FORM 10-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2002
Commission File Number:
II-A: 0-16388 II-C: 0-16981 II-E: 0-17320 II-G: 0-17802
II-B: 0-16405 II-D: 0-16980 II-F: 0-17799 II-H: 0-18305
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
----------------------------------------------
(Exact name of Registrant as specified in its Articles)
II-A 73-1295505
II-B 73-1303341
II-C 73-1308986
II-D 73-1329761
II-E 73-1324751
II-F 73-1330632
II-G 73-1336572
Oklahoma II-H 73-1342476
- ------------------------------- --------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
Two West Second Street, Tulsa, Oklahoma 74103
--------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918) 583-1791
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Depositary Units of limited partnership interest
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports) and (2) has been subject to the
filing requirements for the past 90 days. Yes X No
----- -----
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Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.
X Disclosure is not contained herein
-----
Disclosure is contained herein
-----
The Depositary Units are not publicly traded, therefore, Registrant cannot
compute the aggregate market value of the voting units held by non-affiliates of
the Registrant.
Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).
Yes No X
----- -----
DOCUMENTS INCORPORATED BY REFERENCE: None
-2-
FORM 10-K
TABLE OF CONTENTS
PART I.......................................................................4
ITEM 1. BUSINESS...................................................4
ITEM 2. PROPERTIES.................................................9
ITEM 3. LEGAL PROCEEDINGS.........................................26
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF
LIMITED PARTNERS..........................................27
PART II.....................................................................28
ITEM 5. MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS......28
ITEM 6. SELECTED FINANCIAL DATA...................................30
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS.......................39
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK.........................................67
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...............67
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.......................67
PART III....................................................................67
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL
PARTNER...................................................67
ITEM 11. EXECUTIVE COMPENSATION....................................68
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
OWNERS AND MANAGEMENT.....................................78
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS............80
PART IV.....................................................................81
ITEM 14. CONTROLS AND PROCEDURES...................................81
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
ON FORM 8-K...............................................81
SIGNATURES............................................................96
CERTIFICATION.........................................................97
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PART I.
ITEM 1. BUSINESS
General
The Geodyne Energy Income Limited Partnership II-A (the "II-A
Partnership"), Geodyne Energy Income Limited Partnership II-B (the "II-B
Partnership"), Geodyne Energy Income Limited Partnership II-C (the "II-C
Partnership"), Geodyne Energy Income Limited Partnership II-D (the "II-D
Partnership"), Geodyne Energy Income Limited Partnership II-E (the "II-E
Partnership"), Geodyne Energy Income Limited Partnership II-F (the "II-F
Partnership"), Geodyne Energy Income Limited Partnership II-G (the "II-G
Partnership"), and Geodyne Energy Income Limited Partnership II-H (the "II-H
Partnership") (collectively, the "Partnerships") are limited partnerships formed
under the Oklahoma Revised Uniform Limited Partnership Act. Each Partnership is
composed of Geodyne Resources, Inc. ("Geodyne"), a Delaware corporation, as the
general partner, Geodyne Depositary Company, a Delaware corporation, as the sole
initial limited partner, and public investors as substitute limited partners
(the "Limited Partners"). The Partnerships commenced operations on the dates set
forth below.
Date of
Partnership Activation
----------- -----------------
II-A July 22, 1987
II-B October 14, 1987
II-C January 14, 1988
II-D May 10, 1988
II-E September 27, 1988
II-F January 5, 1989
II-G April 10, 1989
II-H May 17, 1989
Immediately following activation, each Partnership invested as a general
partner in a separate Oklahoma general partnership which actually conducts the
Partnerships' operations. Geodyne serves as managing partner of such general
partnerships. Unless the context indicates otherwise, all references to any
single Partnership or all of the Partnerships in this Annual Report on Form 10-K
(the "Annual Report") are references to the Partnership and its related general
partnership, collectively. In addition, unless the context indicates otherwise,
all references to the "General Partner" in this Annual Report are references to
Geodyne as the general partner of the limited partnerships and as the managing
partner of the related general partnerships.
The General Partner currently serves as general partner of 26 limited
partnerships including the Partnerships. The General Partner
-4-
is a wholly-owned subsidiary of Samson Investment Company. Samson Investment
Company and its various corporate subsidiaries, including the General Partner
(collectively "Samson"), are primarily engaged in the production and development
of and exploration for oil and gas reserves and the acquisition and operation of
producing properties. At December 31, 2002, Samson owned interests in
approximately 12,000 oil and gas wells located in 18 states of the United States
and the countries of Canada, Venezuela, and Russia. At December 31, 2002, Samson
operated approximately 3,000 oil and gas wells located in 14 states of the
United States, as well as Canada, Venezuela, and Russia.
The Partnerships are currently engaged in the business of owning interests
in producing oil and gas properties located in the continental United States.
The Partnerships may also engage to a limited extent in development drilling on
producing oil and gas properties as required for the prudent management of the
Partnerships.
As limited partnerships, the Partnerships have no officers, directors, or
employees. They rely instead on the personnel of the General Partner and Samson.
As of February 15, 2003, Samson employed approximately 1,100 persons. No
employees are covered by collective bargaining agreements, and management
believes that Samson provides a sound employee relations environment. For
information regarding the executive officers of the General Partner, see "Item
10. Directors and Executive Officers of the General Partner."
The General Partner's and the Partnerships' principal place of business is
located at Samson Plaza, Two West Second Street, Tulsa, Oklahoma 74103, and
their telephone number is (918) 583-1791, or (888) 436-3963 [(888) GEODYNE].
Pursuant to the terms of the partnership agreements for the Partnerships
(the "Partnership Agreements") the Partnerships would have terminated on
December 31, 2001. However, the Partnership Agreements provide that the General
Partner may extend the term of each Partnership for up to five periods of two
years each. The General Partner has extended the terms of the Partnerships for
their first two-year extension thereby extending their termination date to
December 31, 2003. As of the date of this Annual Report, the General Partner has
not determined whether to further extend the term of any Partnership.
Funding
Although the Partnership Agreements permit the Partnerships to incur
borrowings, the Partnerships' operations and expenses are currently funded out
of each Partnership's revenues from oil and gas sales. The General Partner may,
but is not required to, advance funds to a Partnership for the same purposes for
which Partnership borrowings are authorized.
-5-
Principal Products Produced and Services Rendered
The Partnerships' sole business is the production of, and related
incidental development of, oil and gas. The Partnerships do not refine or
otherwise process crude oil and condensate. The Partnerships do not hold any
patents, trademarks, licenses, or concessions and are not a party to any
government contracts. The Partnerships have no backlog of orders and do not
participate in research and development activities. The Partnerships are not
presently encountering shortages of oilfield tubular goods, compressors,
production material, or other equipment.
Competition and Marketing
The primary source of liquidity and Partnership cash distributions comes
from the net revenues generated from the sale of oil and gas produced from the
Partnerships' oil and gas properties. The level of net revenues is highly
dependent upon the total volumes of oil and natural gas sold. Oil and gas
reserves are depleting assets and will experience production declines over time,
thereby likely resulting in reduced net revenues. The level of net revenues is
also highly dependent upon the prices received for oil and gas sales, which
prices have historically been very volatile and may continue to be so.
Additionally, lower oil and natural gas prices may reduce the amount of oil and
gas that is economic to produce and reduce the Partnerships' revenues and cash
flow. Various factors beyond the Partnerships' control will affect prices for
oil and natural gas, such as:
* Worldwide and domestic supplies of oil and natural gas;
* The ability of the members of the Organization of Petroleum Exporting
Countries ("OPEC") to agree upon and maintain oil prices and production
quotas;
* Political instability or armed conflict in oil-producing regions or
around major shipping areas;
* The level of consumer demand and overall economic activity;
* The competitiveness of alternative fuels;
* Weather conditions;
* The availability of pipelines for transportation; and
* Domestic and foreign government regulations and taxes.
Recently, while economic factors have been relatively unfavorable for oil
and natural gas demand, oil prices have benefited from the political uncertainty
associated with the increase in terrorist activities in parts of the world. In
the last few years, natural gas prices have varied significantly, from very high
prices in late 2000 and early 2001, to low prices in late 2001 and early 2002,
to rising prices in the later part of 2002 and early 2003. The high natural gas
prices were associated with cold winter weather and decreased supply from
reduced capital investment for new drilling, while the low prices were
associated with warm winter weather and reduced economic activity. The more
recent increase in prices is the result of increased demand from weather
patterns, the pricing effect of
-6-
relatively high oil prices, and increased concern about the ability of the
industry to meet any longer-term demand increases based upon current drilling
activity.
It is not possible to predict the future direction of oil or natural gas
prices or whether the above discussed trends will remain. Operating costs,
including General and Administrative Expenses, may not decline over time or may
experience only a gradual decline, thus adversely affecting net revenues as
either production or oil and natural gas prices decline. In any particular
period, net revenues may also be affected by either the receipt of proceeds from
property sales or the incursion of additional costs as a result of well
workovers, recompletions, new well drilling, and other events.
Significant Customers
The following customers accounted for ten percent or more of the
Partnerships' oil and gas sales during the year ended December 31, 2002:
Partnership Purchaser Percentage
- ----------- ---------------------------------- ----------
II-A El Paso Energy Marketing Company
("El Paso") 27.7%
BP America Production Company 14.2%
Duke Energy Field Services Inc. 10.9%
II-B El Paso 33.1%
II-C El Paso 30.7%
II-D El Paso 21.6%
Whiting Petroleum Corporation 12.2%
II-E El Paso 29.4%
II-F El Paso 17.6%
II-G El Paso 17.5%
II-H El Paso 17.4%
In the event of interruption of purchases by one or more of the
Partnerships' significant customers or the cessation or material change in
availability of open access transportation by the Partnerships' pipeline
transporters, the Partnerships may encounter difficulty in marketing their gas
and in maintaining historic sales levels. Management does not expect any of its
open access transporters to seek authorization to terminate their transportation
services. Even if the services were terminated, management believes
-7-
that alternatives would be available whereby the Partnerships would be able to
continue to market their gas.
The Partnerships' principal customers for crude oil production are
refiners and other companies which have pipeline facilities near the producing
properties of the Partnerships. In the event pipeline facilities are not
conveniently available to production areas, crude oil is usually trucked by
purchasers to storage facilities.
Oil, Gas, and Environmental Control Regulations
Regulation of Production Operations -- The production of oil and gas is
subject to extensive federal and state laws and regulations governing a wide
variety of matters, including the drilling and spacing of wells, allowable rates
of production, prevention of waste and pollution, and protection of the
environment. In addition to the direct costs borne in complying with such
regulations, operations and revenues may be impacted to the extent that certain
regulations limit oil and gas production to below economic levels.
Regulation of Sales and Transportation of Oil and Gas -- Sales of crude
oil and condensate are made by the Partnerships at market prices and are not
subject to price controls. The sale of gas may be subject to both federal and
state laws and regulations. The provisions of these laws and regulations are
complex and affect all who produce, resell, transport, or purchase gas,
including the Partnerships. Although virtually all of the Partnerships' gas
production is not subject to price regulation, other regulations affect the
availability of gas transportation services and the ability of gas consumers to
continue to purchase or use gas at current levels. Accordingly, such regulations
may have a material effect on the Partnerships' operations and projections of
future oil and gas production and revenues.
Future Legislation -- Legislation affecting the oil and gas industry is
under constant review for amendment or expansion. Because such laws and
regulations are frequently amended or reinterpreted, management is unable to
predict what additional energy legislation may be proposed or enacted or the
future cost and impact of complying with existing or future regulations.
Regulation of the Environment -- The Partnerships' operations are subject
to numerous laws and regulations governing the discharge of materials into the
environment or otherwise relating to environmental protection. Compliance with
such laws and regulations, together with any penalties resulting from
noncompliance, may increase the cost of the Partnerships' operations or may
affect the Partnerships' ability to timely complete existing or future
activities. Management anticipates that various local, state, and federal
environmental control agencies will have an increasing impact on oil and gas
operations.
-8-
Insurance Coverage
The Partnerships are subject to all of the risks inherent in the
exploration for and production of oil and gas including blowouts, pollution,
fires, and other casualties. The Partnerships maintain insurance coverage as is
customary for entities of a similar size engaged in operations similar to that
of the Partnerships, but losses can occur from uninsurable risks or in amounts
in excess of existing insurance coverage. In particular, many types of pollution
and contamination can exist, undiscovered, for long periods of time and can
result in substantial environmental liabilities which are not insured. The
occurrence of an event which is not fully covered by insurance could have a
material adverse effect on the Partnerships' financial condition and results of
operations.
ITEM 2. PROPERTIES
Well Statistics
The following table sets forth the number of productive wells of the
Partnerships as of December 31, 2002.
Well Statistics(1)
As of December 31, 2002
Number of Gross Wells(2) Number of Net Wells(3)
------------------------ ----------------------
P/ship Total Oil Gas Total Oil Gas
------ ---- --- --- ----- ----- -----
II-A 980 752 228 39.73 28.29 11.44
II-B 198 117 81 21.65 14.68 6.97
II-C 249 103 146 9.15 2.53 6.62
II-D 190 73 117 18.36 2.33 16.03
II-E 824 653 171 9.65 3.65 6.00
II-F 828 669 159 9.17 4.28 4.89
II-G 828 669 159 22.45 11.09 11.36
II-H 828 669 159 5.18 2.80 2.38
- ---------------
(1) The designation of a well as an oil well or gas well is made by the
General Partner based on the relative amount of oil and gas reserves for
the well. Regardless of a well's oil or gas designation, it may produce
oil, gas, or both oil and gas.
(2) As used in this Annual Report, "gross well" refers to a well in which a
working interest is owned; accordingly, the number of gross wells is the
total number of wells in which a working interest is owned.
(3) As used in this Annual Report, "net well" refers to the sum of the
fractional working interests owned in gross wells. For example, a 15%
working interest in a well represents one gross well, but 0.15 net well.
-9-
Drilling Activities
During the year ended December 31, 2002, the Partnerships directly or
indirectly participated in the drilling activities described below.
II-A Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Goad #2-21 Grady OK - 0.0016 Gas Producing
Hunnicutt #20-2 Custer OK - 0.0013 Gas Producing
Clifton, Arthur
GU #4 Limestone TX - 0.0007 Gas Producing
Jo-Mill Unit Borden TX 0.0025 0.0022 Oil Producing
(10 new wells)
II-B Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Goad #2-21 Grady OK - 0.0065 Gas Producing
II-C Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Goad #2-21 Grady OK - 0.0010 Gas Producing
Farni #4-21 Roger OK - 0.0031 Gas Producing
Mills
Shugart State Eddy NM - 0.0005 Gas Producing
Com 2
Pavillion Fee Fremont WY - 0.0003 Gas Producing
#32-09W, Com 2
Pavillion Fee Fremont WY - 0.0003 Gas Producing
#42-09W
II-D Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Davidson #3 Grady OK - 0.0107 Gas Producing
Farni #4-21 Roger OK - 0.0036 Gas Producing
Mills
Shugart State Eddy NM - 0.0048 Gas Producing
Com 2
Pavillion Fee Fremont WY - 0.0032 Gas Producing
#32-09W, Com 2
Pavillion Fee Fremont WY - 0.0032 Gas Producing
#42-09W
-10-
II-E Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Hixson #2-9 Ellis OK 0.0065 0.0053 Gas Producing
Davidson #3 Grady OK - 0.0066 Gas Producing
Brown L-3 Beaver OK 0.0014 0.0014 Gas Producing
Brown L-4 Beaver OK 0.0014 0.0014 Oil Producing
Frey, Ernest #1 Acadia LA 0.0578 0.0418 Oil Well in
Progress
Eagle Draw 15 #1 Crockett TX - 0.0021 Gas Producing
Estes, Kay #7 Edwards TX - 0.0025 Gas Producing
Miers, WA #16 Sutton TX - 0.0001 Gas Producing
Hill, Wess #11 Sutton TX 0.0266 0.0199 Gas Producing
Duke #1-B San Juan NM (1) (1) Gas Producing
Senter #1-C San Juan NM - 0.0003 Gas Producing
Southern Union #1-C San Juan NM - 0.0010 Gas Producing
Southern Union #1-B San Juan NM - 0.0010 Gas Producing
II-F Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Hixson #2-9 Ellis OK 0.0160 0.0130 Gas Producing
Brown L-3 Beaver OK 0.0033 0.0033 Gas Producing
Brown L-4 Beaver OK 0.0033 0.0033 Oil Producing
Eagle Draw 15 #1 Crockett TX - 0.0051 Gas Producing
Estes, Kay #7 Edwards TX - 0.0062 Gas Producing
Miers, WA #16 Sutton TX - 0.0003 Gas Producing
Hill, Wess #11 Sutton TX 0.0649 0.0487 Gas Producing
Duke #1-B San Juan NM (1) (1) Gas Producing
Senter #1-C San Juan NM - 0.0001 Gas Producing
Southern Union #1-C San Juan NM - 0.0004 Gas Producing
Southern Union #1-B San Juan NM - 0.0004 Gas Producing
II-G Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Hixson #2-9 Ellis OK 0.0334 0.0271 Gas Producing
Brown L-3 Beaver OK 0.0069 0.0069 Gas Producing
Brown L-4 Beaver OK 0.0069 0.0069 Oil Producing
Eagle Draw 15 #1 Crockett TX - 0.0106 Gas Producing
Estes, Kay #7 Edwards TX - 0.0129 Gas Producing
Miers, WA #16 Sutton TX - 0.0007 Gas Producing
Hill, Wess #11 Sutton TX 0.1358 0.1018 Gas Producing
Duke #1-B San Juan NM (1) (1) Gas Producing
Senter #1-C San Juan NM - 0.0004 Gas Producing
Southern Union #1-C San Juan NM - 0.0013 Gas Producing
Southern Union #1-B San Juan NM - 0.0013 Gas Producing
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II-H Partnership
Working Revenue
Well Name County St. Interest Interest Type Status
- ----------------- --------- --- -------- -------- ---- ---------
Hixson #2-9 Ellis OK 0.0077 0.0063 Gas Producing
Brown L-3 Beaver OK 0.0016 0.0016 Gas Producing
Brown L-4 Beaver OK 0.0016 0.0016 Oil Producing
Eagle Draw 15 #1 Crockett TX - 0.0025 Gas Producing
Estes, Kay #7 Edwards TX - 0.0030 Gas Producing
Miers, WA #16 Sutton TX - 0.0002 Gas Producing
Hill, Wess #11 Sutton TX 0.0314 0.0236 Gas Producing
Duke #1-B San Juan NM (1) (1) Gas Producing
Senter #1-C San Juan NM - 0.0001 Gas Producing
Southern Union #1-C San Juan NM - 0.0005 Gas Producing
Southern Union #1-B San Juan NM - 0.0005 Gas Producing
- -----------------------------
(1) The II-E, II-F, II-G, and II-H Partnerships elected to not participate in
the drilling of the Duke #1-B Well located in San Juan County, New Mexico.
If the well reaches payout under the terms of its operating agreement, the
II-E, II-F, II-G, and II-H Partnerships will have the following interests
in the well:
Working Revenue
Partnership Interest Interest
----------- --------- ---------
II-E .0063 .0047
II-F .0025 .0018
II-G .0082 .0061
II-H .0032 .0024
Oil and Gas Production, Revenue, and Price History
The following tables set forth certain historical information concerning
the oil (including condensates) and gas production, net of all royalties,
overriding royalties, and other third party interests, of the Partnerships,
revenues attributable to such production, and certain price and cost
information. As used in the tables, direct operating expenses include lease
operating expenses and production taxes. In addition, gas production is
converted to oil equivalents at the rate of six Mcf per barrel, representing the
estimated relative energy content of gas and oil, which rate is not necessarily
indicative of the relationship of oil and gas prices. The respective prices of
oil and gas are affected by market and other factors in addition to relative
energy content.
-12-
Net Production Data
II-A Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 64,016 67,519 77,024
Gas (Mcf) 821,485 774,153 1,003,723
Oil and gas sales:
Oil $1,499,533 $1,619,453 $2,117,259
Gas 2,282,330 3,192,939 3,601,631
--------- --------- ---------
Total $3,781,863 $4,812,392 $5,718,890
========= ========= =========
Total direct operating
expenses $1,516,608 $1,826,037 $1,418,970
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 40.1% 37.9% 24.8%
Average sales price:
Per barrel of oil $23.42 $23.99 $27.49
Per Mcf of gas 2.78 4.12 3.59
Direct operating expenses per
equivalent Bbl of oil $ 7.55 $ 9.29 $ 5.81
-13-
Net Production Data
II-B Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 40,616 49,375 52,155
Gas (Mcf) 598,159 570,423 707,543
Oil and gas sales:
Oil $ 983,366 $1,202,962 $1,431,328
Gas 1,629,566 2,474,769 2,506,352
--------- --------- ---------
Total $2,612,932 $3,677,731 $3,937,680
========= ========= =========
Total direct operating
expenses $1,021,964 $1,053,461 $ 995,481
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 39.1% 28.6% 25.3%
Average sales price:
Per barrel of oil $24.21 $24.36 $27.44
Per Mcf of gas 2.72 4.34 3.54
Direct operating expenses per
equivalent Bbl of oil $ 7.28 $ 7.29 $ 5.85
-14-
Net Production Data
II-C Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 14,351 14,034 16,424
Gas (Mcf) 343,662 302,093 398,166
Oil and gas sales:
Oil $ 352,930 $ 340,796 $ 456,845
Gas 931,491 1,299,602 1,399,195
--------- --------- ---------
Total $1,284,421 $1,640,398 $1,856,040
========= ========= =========
Total direct operating
expenses $ 432,068 $ 435,859 $ 404,470
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 33.6% 26.6% 21.8%
Average sales price:
Per barrel of oil $24.59 $24.28 $27.82
Per Mcf of gas 2.71 4.30 3.51
Direct operating expenses per
equivalent Bbl of oil $ 6.03 $ 6.77 $ 4.89
-15-
Net Production Data
II-D Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 31,350 18,970 32,648
Gas (Mcf) 795,913 712,930 836,567
Oil and gas sales:
Oil $ 728,533 $ 432,140 $ 909,025
Gas 2,128,408 3,149,329 2,848,626
--------- --------- ---------
Total $2,856,941 $3,581,469 $3,757,651
========= ========= =========
Total direct operating
expenses $ 886,247 $1,197,090 $ 937,311
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 31.0% 33.4% 24.9%
Average sales price:
Per barrel of oil $23.24 $22.78 $27.84
Per Mcf of gas 2.67 4.42 3.41
Direct operating expenses per
equivalent Bbl of oil $ 5.40 $ 8.69 $ 5.45
-16-
Net Production Data
II-E Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 23,426 24,064 23,708
Gas (Mcf) 488,328 490,127 611,642
Oil and gas sales:
Oil $ 566,653 $ 585,290 $ 693,214
Gas 1,387,404 1,975,920 2,067,671
--------- --------- ---------
Total $1,954,057 $2,561,210 $2,760,885
========= ========= =========
Total direct operating
expenses $ 528,268 $ 818,691 $ 579,065
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 27.0% 32.0% 21.0%
Average sales price:
Per barrel of oil $24.19 $24.32 $29.24
Per Mcf of gas 2.84 4.03 3.38
Direct operating expenses per
equivalent Bbl of oil $ 5.04 $ 7.74 $ 4.61
-17-
Net Production Data
II-F Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 27,894 30,965 25,175
Gas (Mcf) 451,358 465,214 480,967
Oil and gas sales:
Oil $ 663,274 $ 743,066 $ 708,378
Gas 1,236,733 1,744,820 1,604,881
--------- --------- ---------
Total $1,900,007 $2,487,886 $2,313,259
========= ========= =========
Total direct operating
expenses $ 421,986 $ 503,882 $ 412,615
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 22.2% 20.3% 17.8%
Average sales price:
Per barrel of oil $23.78 $24.00 $28.14
Per Mcf of gas 2.74 3.75 3.34
Direct operating expenses per
equivalent Bbl of oil $ 4.09 $ 4.64 $ 3.92
-18-
Net Production Data
II-G Partnership
----------------
Year Ended December 31,
----------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 58,467 64,898 52,807
Gas (Mcf) 959,663 992,099 1,031,148
Oil and gas sales:
Oil $1,389,987 $1,557,522 $1,485,755
Gas 2,633,819 3,727,487 3,429,820
--------- --------- ---------
Total $4,023,806 $5,285,009 $4,915,575
========= ========= =========
Total direct operating
expenses $ 900,203 $1,075,602 $ 885,336
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 22.4% 20.4% 18.0%
Average sales price:
Per barrel of oil $23.77 $24.00 $28.14
Per Mcf of gas 2.74 3.76 3.33
Direct operating expenses per
equivalent Bbl of oil $ 4.12 $ 4.67 $ 3.94
-19-
Net Production Data
II-H Partnership
----------------
Year Ended December 31,
---------------------------------------
2002 2001 2000
--------- ---------- ----------
Production:
Oil (Bbls) 13,577 15,054 12,297
Gas (Mcf) 229,923 237,600 245,490
Oil and gas sales:
Oil $322,666 $ 361,412 $ 345,882
Gas 631,670 896,015 816,404
------- --------- ---------
Total $954,336 $1,257,427 $1,162,286
======= ========= =========
Total direct operating
expenses $217,304 $ 260,618 $ 213,954
======= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 22.8% 20.7% 18.4%
Average sales price:
Per barrel of oil $23.77 $24.01 $28.13
Per Mcf of gas 2.75 3.77 3.33
Direct operating expenses per
equivalent Bbl of oil $ 4.19 $ 4.77 $ 4.02
Proved Reserves and Net Present Value
The following table sets forth each Partnership's estimated proved oil and
gas reserves and net present value therefrom as of December 31, 2002. The
schedule of quantities of proved oil and gas reserves was prepared by the
General Partner in accordance with the rules prescribed by the Securities and
Exchange Commission (the "SEC"). Certain reserve information was reviewed by
Ryder Scott Company, L.P. ("Ryder Scott"), an independent petroleum engineering
firm. As used throughout this Annual Report, "proved reserves" refers to those
estimated quantities of crude oil, gas, and gas liquids which geological and
engineering data demonstrate with reasonable certainty to be recoverable in
future years from known oil and gas reservoirs under existing economic and
operating conditions.
Net present value represents estimated future gross cash flow from the
production and sale of proved reserves, net of estimated oil and gas production
costs (including production taxes, ad valorem taxes, and operating expenses) and
estimated future development costs,
-20-
discounted at 10% per annum. Net present value attributable to the Partnerships'
proved reserves was calculated on the basis of current costs and prices at
December 31, 2002. Such prices were not escalated except in certain
circumstances where escalations were fixed and readily determinable in
accordance with applicable contract provisions. Oil and gas prices at December
31, 2002 were higher than the prices in effect on December 31, 2001. This
increase in oil and gas prices has caused the estimates of remaining
economically recoverable reserves, as well as the values placed on said
reserves, at December 31, 2002 to be higher than such estimates and values at
December 31, 2001. The prices used in calculating the net present value
attributable to the Partnerships' proved reserves do not necessarily reflect
market prices for oil and gas production subsequent to December 31, 2002. There
can be no assurance that the prices used in calculating the net present value of
the Partnerships' proved reserves at December 31, 2002 will actually be realized
for such production.
The process of estimating oil and gas reserves is complex, requiring
significant subjective decisions in the evaluation of available geological,
engineering, and economic data for each reservoir. The data for a given
reservoir may change substantially over time as a result of, among other things,
additional development activity, production history, and viability of production
under varying economic conditions; consequently, it is reasonably possible that
material revisions to existing reserve estimates may occur in the near future.
Although every reasonable effort has been made to ensure that these reserve
estimates represent the most accurate assessment possible, the significance of
the subjective decisions required and variances in available data for various
reservoirs make these estimates generally less precise than other estimates
presented in connection with financial statement disclosures.
Proved Reserves and Net Present Values
From Proved Reserves
As of December 31, 2002 (1)
II-A Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 5,817,550
Oil and liquids (Bbls) 517,852
Net Present Value (discounted at 10% per annum) $16,955,710
II-B Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 4,443,545
Oil and liquids (Bbls) 359,624
Net Present Value (discounted at 10% per annum) $12,055,200
-21-
II-C Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 3,120,468
Oil and liquids (Bbls) 128,944
Net Present Value (discounted at 10% per annum) $ 7,937,807
II-D Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 7,948,973
Oil and liquids (Bbls) 186,724
Net Present Value (discounted at 10% per annum) $19,070,679
II-E Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 4,192,406
Oil and liquids (Bbls) 173,164
Net Present Value (discounted at 10% per annum) $10,193,402
II-F Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 2,962,281
Oil and liquids (Bbls) 230,274
Net Present Value (discounted at 10% per annum) $ 9,141,891
II-G Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 6,369,980
Oil and liquids (Bbls) 483,873
Net Present Value (discounted at 10% per annum) $19,484,033
II-H Partnership:
- ----------------
Estimated proved reserves:
Gas (Mcf) 1,553,934
Oil and liquids (Bbls) 113,085
Net Present Value (discounted at 10% per annum) $ 4,670,795
- ----------
(1) Includes certain gas balancing adjustments which cause the gas volumes and
net present values to differ from the reserve reports prepared by the
General Partner and reviewed by Ryder Scott.
-22-
No estimates of the proved reserves of the Partnerships comparable to
those included herein have been included in reports to any federal agency other
than the SEC. Additional information relating to the Partnerships' proved
reserves is contained in Note 4 to the Partnerships' financial statements,
included in Item 8 of this Annual Report.
Significant Properties
The following table sets forth the number and percent of each
Partnership's total wells which are operated by affiliates of the Partnerships
as of December 31, 2002:
Operated Wells
-----------------------------------------
Partnership Number Percent
----------- ------ -------
II-A 66 6%
II-B 39 19%
II-C 53 18%
II-D 33 14%
II-E 39 2%
II-F 51 2%
II-G 51 2%
II-H 51 2%
The following tables set forth certain well and reserve information as of
December 31, 2002 for the basins in which the Partnerships own a significant
amount of properties. The tables contain the following information for each
significant basin: (i) the number of gross wells and net wells, (ii) the number
of wells in which only a non-working interest is owned, (iii) the Partnership's
total number of wells, (iv) the number and percentage of wells operated by the
Partnership's affiliates, (v) estimated proved oil reserves, (vi) estimated
proved gas reserves, and (vii) the present value (discounted at 10% per annum)
of estimated future net cash flow.
The Anadarko Basin is located in western Oklahoma and the Texas panhandle,
while the Southern Oklahoma Folded Belt Basin is located in southern Oklahoma.
Southeast Utah and southwest Colorado contain the Paradox Basin. The Gulf Coast
Basin is located in southern Louisiana and southeast Texas, while the Permian
Basin straddles west Texas and southeast New Mexico. The Sacramento Basin is
located in central California.
-23-
Significant Properties as of December 31, 2002
----------------------------------------------
Wells
Operated by
Affiliates Oil Gas
Gross Net Other Total ----------- Reserves Reserves Present
Basin Wells Wells Wells(1) Wells Number %(2) (Bbl) (Mcf) Value
- ----------------- ----- ----- -------- ----- ------ ---- -------- --------- ----------
II-A Partnership:
Anadarko 115 7.26 53 168 36 21% 39,490 3,313,524 $8,024,809
Permian 426 2.38 3 429 13 3% 107,033 826,770 2,541,320
Gulf Coast 262 10.38 1 263 - -% 111,501 309,281 1,769,395
II-B Partnership:
Anadarko 37 4.11 5 42 13 31% 19,117 2,110,336 $4,813,715
Southern Okla.
Folded Belt 12 2.65 1 13 12 92% 54,639 791,826 $2,237,892
Permian 15 1.69 - 15 13 87% 29,733 916,677 1,895,536
Uinta 15 1.51 3 18 - -% 149,574 292,813 1,513,289
II-C Partnership:
Anadarko 77 3.58 19 96 19 20% 15,722 1,670,483 $4,092,928
Southern Okla.
Folded Belt 15 1.34 1 16 15 94% 23,863 540,785 1,331,258
Permian 18 .73 2 20 13 65% 13,525 444,908 908,494
II-D Partnership:
Anadarko 47 5.79 15 62 8 13% 17,932 2,892,632 $6,781,096
Sacramento 33 5.37 - 33 - -% - 1,592,156 4,333,437
Gulf Coast 14 1.67 3 17 11 65% 67,753 761,712 2,060,793
- --------------------------
(1) Wells in which only a non-working (e.g. royalty) interest is owned.
(2) Percent of the Partnership's total wells in the basin which are operated by affiliates of the
Partnerships.
-24-
Significant Properties as of December 31, 2002
----------------------------------------------
Wells
Operated by
Affiliates Oil Gas
Gross Net Other Total ------------- Reserves Reserves Present
Basin Wells Wells Wells(1) Wells Number %(2) (Bbl) (Mcf) Value
- ----------------- ----- ----- -------- ----- ------ ---- -------- --------- ----------
II-E Partnership:
Permian 691 3.48 1,291 1,982 6 -% 84,338 1,348,055 $3,310,389
Anadarko 42 1.81 23 65 20 31% 3,145 1,372,510 3,070,223
Southern Okla.
Folded Belt 1 .17 - 1 1 100% 5,605 806,855 1,845,486
Gulf Coast 45 2.54 7 52 11 21% 68,954 362,331 1,199,561
II-F Partnership:
Permian 687 4.78 1,292 1,979 2 -% 204,926 1,103,791 $4,551,521
Anadarko 48 1.87 22 70 23 33% 6,495 1,415,866 3,443,459
Southern Okla.
Folded Belt 23 1.73 3 26 21 81% 11,861 329,799 903,399
II-G Partnership:
Permian 687 12.55 1,292 1,979 2 -% 428,093 2,302,906 $9,513,347
Anadarko 48 4.05 22 70 23 33% 13,857 3,013,580 7,315,920
Southern Okla.
Folded Belt 23 3.73 3 26 21 81% 26,874 747,456 2,047,002
II-H Partnership:
Permian 687 2.60 1,292 1,979 2 -% 99,033 534,499 $2,202,042
Anadarko 48 .87 22 70 23 33% 3,320 719,760 1,743,707
Southern Okla.
Folded Belt 23 1.15 3 26 21 81% 7,095 197,688 541,352
- --------------------------
(1) Wells in which only a non-working (e.g. royalty) interest is owned.
(2) Percent of the Partnership's total wells in the basin which are operated by affiliates of the
Partnerships.
-25-
Following is a description of those oil and gas properties whose revisions
in the estimated proved reserves (based on equivalent barrels of oil) as of
December 31, 2002, as compared to December 31, 2001, were significant to the
Partnerships.
The II-B Partnership's estimated proved reserves increased 100,848 barrels
of oil equivalent in the UPRR 3-6 Well located in Summit County, Utah from
December 31, 2001 to December 31, 2002. This increase was primarily due to a
revised forecast in reserves based on actual production experience.
The II-C Partnership's estimated proved reserves increased 43,221 barrels
of oil equivalent in the UPRR 3-6 Well located in Summit County, Utah from
December 31, 2001 to December 31, 2002. This increase was primarily due to a
revised forecast in reserves based on actual production experience.
The II-D Partnership's estimated proved reserves decreased 198,250 barrels
of oil equivalent in the Andy's Mesa #14 Well located in San Miguel County,
Colorado from December 31, 2001 to December 31, 2002. This decrease was due to
the sale of this well during 2002.
Title to Oil and Gas Properties
Management believes that the Partnerships have satisfactory title to their
oil and gas properties. Record title to all of the Partnerships' properties is
held by either the Partnerships or Geodyne Nominee Corporation, an affiliate of
the General Partner.
Title to the Partnerships' properties is subject to customary royalty,
overriding royalty, carried, working, and other similar interests and
contractual arrangements customary in the oil and gas industry, to liens for
current taxes not yet due, and to other encumbrances. Management believes that
such burdens do not materially detract from the value of such properties or from
the Partnerships' interest therein or materially interfere with their use in the
operation of the Partnerships' business.
ITEM 3. LEGAL PROCEEDINGS
A lawsuit styled Xplor Energy Operating Co. v. The Newton Corp, et al.,
Case No. 99-04-01960-CV, 284th Judicial District Court of Montgomery County,
Texas was filed on May 12, 1999. The Newton Corp. ("Newton") acquired an
interest at auction in the State 87-S1 (the "Well") owned by the II-A
Partnership and two related partnerships (collectively the "Prior Owners").
Eight months after Newton's acquisition of the Prior Owners' interest, the
operator of the Well, Xplor Energy Operating Co. ("Xplor"), plugged and
abandoned the Well. Xplor filed this lawsuit on May 12, 1999 alleging that the
Prior Owners were the record owners of the lease when it expired and that the
Prior Owners were responsible for the costs of plugging and abandoning the Well.
Xplor sought to recover the Prior Owners' proportionate share of the costs to
plug and abandon the well along with attorneys' fees and interest. The Prior
Owners denied liability and cross-claimed against Newton for
-26-
indemnity for any amounts that may be awarded to Xplor. Newton in turn alleged
that the Prior Owners were liable for the plugging costs. Trial was held on
August 6, 2001. At the conclusion of the trial the Court awarded Xplor $86,000
plus $200,000 in attorney fees and awarded Newton $300 plus $161,000 in attorney
fees to be divided among the Prior Owners. On January 15, 2002 the Prior Owners
filed an appeal of the matter with the Court of Appeals, Fifth District of
Texas, Dallas, Texas, Case No. 05-02-00070-CV. The II-A Partnership has
approximately 15 percent of the liability with respect to the trial court
judgment rendered in the matter.
On April 23, 2002 the Prior Owners entered into a settlement agreement
with Xplor thereby settling for $165,000 the judgment in favor of Xplor. On
January 23, 2003 the Court of Appeals ruled against Newton on all issues except
the one claim resulting in the $300 liability to the Prior Owners. The Court of
Appeals remanded the case to the trial court to determine and award to Newton
any portion of the alleged attorneys' fees awarded to them that is attributable
solely to the $300 award against the Prior Owners. The trial court has not yet
made this determination.
A lawsuit styled Robert W. Scott, Individually and as Managing Member of
R.W. Scott Investments, LLC v. Samson Resources Company, Case No. C-01-385, was
filed in the District Court of Sweetwater County, Wyoming on June 29, 2001. The
lawsuit seeks class action certification and alleges that Samson deducted from
its payments to royalty and overriding royalty owners certain charges which were
improper under the Wyoming royalty payment statutes. A number of these royalty
and overriding royalty payments burdened the interests of the II-C and II-D
Partnerships.
In February 2003, in an effort to minimize potential exposure created by
the Wyoming statutes and accompanying legal fees, Samson refunded to the royalty
and overriding royalty interest owners who were potential class members all of
the amounts which were claimed to be improperly deducted plus statutory interest
thereon. The applicable portions of these refunds, $2,548.31 and $26,768.96,
respectively, are being recouped from the II-C and II-D Partnerships in the
first quarter of 2003. The lawsuit also alleges that Samson's check stubs did
not fully comply with the Wyoming Royalty Payment Act. Samson intends to
vigorously defend this claim.
Except as described above, to the knowledge of the General Partner,
neither the General Partner nor the Partnerships or their properties are subject
to any litigation, the results of which would have a material effect on the
Partnerships' or the General Partner's financial condition or operations.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS
There were no matters submitted to a vote of the Limited Partners of any
Partnership during 2002.
-27-
PART II.
ITEM 5. MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS
As of March 1, 2003, the number of Units outstanding and the approximate
number of Limited Partners of record in the Partnerships were as follows:
Number of Numbers of
Partnership Units Limited Partners
----------- --------- ----------------
II-A 484,283 3,453
II-B 361,719 2,181
II-C 154,621 1,147
II-D 314,878 2,385
II-E 228,821 1,802
II-F 171,400 1,431
II-G 372,189 2,159
II-H 91,711 1,027
Units were initially sold for a price of $100. The Units are not traded on
any exchange and there is no public trading market for them. The General Partner
is aware of certain transfers of Units between unrelated parties, some of which
are facilitated by secondary trading firms and matching services. In addition,
as further described below, the General Partner is aware of certain "4.9% tender
offers" which have been made for the Units. The General Partner believes that
the transfers between unrelated parties have been limited and sporadic in number
and volume. Other than trades facilitated by certain secondary trading firms and
matching services, no organized trading market for Units exists and none is
expected to develop. Due to the nature of these transactions, the General
Partner has no verifiable information regarding prices at which Units have been
transferred. Further, a transferee may not become a substitute Limited Partner
without the consent of the General Partner.
Pursuant to the terms of the Partnership Agreements, the General Partner
is obligated to annually issue a repurchase offer which is based on the
estimated future net revenues from the Partnerships' reserves and is calculated
pursuant to the terms of the Partnership Agreements. Such repurchase offer is
recalculated monthly in order to reflect cash distributions to the Limited
Partners and extraordinary events. The following table sets forth the General
Partner's repurchase offer per Unit as of the periods indicated. For purposes of
this Annual Report, a Unit represents an initial subscription of $100 to the
Partnership.
-28-
Repurchase Offer Prices
-----------------------
2001 2002 2003
-------------------- -------------------- ----
1st 2nd 3rd 4th 1st 2nd 3rd 4th 1st
P/ship Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr.
- ------ ---- ---- ---- ---- ---- ---- ---- ---- ----
II-A $13 $11 $18 $16 $16 $15 $14 $13 $12
II-B 12 11 17 16 15 15 14 13 12
II-C 17 15 23 22 21 21 21 19 18
II-D 18 15 25 23 23 23 30 25 25
II-E 13 10 17 15 15 15 18 16 15
II-F 17 14 24 22 20 19 22 21 19
II-G 16 13 23 21 19 19 22 20 19
II-H 16 13 23 21 19 19 21 20 18
In addition to this repurchase offer, some of the Partnerships have been
subject to "4.9% tender offers" from several third parties. The General Partner
does not know the terms of these offers or the prices received by the Limited
Partners who accepted these offers.
Cash Distributions
Cash distributions are primarily dependent upon a Partnership's cash
receipts from the sale of oil and gas production and cash requirements of the
Partnership. Distributable cash is determined by the General Partner at the end
of each calendar quarter and distributed to the Limited Partners within 45 days
after the end of the quarter. Distributions are restricted to cash on hand less
amounts required to be retained out of such cash as determined in the sole
judgment of the General Partner to pay costs, expenses, or other Partnership
obligations whether accrued or anticipated to accrue. In certain instances, the
General Partner may not distribute the full amount of cash receipts which might
otherwise be available for distribution in an effort to equalize or stabilize
the amounts of quarterly distributions. Any available amounts not distributed
are invested and the interest or income thereon is for the accounts of the
Limited Partners.
The following is a summary of cash distributions paid to the Limited
Partners during 2001 and 2002 and the first quarter of 2003.
-29-
Cash Distributions
------------------
2001
-----------------------------------------------
1st 2nd 3rd 4th
P/ship Qtr. Qtr. Qtr. Qtr.
- ------ ------ ------ ------ ------
II-A $2.02 $2.02 $2.00 $1.37
II-B 1.93 1.75 1.95 .78
II-C 2.55 2.39 2.43 1.49
II-D 4.20 2.67 2.72 1.32
II-E 2.14 2.86 2.47 1.35
II-F 2.53 3.22 3.39 1.95
II-G 2.47 3.18 3.31 2.10
II-H 2.46 2.92 3.17 1.80
2002 2003
------------------------------------------------ ------
1st 2nd 3rd 4th 1st
P/ship Qtr. Qtr. Qtr. Qtr. Qtr.
- ------ ------ ------ ------ ------ ------
II-A $ .66 $ .24 $ .93 $ .66 $ .71
II-B .60 .14 .52 .75 .59
II-C .57 .21 .74 1.74 .70
II-D .25 .24 .93 5.04 .66
II-E .67 - .44 1.22 1.02
II-F 1.57 .68 1.27 1.44 1.86
II-G 1.63 .68 1.24 1.40 1.81
II-H 1.44 .53 1.00 1.44 1.71
ITEM 6. SELECTED FINANCIAL DATA
The following tables present selected financial data for the Partnerships.
This data should be read in conjunction with the financial statements of the
Partnerships, and the respective notes thereto, included elsewhere in this
Annual Report. See "Item 8. Financial Statements and Supplementary Data."
-30-
Selected Financial Data
II-A Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $3,781,863 $4,812,392 $5,718,890 $3,762,931 $3,911,823
Net Income:
Limited Partners 1,457,582 1,583,821 2,697,991 1,421,826 2,863,628
General Partner 187,523 249,356 373,521 99,132 188,400
Total 1,645,105 1,833,177 3,071,512 1,520,958 3,052,028
Limited Partners' Net
Income per Unit 3.01 3.27 5.57 2.94 5.91
Limited Partners' Cash
Distributions per
Unit 2.49 7.41 5.70 2.62 9.80(1)
Total Assets 4,165,182 3,841,529 5,753,841 5,700,712 5,530,544
Partners' Capital
(Deficit):
Limited Partners 3,811,109 3,559,527 5,561,706 5,622,715 5,469,889
General Partner ( 241,784) ( 285,152) ( 333,839) ( 380,195) ( 417,336)
Number of Units
Outstanding 484,283 484,283 484,283 484,283 484,283
- ------------------
(1) Amount of cash distribution includes proceeds from the settlement of a lawsuit.
-31-
Selected Financial Data
II-B Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $2,612,932 $3,677,731 $3,937,680 $2,693,717 $2,492,043
Net Income:
Limited Partners 857,193 1,807,584 1,839,198 937,258 3,160,422
General Partner 116,853 218,951 163,872 63,070 186,085
Total 974,046 2,026,535 2,003,070 1,000,328 3,346,507
Limited Partners' Net
Income per Unit 2.37 5.00 5.08 2.59 8.74
Limited Partners' Cash
Distributions per
Unit 2.01 6.41 5.76 2.18 11.92(1)
Total Assets 2,810,167 2,621,540 3,176,745 3,374,612 3,185,016
Partners' Capital
(Deficit):
Limited Partners 2,826,629 2,701,436 3,212,852 3,456,654 3,309,396
General Partner ( 264,786) ( 302,054) ( 269,807) ( 290,773) ( 320,234)
Number of Units
Outstanding 361,719 361,719 361,719 361,719 361,719
- -----------------------
(1) Amount of cash distribution includes proceeds from the settlement of a lawsuit.
-32-
Selected Financial Data
II-C Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $1,284,421 $1,640,398 $1,856,040 $1,296,468 $1,136,474
Net Income:
Limited Partners 615,932 842,315 886,994 435,619 1,583,504
General Partner 77,229 102,759 132,143 65,752 95,091
Total 693,161 945,074 1,019,137 501,371 1,678,595
Limited Partners' Net
Income per Unit 3.98 5.45 5.74 2.82 10.24
Limited Partners' Cash
Distributions per
Unit 3.26 8.86 5.90 2.53 14.73(1)
Total Assets 1,391,833 1,238,646 1,771,934 1,804,785 1,759,734
Partners' Capital
(Deficit):
Limited Partners 1,370,453 1,258,521 1,786,206 1,811,212 1,765,593
General Partner ( 98,831) ( 130,178) ( 105,478) ( 119,145) ( 133,264)
Number of Units
Outstanding 154,621 154,621 154,621 154,621 154,621
- ----------------------
(1) Amount of cash distribution includes proceeds from the settlement of a lawsuit.
-33-
Selected Financial Data
II-D Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $2,856,941 $3,581,469 $3,757,651 $2,598,616 $2,411,051
Net Income:
Limited Partners 2,391,740 1,608,081 2,287,970 640,655 3,942,172
General Partner 283,947 209,788 291,859 106,047 225,825
Total 2,675,687 1,817,869 2,579,829 746,702 4,167,997
Limited Partners' Net
Income per Unit 7.60 5.11 7.27 2.03 12.52
Limited Partners' Cash
Distributions per
Unit 6.46 10.91 5.59 2.60 18.09(1)
Total Assets 2,915,283 2,418,532 4,271,202 3,740,589 3,994,909
Partners' Capital
(Deficit):
Limited Partners 2,695,740 2,339,000 4,167,919 3,639,949 3,818,294
General Partner ( 76,044) ( 238,692) ( 180,437) ( 236,260) ( 247,182)
Number of Units
Outstanding 314,878 314,878 314,878 314,878 314,878
- ------------------------
(1) Amount of cash distribution includes proceeds from the settlement of a lawsuit.
-34-
Selected Financial Data
II-E Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $1,954,057 $2,561,210 $2,760,885 $1,810,725 $1,704,463
Net Income:
Limited Partners 892,565 1,085,511 1,504,695 588,127 6,442,294
General Partner 115,203 149,947 200,766 76,030 356,722
Total 1,007,768 1,235,458 1,705,461 664,157 6,799,016
Limited Partners' Net
Income per Unit 3.90 4.74 6.58 2.57 28.15
Limited Partners' Cash
Distributions per
Unit 2.33 8.82 6.52 3.55 32.21(1)
Total Assets 2,385,354 2,084,248 2,908,582 3,021,570 3,260,952
Partners' Capital
(Deficit):
Limited Partners 2,380,767 2,021,202 2,953,691 2,941,996 3,165,869
General Partner ( 131,864) ( 162,380) ( 133,047) ( 162,586) ( 173,306)
Number of Units
Outstanding 228,821 228,821 228,821 228,821 228,821
- ------------------------
(1) Amount of cash distribution includes proceeds from the settlement of a lawsuit.
-35-
Selected Financial Data
II-F Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $1,900,007 $2,487,886 $2,313,259 $1,665,336 $1,444,802
Net Income:
Limited Partners 987,108 1,345,727 1,405,133 615,301 1,088,453
General Partner 129,511 177,055 175,647 98,196 71,519
Total 1,116,619 1,522,782 1,580,780 713,497 1,159,972
Limited Partners' Net
Income per Unit 5.76 7.85 8.20 3.59 6.35
Limited Partners'
Cash Distributions
per Unit 4.96 11.09 7.49 4.25 12.34
Total Assets 2,153,885 1,970,061 2,513,797 2,393,651 2,473,730
Partners' Capital
(Deficit):
Limited Partners 2,155,527 2,017,419 2,573,692 2,451,559 2,565,258
General Partner ( 95,526) ( 118,848) ( 101,577) ( 112,893) ( 144,763)
Number of Units
Outstanding 171,400 171,400 171,400 171,400 171,400
-36-
Selected Financial Data
II-G Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $4,023,806 $5,285,009 $4,915,575 $3,527,599 $3,072,455
Net Income:
Limited Partners 2,092,430 2,861,002 2,967,172 1,382,389 2,266,451
General Partner 274,972 376,956 371,389 99,665 150,050
Total 2,367,402 3,237,958 3,338,561 1,482,054 2,416,501
Limited Partners' Net
Income per Unit 5.62 7.69 7.97 3.71 6.09
Limited Partners'
Cash Distributions
per Unit 4.95 11.06 7.47 4.24 11.94
Total Assets 4,606,106 4,259,746 5,385,526 5,174,834 5,325,802
Partners' Capital
(Deficit):
Limited Partners 4,501,436 4,251,006 5,504,004 5,317,832 5,512,443
General Partner ( 97,205) ( 146,206) ( 212,913) ( 266,026) ( 304,885)
Number of Units
Outstanding 372,189 372,189 372,189 372,189 372,189
</table>
-37-
Selected Financial Data
II-H Partnership
----------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $ 954,336 $1,257,427 $1,162,286 $ 836,927 $ 733,613
Net Income:
Limited Partners 474,052 660,235 722,427 319,698 532,166
General Partner 62,658 87,334 56,035 23,260 35,089
Total 536,710 747,569 778,462 342,958 567,255
Limited Partners' Net
Income per Unit 5.17 7.20 7.88 3.49 5.80
Limited Partners' Cash
Distributions per
Unit 4.41 10.35 7.25 4.06 11.26
Total Assets 1,086,200 992,829 1,278,287 1,215,782 1,255,229
Partners' Capital
(Deficit):
Limited Partners 1,090,801 1,021,749 1,311,514 1,254,087 1,306,389
General Partner ( 53,547) ( 65,089) ( 54,632) ( 66,614) ( 75,631)
Number of Units
Outstanding 91,711 91,711 91,711 91,711 91,711
-38-
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Use of Forward-Looking Statements and Estimates
This Annual 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 Annual Report also includes
certain information which is, or is based upon, estimates and assumptions. Such
estimates and assumptions are management's efforts to accurately reflect the
condition and operation of the Partnerships.
Use of forward-looking statements and estimates and assumptions involve
risks and uncertainties which include, but are not limited to, the volatility of
oil and gas prices, the uncertainty of reserve information, the operating risk
associated with oil and gas properties (including the risk of personal injury,
death, property damage, damage to the well or producing reservoir, environmental
contamination, and other operating risks), the prospect of changing tax and
regulatory laws, the availability and capacity of processing and transportation
facilities, the general economic climate, the supply and price of foreign
imports of oil and gas, the level of consumer product demand, and the price and
availability of alternative fuels. Should one or more of these risks or
uncertainties occur or should estimates or underlying assumptions prove
incorrect, actual conditions or results may vary materially and adversely from
those stated, anticipated, believed, estimated, or otherwise indicated.
General Discussion
The following general discussion should be read in conjunction with the
analysis of results of operations provided below. The primary source of
liquidity and Partnership cash distributions comes from the net revenues
generated from the sale of oil and gas produced from the Partnerships' oil and
gas properties. The level of net revenues is highly dependent upon the prices
received for oil and gas sales, which prices have historically been very
volatile and may continue to be so. Additionally, lower oil and natural gas
prices may reduce the amount of oil and gas that is economic to produce and
reduce the Partnerships' revenues and cash flow. Various factors beyond the
Partnerships' control will affect prices for oil and natural gas, such as:
-39-
* Worldwide and domestic supplies of oil and natural gas;
* The ability of the members of the Organization of Petroleum
Exporting Countries ("OPEC") to agree upon and maintain oil prices
and production quotas;
* Political instability or armed conflict in oil-producing regions or
around major shipping areas;
* The level of consumer demand and overall economic activity;
* The competitiveness of alternative fuels;
* Weather conditions;
* The availability of pipelines for transportation; and
* Domestic and foreign government regulations and taxes.
Recently, while economic factors have been relatively unfavorable for oil
and natural gas demand, oil prices have benefited from the political uncertainty
associated with the increase in terrorist activities in parts of the world. In
the last few years, natural gas prices have varied significantly, from very high
prices in late 2000 and early 2001, to low prices in late 2001 and early 2002,
to rising prices in the later part of 2002 and early 2003. The high natural gas
prices were associated with cold winter weather and decreased supply from
reduced capital investment for new drilling, while the low prices were
associated with warm winter weather and reduced economic activity. The more
recent increase in prices is the result of increased demand from weather
patterns, the pricing effect of relatively high oil prices, and increased
concern about the ability of the industry to meet any longer-term demand
increases based upon current drilling activity.
It is not possible to predict the future direction of oil or natural gas
prices or whether the above discussed trends will remain. Operating costs,
including General and Administrative Expenses, may not decline over time or may
experience only a gradual decline, thus adversely affecting net revenues as
either production or oil and natural gas prices decline. In any particular
period, net revenues may also be affected by either the receipt of proceeds from
property sales or the incursion of additional costs as a result of well
workovers, recompletions, new well drilling, and other events.
In addition to pricing, the level of net revenues is also highly dependent
upon the total volumes of oil and natural gas sold. Oil and gas reserves are
depleting assets and will experience production declines over time, thereby
likely resulting in reduced net revenues. Despite this general trend of
declining production, several factors can cause the volumes of oil and gas sold
to increase or decrease at an even greater rate over a given period. These
factors include, but are not limited to, (i) geophysical conditions which cause
an acceleration of the decline in production, (ii) the shutting in of wells (or
the opening of previously shut-in wells) due to low oil and gas prices,
mechanical difficulties, loss of a market or
-40-
transportation, or performance of workovers, recompletions, or other operations
in the well, (iii) prior period volume adjustments (either positive or negative)
made by purchasers of the production, (iv) ownership adjustments in accordance
with agreements governing the operation or ownership of the well (such as
adjustments that occur at payout), and (v) completion of enhanced recovery
projects which increase production for the well. Many of these factors are very
significant as related to a single well or as related to many wells over a short
period of time. However, due to the large number of wells owned by the
Partnerships, these factors are generally not material as compared to the normal
decline in production experienced on all remaining wells.
Results of Operations
An analysis of the change in net oil and gas operations (oil and gas
sales, less lease operating expenses and production taxes), is presented in the
tables following "Results of Operations" under the heading "Average Sales
Prices, Production Volumes, and Average Production Costs." Following is a
discussion of each Partnership's results of operations for the year ended
December 31, 2002 as compared to the year ended December 31, 2001 and for the
year ended December 31, 2001 as compared to the year ended December 31, 2000.
II-A Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $1,030,529 (21.4%) in 2002 as compared
to 2001. Of this decrease, approximately $1,106,000 was related to a decrease in
the average price of gas sold, which decrease was partially offset by an
increase of approximately $195,000 related to an increase in volumes of gas
sold. Volumes of oil sold decreased 3,503 barrels, while volumes of gas sold
increased 47,332 Mcf in 2002 as compared to 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 2001 and (ii) an increase in production on
another significant well due to the successful workover of that well during late
2001 and early 2002. These increases were partially offset by normal declines in
production. Average oil and gas prices decreased to $23.42 per barrel and $2.78
per Mcf, respectively, in 2002 from $23.99 per barrel and $4.12 per Mcf,
respectively, in 2001.
As discussed in "Liquidity and Capital Resources" below, the II-A
Partnership sold certain oil and gas properties during 2002 and recognized a
$193,272 gain on such sales. Sales of oil and
-41-
gas properties during 2001 resulted in the II-A Partnership recognizing similar
gains of $137,823.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $309,429 (16.9%) in 2002 as compared to 2001. This
decrease was primarily due to (i) workover expenses incurred on several wells
during 2001, (ii) positive prior period lease operating expense adjustments made
by the operator on several wells during 2001, and (iii) a partial reversal
during 2002 of approximately $22,000 (due to a partial post-judgment settlement)
of a charge previously accrued for a judgment. These decreases were partially
offset by workover expenses incurred on several wells during 2002. As a
percentage of oil and gas sales, these expenses increased to 40.1% in 2002 from
37.9% in 2001.
Depreciation, depletion, and amortization of oil and gas properties
decreased $511,014 (66.2%) in 2002 as compared to 2001. This decrease was
primarily due to (i) two significant wells being fully depleted in 2001 due to
the lack of remaining economically recoverable reserves and (ii) upward
revisions in the estimates of remaining oil and gas reserves at December 31,
2002. As a percentage of oil and gas sales, this expense decreased to 6.9% in
2002 from 16.1% in 2001. This percentage decrease was primarily due to the
dollar decrease in depreciation, depletion, and amortization.
General and administrative expenses increased $6,689 (1.2%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 14.7% in 2002 from 11.4% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $55,555,357 or 114.72% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales decreased $906,498 (15.9%) in 2001 as compared to
2000. Of this decrease, approximately $261,000 and $824,000, respectively, were
related to decreases in volumes of oil and gas sold and approximately $236,000
was related to a decrease in the average price of oil sold. These decreases were
partially offset by an increase of approximately $415,000 related to an increase
in the average price of gas sold. Volumes of oil and gas sold decreased 9,505
barrels and 229,570 Mcf, respectively, in 2001 as compared to 2000. The decrease
in volumes of oil sold was primarily due to normal declines in production. The
decrease in volumes of gas sold was primarily
-42-
due to (i) a negative prior period gas balancing adjustment on one significant
well during 2001, (ii) a positive prior period volume adjustment made by the
purchaser on another significant well during 2000, and (iii) normal declines in
production. Average oil prices decreased to $23.99 per barrel in 2001 from
$27.49 per barrel in 2000. Average gas prices increased to $4.12 per Mcf in 2001
from $3.59 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $407,067 (28.7%) in 2001 as compared to 2000. This
increase was primarily due to (i) a charge of approximately $74,000 accrued for
payment of a judgment related to plugging liabilities, which judgment is
currently under appeal, (ii) workover expenses incurred on several wells during
2001, and (iii) positive prior period lease operating expense adjustments made
by the operators on several other wells during 2001. These increases were
partially offset by a decrease in lease operating expenses associated with the
decreases in volumes of oil and gas sold. As a percentage of oil and gas sales,
these expenses increased to 37.9% in 2001 from 24.8% in 2000. This percentage
increase was primarily due to the dollar increase in oil and gas production
expenses and the decrease in the average price of oil sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $13,241 (1.7%) in 2001 as compared to 2000. This decrease was
primarily due to the decreases in volumes of oil and gas sold. This decrease was
partially offset by two significant wells being fully depleted in 2001 due to
the lack of remaining economically recoverable reserves. As a percentage of oil
and gas sales, this expense increased to 16.1% in 2001 from 13.7% in 2000. This
percentage increase was primarily due to the decrease in the average price of
oil sold.
General and administrative expenses decreased $23,520 (4.1%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 11.4% in 2001 from 10.0% in 2000. This percentage increase was primarily due
to the decrease in oil and gas sales.
II-B Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $1,064,799 (29.0%) in 2002 as compared
to 2001. Of this decrease, approximately (i) $966,000 was related to a decrease
in the average price of gas sold and (ii) $213,000 was related to a decrease in
volumes of oil sold. These decreases were partially offset by an increase
-43-
of approximately $120,000 related to an increase in volumes of gas sold. Volumes
of oil sold decreased 8,759 barrels, while volumes of gas sold increased 27,736
Mcf in 2002 as compared to 2001. The decrease in volumes of oil sold was
primarily due to (i) normal declines in production and (ii) a positive prior
period volume adjustment made by the operator on one significant well during
2001. Average oil and gas prices decreased to $24.21 per barrel and $2.72 per
Mcf, respectively, in 2002 from $24.36 per barrel and $4.34 per Mcf,
respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $31,497 (3.0%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a decrease in production taxes associated with
the decrease in oil and gas sales, (ii) positive prior period lease operating
expense adjustments made by the operator on several wells during 2001, and (iii)
workover expenses incurred on several wells during 2001. These decreases were
partially offset by workover expenses incurred on several other wells during
2002. As a percentage of oil and gas sales, these expenses increased to 39.1% in
2002 from 28.6% in 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 $17,552 (8.7%) in 2002 as compared to 2001. This increase was
primarily due to one significant well being fully depleted in 2002 due to the
lack of remaining economically recoverable reserves. This increase was partially
offset by upward revisions in the estimates of remaining oil and gas reserves at
December 31, 2002. As a percentage of oil and gas sales, this expense increased
to 8.4% in 2002 from 5.5% in 2001. This percentage increase was primarily due to
the decreases in the average prices of oil and gas sold.
General and administrative expenses increased $5,269 (1.3%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 16.1% in 2002 from 11.3% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $40,056,916 or 110.74% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales decreased $259,949 (6.6%) in 2001 as compared to
2000. Of this decrease, approximately $76,000 and $486,000, respectively, were
related to decreases in volumes of oil and gas sold and approximately $152,000
was related to a decrease in the average price of oil sold. These decreases were
-44-
partially offset by an increase of approximately $454,000 related to an increase
in the average price of gas sold. Volumes of oil and gas sold decreased 2,780
barrels and 137,120 Mcf, respectively, in 2001 as compared to 2000. The decrease
in volumes of oil sold was primarily due to (i) the sale of several wells during
mid 2000 and (ii) normal declines in production. These decreases were partially
offset by (i) the successful completion of three new wells during early 2001 and
(ii) a positive prior period volume adjustment made by the operator on one
significant well during 2001. The decrease in volumes of gas sold was primarily
due to (i) the shutting-in of two significant wells during 2001 in order to
perform repairs and maintenance, (ii) the shutting-in of another significant
well during 2001 due to low well pressure, and (iii) normal declines in
production. Average oil prices decreased to $24.36 per barrel in 2001 from
$27.44 per barrel in 2000. Average gas prices increased to $4.34 per Mcf in 2001
from $3.54 per Mcf in 2000.
As discussed in "Liquidity and Capital Resources" below, the II-B
Partnership sold certain oil and gas properties during 2001 and recognized a
$1,187 gain on such sales. Sales of oil and gas properties during 2000 resulted
in the II-B Partnership recognizing similar gains of $248,993.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $57,980 (5.8%) in 2001 as compared to 2000. This
increase was primarily due to (i) positive prior period lease operating expense
adjustments made by the operators on several wells during 2001 and (ii) workover
expenses incurred on several wells during 2001. These increases were partially
offset by (i) a decrease in lease operating expenses associated with the
decreases in volumes of oil and gas sold and (ii) the sale of several wells
during mid 2000. As a percentage of oil and gas sales, these expenses increased
to 28.6% in 2001 from 25.3% in 2000. This percentage increase was primarily due
to the decrease in the average price of oil sold and the dollar increase in oil
and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
decreased $586,555 (74.4%) in 2001 as compared to 2000. This decrease was
primarily due to (i) one significant well being fully depleted in 2000 due to
the lack of remaining economically recoverable reserves and (ii) the decreases
in volumes of oil and gas sold. As a percentage of oil and gas sales, this
expense decreased to 5.5% in 2001 from 20.0% in 2000. This percentage decrease
was primarily due to the dollar decrease in depreciation, depletion, and
amortization.
General and administrative expenses decreased $13,831 (3.2%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 11.3% in 2001 from 10.9% in 2000.
-45-
II-C Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $355,977 (21.7%) in 2002 as compared to
2001. Of this decrease, approximately $547,000 was related to a decrease in the
average price of gas sold, which decrease was partially offset by an increase of
approximately $179,000 related to an increase in volumes of gas sold. Volumes of
oil and gas sold increased 317 barrels and 41,569 Mcf, respectively, in 2002 as
compared to 2001. The increase in volumes of gas sold was primarily due to (i)
negative prior period gas balancing adjustments on two significant wells during
2001, (ii) an increase in production on one significant well due to the
successful workover of that well during late 2001 and early 2002, and (iii) a
positive prior period volume adjustment made by the purchaser on another
significant well during 2002. Average oil prices increased to $24.59 per barrel
in 2002 from $24.28 per barrel in 2001. Average gas prices decreased to $2.71
per Mcf in 2002 from $4.30 per Mcf in 2001.
As discussed in "Liquidity and Capital Resources" below, the II-C
Partnership sold certain oil and gas properties during 2002 and recognized a
$120,063 gain on such sales. Sales of oil and gas properties during 2001
resulted in the II-C Partnership recognizing similar gains of $21,996.
Oil and gas production expenses (including lease operating expenses and
production taxes) remained relatively constant in 2002 as compared to 2001. A
decrease in production taxes associated with the decrease in oil and gas sales
was substantially offset by workover expenses incurred on two significant wells
during 2002. As a percentage of oil and gas sales, these expenses increased to
33.6% in 2002 from 26.6% in 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 $14,715 (14.1%) in 2002 as compared to 2001. This decrease was
primarily due to upward revisions in the estimates of remaining oil and gas
reserves at December 31, 2002. This 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 7.0% in 2002 from 6.4% in 2001.
General and administrative expenses increased $2,651 (1.4%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 14.9% in 2002 from 11.5% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
-46-
The Limited Partners have received cash distributions through December 31,
2002 totaling $18,677,686 or 120.80% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales decreased $215,642 (11.6%) in 2001 as compared to
2000. Of this decrease, approximately $66,000 and $338,000, respectively, were
related to decreases in volumes of oil and gas sold and approximately $50,000
was related to a decrease in the average price of oil sold. These decreases were
partially offset by an increase of approximately $238,000 related to an increase
in the average price of gas sold. Volumes of oil and gas sold decreased 2,390
barrels and 96,073 Mcf, respectively, in 2001 as compared to 2000. The decrease
in volumes of oil sold was primarily due to (i) the sale of several wells during
mid 2000 and (ii) normal declines in production. The decrease in volumes of gas
sold was primarily due to (i) negative gas balancing adjustments on two
significant wells during 2001, (ii) a positive prior period volume adjustment
made by the purchaser on another significant well during 2000, and (iii) normal
declines in production. Average oil prices decreased to $24.28 per barrel in
2001 from $27.82 per barrel in 2000. Average gas prices increased to $4.30 per
Mcf in 2001 from $3.51 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $31,389 (7.8%) in 2001 as compared to 2000. As a
percentage of oil and gas sales, these expenses increased to 26.6% in 2001 from
21.8% in 2000. This percentage increase was primarily due to the decrease in the
average price of oil sold and the dollar increase of oil and gas production
expenses.
Depreciation, depletion, and amortization of oil and gas properties
decreased $246,416 (70.3%) in 2001 as compared to 2000. This decrease was
primarily due to (i) one significant well being fully depleted during 2000 due
to the lack of remaining economically recoverable reserves and (ii) the
decreases in volumes of oil and gas sold. As a percentage of oil and gas sales,
this expense decreased to 6.4% in 2001 from 18.9% in 2000. This percentage
decrease was primarily due to the dollar decrease in depreciation, depletion,
and amortization.
General and administrative expenses increased $2,951 (1.6%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 11.5% in 2001 from 10.0% in 2000. This percentage increase was primarily due
to the decrease in oil and gas sales.
-47-
II-D Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $724,528 (20.2%) in 2002 as compared to
2001. Of this decrease, approximately $1,387,000 was related to a decrease in
the average price of gas sold. This decrease was partially offset by increases
of approximately $282,000 and $367,000, respectively, related to increases in
volumes of oil and gas sold. Volumes of oil and gas sold increased 12,380
barrels and 82,983 Mcf, respectively, in 2002 as compared to 2001. The increase
in volumes of oil sold was primarily due to the successful completion of a new
well during late 2001. The increase in volumes of gas sold was primarily due to
(i) negative prior period gas balancing adjustments on two significant wells
during 2001, (ii) the successful completion of two new wells during late 2001,
and (iii) an increase in production on one significant well due to the
successful workover of that well during late 2001. These increases were
partially offset by (i) normal declines in production and (ii) the II-D
Partnership receiving a reduced percentage of sales on another significant well
during 2002 due to gas balancing. As of the date of this Annual Report,
management does not expect the gas balancing adjustment to continue for the
foreseeable future. Average oil prices increased to $23.24 per barrel in 2002
from $22.78 per barrel in 2001. Average gas prices decreased to $2.67 per Mcf in
2002 from $4.42 per Mcf in 2001.
As discussed in "Liquidity and Capital Resources" below, the II-D
Partnership sold certain oil and gas properties during 2002 and recognized a
$1,256,405 gain on such sales. Sales of oil and gas properties during 2001
resulted in the II-D Partnership recognizing similar gains of $112,686.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $310,843 (26.0%) in 2002 as compared to 2001. This
decrease was primarily due to (i) workover expenses incurred on several wells
during 2001, (ii) a one-time litigation expense and settlement payment incurred
in connection with a plugged well during 2001, and (iii) 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 decreased to 31.0% in 2002 from 33.4% in 2001.
Depreciation, depletion, and amortization of oil and gas properties
decreased $159,295 (46.2%) in 2002 as compared to 2001. This decrease was
primarily due to (i) one significant well being
-48-
fully depleted in 2001 due to the lack of remaining economically recoverable
reserves and (ii) upward revisions in the estimates of remaining oil and gas
reserves at December 31, 2002. These decreases were partially offset by the
increases in volumes of oil and gas sold. As a percentage of oil and gas sales,
this expense decreased to 6.5% in 2002 from 9.6% in 2001. This percentage
decrease was primarily due to the dollar decrease in depreciation, depletion,
and amortization.
General and administrative expenses increased $4,371 (1.2%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 12.9% in 2002 from 10.2% in 2001. This percentage was primarily due to the
decreased in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $39,336,903 or 124.93% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales decreased $176,182 (4.7%) in 2001 as compared to
2000. Of this decrease, approximately $381,000 and $421,000, respectively, were
related to decreases in volumes of oil and gas sold and approximately $96,000
was related to a decrease in the average price of oil sold. These decreases were
partially offset by an increase of approximately $722,000 related to an increase
in the average price of gas sold. Volumes of oil and gas sold decreased 13,678
barrels and 123,637 Mcf, respectively, in 2001 as compared to 2000. The decrease
in volumes of oil sold was primarily due to (i) the sale of several wells during
2000 and (ii) the shutting-in of one significant well in order to perform
repairs during 2001. The decrease in volumes of gas sold was primarily due to
(i) negative gas balancing adjustments on two significant wells during 2001,
(ii) the shutting-in of two other significant wells in order to perform repairs
during 2001, and (iii) normal declines in production. These decreases were
partially offset by (i) the successful completion of a new well during late
2000, (ii) negative prior period volume adjustments on two significant wells
during 2000, and (iii) the II-D Partnership receiving an increased percentage of
sales on another significant well during 2001 due to gas balancing. As of the
date of this Annual Report, management expects the gas balancing adjustment to
continue for the foreseeable future, thereby continuing to contribute to an
increase in volumes of gas produced for the II-D Partnership. Average oil prices
decreased to $22.78 per barrel in 2001 from $27.84 per barrel in 2000. Average
gas prices increased to $4.42 per Mcf in 2001 from $3.41 per Mcf in 2000.
-49-
As discussed in "Liquidity and Capital Resources" below, the II-D
Partnership sold certain oil and gas properties during 2001 and recognized a
$112,686 gain on such sales. Sales of oil and gas properties during 2000
resulted in the II-D Partnership recognizing similar gains of $514,114.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $259,779 (27.7%) in 2001 as compared to 2000. This
increase was primarily due to (i) workover expenses incurred on several wells
during 2001, (ii) a one-time litigation expense and settlement payment incurred
in connection with a plugged well, and (iii) a negative prior period lease
operating expense adjustment made by the operator on one significant well during
2000. These increases were partially offset by (i) a positive prior period lease
operating expense adjustment made by the operator on one significant well during
2000, (ii) a negative prior period lease operating expense adjustment made by
the operator on another significant well during 2001, and (iii) 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 33.4% in
2001 from 24.9% in 2000. This percentage increase was primarily due to the
dollar increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
decreased $70,064 (16.9%) in 2001 as compared to 2000. This decrease was
primarily due to (i) one significant well being fully depleted in 2000 due to
the lack of remaining economically recoverable reserves and (ii) the decreases
in volumes of oil and gas sold. These decreases were partially offset by one
significant well being fully depleted in 2001 due to the lack of remaining
economically recoverable reserves. As a percentage of oil and gas sales, this
expense decreased to 9.6% in 2001 from 11.0% in 2000. This percentage decrease
was primarily due to the increase in the average price of gas sold and the
dollar decrease in depreciation, depletion, and amortization.
General and administrative expenses decreased $9,667 (2.6%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 10.2% in 2001 from 10.0% in 2000.
II-E Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $607,153 (23.7%) in 2002 as compared
to 2001. Of this decrease, approximately $581,000 was
-50-
related to a decrease in the average price of gas sold. Volumes of oil and gas
sold decreased 638 barrels and 1,799 Mcf, respectively, for 2002 as compared to
2001. The decrease in volumes of oil sold was primarily due to a positive prior
period volume adjustment made by the purchaser on one significant well during
2001. The decrease in volumes of gas sold was primarily due to the II-E
Partnership receiving a reduced percentage of sales on one significant well
during 2002 due to gas balancing. This decrease was substantially offset by a
positive prior period volume adjustment made by the purchaser on another
significant well during 2002. As of the date of this Annual Report, management
does not expect the gas balancing adjustment to continue for the foreseeable
future. Average oil and gas prices decreased to $24.19 per barrel and $2.84 per
Mcf, respectively, in 2002 from $24.32 per barrel and $4.03 per Mcf,
respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $290,423 (35.5%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a one-time litigation expense and settlement
payment incurred in connection with a plugged well during 2001, (ii) workover
expenses incurred on several wells during 2001, and (iii) 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 27.0% in 2002 from
32.0% in 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
decreased $149,405 (47.9%) in 2002 as compared to 2001. This decrease was
primarily due to upward revisions in the estimates of remaining oil and gas
reserves at December 31, 2002. As a percentage of oil and gas sales, this
expense decreased to 8.3% in 2002 from 12.2% in 2001. This percentage decrease
was primarily due to the dollar decrease in depreciation, depletion, and
amortization.
General and administrative expenses increased $5,299 (1.9%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 14.2% in 2002 from 10.7% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $27,327,574 or 119.43% of Limited Partners' capital contributions.
-51-
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales decreased $199,675 (7.2%) in 2001 as compared to
2000. Of this decrease, approximately $411,000 was related to a decrease in
volumes of gas sold and approximately $118,000 was related to a decrease in the
average price of oil sold. These decreases were partially offset by an increase
of approximately $319,000 related to an increase in the average price of gas
sold. Volumes of oil sold increased 356 barrels, while volumes of gas sold
decreased 121,515 Mcf in 2001 as compared to 2000. 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 2001 and (ii) a negative prior
period volume adjustment made by the operator on another significant well during
2000. These increases were partially offset by (i) the sale of one significant
well during mid 2000 and (ii) normal declines in production. The decrease in
volumes of gas sold was primarily due to (i) normal declines in production, (ii)
the II-E Partnership receiving a reduced percentage of sales on two significant
wells during 2001 due to gas balancing, and (iii) a positive prior period volume
adjustment made by the purchaser on another significant well during 2000. As of
the date of this Annual Report, management expects the gas balancing adjustments
to continue for the foreseeable future, thereby continuing to contribute to a
decrease in volumes of gas sold by the II-E Partnership. Average oil prices
decreased to $24.32 per barrel in 2001 from $29.24 per barrel in 2000. Average
gas prices increased to $4.03 per Mcf in 2001 from $3.38 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $239,626 (41.4%) in 2001 as compared to 2000. This
increase was primarily due to (i) a one-time litigation expense and settlement
payment incurred in connection with a plugged well and (ii) workover expenses
incurred on several wells during 2001. These increases were partially offset by
(i) a positive prior period lease operating expense adjustment made by the
operator on one significant well during 2000 and (ii) a negative prior period
lease operating expense adjustment made by the operator on another significant
well during 2001. As a percentage of oil and gas sales, these expenses increased
to 32.0% in 2001 from 21.0% in 2000. This percentage increase was primarily due
to the dollar increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
decreased $49,746 (13.7%) in 2001 as compared to 2000. This decrease was
primarily due to (i) one significant well being fully depleted in 2000 due to
the lack of remaining economically recoverable reserves and (ii) the decrease in
volumes of gas sold. These decreases were partially offset by downward revisions
in the
-52-
estimates of remaining oil reserves at December 31, 2001. As a percentage of oil
and gas sales, this expense decreased to 12.2% in 2001 from 13.1% in 2000.
General and administrative expenses remained relatively constant in 2001
as compared to 2000. As a percentage of oil and gas sales, these expenses
increased to 10.7% in 2001 from 9.9% in 2000.
II-F Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $587,879 (23.6%) in 2002 as compared to
2001. Of this decrease, approximately (i) $456,000 was related to a decrease in
the average price of gas sold and (ii) $74,000 was related to a decrease in
volumes of oil sold. Volumes of oil and gas sold decreased 3,071 barrels and
13,856 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes
of oil sold was primarily due to (i) positive prior period volume adjustments
made by the purchasers on two significant wells during 2001 and (ii) normal
declines in production. Average oil and gas prices decreased to $23.78 per
barrel and $2.74 per Mcf, respectively, in 2002 from $24.00 per barrel and $3.75
per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $81,896 (16.3%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a decrease in production taxes associated with
the decrease in oil and gas sales and (ii) workover expenses incurred on several
wells during 2001. As a percentage of oil and gas sales, these expenses
increased to 22.2% in 2002 from 20.3% in 2001.
Depreciation, depletion, and amortization of oil and gas properties
decreased $90,794 (31.1%) in 2002 as compared to 2001. This decrease was
primarily due to (i) several wells being fully depleted in 2001 due to lack of
remaining economically recoverable reserves and (ii) the decreases in volumes of
oil and gas sold. As a percentage of oil and gas sales, this expense decreased
to 10.6% in 2002 from 11.7% in 2001.
General and administrative expenses increased $4,531 (2.2%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 11.2% in 2002 from 8.4% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
-53-
The Limited Partners have received cash distributions through December 31,
2002 totaling $21,791,051 or 127.14% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales increased $174,627 (7.5%) in 2001 as compared to
2000. Of this increase, approximately (i) $193,000 was related to an increase in
the average price of gas sold and (ii) $163,000 was related to an increase in
volumes of oil sold. These increases were partially offset by decreases of
approximately (i) $128,000 related to a decrease in the average price of oil
sold and (ii) $53,000 related to a decrease in volumes of gas sold. Volumes of
oil sold increased 5,790 barrels, while volumes of gas sold decreased 15,753 Mcf
in 2001 as compared to 2000. The increase in volumes of oil sold was primarily
due to (i) positive prior period volume adjustments made by the purchasers on
two significant wells during 2001 and (ii) increased production on one
significant well due to the successful workover of that well during mid 2001.
Average oil prices decreased to $24.00 per barrel in 2001 from $28.14 per barrel
in 2000. Average gas prices increased to $3.75 per Mcf in 2001 from $3.34 per
Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $91,267 (22.1%) in 2001 as compared to 2000. This
increase was primarily due to (i) workover expenses incurred on several wells
during 2001 and (ii) an increase in production taxes associated with the
increase in oil and gas sales. As a percentage of oil and gas sales, these
expenses increased to 20.3% in 2001 from 17.8% in 2000. This percentage increase
was primarily due to the dollar increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
increased $78,598 (36.8%) in 2001 as compared to 2000. This increase was
primarily due to several wells being fully depleted in 2001 due to the lack of
remaining economically recoverable reserves. This increase was partially offset
by upward revisions in the estimates of remaining gas reserves at December 31,
2001. As a percentage of oil and gas sales, this expense increased to 11.7% in
2001 from 9.2% in 2000. This percentage increase was primarily due to the dollar
increase in depreciation, depletion, and amortization.
General and administrative expenses increased $4,377 (2.1%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses decreased
to 8.4% in 2001 from 8.8% in 2000.
-54-
II-G Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $1,261,203 (23.9%) in 2002 as compared
to 2001. Of this decrease, approximately (i) $972,000 was related to a decrease
in the average price of gas sold and (ii) $154,000 was related to a decrease in
volumes of oil sold. Volumes of oil and gas sold decreased 6,431 barrels and
32,436 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes
of oil sold was primarily due to (i) positive prior period volume adjustments
made by the purchasers on two significant wells during 2001 and (ii) normal
declines in production. Average oil and gas prices decreased to $23.77 per
barrel and $2.74 per Mcf, respectively, in 2002 from $24.00 per barrel and $3.76
per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $175,399 (16.3%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a decrease in production taxes associated with
the decrease in oil and gas sales and (ii) workover expenses incurred on several
wells during 2001. As a percentage of oil and gas sales, these expenses
increased to 22.4% in 2002 from 20.4% in 2001.
Depreciation, depletion, and amortization of oil and gas properties
decreased $195,864 (31.2%) in 2002 as compared to 2001. This decrease was
primarily due to (i) several wells being fully depleted in 2001 due to lack of
remaining economically recoverable reserves and (ii) the decreases in volumes of
oil and gas sold. As a percentage of oil and gas sales, this expense decreased
to 10.7% in 2002 from 11.9% in 2001. This percentage decrease was primarily due
to the dollar decrease in depreciation, depletion, and amortization.
General and administrative expenses increased $6,917 (1.6%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 10.8% in 2002 from 8.1% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $45,419,371 or 122.03% of Limited Partners' capital contributions.
-55-
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales increased $369,434 (7.5%) in 2001 as compared to
2000. Of this increase, approximately (i) $427,000 was related to an increase in
the average price of gas sold and (ii) $340,000 was related to an increase in
volumes of oil sold. These increases were partially offset by decreases of
approximately (i) $268,000 related to a decrease in the average price of oil
sold and (ii) $130,000 related to a decrease in volumes of gas sold. Volumes of
oil sold increased 12,091 barrels, while volumes of gas sold decreased 39,049
Mcf in 2001 as compared to 2000. The increase in volumes of oil sold was
primarily due to (i) positive prior period volume adjustments made by the
purchasers on two significant wells during 2001 and (ii) increased production on
one significant well due to the successful workover of that well during mid
2001. Average oil prices decreased to $24.00 per barrel in 2001 from $28.14 per
barrel in 2000. Average gas prices increased to $3.76 per Mcf in 2001 from $3.33
per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $190,266 (21.5%) in 2001 as compared to 2000. This
increase was primarily due to (i) workover expenses incurred on several wells
during 2001 and (ii) an increase in production taxes associated with the
increase in oil and gas sales. As a percentage of oil and gas sales, these
expenses increased to 20.4% in 2001 from 18.0% in 2000. This percentage increase
was primarily due to the dollar increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
increased $170,164 (37.2%) in 2001 as compared to 2000. This increase was
primarily due to several wells being fully depleted in 2001 due to the lack of
remaining economically recoverable reserves. This increase was partially offset
by upward revisions in the estimates of remaining gas reserves at December 31,
2001. As a percentage of oil and gas sales, this expense increased to 11.9% in
2001 from 9.3% in 2000. This percentage increase was primarily due to the dollar
increase in depreciation, depletion, and amortization.
General and administrative expenses decreased $11,745 (2.7%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses decreased
to 8.1% in 2001 from 9.0% in 2000. This percentage decrease was primarily due to
the increase in oil and gas sales.
-56-
II-H Partnership
----------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
--------------------------------------
Total oil and gas sales decreased $303,091 (24.1%) in 2002 as compared to
2001. Of this decrease, approximately (i) $235,000 was related to a decrease in
the average price of gas sold and (ii) $35,000 was related to a decrease in
volumes of oil sold. Volumes of oil and gas sold decreased 1,477 barrels and
7,677 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes of
oil sold was primarily due to (i) positive prior period volume adjustments made
by the purchasers on two significant wells during 2001 and (ii) normal declines
in production. Average oil and gas prices decreased to $23.77 per barrel and
$2.75 per Mcf, respectively, in 2002 from $24.01 per barrel and $3.77 per Mcf,
respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $43,314 (16.6%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a decrease in production taxes associated with
the decrease in oil and gas sales and (ii) workover expenses incurred on several
wells during 2001. As a percentage of oil and gas sales, these expenses
increased to 22.8% in 2002 from 20.7% in 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 $46,729 (31.6%) in 2002 as compared to 2001. This decrease was
primarily due to (i) several wells being fully depleted in 2001 due to lack of
remaining economically recoverable reserves and (ii) the decreases in volumes of
oil and gas sold. As a percentage of oil and gas sales, this expense decreased
to 10.6% in 2002 from 11.8% in 2001. This percentage decrease was primarily due
to the dollar decrease in depreciation, depletion, and amortization.
General and administrative expenses increased $3,588 (3.0%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 13.1% in 2002 from 9.6% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $10,564,364 or 115.19% of Limited Partners' capital contributions.
-57-
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
--------------------------------------
Total oil and gas sales increased $95,141 (8.2%) in 2001 as compared to
2000. Of this increase, approximately (i) $106,000 was related to an increase in
the average price of gas sold and (ii) $77,000 was related to an increase in
volumes of oil sold. These increases were partially offset by decreases of
approximately (i) $62,000 related to a decrease in the average price of oil sold
and (ii) $26,000 related to a decrease in volumes of gas sold. Volumes of oil
sold increased 2,757 barrels, while volumes of gas sold decreased 7,890 Mcf in
2001 as compared to 2000. The increase in volumes of oil sold was primarily due
to (i) positive prior period volume adjustments made by the purchasers on two
significant wells during 2001 and (ii) increased production on one significant
well due to the successful workover of that well during mid 2001. Average oil
prices decreased to $24.01 per barrel in 2001 from $28.13 per barrel in 2000.
Average gas prices increased to $3.77 per Mcf in 2001 from $3.33 per Mcf in
2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $46,664 (21.8%) in 2001 as compared to 2000. This
increase was primarily due to (i) workover expenses incurred on several wells
during 2001 and (ii) an increase in production taxes associated with the
increase in oil and gas sales. As a percentage of oil and gas sales, these
expenses increased to 20.7% in 2001 from 18.4% in 2000. This percentage increase
was primarily due to the dollar increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
increased $40,727 (38.0%) in 2001 as compared to 2000. This increase was
primarily due to several wells being fully depleted in 2001 due to the lack of
remaining economically recoverable reserves. This increase was partially offset
by upward revisions in the estimates of remaining gas reserves at December 31,
2001. As a percentage of oil and gas sales, this expense increased to 11.8% in
2001 from 9.2% in 2000. This percentage increase was primarily due to the dollar
increase in depreciation, depletion, and amortization.
General and administrative expenses increased $10,787 (9.8%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 9.6% in 2001 from 9.5% in 2000.
-58-
Average Sales Prices, Production Volumes, and Average Production Costs
The following tables are comparisons of the annual average oil and gas
sales prices, production volumes, and average production costs (lease operating
expenses and production taxes) per equivalent unit (one barrel of oil or six Mcf
of gas) for 2002, 2001, and 2000. These factors comprise the change in net oil
and gas operations discussed in the "Results of Operations" section above.
-59-
2002 Compared to 2001
---------------------
Average Sales Prices
- ----------------------------------------------------------------------------
P/ship 2002 2001 % Change
- ------ ---------------- ---------------- -----------
Oil Gas Oil Gas
($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas
------- ------- ------- ------- ---- ---
II-A $23.42 $2.78 $23.99 $4.12 (2%) (33%)
II-B 24.21 2.72 24.36 4.34 (1%) (37%)
II-C 24.59 2.71 24.28 4.30 1% (37%)
II-D 23.24 2.67 22.78 4.42 2% (40%)
II-E 24.19 2.84 24.32 4.03 (1%) (30%)
II-F 23.78 2.74 24.00 3.75 (1%) (27%)
II-G 23.77 2.74 24.00 3.76 (1%) (27%)
II-H 23.77 2.75 24.01 3.77 (1%) (27%)
Production Volumes
- ----------------------------------------------------------------------------
P/ship 2002 2001 % Change
- ------ ----------------- ----------------- ------------
Oil Gas Oil Gas Oil Gas
(Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf)
------ ------- ------ ------- ------ -----
II-A 64,016 821,485 67,519 774,153 ( 5%) 6%
II-B 40,616 598,159 49,375 570,423 (18%) 5%
II-C 14,351 343,662 14,034 302,093 2% 14%
II-D 31,350 795,913 18,970 712,930 65% 12%
II-E 23,426 488,328 24,064 490,127 ( 3%) -
II-F 27,894 451,358 30,965 465,214 (10%) ( 3%)
II-G 58,467 959,663 64,898 992,099 (10%) ( 3%)
II-H 13,577 229,923 15,054 237,600 (10%) ( 3%)
Average Production Costs
per Equivalent Barrel of Oil
-------------------------------------
P/ship 2002 2001 % Change
------ ----- ----- --------
II-A $7.55 $9.29 (19%)
II-B 7.28 7.29 -
II-C 6.03 6.77 (11%)
II-D 5.40 8.69 (37%)
II-E 5.04 7.74 (34%)
II-F 4.09 4.64 (12%)
II-G 4.12 4.67 (12%)
II-H 4.19 4.77 (12%)
-60-
2001 Compared to 2000
---------------------
Average Sales Prices
- --------------------------------------------------------------------------
P/ship 2001 2000 % Change
- ------ ------------------ ---------------- -----------
Oil Gas Oil Gas
($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas
------- ------- ------- ------- ----- ---
II-A $23.99 $4.12 $27.49 $3.59 (13%) 15%
II-B 24.36 4.34 27.44 3.54 (11%) 23%
II-C 24.28 4.30 27.82 3.51 (13%) 23%
II-D 22.78 4.42 27.84 3.41 (18%) 30%
II-E 24.32 4.03 29.24 3.38 (17%) 19%
II-F 24.00 3.75 28.14 3.34 (15%) 12%
II-G 24.00 3.76 28.14 3.33 (15%) 13%
II-H 24.01 3.77 28.13 3.33 (15%) 13%
Production Volumes
- -----------------------------------------------------------------------------
P/ship 2001 2000 % Change
- ------ ----------------- ------------------ --------------
Oil Gas Oil Gas Oil Gas
(Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf)
------ ------- ------ --------- ------ -----
II-A 67,519 774,153 77,024 1,003,723 (12%) (23%)
II-B 49,375 570,423 52,155 707,543 ( 5%) (19%)
II-C 14,034 302,093 16,424 398,166 (15%) (24%)
II-D 18,970 712,930 32,648 836,567 (42%) (15%)
II-E 24,064 490,127 23,708 611,642 2% (20%)
II-F 30,965 465,214 25,175 480,967 23% ( 3%)
II-G 64,898 992,099 52,807 1,031,148 23% ( 4%)
II-H 15,054 237,600 12,297 245,490 22% ( 3%)
Average Production Costs
per Equivalent Barrel of Oil
-------------------------------------
P/ship 2001 2000 % Change
------ ----- ----- --------
II-A $9.29 $5.81 60%
II-B 7.29 5.85 25%
II-C 6.77 4.89 38%
II-D 8.69 5.45 59%
II-E 7.74 4.61 68%
II-F 4.64 3.92 18%
II-G 4.67 3.94 19%
II-H 4.77 4.02 19%
-61-
Liquidity and Capital Resources
Net proceeds from operations less necessary operating capital are
distributed to the Limited Partners on a quarterly basis. See "Item 5. Market
for Units and Related Limited Partner Matters." The net proceeds from production
are not reinvested in productive assets, except to the extent that producing
wells are improved, where methods are employed to permit more efficient recovery
of reserves, or where identified developmental drilling or recompletion
opportunities are pursued, thereby resulting in a positive economic impact.
Assuming 2002 production levels for future years, the Partnerships proved
reserve quantities at December 31, 2002 would have the following remaining
lives:
Partnership Gas-Years Oil-Years
----------- --------- ---------
II-A 7.1 8.1
II-B 7.4 8.9
II-C 9.1 9.0
II-D 10.0 6.0
II-E 8.6 7.4
II-F 6.6 8.3
II-G 6.6 8.3
II-H 6.8 8.3
These life of reserves estimates are based on the current estimates of remaining
oil and gas reserves. See "Item 2. Properties" for a discussion of these reserve
estimates. Any increase or decrease in the oil and gas prices at December 31,
2002 may cause an increase or decrease in the estimated life of said reserves.
The Partnerships' available capital from the Limited Partners'
subscriptions has been spent on oil and gas properties and there should be no
further material capital resource commitments in the future. The Partnerships
have no debt commitments. Cash for operational purposes will be provided by
current oil and gas production. During 2002, 2001, and 2000 the Partnerships
expended no capital on oil and gas acquisition or exploration activities.
However, during those years the Partnerships expended the following amounts on
oil and gas development activities, primarily well recompletions and
developmental drilling:
-62-
Partnership 2002 2001 2000
----------- -------- -------- -------
II-A $137,449 $149,585 $83,625
II-B 14,939 492,951 67,336
II-C 9,993 82,009 27,273
II-D 116,640 169,317 46,036
II-E 198,005 51,785 15,129
II-F 93,456 118,663 29,757
II-G 197,745 254,554 62,230
II-H 46,750 61,632 14,394
While these expenditures reduce or eliminate cash available for a particular
quarterly cash distribution, the General Partner believes that these activities
are necessary for the prudent operation of the properties and maximization of
their value to the Partnerships.
The Partnerships sold certain oil and gas properties during 2002, 2001,
and 2000. The sale of the Partnerships' properties were made by the General
Partner after giving due consideration to both the offer price and the General
Partner's estimate of the property's remaining proved reserves and future
operating costs. Net proceeds from the sale of any such properties were
distributed to the Partnerships and included in the calculation of the
Partnerships' cash distributions for the quarter immediately following the
Partnerships' receipt of the proceeds. The amount of such proceeds from the sale
of oil and gas properties during 2002, 2001, and 2000, were as follows:
Partnership 2002 2001 2000
----------- ---------- -------- ---------
II-A $ 348,092 $ 7,285 $ 99,721
II-B 32,406 1,187 257,751
II-C 122,540 21,996 113,746
II-D 1,266,240 112,686 723,535
II-E 22,188 61,553 171,330
II-F 55,052 24,684 92,073
II-G 115,148 52,882 193,656
II-H 26,642 12,783 45,271
The General Partner believes that the sale of these properties will be
beneficial to the Partnerships in the long-term since the properties sold
generally had a higher ratio of future operating expenses as compared to
reserves than the properties not sold.
There can be no assurance as to the amount of the Partnerships' future
cash distributions. The Partnerships' ability to make cash distributions depends
primarily upon the level of available cash flow generated by the Partnerships'
operating activities, which will be affected (either positively
-63-
or negatively) by many factors beyond the control of the Partnerships, including
the price of and demand for oil and gas and other market and economic
conditions. Even if prices and costs remain stable, the amount of cash available
for distributions will decline over time (as the volume of production from
producing properties declines) since the Partnerships are not replacing
production through acquisitions of producing properties and drilling. The
Partnerships' quantity of proved reserves has been reduced by the sale of oil
and gas properties as described above; therefore, it is possible that the
Partnerships' future cash distributions will decline as a result of a reduction
of the Partnerships' reserve base.
The Partnerships would have terminated on December 31, 2001 in accordance
with the Partnership Agreements. 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 first two-year extension thereby extending their
termination date to December 31, 2003. As of the date of this Annual Report, the
General Partner has not determined whether to further extend the term of any
Partnership.
Critical Accounting Policies
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 Partners' property screening costs. The acquisition cost
to the Partnership 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.
Depletion of the cost 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 units-of-production method. The
Partnerships' calculation of depreciation, depletion, and amortization includes
estimated dismantlement and abandonment costs, net of estimated salvage values.
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
-64-
are retired or sold, the proceeds are credited to oil and gas properties.
The Partnerships evaluate the recoverability of the carrying costs of
their proved oil and gas properties for each oil and gas field (rather than
separately for each well). If the unamortized costs of all oil and gas
properties within a field exceed the expected undiscounted future cash flows
from such properties, the cost of the properties is written down to fair value,
which is determined by using the discounted future cash flows from the
properties. The risk that the Partnerships will be required to record impairment
provisions in the future increases as oil and gas prices decrease.
The Deferred Charge on the Balance Sheets included in Item 15 of this
Annual Report represents costs deferred for lease operating expenses incurred in
connection with the Partnerships' underproduced gas imbalance positions.
Conversely, the Accrued Liability represents charges accrued for lease operating
expenses incurred in connection with the Partnerships' overproduced gas
imbalance positions. The rates used in calculating the Deferred Charge and
Accrued Liability are the annual average production cost per Mcf.
The Partnerships' oil and condensate production is sold, title passed, and
revenue recognized at or near the Partnerships' wells under short-term purchase
contracts at prevailing prices in accordance with arrangements which are
customary in the oil and gas industry. Sales of gas applicable to the
Partnerships' interest in producing oil and gas leases are recorded as revenue
when the gas is metered and title transferred pursuant to the gas sales
contracts covering the Partnerships' interest in gas reserves. During such times
as a Partnership's sales of gas exceed its pro rata ownership in a well, such
sales are recorded as revenues unless total sales from the well have exceeded
the Partnership's share of estimated total gas reserves underlying the property,
at which time such excess is recorded as a liability. The rates per Mcf used to
calculate this liability are based on the average gas prices received for the
volumes at the time the overproduction occurred. These rates also approximate
the prices for which the Partnerships are currently settling similar
liabilities. These amounts were recorded as gas imbalance payables in accordance
with the sales method. These gas imbalance payables will be settled by either
gas production by the underproduced party in excess of current estimates of
total gas reserves for the well or by a negotiated or contractual payment to the
underproduced party.
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
-65-
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 estimates that adopting this statement
will result in an increase in capitalized cost of oil and gas properties, an
increase in net income for the cumulative effect of the change in accounting
principle, and the recognition of an asset retirement obligation in the
following approximate amounts for each Partnership:
Change in Increase in
Capitalized Net Income for
Cost of Oil the Change in Asset
and Gas Accounting Retirement
Partnership Properties Principle Obligation
- ----------- ------------ -------------- ----------
II-A $423,000 $137,000 $286,000
II-B 306,000 98,000 208,000
II-C 102,000 34,000 68,000
II-D 278,000 95,000 183,000
II-E 153,000 58,000 95,000
II-F 150,000 54,000 96,000
II-G 322,000 114,000 208,000
II-H 77,000 26,000 51,000
The asset retirement obligation will be adjusted upwards each quarter in order
to recognize accretion of the time-related discount factor.
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 did not have a significant effect on the Partnerships'
financial condition or results of operations.
In November 2002, the FASB issued FASB Interpretation 45 (FIN 45)
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantee of Indebtedness of Others." FIN 45 requires that upon
issuance of a guarantee, the guarantor must recognize a liability for the fair
value of the
-66-
obligation it assumes under that guarantee. The disclosure requirements are
effective for financial statements of both interim and annual periods which end
after December 15, 2002. The Partnerships are not guarantors under any
guarantees and thus this interpretation is not expected to have an effect on the
Partnerships' financial position or results of operations.
Inflation and Changing Prices
Prices obtained for oil and gas production depend upon numerous factors,
including the extent of domestic and foreign production, foreign imports of oil,
market demand, domestic and foreign economic conditions in general, and
governmental regulations and tax laws. The general level of inflation in the
economy did not have a material effect on the operations of the Partnerships in
2002. Oil and gas prices have fluctuated during recent years and generally have
not followed the same pattern as inflation. See "Item 2. Properties - Oil and
Gas Production, Revenue, and Price History."
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.
The Partnerships do not hold any market risk sensitive instruments.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements and supplementary data are indexed in Item 15
hereof.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL DISCLOSURE
None.
PART III.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL PARTNER
The Partnerships have no directors or executive officers. The following
individuals are directors and executive officers of the General Partner. The
business address of such director and executive officers is Two West Second
Street, Tulsa, Oklahoma 74103.
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Name Age Position with General Partner
---------------- --- --------------------------------
Dennis R. Neill 51 President and Director
Judy K. Fox 52 Secretary
The director will hold office until the next annual meeting of shareholders of
Geodyne or until his successor has been duly elected and qualified. All
executive officers serve at the discretion of the Board of Directors.
Dennis R. Neill joined Samson in 1981, was named Senior Vice President and
Director of Geodyne on March 3, 1993, and was named President of Geodyne and its
subsidiaries on June 30, 1996. Prior to joining Samson, he was associated with a
Tulsa law firm, Conner and Winters, where his principal practice was in the
securities area. He received a Bachelor of Arts degree in political science from
Oklahoma State University and a Juris Doctorate degree from the University of
Texas. Mr. Neill also serves as Senior Vice President of Samson Investment
Company and as President and Director of Samson Properties Incorporated, Samson
Hydrocarbons Company, Dyco Petroleum Corporation, Berry Gas Company, Circle L
Drilling Company, Snyder Exploration Company, and Compression, Inc.
Judy K. Fox joined Samson in 1990 and was named Secretary of Geodyne and
its subsidiaries on June 30, 1996. Prior to joining Samson, she served as Gas
Contract Manager for Ely Energy Company. Ms. Fox is also Secretary of Berry Gas
Company, Circle L Drilling Company, Compression, Inc., Dyco Petroleum
Corporation, Samson Hydrocarbons Company, Snyder Exploration Company, and Samson
Properties Incorporated.
Section 16(a) Beneficial Ownership Reporting Compliance
To the best knowledge of the Partnerships and the General Partner, there
were no officers, directors, or ten percent owners who were delinquent filers
during 2002 of reports required under Section 16 of the Securities Exchange Act
of 1934.
ITEM 11. EXECUTIVE COMPENSATION
The General Partner and its affiliates are reimbursed for actual general
and administrative costs and operating costs incurred and attributable to the
conduct of the business affairs and operations of the Partnerships, computed on
a cost basis, determined in accordance with generally accepted accounting
principles. Such reimbursed costs and expenses allocated to the Partnerships
include office rent, secretarial, employee compensation and benefits, travel and
communication costs, fees for professional services, and other items generally
classified
-68-
as general or administrative expense. When actual costs incurred benefit other
Partnerships and affiliates, the allocation of costs is based on the
relationship of the Partnerships' reserves to the total reserves owned by all
Partnerships and affiliates. The amount of general and administrative expense
allocated to the General Partner and its affiliates which was charged to each
Partnership during 2002, 2001, and 2000, is set forth in the table below.
Although the actual costs incurred by the General Partner and its affiliates
have fluctuated during the three years presented, the amounts charged to the
Partnerships have not fluctuated due to expense limitations imposed by the
Partnership Agreements.
Partnership 2002 2001 2000
----------- -------- -------- --------
II-A $509,772 $509,772 $509,772
II-B 380,760 380,760 380,760
II-C 162,756 162,756 162,756
II-D 331,452 331,452 331,452
II-E 240,864 240,864 240,864
II-F 180,420 180,420 180,420
II-G 391,776 391,776 391,776
II-H 96,540 96,540 96,540
None of the officers or directors of the General Partner receive
compensation directly from the Partnerships. The Partnerships reimburse the
General Partner or its affiliates for that portion of such officers' and
directors' salaries and expenses attributable to time devoted by such
individuals to the Partnerships' activities based on the allocation method
described above. The following tables indicate the approximate amount of general
and administrative expense reimbursement attributable to the salaries of the
directors, officers, and employees of the General Partner and its affiliates
during 2002, 2001, and 2000:
-69-
Salary Reimbursements
II-A Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
----------------------------------
Annual Compensation Awards Payouts
----------------------------- ----------------------- -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $302,550 - - - - - -
2001 $283,025 - - - - - -
2002 $272,218 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-A Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-A Partnership and no
individual's salary or other compensation reimbursement from the II-A Partnership equals or exceeds $100,000 per
annum.
-70-
Salary Reimbursements
II-B Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
------------------------------------
Annual Compensation Awards Payouts
------------------------------- ----------------------- --------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $225,981 - - - - - -
2001 $211,398 - - - - - -
2002 $203,326 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-B Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-B Partnership and no
individual's salary or other compensation reimbursement from the II-B Partnership equals or exceeds $100,000 per
annum.
-71-
Salary Reimbursements
II-C Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
-----------------------------------
Annual Compensation Awards Payouts
------------------------- ------------------------ -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $96,596 - - - - - -
2001 $90,362 - - - - - -
2002 $86,912 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-C Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-C Partnership and no
individual's salary or other compensation reimbursement from the II-C Partnership equals or exceeds $100,000 per
annum.
-72-
Salary Reimbursements
II-D Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
----------------------------------
Annual Compensation Awards Payouts
------------------------------- ------------------------ -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $196,717 - - - - - -
2001 $184,022 - - - - - -
2002 $176,995 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-D Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-D Partnership and no
individual's salary or other compensation reimbursement from the II-D Partnership equals or exceeds $100,000 per
annum.
-73-
Salary Reimbursements
II-E Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
-------------------------------------
Annual Compensation Awards Payouts
------------------------------ ----------------------- -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $142,953 - - - - - -
2001 $133,728 - - - - - -
2002 $128,621 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-E Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-E Partnership and no
individual's salary or other compensation reimbursement from the II-E Partnership equals or exceeds $100,000 per
annum.
-74-
Salary Reimbursements
II-F Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
----------------------------------
Annual Compensation Awards Payouts
------------------------------- ------------------------ -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $107,079 - - - - - -
2001 $100,169 - - - - - -
2002 $ 96,344 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-F Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-F Partnership and no
individual's salary or other compensation reimbursement from the II-F Partnership equals or exceeds $100,000 per
annum.
-75-
Salary Reimbursements
II-G Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
-----------------------------------
Annual Compensation Awards Payouts
----------------------------- ---------------------- -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $232,519 - - - - - -
2001 $217,514 - - - - - -
2002 $209,208 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-G Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-G Partnership and no
individual's salary or other compensation reimbursement from the II-G Partnership equals or exceeds $100,000 per
annum.
-76-
Salary Reimbursements
II-H Partnership
----------------
Three Years Ended December 31, 2002
Long Term Compensation
------------------------------------
Annual Compensation Awards Payouts
------------------------------- ------------------------- -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- -------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $57,296 - - - - - -
2001 $53,599 - - - - - -
2002 $51,552 - - - - - -
- ----------
(1) The general and administrative expenses paid by the II-H Partnership and attributable to salary reimbursements do
not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-H Partnership and no
individual's salary or other compensation reimbursement from the II-H Partnership equals or exceeds $100,000 per
annum.(1) The general and administrative expenses paid by the II-H Partnership and
attributable to salary reimbursements do not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Geodyne or its affiliates provides full-time services to the II-H Partnership and
no individual's salary or other compensation reimbursement from the II-H Partnership equals or exceeds
$100,000 per annum.
-77-
Affiliates of the Partnerships serve as operator of some of the
Partnerships' wells. The General Partner contracts with such affiliates for
services as operator of the wells. As operator, such affiliates are compensated
at rates provided in the operating agreements in effect and charged to all
parties to such agreement. Such compensation may occur both prior and subsequent
to the commencement of commercial marketing of production of oil or gas. The
dollar amount of such compensation paid by the Partnerships to the affiliates is
impossible to quantify as of the date of this Annual Report.
Samson maintains necessary inventories of new and used field equipment.
Samson may have provided some of this equipment for wells in which the
Partnerships have an interest. This equipment was provided at prices or rates
equal to or less than those normally charged in the same or comparable
geographic area by unaffiliated persons or companies dealing at arm's length.
The operators of these wells billed the Partnerships for a portion of such costs
based upon the Partnerships' interest in the well.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table provides information as to the beneficial ownership of
the Units as of March 1, 2003 by (i) each beneficial owner of more than five
percent of the issued and outstanding Units, (ii) the directors and officers of
the General Partner, and (iii) the General Partner and its affiliates. The
address of each of such persons is Samson Plaza, Two West Second Street, Tulsa,
Oklahoma 74103.
Number of Units
Beneficially
Owned (Percent
Beneficial Owner of Outstanding)
- ------------------------------------ ------------------
II-A Partnership:
- ----------------
Samson Resources Company 126,260 (26.1%)
All affiliates, directors,
and officers of the General
Partner as a group and 126,260 (26.1%)
the General Partner (4 persons)
II-B Partnership:
- ----------------
Samson Resources Company 89,168 (24.7%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 89,168 (24.7%)
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II-C Partnership:
- ----------------
Samson Resources Company 47,214 (30.5%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 47,214 (30.5%)
II-D Partnership:
- ----------------
Samson Resources Company 82,470 (26.2%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 82,470 (26.2%)
II-E Partnership:
- ----------------
Samson Resources Company 67,729 (29.6%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 67,729 (29.6%)
II-F Partnership:
- ----------------
Samson Resources Company 42,459 (24.8%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 42,459 (24.8%)
II-G Partnership:
- ----------------
Samson Resources Company 73,247 (19.7%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 73,247 (19.7%)
II-H Partnership:
- ----------------
Samson Resources Company 26,388 (28.8%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 26,388 (28.8%)
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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The General Partner and certain of its affiliates engage in oil and gas
activities independently of the Partnerships which result in conflicts of
interest that cannot be totally eliminated. The allocation of acquisition and
drilling opportunities and the nature of the compensation arrangements between
the Partnerships and the General Partner also create potential conflicts of
interest. An affiliate of the Partnerships owns some of the Partnerships' Units
and therefore has an identity of interest with other Limited Partners with
respect to the operations of the Partnerships.
In order to attempt to assure limited liability for Limited Partners as
well as an orderly conduct of business, management of the Partnerships is
exercised solely by the General Partner. The Partnership Agreements grant the
General Partner broad discretionary authority with respect to the Partnerships'
participation in drilling prospects and expenditure and control of funds,
including borrowings. These provisions are similar to those contained in
prospectuses and partnership agreements for other public oil and gas
partnerships. Broad discretion as to general management of the Partnerships
involves circumstances where the General Partner has conflicts of interest and
where it must allocate costs and expenses, or opportunities, among the
Partnerships and other competing interests.
The General Partner does not devote all of its time, efforts, and
personnel exclusively to the Partnerships. Furthermore, the Partnerships do not
have any employees, but instead rely on the personnel of Samson. The
Partnerships thus compete with Samson (including other oil and gas partnerships)
for the time and resources of such personnel. Samson devotes such time and
personnel to the management of the Partnerships as are indicated by the
circumstances and as are consistent with the General Partner's fiduciary duties.
Affiliates of the Partnerships are solely responsible for the negotiation,
administration, and enforcement of oil and gas sales agreements covering the
Partnerships' leasehold interests. Because affiliates of the Partnership who
provide services to the Partnership have fiduciary or other duties to other
members of Samson, contract amendments and negotiating positions taken by them
in their effort to enforce contracts with purchasers may not necessarily
represent the positions that the Partnerships would take if they were to
administer their own contracts without involvement with other members of Samson.
On the other hand, management believes that the Partnerships' negotiating
strength and contractual positions have been enhanced by virtue of their
affiliation with Samson.
-80-
PART IV.
ITEM 14. CONTROLS AND PROCEDURES
Within the 90 days prior to the date of this report, the Partnerships
carried out an evaluation under the supervision and with the participation of
the Partnerships' management, including their chief executive officer and chief
financial officer, of the effectiveness of the design and operation of the
Partnerships' disclosure controls and procedures pursuant to Rule 13a-14 of the
Securities Exchange Act of 1934. Based upon that evaluation, the Partnerships'
chief executive officer and chief financial officer concluded that the
Partnerships' disclosure controls and procedures are effective in timely
alerting them to material information relating to the Partnerships required to
be included in the Partnerships' periodic filings with the SEC. There have been
no significant changes in the Partnerships' internal controls or in other
factors which could significantly affect the Partnerships' internal controls
subsequent to the date the Partnerships carried out this evaluation.
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Financial Statements, Financial Statement Schedules, and Exhibits.
(1) Financial Statements: The following financial statements for the
Geodyne Energy Income Limited Partnership II-A Geodyne Energy Income
Limited Partnership II-B Geodyne Energy Income Limited Partnership
II-C Geodyne Energy Income Limited Partnership II-D Geodyne Energy
Income Limited Partnership II-E Geodyne Energy Income Limited
Partnership II-F Geodyne Energy Income Limited Partnership II-G
Geodyne Energy Income Limited Partnership II-H
as of December 31, 2002 and 2001 and for each of the three years in
the period ended December 31, 2002 are filed as part of this report:
Report of Independent Accountants
Combined Balance Sheets
Combined Statements of Operations
Combined Statements of Changes in
Partners' Capital (Deficit)
Combined Statements of Cash Flows
Notes to Combined Financial Statements
-81-
(2) Financial Statement Schedules:
None.
(3) Exhibits:
Exh.
No. Exhibit
--- -------
4.1 Agreement and Certificate of Limited Partnership dated July 22, 1987
for the Geodyne Energy Income Limited Partnership II-A, filed as
Exhibit 4.1 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.2 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-A, filed as Exhibit 4.2 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.3 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-A, filed as Exhibit 4.3 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.4 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-A, filed as Exhibit 4.4 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.5 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-A, filed as Exhibit 4.5 to Annual Report on Form 10-K405
for period ended December 31, 2001, filed with the SEC on February 26,
2002 and is hereby incorporated by reference.
4.6 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-A, filed as
Exhibit 4.6 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.7 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne
-82-
Energy Income Limited Partnership II-A, filed as Exhibit 4.7 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
4.8 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-A, filed as Exhibit 4.8 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.9 Agreement and Certificate of Limited Partnership dated October 14, 1987
for the Geodyne Energy Income Limited Partnership II-B, filed as
Exhibit 4.9 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.10 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-B, filed as Exhibit 4.10 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.11 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-B, filed as Exhibit 4.11 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.12 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-B, filed as Exhibit 4.12 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.13 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-B, filed as Exhibit 4.13 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.14 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-B, filed as
Exhibit 4.14 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
-83-
4.15 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-B, filed as Exhibit 4.15 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.16 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-B, filed as Exhibit 4.16 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.17 Agreement and Certificate of Limited Partnership dated January 13, 1988
for the Geodyne Energy Income Limited Partnership II-C, filed as
Exhibit 4.17 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.18 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-C, filed as Exhibit 4.18 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.19 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-C, filed as Exhibit 4.19 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.20 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-C, filed as Exhibit 4.20 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.21 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-C, filed as Exhibit 4.21 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.22 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-C, filed as
Exhibit 4.22 to Annual Report on
-84-
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.23 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-C, filed as Exhibit 4.23 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.24 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-C, filed as Exhibit 4.24 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.25 Agreement and Certificate of Limited Partnership dated May 10, 1988 for
the Geodyne Energy Income Limited Partnership II-D, filed as Exhibit
4.25 to Annual Report on Form 10-K405 for period ended December 31,
2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.26 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-D, filed as Exhibit 4.26 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.27 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-D, filed as Exhibit 4.27 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.28 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-D, filed as Exhibit 4.28 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.29 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-D, filed as Exhibit 4.29 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
-85-
4.30 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-D, filed as
Exhibit 4.30 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.31 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-D, filed as Exhibit 4.31 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.32 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-D, filed as Exhibit 4.32 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.33 Agreement and Certificate of Limited Partnership dated September 27,
1988 for the Geodyne Energy Income Limited Partnership II-E, filed as
Exhibit 4.33 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.34 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-E, filed as Exhibit 4.34 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.35 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-E, filed as Exhibit 4.35 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.36 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-E, filed as Exhibit 4.36 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.37 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-E, filed as Exhibit 4.37 to Annual Report on Form 10-K405 for period
ended December 31, 2001,
-86-
filed with the SEC on February 26, 2002 and is hereby incorporated
by reference.
4.38 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-E, filed as Exhibit 4.38 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.39 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-E, filed as
Exhibit 4.39 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.40 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-E, filed as Exhibit 4.40 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.41 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-E, filed as Exhibit 4.41 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.42 Agreement and Certificate of Limited Partnership dated January 5, 1989
for the Geodyne Energy Income Limited Partnership II-F, filed as
Exhibit 4.42 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.42a Certificate of Limited Partnership dated January 5, 1989, for the
Geodyne Energy Income Limited Partnership II-F, filed as Exhibit 4.42a
to Annual Report on Form 10-K405 for period ended December 31, 2001,
filed with the SEC on February 26, 2002 and is hereby incorporated by
reference.
4.43 First Amendment to Certificate of Limited Partnership and First
Amendment to Agreement and Certificate of Limited Partnership dated
February 24, 1993 for the Geodyne Energy Income Limited Partnership
II-F, filed as Exhibit 4.43 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.44 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy
-87-
Income Limited Partnership II-F, filed as Exhibit 4.44 to Annual Report
on Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 26, 2002 and is hereby incorporated by reference.
4.45 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-F, filed as Exhibit 4.45 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.46 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-F, filed as Exhibit 4.46 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.47 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-F, filed as Exhibit 4.48 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.48 Second Amendment to Certificate of Limited Partnership dated July 1,
1996, for the Geodyne Energy Income Limited Partnership II-F, filed as
Exhibit 4.48 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.49 Third Amendment to Certificate of Limited Partnership dated November
14, 2001, for the Geodyne Energy Income Limited Partnership II-F, filed
as Exhibit 4.49 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.50 Agreement and Certificate of Limited Partnership dated April 10, 1989
for the Geodyne Energy Income Limited Partnership II-G, filed as
Exhibit 4.50 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.51 Certificate of Limited Partnership dated April 10, 1989, for the
Geodyne Energy Income Limited Partnership II-G, filed as Exhibit 4.51
to Annual Report on Form 10-K405 for period ended December 31, 2001,
filed with the SEC on February 26, 2002 and is hereby incorporated by
reference.
4.52 First Amendment to Certificate of Limited Partnership and First
Amendment to Agreement and Certificate of Limited
-88-
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-G, filed as Exhibit 4.52 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.53 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.53 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.54 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.54 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.55 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.55 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.56 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-G, filed as Exhibit 4.56 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.57 Second Amendment to Certificate of Limited Partnership dated July 1,
1996, for the Geodyne Energy Income Limited Partnership II-G, filed as
Exhibit 4.57 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.58 Third Amendment to Certificate of Limited Partnership dated November
14, 2001, for the Geodyne Energy Income Limited Partnership II-G, filed
as Exhibit 4.58 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.59 Agreement and Certificate of Limited Partnership dated May 17, 1989 for
the Geodyne Energy Income Limited Partnership II-H, filed as Exhibit
4.59 to Annual Report on Form 10-K405 for period ended December 31,
2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
-89-
4.60 Certificate of Limited Partnership dated May 17, 1989, for the Geodyne
Energy Income Limited Partnership II-H, filed as Exhibit 4.60 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
4.61 First Amendment to Certificate of Limited Partnership and First
Amendment to Agreement and Certificate of Limited Partnership dated
February 25, 1993 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.61 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.62 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.62 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.63 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.63 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.64 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.64 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.65 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-H, filed as Exhibit 4.65 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.66 Second Amendment to Certificate of Limited Partnership dated July 1,
1996, for the Geodyne Energy Income Limited Partnership II-H, filed as
Exhibit 4.66 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.67 Third Amendment to Certificate of Limited Partnership dated November
14, 2001, for the Geodyne Energy Income Limited Partnership II-H, filed
as Exhibit 4.67 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with
-90-
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.1 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-A, filed as Exhibit 10.1 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.2 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-A, filed as Exhibit 10.2 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.3 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-A, filed as Exhibit 10.3 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.4 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-A, filed as Exhibit 10.4 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.5 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-B, filed as Exhibit 10.5 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.6 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-B, filed as Exhibit 10.6 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.7 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-B, filed as Exhibit 10.7 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.8 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-B, filed as Exhibit 10.8 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.9 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-C, filed as Exhibit 10.9 to Annual Report on Form
10-K405 for period ended December 31, 2001,
-91-
filed with the SEC on February 26, 2002 and is hereby incorporated
by reference.
10.10 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-C, filed as Exhibit 10.10 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.11 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-C, filed as Exhibit 10.11 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.12 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-C, filed as Exhibit 10.12 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.13 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-D, filed as Exhibit 10.13 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.14 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-D, filed as Exhibit 10.14 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.15 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-D, filed as Exhibit 10.15 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.16 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-D, filed as Exhibit 10.16 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.17 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-E, filed as Exhibit 10.17 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.18 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-E, filed as Exhibit 10.18 to
Annual Report on Form 10-K405 for period
-92-
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
10.19 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-E, filed as Exhibit 10.19 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.20 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-E, filed as Exhibit 10.20 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.21 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-F, filed as Exhibit 10.21 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.22 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-F, filed as Exhibit 10.22 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.23 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-F, filed as Exhibit 10.23 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.24 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-F, filed as Exhibit 10.24 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.25 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-G, filed as Exhibit 10.25 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.26 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-G, filed as Exhibit 10.26 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.27 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-G, filed as Exhibit 10.27 to Annual
Report on Form 10-K405 for period
-93-
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
10.28 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-G, filed as Exhibit 10.28 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.29 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-H, filed as Exhibit 10.29 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.30 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-H, filed as Exhibit 10.30 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.31 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-H, filed as Exhibit 10.31 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.32 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-H, filed as Exhibit 10.32 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
*23.1 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-A.
*23.2 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-B.
*23.3 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-C.
*23.4 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-D.
*23.5 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-E.
*23.6 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-F.
*23.7 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-G.
-94-
*23.8 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income
Limited Partnership II-H.
*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 II-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 II-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 II-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 II-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 II-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 II-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 II-G.
*99.8 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 II-H.
All other Exhibits are omitted as inapplicable.
----------
*Filed herewith.
(b) Reports on Form 8-K filed during the fourth quarter of 2002:
None.
-95-
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) 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 organized.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
By: GEODYNE RESOURCES, INC.
General Partner
March 25, 2003
By: //s//Dennis R. Neill
------------------------------
Dennis R. Neill
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities (with respect to the registrant's general partner, Geodyne
Resources, Inc.) on the dates indicated.
By: //s//Dennis R. Neill President and March 25, 2003
------------------- Director (Principal
Dennis R. Neill Executive Officer)
//s//Craig D. Loseke Chief Accounting March 25, 2003
------------------- Officer (Principal
Craig D. Loseke Accounting and
Financial Officer)
//s//Judy K. Fox
------------------- Secretary March 25, 2003
Judy K. Fox
-96-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-A;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-97-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s// Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-98-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-A;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-99-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-100-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-B;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-101-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-102-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-B;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-103-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-104-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-C;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-105-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-106-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-C;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-107-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-108-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-D;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-109-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-110-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-D;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-111-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-112-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-E;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-113-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-114-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-E;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-115-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-116-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-F;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-117-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 23, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-118-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-F;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-119-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-120-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-G;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-121-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-122-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-G;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-123-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-124-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-H;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-125-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-126-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership II-H;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
-127-
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 25, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-128-
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE PRODUCTION PARTNERSHIP II-A
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-A, an Oklahoma
limited partnership, and Geodyne Production Partnership II-A, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-1
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-A
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
---------- ----------
CURRENT ASSETS:
Cash and cash equivalents $ 794,035 $ 414,467
Accounts receivable:
Oil and gas sales 658,499 396,257
General Partner (Note 2) - 130,610
--------- ---------
Total current assets $1,452,534 $ 941,334
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 2,056,359 2,204,572
DEFERRED CHARGE 656,289 695,623
--------- ---------
$4,165,182 $3,841,529
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 256,595 $ 153,728
Accrued liability - other (Note 1) 26,672 73,800
Gas imbalance payable 95,268 96,299
--------- ---------
Total current liabilities $ 378,535 $ 323,827
ACCRUED LIABILITY $ 217,322 $ 243,327
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 241,784) ($ 285,152)
Limited Partners, issued and
outstanding, 484,283 Units 3,811,109 3,559,527
--------- ---------
Total Partners' capital $3,569,325 $3,274,375
--------- ---------
$4,165,182 $3,841,529
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-2
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-A
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $3,781,863 $4,812,392 $5,718,890
Interest income 5,181 31,927 43,440
Gain on sale of oil and
gas properties 193,272 137,823 87,841
--------- --------- ---------
$3,980,316 $4,982,142 $5,850,171
COSTS AND EXPENSES:
Lease operating $1,302,070 $1,538,430 $1,097,459
Production tax 214,538 287,607 321,511
Depreciation, depletion,
and amortization of oil
and gas properties 261,452 772,466 785,707
General and
administrative 557,151 550,462 573,982
--------- --------- ---------
$2,335,211 $3,148,965 $2,778,659
--------- --------- ---------
NET INCOME $1,645,105 $1,833,177 $3,071,512
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 187,523 $ 249,356 $ 373,521
========= ========= =========
LIMITED PARTNERS -
NET INCOME $1,457,582 $1,583,821 $2,697,991
========= ========= =========
NET INCOME per Unit $ 3.01 $ 3.27 $ 5.57
========= ========= =========
UNITS OUTSTANDING 484,283 484,283 484,283
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-3
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-A
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $5,622,715 ($380,195) $5,242,520
Net income 2,697,991 373,521 3,071,512
Cash distributions ( 2,759,000) ( 327,165) ( 3,086,165)
--------- ------- ---------
Balance, Dec. 31, 2000 $5,561,706 ($333,839) $5,227,867
Net income 1,583,821 249,356 1,833,177
Cash distributions ( 3,586,000) ( 200,669) ( 3,786,669)
--------- ------- ---------
Balance, Dec. 31, 2001 $3,559,527 ($285,152) $3,274,375
Net income 1,457,582 187,523 1,645,105
Cash distributions ( 1,206,000) ( 144,155) ( 1,350,155)
--------- ------- ---------
Balance, Dec. 31, 2002 $3,811,109 ($241,784) $3,569,325
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-4
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-A
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $1,645,105 $1,833,177 $3,071,512
Adjustments to reconcile
net income to net
cash provided by
operating activities:
Depreciation, depletion,
and amortization of oil
and gas properties 261,452 772,466 785,707
Gain on sale of oil and
gas properties ( 193,272) ( 137,823) ( 87,841)
(Increase) decrease in
accounts receivable-
oil and gas sales ( 262,242) 645,765 ( 339,630)
(Increase) decrease in
deferred charge 39,334 117,937 ( 80,705)
Increase (decrease) in
accounts payable 102,867 ( 15,686) 56,461
Increase (decrease)
in accrued
liability - other ( 47,128) 73,800 -
Decrease in gas
imbalance payable ( 1,031) ( 7,557) ( 19,945)
Increase (decrease) in
accrued liability ( 26,005) ( 9,377) 31,266
--------- --------- ---------
Net cash provided by
operating activities $1,519,080 $3,272,702 $3,416,825
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 137,449) ($ 149,585) ($ 83,625)
Proceeds from sale of
oil and gas properties 348,092 7,285 99,721
--------- --------- ---------
Net cash provided (used)
by investing activities $ 210,643 ($ 142,300) $ 16,096
--------- --------- ---------
F-5
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($1,350,155) ($3,786,669) ($3,086,165)
--------- --------- ---------
Net cash used by financing
activities ($1,350,155) ($3,786,669) ($3,086,165)
--------- --------- ---------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $ 379,568 ($ 656,267) $ 346,756
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 414,467 1,070,734 723,978
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 794,035 $ 414,467 $1,070,734
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-6
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE PRODUCTION PARTNERSHIP II-B
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-B, an Oklahoma
limited partnership, and Geodyne Production Partnership II-B, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-7
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-B
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
---------- ----------
CURRENT ASSETS:
Cash and cash equivalents $ 478,067 $ 262,153
Accounts receivable:
Oil and gas sales 481,002 323,116
--------- ---------
Total current assets $ 959,069 $ 585,269
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,605,587 1,821,517
DEFERRED CHARGE 245,511 214,754
--------- ---------
$2,810,167 $2,621,540
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 147,990 $ 126,662
Gas imbalance payable 47,652 48,060
--------- ---------
Total current liabilities $ 195,642 $ 174,722
ACCRUED LIABILITY $ 52,682 $ 47,436
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 264,786) ($ 302,054)
Limited Partners, issued and
outstanding, 361,719 Units 2,826,629 2,701,436
--------- ---------
Total Partners' capital $2,561,843 $2,399,382
--------- ---------
$2,810,167 $2,621,540
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-8
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-B
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $2,612,932 $3,677,731 $3,937,680
Interest income 2,609 18,313 29,499
Gain on sale of oil
and gas properties 20,525 1,187 248,993
--------- --------- ---------
$2,636,066 $3,697,231 $4,216,172
COSTS AND EXPENSES:
Lease operating $ 877,252 $ 846,524 $ 771,307
Production tax 144,712 206,937 224,174
Depreciation, depletion,
and amortization of oil
and gas properties 218,988 201,436 787,991
General and
administrative 421,068 415,799 429,630
--------- --------- ---------
$1,662,020 $1,670,696 $2,213,102
--------- --------- ---------
NET INCOME $ 974,046 $2,026,535 $2,003,070
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 116,853 $ 218,951 $ 163,872
========= ========= =========
LIMITED PARTNERS -
NET INCOME $ 857,193 $1,807,584 $1,839,198
========= ========= =========
NET INCOME per Unit $ 2.37 $ 5.00 $ 5.08
========= ========= =========
UNITS OUTSTANDING 361,719 361,719 361,719
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-9
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-B
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ --------- -----------
Balance, Dec. 31, 1999 $3,456,654 ($290,773) $3,165,881
Net income 1,839,198 163,872 2,003,070
Cash distributions ( 2,083,000) ( 142,906) ( 2,225,906)
--------- ------- ---------
Balance, Dec. 31, 2000 $3,212,852 ($269,807) $2,943,045
Net income 1,807,584 218,951 2,026,535
Cash distributions ( 2,319,000) ( 251,198) ( 2,570,198)
--------- ------- ---------
Balance, Dec. 31, 2001 $2,701,436 ($302,054) $2,399,382
Net income 857,193 116,853 974,046
Cash distributions ( 732,000) ( 79,585) ( 811,585)
--------- ------- ---------
Balance, Dec. 31, 2002 $2,826,629 ($264,786) $2,561,843
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-10
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-B
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $ 974,046 $2,026,535 $2,003,070
Adjustments to reconcile
net income to net
cash provided by
operating activities:
Depreciation, depletion,
and amortization of oil
and gas properties 218,988 201,436 787,991
Gain on sale of
oil and gas properties ( 20,525) ( 1,187) ( 248,993)
(Increase) decrease in
accounts receivable ( 157,886) 405,256 ( 216,333)
(Increase) decrease in
deferred charge ( 30,757) ( 10,545) 26,111
Increase (decrease) in
accounts payable 21,328 ( 1,440) 38,790
Increase (decrease) in
gas imbalance payable ( 408) 30,340 ( 4,170)
Increase (decrease) in
accrued liability 5,246 ( 40,442) ( 9,651)
--------- --------- ---------
Net cash provided by
operating activities $1,010,032 $2,609,953 $2,376,815
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 14,939) ($ 492,951) ($ 67,336)
Proceeds from sale of
oil and gas properties 32,406 1,187 257,751
--------- --------- ---------
Net cash provided (used) by
investing activities $ 17,467 ($ 491,764) $ 190,415
--------- --------- ---------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($ 811,585) ($2,570,198) ($2,225,906)
--------- --------- ---------
Net cash used by financing
activities ($ 811,585) ($2,570,198) ($2,225,906)
--------- --------- ---------
F-11
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $ 215,914 ($ 452,009) $ 341,324
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 262,153 714,162 372,838
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 478,067 $ 262,153 $ 714,162
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-12
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE PRODUCTION PARTNERSHIP II-C
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-C, an Oklahoma
limited partnership, and Geodyne Production Partnership II-C, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-13
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-C
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 250,767 $ 115,201
Accounts receivable:
Oil and gas sales 236,341 137,952
--------- ---------
Total current assets $ 487,108 $ 253,153
NET OIL AND GAS PROPERTIES,
utilizing the successful efforts
method 774,648 856,666
DEFERRED CHARGE 130,077 128,827
--------- ---------
$1,391,833 $1,238,646
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 63,712 $ 50,950
Gas imbalance payable 26,684 29,876
--------- ---------
Total current liabilities $ 90,396 $ 80,826
ACCRUED LIABILITY $ 29,815 $ 29,477
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 98,831) ($ 130,178)
Limited Partners, issued and
outstanding, 154,621 Units 1,370,453 1,258,521
--------- ---------
Total Partners' capital $1,271,622 $1,128,343
--------- ---------
$1,391,833 $1,238,646
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-14
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-C
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $1,284,421 $1,640,398 $1,856,040
Interest income 1,447 11,305 13,304
Gain on sale of oil
and gas properties 120,063 21,996 90,494
--------- --------- ---------
$1,405,931 $1,673,699 $1,959,838
COSTS AND EXPENSES:
Lease operating $ 352,902 $ 327,353 $ 285,595
Production tax 79,166 108,506 118,875
Depreciation, depletion,
and amortization of oil
and gas properties 89,534 104,249 350,665
General and administrative 191,168 188,517 185,566
--------- --------- ---------
$ 712,770 $ 728,625 $ 940,701
--------- --------- ---------
NET INCOME $ 693,161 $ 945,074 $1,019,137
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 77,229 $ 102,759 $ 132,143
========= ========= =========
LIMITED PARTNERS -
NET INCOME $ 615,932 $ 842,315 $ 886,994
========= ========= =========
NET INCOME per Unit $ 3.98 $ 5.45 $ 5.74
========= ========= =========
UNITS OUTSTANDING 154,621 154,621 154,621
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-15
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-C
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $1,811,212 ($119,145) $1,692,067
Net income 886,994 132,143 1,019,137
Cash distributions ( 912,000) ( 118,476) ( 1,030,476)
--------- ------- ---------
Balance, Dec. 31, 2000 $1,786,206 ($105,478) $1,680,728
Net income 842,315 102,759 945,074
Cash distributions ( 1,370,000) ( 127,459) ( 1,497,459)
--------- ------- ---------
Balance, Dec. 31, 2001 $1,258,521 ($130,178) $1,128,343
Net income 615,932 77,229 693,161
Cash distributions ( 504,000) ( 45,882) ( 549,882)
--------- ------- ---------
Balance, Dec. 31, 2002 $1,370,453 ($ 98,831) $1,271,622
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-16
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-C
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
--------- ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $693,161 $ 945,074 $1,019,137
Adjustments to reconcile
net income to
net cash provided by
operating activities:
Depreciation, depletion,
and amortization of oil
and gas properties 89,534 104,249 350,665
Gain on sale of oil
and gas properties ( 120,063) ( 21,996) ( 90,494)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 98,389) 212,625 ( 105,826)
(Increase) decrease in
deferred charge ( 1,250) 1,268 ( 431)
Increase (decrease) in
accounts payable 12,762 29,262 ( 16,667)
Increase (decrease) in
gas imbalance payable ( 3,192) 14,496 ( 4,920)
Increase (decrease) in
accrued liability 338 ( 24,661) 75
------- --------- ---------
Net cash provided by
operating activities $572,901 $1,260,317 $1,151,539
------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 9,993) ($ 82,009) ($ 27,273)
Proceeds from sale of
oil and gas properties 122,540 21,996 113,746
------- --------- ---------
Net cash provided (used)
by investing activities $112,547 ($ 60,013) $ 86,473
------- --------- ---------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($549,882) ($1,497,459) ($1,030,476)
------- --------- ---------
Net cash used by financing
activities ($549,882) ($1,497,459) ($1,030,476)
------- --------- ---------
F-17
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $135,566 ($ 297,155) $ 207,536
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 115,201 412,356 204,820
------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $250,767 $ 115,201 $ 412,356
======= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-18
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-D, an Oklahoma
limited partnership, and Geodyne Production Partnership II-D, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-19
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-D
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 561,177 $ 170,516
Accounts receivable:
Oil and gas sales 512,579 315,910
--------- ---------
Total current assets $1,073,756 $ 486,426
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,482,828 1,561,694
DEFERRED CHARGE 358,699 370,412
--------- ---------
$2,915,283 $2,418,532
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 156,725 $ 84,721
Payable to General Partner (Note 2) - 65,905
Gas imbalance payable 42,368 55,098
--------- ---------
Total current liabilities $ 199,093 $ 205,724
ACCRUED LIABILITY $ 96,494 $ 112,500
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 76,044) ($ 238,692)
Limited Partners, issued and
outstanding, 314,878 Units 2,695,740 2,339,000
--------- ---------
Total Partners' capital $2,619,696 $2,100,308
--------- ---------
$2,915,283 $2,418,532
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-20
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-D
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $2,856,941 $3,581,469 $3,757,651
Interest income 3,321 30,461 34,763
Gain on sale of oil
and gas properties 1,256,405 112,686 514,114
--------- --------- ---------
$4,116,667 $3,724,616 $4,306,528
COSTS AND EXPENSES:
Lease operating $ 713,308 $ 947,567 $ 672,765
Production tax 172,939 249,523 264,546
Depreciation, depletion,
and amortization of oil
and gas properties 185,671 344,966 415,030
General and administrative 369,062 364,691 374,358
--------- --------- ---------
$1,440,980 $1,906,747 $1,726,699
--------- --------- ---------
NET INCOME $2,675,687 $1,817,869 $2,579,829
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 283,947 $ 209,788 $ 291,859
========= ========= =========
LIMITED PARTNERS -
NET INCOME $2,391,740 $1,608,081 $2,287,970
========= ========= =========
NET INCOME per Unit $ 7.60 $ 5.11 $ 7.27
========= ========= =========
UNITS OUTSTANDING 314,878 314,878 314,878
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-21
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-D
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $3,639,949 ($236,260) $3,403,689
Net income 2,287,970 291,859 2,579,829
Cash distributions ( 1,760,000) ( 236,036) ( 1,996,036)
--------- ------- ---------
Balance, Dec. 31, 2000 $4,167,919 ($180,437) $3,987,482
Net income 1,608,081 209,788 1,817,869
Cash distributions ( 3,437,000) ( 268,043) ( 3,705,043)
--------- ------- ---------
Balance, Dec. 31, 2001 $2,339,000 ($238,692) $2,100,308
Net income 2,391,740 283,947 2,675,687
Cash distributions ( 2,035,000) ( 121,299) ( 2,156,299)
--------- ------- ---------
Balance, Dec. 31, 2002 $2,695,740 ($ 76,044) $2,619,696
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-22
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-D
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $2,675,687 $1,817,869 $2,579,829
Adjustments to reconcile
net income to net
cash provided by operating
activities:
Depreciation, depletion,
and amortization of oil
and gas properties 185,671 344,966 415,030
Gain on sale of oil
and gas properties ( 1,256,405) ( 112,686) ( 514,114)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 196,669) 387,270 ( 241,689)
Decrease in deferred
charge 11,713 27,277 18,123
Increase (decrease) in
accounts payable 72,004 30,049 ( 21,736)
Increase (decrease) in
payable to
General Partner ( 65,905) 65,905 -
Decrease in gas
imbalance payable ( 12,730) ( 19,023) ( 40,028)
Increase (decrease) in
accrued liability ( 16,006) ( 42,427) 8,584
--------- --------- ---------
Net cash provided by
operating activities $1,397,360 $2,499,200 $2,203,999
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 116,640) ($ 169,317) ($ 46,036)
Proceeds from sale of
oil and gas properties 1,266,240 112,686 723,535
--------- --------- ---------
Net cash provided (used)
by investing activities $1,149,600 ($ 56,631) $ 677,499
--------- --------- ---------
F-23
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($2,156,299) ($3,705,043) ($1,996,036)
--------- --------- ---------
Net cash used by financing
activities ($2,156,299) ($3,705,043) ($1,996,036)
--------- --------- ---------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $ 390,661 ($1,262,474) $ 885,462
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 170,516 1,432,990 547,528
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 561,177 $ 170,516 $1,432,990
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-24
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-E, an Oklahoma
limited partnership, and Geodyne Production Partnership II-E, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-25
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-E
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 388,042 $ 242,032
Accounts receivable:
Oil and gas sales 362,987 244,365
--------- ---------
Total current assets $ 751,029 486,397
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,425,028 1,391,297
DEFERRED CHARGE 209,297 206,554
--------- ---------
$2,385,354 $2,084,248
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 85,744 $ 56,002
Payable to General Partner (Note 2) - 115,045
Gas imbalance payable 43,443 28,035
--------- ---------
Total current liabilities $ 129,187 $ 199,082
ACCRUED LIABILITY $ 7,264 $ 26,344
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 131,864) ($ 162,380)
Limited Partners, issued and
outstanding, 228,821 Units 2,380,767 2,021,202
--------- ---------
Total Partners' capital $2,248,903 $1,858,822
--------- ---------
$2,385,354 $2,084,248
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-26
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-E
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $1,954,057 $2,561,210 $2,760,885
Interest income 2,159 16,873 23,459
Gain on sale of oil
and gas properties 20,605 60,957 135,079
--------- --------- ---------
$1,976,821 $2,639,040 $2,919,423
COSTS AND EXPENSES:
Lease operating $ 381,344 $ 628,516 $ 394,003
Production tax 146,924 190,175 185,062
Depreciation, depletion,
and amortization of oil
and gas properties 162,691 312,096 361,842
General and administrative 278,094 272,795 273,055
--------- --------- ---------
$ 969,053 $1,403,582 $1,213,962
--------- --------- ---------
NET INCOME $1,007,768 $1,235,458 $1,705,461
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 115,203 $ 149,947 $ 200,766
========= ========= =========
LIMITED PARTNERS -
NET INCOME $ 892,565 $1,085,511 $1,504,695
========= ========= =========
NET INCOME per Unit $ 3.90 $ 4.74 $ 6.58
========= ========= =========
UNITS OUTSTANDING 228,821 228,821 228,821
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-27
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-E
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $2,941,996 ($162,586) $2,779,410
Net income 1,504,695 200,766 1,705,461
Cash distributions ( 1,493,000) ( 171,227) ( 1,664,227)
--------- ------- ---------
Balance, Dec. 31, 2000 $2,953,691 ($133,047) $2,820,644
Net income 1,085,511 149,947 1,235,458
Cash distributions ( 2,018,000) ( 179,280) ( 2,197,280)
--------- ------- ---------
Balance, Dec. 31, 2001 $2,021,202 ($162,380) $1,858,822
Net income 892,565 115,203 1,007,768
Cash distributions ( 533,000) ( 84,687) ( 617,687)
--------- ------- ---------
Balance, Dec. 31, 2002 $2,380,767 ($131,864) $2,248,903
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-28
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-E
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $1,007,768 $1,235,458 $1,705,461
Adjustments to reconcile
net income to net
cash provided by operating
activities:
Depreciation, depletion,
and amortization of oil
and gas properties 162,691 312,096 361,842
Gain on sale of oil
and gas properties ( 20,605) ( 60,957) ( 135,079)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 118,622) 296,850 ( 221,714)
(Increase) decrease in
deferred charge ( 2,743) ( 2,416) 11,930
Increase (decrease) in
accounts payable 29,742 26,513 ( 19,345)
Increase (decrease) in
payable to
General Partner ( 115,045) 115,045 -
Increase (decrease) in
gas imbalance payable 15,408 5,490 ( 128,529)
Decrease in
accrued liability ( 19,080) ( 9,560) ( 6,348)
--------- --------- ---------
Net cash provided by
operating activities $ 939,514 $1,918,519 $1,568,218
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 198,005) ( 51,785) ($ 15,129)
Proceeds from sale of
oil and gas properties 22,188 61,553 171,330
--------- --------- ---------
Net cash provided (used) by
investing activities ($ 175,817) $ 9,768 $ 156,201
--------- --------- ---------
F-29
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($ 617,687) ($2,197,280) ($1,664,227)
--------- --------- ---------
Net cash used by financing
activities ($ 617,687) ($2,197,280) ($1,664,227)
--------- --------- ---------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $ 146,010 ($ 268,993) $ 60,192
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 242,032 511,025 450,833
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 388,042 $ 242,032 $ 511,025
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-30
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-F, an Oklahoma
limited partnership, and Geodyne Production Partnership II-F, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-31
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-F
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 453,233 $ 278,738
Accounts receivable:
Oil and gas sales 352,341 229,071
--------- ---------
Total current assets $ 805,574 $ 507,809
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,311,537 1,424,064
DEFERRED CHARGE 36,774 38,188
--------- ---------
$2,153,885 $1,970,061
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 71,740 $ 49,662
Gas imbalance payable 6,701 7,953
--------- ---------
Total current liabilities $ 78,441 $ 57,615
ACCRUED LIABILITY $ 15,443 $ 13,875
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 95,526) ($ 118,848)
Limited Partners, issued and
outstanding, 171,400 Units 2,155,527 2,017,419
--------- ---------
Total Partners' capital $2,060,001 $1,898,571
--------- ---------
$2,153,885 $1,970,061
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-32
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-F
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $1,900,007 $2,487,886 $2,313,259
Interest income 2,747 15,183 16,519
Gain on sale of oil
and gas properties 50,440 24,447 81,494
--------- --------- ---------
$1,953,194 $2,527,516 $2,411,272
COSTS AND EXPENSES:
Lease operating $ 304,156 $ 338,068 $ 258,353
Production tax 117,830 165,814 154,262
Depreciation, depletion,
and amortization of oil
and gas properties 201,371 292,165 213,567
General and administrative 213,218 208,687 204,310
--------- --------- ---------
$ 836,575 $1,004,734 $ 830,492
--------- --------- ---------
NET INCOME $1,116,619 $1,522,782 $1,580,780
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 129,511 $ 177,055 $ 175,647
========= ========= =========
LIMITED PARTNERS -
NET INCOME $ 987,108 $1,345,727 $1,405,133
========= ========= =========
NET INCOME per Unit $ 5.76 $ 7.85 $ 8.20
========= ========= =========
UNITS OUTSTANDING 171,400 171,400 171,400
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-33
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-F
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $2,451,559 ($112,893) $2,338,666
Net income 1,405,133 175,647 1,580,780
Cash distributions ( 1,283,000) ( 164,331) ( 1,447,331)
--------- ------- ---------
Balance, Dec. 31, 2000 $2,573,692 ($101,577) $2,472,115
Net income 1,345,727 177,055 1,522,782
Cash distributions ( 1,902,000) ( 194,326) ( 2,096,326)
--------- ------- ---------
Balance, Dec. 31, 2001 $2,017,419 ($118,848) $1,898,571
Net income 987,108 129,511 1,116,619
Cash distributions ( 849,000) ( 106,189) ( 955,189)
--------- ------- ---------
Balance, Dec. 31, 2002 $2,155,527 ($ 95,526) $2,060,001
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-34
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-F
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $1,116,619 $1,522,782 $1,580,780
Adjustments to reconcile
net income to
net cash provided by
operating activities:
Depreciation, depletion,
and amortization of oil
and gas properties 201,371 292,165 213,567
Gain on sale of oil
and gas properties ( 50,440) ( 24,447) ( 81,494)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 123,270) 211,110 ( 153,186)
(Increase) decrease in
deferred charge 1,414 ( 3,529) ( 293)
Increase (decrease) in
accounts payable 22,078 27,760 ( 5,367)
Increase (decrease) in gas
Imbalance payable ( 1,252) 514 2,231
Increase (decrease) in
accrued liability 1,568 1,534 ( 10,167)
--------- --------- ---------
Net cash provided by
operating activities $1,168,088 $2,027,889 $1,546,071
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 93,456) ($ 118,663) ($ 29,757)
Proceeds from sale of
oil and gas properties 55,052 24,684 92,073
--------- --------- ---------
Net cash provided (used) by
investing activities ($ 38,404) ($ 93,979) $ 62,316
--------- --------- ---------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($ 955,189) ($2,096,326) ($1,447,331)
--------- --------- ---------
Net cash used by financing
activities ($ 955,189) ($2,096,326) ($1,447,331)
--------- --------- ---------
F-35
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS $ 174,495 ($ 162,416) $ 161,056
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 278,738 441,154 280,098
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 453,233 $ 278,738 $ 441,154
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-36
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-G, an Oklahoma
limited partnership, and Geodyne Production Partnership II-G, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-37
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-G
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 959,481 $ 625,720
Accounts receivable:
Oil and gas sales 745,529 484,681
--------- ---------
Total current assets $1,705,010 $1,110,401
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 2,821,960 3,065,609
DEFERRED CHARGE 79,136 83,736
--------- ---------
$4,606,106 $4,259,746
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 153,893 $ 105,862
Gas imbalance payable 16,907 17,264
--------- ---------
Total current liabilities $ 170,800 $ 123,126
ACCRUED LIABILITY $ 31,075 $ 31,820
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 97,205) ($ 146,206)
Limited Partners, issued and
outstanding, 372,189 Units 4,501,436 4,251,006
--------- ---------
Total Partners' capital $4,404,231 $4,104,800
--------- ---------
$4,606,106 $4,259,746
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-38
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-G
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $4,023,806 $5,285,009 $4,915,575
Interest income 6,171 33,161 36,288
Gain on sale of oil
and gas properties 105,409 52,118 170,343
--------- --------- ---------
$4,135,386 $5,370,288 $5,122,206
COSTS AND EXPENSES:
Lease operating $ 649,734 $ 722,045 $ 554,889
Production tax 250,469 353,557 330,447
Depreciation, depletion,
and amortization of oil
and gas properties 431,655 627,519 457,355
General and administrative 436,126 429,209 440,954
--------- --------- ---------
$1,767,984 $2,132,330 $1,783,645
--------- --------- ---------
NET INCOME $2,367,402 $3,237,958 $3,338,561
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 274,972 $ 376,956 $ 371,389
========= ========= =========
LIMITED PARTNERS -
NET INCOME $2,092,430 $2,861,002 $2,967,172
========= ========= =========
NET INCOME per Unit $ 5.62 $ 7.69 $ 7.97
========= ========= =========
UNITS OUTSTANDING 372,189 372,189 372,189
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-39
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-G
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $5,317,832 ($266,026) $5,051,806
Net income 2,967,172 371,389 3,338,561
Cash distributions ( 2,781,000) ( 318,276) ( 3,099,276)
--------- ------- ---------
Balance, Dec. 31, 2000 $5,504,004 ($212,913) $5,291,091
Net income 2,861,002 376,956 3,237,958
Cash distributions ( 4,114,000) ( 310,249) ( 4,424,249)
--------- ------- ---------
Balance, Dec. 31, 2001 $4,251,006 ($146,206) $4,104,800
Net income 2,092,430 274,972 2,367,402
Cash distributions ( 1,842,000) ( 225,971) ( 2,067,971)
--------- ------- ---------
Balance, Dec. 31, 2002 $4,501,436 ($ 97,205) $4,404,231
========= ======= =========
The accompanying notes are an integral
part of these combined financial statements.
F-40
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-G
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $2,367,402 $3,237,958 $3,338,561
Adjustments to reconcile
net income to
net cash provided by
operating activities:
Depreciation, depletion,
and amortization of oil
and gas properties 431,655 627,519 457,355
Gain on sale of oil
and gas properties ( 105,409) ( 52,118) ( 170,343)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 260,848) 450,530 ( 329,275)
(Increase) decrease in
deferred charge 4,600 ( 7,063) 633
Increase (decrease) in
accounts payable 48,031 58,841 ( 11,856)
Increase (decrease) in gas
imbalance payable ( 357) 1,122 4,854
Increase (decrease) in
accrued liability ( 745) 548 ( 21,591)
--------- --------- ---------
Net cash provided by
operating activities $2,484,329 $4,317,337 $3,268,338
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 197,745) ($ 254,554) ($ 62,230)
Proceeds from sale of
oil and gas properties 115,148 52,882 193,656
--------- --------- ---------
Net cash provided (used) by
investing activities ($ 82,597) ($ 201,672) $ 131,426
--------- --------- ---------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($2,067,971) ($4,424,249) ($3,099,276)
--------- --------- ---------
Net cash used by financing
activities ($2,067,971) ($4,424,249) ($3,099,276)
--------- --------- ---------
F-41
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS $ 333,761 ($ 308,584) $ 300,488
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 625,720 934,304 633,816
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 959,481 $ 625,720 $ 934,304
========= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-42
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership II-H, an Oklahoma
limited partnership, and Geodyne Production Partnership II-H, an Oklahoma
general partnership, at December 31, 2002 and 2001, and the combined results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2002, in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Partnerships' management; our responsibility is to express
an opinion on these financial statements based on our audits. We conducted our
audits of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 14, 2003
F-43
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-H
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 224,669 $ 136,988
Accounts receivable:
Oil and gas sales 176,539 114,762
---------- ---------
Total current assets $ 401,208 $ 251,750
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 664,355 721,143
DEFERRED CHARGE 20,637 19,936
--------- ---------
$1,086,200 $ 992,829
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 37,271 $ 25,473
Gas imbalance payable 3,596 4,266
--------- ---------
Total current liabilities $ 40,867 $ 29,739
ACCRUED LIABILITY $ 8,079 $ 6,430
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 53,547) ($ 65,089)
Limited Partners, issued and
outstanding, 91,711 Units 1,090,801 1,021,749
--------- ---------
Total Partners' capital $1,037,254 $ 956,660
--------- ---------
$1,086,200 $ 992,829
========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-44
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-H
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
-------- ---------- ----------
REVENUES:
Oil and gas sales $954,336 $1,257,427 $1,162,286
Interest income 1,304 7,452 8,580
Gain on sale of
oil and gas properties 24,403 12,478 39,206
------- --------- ---------
$980,043 $1,277,357 $1,210,072
COSTS AND EXPENSES:
Lease operating $157,453 $ 175,850 $ 134,727
Production tax 59,851 84,768 79,227
Depreciation, depletion,
and amortization of oil
and gas properties 101,299 148,028 107,301
General and administrative 124,730 121,142 110,355
------- --------- ---------
$443,333 $ 529,788 $ 431,610
------- --------- ---------
NET INCOME $536,710 $ 747,569 $ 778,462
======= ========= =========
GENERAL PARTNER -
NET INCOME $ 62,658 $ 87,334 $ 56,035
======= ========= =========
LIMITED PARTNERS -
NET INCOME $474,052 $ 660,235 $ 722,427
======= ========= =========
NET INCOME per Unit $ 5.17 $ 7.20 $ 7.88
======= ========= =========
UNITS OUTSTANDING 91,711 91,711 91,711
======= ========= =========
The accompanying notes are an integral
part of these combined financial statements.
F-45
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-H
Combined Statements of Changes in Partners' Capital (Deficit)
For the Years Ended December 31, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ --------- ------------
Balance, Dec. 31, 1999 $1,254,087 ($66,614) $1,187,473
Net income 722,427 56,035 778,462
Cash distributions ( 665,000) ( 44,053) ( 709,053)
--------- ------ ---------
Balance, Dec. 31, 2000 $1,311,514 ($54,632) $1,256,882
Net income 660,235 87,334 747,569
Cash distributions ( 950,000) ( 97,791) ( 1,047,791)
--------- ------ ---------
Balance, Dec. 31, 2001 $1,021,749 ($65,089) $ 956,660
Net income 474,052 62,658 536,710
Cash distributions ( 405,000) ( 51,166) ( 456,116)
--------- ------ ---------
Balance, Dec. 31, 2002 $1,090,801 ($53,547) $1,037,254
========= ====== =========
The accompanying notes are an integral
part of these combined financial statements.
F-46
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP II-H
Combined Statements of Cash Flows
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ------------ ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $536,710 $ 747,569 $778,462
Adjustments to reconcile
net income to net
cash provided by operating
activities:
Depreciation, depletion,
and amortization of oil
and gas properties 101,299 148,028 107,301
Gain on sale of oil
and gas properties ( 24,403) ( 12,478) ( 39,206)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 61,777) 108,242 ( 79,128)
(Increase) decrease in
deferred charge ( 701) ( 2,148) 284
Increase (decrease) in
accounts payable 11,798 14,068 ( 3,099)
Increase (decease) in gas
imbalance payable ( 670) 273 1,204
Increase (decrease) in
accrued liability 1,649 423 ( 5,009)
------- --------- -------
Net cash provided by
operating activities $563,905 $1,003,977 $760,809
------- --------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 46,750) ($ 61,632) ($ 14,394)
Proceeds from sale of
oil and gas properties 26,642 12,783 45,271
------- --------- -------
Net cash provided (used) by
investing activities ($ 20,108) ($ 48,849) $ 30,877
------- --------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($456,116) ($1,047,791) ($709,053)
------- --------- -------
Net cash used by financing
activities ($456,116) ($1,047,791) ($709,053)
------- --------- -------
F-47
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS $ 87,681 ($ 92,663) $ 82,633
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 136,988 229,651 147,018
------- --------- -------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $224,669 $ 136,988 $229,651
======= ========= =======
The accompanying notes are an integral
part of these combined financial statements.
F-48
GEODYNE ENERGY INCOME PROGRAM II
Notes to Combined Financial Statements
For the Years Ended December 31, 2002, 2001, and 2000
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Nature of Operations
The Geodyne Energy Income Limited Partnerships (the "Partnerships") were
formed pursuant to a public offering of depositary units ("Units"). Upon
formation, investors became limited partners (the "Limited Partners") and held
Units issued by each Partnership. Geodyne Resources, Inc. is the general partner
of each Partnership. Each Partnership is a general partner in the related
Geodyne Production Partnership (the "Production Partnership") in which Geodyne
Resources, Inc. serves as the managing partner. Limited Partner capital
contributions were contributed to the related Production Partnerships for
investment in producing oil and gas properties. The Partnerships were activated
on the following dates with the following Limited Partner capital contributions.
Limited
Date of Partner Capital
Partnership Activation Contributions
----------- ------------------ ---------------
II-A July 22, 1987 $48,428,300
II-B October 14,1987 36,171,900
II-C January 14, 1988 15,462,100
II-D May 10, 1988 31,487,800
II-E September 27, 1988 22,882,100
II-F January 5, 1989 17,140,000
II-G April 10, 1989 37,218,900
II-H May 17, 1989 9,171,100
The Partnerships would have terminated on December 31, 2001 in accordance
with the partnership agreements for the Partnerships. However, such 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 first two-year extension
thereby extending their termination date to December 31, 2003. As of the date of
these financial statements, the General Partner has not determined whether to
extend the term of any Partnership. Accordingly, the financial statements have
not been presented on a liquidation basis because it is not probable that the
Partnerships will be terminated within the next year.
For purposes of these financial statements, the Partnerships and
Production Partnerships are collectively referred to as the "Partnerships" and
the general partner and managing partner are collectively referred to as the
"General Partner".
F-49
An affiliate of the General Partner owned the following Units at December
31, 2002:
Number of Percent of
Partnership Units Owned Outstanding Units
----------- ----------- -----------------
II-A 125,908 26.0%
II-B 89,057 24.6%
II-C 47,092 30.5%
II-D 82,264 26.1%
II-E 67,522 29.5%
II-F 42,454 24.8%
II-G 73,042 19.6%
II-H 26,382 28.8%
The Partnerships' sole business is the development and production of oil
and gas. Substantially all of the Partnerships' gas reserves are being sold
regionally on the "spot market." Due to the highly competitive nature of the
spot market, prices on the spot market are subject to wide seasonal and regional
pricing fluctuations. In addition, such spot market sales are generally
short-term in nature and are dependent upon obtaining transportation services
provided by pipelines. The Partnerships' oil is sold at or near the
Partnerships' wells under short-term purchase contracts at prevailing
arrangements which are customary in the oil industry. The prices received for
the Partnerships' oil and gas are subject to influences such as global
consumption and supply trends.
Allocation of Costs and Revenues
The combination of the allocation provisions in each Partnership's limited
partnership agreement and each Production Partnership's partnership agreement
(collectively, the "Partnership Agreement") results in allocations of costs and
income between the Limited Partners and General Partner as follows:
F-50
Before Payout(1) After Payout(1)
-------------------- --------------------
General Limited General Limited
Partner Partners Partner Partners
-------- -------- -------- --------
Costs(2)
- ------------------------
Sales commissions, pay-
ment for organization
and offering costs
and management fee 1% 99% - -
Property acquisition
costs 1% 99% 1% 99%
Identified development
drilling 1% 99% 1% 99%
Development drilling(3) 5% 95% 15% 85%
General and administra-
tive costs, direct
administrative costs
and operating costs(3) 5% 95% 15% 85%
Income(2)
- -----------------------
Temporary investments of
Limited Partners'
subscriptions 1% 99% 1% 99%
Income from oil and gas
production(3) 5% 95% 15% 85%
Gain on sale of produc-
ing properties(3) 5% 95% 15% 85%
All other income(3) 5% 95% 15% 85%
- ----------
(1) Payout occurs when total distributions to Limited Partners equal total
original Limited Partner subscriptions.
(2) The allocations in the table result generally from the combined effect of
the allocation provisions in the Partnership Agreements. For example, the
costs incurred in development drilling are allocated 95.9596% to the
limited partnership and 4.0404% to the managing partner. The 95.9596%
portion of these costs allocated to the limited partnership, when passed
through the limited partnership, is further allocated 99% to the limited
partners and 1% to the general partner. In this manner the Limited
Partners are allocated 95% of such costs and the General Partner is
allocated 5% of such costs.
(3) If at payout the Limited Partners have received distributions at an annual
rate less than 12% of their subscriptions, the percentage of income and
costs allocated to the general partner and managing partner will increase
to only 10% and the percentage allocated to the Limited Partners will
decrease to only 90%. Thereafter, if the
F-51
distribution to Limited Partners reaches an average annual rate of 12% the
allocation will change to 15% to the general partner and managing partner
and 85% to the Limited Partners.
All Partnerships have achieved payout. The II-D, II-E, and II-F
Partnerships achieved payout during the second, third, and first quarters of
1999, respectively. The II-A and II-G Partnerships achieved payout during the
first quarter of 2000, and the II-B and II-H Partnerships achieved payout during
the fourth quarter of 2000. After payout, operations and revenues for the
Partnerships have been and will be allocated using the 10% / 90% after payout
percentages as described in Footnote 3 to the table above.
Basis of Presentation
These financial statements reflect the combined accounts of each
Partnership after the elimination of all inter-partnership transactions and
balances.
Cash and Cash Equivalents
The Partnerships consider all highly liquid investments with a maturity of
three months or less when purchased to be cash equivalents. Cash equivalents are
not insured, which cause the Partnerships to be subject to risk.
Credit Risks
Accrued oil and gas sales which are due from a variety of oil and gas
purchasers subject the Partnerships to a concentration of credit risk. Some of
these purchasers are discussed in Note 3 - Major Customers.
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 Partners' property screening costs. The acquisition cost
to the Partnership of properties acquired by the General Partner is adjusted to
reflect the net
F-52
cash results of operations, including interest incurred to finance the
acquisition, for the period of time the properties are held by the General
Partner. Leasehold impairment for unproved properties is based upon an
individual property assessment and exploratory experience. Upon discovery of
commercial reserves, leasehold costs are transferred to producing properties.
Depletion of the cost 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 units-of-production method. The
Partnerships' calculation of depreciation, depletion, and amortization includes
estimated dismantlement and abandonment costs, net of estimated salvage values.
The depreciation, depletion, and amortization rates per equivalent barrel of oil
produced during the years ended December 31, 2002, 2001, and 2000, were as
follows:
Partnership 2002 2001 2000
----------- ----- ----- -----
II-A $1.30 $3.93 $3.22
II-B 1.56 1.39 4.63
II-C 1.25 1.62 4.24
II-D 1.13 2.50 2.42
II-E 1.55 2.95 2.88
II-F 1.95 2.69 2.03
II-G 1.98 2.73 2.04
II-H 1.95 2.71 2.02
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.
The Partnerships evaluate the recoverability of the carrying costs of
their proved oil and gas properties at the field level. If the unamortized costs
of oil and gas properties within a field exceed the expected undiscounted future
cash flows from such properties, the cost of the properties is written down to
fair value, which is determined by using the discounted future cash flows from
the properties. No impairment provisions were recorded by the Partnerships
during the three years ended December 31, 2002.
The risk that the Partnerships will be required to record impairment
provisions in the future increases as oil and gas prices decrease.
F-53
Deferred Charge
The Deferred Charge represents costs deferred for lease operating expenses
incurred in connection with the Partnerships' underproduced gas imbalance
positions. The rate used in calculating the deferred charge is the annual
average production costs per Mcf. At December 31, 2002 and 2001, cumulative
total gas sales volumes for underproduced wells were less than the Partnerships'
pro-rata share of total gas production from these wells by the following
amounts:
2002 2001
---------------------- ---------------------
Partnership Mcf Amount Mcf Amount
----------- ------- -------- ------- --------
II-A 574,382 $656,289 608,807 $695,623
II-B 218,771 245,511 198,106 214,754
II-C 181,115 130,077 179,375 128,827
II-D 464,455 358,699 479,622 370,412
II-E 327,726 209,297 323,326 206,554
II-F 65,183 36,774 66,840 38,188
II-G 140,943 79,136 146,900 83,736
II-H 35,497 20,637 34,185 19,936
Accrued Liability - Other
The Accrued Liability - Other at December 31, 2001 for the II-A
Partnership 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 December 31, 2002 was
due to a partial settlement of this judgment, which settlement was paid in June
2002.
Accrued Liability
The Accrued Liability represents charges accrued for lease operating
expenses incurred in connection with the Partnerships' overproduced gas
imbalance positions. The rate used in calculating the accrued liability is the
annual average production costs per Mcf. At December 31, 2002 and 2001,
cumulative total gas sales volumes for overproduced wells exceeded the
Partnerships' pro-rata share of total gas production from these wells by the
following amounts:
F-54
2002 2001
-------------------- -------------------
Partnership Mcf Amount Mcf Amount
----------- ------- -------- ------- --------
II-A 190,200 $217,322 212,959 $243,327
II-B 49,379 52,682 44,462 47,436
II-C 41,514 29,815 41,043 29,477
II-D 124,944 96,494 145,669 112,500
II-E 11,439 7,264 41,487 26,344
II-F 26,730 15,443 24,180 13,875
II-G 55,640 31,075 56,738 31,820
II-H 13,617 8,079 11,139 6,430
Oil and Gas Sales and Gas Imbalance Payable
The Partnerships' oil and condensate production is sold, title passed, and
revenue recognized at or near the Partnerships' wells under short-term purchase
contracts at prevailing prices in accordance with arrangements which are
customary in the oil industry. Sales of gas applicable to the Partnerships'
interest in producing oil and gas leases are recorded as revenue when the gas is
metered and title transferred pursuant to the gas sales contracts covering the
Partnerships' interest in gas reserves. During such times as a Partnership's
sales of gas exceed its pro rata ownership in a well, such sales are recorded as
revenues unless total sales from the well have exceeded the Partnership's share
of estimated total gas reserves underlying the property, at which time such
excess is recorded as a liability. The rates per Mcf used to calculate this
liability are based on the average gas prices received for the volumes at the
time the overproduction occurred. This also approximates the price for which the
Partnerships are currently settling this liability. At December 31, 2002 and
2001 total sales exceeded the Partnerships' share of estimated total gas
reserves as follows:
2002 2001
------------------- -------------------
Partnership Mcf Amount Mcf Amount
----------- ------ ------- ------ -------
II-A 63,512 $95,268 64,199 $96,299
II-B 31,768 47,652 32,040 48,060
II-C 17,789 26,684 19,917 29,876
II-D 28,245 42,368 36,732 55,098
II-E 28,962 43,443 18,690 28,035
II-F 4,467 6,701 5,302 7,953
II-G 11,271 16,907 11,509 17,264
II-H 2,397 3,596 2,844 4,266
F-55
These amounts were recorded as gas imbalance payables in accordance with the
sales method. These gas imbalance payables will be settled by either gas
production by the underproduced party in excess of current estimates of total
gas reserves for the well or by a negotiated or contractual payment to the
underproduced party.
The Partnerships have not entered into any hedging or derivative contracts
in connection with their production and sale of oil and gas.
General and Administrative Overhead
The General Partner and its affiliates are reimbursed for actual general
and administrative costs incurred and attributable to the conduct of the
business affairs and operations of the Partnerships.
Use of Estimates in Financial Statements
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. Further, the
deferred charge, the gas imbalance payable, and the accrued liability all
involve estimates which could materially differ from the actual amounts
ultimately realized or incurred in the near term. Oil and gas reserves (see Note
4) also involve significant estimates which could materially differ from the
actual amounts ultimately realized.
Income Taxes
Income or loss for income tax purposes is includable in the income tax
returns of the partners. Accordingly, no recognition has been given to income
taxes in these financial statements.
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.
F-56
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 estimates that adopting this statement
will result in an increase in capitalized cost of oil and gas properties, an
increase in net income for the cumulative effect of the change in accounting
principle, and the recognition of an asset retirement obligation in the
following amounts for each Partnership (unaudited):
Change in Increase in
Capitalized Net Income for
Cost of Oil the Change in Asset
and Gas Accounting Retirement
Partnership Properties Principle Obligation
- ----------- ------------ -------------- ----------
II-A $423,000 $137,000 $286,000
II-B 306,000 98,000 208,000
II-C 102,000 34,000 68,000
II-D 278,000 95,000 183,000
II-E 153,000 58,000 95,000
II-F 150,000 54,000 96,000
II-G 322,000 114,000 208,000
II-H 77,000 26,000 51,000
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 did not have a significant effect on the Partnerships'
financial condition or results of operations.
In November 2002, the FASB issued FASB Interpretation 45 (FIN 45)
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantee of Indebtedness of Others." FIN 45 requires that upon
issuance of a guarantee, the guarantor must recognize a liability for the fair
value of the obligation it assumes under that guarantee. The disclosure
requirements are effective for financial statements of both interim and annual
periods which end after December 15, 2002. The Partnerships are not guarantors
under any guarantees and thus this interpretation is not expected to have an
effect on their financial position or results of operations.
F-57
2. TRANSACTIONS WITH RELATED PARTIES
The Partnerships reimburse the General Partner for the general and
administrative overhead applicable to the Partnerships, based on an allocation
of actual costs incurred by the General Partner. When actual costs incurred
benefit other partnerships and affiliates, the allocation of costs is based on
the relationship of the Partnerships' reserves to the total reserves owned by
all partnerships and affiliates. The General Partner believes this allocation
method is reasonable. Although the actual costs incurred by the General Partner
and its affiliates have fluctuated during the three years presented, the amounts
charged to the Partnerships have not fluctuated due to expense limitations
imposed by the Partnership Agreements. The following is a summary of payments
made to the General Partner or its affiliates by the Partnerships for general
and administrative overhead costs for the years ended December 31, 2002, 2001,
and 2000:
Partnership 2002 2001 2000
----------- -------- -------- --------
II-A $509,772 $509,772 $509,772
II-B 380,760 380,760 380,760
II-C 162,756 162,756 162,756
II-D 331,452 331,452 331,452
II-E 240,864 240,864 240,864
II-F 180,420 180,420 180,420
II-G 391,776 391,776 391,776
II-H 96,540 96,540 96,540
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 these activities, together with
any compressor rentals, consulting, or other services provided. Such charges are
comparable to third party charges in the area where the wells are located and
are the same as charged to other working interest owners in the wells.
Payable to General Partner
The Payable to General Partner at December 31, 2001 for the II-D and II-E
Partnerships represents litigation costs and settlement of a previously
unrecorded liability. Such amounts were repaid during the first quarter of 2002.
Accounts Receivable - General Partner
The Accounts Receivable - General Partner at December 31, 2001 for the
II-A Partnership represents accrued proceeds from a
F-58
related party for the sale of certain oil and gas properties during December
2001. Such amount was received in January 2002.
3. MAJOR CUSTOMERS
The following table sets forth purchasers who individually accounted for
ten percent or more of each Partnership's combined oil and gas sales for the
years ended December 31, 2002, 2001 and 2000:
Partnership Purchaser Percentage
- ----------- ------------------------ ------------------------
2002 2001 2000
----- ----- -----
II-A El Paso Energy Marketing
Company ("El Paso") 27.7% 32.1% 27.8%
BP America Production Co. 14.2% - -
Duke Energy Field Services 10.9% - -
Amoco Production Company - 12.7% 17.2%
II-B El Paso 33.1% 40.0% 38.0%
Hallwood - - 11.5%
Amoco Production Company - - 10.4%
II-C El Paso 30.7% 38.3% 35.6%
II-D El Paso 21.6% 30.4% 28.6%
Whiting Petroleum Corp. 12.2%
Vintage Petroleum Inc. - 12.4% -
II-E El Paso 29.4% 45.8% 47.9%
II-F El Paso 17.6% 22.5% 20.7%
ONEOK Gas Marketing Co.
("ONEOK") - 10.5% -
II-G El Paso 17.5 22.4% 20.6%
ONEOK - 10.3% -
II-H El Paso 17.4% 22.3% 20.7%
ONEOK - 10.0% -
In the event of interruption of purchases by one or more of these
significant customers or the cessation or material change in availability of
open access transportation by the Partnerships' pipeline transporters, the
Partnerships may encounter difficulty in marketing their gas and in maintaining
historic sales levels. Alternative purchasers or transporters may not be readily
available.
F-59
4. SUPPLEMENTAL OIL AND GAS INFORMATION
The following supplemental information regarding the oil and gas
activities of the Partnerships is presented pursuant to the disclosure
requirements promulgated by the SEC.
Capitalized Costs
The capitalized costs and accumulated depreciation, depletion,
amortization, and valuation allowance at December 31, 2002 and 2001 were as
follows:
II-A Partnership
---------------
2002 2001
------------- -------------
Proved properties $29,571,336 $30,611,015
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 27,514,977) ( 28,406,443)
---------- ----------
Net oil and gas
Properties $ 2,056,359 $ 2,204,572
========== ==========
II-B Partnership
---------------
2002 2001
------------- -------------
Proved properties $20,700,114 $20,823,909
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 19,094,527) ( 19,002,392)
---------- ----------
Net oil and gas
Properties $ 1,605,587 $ 1,821,517
========== ==========
F-60
II-C Partnership
----------------
2002 2001
------------ ------------
Proved properties $ 8,861,801 $ 8,917,872
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 8,087,153) ( 8,061,206)
---------- ----------
Net oil and gas
Properties $ 774,648 $ 856,666
========== ==========
II-D Partnership
----------------
2002 2001
------------- -------------
Proved properties $14,412,771 $15,061,284
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 12,929,943) ( 13,499,590)
---------- ----------
Net oil and gas
Properties $ 1,482,828 $ 1,561,694
========== ==========
II-E Partnership
----------------
2002 2001
------------- -------------
Proved properties $13,109,702 $13,370,356
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 11,684,674) ( 11,979,059)
---------- ----------
Net oil and gas
Properties $ 1,425,028 $ 1,391,297
========== ==========
F-61
II-F Partnership
----------------
2002 2001
------------- -------------
Proved properties $10,615,042 $10,699,918
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 9,303,505) ( 9,275,854)
---------- ----------
Net oil and gas
Properties $ 1,311,537 $ 1,424,064
========== ==========
II-G Partnership
----------------
2002 2001
------------- -------------
Proved properties $22,694,289 $22,868,866
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 19,872,329) ( 19,803,257)
---------- ----------
Net oil and gas
Properties $ 2,821,960 $ 3,065,609
========== ==========
II-H Partnership
----------------
2002 2001
------------- -------------
Proved properties $ 5,463,297 $ 5,502,402
Less accumulated deprecia-
tion, depletion, amorti-
zation, and valuation
allowance ( 4,798,942) ( 4,781,259)
---------- ----------
Net oil and gas
Properties $ 664,355 $ 721,143
========== ==========
F-62
Costs Incurred
The Partnerships incurred no costs in connection with oil and gas
acquisition or exploration activities during 2002, 2001, and 2000. Costs
incurred by the Partnerships in connection with oil and gas property development
activities during 2002, 2001, and 2000, were as follows:
Partnership 2002 2001 2000
----------- -------- -------- -------
II-A $137,449 $149,585 $83,625
II-B 14,939 492,951 67,336
II-C 9,993 82,009 27,273
II-D 116,640 169,317 46,036
II-E 198,005 51,785 15,129
II-F 93,456 118,663 29,757
II-G 197,745 254,554 62,230
II-H 46,750 61,632 14,394
Quantities of Proved Oil and Gas Reserves - Unaudited
The following tables summarize changes in net quantities of the
Partnerships' proved reserves, all of which are located in the United States of
America, for the periods indicated. The proved reserves at December 31, 2002,
2001, and 2000, were estimated by petroleum engineers employed by affiliates of
the Partnerships. Certain reserve information was reviewed by Ryder Scott
Company, L.P., an independent petroleum engineering firm. The following
information includes certain gas balancing adjustments which cause the gas
volumes to differ from the reserve reports prepared by the General Partner and
reviewed by Ryder Scott.
F-63
II-A Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 730,031 7,047,401
Production ( 77,024) (1,003,723)
Sales of minerals in
place ( 14,216) ( 8,706)
Extensions and discoveries 12 16,357
Revision of previous
estimates ( 90,400) 656,452
------- ---------
Proved reserves, Dec. 31, 2000 548,403 6,707,781
Production ( 67,519) ( 774,153)
Sales of minerals in place - ( 60,382)
Extensions and discoveries 18,433 11,955
Revision of previous
estimates (125,788) ( 14,943)
------- ---------
Proved reserves, Dec. 31, 2001 373,529 5,870,258
Production ( 64,016) ( 821,485)
Sales of minerals in place ( 4,154) ( 109,339)
Extensions and discoveries 47,104 46,402
Revision of previous
estimates 165,389 831,714
------- ---------
Proved reserves, Dec. 31, 2002 517,852 5,817,550
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 548,403 6,707,781
======= =========
December 31, 2001 373,529 5,870,258
======= =========
December 31, 2002 517,852 5,817,550
======= =========
F-64
II-B Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 451,787 5,273,295
Production ( 52,155) ( 707,543)
Sales of minerals in
place ( 19,091) ( 6,778)
Extensions and discoveries 8 3,084
Revision of previous
estimates ( 18,716) 280,103
------- ---------
Proved reserves, Dec. 31, 2000 361,833 4,842,161
Production ( 49,375) ( 570,423)
Extensions and discoveries 58,881 18,379
Revision of previous
estimates ( 86,953) ( 7,061)
------- ---------
Proved reserves, Dec. 31, 2001 284,386 4,283,056
Production ( 40,616) ( 598,159)
Sales of minerals in place ( 3,132) -
Revision of previous
estimates 118,986 758,648
------- ---------
Proved reserves, Dec. 31, 2002 359,624 4,443,545
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 361,833 4,842,161
======= =========
December 31, 2001 284,386 4,283,056
======= =========
December 31, 2002 359,624 4,443,545
======= =========
F-65
II-C Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 187,281 3,606,449
Production ( 16,424) ( 398,166)
Sales of minerals in
place ( 28,896) ( 11,837)
Revision of previous
estimates ( 15,808) 194,596
------- ---------
Proved reserves, Dec. 31, 2000 126,153 3,391,042
Production ( 14,034) ( 302,093)
Extensions and discoveries 8,281 2,345
Revision of previous
estimates ( 24,922) 160,543
------- ---------
Proved reserves, Dec. 31, 2001 95,478 3,251,837
Production ( 14,351) ( 343,662)
Sales of minerals in place ( 596) ( 151,771)
Revision of previous
estimates 48,413 364,064
------- ---------
Proved reserves, Dec. 31, 2002 128,944 3,120,468
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 126,153 3,391,042
======= =========
December 31, 2001 95,478 3,251,837
======= =========
December 31, 2002 128,944 3,120,468
======= =========
F-66
II-D Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 537,111 8,486,921
Production ( 32,648) ( 836,567)
Sales of minerals in
place (269,014) ( 79,651)
Extensions and discoveries - 5,023
Revision of previous
estimates 18,288 688,616
------- ---------
Proved reserves, Dec. 31, 2000 253,737 8,264,342
Production ( 18,970) ( 712,930)
Sales of minerals in
place ( 28,595) -
Extensions and discoveries 5,656 1,961,987
Revision of previous
estimates ( 18,990) ( 121,541)
------- ---------
Proved reserves, Dec. 31, 2001 192,838 9,391,858
Production ( 31,350) ( 795,913)
Sales of minerals in
place ( 6,238) (1,773,652)
Extensions and discoveries 20,756 164,024
Revision of previous
estimates 10,718 962,656
------- ---------
Proved reserves, Dec. 31, 2002 186,724 7,948,973
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 253,737 8,264,342
======= =========
December 31, 2001 192,838 9,391,858
======= =========
December 31, 2002 186,724 7,948,973
======= =========
F-67
II-E Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 257,061 4,088,078
Production ( 23,708) ( 611,642)
Sales of minerals in
place ( 9,137) ( 2,995)
Extensions and discoveries 951 1,745
Revision of previous
estimates 4,556 579,536
------- ---------
Proved reserves, Dec. 31, 2000 229,723 4,054,722
Production ( 24,064) ( 490,127)
Sales of minerals in
place ( 17,957) ( 3,024)
Revision of previous
estimates ( 41,174) 82,011
------- ---------
Proved reserves, Dec. 31, 2001 146,528 3,643,582
Production ( 23,426) ( 488,328)
Sales of minerals in
place - ( 13,492)
Extensions and discoveries 2,949 120,748
Revision of previous
estimates 47,113 929,896
------- ---------
Proved reserves, Dec. 31, 2002 173,164 4,192,406
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 229,723 4,054,722
======= =========
December 31, 2001 146,528 3,643,582
======= =========
December 31, 2002 173,164 4,192,406
======= =========
F-68
II-F Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 288,716 3,215,124
Production ( 25,175) ( 480,967)
Sales of minerals in
place ( 6,269) ( 8,348)
Extensions and discoveries 4,355 198,944
Revision of previous
estimates 7,483 234,113
------- ---------
Proved reserves, Dec. 31, 2000 269,110 3,158,866
Production ( 30,965) ( 465,214)
Sales of minerals in
place ( 781) ( 1,865)
Extensions and discoveries 2,802 13,721
Revision of previous
estimates ( 21,641) 303,403
------- ---------
Proved reserves, Dec. 31, 2001 218,525 3,008,911
Production ( 27,894) ( 451,358)
Sales of minerals in
place - ( 33,002)
Extensions and discoveries 4,759 127,801
Revision of previous
estimates 34,884 309,929
------- ---------
Proved reserves, Dec. 31, 2002 230,274 2,962,281
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 269,110 3,158,866
======= =========
December 31, 2001 218,525 3,008,911
======= =========
December 31, 2002 230,274 2,962,281
======= =========
F-69
II-G Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 607,214 6,898,144
Production ( 52,807) (1,031,148)
Sales of minerals in
place ( 13,212) ( 19,115)
Extensions and discoveries 10,159 432,005
Revision of previous
estimates 13,702 499,559
------- ---------
Proved reserves, Dec. 31, 2000 565,056 6,779,445
Production ( 64,898) ( 992,099)
Sales of minerals in
place ( 1,657) ( 5,208)
Extensions and discoveries 5,979 31,001
Revision of previous
estimates ( 45,326) 626,857
------- ---------
Proved reserves, Dec. 31, 2001 459,154 6,439,996
Production ( 58,467) ( 959,663)
Sales of minerals in
place - ( 69,121)
Extensions and discoveries 16,826 273,003
Revision of previous
estimates 66,360 685,765
------- ---------
Proved reserves, Dec. 31, 2002 483,873 6,369,980
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 565,056 6,779,445
======= =========
December 31, 2001 459,154 6,439,996
======= =========
December 31, 2002 483,873 6,369,980
======= =========
F-70
II-H Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 142,155 1,673,358
Production ( 12,297) ( 245,490)
Sales of minerals in
place ( 3,113) ( 4,094)
Extensions and discoveries 2,120 106,209
Revision of previous
estimates 3,017 116,859
------- ---------
Proved reserves, Dec. 31, 2000 131,882 1,646,842
Production ( 15,054) ( 237,600)
Sales of minerals in
place ( 391) ( 1,779)
Extensions and discoveries 388 7,897
Revision of previous
estimates ( 9,535) 139,973
------- ---------
Proved reserves, Dec. 31, 2001 107,290 1,555,333
Production ( 13,577) ( 229,923)
Sales of minerals in
place - ( 15,921)
Extensions and discoveries 1,519 56,116
Revision of previous
estimates 17,853 188,329
------- ---------
Proved reserves, Dec. 31, 2002 113,085 1,553,934
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 131,882 1,646,842
======= =========
December 31, 2001 107,290 1,555,333
======= =========
December 31, 2002 113,085 1,553,934
======= =========
F-71
5. QUARTERLY FINANCIAL DATA (Unaudited)
Summarized unaudited quarterly financial data for 2002 and 2001 are as
follows:
II-A Partnership
----------------
2002
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $ 789,152 $1,173,966 $ 934,000 $1,083,198
Gross Profit (1) 325,518 834,634 619,024 684,532
Net Income 89,283 619,972 460,956 474,894
Limited Partners'
Net Income
Per Unit .15 1.14 .85 .87
2001
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- -----------
Total Revenues $1,701,369 $1,462,542 $1,060,672 $ 757,559
Gross Profit (1) 1,346,743 1,073,412 640,292 95,658
Net Income (Loss) 1,115,562 857,236 415,574 ( 555,195)
Limited Partners'
Net Income (Loss)
Per Unit 2.06 1.58 .76 ( 1.13)
- -----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization charges.
F-72
II-B Partnership
----------------
2002
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $ 581,081 $ 693,623 $653,379 $707,983
Gross Profit (1) 232,791 451,685 457,951 471,675
Net Income 51,494 287,730 344,740 290,082
Limited Partners'
Net Income
Per Unit .11 .70 .86 .70
2001
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $1,336,514 $1,109,643 $771,827 $479,247
Gross Profit (1) 1,109,236 859,733 493,274 181,527
Net Income 944,864 706,495 350,203 24,973
Limited Partners'
Net Income
Per Unit 2.34 1.75 .86 .05
- ----------------------
(1) Total revenues less oil and gas production expenses.
F-73
II-C Partnership
----------------
2002
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- ------------
Total Revenues $268,077 $338,202 $325,234 $474,418
Gross Profit (1) 124,101 244,733 238,388 366,641
Net Income 36,398 166,179 188,038 302,546
Limited Partners'
Net Income
Per Unit .19 .95 1.09 1.75
2001
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- ------------
Total Revenues $601,551 $523,962 $353,511 $194,675
Gross Profit (1) 485,332 425,448 254,529 72,531
Net Income 402,194 355,110 187,300 470
Limited Partners'
Net Income (Loss) 2.33 2.05 1.08 ( .01)
Per Unit
- ----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant increase in Fourth Quarter Net Income resulted from
the gain on sale of several properties.
F-74
II-D Partnership
----------------
2002
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(3)
----------- ----------- ----------- ------------
Total Revenues $ 538,200 $ 809,677 $787,921 $1,980,869
Gross Profit (1) 247,999 605,024 564,516 1,812,881
Net Income 83,003 442,237 458,518 1,691,929
Limited Partners'
Net Income
Per Unit .22 1.24 1.31 4.83
2001
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- ------------
Total Revenues $1,339,703 $1,132,406 $688,145 $ 564,362
Gross Profit (1) 1,083,674 841,186 378,913 223,753
Net Income (Loss) 930,947 709,460 242,992 ( 65,530)
Limited Partners'
Net Income (Loss) 2.65 2.02 .68 ( .24)
Per Unit
- ----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization charges.
(3) Significant increase in Fourth Quarter Net Income resulted from the gain on
sale of several properties.
F-75
II-E Partnership
----------------
2002
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $399,243 $494,187 $589,514 $493,877
Gross Profit (1) 242,077 363,404 461,502 381,570
Net Income 100,318 238,745 371,872 296,833
Limited Partners'
Net Income
Per Unit .37 .92 1.45 1.16
2001
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- -----------
Total Revenues $938,968 $762,473 $488,377 $449,222
Gross Profit (1) 763,378 595,607 320,663 140,701
Net Income (Loss) 638,079 481,211 208,439 ( 92,271)
Limited Partners'
Net Income (Loss) 2.49 1.88 .80 ( .43)
Per Unit
- ----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization charges.
F-76
II-F Partnership
----------------
2002
-------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $417,293 $476,813 $528,079 $531,009
Gross Profit (1) 275,744 383,219 423,224 449,021
Net Income 158,187 287,067 329,817 341,548
Limited Partners'
Net Income
Per Unit .80 1.49 1.71 1.76
2001
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- -----------
Total Revenues $825,777 $782,724 $504,675 $414,340
Gross Profit (1) 688,441 658,001 367,218 309,974
Net Income 572,885 549,055 264,316 136,526
Limited Partners'
Net Income 2.98 2.86 1.36 .65
Per Unit
- ----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization charges.
F-77
II-G Partnership
----------------
2002
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $ 883,474 $1,011,416 $1,117,354 $1,123,142
Gross Profit (1) 582,126 811,752 892,576 948,729
Net Income 343,653 609,560 694,566 719,623
Limited Partners'
Net Income
Per Unit .80 1.45 1.66 1.71
2001
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- -----------
Total Revenues $1,754,543 $1,667,262 $1,069,060 $ 879,423
Gross Profit (1) 1,461,563 1,399,769 776,907 656,447
Net Income 1,230,769 1,166,559 556,509 284,121
Limited Partners'
Net Income 2.95 2.79 1.32 .63
Per Unit
- ----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization charges.
F-78
II-H Partnership
----------------
2002
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
----------- ----------- ----------- -----------
Total Revenues $208,773 $239,133 $265,143 $266,994
Gross Profit (1) 136,605 191,298 210,700 224,136
Net Income 69,326 139,032 160,567 167,785
Limited Partners'
Net Income
Per Unit .65 1.35 1.55 1.62
2001
------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
----------- ----------- ----------- -----------
Total Revenues $417,812 $397,415 $253,545 208,585
Gross Profit (1) 347,453 332,733 182,307 154,246
Net Income 280,270 276,390 128,903 62,006
Limited Partners'
Net Income 2.73 2.68 1.24 .55
Per Unit
- ----------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization charges.
F-79
INDEX TO EXHIBITS
-----------------
Exh.
No. Exhibit
- --- -------
4.1 Agreement and Certificate of Limited Partnership dated July 22, 1987
for the Geodyne Energy Income Limited Partnership II-A, filed as
Exhibit 4.1 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.2 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-A, filed as Exhibit 4.2 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.3 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-A, filed as Exhibit 4.3 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.4 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-A, filed as Exhibit 4.4 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.5 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-A, filed as Exhibit 4.5 to Annual Report on Form 10-K405
for period ended December 31, 2001, filed with the SEC on February 26,
2002 and is hereby incorporated by reference.
4.6 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-A, filed as
Exhibit 4.6 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.7 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne
F-80
Energy Income Limited Partnership II-A, filed as Exhibit 4.7 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
4.8 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-A, filed as Exhibit 4.8 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.9 Agreement and Certificate of Limited Partnership dated October 14, 1987
for the Geodyne Energy Income Limited Partnership II-B, filed as
Exhibit 4.9 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.10 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-B, filed as Exhibit 4.10 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.11 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-B, filed as Exhibit 4.11 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.12 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-B, filed as Exhibit 4.12 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.13 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-B, filed as Exhibit 4.13 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.14 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-B, filed as
Exhibit 4.14 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
F-81
4.15 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-B, filed as Exhibit 4.15 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.16 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-B, filed as Exhibit 4.16 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.17 Agreement and Certificate of Limited Partnership dated January 13, 1988
for the Geodyne Energy Income Limited Partnership II-C, filed as
Exhibit 4.17 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.18 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-C, filed as Exhibit 4.18 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.19 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-C, filed as Exhibit 4.19 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.20 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-C, filed as Exhibit 4.20 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.21 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-C, filed as Exhibit 4.21 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.22 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-C, filed as
Exhibit 4.22 to Annual Report
F-82
on Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 26, 2002 and is hereby incorporated by reference.
4.23 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-C, filed as Exhibit 4.23 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.24 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-C, filed as Exhibit 4.24 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.25 Agreement and Certificate of Limited Partnership dated May 10, 1988 for
the Geodyne Energy Income Limited Partnership II-D, filed as Exhibit
4.25 to Annual Report on Form 10-K405 for period ended December 31,
2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.26 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-D, filed as Exhibit 4.26 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.27 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-D, filed as Exhibit 4.27 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.28 Third Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-D, filed as Exhibit 4.28 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.29 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-D, filed as Exhibit 4.29 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
F-83
4.30 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-D, filed as
Exhibit 4.30 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.31 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-D, filed as Exhibit 4.31 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.32 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-D, filed as Exhibit 4.32 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.33 Agreement and Certificate of Limited Partnership dated September 27,
1988 for the Geodyne Energy Income Limited Partnership II-E, filed as
Exhibit 4.33 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.34 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Agreement and Certificate of Limited
Partnership dated February 24, 1993 for the Geodyne Energy Income
Limited Partnership II-E, filed as Exhibit 4.34 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.35 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-E, filed as Exhibit 4.35 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.36 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-E, filed as Exhibit 4.36 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.37 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-E, filed as Exhibit 4.37 to Annual Report on Form 10-K405 for period
ended December
F-84
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.38 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-E, filed as Exhibit 4.38 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.39 Amended and Restated Certificate of Limited Partnership dated March 9,
1989 for the Geodyne Energy Income Limited Partnership II-E, filed as
Exhibit 4.39 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.40 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for the Geodyne Energy Income Limited
Partnership II-E, filed as Exhibit 4.40 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.41 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for the Geodyne Energy Income
Limited Partnership II-E, filed as Exhibit 4.41 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.42 Agreement and Certificate of Limited Partnership dated January 5, 1989
for the Geodyne Energy Income Limited Partnership II-F, filed as
Exhibit 4.42 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.42a Certificate of Limited Partnership dated January 5, 1989, for the
Geodyne Energy Income Limited Partnership II-F, filed as Exhibit 4.42a
to Annual Report on Form 10-K405 for period ended December 31, 2001,
filed with the SEC on February 26, 2002 and is hereby incorporated by
reference.
4.43 First Amendment to Certificate of Limited Partnership and First
Amendment to Agreement and Certificate of Limited Partnership dated
February 24, 1993 for the Geodyne Energy Income Limited Partnership
II-F, filed as Exhibit 4.43 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.44 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy
F-85
Income Limited Partnership II-F, filed as Exhibit 4.44 to Annual Report
on Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 26, 2002 and is hereby incorporated by reference.
4.45 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-F, filed as Exhibit 4.45 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.46 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-F, filed as Exhibit 4.46 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.47 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-F, filed as Exhibit 4.48 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.48 Second Amendment to Certificate of Limited Partnership dated July 1,
1996, for the Geodyne Energy Income Limited Partnership II-F, filed as
Exhibit 4.48 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.49 Third Amendment to Certificate of Limited Partnership dated November
14, 2001, for the Geodyne Energy Income Limited Partnership II-F, filed
as Exhibit 4.49 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.50 Agreement and Certificate of Limited Partnership dated April 10, 1989
for the Geodyne Energy Income Limited Partnership II-G, filed as
Exhibit 4.50 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.51 Certificate of Limited Partnership dated April 10, 1989, for the
Geodyne Energy Income Limited Partnership II-G, filed as Exhibit 4.51
to Annual Report on Form 10-K405 for period ended December 31, 2001,
filed with the SEC on February 26, 2002 and is hereby incorporated by
reference.
F-86
4.52 First Amendment to Certificate of Limited Partnership and First
Amendment to Agreement and Certificate of Limited Partnership dated
February 24, 1993 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.52 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.53 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.53 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.54 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.54 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.55 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-G, filed as Exhibit 4.55 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.56 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-G, filed as Exhibit 4.56 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.57 Second Amendment to Certificate of Limited Partnership dated July 1,
1996, for the Geodyne Energy Income Limited Partnership II-G, filed as
Exhibit 4.57 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.58 Third Amendment to Certificate of Limited Partnership dated November
14, 2001, for the Geodyne Energy Income Limited Partnership II-G, filed
as Exhibit 4.58 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.59 Agreement and Certificate of Limited Partnership dated May 17, 1989 for
the Geodyne Energy Income Limited Partnership II-H, filed as Exhibit
4.59 to Annual Report on Form 10-K405 for period ended December 31,
2001, filed with the
F-87
SEC on February 26, 2002 and is hereby incorporated by reference.
4.60 Certificate of Limited Partnership dated May 17, 1989, for the Geodyne
Energy Income Limited Partnership II-H, filed as Exhibit 4.60 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
4.61 First Amendment to Certificate of Limited Partnership and First
Amendment to Agreement and Certificate of Limited Partnership dated
February 25, 1993 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.61 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.62 Second Amendment to Agreement and Certificate of Limited Partnership
dated August 4, 1993 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.62 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.63 Third Amendment to Agreement and Certificate of Limited Partnership
dated August 31, 1995 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.63 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.64 Fourth Amendment to Agreement and Certificate of Limited Partnership
dated July 1, 1996 for the Geodyne Energy Income Limited Partnership
II-H, filed as Exhibit 4.64 to Annual Report on Form 10-K405 for period
ended December 31, 2001, filed with the SEC on February 26, 2002 and is
hereby incorporated by reference.
4.65 Fifth Amendment to Agreement and Certificate of Limited Partnership
dated November 14, 2001 for the Geodyne Energy Income Limited
Partnership II-H, filed as Exhibit 4.65 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
4.66 Second Amendment to Certificate of Limited Partnership dated July 1,
1996, for the Geodyne Energy Income Limited Partnership II-H, filed as
Exhibit 4.66 to Annual Report on Form 10-K405 for period ended December
31, 2001, filed with the SEC on February 26, 2002 and is hereby
incorporated by reference.
4.67 Third Amendment to Certificate of Limited Partnership dated November
14, 2001, for the Geodyne Energy Income
F-88
Limited Partnership II-H, filed as Exhibit 4.67 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.1 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-A, filed as Exhibit 10.1 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.2 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-A, filed as Exhibit 10.2 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.3 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-A, filed as Exhibit 10.3 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.4 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-A, filed as Exhibit 10.4 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.5 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-B, filed as Exhibit 10.5 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.6 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-B, filed as Exhibit 10.6 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.7 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-B, filed as Exhibit 10.7 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.8 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-B, filed as Exhibit 10.8 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
F-89
10.9 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-C, filed as Exhibit 10.9 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.10 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-C, filed as Exhibit 10.10 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.11 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-C, filed as Exhibit 10.11 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.12 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-C, filed as Exhibit 10.12 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.13 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-D, filed as Exhibit 10.13 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.14 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-D, filed as Exhibit 10.14 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.15 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-D, filed as Exhibit 10.15 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.16 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-D, filed as Exhibit 10.16 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.17 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-E, filed as Exhibit 10.17 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
F-90
10.18 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-E, filed as Exhibit 10.18 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.19 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-E, filed as Exhibit 10.19 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.20 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-E, filed as Exhibit 10.20 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.21 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-F, filed as Exhibit 10.21 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.22 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-F, filed as Exhibit 10.22 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.23 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-F, filed as Exhibit 10.23 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.24 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-F, filed as Exhibit 10.24 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.25 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-G, filed as Exhibit 10.25 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.26 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-G, filed as Exhibit 10.26 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
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10.27 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-G, filed as Exhibit 10.27 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.28 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-G, filed as Exhibit 10.28 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.29 Agreement of Partnership dated July 22, 1987 for the Geodyne Production
Partnership II-H, filed as Exhibit 10.29 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 26, 2002 and is hereby incorporated by reference.
10.30 First Amendment to Agreement of Partnership dated February 26, 1993 for
the Geodyne Production Partnership II-H, filed as Exhibit 10.30 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
10.31 Second Amendment to Agreement of Partnership dated July 1, 1996 for the
Geodyne Production Partnership II-H, filed as Exhibit 10.31 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed with
the SEC on February 26, 2002 and is hereby incorporated by reference.
10.32 Third Amendment to Agreement of Partnership dated November 14, 2001 for
the Geodyne Production Partnership II-H, filed as Exhibit 10.32 to
Annual Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 26, 2002 and is hereby incorporated by
reference.
*23.1 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-A.
*23.2 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-B.
*23.3 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-C.
*23.4 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-D.
*23.5 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-E.
*23.6 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-F.
F-92
*23.7 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-G.
*23.8 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited
Partnership II-H.
*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 II-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 II-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 II-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 II-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 II-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 II-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 II-G.
*99.8 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 II-H.
All other Exhibits are omitted as inapplicable.
----------
*Filed herewith.
F-93