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, 2004

Commission File Number:

      III-A:  0-18302         III-B:  0-18636         III-C:  0-18634
      III-D:  0-18936         III-E:  0-19010         III-F:  0-19102

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
            ---------------------------------------------------------
             (Exact name of Registrant as specified in its Articles)

                                          III-A 73-1352993
                                          III-B 73-1358666
                                          III-C 73-1356542
                                          III-D 73-1357374
                                          III-E 73-1367188
         Oklahoma                         III-F 73-1377737
- ----------------------------    -------------------------------
(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 III-A
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                               March 31,       December 31,
                                                 2004              2003
                                             ------------      ------------
CURRENT ASSETS:
   Cash and cash equivalents                  $  896,429        $  804,593
   Accounts receivable:
      Oil and gas sales                          569,544           509,275
                                              ----------        ----------
        Total current assets                  $1,465,973        $1,313,868

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                 807,892           847,993

DEFERRED CHARGE                                  195,649           195,649
                                              ----------        ----------
                                              $2,469,514        $2,357,510
                                              ==========        ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  104,195        $   76,949
   Gas imbalance payable                          22,289            22,289
   Asset retirement obligation -
      current                                     12,314             8,501
                                              ----------        ----------
        Total current liabilities             $  138,798        $  107,739

LONG-TERM LIABILITIES:
   Accrued liability                          $   34,046        $   34,046
   Asset retirement obligation
      (Note 1)                                    98,762           106,492
                                              ----------        ----------
        Total long-term liabilities           $  132,808        $  140,538

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   92,100)      ($  104,097)
   Limited Partners, issued and
      outstanding, 263,976 units               2,290,008         2,213,330
                                              ----------        ----------
        Total Partners' capital               $2,197,908        $2,109,233
                                              ----------        ----------
                                              $2,469,514        $2,357,510
                                              ==========        ==========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -2-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                 2004              2003
                                              ----------       ------------

REVENUES:
   Oil and gas sales                          $1,004,030        $1,241,672
   Interest income                                   869             1,429
   Gain on sale of oil and gas
      properties                                   1,399                 -
                                              ----------        ----------
                                              $1,006,298        $1,243,101

COSTS AND EXPENSES:
   Lease operating                            $  146,641        $   99,722
   Production tax                                 85,753            92,298
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  72,031            56,224
   General and administrative
      (Note 2)                                    79,569            83,312
                                              ----------        ----------
                                              $  383,994        $  331,556
                                              ----------        ----------

INCOME BEFORE CUMULATIVE EFFECT
   OF ACCOUNTING CHANGE                       $  622,304        $  911,545

   Cumulative effect of change in
      accounting for asset retirement
      obligations (Note 1)                             -       (       673)
                                              ----------        ----------

NET INCOME                                    $  622,304        $  910,872
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   68,626        $   96,065
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  553,678        $  814,807
                                              ==========        ==========
NET INCOME per unit                           $     2.10        $     3.09
                                              ==========        ==========
UNITS OUTSTANDING                                263,976           263,976
                                              ==========        ==========








                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -3-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)

                                                 2004             2003
                                              ----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $622,304         $910,872
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Cumulative effect of change in
        accounting for asset retirement
        obligations (Note 1)                          -              673
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               72,031           56,224
      Gain on sale of oil and gas
        properties                            (   1,399)               -
      Settlement of asset retirement
        obligation                            (     165)               -
      Decrease in accounts receivable
        - related party                               -               10
      Increase in accounts receivable
        - oil and gas sales                   (  60,269)       ( 217,086)
      Increase (decrease) in accounts
        payable                                  15,760        (  10,714)
                                               --------         --------
Net cash provided by operating
   activities                                  $648,262         $739,979
                                               --------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($ 24,164)        $      -
   Proceeds from sale of oil and gas
      properties                                  1,367              897
                                               --------         --------
Net cash provided (used) by investing
   activities                                 ($ 22,797)        $    897
                                               --------         --------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($533,629)       ($535,775)
                                               --------         --------
Net cash used by financing activities         ($533,629)       ($535,775)
                                               --------         --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                 $ 91,836         $205,101

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                          804,593          718,665
                                               --------         --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $896,429         $923,766
                                               ========         ========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -4-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


                                               March 31,       December 31,
                                                  2004             2003
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  419,054        $  417,271
   Accounts receivable:
      Oil and gas sales                          305,371           274,296
                                              ----------        ----------
        Total current assets                  $  724,425        $  691,567

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                 426,707           450,273

DEFERRED CHARGE                                  128,417           128,417
                                              ----------        ----------
                                              $1,279,549        $1,270,257
                                              ==========        ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   63,456        $   52,293
   Gas imbalance payable                          11,711            11,711
   Asset retirement obligation -
      current                                     27,865            25,060
                                              ----------        ----------
        Total current liabilities             $  103,032        $   89,064

LONG-TERM LIABILITIES:
   Accrued liability                          $   13,746        $   13,746
   Asset retirement obligation
      (Note 1)                                    52,807            58,151
                                              ----------        ----------
        Total long-term liabilities           $   66,553        $   71,897

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   63,848)      ($   68,928)
   Limited Partners, issued and
      outstanding, 138,336 units               1,173,812         1,178,224
                                              ----------        ----------
        Total Partners' capital               $1,109,964        $1,109,296
                                              ----------        ----------
                                              $1,279,549        $1,270,257
                                              ==========        ==========



                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -5-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                  2004              2003
                                                --------         ----------

REVENUES:
   Oil and gas sales                            $489,401          $700,575
   Interest income                                   429               759
                                                --------          --------
                                                $489,830          $701,334

COSTS AND EXPENSES:
   Lease operating                              $ 87,212          $ 66,123
   Production tax                                 44,673            53,656
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  44,677            34,068
   General and administrative
      (Note 2)                                    44,117            48,421
                                                --------          --------
                                                $220,679          $202,268
                                                --------          --------

INCOME BEFORE CUMULATIVE EFFECT
   OF ACCOUNTING CHANGE                         $269,151          $499,066

   Cumulative effect of change in
      accounting for asset retirement
      obligations (Note 1)                             -         (     586)
                                                --------          --------

NET INCOME                                      $269,151          $498,480
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 46,563          $ 79,510
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $222,588          $418,970
                                                ========          ========
NET INCOME per unit                             $   1.61          $   3.03
                                                ========          ========
UNITS OUTSTANDING                                138,336           138,336
                                                ========          ========




                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -6-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)

                                                   2004           2003
                                                ----------     ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                    $269,151       $498,480
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Cumulative effect of change in
        accounting for asset retirement
        obligations (Note 1)                            -            586
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 44,677         34,068
      Settlement of asset retirement
        obligation                              (     109)             -
      Decrease in accounts receivable
        - related party                                 -              7
      Increase in accounts receivable
        - oil and gas sales                     (  31,075)     ( 114,503)
      Increase (decrease) in accounts
        payable                                     3,581      (   2,057)
                                                 --------       --------
Net cash provided by operating
   activities                                    $286,225       $416,581
                                                 --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         ($ 15,959)     ($    118)
   Proceeds from sale of oil and gas
      properties                                        -            729
                                                 --------       --------
Net cash provided (used) by investing
   activities                                   ($ 15,959)      $    611
                                                 --------       --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           ($268,483)     ($310,406)
                                                 --------       --------
Net cash used by financing activities           ($268,483)     ($310,406)
                                                 --------       --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                   $  1,783       $106,786

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            417,271        397,754
                                                 --------       --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                 $419,054       $504,540
                                                 ========       ========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -7-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


                                               March 31,       December 31,
                                                  2004             2003
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  738,732        $  711,441
   Accounts receivable:
      Oil and gas sales                          507,179           446,858
                                              ----------        ----------
        Total current assets                  $1,245,911        $1,158,299

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,685,341         1,691,169

DEFERRED CHARGE                                   53,217            53,217
                                              ----------        ----------
                                              $2,984,469        $2,902,685
                                              ==========        ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  115,708        $   77,907
   Gas imbalance payable                          38,187            38,187
   Asset retirement obligation -
      current                                     32,237            28,206
                                              ----------        ----------
        Total current liabilities             $  186,132        $  144,300

LONG-TERM LIABILITIES:
   Accrued liability                          $  202,758        $  202,758
   Asset retirement obligation
      (Note 1)                                   164,964           166,247
                                              ----------        ----------
        Total long-term liabilities           $  367,722        $  369,005

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  145,695)      ($  153,480)
   Limited Partners, issued and
      outstanding, 244,536 units               2,576,310         2,542,860
                                              ----------        ----------
        Total Partners' capital               $2,430,615        $2,389,380
                                              ----------        ----------
                                              $2,984,469        $2,902,685
                                              ==========        ==========



                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -8-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                2004               2003
                                              --------          ----------

REVENUES:
   Oil and gas sales                          $848,497          $1,155,715
   Interest income                                 765                 967
   Gain on sale of oil and gas
      properties                                   140                   -
                                              --------          ----------
                                              $849,402          $1,156,682

COSTS AND EXPENSES:
   Lease operating                            $130,017          $  164,332
   Production tax                               59,792              74,434
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                57,225              43,710
   General and administrative
      (Note 2)                                  74,008              77,838
                                              --------          ----------
                                              $321,042          $  360,314
                                              --------          ----------

INCOME BEFORE CUMULATIVE EFFECT
   OF ACCOUNTING CHANGE                       $528,360          $  796,368

   Cumulative effect of change in
      accounting for asset retirement
      obligations (Note 1)                           -               2,317
                                              --------          ----------

NET INCOME                                    $528,360          $  798,685
                                              ========          ==========
GENERAL PARTNER - NET INCOME                  $ 57,910          $   83,497
                                              ========          ==========
LIMITED PARTNERS - NET INCOME                 $470,450          $  715,188
                                              ========          ==========
NET INCOME per unit                           $   1.92          $     2.92
                                              ========          ==========
UNITS OUTSTANDING                              244,536             244,536
                                              ========          ==========








                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -9-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                 2004             2003
                                              ----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $528,360         $798,685
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Cumulative effect of change in
        accounting for asset retirement
        obligations (Note 1)                          -        (   2,317)
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               57,225           43,710
      Gain on sale of oil and gas
        properties                            (     140)               -
      Increase in accounts receivable
        - oil and gas sales                   (  60,321)       ( 257,096)
      Increase (decrease) in accounts
        payable                                   2,969        (  28,647)
                                               --------         --------
Net cash provided by operating
   activities                                  $528,093         $554,335
                                               --------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($ 13,817)       ($  2,181)
   Proceeds from sale of oil and gas
      properties                                    140           28,430
                                               --------         --------
Net cash provided (used) by investing
   activities                                 ($ 13,677)        $ 26,249
                                               --------         --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($487,125)       ($314,294)
                                               --------         --------
Net cash used by financing activities         ($487,125)       ($314,294)
                                               --------         --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                 $ 27,291         $266,290

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                          711,441          480,424
                                               --------         --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $738,732         $746,714
                                               ========         ========

                The accompanying condensed notes are an integral
                       part of these financial statements.




                                      -10-





                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


                                               March 31,       December 31,
                                                 2004              2003
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  456,579        $  438,562
   Accounts receivable:
      Oil and gas sales                          390,521           339,466
   Asset held for sale (Note 3)                  290,059                 -
                                              ----------        ----------
        Total current assets                  $1,137,159        $  778,028

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                 643,971           943,562

DEFERRED CHARGE                                    9,952             9,952
                                              ----------        ----------
                                              $1,791,082        $1,731,542
                                              ==========        ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  128,013        $   83,251
   Gas imbalance payable                           5,189             5,189
   Asset retirement obligation -
      current (Note 1)                             9,829             7,187
   Asset retirement obligation -
      asset held for sale                        212,827                 -
                                              ----------        ----------
        Total current liabilities             $  355,858        $   95,627

LONG-TERM LIABILITIES:
   Accrued liability                          $  247,304        $  247,304
   Asset retirement obligation
      (Note 1)                                    95,193           306,844
                                              ----------        ----------
        Total long-term liabilities           $  342,497        $  554,148

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   45,768)      ($   47,561)
   Limited Partners, issued and
      outstanding, 131,008 units               1,138,495         1,129,328
                                              ----------        ----------
        Total Partners' capital               $1,092,727        $1,081,767
                                              ----------        ----------
                                              $1,791,082        $1,731,542
                                              ==========        ==========

                The accompanying condensed notes are an integral
                       part of these financial statements.




                                      -11-





                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                  2004            2003
                                                --------        --------

REVENUES:
   Oil and gas sales                            $503,917        $749,776
   Interest income                                   448             542
   Gain on sale of oil and gas
      properties                                      19               -
                                                --------        --------
                                                $504,384        $750,318

COSTS AND EXPENSES:
   Lease operating                              $ 79,102        $ 89,678
   Production tax                                 36,072          49,611
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  23,436          16,890
   General and administrative
      (Note 2)                                    41,968          46,306
                                                --------        --------
                                                $180,578        $202,485
                                                --------        --------

INCOME FROM CONTINUING OPERATIONS               $323,806        $547,833

   Income from discontinued operations
      (Note 3)                                     2,288          37,716
                                                --------        --------

INCOME BEFORE CUMULATIVE EFFECT
   OF ACCOUNTING CHANGE                         $326,094        $585,549

   Cumulative effect of change in
      accounting for asset retirement
      obligations (Note 1)                             -           2,875
                                                --------        --------

NET INCOME                                      $326,094        $588,424
                                                ========        ========
GENERAL PARTNER - NET INCOME                    $ 34,927        $ 60,257
                                                ========        ========
LIMITED PARTNERS - NET INCOME                   $291,167        $528,167
                                                ========        ========
NET INCOME per unit                             $   2.22        $   4.03
                                                ========        ========
UNITS OUTSTANDING                                131,008         131,008
                                                ========        ========


                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -12-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                  2004            2003
                                               ----------      ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $326,094        $588,424
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Cumulative effect of change in
        accounting for asset retirement
        obligations (Note 1)                           -       (   2,875)
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                26,254          19,192
      Gain on sale of oil and gas
        properties                             (      19)              -
      Increase in accounts receivable
        - oil and gas sales                    (  51,055)      ( 171,414)
      Increase (decrease) in accounts
        payable                                   35,335       (  60,835)
                                                --------        --------
Net cash provided by operating
   activities                                   $336,609        $372,492
                                                --------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($  3,458)      ($  1,746)
   Proceeds from the sale of oil and
      gas properties                                   -          21,382
                                                --------        --------
Net cash provided (used) by investing
   activities                                  ($  3,458)       $ 19,636
                                                --------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($315,134)      ($199,129)
                                                --------        --------
Net cash used by financing activities          ($315,134)      ($199,129)
                                                --------        --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $ 18,017        $192,999

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           438,562         306,024
                                                --------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $456,579        $499,023
                                                ========        ========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -13-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


                                                 March 31,      December 31,
                                                   2004             2003
                                               ------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                    $1,313,796       $1,513,224
   Accounts receivable:
      Oil and gas sales                          1,260,062        1,087,689
   Asset held for sale (Note 3)                  2,110,025                -
                                                ----------       ----------
        Total current assets                    $4,683,883       $2,600,913

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                 1,873,272        4,004,314

DEFERRED CHARGE                                     49,696           49,696
                                                ----------       ----------
                                                $6,606,851       $6,654,923
                                                ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                             $  596,465       $  415,194
   Gas imbalance payable                             2,736            2,736
   Asset retirement obligation -
      current (Note 1)                              18,205           12,713
   Asset retirement obligation -
      asset held for sale                        1,573,603                -
                                                ----------       ----------
        Total current liabilities               $2,191,009       $  430,643

LONG-TERM LIABILITIES:
   Accrued liability                            $  342,831       $  342,831
   Asset retirement obligation
      (Note 1)                                     197,899        1,756,150
                                                ----------       ----------
        Total long-term liabilities             $  540,730       $2,098,981

PARTNERS' CAPITAL (DEFICIT):
   General Partner                             ($  179,786)     ($  177,234)
   Limited Partners, issued and
      outstanding, 418,266 units                 4,054,898        4,302,533
                                                ----------       ----------
        Total Partners' capital                 $3,875,112       $4,125,299
                                                ----------       ----------
                                                $6,606,851       $6,654,923
                                                ==========       ==========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -14-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)


                                                 2004              2003
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $1,136,092        $1,313,520
   Interest income                                 1,470               927
                                              ----------        ----------
                                              $1,137,562        $1,314,447

COSTS AND EXPENSES:
   Lease operating                            $  234,805        $  277,437
   Production tax                                 76,386            87,193
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  34,788            94,435
   General and administrative
      (Note 2)                                   123,032           126,084
                                              ----------        ----------
                                              $  469,011        $  585,149
                                              ----------        ----------

NET INCOME FROM CONTINUING OPERATIONS         $  668,551        $  729,298

   Income from discontinued operations
      (Note 3)                                    17,093           268,614
                                              ----------        ----------

INCOME BEFORE CUMULATIVE EFFECT
   OF ACCOUNTING CHANGE                       $  685,644        $  997,912

   Cumulative effect of change in
      accounting for asset retirement
      obligations (Note 1)                             -             2,725
                                              ----------        ----------

NET INCOME                                    $  685,644        $1,000,637
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   73,279        $  109,604
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  612,365        $  891,033
                                              ==========        ==========
NET INCOME per unit                           $     1.46        $     2.13
                                              ==========        ==========
UNITS OUTSTANDING                                418,266           418,266
                                              ==========        ==========




                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -15-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)

                                                   2004            2003
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $  685,644      $1,000,637
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Cumulative effect of change in
        accounting for asset retirement
        obligations (Note 1)                             -     (     2,725)
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  54,023         111,601
      Settlement of asset retirement
        obligation                                       -     (     1,848)
      Increase in accounts receivable
        - oil and gas sales                    (   172,373)    (   426,231)
      Increase (decrease) in accounts
        payable                                    179,593     (   266,247)
      Decrease in accrued liability -
        other                                            -     (   122,289)
                                                ----------      ----------
Net cash provided by operating
   activities                                   $  746,887      $  292,898
                                                ----------      ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   10,484)    ($   15,046)
   Proceeds from sale of oil and gas
      properties                                         -           1,379
                                                ----------      ----------
Net cash used by investing activities          ($   10,484)    ($   13,667)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($  935,831)    ($  285,384)
                                                ----------      ----------
Net cash used by financing activities          ($  935,831)    ($  285,384)
                                                ----------      ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                                 ($  199,428)    ($    6,153)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           1,513,224         801,420
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $1,313,796      $  795,267
                                                ==========      ==========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -16-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


                                                March 31,      December 31,
                                                   2004            2003
                                              ------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  545,324       $  521,918
   Accounts receivable:
      Oil and gas sales                           399,295          352,465
                                               ----------       ----------
        Total current assets                   $  944,619       $  874,383

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,662,813        1,695,682

DEFERRED CHARGE                                    22,237           22,237
                                               ----------       ----------
                                               $2,629,669       $2,592,302
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   75,423       $   96,896
   Gas imbalance payable                            2,295            2,295
   Asset retirement obligation -
      current (Note 1)                              4,466            4,002
                                               ----------       ----------
        Total current liabilities              $   82,184       $  103,193

LONG-TERM LIABILITIES:
   Accrued liability                           $  131,768       $  131,768
   Asset retirement obligation
      (Note 1)                                    140,054          138,975
                                               ----------       ----------
        Total long-term liabilities            $  271,822       $  270,743

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  151,888)     ($  156,356)
   Limited Partners, issued and
      outstanding, 221,484 units                2,427,551        2,374,722
                                               ----------       ----------
        Total Partners' capital                $2,275,663       $2,218,366
                                               ----------       ----------
                                               $2,629,669       $2,592,302
                                               ==========       ==========



                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -17-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                            STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)



                                                 2004             2003
                                               --------         --------

REVENUES:
   Oil and gas sales                           $645,565         $744,486
   Interest income                                  542              434
                                               --------         --------
                                               $646,107         $744,920

COSTS AND EXPENSES:
   Lease operating                             $144,713         $156,726
   Production tax                                34,270           41,220
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 26,972          108,551
   General and administrative
      (Note 2)                                   67,646           71,431
                                               --------         --------
                                               $273,601         $377,928
                                               --------         --------

INCOME BEFORE CUMULATIVE EFFECT
   OF ACCOUNTING CHANGE                        $372,506         $366,992

   Cumulative effect of change in
      accounting for asset retirement
      obligations (Note 1)                            -            3,712
                                               --------         --------

NET INCOME                                     $372,506         $370,704
                                               ========         ========
GENERAL PARTNER - NET INCOME                   $ 19,677         $ 22,671
                                               ========         ========
LIMITED PARTNERS - NET INCOME                  $352,829         $348,033
                                               ========         ========
NET INCOME per unit                            $   1.59         $   1.57
                                               ========         ========
UNITS OUTSTANDING                               221,484          221,484
                                               ========         ========



                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -18-




                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                            STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2004 AND 2003
                                   (Unaudited)

                                                  2004            2003
                                               ----------      ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $372,506        $370,704
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Cumulative effect of change in
        accounting for asset retirement
        obligations (Note 1)                           -       (   3,712)
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                26,972         108,551
      Settlement of asset retirement
        obligation                                     -       (     903)
      Increase in accounts receivable
        - oil and gas sales                    (  46,830)      ( 167,774)
      Decrease in accounts payable             (  14,171)      (  12,132)
      Decrease in accrued liability -
        other                                          -       ( 102,690)
                                                --------        --------
Net cash provided by operating
   activities                                   $338,477        $192,044
                                                --------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         $      -       ($ 11,724)
   Proceeds from the sale of oil
      and gas properties                             138           3,171
                                                --------        --------
Net cash provided (used) by investing
   activities                                   $    138       ($  8,553)
                                                --------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($315,209)      ($174,401)
                                                --------        --------
Net cash used by financing activities          ($315,209)      ($174,401)
                                                --------        --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $ 23,406        $  9,090

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           521,918         284,588
                                                --------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $545,324        $293,678
                                                ========        ========

                The accompanying condensed notes are an integral
                       part of these financial statements.



                                      -19-





             GEODYNE ENERGY INCOME PROGRAM III LIMITED PARTNERSHIPS
                   CONDENSED NOTES TO THE FINANCIAL STATEMENTS
                                 MARCH 31, 2004
                                   (Unaudited)


1.    ACCOUNTING POLICIES
      -------------------

      The balance sheets as of March 31, 2004,  statements of operations for the
      three months ended March 31, 2004 and 2003,  and  statements of cash flows
      for the three months  ended March 31, 2004 and 2003 have been  prepared by
      Geodyne  Resources,  Inc., the General  Partner of the  Partnerships  (the
      "General  Partner"),  without  audit.  In the  opinion of  management  the
      financial statements referred to above include all necessary  adjustments,
      consisting  of  normal  recurring  adjustments,   to  present  fairly  the
      financial  position at March 31, 2004,  the results of operations  for the
      three  months  ended March 31,  2004 and 2003,  and the cash flows for the
      three months ended March 31, 2004 and 2003.

      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, 2003. The
      results  of  operations  for the  period  ended  March  31,  2004  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.


      DISCONTINUED OPERATIONS
      -----------------------

      As further described in Note 3, the III-D and III-E  Partnerships sold all
      of their oil and gas assets held in the  Jay-Little  Escambia  Creek Field
      ("Jay Field") on May 12, 2004 at a large public oil and gas auction.


      RECLASSIFICATION
      ----------------

      Certain prior year  balances  have been  reclassed to conform with current
      year presentation.




                                      -20-




      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 and  estimated
      salvage value of the equipment.

      When complete units of depreciable property are retired or sold, the asset
      cost and related accumulated  depreciation are eliminated with any gain or
      loss  (including  the  elimination  of the  asset  retirement  obligation)
      reflected in income. When less than complete units of depreciable property
      are retired or sold, the proceeds are credited to oil and gas properties.


ASSET RETIREMENT OBLIGATIONS
- ----------------------------

      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:




                                      -21-





                                            Increase
                                           (decrease)
                           Increase            in
                              in           Net Income
                          Capitalized       for the
                           Cost of Oil     Change in          Asset
                            and Gas        Accounting      Retirement
        Partnerships      Properties       Principle       Obligation
        ------------      -----------      ----------      ----------
           III-A            $109,000        ($1,000)        $110,000
           III-B              76,000        ( 1,000)          77,000
           III-C             192,000          2,000          190,000
           III-D             109,000          3,000          106,000
           III-E             264,000          3,000          261,000
           III-F             144,000          4,000          140,000

      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, 2004, the III-A,  III-B, III-C, III-D, III-E,
      and III-F Partnerships  recognized  approximately $1,000,  $1,000, $2,000,
      $1,000, $2,000, and $2,000, 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.

      The components of the change in asset retirement obligations for the three
      months ended March 31, 2004 and 2003 are as shown below.

                              III-A Partnership
                              -----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               3/31/2004         3/31/2003
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $114,993          $109,762
      Settlements and Disposals                (   4,865)                -
      Accretion Expense                              948             1,077
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $111,076          $110,839
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 12,314          $      -
      Asset Retirement Obligation -
         Long-Term                                98,762           110,839




                                      -22-




                              III-B Partnership
                              -----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               3/31/2004         3/31/2003
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $ 83,211          $ 76,536
      Settlements and Disposals                (   3,209)                -
      Accretion Expense                              670               735
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $ 80,672          $ 77,271
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 27,865          $      -
      Asset Retirement Obligation -
         Long-Term                                52,807            77,271


                              III-C Partnership
                              -----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               3/31/2004         3/31/2003
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $194,453          $189,767
      Additions and Revisions                      1,022                 -
      Accretion Expense                            1,726             1,927
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $197,201          $191,694
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 32,237          $      -
      Asset Retirement Obligation -
         Long-Term                               164,964           191,694





                                      -23-




                              III-D Partnership
                              -----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               3/31/2004         3/31/2003
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                $  314,031          $106,449
      Additions and Revisions                        146                 -
      Accretion Expense                            3,672             1,087
      Discontinued Operations                (   212,827)                -
                                              ----------          --------
      Total Asset Retirement
         Obligation, End of Quarter           $  105,022          $107,536
                                              ==========          ========
      Asset Retirement Obligation -
         Current                              $    9,829          $      -
      Asset Retirement Obligation -
         Long-Term                                95,193           107,536


                              III-E Partnership
                              -----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               3/31/2004         3/31/2003
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                $1,768,863          $260,513
      Settlements and Disposals                        -         (   2,742)
      Accretion Expense                           20,844             2,554
      Discontinued Operations                ( 1,573,603)                -
                                              ----------          --------
      Total Asset Retirement
         Obligation, End of Quarter           $  216,104          $260,325
                                              ==========          ========
      Asset Retirement Obligation -
         Current                              $   18,205          $      -
      Asset Retirement Obligation -
         Long-Term                               197,899           260,325




                                      -24-




                              III-F Partnership
                              -----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               3/31/2004         3/31/2003
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                $  142,977          $139,563
      Accretion Expense                            1,543             1,569
      Settlements and Disposals                        -         (   2,303)
                                              ----------          --------
      Total Asset Retirement
         Obligation, End of Quarter           $  144,520          $138,829
                                              ==========          ========
      Asset Retirement Obligation -
         Current                              $    4,466          $      -
      Asset Retirement Obligation -
         Long-Term                               140,054           138,829


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,  2004,  the  following  payments  were made to the General
      Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               III-A                 $ 10,101               $ 69,468
               III-B                    7,712                 36,405
               III-C                    9,655                 64,353
               III-D                    7,492                 34,476
               III-E                   12,962                110,070
               III-F                    9,362                 58,284

      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.





                                      -25-





3.    DISCONTINUED OPERATIONS
      -----------------------

      On May 12,  2004,  the  III-D  and  III-E  Partnerships  sold all of their
      interests in the  Jay-Little  Escambia  Creek Field  located in Santa Rosa
      County,  Florida  ("Jay Field") at a large  public oil and gas auction for
      approximately $720,000,  subject to standard transaction  requirements and
      adjustments.  These proceeds will be allocated  approximately  $88,000 and
      $632,000,   respectively,  to  the  III-D  and  III-E  Partnerships.  This
      represents  the sale of all oil and gas assets held by the III-D and III-E
      Partnerships  in the Jay Field and is  therefore  a disposal of a business
      segment  under  Statement  of  Financial  Accounting  Standards  No.  144,
      "Accounting  for the  Impairment  or Disposal of  Long-Lived  Assets" (FAS
      144). Accordingly, current year results of the Jay Field segment have been
      classified as discontinued, and prior periods have been restated.

      Net sales from discontinued operations are as follows:


                                    III-D Partnership
                                    -----------------

                                             Three Months      Three Months
                                                Ended              Ended
                                              3/31/2004          3/31/2003
                                             ------------      ------------

      Oil and gas sales                         $127,438          $108,035
      Lease operating                          ( 114,158)        (  58,630)
      Production tax                           (   8,174)        (   9,387)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (   2,818)        (   2,302)
                                                --------          --------
      Income from discontinued
         operations                             $  2,288          $ 37,716
                                                ========          ========





                                      -26-





                                    III-E Partnership
                                    -----------------

                                             Three Months      Three Months
                                                Ended              Ended
                                              3/31/2004          3/31/2003
                                             ------------      ------------

      Oil and gas sales                       $  909,368        $   771,217
      Lease operating                        (   814,709)      (    418,432)
      Production tax                         (    58,331)      (     67,005)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                          (    19,235)       (    17,166)
                                              ----------        -----------
      Income from discontinued
         operations                           $   17,093        $   268,614
                                              ==========        ===========


      Assets of the discontinued operations for the three months ended March 31,
      2004 were as follows:


                                                III-D             III-E
                                             Partnership        Partnership
                                             ------------      -------------

      Oil and gas properties                  $1,888,405        $13,216,542
      Accumulated depreciation,
         depletion, and amortization
         of oil and gas properties           ( 1,598,346)      ( 11,106,517)
                                              ----------        -----------
      Net asset held for sale                 $  290,059        $ 2,110,025
                                              ==========        ===========






                                      -27-




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.


DISCONTINUED OPERATIONS
- -----------------------

      The III-D and III-E  Partnerships  own working  interests in the Jay Field
      located  in Santa Rosa  County,  Florida.  This  property,  consisting  of
      several oil and gas producing wells,  several nitrogen gas injection wells
      (to stimulate production), and a gas plant, is operated by ExxonMobil. The
      injection process leads to very high operating costs. As a result, changes
      in oil (in particular) and natural gas prices can significantly impact net
      cash flow and the estimated net present  value of this  property's  proved
      reserves.  Based on information  received from the operator,  in late 2001
      through early 2003 this property  experienced  mechanical and  operational
      difficulties  primarily  associated with the nitrogen injection system and
      gas  plant  operations.  Also,  the  drilling  of a  directional  well has
      significantly  exceeded the operator's original cost estimates.  Recently,
      the operator notified the working interest owners that



                                      -28-




      additional  costs would be incurred in order to plug several  wells.  As a
      result of these costs,  cash flow from this  property has been reduced and
      at times has been negative.  This property is very sensitive to changes in
      oil prices and production volumes.

      In May 2004, the III-D and III-E  Partnerships sold all of their interests
      in the Jay Field and the disposal was treated as a discontinued operation.
      The sales  proceeds  consisting  of  approximately  $88,000 and  $632,000,
      respectively,  will be included in the August 15, 2004 cash  distributions
      to the III-D and III-E  Partnerships.  The sale of the Jay Field interests
      will  impact  the  continuing  future  operations  of the  III-D and III-E
      Partnerships.  It is anticipated that these  Partnerships  will have lower
      lease operating  costs,  lower oil and gas sales, and a reduction in their
      asset  retirement  obligations.  The  reader  should  refer  to  Note  3 -
      Discontinued  Operations to the consolidated financial statements included
      in PART I, ITEM 1 of this  Quarterly  Report  on Form 10-Q for  additional
      information regarding this matter.


GENERAL
- -------

      The  Partnerships  are engaged in the business of acquiring  and operating
      producing oil and gas properties located in the continental United States.
      In general, a Partnership acquired producing properties and did not engage
      in  development  drilling  or  enhanced  recovery  projects,  except as an
      incidental  part of the management of the producing  properties  acquired.
      Therefore,  the economic life of each Partnership is limited to the period
      of time required to fully  produce its acquired oil and gas reserves.  The
      net  proceeds  from  the oil and gas  operations  are  distributed  to the
      Limited  Partners and the General  Partner in accordance with the terms of
      the Partnerships' partnership agreements.


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:




                                      -29-





                                                               Limited
                                      Date of              Partner Capital
               Partnership          Activation              Contributions
               -----------       ------------------        ---------------

                  III-A          November 22, 1989           $26,397,600
                  III-B          January 24, 1990             13,833,600
                  III-C          February 27, 1990            24,453,600
                  III-D          September 5, 1990            13,100,800
                  III-E          December 26, 1990            41,826,600
                  III-F          March 7, 1991                22,148,400

      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,  2004  and the net  revenue
      generated from future operations will provide  sufficient  working capital
      to meet current and future obligations.

      Pursuant to the terms of the Partnership  Agreements for the  Partnerships
      (the "Partnership  Agreements") the Partnerships were initially  scheduled
      to terminate on the dates  indicated  in the  "Initial  Termination  Date"
      column of the following chart. However, the Partnership Agreements provide
      that the General Partner may extend the term of each Partnership for up to
      five periods of two years each. As of the date of this  Quarterly  Report,
      the General Partner has extended the terms of the III-A,  III-B, and III-C
      Partnerships  for the third extension  period,  and the III-D,  III-E, and
      III-F  Partnerships  for  the  second  extension  period.  Therefore,  the
      Partnerships  are currently  scheduled to terminate on the dates indicated
      in the "Current Termination Date" column of the following chart.

                         Initial          Extensions     Current
      Partnership    Termination Date     Exercised  Termination Date
      -----------    -----------------    ---------  -----------------
         III-A       November 22, 1999       3       November 22, 2005
         III-B       January 24, 2000        3       December 31, 2005
         III-C       February 28, 2000       3       December 31, 2005
         III-D       September 5, 2000       2       September 5, 2004
         III-E       December 26, 2000       2       December 26, 2004
         III-F       March 7, 2001           2       March 7, 2005




                                      -30-




      The  General  Partner  currently  intends  to extend the term of the III-D
      Partnership  to at least  December  31, 2005,  but has not yet  determined
      whether it intends to further extend the terms of any other Partnerships.


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.

      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  unit-of-production
      method.  The  Partnerships'  calculation of depreciation,  depletion,  and
      amortization  includes  estimated  dismantlement and abandonment costs and
      estimated  salvage  value  of  the  equipment.   When  complete  units  of
      depreciable  property  are  retired or sold,  the asset  cost and  related
      accumulated  depreciation  are eliminated with any gain or loss (including
      the elimination of the asset retirement  obligation)  reflected in income.
      When less that 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 estimated  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



                                      -31-




      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  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:




                                      -32-





                                            Increase
                                           (decrease)
                            Increase           in
                              in           Net Income
                          Capitalized       for the
                           Cost of Oil      Change in        Asset
                            and Gas        Accounting      Retirement
        Partnerships      Properties       Principle       Obligation
        ------------      -----------      ----------      ----------
           III-A            $109,000        ($1,000)        $110,000
           III-B              76,000        ( 1,000)          77,000
           III-C             192,000          2,000          190,000
           III-D             109,000          3,000          106,000
           III-E             264,000          3,000          261,000
           III-F             144,000          4,000          140,000

      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, 2004, the III-A,  III-B, III-C, III-D, III-E,
      and III-F Partnerships  recognized  approximately $1,000,  $1,000, $2,000,
      $1,000, $2,000, and $2,000, 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



                                      -33-




      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.

                               III-A Partnership
                               -----------------

                                                  Crude          Natural
                                                   Oil             Gas
                                                (Barrels)         (Mcf)
                                                ---------      -----------

      Proved reserves, Dec. 31, 2003             139,211        4,039,478
         Production                             ( 10,018)      (  126,475)
         Revisions of previous
            estimates                                754           17,659
                                                 -------        ---------

      Proved reserves, March 31, 2004            129,947        3,930,662
                                                 =======        =========


                               III-B Partnership
                               -----------------

                                                  Crude          Natural
                                                   Oil             Gas
                                                (Barrels)         (Mcf)
                                                ---------      -----------

      Proved reserves, Dec. 31, 2003              87,639        1,677,840
         Production                             (  7,027)      (   47,281)
         Revisions of previous
            estimates                              1,071       (    5,634)
                                                 -------        ---------

      Proved reserves, March 31, 2004             81,683        1,624,925
                                                 =======        =========




                                      -34-




                               III-C Partnership
                               -----------------

                                                  Crude          Natural
                                                   Oil             Gas
                                                (Barrels)         (Mcf)
                                                ---------      -----------

      Proved reserves, Dec. 31, 2003              99,719        5,349,105
         Production                             (  2,855)      (  156,564)
         Sale of minerals in place              (      6)               -
         Revisions of previous
            estimates                           (  6,327)      (   28,640)
                                                 -------        ---------

      Proved reserves, March 31, 2004             90,531        5,163,901
                                                 =======        =========



                                III-D Partnership
                                -----------------

                                                  Crude          Natural
                                                   Oil             Gas
                                                (Barrels)         (Mcf)
                                                ---------      -----------

      Proved reserves, Dec. 31, 2003             157,044        2,652,614
         Production                             (  2,273)      (   89,584)
         Discontinued operations                ( 72,676)      (   14,536)
         Revisions of previous
            estimates                                342       (      714)
                                                 -------        ---------

      Proved reserves, March 31, 2004             82,437        2,547,780
                                                 =======        =========




                                      -35-




                               III-E Partnership
                               -----------------

                                                  Crude          Natural
                                                   Oil             Gas
                                                (Barrels)         (Mcf)
                                                ---------      ------------

      Proved reserves, Dec. 31, 2003             674,924        6,565,947
         Production                             (  7,433)      (  181,161)
         Discontinued operations                (518,676)      (  103,734)
         Revisions of previous
            estimates                              3,737           95,261
                                                 -------        ---------

      Proved reserves, March 31, 2004            152,552        6,376,313
                                                 =======        =========


                                III-F Partnership
                                -----------------

                                                  Crude          Natural
                                                   Oil             Gas
                                                (Barrels)         (Mcf)
                                                ---------      -----------

      Proved reserves, Dec. 31, 2003             360,288        4,482,383
         Production                             (  4,927)      (   98,635)
         Revisions of previous
            estimates                             17,271          152,498
                                                 -------        ---------

      Proved reserves, March 31, 2004            372,632        4,536,246
                                                 =======        =========


      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, 2004 and December 31, 2003.
      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 readily  determinable in accordance with
      applicable contract provisions. The table also indicates the gas prices in
      effect on the dates  corresponding to the reserve  valuations.  Changes in
      the oil and gas prices cause the estimates of



                                      -36-




      remaining economically  recoverable reserves, as well as the values placed
      on said  reserves to  fluctuate.  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,  2004.  There  can be no  assurance  that  the  prices  used in
      calculating the net present value of the Partnerships'  proved reserves at
      March 31, 2004 will actually be realized for such production.

                               Net Present Value of Reserves
                         ----------------------------------------
      Partnership               3/31/04            12/31/03
      -----------             -----------        -----------
        III-A                 $13,031,923        $13,777,306
        III-B                   5,998,312          6,143,806
        III-C                  12,793,597         13,637,641
        III-D                   6,506,193          6,865,989
        III-E                  15,859,533         16,042,508
        III-F                  12,119,933         12,072,331

                               Oil and Gas Prices
                        -----------------------------------------
        Pricing                 3/31/04           12/31/03
      -----------             -----------        -----------
      Oil (Bbl)               $     32.50        $     29.25
      Gas (Mcf)                      5.63               5.77


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.

      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:



                                      -37-





      *   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.

      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.


      III-A PARTNERSHIP

      THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 2003.

                                               Three Months Ended March 31,
                                               -----------------------------
                                                   2004             2003
                                                ----------       ----------
      Oil and gas sales                         $1,004,030       $1,241,672
      Oil and gas production expenses           $  232,394       $  192,020
      Barrels produced                              10,018           13,075
      Mcf produced                                 126,475          158,528
      Average price/Bbl                         $    33.64       $    31.62
      Average price/Mcf                         $     5.27       $     5.22

      As shown in the table above,  total oil and gas sales  decreased  $237,642
      (19.1%) for the three months ended March 31, 2004 as compared to the three
      months ended March 31, 2003. Of this decrease,  approximately  $97,000 and
      $167,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold.  Volumes of oil and gas sold decreased  3,057 barrels and 32,053
      Mcf,  respectively,  for the three months ended March 31, 2004 as compared
      to the three months  ended March 31, 2003.  The decrease in volumes of oil
      sold was primarily due to normal  declines in production.  The decrease in
      volumes of gas sold was primarily due to (i) normal declines in production
      and (ii) the III-A Partnership  receiving an increased percentage of sales
      on one



                                      -38-




      significant  well during the three  months ended March 31, 2003 due to gas
      balancing.  These  decreases  were  partially  offset by a positive  prior
      period  volume  adjustment  made by the  operator  during the three months
      ended March 31, 2004.  Average oil and gas prices  increased to $33.64 per
      barrel and $5.27 per Mcf,  respectively,  for the three months ended March
      31, 2004 from $31.62 per barrel and $5.22 per Mcf,  respectively,  for the
      three months ended March 31, 2003.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $40,374  (21.0%) for the three months ended
      March 31, 2004 as compared to the three months ended March 31, 2003.  This
      increase was primarily due to (i) the receipt of an environmental clean-up
      credit on one  significant  well during the three  months  ended March 31,
      2003 and (ii)  workover  expenses  incurred  on another  significant  well
      during  the three  months  ended  March 31,  2004.  These  increases  were
      partially  offset by a decrease in production  taxes  associated  with the
      decrease in oil and gas sales. As a percentage of oil and gas sales, these
      expenses increased to 23.1% for the three months ended March 31, 2004 from
      15.5% for the three months ended March 31, 2003. This percentage  increase
      was  primarily  due to the  dollar  increase  in oil  and  gas  production
      expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $15,807  (28.1%) for the three  months  ended March 31, 2004 as
      compared to the three  months  ended March 31,  2003.  This  increase  was
      primarily due to the abandonment of one significant  well during the three
      months  ended  March  31,  2004  following  an  unsuccessful  recompletion
      attempt. This increase was partially offset by the decreases in volumes of
      oil and gas sold.  As a  percentage  of oil and gas  sales,  this  expense
      increased  to 7.2% for the three months ended March 31, 2004 from 4.5% for
      the three  months  ended March 31,  2003.  This  percentage  increase  was
      primarily  due to the dollar  increase  in  depreciation,  depletion,  and
      amortization of oil and gas properties.

      General and administrative  expenses decreased $3,743 (4.5%) for the three
      months  ended March 31, 2004 as compared to the three  months  ended March
      31, 2003. As a percentage of oil and gas sales,  these expenses  increased
      to 7.9% for the three  months ended March 31, 2004 from 6.7% for the three
      months ended March 31, 2003. This percentage increase was primarily due to
      the decrease in oil and gas sales.

      The Limited  Partners have received cash  distributions  through March 31,
      2004  totaling   $37,036,701  or  140.30%  of  Limited  Partners'  capital
      contributions.




                                      -39-




      III-B PARTNERSHIP

      THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 2003.

                                               Three Months Ended March 31,
                                               ----------------------------
                                                    2004            2003
                                                  --------        --------
      Oil and gas sales                           $489,401        $700,575
      Oil and gas production expenses             $131,885        $119,779
      Barrels produced                               7,027           9,175
      Mcf produced                                  47,281          80,507
      Average price/Bbl                           $  33.32        $  31.83
      Average price/Mcf                           $   5.40        $   5.07

      As shown in the table above,  total oil and gas sales  decreased  $211,174
      (30.1%) for the three months ended March 31, 2004 as compared to the three
      months ended March 31, 2003. Of this decrease,  approximately  $68,000 and
      $169,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold.  Volumes of oil and gas sold decreased  2,148 barrels and 33,226
      Mcf,  respectively,  for the three months ended March 31, 2004 as compared
      to the three months  ended March 31, 2003.  The decrease in volumes of oil
      sold was primarily due to normal  declines in production.  The decrease in
      volumes of gas sold was primarily due to (i) normal declines in production
      and (ii) the III-B Partnership  receiving an increased percentage of sales
      on one  significant  well during the three months ended March 31, 2003 due
      to gas  balancing.  Average  oil and gas  prices  increased  to $33.32 per
      barrel and $5.40 per Mcf,  respectively,  for the three months ended March
      31, 2004 from $31.83 per barrel and $5.07 per Mcf,  respectively,  for the
      three months ended March 31, 2003.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $12,106  (10.1%) for the three months ended
      March 31, 2004 as compared to the three months ended March 31, 2003.  This
      increase was primarily due to (i) the receipt of an environmental clean-up
      credit on one  significant  well during the three  months  ended March 31,
      2003 and (ii)  workover  expenses  incurred  on another  significant  well
      during  the three  months  ended  March 31,  2004.  These  increases  were
      partially  offset by a decrease in production  taxes  associated  with the
      decrease in oil and gas sales. As a percentage of oil and gas sales, these
      expenses increased to 26.9% for the three months ended March 31, 2004 from
      17.1% for the three months ended March 31, 2003. This percentage  increase
      was  primarily  due to the  dollar  increase  in oil  and  gas  production
      expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $10,609  (31.1%) for the three  months  ended March 31, 2004 as
      compared to the three  months  ended March 31,  2003.  This  increase  was
      primarily due to the abandonment of one significant  well during the three
      months



                                      -40-




      ended March 31, 2004 following an unsuccessful  recompletion attempt. This
      increase was  partially  offset by the decreases in volumes of oil and gas
      sold. As a percentage of oil and gas sales, this expense increased to 9.1%
      for the three  months  ended March 31, 2004 from 4.9% for the three months
      ended March 31, 2003.  This  percentage  increase was primarily due to the
      dollar increase in  depreciation,  depletion,  and amortization of oil and
      gas properties.

      General and administrative  expenses decreased $4,304 (8.9%) for the three
      months  ended March 31, 2004 as compared to the three  months  ended March
      31, 2003. As a percentage of oil and gas sales,  these expenses  increased
      to 9.0% for the three  months ended March 31, 2004 from 6.9% for the three
      months ended March 31, 2003. This percentage increase was primarily due to
      the decrease in oil and gas sales.

      The Limited  Partners have received cash  distributions  through March 31,
      2004  totaling   $21,004,353  or  151.84%  of  Limited  Partners'  capital
      contributions.

      III-C PARTNERSHIP

      THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 2003.

                                               Three Months Ended March 31,
                                               ----------------------------
                                                  2004              2003
                                                --------         ----------
      Oil and gas sales                         $848,497         $1,155,715
      Oil and gas production expenses           $189,809         $  238,766
      Barrels produced                             2,855              5,914
      Mcf produced                               156,564            181,104
      Average price/Bbl                         $  32.66         $    31.78
      Average price/Mcf                         $   4.82         $     5.34

      As shown in the table above,  total oil and gas sales  decreased  $307,218
      (26.6%) for the three months ended March 31, 2004 as compared to the three
      months ended March 31, 2003. Of this decrease,  approximately  (i) $97,000
      and  $131,000,  respectively,  were related to decreases in volumes of oil
      and gas sold and (ii)  $81,000  was  related to a decrease  in the average
      price of gas sold. Volumes of oil and gas sold decreased 3,059 barrels and
      24,540 Mcf,  respectively,  for the three  months  ended March 31, 2004 as
      compared to the three months ended March 31, 2003. The decrease in volumes
      of oil sold was primarily due to (i) the  shutting-in of a production zone
      on one  significant  well  during  late 2003 and (ii)  normal  declines in
      production.  The decrease in volumes of gas sold was  primarily due to (i)
      normal declines in production and (ii) the III-C  Partnership  receiving a
      reduced  percentage  of sales on one  significant  well  during  the three
      months ended March 31, 2004 due to gas  balancing.  As of the date of this
      Quarterly  Report,  management  expects the gas  balancing  adjustment  to
      continue for the foreseeable future, thereby continuing to contribute



                                      -41-




      to a decrease in volumes of gas sold by the III-C Partnership. Average oil
      prices increased to $32.66 per barrel for the three months ended March 31,
      2004 from $31.78 per barrel for the three  months  ended  March 31,  2003.
      Average gas prices  decreased  to $4.82 per Mcf for the three months ended
      March 31,  2004 from $5.34 per Mcf for the three  months  ended  March 31,
      2003.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $48,957  (20.5%) for the three months ended
      March 31, 2004 as compared to the three months ended March 31, 2003.  This
      decrease was primarily due to (i) a decrease in lease  operating  expenses
      associated  with the  decreases  in volumes of oil and gas sold and (ii) a
      decrease in production  taxes  associated with the decrease in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  increased to
      22.4% for the three  months  ended March 31, 2004 from 20.7% for the three
      months ended March 31, 2003.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $13,515  (30.9%) for the three  months  ended March 31, 2004 as
      compared to the three  months  ended March 31,  2003.  This  increase  was
      primarily  due  to an  increase  in  depletable  oil  and  gas  properties
      primarily due to developmental drilling activities on one significant well
      during the three months ended March 31, 2004.  This increase was partially
      offset by the decreases in volumes of oil and gas sold. As a percentage of
      oil and gas sales,  this  expense  increased  to 6.7% for the three months
      ended March 31, 2004 from 3.8% for the three  months ended March 31, 2003.
      This  percentage  increase  was  primarily  due to the dollar  increase in
      depreciation, depletion and amortization of oil and gas properties.

      General and administrative  expenses decreased $3,830 (4.9%) for the three
      months  ended March 31, 2004 as compared to the three  months  ended March
      31, 2003. As a percentage of oil and gas sales,  these expenses  increased
      to 8.7% for the three  months ended March 31, 2004 from 6.7% for the three
      months ended March 31, 2003. This percentage increase was primarily due to
      the decrease in oil and gas sales.

      The Limited  Partners have received cash  distributions  through March 31,
      2004  totaling   $28,101,795  or  114.92%  of  Limited  Partners'  capital
      contributions.




                                      -42-





      III-D PARTNERSHIP

      THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 2003.

                                               Three Months Ended March 31,
                                               ----------------------------
                                                  2004              2003
                                                --------          --------
      Oil and gas sales                         $503,917          $749,776
      Oil and gas production expenses           $115,174          $139,289
      Barrels produced                             2,273             5,051
      Mcf produced                                89,584           111,586
      Average price/Bbl                         $  32.04          $  30.19
      Average price/Mcf                         $   4.81          $   5.35

      As shown in the table above,  total oil and gas sales  decreased  $245,859
      (32.8%) for the three months ended March 31, 2004 as compared to the three
      months ended March 31, 2003. Of this decrease,  approximately  (i) $84,000
      and  $118,000,  respectively,  were related to decreases in volumes of oil
      and gas sold and (ii)  $48,000  was  related to a decrease  in the average
      price of gas sold. Volumes of oil and gas sold decreased 2,778 barrels and
      22,002 Mcf,  respectively,  for the three  months  ended March 31, 2004 as
      compared to the three months ended March 31, 2003. The decrease in volumes
      of oil sold was primarily due to (i) the  shutting-in of a production zone
      on one  significant  well  during  late 2003 and (ii)  normal  declines in
      production.  The decrease in volumes of gas sold was  primarily due to (i)
      normal  declines in production,  (ii) the shutting-in of a production zone
      on one significant well during late 2003, and (iii) the III-D  Partnership
      receiving a reduced percentage of sales on another significant well during
      the three months ended March 31, 2004 due to gas balancing. As of the date
      of this Quarterly Report,  management expects the gas balancing adjustment
      to continue for the foreseeable  future,  thereby continuing to contribute
      to a decrease  in volumes of gas sold for the III-D  Partnership.  Average
      oil prices increased to $32.04 per barrel for the three months ended March
      31, 2004 from $30.19 per barrel for the three months ended March 31, 2003.
      Average gas prices  decreased  to $4.81 per Mcf for the three months ended
      March 31,  2004 from $5.35 per Mcf for the three  months  ended  March 31,
      2003.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $24,115  (17.3%) for the three months ended
      March 31, 2004 as compared to the three months ended March 31, 2003.  This
      decrease was primarily due to (i) a decrease in lease  operating  expenses
      associated  with the  decreases  in volumes of oil and gas sold and (ii) a
      decrease in production  taxes  associated with the decrease in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  increased to
      22.9% for the three  months  ended March 31, 2004 from 18.6% for the three
      months



                                      -43-




      ended March 31, 2003.  This  percentage  increase was primarily due to the
      decrease in the average price of gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $6,546  (38.8%)  for the three  months  ended March 31, 2004 as
      compared to the three  months  ended March 31,  2003.  This  increase  was
      primarily due to equipment  credits  received on a fully  depleted well in
      the three  months ended March 31,  2003.  As a  percentage  of oil and gas
      sales,  these expenses  increased to 4.7% for the three months ended March
      31,  2004 from 2.3% for the  three  months  ended  March  31,  2003.  This
      percentage   increase  was  primarily  due  to  the  dollar   increase  in
      depreciation, depletion, and amortization of oil and gas properties.

      General and administrative  expenses decreased $4,338 (9.4%) for the three
      months  ended March 31, 2004 as compared to the three  months  ended March
      31, 2003. As a percentage of oil and gas sales,  these expenses  increased
      to 8.3% for the three  months ended March 31, 2004 from 6.2% for the three
      months ended March 31, 2003. This percentage increase was primarily due to
      the decrease in oil and gas sales.

      As further  discussed  in PART I, ITEM 2 -  Discontinued  Operations,  the
      III-D  Partnership sold its interest in the Jay Field on May 12, 2004. The
      III-D  Partnership's net proceeds of approximately  $88,000 from this sale
      will be included in its August 15, 2004 cash distribution.

      The Limited  Partners have received cash  distributions  through March 31,
      2004  totaling   $15,593,669  or  119.03%  of  Limited  Partners'  capital
      contributions.

      III-E PARTNERSHIP

      THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 2003.

                                                Three Months Ended March 31,
                                                ----------------------------
                                                   2004             2003
                                                ----------       ----------
      Oil and gas sales                         $1,136,092       $1,313,520
      Oil and gas production expenses           $  311,191       $  364,630
      Barrels produced                               7,433            8,280
      Mcf produced                                 181,161          215,751
      Average price/Bbl                         $    30.68       $    30.18
      Average price/Mcf                         $     5.01       $     4.93

      As shown in the table above,  total oil and gas sales  decreased  $177,428
      (13.5%) for the three months ended March 31, 2004 as compared to the three
      months ended March 31, 2003. Of this decrease,  approximately  $26,000 and
      $171,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold.  Volumes of oil and gas sold  decreased  847  barrels and 34,590
      Mcf,  respectively,  for the three months ended March 31, 2004 as compared
      to the three months ended



                                      -44-




      March 31, 2003.  The decrease in volumes of oil sold was  primarily due to
      normal  declines in  production.  The  decrease in volumes of gas sold was
      primarily  due to (i) normal  declines in  production  and (ii) a positive
      prior period  volume  adjustment  made by the operator on one  significant
      well during the three  months  ended March 31,  2003.  Average oil and gas
      prices increased to $30.68 per barrel and $5.01 per Mcf, respectively, for
      the three months ended March 31, 2004 from $30.18 per barrel and $4.93 per
      Mcf, respectively, for the three months ended March 31, 2003.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $53,439  (14.7%) for the three months ended
      March 31, 2004 as compared to the three months ended March 31, 2003.  This
      decrease was primarily due to (i) a decrease in lease  operating  expenses
      associated  with the  decreases  in volumes of oil and gas sold and (ii) a
      decrease in production  taxes  associated with the decrease in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  decreased to
      27.4% for the three  months  ended March 31, 2004 from 27.8% for the three
      months ended March 31, 2003.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $59,647  (63.2%) for the three  months  ended March 31, 2004 as
      compared to the three  months  ended March 31,  2003.  This  decrease  was
      primarily  due to (i) two  significant  wells being fully  depleted in the
      three months  ended March 31, 2003 due to lack of  remaining  economically
      recoverable reserves,  (ii) the abandonment of one significant well during
      the three months ended March 31, 2003 due to severe  mechanical  problems,
      and (iii) the decreases in volumes of oil and gas sold. As a percentage of
      oil and gas sales,  this  expense  decreased  to 3.1% for the three months
      ended March 31, 2004 from 7.2% for the three  months ended March 31, 2003.
      This  percentage  decrease  was  primarily  due to the dollar  decrease in
      depreciation, depletion, and amortization of oil and gas properties.

      General and administrative  expenses decreased $3,052 (2.4%) for the three
      months  ended March 31, 2004 as compared to the three  months  ended March
      31, 2003. As a percentage of oil and gas sales,  these expenses  increased
      to 10.8% for the three months ended March 31, 2004 from 9.6% for the three
      months ended March 31, 2003. This percentage increase was primarily due to
      the decrease in oil and gas sales.

      As further  discussed  in PART I, ITEM 2 -  Discontinued  Operations,  the
      III-E  Partnership sold its interest in the Jay Field on May 12, 2004. The
      III-E Partnership's net proceeds of approximately  $632,000 from this sale
      will be included in its August 15, 2004 cash distribution.

      The Limited  Partners have received cash  distributions  through March 31,
      2004  totaling   $47,348,016  or  113.20%  of  Limited  Partners'  capital
      contributions.



                                      -45-




      III-F PARTNERSHIP

      THREE MONTHS ENDED MARCH 31, 2004 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 2003.

                                                Three Months Ended March 31,
                                                ----------------------------
                                                    2004            2003
                                                  --------        --------
      Oil and gas sales                           $645,565        $744,486
      Oil and gas production expenses             $178,983        $197,946
      Barrels produced                               4,927           5,382
      Mcf produced                                  98,635         137,370
      Average price/Bbl                           $  32.16        $  30.79
      Average price/Mcf                           $   4.94        $   4.21

      As shown in the table  above,  total oil and gas sales  decreased  $98,921
      (13.3%) for the three months ended March 31, 2004 as compared to the three
      months ended March 31, 2003. Of this decrease,  approximately  $14,000 and
      $163,000,  respectively,  were  related to decreases in the volumes of oil
      and gas sold.  These  decreases  were  partially  offset by an increase of
      approximately  $72,000  related to an increase in the average price of gas
      sold.  Volumes of oil and gas sold  decreased  455 barrels and 38,735 Mcf,
      respectively, for the three months ended March 31, 2004 as compared to the
      three months ended March 31, 2003. The decrease in volumes of gas sold was
      primarily  due  to  (i)  normal   declines  in  production  and  (ii)  the
      shutting-in of one  significant  well during late 2003 in order to perform
      repairs and  maintenance  on that well.  The shut-in  well has returned to
      production.  Average oil and gas prices increased to $32.16 per barrel and
      $4.94 per Mcf,  respectively,  for the three  months  ended March 31, 2004
      from  $30.79  per barrel  and $4.21 per Mcf,  respectively,  for the three
      months ended March 31, 2003.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $18,963  (9.6%) for the three  months ended
      March 31, 2004 as compared to the three months ended March 31, 2003.  As a
      percentage of oil and gas sales, these expenses increased to 27.7% for the
      three  months  ended March 31, 2004 from 26.6% for the three  months ended
      March 31, 2003.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $81,579  (75.2%) for the three  months  ended March 31, 2004 as
      compared to the three  months  ended March 31,  2003.  This  decrease  was
      primarily due to (i) the  abandonment of one  significant  well during the
      three months ended March 31, 2003 due to severe mechanical problems,  (ii)
      the  decreases in volumes of oil and gas sold,  and (iii) two  significant
      wells being fully depleted in the three months ended March 31, 2003 due to
      lack of remaining  economically  recoverable  reserves. As a percentage of
      oil and gas sales,  this  expense  decreased  to 4.2% for the three months
      ended March 31, 2004 from 14.6% for the three months ended March 31, 2003.
      This percentage decrease was primarily due to the



                                      -46-




      dollar decrease in depreciation, depletion and amortization of oil and gas
      properties.

      General and administrative  expenses decreased $3,785 (5.3%) for the three
      months  ended March 31, 2004 as compared to the three  months  ended March
      31, 2003. As a percentage of oil and gas sales,  these expenses  increased
      to 10.5% for the three months ended March 31, 2004 from 9.6% for the three
      months ended March 31, 2003. This percentage increase was primarily due to
      the decrease in oil and gas sales.

      The Limited  Partners have received cash  distributions  through March 31,
      2004  totaling   $18,686,904  or  84.37%  of  Limited   Partners'  capital
      contributions.





                                      -47-




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

            As of the end of this period  covered by this report,  the principal
            executive  officer and  principal  financial  officer  conducted  an
            evaluation of the Partnerships'  disclosure  controls and procedures
            (as defined in Rules  13a-15(e) and 15d-15(e)  under the  Securities
            and Exchange Act of 1934).  Based on this evaluation,  such officers
            concluded that the Partnerships'  disclosure controls and procedures
            are effective to ensure that information required to be disclosed by
            the  Partnerships  in  reports  filed  under  the  Exchange  Act  is
            recorded, processed,  summarized, and reported accurately and within
            the time periods specified in the Securities and Exchange Commission
            rules and forms.



                                      -48-




                                 PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

     31.1  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)
           for the III-A Partnership.

     31.2  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)
           for the III-A Partnership.

     31.3  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)
           for the III-B Partnership.

     31.4  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)
           for the III-B Partnership.

     31.5  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)
           for the III-C Partnership.

     31.6  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)
           for the III-C Partnership.

     31.7  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)
           for the III-D Partnership.

     31.8  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)
           for the III-D Partnership.

     31.9  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)
           for the III-E Partnership.

     31.10 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)
           for the III-E Partnership.

     31.11 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)
           for the III-F Partnership.

     31.12 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)
           for the III-F Partnership.



                                      -49-





     32.1 Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to  Section  906 of the  Sarbanes-Oxley  Act of  2002  for  the  III-A
          Partnership.

     32.2 Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to  Section  906 of the  Sarbanes-Oxley  Act of  2002  for  the  III-B
          Partnership.

     32.3 Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to  Section  906 of the  Sarbanes-Oxley  Act of  2002  for  the  III-C
          Partnership.

     32.4 Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to  Section  906 of the  Sarbanes-Oxley  Act of  2002  for  the  III-D
          Partnership.

     32.5 Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to  Section  906 of the  Sarbanes-Oxley  Act of  2002  for  the  III-E
          Partnership.

     32.6 Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to  Section  906 of the  Sarbanes-Oxley  Act of  2002  for  the  III-F
          Partnership.

(b)  Reports on Form 8-K.

          Current Report on Form 8-K filed during the first quarter of 2004:

          Date of Event:                February 4, 2004
          Date Filed with SEC:          February 4, 2004
          Items Included:               Item 5 - Other Events
                                        Item 7 - Exhibits



                                      -50-




                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F

                                    (Registrant)

                                    BY:   GEODYNE RESOURCES, INC.

                                          General Partner


Date:  May 14, 2004                 By:     /s/Dennis R. Neill
                                       --------------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             President


Date:  May 14, 2004                 By:     /s/Craig D. Loseke
                                       --------------------------------
                                            (Signature)
                                            Craig D. Loseke
                                            Chief Accounting Officer



                                      -51-




                                INDEX TO EXHIBITS
                                -----------------


Exh.
No.         Exhibit
- ----        -------

31.1   Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-A.

31.2   Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-A.

31.3   Certification  Dennis R. Neill required by Rule  13a-14(a)/15d-14(a)  for
       the Geodyne Energy Income Limited Partnership III-B.

31.4   Certification  Craig D. Loseke required by Rule  13a-14(a)/15d-14(a)  for
       the Geodyne Energy Income Limited Partnership III-B.

31.5   Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-C.

31.6   Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-C.

31.7   Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-D.

31.8   Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-D.

31.9   Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-E.

31.10  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-E.

31.11  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-F.

31.12  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for
       the Geodyne Energy Income Limited Partnership III-F.



                                      -52-




32.1   Certification pursuant to 18 U.S. C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley  Act of 2002 for the  Geodyne  Energy
       Income Limited Partnership III-A.

32.2   Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley  Act of 2002 for the  Geodyne  Energy
       Income Limited Partnership III-B.

32.3   Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley  Act of 2002 for the  Geodyne  Energy
       Income Limited Partnership III-C.

32.4   Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley  Act of 2002 for the  Geodyne  Energy
       Income Limited Partnership III-D.

32.5   Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley  Act of 2002 for the  Geodyne  Energy
       Income Limited Partnership III-E.

32.6   Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley  Act of 2002 for the  Geodyne  Energy
       Income Limited Partnership III-F.




                                      -53-