (ii) $46,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 782 barrels and 10,725 Mcf, respectively, for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. The decrease in volumes of oil sold was primarily due to normal declines in production. Average oil and gas prices decreased to $22.87 per barrel and $2.85 per Mcf, respectively, for the three months ended June 30, 2002 from $24.94 per barrel and $4.27 per Mcf, respectively, for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $32,766 (16.4%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) 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 31.7% for the three months ended June 30, 2002 from 25.0% for the three months ended June 30, 2001. 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 $998 (3.3%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 5.5% for the three months ended June 30, 2002 from 3.7% for the three months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,603 (7.0%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 7.5% for the three months ended June 30, 2002 from 4.6% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. -46- SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, ---------------------------- 2002 2001 -------- ---------- Oil and gas sales $934,938 $2,077,012 Oil and gas production expenses $388,724 $ 469,685 Barrels produced 12,082 13,984 Mcf produced 268,559 305,749 Average price/Bbl $ 19.78 $ 24.31 Average price/Mcf $ 2.59 $ 5.68 As shown in the table above, total oil and gas sales decreased $1,142,074 (55.0%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately (i) $830,000 was related to a decrease in the average price of gas sold and (ii) $211,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 1,902 barrels and 37,190 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. The decreases in volumes of oil and gas sold were primarily due to normal declines in production. Average oil and gas prices decreased to $19.78 per barrel and $2.59 per Mcf, respectively, for the six months ended June 30, 2002 from $24.31 per barrel and $5.68 per Mcf, respectively, for the six months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $80,961 (17.2%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold. These decreases were partially offset by workover expenses incurred on two significant wells during the six months ended June 30, 2002. As a percentage of oil and gas sales, these expenses increased to 41.6% for the six months ended June 30, 2002 from 22.6% for the six months ended June 30, 2001. 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 $4,853 (7.9%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 6.1% for the six months ended June 30, 2002 from 3.0% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. -47- General and administrative expenses increased $1,255 (1.4%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 9.7% for the six months ended June 30, 2002 from 4.3% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 2002 totaling $13,724,669 or 104.76% of the Limited Partners' capital contributions. III-E PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 ---------- ---------- Oil and gas sales $1,519,382 $2,240,874 Oil and gas production expenses $ 832,796 $ 838,657 Barrels produced 34,145 39,597 Mcf produced 239,622 287,518 Average price/Bbl $ 22.67 $ 23.37 Average price/Mcf $ 3.11 $ 4.58 As shown in the table above, total oil and gas sales decreased $721,492 (32.2%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately (i) $351,000 was related to a decrease in the average price of gas sold and (ii) $127,000 and $219,000, respectively, were related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 5,452 barrels and 47,896 Mcf, respectively, for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. 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 positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001, (ii) production difficulties on another significant well during the three months ended June 30, 2002, and (iii) normal declines in production. Average oil and gas prices decreased to $22.67 per barrel and $3.11 per Mcf, respectively, for the three months ended June 30, 2002 from $23.37 per barrel and $4.58 per Mcf, respectively, for the three months ended June 30, 2001. -48- Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the three months ended June 30, 2002 and 2001. A decrease in oil and gas production expenses primarily due to (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 was significantly offset by an increase in workover expenses incurred on two wells within the same unit during the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 54.8% for the three months ended June 30, 2002 from 37.4% for the three months ended June 30, 2001. 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 $5,562 (7.9%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 4.2% for the three months ended June 30, 2002 from 3.1% for the three months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $1,500 (1.3%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 7.7% for the three months ended June 30, 2002 from 5.2% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, --------------------------- 2002 2001 ---------- ---------- Oil and gas sales $2,898,815 $5,437,047 Oil and gas production expenses $1,696,344 $1,878,583 Barrels produced 71,745 84,288 Mcf produced 566,216 642,507 Average price/Bbl $ 19.38 $ 23.80 Average price/Mcf $ 2.66 $ 5.34 As shown in the table above, total oil and gas sales decreased $2,538,232 (46.7%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately (i) $318,000 and $1,514,000, respectively, were related to decreases in the average -49- prices of oil and gas sold and (ii) $299,000 and $407,000, respectively, were related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 12,543 barrels and 76,291 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. 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) production difficulties on one significant well during the six months ended June 30, 2002, (ii) a positive prior period volume adjustment made by the purchaser on another significant well during the six months ended June 30, 2001, and (iii) normal declines in production. Average oil and gas prices decreased to $19.38 per barrel and $2.66 per Mcf, respectively, for the six months ended June 30, 2002 from $23.80 per barrel and $5.34 per Mcf, respectively, for the six months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $182,239 (9.7%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to (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. These decreases were partially offset by an increase in workover expenses incurred on two wells in the same unit during the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 58.5% for the six months ended June 30, 2002 from 34.6% for the six months ended June 30, 2001. 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 $8,579 (5.6%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 5.0% for the six months ended June 30, 2002 from 2.8% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $4,324 (1.7%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 8.7% for the six months ended June 30, 2002 from 4.6% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. -50- The Limited Partners have received cash distributions through June 30, 2002 totaling $44,091,016 or 105.41% of the Limited Partners' capital contributions. III-F PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 -------- -------- Oil and gas sales $446,409 $812,040 Oil and gas production expenses $174,455 $236,810 Barrels produced 6,113 4,987 Mcf produced 112,632 156,722 Average price/Bbl $ 23.07 $ 19.31 Average price/Mcf $ 2.71 $ 4.57 As shown in the table above, total oil and gas sales decreased $365,631 (45.0%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately (i) $209,000 was related to a decrease in the average price of gas sold and (ii) $201,000 was related to a decrease in volumes of gas sold. Volumes of oil sold increased 1,126 barrels, while volumes of gas sold decreased 44,090 Mcf for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. The increase in volumes of oil sold was primarily due to a positive prior period volume adjustment made by the operator on one significant well during the three months ended June 30, 2002. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001, and (iii) a positive prior period volume adjustment made by the operator on another significant well during the three months ended June 30, 2001. Average oil prices increased to $23.07 per barrel for the three months ended June 30, 2002 from $19.31 per barrel for the three months ended June 30, 2001. Average gas prices decreased to $2.71 per Mcf for the three months ended June 30, 2002 from $4.57 per Mcf for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $62,355 (26.3%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to (i) the sale of one significant well during early 2001 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 -51- 39.1% for the three months ended June 30, 2002 from 29.2% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in the average price of gas sold. Depreciation, depletion, and amortization of oil and gas properties decreased $4,918 (9.0%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 11.1% for the three months ended June 30, 2002 from 6.7% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in the average price of gas sold. General and administrative expenses increased $2,389 (3.9%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 14.2% for the three months ended June 30, 2002 from 7.5% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, -------------------------- 2002 2001 -------- ---------- Oil and gas sales $862,581 $2,081,613 Oil and gas production expenses $295,843 $ 541,713 Barrels produced 12,552 15,028 Mcf produced 238,195 328,293 Average price/Bbl $ 20.98 $ 24.41 Average price/Mcf $ 2.52 $ 5.22 As shown in the table above, total oil and gas sales decreased $1,219,032 (58.6%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately (i) $645,000 was related to a decrease in the average price of gas sold and (ii) $471,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 2,476 barrels and 90,098 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. The decrease in volumes of oil sold was primarily due to the sale of several wells during early 2001. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the six months ended June 30, 2001, and (iii) a positive prior period volume adjustment made by the operator on another significant well during the six months ended June 30, 2001. Average oil and gas prices decreased to $20.98 per barrel and $2.52 per -52- Mcf, respectively, during the six months ended June 30, 2002 from $24.41 per barrel and $5.22 per Mcf, respectively, for the six months ended June 30, 2001. The III-F Partnership sold certain oil and gas properties during the six months ended June 30, 2001 and recognized a $313,447 gain on such sales. No such sales occurred during the six months ended June 30, 2002. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $245,870 (45.4%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to (i) the sale of one significant well during early 2001, (ii) a decrease in production taxes associated with the decrease in oil and gas sales, and (iii) workover expenses incurred on another significant well during the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 34.3% for the six months ended June 30, 2002 from 26.0% for the six months ended June 30, 2001. 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 $18,073 (14.8%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to the decreases in volumes of oil and gas sold, which decrease was partially offset by downward revisions in the estimates of remaining oil and gas reserves. As a percentage of oil and gas sales, this expense increased to 12.1% for the six months ended June 30, 2002 from 5.9% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $2,409 (1.7%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 16.4% for the six months ended June 30, 2002 from 6.7% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 2002 totaling $17,093,904 or 77.18% of the Limited Partners' capital contributions. -53- III-G PARTNERSHIP THREE MONTHS ENDED JUNE 30, 2002 COMPARED TO THE THREE MONTHS ENDED JUNE 30, 2001. Three Months Ended June 30, --------------------------- 2002 2001 -------- -------- Oil and gas sales $275,796 $459,884 Oil and gas production expenses $109,391 $143,650 Barrels produced 5,195 4,087 Mcf produced 59,736 82,939 Average price/Bbl $ 22.19 $ 20.43 Average price/Mcf $ 2.69 $ 4.54 As shown in the table above, total oil and gas sales decreased $184,088 (40.0%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately (i) $111,000 was related to a decrease in the average price of gas sold and (ii) $105,000 was related to a decrease in volumes of gas sold. Volumes of oil sold increased 1,108 barrels, while volumes of gas sold decreased 23,203 Mcf for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. The increase in volumes of oil sold was primarily due to a positive prior period volume adjustment made by the operator on one significant well during the three months ended June 30, 2002. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the three months ended June 30, 2001, and (iii) a positive prior period volume adjustment made by the operator on another significant well during the three months ended June 30, 2001. Average oil prices increased to $22.19 per barrel for the three months ended June 30, 2002 from $20.43 per barrel for the three months ended June 30, 2001. Average gas prices decreased to $2.69 per Mcf for the three months ended June 30, 2002 from $4.54 per Mcf for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $34,259 (23.8%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to (i) the sale of one significant well during early 2001 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 39.7% for the three months ended June 30, 2002 from 31.2% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in the average price of gas sold. -54- Depreciation, depletion, and amortization of oil and gas properties decreased $1,370 (4.6%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, this expense increased to 10.2% for the three months ended June 30, 2002 from 6.4% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in the average price of gas sold. General and administrative expenses increased $2,754 (8.1%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 13.3% for the three months ended June 30, 2002 from 7.4% for the three months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. SIX MONTHS ENDED JUNE 30, 2002 COMPARED TO THE SIX MONTHS ENDED JUNE 30, 2001. Six Months Ended June 30, -------------------------- 2002 2001 -------- ---------- Oil and gas sales $520,195 $1,178,246 Oil and gas production expenses $187,655 $ 323,076 Barrels produced 10,002 11,257 Mcf produced 125,750 172,654 Average price/Bbl $ 20.60 $ 24.69 Average price/Mcf $ 2.50 $ 5.21 As shown in the table above, total oil and gas sales decreased $658,051 (55.9%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately (i) $342,000 was related to a decrease in the average price of gas sold and (ii) $245,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 1,255 barrels and 46,904 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. The decrease in volumes of oil sold was primarily due to the sale of several wells during early 2001. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) a positive prior period volume adjustment made by the purchaser on one significant well during the six months ended June 30, 2001, and (iii) a positive prior period volume adjustment made by the operator on another significant well during the six months ended June 30, 2001. Average oil and gas prices decreased to $20.60 per barrel and $2.50 per Mcf, respectively, during the six months ended June 30, 2002 from $24.69 per barrel and $5.21 per Mcf, respectively, for the six months ended June 30, 2001. -55- The III-G Partnership sold certain oil and gas properties during the six months ended June 30, 2001 and recognized a $207,189 gain on such sales. No such sales occurred during the six months ended June 30, 2002. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $135,421 (41.9%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to (i) the sale of one significant well during early 2001, (ii) a decrease in production taxes associated with the decrease in oil and gas sales, and (iii) workover expenses incurred on another significant well during the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 36.1% for the six months ended June 30, 2002 from 27.4% for the six months ended June 30, 2001. 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 $8,468 (12.8%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. This decrease was primarily due to the decreases in volumes of oil and gas sold, which decrease was partially offset by downward revisions in the estimates of remaining oil and gas reserves. As a percentage of oil and gas sales, this expense increased to 11.1% for the six months ended June 30, 2002 from 5.6% for the six months ended June 30, 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold. General and administrative expenses increased $1,307 (1.6%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. As a percentage of oil and gas sales, these expenses increased to 16.3% for the six months ended June 30, 2002 from 7.1% for the six months ended June 30, 2001. This percentage increase was primarily due to the decrease in oil and gas sales. The Limited Partners have received cash distributions through June 30, 2002 totaling $9,378,287 or 76.92% of the Limited Partners' capital contributions. -56- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Partnerships do not hold any market risk sensitive instruments. -57- PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 99.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-A Partnership. 99.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-B Partnership. 99.3 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-C Partnership. 99.4 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-D Partnership. 99.5 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-E Partnership. 99.6 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-F Partnership. 99.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the III-G Partnership. (b) Reports on Form 8-K. None. -58- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: August 13, 2002 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: August 13, 2002 By: /s/Craig D. Loseke -------------------------------- (Signature) Craig D. Loseke Chief Accounting Officer -59- INDEX TO EXHIBITS ----------------- Exh. No. Exhibit - ---- ------- 99.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-A. 99.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-B. 99.3 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-C. 99.4 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-D. 99.5 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-E. 99.6 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-F. 99.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-G. -60-