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: I-D: 0-15831 I-E: 0-15832 I-F: 0-15833 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F -------------------------------------------------------- (Exact name of Registrant as specified in its Articles) I-D 73-1265223 I-E 73-1270110 Oklahoma I-F 73-1292669 - ---------------------------- ------------------------------- (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 I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ----------- ------------ CURRENT ASSETS: Cash and cash equivalents $125,894 $148,852 Accounts receivable: Oil and gas sales 109,913 61,223 General Partner (Note 2) - 49,103 -------- -------- Total current assets $235,807 $259,178 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 390,245 411,383 DEFERRED CHARGE 98,433 98,433 -------- -------- $724,485 $768,994 ======== ======== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 16,508 $ 10,086 Gas imbalance payable 27,101 27,101 -------- -------- Total current liabilities $ 43,609 $ 37,187 ACCRUED LIABILITY $ 37,370 $ 37,370 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 25,566) ($ 32,551) Limited Partners, issued and outstanding, 7,195 units 669,072 726,988 -------- -------- Total Partners' capital $643,506 $694,437 -------- -------- $724,485 $768,994 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- --------- REVENUES: Oil and gas sales $202,124 $293,201 Interest income 248 2,067 -------- -------- $202,372 $295,268 COSTS AND EXPENSES: Lease operating $ 29,303 $ 55,029 Production tax 11,784 18,362 Depreciation, depletion, and amortization of oil and gas properties 13,178 10,539 General and administrative (Note 2) 25,003 22,017 -------- -------- $ 79,268 $105,947 -------- -------- NET INCOME $123,104 $189,321 ======== ======== GENERAL PARTNER - NET INCOME $ 20,274 $ 29,564 ======== ======== LIMITED PARTNERS - NET INCOME $102,830 $159,757 ======== ======== NET INCOME per unit $ 14.30 $ 22.20 ======== ======== UNITS OUTSTANDING 7,195 7,195 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- --------- REVENUES: Oil and gas sales $354,471 $655,182 Interest income 731 4,786 Gain on sale of oil and gas properties - 2,933 -------- -------- $355,202 $662,901 COSTS AND EXPENSES: Lease operating $ 75,776 $ 87,563 Production tax 21,156 47,173 Depreciation, depletion, and amortization of oil and gas properties 26,232 21,243 General and administrative (Note 2) 59,512 58,705 -------- -------- $182,676 $214,684 -------- -------- NET INCOME $172,526 $448,217 ======== ======== GENERAL PARTNER - NET INCOME $ 29,442 $ 69,078 ======== ======== LIMITED PARTNERS - NET INCOME $143,084 $379,139 ======== ======== NET INCOME per unit $ 19.89 $ 52.69 ======== ======== UNITS OUTSTANDING 7,195 7,195 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $172,526 $448,217 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 26,232 21,243 Gain on sale of oil and gas properties - ( 2,933) (Increase) decrease in accounts receivable - oil and gas sales ( 48,690) 47,939 Increase (decrease) in accounts payable 6,422 ( 397) Decrease in gas imbalance payable - ( 4,229) Decrease in accrued liability - ( 1,827) -------- -------- Net cash provided by operating activities $156,490 $508,013 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 6,241) ($ 42,335) Proceeds from sale of oil and gas properties 50,250 3,225 -------- -------- Net cash provided (used) by investing activities $ 44,009 ($ 39,110) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($223,457) ($487,111) -------- -------- Net cash used by financing activities ($223,457) ($487,111) -------- -------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 22,958) ($ 18,208) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 148,852 238,748 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $125,894 $220,540 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 779,586 $ 780,235 Accounts receivable: Oil and gas sales 682,829 465,409 General Partner (Note 2) - 157,811 ---------- ---------- Total current assets $1,462,415 $1,403,455 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,134,887 2,290,340 DEFERRED CHARGE 542,109 542,109 ---------- ---------- $4,139,411 $4,235,904 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 146,412 $ 99,801 Accrued liability - other (Note 1) 88,892 245,985 Gas imbalance payable 99,465 99,465 ---------- ---------- Total current liabilities $ 334,769 $ 445,251 ACCRUED LIABILITY $ 219,317 $ 219,317 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 106,650) ($ 183,708) Limited Partners, issued and outstanding, 41,839 units 3,691,975 3,755,044 ---------- ---------- Total Partners' capital $3,585,325 $3,571,336 ---------- ---------- $4,139,411 $4,235,904 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ---------- REVENUES: Oil and gas sales $1,162,692 $1,795,100 Interest income 1,536 11,638 Gain on sale of oil and gas properties - 146 ---------- ---------- $1,164,228 $1,806,884 COSTS AND EXPENSES: Lease operating $ 202,597 $ 229,043 Production tax 67,699 115,788 Depreciation, depletion, and amortization of oil and gas properties 91,905 105,689 General and administrative (Note 2) 122,776 120,565 ---------- ---------- $ 484,977 $ 571,085 ---------- ---------- NET INCOME $ 679,251 $1,235,799 ========== ========== GENERAL PARTNER - NET INCOME $ 114,524 $ 198,420 ========== ========== LIMITED PARTNERS - NET INCOME $ 564,727 $1,037,379 ========== ========== NET INCOME per unit $ 13.50 $ 24.79 ========== ========== UNITS OUTSTANDING 41,839 41,839 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 ---------- ---------- REVENUES: Oil and gas sales $2,068,984 $3,908,472 Interest income 4,062 26,741 Gain on sale of oil and gas properties - 9,546 ---------- ---------- $2,073,046 $3,944,759 COSTS AND EXPENSES: Lease operating $ 540,957 $ 500,146 Production tax 111,944 262,250 Depreciation, depletion, and amortization of oil and gas properties 191,851 210,012 General and administrative (Note 2) 264,552 259,445 ---------- ---------- $1,109,304 $1,231,853 ---------- ---------- NET INCOME $ 963,742 $2,712,906 ========== ========== GENERAL PARTNER - NET INCOME $ 170,811 $ 431,010 ========== ========== LIMITED PARTNERS - NET INCOME $ 792,931 $2,281,896 ========== ========== NET INCOME per unit $ 18.95 $ 54.54 ========== ========== UNITS OUTSTANDING 41,839 41,839 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $963,742 $2,712,906 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 191,851 210,012 Gain on sale of oil and gas properties - ( 9,546) (Increase) decrease in accounts receivable - oil and gas sales ( 217,420) 195,308 Increase in accounts payable 46,611 343 Decrease in accrued liability - other ( 157,093) - Decrease in gas imbalance payable - ( 42,632) Decrease in accrued liability - ( 9,276) -------- ---------- Net cash provided by operating activities $827,691 $3,057,115 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 42,569) ($ 257,743) Proceeds from the sale of oil and gas properties 163,982 16,952 -------- ---------- Net cash provided (used) by investing activities $121,413 ($ 240,791) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($949,753) ($2,818,270) -------- ---------- Net cash used by financing activities ($949,753) ($2,818,270) -------- ---------- NET DECREASE IN CASH AND CASH EQUIVALENTS ($ 649) ($ 1,946) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 780,235 1,309,542 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $779,586 $1,307,596 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED BALANCE SHEETS (Unaudited) ASSETS June 30, December 31, 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 225,760 $ 114,388 Accounts receivable: Oil and gas sales 203,243 138,533 General Partner (Note 2) - 54,282 ---------- ---------- Total current assets $ 429,003 $ 307,203 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 652,763 687,356 DEFERRED CHARGE 396,557 396,557 ---------- ---------- $1,478,323 $1,391,116 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 73,157 $ 48,556 Accrued liability - other (Note 1) 62,225 172,190 Gas imbalance payable 32,160 32,160 ---------- ---------- Total current liabilities $ 167,542 $ 252,906 ACCRUED LIABILITY $ 171,440 $ 171,440 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 18,930) ($ 49,082) Limited Partners, issued and outstanding, 14,321 units 1,158,271 1,015,852 ---------- ---------- Total Partners' capital $1,139,341 $ 966,770 ---------- ---------- $1,478,323 $1,391,116 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ---------- REVENUES: Oil and gas sales $375,956 $427,825 Interest income 429 3,387 Gain on sale of oil and gas properties - 102 -------- -------- $376,385 $431,314 COSTS AND EXPENSES: Lease operating $101,219 $108,436 Production tax 21,670 26,096 Depreciation, depletion, and amortization of oil and gas properties 23,525 26,860 General and administrative (Note 2) 45,114 42,277 -------- -------- $191,528 $203,669 -------- -------- NET INCOME $184,857 $227,645 ======== ======== GENERAL PARTNER - NET INCOME $ 30,958 $ 37,399 ======== ======== LIMITED PARTNERS - NET INCOME $153,899 $190,246 ======== ======== NET INCOME per unit $ 10.74 $ 13.29 ======== ======== UNITS OUTSTANDING 14,321 14,321 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED STATEMENTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- ----------- REVENUES: Oil and gas sales $618,965 $ 985,491 Interest income 868 8,180 Gain on sale of oil and gas properties - 38,675 -------- ---------- $619,833 $1,032,346 COSTS AND EXPENSES: Lease operating $191,670 $ 216,944 Production tax 26,583 61,658 Depreciation, depletion, and amortization of oil and gas properties 48,096 62,040 General and administrative (Note 2) 101,693 99,977 -------- ---------- $368,042 $ 440,619 -------- ---------- NET INCOME $251,791 $ 591,727 ======== ========== GENERAL PARTNER - NET INCOME $ 44,372 $ 90,817 ======== ========== LIMITED PARTNERS - NET INCOME $207,419 $ 500,910 ======== ========== NET INCOME per unit $ 14.48 $ 34.98 ======== ========== UNITS OUTSTANDING 14,321 14,321 ======== ========== The accompanying condensed notes are an integral part of these combined financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F COMBINED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited) 2002 2001 --------- -------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $251,791 $591,727 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 48,096 62,040 Gain on sale of oil and gas properties - ( 38,675) (Increase) decrease in accounts receivable - oil and gas sales ( 64,710) 100,074 Increase in accounts payable 24,601 447 Decrease in accrued liability - other ( 109,965) - Decrease in gas imbalance payable - ( 24,092) -------- -------- Net cash provided by operating activities $149,813 $691,521 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 16,463) ($ 11,500) Proceeds from the sale of oil and gas properties 57,242 40,845 -------- -------- Net cash provided by investing activities $ 40,779 $ 29,345 -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 79,220) ($864,840) -------- -------- Net cash used by financing activities ($ 79,220) ($864,840) -------- -------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $111,372 ($143,974) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 114,388 437,623 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $225,760 $293,649 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -13- GEODYNE ENERGY INCOME PROGRAM I LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS JUNE 30, 2002 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of June 30, 2002, combined statements of operations for the three and six months ended June 30, 2002 and 2001, and combined 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 limited partnerships, without audit. Each limited partnership is a general partner in the related Geodyne Energy Income Production Partnership in which Geodyne Resources, Inc. serves as the managing partner. Unless the context indicates otherwise, all references to a "Partnership" or the "Partnerships" are references to the limited partnership and its related production partnership, collectively, and all references to the "General Partner" are references to the general partner of the limited partnerships and the managing partner of the production partnerships, collectively. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined financial position at June 30, 2002, the combined results of operations for the three and six months ended June 30, 2002 and 2001, and the combined 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 $1,000 initial capital contribution. -14- OIL AND GAS PROPERTIES ---------------------- The Partnerships follow the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalize all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs include costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion, of the General Partner's property screening costs. The acquisition cost to the Partnerships of properties acquired by the General Partner is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held by the General Partner prior to their transfer to the Partnerships. Leasehold impairment is recognized based upon an individual property assessment and exploratory experience. Upon discovery of commercial reserves, leasehold costs are transferred to producing properties. Depletion of the costs of producing oil and gas properties, amortization of related intangible drilling and development costs, and depreciation of tangible lease and well equipment are computed on the unit-of-production method. The Partnerships' depletion, depreciation, and amortization includes estimated dismantlement and abandonment costs, net of estimated salvage value. When complete units of depreciable property are retired or sold, the asset cost and related accumulated depreciation are eliminated with any gain or loss reflected in income. When less than complete units of depreciable property are retired or sold, the proceeds are credited to oil and gas properties. ACCRUED LIABILITY - OTHER ------------------------- The Accrued Liability - Other at June 30, 2002 and December 31, 2001 for the I-E and I-F Partnerships represents a charge accrued for the payment of a judgment related to plugging liabilities, which judgment is currently under appeal. The decrease in the Accrued Liability - Other from December 31, 2001 to June 30, 2002 was due to a partial settlement of this judgment, which settlement was paid in June 2002. -15- 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 ----------- ------------------- --------------- I-D $5,017 $ 19,986 I-E 6,556 116,220 I-F 5,334 39,780 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 ----------- ------------------- --------------- I-D $19,540 $ 39,972 I-E 32,112 232,440 I-F 22,133 79,560 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. ACCOUNTS RECEIVABLE - GENERAL PARTNER ------------------------------------- The Accounts Receivable - General Partner at December 31, 2001 for the I-D, I-E, and I-F Partnerships represents accrued proceeds from a related party for the sale of certain oil and gas properties during December 2001. Such amount was received in January 2002. -16- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, and otherwise indicated. GENERAL - ------- The Partnerships are engaged in the business of acquiring and operating producing oil and gas properties located in the continental United States. In general, a Partnership acquired producing properties and did not engage in development drilling or enhanced recovery projects, except as an incidental part of the management of the producing properties acquired. Therefore, the economic life of each Partnership, and its related Production Partnership, is limited to the period of time required to fully produce its acquired oil and gas reserves. The net proceeds from the oil and gas operations are distributed to the Limited Partners and the General Partner in accordance with the terms of the Partnerships' partnership agreements. -17- 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 ----------- ------------------ --------------- I-D March 4, 1986 $ 7,194,700 I-E September 10, 1986 41,839,400 I-F December 16, 1986 14,320,900 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. 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 I-F Partnership totaled $16,463. These expenditures were primarily due to a successful recompletion in the Jo-Mill Unit located in Borden County, Texas. The I-F Partnership owns a working interest of approximately 0.3% in this well. In addition, during the six months ended June 30, 2001, capital expenditures for the I-D and I-E Partnerships totaled $42,335 and $257,743, respectively. These expenditures were primarily due to the successful recompletion of the Haley 08-1 well located in Winkler County, Texas, in which the I-D and I-E Partnerships own working interests of approximately 1.2% and 7.3%, respectively. -18- The I-D, I-E, and I-F Partnerships' Statements of Cash Flows for the six months ended June 30, 2002 include proceeds from the sale of certain oil and gas properties during December 2001. These proceeds were included in the Partnerships' cash distributions paid in February 2002. Pursuant to the terms of the Partnerships' partnership agreements (the "Partnership Agreements"), the Partnerships would have terminated on December 31, 1999. However, the Partnership Agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. The General Partner has extended the terms of the Partnerships for their second two year extension period to December 31, 2003. 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 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. -19- 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 in the "spot market". Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. Such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. It is likewise difficult to predict production volumes. However, oil and gas are depleting assets, so it can be expected that production levels will decline over time. Gas prices in 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. -20- I-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 $202,124 $293,201 Oil and gas production expenses $ 41,087 $ 73,391 Barrels produced 1,151 770 Mcf produced 57,373 52,353 Average price/Bbl $ 24.05 $ 27.34 Average price/Mcf $ 3.04 $ 5.20 As shown in the table above, total oil and gas sales decreased $91,077 (31.1%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately $124,000 was related to a decrease in the average price of gas sold, which decrease was partially offset by increases of approximately $10,000 and $26,000, respectively, related to increases in volumes of oil and gas sold. Volumes of oil and gas sold increased 381 barrels and 5,020 Mcf, respectively, 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 (i) an increase in production on one significant well due to the successful recompletion of that well during early 2002, (ii) a positive prior period volume adjustment made by the operator on another significant well during the three months ended June 30, 2002, and (iii) an increase in production on another significant well following successful repairs made during early 2001. The increase in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the purchasers on two significant wells during the three months ended June 30, 2002 and (ii) the I-D 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 I-D Partnership. Average oil and gas prices decreased to $24.05 per barrel and $3.04 per Mcf, respectively, for the three months ended June 30, 2002 from $27.34 per barrel and $5.20 per Mcf, respectively, for the three months ended June 30, 2001. -21- Oil and gas production expenses (including lease operating expenses and production taxes) decreased $32,304 (44.0%) 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 workover expenses incurred on one significant well during the three months ended June 30, 2002 as compared to the three months ended June 30, 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 decreased to 20.3% for the three months ended June 30, 2002 from 25.0% for the three months ended June 30, 2001. This percentage decrease was primarily due to the dollar decrease in oil and gas production expenses. Depreciation, depletion, and amortization of oil and gas properties increased $2,639 (25.0%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This increase was primarily due to (i) the increases in volumes of oil and gas sold and (ii) downward revisions in the estimates of remaining oil reserves. As a percentage of oil and gas sales, this expense increased to 6.5% for the three months ended June 30, 2002 from 3.6% 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 $2,986 (13.6%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This increase was primarily due to a change in allocation of audit fees among the I-D Partnership and other affiliated partnerships. As a percentage of oil and gas sales, this expense increased to 12.4% 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 $354,471 $655,182 Oil and gas production expenses $ 96,932 $134,736 Barrels produced 1,915 1,807 Mcf produced 116,469 103,986 Average price/Bbl $ 22.57 $ 28.00 Average price/Mcf $ 2.67 $ 5.81 -22- As shown in the table above, total oil and gas sales decreased $300,711 (45.9%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately $366,000 was related to a decrease in the average price of gas sold, which decrease was partially offset by an increase of approximately $73,000 related to an increase in volumes of gas sold. Volumes of oil and gas sold increased 108 barrels and 12,483 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) a negative prior period gas balancing adjustment on one significant well during the six months ended June 30, 2001, (ii) the I-D Partnership receiving an increased percentage of sales on another significant well during the six months ended June 30, 2002 due to gas balancing, and (iii) a positive prior period gas balancing adjustment on another significant well during the six months ended June 30, 2002. 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 I-D Partnership. Average oil and gas prices decreased to $22.57 per barrel and $2.67 per Mcf, respectively, for the six months ended June 30, 2002 from $28.00 per barrel and $5.81 per Mcf, respectively, for the six months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $37,804 (28.1%) 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 workover expenses incurred on one significant well 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 27.3% for the six months ended June 30, 2002 from 20.6% 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 increased $4,989 (23.5%) 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) downward revisions in the estimates of remaining oil reserves and (ii) the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 7.4% for the six months ended June 30, 2002 from 3.2% 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. -23- General and administrative expenses increased $807 (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 16.8% for the six months ended June 30, 2002 from 9.0% 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 $16,115,175 or 223.99% of Limited Partners' capital contributions. I-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 $1,162,692 $1,795,100 Oil and gas production expenses $ 270,296 $ 344,831 Barrels produced 12,499 10,439 Mcf produced 287,789 299,725 Average price/Bbl $ 22.93 $ 24.72 Average price/Mcf $ 3.04 $ 5.13 As shown in the table above, total oil and gas sales decreased $632,408 (35.2%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately $600,000 was related to a decrease in the average price of gas sold. Volumes of oil sold increased 2,060 barrels, while volumes of gas sold decreased 11,936 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 (i) an increase in production on one significant well following successful repairs made during early 2001, (ii) an increase in production on another significant well due to the successful recompletion of that well during early 2002, and (iii) a negative prior period volume adjustment on one significant well during the three months ended June 30, 2001. Average oil and gas prices decreased to $22.93 per barrel and $3.04 per Mcf, respectively, for the three months ended June 30, 2002 from $24.72 per barrel and $5.13 per Mcf, respectively, for the three months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $74,535 (21.6%) 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 -24- associated with the decrease in oil and gas sales, (ii) workover expenses incurred on one significant well during the three months ended June 30, 2001, and (iii) 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. As a percentage of oil and gas sales, these expenses increased to 23.2% for the three months ended June 30, 2002 from 19.2% 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 $13,784 (13.0%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to a decrease in depletable oil and gas properties primarily due to two significant wells being substantially depleted in 2001 due to the lack of remaining economically recoverable reserves. As a percentage of oil and gas sales, this expense increased to 7.9% for the three months ended June 30, 2002 from 5.9% 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 expense increased $2,211 (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, these expenses increased to 10.6% 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 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 $2,068,984 $3,908,472 Oil and gas production expenses $ 652,901 $ 762,396 Barrels produced 23,492 21,959 Mcf produced 616,357 588,285 Average price/Bbl $ 19.99 $ 26.15 Average price/Mcf $ 2.59 $ 5.67 As shown in the table above, total oil and gas sales decreased $1,839,488 (47.1%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately $1,894,000 was related to a decrease in the average price of gas sold. Volumes of oil and gas sold increased 1,533 barrels and 28,072 Mcf, respectively, for the six months ended June 30, 2002 as -25- compared to the six months ended June 30, 2001. Average oil and gas prices decreased to $19.99 per barrel and $2.59 per Mcf, respectively, for the six months ended June 30, 2002 from $26.15 per barrel and $5.67 per Mcf, respectively, for the six months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $109,495 (14.4%) 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) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a partial reversal during the six months ended June 30, 2002 of approximately $75,000 (due to a partial post-judgment settlement) of a charge previously accrued for a judgment. These decreases were partially offset by an increase in lease operating expenses associated with the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, these expenses increased to 31.6% for the six months ended June 30, 2002 from 19.5% 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 $18,161 (8.6%) 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 9.3% for the six months ended June 30, 2002 from 5.4% 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 $5,107 (2.0%) 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 12.8% for the six months ended June 30, 2002 from 6.6% 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 $64,176,552 or 153.39% of Limited Partners' capital contributions. -26- I-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 $375,956 $427,825 Oil and gas production expenses $122,889 $134,532 Barrels produced 6,083 4,500 Mcf produced 72,079 53,582 Average price/Bbl $ 22.83 $ 22.69 Average price/Mcf $ 3.29 $ 6.08 As shown in the table above, total oil and gas sales decreased $51,869 (12.1%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. Of this decrease, approximately $201,000 was related to a decrease in the average price of gas sold. This decrease was partially offset by increases of approximately $36,000 and $112,000, respectively, related to increases in volumes of oil and gas sold. Volumes of oil and gas sold increased 1,583 barrels and 18,497 Mcf, respectively, 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 (i) a negative prior period volume adjustment on one significant well during the three months ended June 30, 2001, (ii) an increase in production on another significant well following successful repairs made during early 2001, and (iii) an increase in production on one significant well due to the successful recompletion of that well during early 2002. The increase 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, 2002, (ii) the I-F Partnership receiving an increased percentage of sales on another significant well during the three months ended June 30, 2002 due to gas balancing, and (iii) an increase in production on one significant well following successful repairs made during early 2001. 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 I-F Partnership. Average oil prices increased to $22.83 per barrel for the three months ended June 30, 2002 from $22.69 per barrel for the three months ended June 30, 2001. Average gas prices decreased to $3.29 per Mcf for the three months ended June 30, 2002 from $6.08 per Mcf for the three months ended June 30, 2001. -27- Oil and gas production expenses (including lease operating expenses and production taxes) decreased $11,643 (8.7%) 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 32.7% for the three months ended June 30, 2002 from 31.4% for the three months ended June 30, 2001. Depreciation, depletion, and amortization of oil and gas properties decreased $3,335 (12.4%) for the three months ended June 30, 2002 as compared to the three months ended June 30, 2001. This decrease was primarily due to a decrease in depletable oil and gas properties primarily due to two significant wells being substantially depleted in 2001 due to the lack of remaining economically recoverable reserves, which decrease was partially offset by the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense remained constant at 6.3% for the three months ended June 30, 2002 and 2001. General and administrative expenses increased $2,837 (6.7%) 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 12.0% for the three months ended June 30, 2002 from 9.9% 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 $618,965 $985,491 Oil and gas production expenses $218,253 $278,602 Barrels produced 11,520 10,071 Mcf produced 152,861 125,694 Average price/Bbl $ 19.39 $ 25.51 Average price/Mcf $ 2.59 $ 5.80 As shown in the table above, total oil and gas sales decreased $366,526 (37.2%) for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. Of this decrease, approximately $70,000 and $491,000, respectively, were related to decreases in the average prices of oil and gas sold. These decreases were partially offset by increases of approximately $37,000 and $157,000, respectively, related to increases in volumes of oil and gas sold. Volumes of oil and gas sold increased 1,449 barrels and 27,167 Mcf, respectively, for the six months ended June 30, 2002 as compared to the six months ended June 30, 2001. -28- The increase in volumes of oil sold was primarily due to (i) a positive prior period volume adjustment made by the purchaser on one significant well during the six months ended June 30, 2002, (ii) a negative prior period volume adjustment on another significant well during the six months ended June 30, 2001, and (iii) an increase in production on one significant well due to the successful recompletion of that well during early 2001. The increase in volumes of gas sold was primarily due to (i) a negative prior period gas balancing adjustment on one significant well during the six months ended June 30, 2001 and (ii) a positive prior period volume adjustment made by the purchaser on another significant well during the six months ended June 30, 2002. Average oil and gas prices decreased to $19.39 per barrel and $2.59 per Mcf, respectively, for the six months ended June 30, 2002 from $25.51 per barrel and $5.80 per Mcf, respectively, for the six months ended June 30, 2001. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $60,349 (21.7%) 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 partial reversal during the six months ended June 30, 2002 of approximately $52,000 (due to a partial post-judgment settlement) of a charge previously accrued for a judgment 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 lease operating expenses associated with the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, these expenses increased to 35.3% for the six months ended June 30, 2002 from 28.3% 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, amortization of oil and gas properties decreased $13,944 (22.5%) 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 depletable oil and gas properties primarily due to two significant wells being substantially depleted in 2001 due to the lack of remaining economically recoverable reserves, which decrease was partially offset by the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 7.8% for the six months ended June 30, 2002 from 6.3% 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. -29- General and administrative expenses increased $1,716 (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 10.1% 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 $20,520,664 or 143.29% of Limited Partners' capital contributions. -30- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. The Partnerships do not hold any market risk sensitive instruments. -31- PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS A lawsuit styled Xplor Energy Operating Co. v. The Newton Corp, et al., Case No. 99-04-01960-CV was filed on May 12, 1999 in the 284th Judicial District Court of Montgomery County, Texas against Samson. The Plaintiff had acquired at auction the interests of the I-E and I-F Partnerships and other owners in the State 87-S1 well. The lawsuit alleged that Samson and others were the record owners of the lease when it expired and therefore were responsible for the costs of plugging and abandoning the well. Plaintiff sought to recover the Defendants' proportionate share of the costs to plug and abandon the well along with attorneys' fees and interest. The Defendants denied liability and trial was held on August 6, 2001. At the conclusion of the trial the Court awarded the Plaintiff $447,245.55. On January 15, 2002 the Defendants filed an appeal of the matter with the Court of Appeals, Fifth District of Texas, Dallas, Texas, Case No. 05-02-00070-CV. Samson, on behalf of the I-E and I-F Partnerships and others, intends to vigorously pursue this appeal. In connection with this appeal, the Defendants filed an appellate bond in the amount of $491,970.10, which consists of $86,444.12 for damages, $360,801.43 for costs and attorneys' fees, and $44,724.55 for estimated post-judgment interest. The I-E and I-F Partnerships had working interests in the plugged well and their portions of the judgment and estimated post-judgment interest are approximately $246,000 and $172,000, respectively. On April 23, 2002 the I-E and I-F Partnerships entered into a settlement agreement with Xplor Energy Operating Company thereby settling for $82,500 and $57,750, respectively, the portion of the judgment which is in favor of Xplor. The appeal is still ongoing with respect to the portion of the judgment which is in favor of The Newton Corporation. The I-E and I-F Partnerships' portions of the remaining judgment and estimated post-judgment interest are approximately $89,000 and $62,000, respectively. 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 I-D Partnership. -32- 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 I-E 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 I-F Partnership. (b) Reports on Form 8-K. None. -33- 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 I-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F (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 -34- 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 I-D. 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 I-E. 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 I-F. -35-