SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 2003
Commission File Number:
II-A: 0-16388 II-D: 0-16980 II-G: 0-17802
II-B: 0-16405 II-E: 0-17320 II-H: 0-18305
II-C: 0-16981 II-F: 0-17799
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
---------------------------------------------------------
(Exact name of Registrant as specified in its Articles)
II-A 73-1295505
II-B 73-1303341
II-C 73-1308986
II-D 73-1329761
II-E 73-1324751
II-F 73-1330632
II-G 73-1336572
Oklahoma II-H 73-1342476
- ---------------------------- -------------------------------
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or Number)
organization)
Two West Second Street, Tulsa, Oklahoma 74103
------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(918) 583-1791
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
------ ------
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
Yes No X
------ ------
-1-
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE PRODUCTION PARTNERSHIP II-A
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 912,021 $ 794,035
Accounts receivable:
Oil and gas sales 1,008,547 658,499
---------- ----------
Total current assets $1,920,568 $1,452,534
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 2,317,243 2,056,359
DEFERRED CHARGE 656,289 656,289
---------- ----------
$4,894,100 $4,165,182
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 192,919 $ 256,595
Accrued liability - other (Note 1) 26,672 26,672
Gas imbalance payable 95,268 95,268
---------- ----------
Total current liabilities $ 314,859 $ 378,535
LONG-TERM LIABILITIES:
Accrued liability $ 217,322 $ 217,322
Asset retirement obligation
(Note 1) 289,040 -
---------- ----------
Total long-term liabilities $ 506,362 $ 217,322
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 205,247) ($ 241,784)
Limited Partners, issued and
outstanding, 484,283 units 4,278,126 3,811,109
---------- ----------
Total Partners' capital $4,072,879 $3,569,325
---------- ----------
$4,894,100 $4,165,182
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-2-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE PRODUCTION PARTNERSHIP II-A
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- --------
REVENUES:
Oil and gas sales $1,475,057 $787,656
Interest income 1,445 1,496
---------- --------
$1,476,502 $789,152
COSTS AND EXPENSES:
Lease operating $ 275,970 $421,724
Production tax 97,535 41,910
Depreciation, depletion, and
amortization of oil and gas
properties 58,504 81,133
General and administrative
(Note 2) 145,218 155,102
---------- --------
$ 577,227 $699,869
---------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $ 899,275 $ 89,283
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 5,849 -
---------- --------
NET INCOME $ 905,124 $ 89,283
========== ========
GENERAL PARTNER - NET INCOME $ 95,107 $ 16,081
========== ========
LIMITED PARTNERS - NET INCOME $ 810,017 $ 73,202
========== ========
NET INCOME per unit $ 1.67 $ .15
========== ========
UNITS OUTSTANDING 484,283 484,283
========== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-3-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE PRODUCTION PARTNERSHIP II-A
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $905,124 $ 89,283
Adjustments to reconcile net
income to net cash provided
by operating activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 5,849) -
Depreciation, depletion, and
amortization of oil and gas
properties 58,504 81,133
Increase in accounts receivable -
oil and gas sales ( 350,048) ( 50,127)
Increase (decrease) in accounts
payable ( 63,676) 105,268
Increase in accounts payable -
other - 24,750
Decrease in accrued liability -
other - ( 47,128)
-------- --------
Net cash provided by operating
activities $544,055 $203,179
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 27,898) ($ 2,663)
Proceeds from sale of oil and
gas properties 3,399 133,954
-------- --------
Net cash provided (used) by investing
activities ($ 24,499) $131,291
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($401,570) ($332,865)
-------- --------
Net cash used by financing activities ($401,570) ($332,865)
-------- --------
NET INCREASE IN CASH AND CASH
EQUIVALENTS $117,986 $ 1,605
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 794,035 414,467
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $912,021 $416,072
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-4-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE PRODUCTION PARTNERSHIP II-B
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 646,900 $ 478,067
Accounts receivable:
Oil and gas sales 691,091 481,002
---------- ----------
Total current assets $1,337,991 $ 959,069
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,777,347 1,605,587
DEFERRED CHARGE 245,511 245,511
---------- ----------
$3,360,849 $2,810,167
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 111,203 $ 147,990
Gas imbalance payable 47,652 47,652
---------- ----------
Total current liabilities $ 158,855 $ 195,642
LONG-TERM LIABILITIES:
Accrued liability $ 52,682 $ 52,682
Asset retirement obligation
(Note 1) 210,315 -
---------- ----------
Total long-term liabilities $ 262,997 $ 52,682
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 240,179) ($ 264,786)
Limited Partners, issued and
outstanding, 361,719 units 3,179,176 2,826,629
---------- ----------
Total Partners' capital $2,938,997 $2,561,843
---------- ----------
$3,360,849 $2,810,167
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-5-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE PRODUCTION PARTNERSHIP II-B
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
------------ --------
REVENUES:
Oil and gas sales $1,023,483 $580,345
Interest income 926 736
---------- --------
$1,024,409 $581,081
COSTS AND EXPENSES:
Lease operating $ 168,761 $316,680
Production tax 75,065 31,610
Depreciation, depletion, and
amortization of oil and gas
properties 39,712 62,361
General and administrative
(Note 2) 111,177 118,936
---------- --------
$ 394,715 $529,587
---------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $ 629,694 $ 51,494
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 4,347 -
---------- --------
NET INCOME $ 634,041 $ 51,494
========== ========
GENERAL PARTNER - NET INCOME $ 66,494 $ 10,688
========== ========
LIMITED PARTNERS - NET INCOME $ 567,547 $ 40,806
========== ========
NET INCOME per unit $ 1.57 $ .11
========== ========
UNITS OUTSTANDING 361,719 361,719
========== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-6-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE PRODUCTION PARTNERSHIP II-B
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $634,041 $ 51,494
Adjustments to reconcile net
income to net cash provided
by operating activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 4,347) -
Depreciation, depletion, and
amortization of oil and gas
properties 39,712 62,361
Increase in accounts receivable -
oil and gas sales ( 210,089) ( 11,775)
Increase (decrease) in accounts
payable ( 36,787) 86,700
-------- --------
Net cash provided by operating
activities $422,530 $188,780
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures $ - ($ 38)
Proceeds from sale of oil and gas
properties 3,190 5,203
-------- --------
Net cash provided by investing
activities $ 3,190 $ 5,165
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($256,887) ($220,258)
-------- --------
Net cash used by financing activities ($256,887) ($220,258)
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS $168,833 ($ 26,313)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 478,067 262,153
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $646,900 $235,840
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-7-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE PRODUCTION PARTNERSHIP II-C
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 340,565 $ 250,767
Accounts receivable:
Oil and gas sales 350,672 236,341
---------- ----------
Total current assets $ 691,237 $ 487,108
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 818,632 774,648
DEFERRED CHARGE 130,077 130,077
---------- ----------
$1,639,946 $1,391,833
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 56,548 $ 63,712
Gas imbalance payable 26,684 26,684
---------- ----------
Total current liabilities $ 83,232 $ 90,396
LONG-TERM LIABILITIES:
Accrued Liability $ 29,815 $ 29,815
Asset retirement obligation
(Note 1) 69,077 -
---------- ----------
Total long-term liabilities $ 98,892 $ 29,815
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 97,909) ($ 98,831)
Limited Partners, issued and
outstanding, 154,621 units 1,555,731 1,370,453
---------- ----------
Total Partners' capital $1,457,822 $1,271,622
---------- ----------
$1,639,946 $1,391,833
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-8-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE PRODUCTION PARTNERSHIP II-C
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- --------
REVENUES:
Oil and gas sales $523,234 $267,773
Interest income 477 304
-------- --------
$523,711 $268,077
COSTS AND EXPENSES:
Lease operating $ 76,543 $127,454
Production tax 40,340 16,522
Depreciation, depletion, and
amortization of oil and gas
properties 23,927 29,853
General and administrative
(Note 2) 53,667 57,850
-------- --------
$194,477 $231,679
-------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $329,234 $ 36,398
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 74 -
-------- --------
NET INCOME $329,308 $ 36,398
======== ========
GENERAL PARTNER - NET INCOME $ 35,030 $ 6,296
======== ========
LIMITED PARTNERS - NET INCOME $294,278 $ 30,102
======== ========
NET INCOME per unit $ 1.90 $ .19
======== ========
UNITS OUTSTANDING 154,621 154,621
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-9-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE PRODUCTION PARTNERSHIP II-C
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $329,308 $ 36,398
Adjustments to reconcile net
income to net cash provided
by operating activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 74) -
Depreciation, depletion, and
amortization of oil and gas
properties 23,927 29,853
Increase in accounts receivable -
oil and gas sales ( 114,331) ( 9,308)
Increase (decrease) in accounts
payable ( 7,164) 35,524
-------- --------
Net cash provided by operating
activities $231,666 $ 92,467
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 107) ($ 864)
Proceeds from sale of oil and
gas properties 1,347 -
-------- --------
Net cash provided (used) by investing
activities $ 1,240 ($ 864)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($143,108) ($ 88,985)
-------- --------
Net cash used by financing
activities ($143,108) ($ 88,985)
-------- --------
NET INCREASE IN CASH AND CASH
EQUIVALENTS $ 89,798 $ 2,618
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 250,767 115,201
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $340,565 $117,819
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-10-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 609,403 $ 561,177
Accounts receivable:
Oil and gas sales 746,093 512,579
---------- ----------
Total current assets $1,355,496 $1,073,756
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,587,596 1,482,828
DEFERRED CHARGE 358,699 358,699
---------- ----------
$3,301,791 $2,915,283
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 105,311 $ 156,725
Gas imbalance payable 42,368 42,368
---------- ----------
Total current liabilities $ 147,679 $ 199,093
LONG-TERM LIABILITIES:
Accrued liability $ 96,494 $ 96,494
Asset retirement obligation
(Note 1) 184,632 -
---------- ----------
Total long-term liabilities $ 281,126 $ 96,494
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 174,038) ($ 76,044)
Limited Partners, issued and
outstanding, 314,878 units 3,047,024 2,695,740
---------- ----------
Total Partners' capital $2,872,986 $2,619,696
---------- ----------
$3,301,791 $2,915,283
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-11-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
------------ --------
REVENUES:
Oil and gas sales $1,042,708 $537,576
Interest income 852 624
---------- --------
$1,043,560 $538,200
COSTS AND EXPENSES:
Lease operating $ 161,695 $259,323
Production tax 70,261 30,878
Depreciation, depletion, and
amortization of oil and gas
properties 81,382 59,870
General and administrative
(Note 2) 98,173 105,126
---------- --------
$ 411,511 $455,197
---------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $ 632,049 $ 83,003
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 2,344) -
---------- --------
NET INCOME $ 629,705 $ 83,003
========== ========
GENERAL PARTNER - NET INCOME $ 70,421 $ 13,626
========== ========
LIMITED PARTNERS - NET INCOME $ 559,284 $ 69,377
========== ========
NET INCOME per unit $ 1.78 $ .22
========== ========
UNITS OUTSTANDING 314,878 314,878
========== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-12-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE PRODUCTION PARTNERSHIP II-D
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $629,705 $ 83,003
Adjustments to reconcile net
income to net cash provided
by operating activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 2,344 -
Depreciation, depletion, and
amortization of oil and gas
properties 81,382 59,870
(Increase) decrease in accounts
receivable - oil and gas sales ( 233,514) 361
Increase (decrease) in accounts
payable ( 51,414) 70,601
Decrease in payable to General
Partner - ( 65,905)
-------- --------
Net cash provided by operating
activities $428,503 $147,930
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 3,862) ($ 21,004)
Proceeds from sale of oil and gas
properties - 1,054
-------- --------
Net cash used by investing activities ($ 3,862) ($ 19,950)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($376,415) ($ 94,572)
-------- --------
Net cash used by financing activities ($376,415) ($ 94,572)
-------- --------
NET INCREASE IN CASH AND CASH
EQUIVALENTS $ 48,226 $ 33,408
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 561,177 170,516
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $609,403 $203,924
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-13-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 445,577 $ 388,042
Accounts receivable:
Oil and gas sales 520,205 362,987
---------- ----------
Total current assets $ 965,782 $ 751,029
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,492,231 1,425,028
DEFERRED CHARGE 209,297 209,297
---------- ----------
$2,667,310 $2,385,354
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 76,907 $ 85,744
Gas imbalance payable 43,443 43,443
---------- ----------
Total current liabilities $ 120,350 $ 129,187
LONG-TERM LIABILITIES:
Accrued liability $ 7,264 $ 7,264
Asset retirement obligation
(Note 1) 96,086 -
---------- ----------
Total long-term liabilities $ 103,350 $ 7,264
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 113,970) ($ 131,864)
Limited Partners, issued and
outstanding, 228,821 units 2,557,580 2,380,767
---------- ----------
Total Partners' capital $2,443,610 $2,248,903
---------- ----------
$2,667,310 $2,385,354
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-14-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- --------
REVENUES:
Oil and gas sales $752,681 $398,495
Interest income 712 748
-------- --------
$753,393 $399,243
COSTS AND EXPENSES:
Lease operating $140,041 $126,807
Production tax 48,202 30,359
Depreciation, depletion, and
amortization of oil and gas
properties 35,461 60,767
General and administrative
(Note 2) 74,273 80,992
-------- --------
$297,977 $298,925
-------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $455,416 $100,318
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 3,090 -
-------- --------
NET INCOME $458,506 $100,318
======== ========
GENERAL PARTNER - NET INCOME $ 48,693 $ 15,426
======== ========
LIMITED PARTNERS - NET INCOME $409,813 $ 84,892
======== ========
NET INCOME per unit $ 1.79 $ .37
======== ========
UNITS OUTSTANDING 228,821 228,821
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-15-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE PRODUCTION PARTNERSHIP II-E
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $458,506 $100,318
Adjustments to reconcile net income
to net cash provided by operating
activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 3,090) -
Depreciation, depletion, and
amortization of oil and gas
properties 35,461 60,767
(Increase) decrease in accounts
receivable - oil and gas sales ( 157,218) 7,713
Increase (decrease) in accounts
payable ( 8,837) 78,080
Decrease in payable to General
Partner - ( 115,045)
-------- --------
Net cash provided by operating
activities $324,822 $131,833
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 3,590) ($ 85,754)
Proceeds from the sale of oil and
gas properties 102 -
-------- --------
Net cash used by investing activities ($ 3,488) ($ 85,754)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($263,799) ($166,105)
-------- --------
Net cash used by financing activities ($263,799) ($166,105)
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS $ 57,535 ($120,026)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 388,042 242,032
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $445,577 $122,006
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-16-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 445,315 $ 453,233
Accounts receivable:
Oil and gas sales 504,007 352,341
---------- ----------
Total current assets $ 949,322 $ 805,574
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 1,384,196 1,311,537
DEFERRED CHARGE 36,774 36,774
---------- ----------
$2,370,292 $2,153,885
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 67,779 $ 71,740
Gas imbalance payable 6,701 6,701
---------- ----------
Total current liabilities $ 74,480 $ 78,441
LONG-TERM LIABILITIES:
Accrued liability $ 15,443 $ 15,443
Asset retirement obligation
(Note 1) 97,319 -
---------- ----------
Total long-term liabilities $ 112,762 $ 15,443
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 78,254) ($ 95,526)
Limited Partners, issued and
outstanding, 171,400 units 2,261,304 2,155,527
---------- ----------
Total Partners' capital $2,183,050 $2,060,001
---------- ----------
$2,370,292 $2,153,885
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-17-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
-------- --------
REVENUES:
Oil and gas sales $740,717 $416,558
Interest income 769 735
-------- --------
$741,486 $417,293
COSTS AND EXPENSES:
Lease operating $123,347 $114,106
Production tax 46,614 27,443
Depreciation, depletion, and
amortization of oil and gas
properties 42,288 53,503
General and administrative
(Note 2) 58,551 64,054
-------- --------
$270,800 $259,106
-------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $470,686 $158,187
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 4,938 -
-------- --------
NET INCOME $475,624 $158,187
======== ========
GENERAL PARTNER - NET INCOME $ 50,847 $ 20,560
======== ========
LIMITED PARTNERS - NET INCOME $424,777 $137,627
======== ========
NET INCOME per unit $ 2.48 $ .80
======== ========
UNITS OUTSTANDING 171,400 171,400
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-18-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE PRODUCTION PARTNERSHIP II-F
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $475,624 $158,187
Adjustments to reconcile net income
to net cash provided by operating
activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 4,938) -
Depreciation, depletion, and
amortization of oil and gas
properties 42,288 53,503
Increase in accounts receivable -
oil and gas sales ( 151,666) ( 15,224)
Increase (decrease) in accounts
payable ( 3,961) 11,632
-------- --------
Net cash provided by operating
activities $357,347 $208,098
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 13,697) ($ 21,511)
Proceeds from sale of oil and
gas properties 1,007 -
-------- --------
Net cash used by investing
activities ($ 12,690) ($ 21,511)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($352,575) ($280,249)
-------- --------
Net cash used by financing
activities ($352,575) ($280,249)
-------- --------
NET DECREASE IN CASH AND CASH
EQUIVALENTS ($ 7,918) ($ 93,662)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 453,233 278,738
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $445,315 $185,076
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-19-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
---------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 943,514 $ 959,481
Accounts receivable:
Oil and gas sales 1,067,565 745,529
---------- ----------
Total current assets $2,011,079 $1,705,010
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 2,978,287 2,821,960
DEFERRED CHARGE 79,136 79,136
---------- ----------
$5,068,502 $4,606,106
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 135,424 $ 153,893
Gas imbalance payable 16,907 16,907
---------- ----------
Total current liabilities $ 152,331 $ 170,800
LONG-TERM LIABILITIES:
Accrued liability $ 31,075 $ 31,075
Asset retirement obligation
(Note 1) 209,842 -
---------- ----------
Total long-term liabilities $ 240,917 $ 31,075
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 59,505) ($ 97,205)
Limited Partners, issued and
outstanding, 372,189 units 4,734,759 4,501,436
---------- ----------
Total Partners' capital $4,675,254 $4,404,231
---------- ----------
$5,068,502 $4,606,106
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-20-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
------------ --------
REVENUES:
Oil and gas sales $1,568,853 $881,703
Interest income 1,649 1,771
---------- --------
$1,570,502 $883,474
COSTS AND EXPENSES:
Lease operating $ 262,449 $243,119
Production tax 99,041 58,229
Depreciation, depletion, and
amortization of oil and gas
properties 90,117 115,185
General and administrative
(Note 2) 114,313 123,288
---------- --------
$ 565,920 $539,821
---------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $1,004,582 $343,653
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 10,247 -
---------- --------
NET INCOME $1,014,829 $343,653
========== ========
GENERAL PARTNER - NET INCOME $ 108,506 $ 44,555
========== ========
LIMITED PARTNERS - NET INCOME $ 906,323 $299,098
========== ========
NET INCOME per unit $ 2.44 $ .80
========== ========
UNITS OUTSTANDING 372,189 372,189
========== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-21-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE PRODUCTION PARTNERSHIP II-G
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
------------ ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $1,014,829 $343,653
Adjustments to reconcile net income
to net cash provided by operating
activities:
Cumulative effect of changes in
accounting for asset retirement
obligations (Note 1) ( 10,247) -
Depreciation, depletion, and
amortization of oil and gas
properties 90,117 115,185
Increase in accounts receivable -
oil and gas sales ( 322,036) ( 31,662)
Increase (decrease) in accounts
payable ( 18,469) 25,356
---------- --------
Net cash provided by operating
activities $ 754,194 $452,532
---------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 28,646) ($ 44,963)
Proceeds from sale of oil and
gas properties 2,291 -
---------- --------
Net cash used by investing
Activities ($ 26,355) ($ 44,963)
---------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($ 743,806) ($631,071)
---------- --------
Net cash used by financing
activities ($ 743,806) ($631,071)
---------- --------
NET DECREASE IN CASH AND CASH
EQUIVALENTS ($ 15,967) ($223,502)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 959,481 625,720
---------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $ 943,514 $402,218
========== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-22-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
2003 2002
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 219,174 $ 224,669
Accounts receivable:
Oil and gas sales 252,758 176,539
---------- ----------
Total current assets $ 471,932 $ 401,208
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 703,228 664,355
DEFERRED CHARGE 20,637 20,637
---------- ----------
$1,195,797 $1,086,200
========== ==========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
CURRENT LIABILITIES:
Accounts payable $ 38,518 $ 37,271
Gas imbalance payable 3,596 3,596
---------- ----------
Total current liabilities $ 42,114 $ 40,867
LONG-TERM LIABILITIES:
Accrued liability $ 8,079 $ 8,079
Asset retirement obligation
(Note 1) 51,370 -
---------- ----------
Total long-term liabilities $ 59,449 $ 8,079
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 45,165) ($ 53,547)
Limited Partners, issued and
outstanding, 91,711 units 1,139,399 1,090,801
---------- ----------
Total Partners' capital $1,094,234 $1,037,254
---------- ----------
$1,195,797 $1,086,200
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
-23-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
-------- --------
REVENUES:
Oil and gas sales $371,008 $208,444
Interest income 367 329
-------- --------
$371,375 $208,773
COSTS AND EXPENSES:
Lease operating $ 62,649 $ 58,346
Production tax 23,542 13,822
Depreciation, depletion, and
amortization of oil and gas
properties 21,051 26,746
General and administrative
(Note 2) 36,416 40,533
-------- --------
$143,658 $139,447
-------- --------
INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE $227,717 $ 69,326
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) 2,536 -
-------- --------
NET INCOME $230,253 $ 69,326
======== ========
GENERAL PARTNER - NET INCOME $ 24,655 $ 9,307
======== ========
LIMITED PARTNERS - NET INCOME $205,598 $ 60,019
======== ========
NET INCOME per unit $ 2.24 $ .65
======== ========
UNITS OUTSTANDING 91,711 91,711
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-24-
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
GEODYNE PRODUCTION PARTNERSHIP II-H
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2003 AND 2002
(Unaudited)
2003 2002
---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $230,253 $ 69,326
Adjustments to reconcile net income
to net cash provided by operating
activities:
Cumulative effect of change in
accounting for asset retirement
obligations (Note 1) ( 2,536) -
Depreciation, depletion, and
amortization of oil and gas
properties 21,051 26,746
Increase in accounts receivable -
oil and gas sales ( 76,219) ( 7,191)
Increase in accounts payable 1,247 6,412
-------- --------
Net cash provided by operating
activities $173,796 $ 95,293
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 6,627) ($ 10,391)
Proceeds from sale of oil and
Gas properties 609 -
-------- --------
Net cash used by investing activities ($ 6,018) ($ 10,391)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($173,273) ($136,800)
-------- --------
Net cash used by financing activities ($173,273) ($136,800)
-------- --------
NET DECREASE IN CASH AND CASH
EQUIVALENTS ($ 5,495) ($ 51,898)
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 224,669 136,988
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $219,174 $ 85,090
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
-25-
GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS
CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
MARCH 31, 2003
(Unaudited)
1. ACCOUNTING POLICIES
-------------------
The combined balance sheets as of March 31, 2003, combined statements of
operations for the three months ended March 31, 2003 and 2002, and
combined statements of cash flows for the three months ended March 31,
2003 and 2002 have been prepared by Geodyne Resources, Inc., the General
Partner of the limited partnerships, without audit. Each limited
partnership is a general partner in the related Geodyne Production
Partnership in which Geodyne Resources, Inc. serves as the managing
partner. Unless the context indicates otherwise, all references to a
"Partnership" or the "Partnerships" are references to the limited
partnership and its related production partnership, collectively, and all
references to the "General Partner" are references to the general partner
of the limited partnerships and the managing partner of the production
partnerships, collectively. In the opinion of management the financial
statements referred to above include all necessary adjustments, consisting
of normal recurring adjustments, to present fairly the combined financial
position at March 31, 2003, the combined results of operations for the
three months ended March 31, 2003 and 2002, and the combined cash flows
for the three months ended March 31, 2003 and 2002.
Information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. The accompanying interim
financial statements should be read in conjunction with the Partnerships'
Annual Report on Form 10-K filed for the year ended December 31, 2002. The
results of operations for the period ended March 31, 2003 are not
necessarily indicative of the results to be expected for the full year.
The Limited Partners' net income or loss per unit is based upon each $100
initial capital contribution.
-26-
OIL AND GAS PROPERTIES
----------------------
The Partnerships follow the successful efforts method of accounting for
their oil and gas properties. Under the successful efforts method, the
Partnerships capitalize all property acquisition costs and development
costs incurred in connection with the further development of oil and gas
reserves. Property acquisition costs include costs incurred by the
Partnerships or the General Partner to acquire producing properties,
including related title insurance or examination costs, commissions,
engineering, legal and accounting fees, and similar costs directly related
to the acquisitions, plus an allocated portion, of the General Partner's
property screening costs. The acquisition cost to the Partnerships of
properties acquired by the General Partner is adjusted to reflect the net
cash results of operations, including interest incurred to finance the
acquisition, for the period of time the properties are held by the General
Partner.
Depletion of the costs of producing oil and gas properties, amortization
of related intangible drilling and development costs, and depreciation of
tangible lease and well equipment are computed on the unit-of-production
method. The Partnerships' depletion, depreciation, and amortization
includes estimated dismantlement and abandonment costs, net of estimated
salvage value.
When complete units of depreciable property are retired or sold, the asset
cost and related accumulated depreciation are eliminated with any gain or
loss reflected in income. When less than complete units of depreciable
property are retired or sold, the proceeds are credited to oil and gas
properties.
ACCRUED LIABILITY - OTHER
-------------------------
The Accrued Liability - Other at March 31, 2003 and December 31, 2002 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.
-27-
NEW ACCOUNTING PRONOUNCEMENTS
-----------------------------
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). On January 1,
2003, the Partnerships adopted FAS No. 143 and recorded an increase in
capitalized cost of oil and gas properties, an increase (decrease) in net
income for the cumulative effect of the change in accounting principle,
and an asset retirement obligation in the following approximate amounts
for each Partnership:
Increase
(Decrease)
in
Change in Net Income
Capitalized for the
Cost of Oil Change in Asset
and Gas Accounting Retirement
Partnerships Properties Principle Obligation
------------ ----------- ---------- ----------
II-A $292,000 $ 6,000 $286,000
II-B 212,000 4,000 208,000
II-C 68,000 100 68,000
II-D 181,000 ( 2,000) 183,000
II-E 98,000 3,000 95,000
II-F 101,000 5,000 96,000
II-G 218,000 10,000 208,000
II-H 54,000 3,000 51,000
These amounts differ significantly from the estimates disclosed in the
Annual Report on Form 10-K for the year ended December 31, 2002 due to a
revision of the methodology used in calculating the change in capitalized
cost of oil and gas properties.
The asset retirement obligation will be adjusted upwards each quarter in
order to recognize accretion of the time-related discount factor. For the
three months ended March 31, 2003, the II-A, II-B, II-C, II-D, II-E, II-F,
II-G, and II-H Partnerships recognized approximately $3,000, $2,000,
$1,000, $2,000, $1,000, $1,000, $3,000 and $1,000, respectively, of an
increase in depreciation, depletion, and amortization expense, which was
comprised of accretion of the asset retirement obligation and depletion of
the increase in capitalized cost of oil and gas properties.
-28-
If this accounting policy had been in effect on January 1, 2002, the
proforma impact for the II-A, II-B, II-C, II-D, II-E, II-F, II-G, and II-H
Partnerships during the three months ended March 31, 2002 would have been
an increase in depreciation, depletion, and amortization expense of
approximately $3,000, $2,000, $1,000, $2,000, $1,000, $1,000, $3,000, and
$1,000, respectively.
2. TRANSACTIONS WITH RELATED PARTIES
---------------------------------
The Partnerships' Partnership Agreements provide for reimbursement to the
General Partner for all direct general and administrative expenses and for
the general and administrative overhead applicable to the Partnerships
based on an allocation of actual costs incurred. During the three months
ended March 31, 2003, the following payments were made to the General
Partner or its affiliates by the Partnerships:
Direct General Administrative
Partnership and Administrative Overhead
----------- ------------------ --------------
II-A $17,775 $127,443
II-B 15,987 95,190
II-C 12,978 40,689
II-D 15,310 82,863
II-E 14,057 60,216
II-F 13,446 45,105
II-G 16,369 97,944
II-H 12,281 24,135
Affiliates of the Partnerships operate certain of the Partnerships'
properties and their policy is to bill the Partnerships for all customary
charges and cost reimbursements associated with their activities.
-29-
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES
- -----------------------------------------------
This Quarterly Report contains certain forward-looking statements. The
words "anticipate", "believe", "expect", "plan", "intend", "estimate",
"project", "could", "may" and similar expressions are intended to identify
forward-looking statements. Such statements reflect management's current
views with respect to future events and financial performance. This
Quarterly Report also includes certain information, which is, or is based
upon, estimates and assumptions. Such estimates and assumptions are
management's efforts to accurately reflect the condition and operation of
the Partnerships.
Use of forward-looking statements and estimates and assumptions involve
risks and uncertainties which include, but are not limited to, the
volatility of oil and gas prices, the uncertainty of reserve information,
the operating risk associated with oil and gas properties (including the
risk of personal injury, death, property damage, damage to the well or
producing reservoir, environmental contamination, and other operating
risks), the prospect of changing tax and regulatory laws, the availability
and capacity of processing and transportation facilities, the general
economic climate, the supply and price of foreign imports of oil and gas,
the level of consumer product demand, and the price and availability of
alternative fuels. Should one or more of these risks or uncertainties
occur or should estimates or underlying assumptions prove incorrect,
actual conditions or results may vary materially and adversely from those
stated, anticipated, believed, estimated, and otherwise indicated.
GENERAL
- -------
The Partnerships are engaged in the business of acquiring and operating
producing oil and gas properties located in the continental United States.
In general, a Partnership acquired producing properties and did not engage
in development drilling or enhanced recovery projects, except as an
incidental part of the management of the producing properties acquired.
Therefore, the economic life of each Partnership, and its related
Production Partnership, is limited to the period of time required to fully
produce its acquired oil and gas reserves. The net proceeds from the oil
and gas operations are distributed to the Limited Partners and the General
Partner in accordance with the terms of the Partnerships' partnership
agreements.
-30-
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Partnerships began operations and investors were assigned their rights
as Limited Partners, having made capital contributions in the amounts and
on the dates set forth below:
Limited
Date of Partner Capital
Partnership Activation Contributions
----------- ------------------ ---------------
II-A July 22, 1987 $48,428,300
II-B October 14, 1987 36,171,900
II-C January 14, 1988 15,462,100
II-D May 10, 1988 31,487,800
II-E September 27, 1988 22,882,100
II-F January 5, 1989 17,140,000
II-G April 10, 1989 37,218,900
II-H May 17, 1989 9,171,100
In general, the amount of funds available for acquisition of producing
properties was equal to the capital contributions of the Limited Partners,
less 15% for sales commissions and organization and management fees. All
of the Partnerships have fully invested their capital contributions.
Net proceeds from the operations less necessary operating capital are
distributed to the Limited Partners on a quarterly basis. Revenues and net
proceeds of a Partnership are largely dependent upon the volumes of oil
and gas sold and the prices received for such oil and gas. While the
General Partner cannot predict future pricing trends, it believes the
working capital available as of March 31, 2003 and the net revenue
generated from future operations will provide sufficient working capital
to meet current and future obligations.
Occasional expenditures for new wells or well recompletions or workovers,
however, may reduce or eliminate cash available for a particular quarterly
distribution. During the three months ended March 31, 2002, capital
expenditures for the II-D Partnership totaled $21,004. These expenditures
were primarily due to the drilling of the Crusch A 1-3 well located in
Roosevelt County, Montana, in which the II-D Partnership owns a working
interest of approximately 11.5%. During the three months ended March 31,
2002, capital expenditures for the II-E Partnership totaled $85,754. These
expenditures were primarily due to the drilling of the Ernest Frey #1 and
Mordello Vincent #7 wells located in Acadia Parish, Louisiana, in each of
which the II-E Partnership owns a working interest of approximately 5.8%.
During the three months ended March 31,
-31-
2002, capital expenditures for the II-F, II-G, and II-H Partnerships
totaled $21,511, $44,963, and $10,391, respectively. These expenditures
were primarily due to a recompletion on the CH Weir B well located in Lea
County, New Mexico. The II-F, II-G, and II-H Partnerships own working
interests of approximately 4.0%, 8.3%, and 1.9%, respectively, in this
well.
The II-A Partnership's Statement of Cash Flows for the three months ended
March 31, 2002 includes proceeds from the sale of certain oil and gas
properties during December 2001. These proceeds were included in the
Partnership's cash distributions paid in February 2002.
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.
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 Partner's
property screening costs. The acquisition cost to the Partnerships of the
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.
-32-
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. 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 for each oil and gas field (rather
than separately for each well). If the unamortized costs of oil and gas
properties within a field exceeds 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 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 rate used in calculating the Deferred Charge and Accrued Liability is
the annual average production costs 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. This also approximates the price for
which the Partnerships are currently settling this liability. These
amounts were recorded as gas imbalance payables in accordance with the
sales method. These gas imbalance
-33-
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 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 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). On January 1,
2003, the Partnerships adopted FAS No. 143 and recorded an increase in
capitalized cost of oil and gas properties, an increase (decrease) in net
income for the cumulative effect of the change in accounting principle,
and an asset retirement obligation in the following approximate amounts
for each Partnership:
Increase
(Decrease)
in
Change in Net Income
Capitalized for the
Cost of Oil Change in Asset
and Gas Accounting Retirement
Partnerships Properties Principle Obligation
------------ ----------- ---------- ----------
II-A $292,000 $ 6,000 $286,000
II-B 212,000 4,000 208,000
II-C 68,000 100 68,000
II-D 181,000 ( 2,000) 183,000
II-E 98,000 3,000 95,000
II-F 101,000 5,000 96,000
II-G 218,000 10,000 208,000
II-H 54,000 3,000 51,000
These amounts differ significantly from the estimates disclosed in the
Annual Report on Form 10-K for the year ended December 31, 2002 due to a
revision of the methodology used in calculating the change in capitalized
cost of oil and gas properties.
-34-
The asset retirement obligation will be adjusted upwards each quarter in
order to recognize accretion of the time-related discount factor. For the
three months ended March 31, 2003, the II-A, II-B, II-C, II-D, II-E, II-F,
II-G, and II-H Partnerships recognized approximately $3,000, $2,000,
$1,000, $2,000, $1,000, $1,000, $3,000 and $1,000, respectively, of an
increase in depreciation, depletion, and amortization expense, which was
comprised of accretion of the asset retirement obligation and depletion of
the increase in capitalized cost of oil and gas properties.
PROVED RESERVES AND NET PRESENT VALUE
- -------------------------------------
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 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.
The following tables summarize changes in net quantities of the
Partnerships' proved reserves, all of which are located in the United
States, for the periods indicated. The proved reserves were estimated by
petroleum engineers employed by affiliates of the Partnerships, and are
annually reviewed by an independent engineering firm. "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. The following
information includes certain gas balancing adjustments which cause the gas
volume to differ from the reserve reports prepared by the General Partner.
-35-
II-A Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 517,852 5,817,550
Production ( 16,246) ( 182,843)
Revisions of previous
estimates 2,844 12,124
------- ---------
Proved reserves, March 31, 2003 504,450 5,646,831
======= =========
II-B Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 359,624 4,443,545
Production ( 10,041) ( 137,522)
Revisions of previous
estimates ( 2,611) ( 1,847)
------- ---------
Proved reserves, March 31, 2003 346,972 4,304,176
======= =========
II-C Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 128,944 3,120,468
Production ( 3,777) ( 78,149)
Revisions of previous
estimates ( 210) ( 12,847)
------- ---------
Proved reserves, March 31, 2003 124,957 3,029,472
======= =========
-36-
II-D Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 186,724 7,948,973
Production ( 6,730) ( 164,162)
Revisions of previous
estimates 104 ( 6,291)
------- ---------
Proved reserves, March 31, 2003 180,098 7,778,520
======= =========
II-E Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 173,164 4,192,406
Production ( 5,319) ( 111,215)
Revisions of previous
estimates 722 10,746
------- ---------
Proved reserves, March 31, 2003 168,567 4,091,937
======= =========
II-F Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 230,274 2,962,281
Production ( 6,851) ( 111,565)
Revisions of previous
estimates 2,654 52,338
------- ---------
Proved reserves, March 31, 2003 226,077 2,903,054
======= =========
-37-
II-G Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 483,873 6,369,980
Production ( 14,356) ( 237,017)
Extensions and discoveries 207 108
Revisions of previous
estimates 5,364 112,320
------- ---------
Proved reserves, March 31, 2003 475,088 6,245,391
======= =========
II-H Partnership
----------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 2002 113,085 1,553,934
Production ( 3,330) ( 56,418)
Revisions of previous
estimates 1,317 27,210
------- ---------
Proved reserves, March 31, 2003 111,072 1,524,726
======= =========
In addition to the volume changes, the net present value of the
Partnerships' reserves may change dramatically as oil and gas prices
change or as volumes change for the reasons described above. 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, discounted at 10% per annum.
The following table indicates the estimated net present value of the
Partnerships' proved reserves as of March 31, 2003 and December 31, 2002.
Net present value attributable to the Partnerships' proved reserves was
calculated on the basis of current costs and prices as of the date of
estimation. Such prices were not escalated except in certain circumstances
where escalations were fixed and
-38-
readily determinable in accordance with applicable contract provisions.
Oil prices at March 31, 2003 ($27.75 per barrel) were lower than the
prices in effect on December 31, 2002 ($28.00 per barrel). Gas prices at
March 31, 2003 ($5.06 per Mcf) were higher than the prices in effect on
December 31, 2002 ($4.74 per Mcf). The decrease in oil prices and the
increase in gas prices have caused the estimates of remaining economically
recoverable reserves, as well as the values placed on said reserves, at
March 31, 2003 to fluctuate from such estimates and values at December 31,
2002. 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 March 31, 2003. There can be no
assurance that the prices used in calculating the net present value of the
Partnerships' proved reserves at March 31, 2003 will actually be realized
for such production.
Net Present Value of Reserves
---------------------------------
Partnership 3/31/03 12/31/02
----------- ----------- -----------
II-A $17,431,941 $16,955,710
II-B 12,350,531 12,055,200
II-C 8,226,476 7,937,807
II-D 20,132,671 19,070,679
II-E 10,495,695 10,193,402
II-F 9,281,884 9,141,891
II-G 19,796,801 19,484,033
II-H 4,752,199 4,670,795
RESULTS OF OPERATIONS
- ---------------------
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 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.
-39-
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 to 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.
-40-
II-A PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
---------- --------
Oil and gas sales $1,475,057 $787,656
Oil and gas production expenses $ 373,505 $463,634
Barrels produced 16,246 15,611
Mcf produced 182,843 214,431
Average price/Bbl $ 30.01 $ 18.53
Average price/Mcf $ 5.40 $ 2.32
As shown in the table above, total oil and gas sales increased $687,401
(87.3%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $187,000 and
$562,000, respectively, were related to increases in the average prices of
oil and gas sold. These increases were partially offset by a decrease of
approximately $73,000 related to a decrease in volumes of gas sold.
Volumes of oil sold increased 635 barrels, while volumes of gas sold
decreased 31,588 Mcf for the three months ended March 31, 2003 as compared
to the three months ended March 31, 2002. The decrease in volumes of gas
sold was primarily due to (i) normal declines in production and (ii) a
positive prior period gas balancing adjustment on one significant well
during the three months ended March 31, 2002. Average oil and gas prices
increased to $30.01 per barrel and $5.40 per Mcf, respectively, for the
three months ended March 31, 2003 from $18.53 per barrel and $2.32 per
Mcf, respectively, for the three months ended March 31, 2002.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $90,129 (19.4%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
decrease was primarily due to (i) workover expenses incurred on several
wells during the three months ended March 31, 2002 and (ii) a decrease in
lease operating expenses associated with the decrease in volumes of gas
sold. These decreases were partially offset by (i) an increase in
production taxes associated with the increase in oil and gas sales and
(ii) a partial reversal during the three months ended March 31, 2002 of
approximately $22,000 (due to a partial post-judgment settlement) of a
charge previously accrued for a judgment. As a percentage of oil and gas
sales, these expenses decreased to 25.3% for the three months ended March
31, 2003 from 58.9% for the three months ended March 31,
-41-
2002. This percentage decrease was primarily due to the increases in the
average prices of oil and gas sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $22,629 (27.9%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to the decrease in volumes of gas sold. As a percentage of
oil and gas sales, this expense decreased to 4.0% for the three months
ended March 31, 2003 from 10.3% for the three months ended March 31, 2002.
This percentage decrease was primarily due to the increases in the average
prices of oil and gas sold.
General and administrative expenses decreased $9,884 (6.4%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 9.8% for the three months ended March 31, 2003 from 19.7% for the three
months ended March 31, 2002. This percentage decrease was primarily due to
the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $55,898,357 or 115.42% of Limited Partners' capital
contributions.
II-B PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
---------- --------
Oil and gas sales $1,023,483 $580,345
Oil and gas production expenses $ 243,826 $348,290
Barrels produced 10,041 11,440
Mcf produced 137,522 156,760
Average price/Bbl $ 30.27 $ 19.21
Average price/Mcf $ 5.23 $ 2.30
As shown in the table above, total oil and gas sales increased $443,138
(76.4%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $111,000 and
$403,000, respectively, were related to increases in the average prices of
oil and gas sold. These increases were partially offset by a decrease of
approximately $44,000 related to a decrease in volumes of gas sold.
Volumes of oil and gas sold decreased 1,399 barrels and 19,238 Mcf,
respectively, for the three months ended March 31, 2003 as compared to the
three months ended March 31, 2002. The decreases in volumes of oil and gas
sold were primarily due
-42-
to normal declines in production. Average oil and gas prices increased to
$30.27 per barrel and $5.23 per Mcf, respectively, for the three months
ended March 31, 2003 from $19.21 per barrel and $2.30 per Mcf,
respectively, for the three months ended March 31, 2002.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $104,464 (30.0%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
decrease was primarily due to workover expenses incurred on several wells
during the three months ended March 31, 2002. This decrease was partially
offset by an increase in production taxes associated with the increase in
oil and gas sales. As a percentage of oil and gas sales, these expenses
decreased to 23.8% for the three months ended March 31, 2003 from 60.0%
for the three months ended March 31, 2002. This percentage decrease was
primarily due to the increases in the average prices of oil and gas sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $22,649 (36.3%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to (i) the decreases in volumes of oil and gas sold and (ii)
one significant well being fully depleted in 2002 due to the lack of
remaining economically recoverable reserves. As a percentage of oil and
gas sales, this expense decreased to 3.9% for the three months ended March
31, 2003 from 10.7% for the three months ended March 31, 2002. This
percentage decrease was primarily due to the increases in the average
prices of oil and gas sold.
General and administrative expenses decreased $7,759 (6.5%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 10.9% for the three months ended March 31, 2003 from 20.5% for the
three months ended March 31, 2002. This percentage decrease was primarily
due to the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $40,271,916 or 111.33% of Limited Partners' capital
contributions.
-43-
II-C PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
-------- --------
Oil and gas sales $523,234 $267,773
Oil and gas production expenses $116,883 $143,976
Barrels produced 3,777 3,682
Mcf produced 78,149 85,162
Average price/Bbl $ 29.47 $ 20.60
Average price/Mcf $ 5.27 $ 2.25
As shown in the table above, total oil and gas sales increased $255,461
(95.4%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $33,000 and
$236,000, respectively, were related to increases in the average prices of
oil and gas sold. Volumes of oil sold increased 95 barrels, while volumes
of gas sold decreased 7,013 Mcf for the three months ended March 31, 2003
as compared to the three months ended March 31, 2002. Average oil and gas
prices increased to $29.47 per barrel and $5.27 per Mcf, respectively, for
the three months ended March 31, 2003 from $20.60 per barrel and $2.25 per
Mcf, respectively, for the three months ended March 31, 2002.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $27,093 (18.8%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
decrease was primarily due to (i) workover expenses incurred on two
significant wells during the three months ended March 31, 2002 and (ii)
positive prior period lease operating expense adjustments on several wells
during the three months ended March 31, 2002. These decreases were
partially offset by an increase in production taxes associated with the
increase in oil and gas sales. As a percentage of oil and gas sales, these
expenses decreased to 22.3% for the three months ended March 31, 2003 from
53.8% for the three months ended March 31, 2002. This percentage decrease
was primarily due to the increases in the average prices of oil and gas
sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $5,926 (19.9%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to the decrease in volumes of gas sold. As a percentage of
oil and gas sales, this expense decreased to 4.6% for the three months
ended March 31, 2003 from 11.1% for the three months
-44-
ended March 31, 2002. This percentage decrease was primarily due to
the increases in the average prices of oil and gas sold.
General and administrative expenses decreased $4,183 (7.2%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 10.3% for the three months ended March 31, 2003 from 21.6% for the
three months ended March 31, 2002. This percentage decrease was primarily
due to the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $18,786,686 or 121.50% of Limited Partners' capital
contributions.
II-D PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
---------- --------
Oil and gas sales $1,042,708 $537,576
Oil and gas production expenses $ 231,956 $290,201
Barrels produced 6,730 6,382
Mcf produced 164,162 190,509
Average price/Bbl $ 29.63 $ 19.42
Average price/Mcf $ 5.14 $ 2.17
As shown in the table above, total oil and gas sales increased $505,132
(94.0%) for the three months ended March 31, 2003 as compared to the three
months ended march 31, 2002. Of this increase, approximately $69,000 and
$487,000, respectively, were related to increases in the average prices of
oil and gas sold. These increases were partially offset by a decrease of
approximately $57,000 related to a decrease in volumes of gas sold.
Volumes of oil sold increased 348 barrels, while volumes of gas sold
decreased 26,347 Mcf for the three months ended March 31, 2003 as compared
to the three months ended March 31, 2002. The decrease in volumes of gas
sold was primarily due to (i) normal declines in production and (ii) the
sale of two significant wells during late 2002. Average oil and gas prices
increased to $29.63 per barrel and $5.14 per Mcf, respectively, for the
three months ended March 31, 2003 from $19.42 per barrel and $2.17 per
Mcf, respectively, for the three months ended March 31, 2002.
-45-
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $58,245 (20.1%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
decrease was primarily due to (i) workover expenses incurred on two
significant wells during the three months ended March 31, 2002 and (ii)
the sale of one significant well during late 2002. These decreases were
partially offset by an increase in production taxes associated with the
increase in oil and gas sales. As a percentage of oil and gas sales, these
expenses decreased to 22.2% for the three months ended March 31, 2003 from
54.0% for the three months ended March 31, 2002. This percentage decrease
was primarily due to the increases in the average prices of oil and gas
sold.
Depreciation, depletion, and amortization of oil and gas properties
increased $21,512 (35.9%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This increase was
primarily due to an increase in depletable oil and gas properties
primarily due to recompletion activities on one significant well during
the three months ended March 31, 2003. This increase was partially offset
by the decrease in volumes of gas sold. As a percentage of oil and gas
sales, this expense decreased to 7.8% for the three months ended March 31,
2003 from 11.1% for the three months ended March 31, 2002. This percentage
decrease was primarily due to the increases in the average prices of oil
and gas sold.
General and administrative expenses decreased $6,953 (6.6%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 9.4% for the three months ended March 31, 2003 from 19.6% for the three
months ended March 31, 2002. This percentage decrease was primarily due to
the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $39,544,903 or 125.59% of Limited Partners' capital
contributions.
-46-
II-E PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
-------- --------
Oil and gas sales $752,681 $398,495
Oil and gas production expenses $188,243 $157,166
Barrels produced 5,319 6,639
Mcf produced 111,215 121,493
Average price/Bbl $ 31.01 $ 19.76
Average price/Mcf $ 5.28 $ 2.20
As shown in the table above, total oil and gas sales increased $354,186
(88.9%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $60,000 and
$343,000, respectively, were related to increases in the average prices of
oil and gas sold. Volumes of oil and gas sold decreased 1,320 barrels and
10,278 Mcf, respectively, for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. 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 the three months ended March 31, 2002. Average oil
and gas prices increased to $31.01 per barrel and $5.28 per Mcf,
respectively, for the three months ended March 31, 2003 from $19.76 per
barrel and $2.20 per Mcf, respectively, for the three months ended March
31, 2002.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $31,077 (19.8%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
increase was primarily due to (i) an increase in production taxes
associated with the increase in oil and gas sales and (ii) a positive
prior period lease operating expense adjustment on one significant well
during the three months ended March 31, 2003. As a percentage of oil and
gas sales, these expenses decreased to 25.0% for the three months ended
March 31, 2003 from 39.4% for the three months ended March 31, 2002. This
percentage decrease was primarily due to the increases in the average
prices of oil and gas sold.
-47-
Depreciation, depletion, and amortization of oil and gas properties
decreased $25,306 (41.6%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to the decreases in volumes of oil and gas sold. As a
percentage of oil and gas sales, this expense decreased to 4.7% for the
three months ended March 31, 2003 from 15.2% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
General and administrative expenses decreased $6,719 (8.3%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 9.9% for the three months ended March 31, 2003 from 20.3% for the three
months ended March 31, 2002. This percentage decrease was primarily due to
the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $27,560,574 or 120.45% of Limited Partners' capital
contributions.
II-F PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
-------- --------
Oil and gas sales $740,717 $416,558
Oil and gas production expenses $169,961 $141,549
Barrels produced 6,851 8,127
Mcf produced 111,565 117,567
Average price/Bbl $ 29.97 $ 19.14
Average price/Mcf $ 4.80 $ 2.22
As shown in the table above, total oil and gas sales increased $324,159
(77.8%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $74,000 and
$288,000, respectively, were related to increases in the average prices of
oil and gas sold. Volumes of oil and gas sold decreased 1,276 barrels and
6,002 Mcf, respectively, for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. The decrease in volumes
of oil sold was primarily due to (i) normal declines in production and
(ii) a positive prior period volume adjustment on one significant well
during the three months ended March 31, 2002. Average oil and gas prices
increased to $29.97 per barrel and $4.80 per Mcf, respectively, for the
three months ended March 31, 2003 from $19.14 per barrel and $2.22 per
Mcf, respectively, for the three months ended March 31, 2002.
-48-
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $28,412 (20.1%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
increase was primarily due to (i) an increase in production taxes
associated with the increase in oil and gas sales and (ii) workover
expenses incurred on several wells during the three months ended March 31,
2003. These increases were partially offset by workover expenses incurred
on several other wells during the three months ended March 31, 2002. As a
percentage of oil and gas sales, these expenses decreased to 22.9% for the
three months ended March 31, 2003 from 34.0% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $11,215 (21.0%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to the decreases in volumes of oil and gas sold. As a
percentage of oil and gas sales, this expense decreased to 5.7% for the
three months ended March 31, 2003 from 12.8% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
General and administrative expenses decreased $5,503 (8.6%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 7.9% for the three months ended March 31, 2003 from 15.4% for the three
months ended March 31, 2002. This percentage decrease was primarily due to
the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $22,110,051 or 129.00% of Limited Partners' capital
contributions.
-49-
II-G PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
---------- --------
Oil and gas sales $1,568,853 $881,703
Oil and gas production expenses $ 361,490 $301,348
Barrels produced 14,356 17,034
Mcf produced 237,017 250,402
Average price/Bbl $ 29.97 $ 19.13
Average price/Mcf $ 4.80 $ 2.22
As shown in the table above, total oil and gas sales increased $687,150
(77.9%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $156,000 and
$612,000, respectively, were related to increases in the average prices of
oil and gas sold. Volumes of oil and gas sold decreased 2,678 barrels and
13,385 Mcf, respectively, for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. The decrease in volumes
of oil sold was primarily due to (i) normal declines in production and
(ii) a positive prior period volume adjustment on one significant well
during the three months ended March 31, 2002. Average oil and gas prices
increased to $29.97 per barrel and $4.80 per Mcf, respectively, for the
three months ended March 31, 2003 from $19.13 per barrel and $2.22 per
Mcf, respectively, for the three months ended March 31, 2002.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $60,142 (20.0%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
increase was primarily due to (i) an increase in production taxes
associated with the increase in oil and gas sales and (ii) workover
expenses incurred on several wells during the three months ended March 31,
2003. These increases were partially offset by workover expenses incurred
on several other wells during the three months ended March 31, 2002. As a
percentage of oil and gas sales, these expenses decreased to 23.0% for the
three months ended March 31, 2003 from 34.2% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
-50-
Depreciation, depletion, and amortization of oil and gas properties
decreased $25,068 (21.8%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to the decreases in volumes of oil and gas sold. As a
percentage of oil and gas sales, this expense decreased to 5.7% for the
three months ended March 31, 2003 from 13.1% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
General and administrative expenses decreased $8,975 (7.3%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 7.3% for the three months ended March 31, 2003 from 14.0% for the three
months ended March 31, 2002. This percentage decrease was primarily due to
the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $46,092,371 or 123.84% of Limited Partners' capital
contributions.
II-H PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 2003 COMPARED TO THE THREE MONTHS ENDED MARCH
31, 2002.
Three Months Ended March 31,
----------------------------
2003 2002
-------- --------
Oil and gas sales $371,008 $208,444
Oil and gas production expenses $ 86,191 $ 72,168
Barrels produced 3,330 3,954
Mcf produced 56,418 59,853
Average price/Bbl $ 29.96 $ 19.12
Average price/Mcf $ 4.81 $ 2.22
As shown in the table above, total oil and gas sales increased $162,564
(78.0%) for the three months ended March 31, 2003 as compared to the three
months ended March 31, 2002. Of this increase, approximately $36,000 and
$146,000, respectively, were related to increases in the average prices of
oil and gas sold. Volumes of oil and gas sold decreased 624 barrels and
3,435 Mcf, respectively, for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. The decrease in volumes
of oil sold was primarily due to (i) normal declines in production and
(ii) a positive prior period volume adjustment on one significant well
during the three months ended March 31, 2002. Average oil and gas prices
increased to $29.96 per barrel and $4.81 per Mcf, respectively, for the
three months ended March 31, 2003 from $19.12 per barrel and $2.22 per
Mcf, respectively, for the three months ended March 31, 2002.
-51-
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $14,023 (19.4%) for the three months ended
March 31, 2003 as compared to the three months ended March 31, 2002. This
increase was primarily due to (i) an increase in production taxes
associated with the increase in oil and gas sales and (ii) workover
expenses incurred on several wells during the three months ended March 31,
2003. These increases were partially offset by workover expenses incurred
on several other wells during the three months ended March 31, 2002. As a
percentage of oil and gas sales, these expenses decreased to 23.2% for the
three months ended March 31, 2003 from 34.6% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $5,695 (21.3%) for the three months ended March 31, 2003 as
compared to the three months ended March 31, 2002. This decrease was
primarily due to the decreases in volumes of oil and gas sold. As a
percentage of oil and gas sales, this expense decreased to 5.7% for the
three months ended March 31, 2003 from 12.8% for the three months ended
March 31, 2002. This percentage decrease was primarily due to the
increases in the average prices of oil and gas sold.
General and administrative expenses decreased $4,117 (10.2%) for the three
months ended March 31, 2003 as compared to the three months ended March
31, 2002. As a percentage of oil and gas sales, these expenses decreased
to 9.8% for the three months ended March 31, 2003 from 19.4% for the three
months ended March 31, 2002. This percentage decrease was primarily due to
the increase in oil and gas sales.
The Limited Partners have received cash distributions through March 31,
2003 totaling $10,721,364 or 116.90% of Limited Partners' capital
contributions.
-52-
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.
The Partnerships do not hold any market risk sensitive instruments.
ITEM 4. EVALUATION OF DISCLOSURE 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 Accounting 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 Accounting 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 significantly affect the Partnerships' internal
controls subsequent to the date the Partnerships carried out this
evaluation.
-53-
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
99.1 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-A Partnership.
99.2 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-B Partnership.
99.3 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-C Partnership.
99.4 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-D Partnership.
99.5 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-E Partnership.
99.6 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-F Partnership.
99.7 Certification pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the II-G Partnership.
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 II-H Partnership.
-54-
(b) Reports on Form 8-K.
Current Report on Form 8-K filed during the first quarter of 2003:
Date of Event: January 28, 2003
Date Filed with SEC: January 28, 2003
Items Included: Item 5 - Other Events
Item 7 - Exhibits
-55-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
(Registrant)
BY: GEODYNE RESOURCES, INC.
General Partner
Date: May 15, 2003 By: /s/Dennis R. Neill
--------------------------------
(Signature)
Dennis R. Neill
President
Date: May 15, 2003 By: /s/Craig D. Loseke
--------------------------------
(Signature)
Craig D. Loseke
Chief Accounting Officer
-56-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-A;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-57-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-58-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-A;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-59-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-60-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-B;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-61-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-62-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-B;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-63-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-64-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-C;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-65-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-66-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-C;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-67-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-68-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-D;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-69-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-70-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-D;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-71-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-72-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-E;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-73-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-E;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-74-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-75-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-F;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-76-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-77-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-F;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-78-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-79-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-G;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-80-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-81-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-G;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-82-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-83-
CERTIFICATION
-------------
I, Dennis R. Neill, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-H;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-84-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Dennis R. Neill
- ----------------------------------
Dennis R. Neill
President (Chief Executive Officer)
-85-
CERTIFICATION
-------------
I, Craig D. Loseke, certify that:
1. I have reviewed this quarterly report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-H;
2. Based on my knowledge, this quarterly 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 quarterly
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this quarterly 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 quarterly 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 we 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 quarterly 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
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly 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 function):
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
-86-
6. The registrant's other certifying officers and I have indicated in this
quarterly report whether or not 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.
Dated this 15th day of May, 2003.
//s// Craig D. Loseke
- ----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-87-
INDEX TO EXHIBITS
-----------------
Exh.
No. Exhibit
- ---- -------
99.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership 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.
-88-