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 September 30, 2004 Commission File Number: II-A: 0-16388 II-D: 0-16980 II-G: 0-17802 II-B: 0-16405 II-E: 0-17320 II-H: 0-18305 II-C: 0-16981 II-F: 0-17799 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H --------------------------------------------------------- (Exact name of Registrant as specified in its Articles) II-A 73-1295505 II-B 73-1303341 II-C 73-1308986 II-D 73-1329761 II-E 73-1324751 II-F 73-1330632 Oklahoma II-G 73-1336572 II-H 73-1342476 - ---------------------------- ------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or Number) organization) Two West Second Street, Tulsa, Oklahoma 74103 ------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code:(918) 583-1791 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes No X ------ ------ -1- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $1,550,286 $1,428,609 Accounts receivable: Oil and gas sales 948,775 761,616 ---------- ---------- Total current assets $2,499,061 $2,190,225 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,148,179 2,232,731 DEFERRED CHARGE 647,465 650,100 ---------- ---------- $5,294,705 $5,073,056 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 194,167 $ 264,588 Accrued liability - other (Note 1) 26,672 26,672 Gas imbalance payable 74,981 91,463 Asset retirement obligation - current (Note 1) 15,007 9,874 ---------- ---------- Total current liabilities $ 310,827 $ 392,597 LONG-TERM LIABILITIES: Accrued liability $ 211,277 $ 207,595 Asset retirement obligation (Note 1) 270,111 268,040 ---------- ---------- Total long-term liabilities $ 481,388 $ 475,635 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 195,657) ($ 232,071) Limited Partners, issued and outstanding, 484,283 units 4,698,147 4,436,895 ---------- ---------- Total Partners' capital $4,502,490 $4,204,824 ---------- ---------- $5,294,705 $5,073,056 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -2- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $1,504,390 $1,309,670 Interest income 2,633 1,993 ---------- ---------- $1,507,023 $1,311,663 COSTS AND EXPENSES: Lease operating $ 250,642 $ 262,604 Production tax 80,778 75,340 Depreciation, depletion, and amortization of oil and gas properties 47,147 59,426 General and administrative (Note 2) 133,468 143,626 ---------- ---------- $ 512,035 $ 540,996 ---------- ---------- NET INCOME $ 994,988 $ 770,667 ========== ========== GENERAL PARTNER - NET INCOME $ 103,479 $ 82,216 ========== ========== LIMITED PARTNERS - NET INCOME $ 891,509 $ 688,451 ========== ========== NET INCOME per unit $ 1.84 $ 1.42 ========== ========== UNITS OUTSTANDING 484,283 484,283 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $4,345,158 $4,355,746 Interest income 5,814 5,244 ---------- ---------- $4,350,972 $4,360,990 COSTS AND EXPENSES: Lease operating $ 821,266 $ 780,795 Production tax 240,414 255,475 Depreciation, depletion, and amortization of oil and gas properties 143,790 166,456 General and administrative (Note 2) 425,933 428,937 ---------- ---------- $1,631,403 $1,631,663 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $2,719,569 $2,729,327 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 5,849 ---------- ---------- NET INCOME $2,719,569 $2,735,176 ========== ========== GENERAL PARTNER - NET INCOME $ 284,317 $ 287,448 ========== ========== LIMITED PARTNERS - NET INCOME $2,435,252 $2,447,728 ========== ========== NET INCOME per unit $ 5.03 $ 5.05 ========== ========== UNITS OUTSTANDING 484,283 484,283 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $2,719,569 $2,735,176 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 5,849) Depreciation, depletion, and amortization of oil and gas properties 143,790 166,456 Increase in accounts receivable - oil and gas sales ( 187,159) ( 149,882) Decrease in deferred charge 2,635 - Decrease in accounts payable ( 91,944) ( 88,161) Decrease in gas imbalance payable ( 16,482) - Increase in accrued liability 3,682 - ---------- ---------- Net cash provided by operating activities $2,574,091 $2,657,740 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 35,173) ($ 86,629) Proceeds from sale of oil and gas properties 4,662 - ---------- ---------- Net cash used by investing activities ($ 30,511) ($ 86,629) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($2,421,903) ($2,042,418) ---------- ---------- Net cash used by financing activities ($2,421,903) ($2,042,418) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 121,677 $ 528,693 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,428,609 794,035 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,550,286 $1,322,728 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $1,117,231 $ 933,790 Accounts receivable: Oil and gas sales 675,430 546,637 ---------- ---------- Total current assets $1,792,661 $1,480,427 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,594,298 1,683,184 DEFERRED CHARGE 247,727 238,135 ---------- ---------- $3,634,686 $3,401,746 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 139,584 $ 154,705 Gas imbalance payable 17,724 47,276 Asset retirement obligation - current (Note 1) 16,434 13,046 ---------- ---------- Total current liabilities $ 173,742 $ 215,027 LONG-TERM LIABILITIES: Accrued liability $ 64,613 $ 48,773 Asset retirement obligation (Note 1) 190,876 189,095 ---------- ---------- Total long-term liabilities $ 255,489 $ 237,868 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 230,678) ($ 254,807) Limited Partners, issued and outstanding, 361,719 units 3,436,133 3,203,658 ---------- ---------- Total Partners' capital $3,205,455 $2,948,851 ---------- ---------- $3,634,686 $3,401,746 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -6- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- -------- REVENUES: Oil and gas sales $1,116,621 $929,557 Interest income 1,784 1,216 ---------- -------- $1,118,405 $930,773 COSTS AND EXPENSES: Lease operating $ 184,346 $194,275 Production tax 63,056 53,481 Depreciation, depletion, and amortization of oil and gas properties 40,752 46,078 General and administrative (Note 2) 100,015 107,534 ---------- -------- $ 388,169 $401,368 ---------- -------- NET INCOME $ 730,236 $529,405 ========== ======== GENERAL PARTNER - NET INCOME $ 76,512 $ 56,966 ========== ======== LIMITED PARTNERS - NET INCOME $ 653,724 $472,439 ========== ======== NET INCOME per unit $ 1.81 $ 1.31 ========== ======== UNITS OUTSTANDING 361,719 361,719 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $3,194,701 $2,967,617 Interest income 4,006 3,272 ---------- ---------- $3,198,707 $2,970,889 COSTS AND EXPENSES: Lease operating $ 599,340 $ 549,821 Production tax 190,141 188,768 Depreciation, depletion, and amortization of oil and gas properties 112,977 134,837 General and administrative (Note 2) 323,758 325,562 ---------- ---------- $1,226,216 $1,198,988 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $1,972,491 $1,771,901 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 4,347 ---------- ---------- NET INCOME $1,972,491 $1,776,248 ========== ========== GENERAL PARTNER - NET INCOME $ 207,016 $ 189,042 ========== ========== LIMITED PARTNERS - NET INCOME $1,765,475 $1,587,206 ========== ========== NET INCOME per unit $ 4.88 $ 4.39 ========== ========== UNITS OUTSTANDING 361,719 361,719 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -8- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,972,491 $1,776,248 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 4,347) Depreciation, depletion, and amortization of oil and gas properties 112,977 134,837 Increase in accounts receivable - oil and gas sales ( 128,793) ( 76,141) Increase in deferred charge ( 9,592) - Decrease in accounts payable ( 28,900) ( 24,245) Decrease in gas imbalance payable ( 29,552) - Increase in accrued liability 15,840 - ---------- ---------- Net cash provided by operating activities $1,904,471 $1,806,352 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 5,143) ($ 12,676) Proceeds from sale of oil and gas properties - 1,084 ---------- ---------- Net cash used by investing activities ($ 5,143) ($ 11,592) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,715,887) ($1,398,721) ---------- ---------- Net cash used by financing activities ($1,715,887) ($1,398,721) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 183,441 $ 396,039 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 933,790 478,067 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,117,231 $ 874,106 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 528,729 $ 467,560 Accounts receivable: Oil and gas sales 320,132 267,786 ---------- ---------- Total current assets $ 848,861 $ 735,346 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 735,028 786,821 DEFERRED CHARGE 122,506 123,244 ---------- ---------- $1,706,395 $1,645,411 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 51,280 $ 69,889 Gas imbalance payable 8,624 25,952 Asset retirement obligation - current (Note 1) 10,460 8,575 ---------- ---------- Total current liabilities $ 70,364 $ 104,416 LONG-TERM LIABILITIES: Accrued liability $ 42,239 $ 35,434 Asset retirement obligation (Note 1) 62,817 62,598 ---------- ---------- Total long-term liabilities $ 105,056 $ 98,032 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 96,873) ($ 106,418) Limited Partners, issued and outstanding, 154,621 units 1,627,848 1,549,381 ---------- ---------- Total Partners' capital $1,530,975 $1,442,963 ---------- ---------- $1,706,395 $1,645,411 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 -------- -------- REVENUES: Oil and gas sales $525,483 $433,234 Interest income 816 622 -------- -------- $526,299 $433,856 COSTS AND EXPENSES: Lease operating $ 72,863 $ 89,819 Production tax 33,085 28,614 Depreciation, depletion, and amortization of oil and gas properties 16,021 20,844 General and administrative (Note 2) 43,495 46,570 -------- -------- $165,464 $185,847 -------- -------- NET INCOME $360,835 $248,009 ======== ======== GENERAL PARTNER - NET INCOME $ 37,444 $ 26,615 ======== ======== LIMITED PARTNERS - NET INCOME $323,391 $221,394 ======== ======== NET INCOME per unit $ 2.10 $ 1.43 ======== ======== UNITS OUTSTANDING 154,621 154,621 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $1,542,920 $1,468,547 Interest income 1,876 1,688 ---------- ---------- $1,544,796 $1,470,235 COSTS AND EXPENSES: Lease operating $ 260,207 $ 259,113 Production tax 101,446 101,523 Depreciation, depletion, and amortization of oil and gas properties 55,076 66,728 General and administrative (Note 2) 151,138 150,924 ---------- ---------- $ 567,867 $ 578,288 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $ 976,929 $ 891,947 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 74 ---------- ---------- NET INCOME $ 976,929 $ 892,021 ========== ========== GENERAL PARTNER - NET INCOME $ 102,462 $ 95,024 ========== ========== LIMITED PARTNERS - NET INCOME $ 874,467 $ 796,997 ========== ========== NET INCOME per unit $ 5.66 $ 5.15 ========== ========== UNITS OUTSTANDING 154,621 154,621 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $976,929 $892,021 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 74) Depreciation, depletion, and amortization of oil and gas properties 55,076 66,728 Settlement of asset retirement obligation - ( 91) Increase in accounts receivable - oil and gas sales ( 52,346) ( 39,804) Decrease in deferred charge 738 - Decrease in accounts payable ( 19,157) ( 910) Decrease in gas imbalance payable ( 17,328) - Increase in accrued liability 6,805 7,433 -------- -------- Net cash provided by operating activities $950,717 $925,303 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 631) ($ 18,654) Proceeds from sale of oil and gas properties - 465 -------- -------- Net cash used by investing activities ($ 631) ($ 18,189) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($888,917) ($710,600) -------- -------- Net cash used by financing activities ($888,917) ($710,600) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 61,169 $196,514 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 467,560 250,767 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $528,729 $447,281 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $1,083,980 $ 908,655 Accounts receivable: Oil and gas sales 663,763 559,179 ---------- ---------- Total current assets $1,747,743 $1,467,834 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,393,127 1,539,915 DEFERRED CHARGE 348,814 352,392 ---------- ---------- $3,489,684 $3,360,141 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 117,737 $ 167,028 Gas imbalance payable 46,190 43,698 Asset retirement obligation - current (Note 1) 25,370 17,137 ---------- ---------- Total current liabilities $ 189,297 $ 227,863 LONG-TERM LIABILITIES: Accrued liability $ 97,710 $ 98,630 Asset retirement obligation (Note 1) 166,264 168,853 ---------- ---------- Total long-term liabilities $ 263,974 $ 267,483 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 177,906) ($ 190,287) Limited Partners, issued and outstanding, 314,878 units 3,214,319 3,055,082 ---------- ---------- Total Partners' capital $3,036,413 $2,864,795 ---------- ---------- $3,489,684 $3,360,141 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -14- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- -------- REVENUES: Oil and gas sales $1,091,156 $938,668 Interest income 1,613 1,093 ---------- -------- $1,092,769 $939,761 COSTS AND EXPENSES: Lease operating $ 163,645 $208,376 Production tax 68,710 61,078 Depreciation, depletion, and amortization of oil and gas properties 35,306 53,905 General and administrative (Note 2) 87,234 93,751 ---------- -------- $ 354,895 $417,110 ---------- -------- NET INCOME $ 737,874 $522,651 ========== ======== GENERAL PARTNER - NET INCOME $ 76,803 $ 57,008 ========== ======== LIMITED PARTNERS - NET INCOME $ 661,071 $465,643 ========== ======== NET INCOME per unit $ 2.10 $ 1.48 ========== ======== UNITS OUTSTANDING 314,878 314,878 ========== ======== The accompanying condensed notes are an integral part of these combined financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ------------ REVENUES: Oil and gas sales $3,199,311 $2,982,439 Interest income 3,780 3,003 ---------- ---------- $3,203,091 $2,985,442 COSTS AND EXPENSES: Lease operating $ 586,032 $ 585,133 Production tax 204,749 189,487 Depreciation, depletion, and amortization of oil and gas properties 163,623 205,540 General and administrative (Note 2) 284,704 286,054 ---------- ---------- $1,239,108 $1,266,214 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $1,963,983 $1,719,228 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 2,344) ---------- ---------- NET INCOME $1,963,983 $1,716,884 ========== ========== GENERAL PARTNER - NET INCOME $ 210,746 $ 190,004 ========== ========== LIMITED PARTNERS - NET INCOME $1,753,237 $1,526,880 ========== ========== NET INCOME per unit $ 5.57 $ 4.85 ========== ========== UNITS OUTSTANDING 314,878 314,878 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -16- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,963,983 $1,716,884 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 2,344 Depreciation, depletion, and amortization of oil and gas properties 163,623 205,540 Settlement of asset retirement obligation - ( 1,044) Increase in accounts receivable - oil and gas sales ( 104,584) ( 83,077) Decrease in deferred charge 3,578 - Increase (decrease) in accounts payable ( 52,133) 42,699 Increase in gas imbalance payable 2,492 - Decrease in accrued liability ( 920) - ---------- ---------- Net cash provided by operating activities $1,976,039 $1,883,346 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 8,349) ($ 137,873) ---------- ---------- Net cash used by investing activities ($ 8,349) ($ 137,873) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,792,365) ($1,474,861) ---------- ---------- Net cash used by financing activities ($1,792,365) ($1,474,861) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 175,325 $ 270,612 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 908,655 561,177 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,083,980 $ 831,789 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 743,283 $ 638,668 Accounts receivable: Oil and gas sales 436,915 363,426 ---------- ---------- Total current assets $1,180,198 $1,002,094 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,202,178 1,412,445 DEFERRED CHARGE 207,414 207,890 ---------- ---------- $2,589,790 $2,622,429 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 81,647 $ 82,154 Gas imbalance payable 43,424 43,424 Asset retirement obligation - current (Note 1) 24,164 2,397 ---------- ---------- Total current liabilities $ 149,235 $ 127,975 LONG-TERM LIABILITIES: Accrued liability $ 9,863 $ 8,153 Asset retirement obligation (Note 1) 77,038 95,923 ---------- ---------- Total long-term liabilities $ 86,901 $ 104,076 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 120,002) ($ 129,173) Limited Partners, issued and outstanding, 228,821 units 2,473,656 2,519,551 ---------- ---------- Total Partners' capital $2,353,654 $2,390,378 ---------- ---------- $2,589,790 $2,622,429 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -18- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 -------- -------- REVENUES: Oil and gas sales $708,149 $657,561 Interest income 1,235 924 Gain sale of oil and gas properties 1,166 - -------- -------- $710,550 $658,485 COSTS AND EXPENSES: Lease operating $108,533 $105,677 Production tax 50,460 49,150 Depreciation, depletion, and amortization of oil and gas properties 41,538 43,663 General and administrative (Note 2) 63,747 68,413 -------- -------- $264,278 $266,903 -------- -------- NET INCOME $446,272 $391,582 ======== ======== GENERAL PARTNER - NET INCOME $ 48,180 $ 42,995 ======== ======== LIMITED PARTNERS - NET INCOME $398,092 $348,587 ======== ======== NET INCOME per unit $ 1.74 $ 1.52 ======== ======== UNITS OUTSTANDING 228,821 228,821 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $2,127,571 $2,184,324 Interest income 2,798 2,465 Gain on sale of oil and gas properties 9,419 - ---------- ---------- $2,139,788 $2,186,789 COSTS AND EXPENSES: Lease operating $ 327,431 $ 334,855 Production tax 141,668 150,292 Depreciation, depletion, and amortization of oil and gas properties 230,376 104,230 General and administrative (Note 2) 213,922 215,289 ---------- ---------- $ 913,397 $ 804,666 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $1,226,391 $1,382,123 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 3,090 ---------- ---------- NET INCOME $1,226,391 $1,385,213 ========== ========== GENERAL PARTNER - NET INCOME $ 142,286 $ 147,377 ========== ========== LIMITED PARTNERS - NET INCOME $1,084,105 $1,237,836 ========== ========== NET INCOME per unit $ 4.74 $ 5.41 ========== ========== UNITS OUTSTANDING 228,821 228,821 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,226,391 $1,385,213 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 3,090) Depreciation, depletion, and amortization of oil and gas properties 230,376 104,230 Gain on sale of oil and gas properties ( 9,419) - Increase in accounts receivable - oil and gas sales ( 73,489) ( 56,468) Decrease in deferred charge 476 - Decrease in accounts payable ( 719) ( 22,438) Increase (decrease) in accrued liability 1,710 ( 3,148) ---------- ---------- Net cash provided by operating activities $1,375,326 $1,404,299 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 15,473) ($ 20,850) Proceeds from the sale of oil and gas properties 7,877 - ---------- ---------- Net cash used by investing activities ($ 7,596) ($ 20,850) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,263,115) ($1,118,101) ---------- ---------- Net cash used by financing activities ($1,263,115) ($1,118,101) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 104,615 $ 265,348 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 638,668 388,042 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 743,283 $ 653,390 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 698,165 $ 604,369 Accounts receivable: Oil and gas sales 447,240 354,719 ---------- ---------- Total current assets $1,145,405 $ 959,088 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,198,424 1,318,881 DEFERRED CHARGE 33,553 32,899 ---------- ---------- $2,377,382 $2,310,868 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 92,349 $ 66,133 Gas imbalance payable 3,390 3,555 Asset retirement obligation - current (Note 1) 5,316 4,566 ---------- ---------- Total current liabilities $ 101,055 $ 74,254 LONG-TERM LIABILITIES: Accrued liability $ 16,884 $ 16,945 Asset retirement obligation (Note 1) 95,668 93,600 ---------- ---------- Total long-term liabilities $ 112,552 $ 110,545 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 84,249) ($ 91,417) Limited Partners, issued and outstanding, 171,400 Units 2,248,024 2,217,486 ---------- ---------- Total Partners' capital $2,163,775 $2,126,069 ---------- ---------- $2,377,382 $2,310,868 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 -------- -------- REVENUES: Oil and gas sales $758,316 $595,801 Interest income 1,133 890 Gain on sale of oil and gas properties 2,852 - -------- -------- $762,301 $596,691 COSTS AND EXPENSES: Lease operating $121,722 $ 65,077 Production tax 48,916 36,964 Depreciation, depletion, and amortization of oil and gas properties 102,759 40,679 General and administrative (Note 2) 47,777 51,225 -------- -------- $321,174 $193,945 -------- -------- NET INCOME $441,127 $402,746 ======== ======== GENERAL PARTNER - NET INCOME $ 53,095 $ 43,846 ======== ======== LIMITED PARTNERS - NET INCOME $388,032 $358,900 ======== ======== NET INCOME per unit $ 2.27 $ 2.09 ======== ======== UNITS OUTSTANDING 171,400 171,400 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -23- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $2,227,315 $2,066,022 Interest income 2,675 2,471 Gain on sale of oil and gas properties 24,162 - ---------- ---------- $2,254,152 $2,068,493 COSTS AND EXPENSES: Lease operating $ 267,892 $ 283,172 Production tax 144,651 131,464 Depreciation, depletion, and amortization of oil and gas properties 157,307 111,162 General and administrative (Note 2) 164,907 165,729 ---------- ---------- $ 734,757 $ 691,527 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $1,519,395 $1,376,966 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 4,938 ---------- ---------- NET INCOME $1,519,395 $1,381,904 ========== ========== GENERAL PARTNER - NET INCOME $ 163,857 $ 147,503 ========== ========== LIMITED PARTNERS - NET INCOME $1,355,538 $1,234,401 ========== ========== NET INCOME per unit $ 7.91 $ 7.20 ========== ========== UNITS OUTSTANDING 171,400 171,400 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,519,395 $1,381,904 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 4,938) Depreciation, depletion, and amortization of oil and gas properties 157,307 111,162 Gain on sale of oil and gas properties ( 24,162) - Increase in accounts receivable - oil and gas sales ( 92,521) ( 32,897) Increase in deferred charge ( 654) - Increase (decrease) in accounts payable 25,311 ( 22,116) Decrease in gas imbalance payable ( 165) - Decrease in accrued liability ( 61) - ---------- ---------- Net cash provided by operating activities $1,584,450 $1,433,115 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 30,710) ($ 37,729) Proceeds from sale of oil and gas properties 21,745 890 ---------- ---------- Net cash used by investing activities ($ 8,965) ($ 36,839) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,481,689) ($1,225,413) ---------- ---------- Net cash used by financing activities ($1,481,689) ($1,225,413) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 93,796 $ 170,863 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 604,369 453,233 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 698,165 $ 624,096 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -25- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $1,490,786 $1,284,869 Accounts receivable: Oil and gas sales 949,618 752,979 ---------- ---------- Total current assets $2,440,404 $2,037,848 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,570,841 2,841,346 DEFERRED CHARGE 72,471 71,238 ---------- ---------- $5,083,716 $4,950,432 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 195,840 $ 139,590 Gas imbalance payable 13,503 10,091 Asset retirement obligation - current (Note 1) 11,648 10,082 ---------- ---------- Total current liabilities $ 220,991 $ 159,763 LONG-TERM LIABILITIES: Accrued liability $ 32,047 $ 31,668 Asset retirement obligation (Note 1) 204,111 199,686 ---------- ---------- Total long-term liabilities $ 236,158 $ 231,354 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 72,847) ($ 87,509) Limited Partners, issued and outstanding, 372,189 Units 4,699,414 4,646,824 ---------- ---------- Total Partners' capital $4,626,567 $4,559,315 ---------- ---------- $5,083,716 $4,950,432 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -26- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $1,607,190 $1,262,790 Interest income 2,493 1,925 Gain on sale of oil and gas properties 5,963 - ---------- ---------- $1,615,646 $1,264,715 COSTS AND EXPENSES: Lease operating $ 259,284 $ 140,542 Production tax 104,258 78,758 Depreciation, depletion, and amortization of oil and gas properties 233,199 88,464 General and administrative (Note 2) 102,577 110,340 ---------- ---------- $ 699,318 $ 418,104 ---------- ---------- NET INCOME $ 916,328 $ 846,611 ========== ========== GENERAL PARTNER - NET INCOME $ 112,053 $ 92,431 ========== ========== LIMITED PARTNERS - NET INCOME $ 804,275 $ 754,180 ========== ========== NET INCOME per unit $ 2.16 $ 2.03 ========== ========== UNITS OUTSTANDING 372,189 372,189 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -27- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $4,731,606 $4,388,272 Interest income 5,808 5,340 Gain on sale of oil and gas properties 50,598 - ---------- ---------- $4,788,012 $4,393,612 COSTS AND EXPENSES: Lease operating $ 574,445 $ 604,882 Production tax 309,150 280,598 Depreciation, depletion, and amortization of oil and gas properties 350,549 238,823 General and administrative (Note 2) 332,274 335,057 ---------- ---------- $1,566,418 $1,459,360 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $3,221,594 $2,934,252 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 10,247 ---------- ---------- NET INCOME $3,221,594 $2,944,499 ========== ========== GENERAL PARTNER - NET INCOME $ 349,004 $ 314,488 ========== ========== LIMITED PARTNERS - NET INCOME $2,872,590 $2,630,011 ========== ========== NET INCOME per unit $ 7.72 $ 7.07 ========== ========== UNITS OUTSTANDING 372,189 372,189 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -28- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $3,221,594 $2,944,499 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of changes in accounting for asset retirement obligations (Note 1) - ( 10,247) Depreciation, depletion, and amortization of oil and gas properties 350,549 238,823 Gain on sale of oil and gas properties ( 50,598) - Increase in accounts receivable - oil and gas sales ( 196,639) ( 72,199) Increase in deferred charge ( 1,233) - Increase (decrease) in accounts payable 54,287 ( 46,820) Increase in gas imbalance payable 3,412 - Increase in accrued liability 379 - ---------- ---------- Net cash provided by operating activities $3,381,751 $3,054,056 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 67,130) ($ 84,426) Proceeds from sale of oil and gas properties 45,638 1,510 ---------- ---------- Net cash used by investing activities ($ 21,492) ($ 82,916) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($3,154,342) ($2,607,642) ---------- ---------- Net cash used by financing activities ($3,154,342) ($2,607,642) ---------- ---------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 205,917 $ 363,498 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,284,869 959,481 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,490,786 $1,322,979 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -29- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED BALANCE SHEETS (Unaudited) ASSETS September 30, December 31, 2004 2003 ------------- ------------ CURRENT ASSETS: Cash and cash equivalents $ 353,100 $ 305,096 Accounts receivable: Oil and gas sales 225,816 179,434 ---------- ---------- Total current assets $ 578,916 $ 484,530 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 609,294 673,170 DEFERRED CHARGE 18,230 18,580 ---------- ---------- $1,206,440 $1,176,280 ========== ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 46,484 $ 34,033 Asset retirement obligation - current (Note 1) 2,899 2,522 ---------- ---------- Total current liabilities $ 49,383 $ 36,555 LONG-TERM LIABILITIES: Accrued liability $ 9,609 $ 10,035 Asset retirement obligation (Note 1) 49,980 48,857 ---------- ---------- Total long-term liabilities $ 59,589 $ 58,892 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 47,391) ($ 51,046) Limited Partners, issued and outstanding, 91,711 Units 1,144,859 1,131,879 ---------- ---------- Total Partners' capital $1,097,468 $1,080,833 ---------- ---------- $1,206,440 $1,176,280 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -30- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 -------- -------- REVENUES: Oil and gas sales $381,538 $299,711 Interest income 525 430 Gain on sale of oil and gas properties 1,379 - -------- -------- $383,442 $300,141 COSTS AND EXPENSES: Lease operating $ 62,041 $ 34,443 Production tax 24,914 18,877 Depreciation, depletion, and amortization of oil and gas properties 55,636 21,385 General and administrative (Note 2) 26,025 27,750 -------- -------- $168,616 $102,455 -------- -------- NET INCOME $214,826 $197,686 ======== ======== GENERAL PARTNER - NET INCOME $ 26,364 $ 21,651 ======== ======== LIMITED PARTNERS - NET INCOME $188,462 $176,035 ======== ======== NET INCOME per unit $ 2.05 $ 1.92 ======== ======== UNITS OUTSTANDING 91,711 91,711 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -31- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- REVENUES: Oil and gas sales $1,129,619 $1,044,495 Interest income 1,311 1,178 Gain on sale of oil and gas properties 11,749 - ---------- ---------- $1,142,679 $1,045,673 COSTS AND EXPENSES: Lease operating $ 138,904 $ 145,395 Production tax 74,416 67,269 Depreciation, depletion, and amortization of oil and gas properties 83,744 56,629 General and administrative (Note 2) 98,468 98,506 ---------- ---------- $ 395,532 $ 367,799 ---------- ---------- INCOME BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $ 747,147 $ 677,874 Cumulative effect of change in accounting for asset retirement obligations (Note 1) - 2,536 ---------- ---------- NET INCOME $ 747,147 $ 680,410 ========== ========== GENERAL PARTNER - NET INCOME $ 81,167 $ 72,792 ========== ========== LIMITED PARTNERS - NET INCOME $ 665,980 $ 607,618 ========== ========== NET INCOME per unit $ 7.26 $ 6.63 ========== ========== UNITS OUTSTANDING 91,711 91,711 ========== ========== The accompanying condensed notes are an integral part of these combined financial statements. -32- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2004 AND 2003 (Unaudited) 2004 2003 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $747,147 $680,410 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of change in accounting for asset retirement obligations (Note 1) - ( 2,536) Depreciation, depletion, and amortization of oil and gas properties 83,744 56,629 Gain on sale of oil and gas properties ( 11,749) - Increase in accounts receivable - oil and gas sales ( 46,382) ( 18,531) Decrease in deferred charge 350 - Increase (decrease) in accounts payable 11,967 ( 10,145) Decrease in accrued liability ( 426) - -------- -------- Net cash provided by operating activities $784,651 $705,827 -------- -------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 16,778) ($ 21,914) Proceeds from sale of oil and gas properties 10,643 195 -------- -------- Net cash used by investing activities ($ 6,135) ($ 21,719) -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($730,512) ($595,460) -------- -------- Net cash used by financing activities ($730,512) ($595,460) -------- -------- NET INCREASE IN CASH AND CASH EQUIVALENTS $ 48,004 $ 88,648 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 305,096 224,669 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $353,100 $313,317 ======== ======== The accompanying condensed notes are an integral part of these combined financial statements. -33- GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS SEPTEMBER 30, 2004 (Unaudited) 1. ACCOUNTING POLICIES ------------------- The combined balance sheets as of September 30, 2004, combined statements of operations for the three and nine months ended September 30, 2004 and 2003, and combined statements of cash flows for the nine months ended September 30, 2004 and 2003 have been prepared by Geodyne Resources, Inc., the General Partner of the limited partnerships, without audit. Each limited partnership is a general partner in the related Geodyne Production Partnership in which Geodyne Resources, Inc. serves as the managing partner. Unless the context indicates otherwise, all references to a "Partnership" or the "Partnerships" are references to the limited partnership and its related production partnership, collectively, and all references to the "General Partner" are references to the general partner of the limited partnerships and the managing partner of the production partnerships, collectively. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined financial position at September 30, 2004, the combined results of operations for the three and nine months ended September 30, 2004 and 2003, and the combined cash flows for the nine months ended September 30, 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 September 30, 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. RECLASSIFICATION ---------------- Certain prior year balances have been reclassified to conform with current year presentation. -34- 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. ACCRUED LIABILITY - OTHER ------------------------- The Accrued Liability - Other at September 30, 2004 and December 31, 2003 for the II-A Partnership represents a charge accrued for the payment of a judgment related to plugging liabilities, which judgment is currently under appeal. -35- 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: Increase (Decrease) Increase in in Net Income Capitalized for the Cost of Oil Change in Asset and Gas Accounting Retirement Partnerships Properties Principle Obligation ------------ ----------- ---------- ---------- II-A $292,000 $ 6,000 $286,000 II-B 212,000 4,000 208,000 II-C 68,000 100 68,000 II-D 181,000 ( 2,000) 183,000 II-E 98,000 3,000 95,000 II-F 101,000 5,000 96,000 II-G 218,000 10,000 208,000 II-H 54,000 3,000 51,000 The asset retirement obligation will be adjusted upwards each quarter in order to recognize accretion of the time-related discount factor. For the nine months ended September 30, 2004, the II-A, II-B, II-C, II-D, II-E, II-F, II-G, and II-H Partnerships recognized approximately $8,000, $5,000, $2,000, $7,000, $4,000, $4,000, $8,000 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 and nine months ended September 30, 2004 and 2003 are as shown below. -36- II-A Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $282,712 $291,842 Additions and revisions 78 - Accretion expense 2,328 2,713 -------- -------- Total Asset Retirement, Obligation, End of Quarter $285,118 $294,555 ======== ======== Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $277,914 $286,238 Additions and revisions 78 - Accretion expense 7,126 8,317 -------- -------- Total Asset Retirement, Obligation, End of Period $285,118 $294,555 ======== ======== Asset Retirement Obligation - Current $ 15,007 $ - Asset Retirement Obligation - Long-Term 270,111 294,555 -37- II-B Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $205,612 $212,371 Accretion expense 1,698 2,001 -------- -------- Total Asset Retirement, Obligation, End of Quarter $207,310 $214,372 ======== ======== Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $202,141 $208,259 Accretion expense 5,169 6,113 -------- -------- Total Asset Retirement, Obligation, End of Period $207,310 $214,372 ======== ======== Asset Retirement Obligation - Current $ 16,434 $ - Asset Retirement Obligation - Long-Term 190,876 214,372 -38- II-C Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $72,606 $69,593 Accretion expense 671 717 ------- ------- Total Asset Retirement, Obligation, End of Quarter $73,277 $70,310 ======= ======= Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $71,173 $68,318 Settlements and disposals - ( 243) Accretion expense 2,104 2,235 ------- ------- Total Asset Retirement, Obligation, End of Period $73,277 $70,310 ======= ======= Asset Retirement Obligation - Current $10,460 $ - Asset Retirement Obligation - Long-Term 62,817 70,310 -39- II-D Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $189,766 $184,096 Accretion expense 1,868 1,912 -------- -------- Total Asset Retirement, Obligation, End of Quarter $191,634 $186,008 ======== ======== Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $185,990 $182,622 Settlements and disposals - ( 2,546) Accretion expense 5,644 5,932 -------- -------- Total Asset Retirement, Obligation, End of Period $191,634 $186,008 ======== ======== Asset Retirement Obligation - Current $ 25,370 $ - Asset Retirement Obligation - Long-Term 166,264 186,008 -40- II-E Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $100,357 $97,122 Settlements and disposals ( 132) - Accretion expense 977 1,017 -------- ------- Total Asset Retirement, Obligation, End of Quarter $101,202 $98,139 ======== ======= Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $ 98,320 $95,050 Settlements and disposals ( 132) - Accretion expense 3,014 3,089 -------- ------- Total Asset Retirement, Obligation, End of Period $101,202 $98,139 ======== ======= Asset Retirement Obligation - Current $ 24,164 $ - Asset Retirement Obligation - Long-Term 77,038 98,139 -41- II-F Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $100,278 $98,412 Settlements and disposals ( 322) - Accretion expense 1,028 1,065 -------- ------- Total Asset Retirement, Obligation, End of Quarter $100,984 $99,477 ======== ======= Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $ 98,166 $96,226 Settlements and disposals ( 322) - Accretion expense 3,140 3,251 -------- ------- Total Asset Retirement, Obligation, End of Period $100,984 $99,477 ======== ======= Asset Retirement Obligation - Current $ 5,316 $ - Asset Retirement Obligation - Long-Term 95,668 99,477 -42- II-G Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $214,245 $212,179 Settlements and disposals ( 673) - Accretion expense 2,187 2,297 -------- -------- Total Asset Retirement, Obligation, End of Quarter $215,759 $214,476 ======== ======== Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $209,768 $207,505 Settlements and disposals ( 673) - Accretion expense 6,664 6,971 -------- -------- Total Asset Retirement, Obligation, End of Period $215,759 $214,476 ======== ======== Asset Retirement Obligation - Current $ 11,648 $ - Asset Retirement Obligation - Long-Term 204,111 214,476 -43- II-H Partnership ---------------- Three Months Three Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, July 1 $ 52,511 $51,950 Settlements and disposals ( 156) - Accretion expense 524 565 -------- ------- Total Asset Retirement, Obligation, End of Quarter $ 52,879 $52,515 ======== ======= Nine Months Nine Months Ended Ended 9/30/2004 9/30/2003 ------------ ------------ Total Asset Retirement Obligation, January 1 $ 51,379 $50,790 Settlements and disposals ( 156) - Accretion expense 1,656 1,725 -------- ------- Total Asset Retirement, Obligation, End of Period $ 52,879 $52,515 ======== ======= Asset Retirement Obligation - Current $ 2,899 $ - Asset Retirement Obligation - Long-Term 49,980 52,515 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 September 30, 2004, the following payments were made to the General Partner or its affiliates by the Partnerships: -44- Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- II-A $6,025 $127,443 II-B 4,825 95,190 II-C 2,806 40,689 II-D 4,371 82,863 II-E 3,531 60,216 II-F 2,672 45,105 II-G 4,633 97,944 II-H 1,890 24,135 During the nine months ended September 30, 2004, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- II-A $43,604 $382,329 II-B 38,188 285,570 II-C 29,071 122,067 II-D 36,115 248,589 II-E 33,274 180,648 II-F 29,592 135,315 II-G 38,442 293,832 II-H 26,063 72,405 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. -45- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, and otherwise indicated. GENERAL - ------- The Partnerships are engaged in the business of acquiring and operating producing oil and gas properties located in the continental United States. In general, a Partnership acquired producing properties and did not engage in development drilling or enhanced recovery projects, except as an incidental part of the management of the producing properties acquired. Therefore, the economic life of each Partnership, and its related Production Partnership, is limited to the period of time required to fully produce its acquired oil and gas reserves. The net proceeds from the oil and gas operations are distributed to the Limited Partners and the General Partner in accordance with the terms of the Partnerships' partnership agreements. -46- LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- The Partnerships began operations and investors were assigned their rights as Limited Partners, having made capital contributions in the amounts and on the dates set forth below: Limited Date of Partner Capital Partnership Activation Contributions ----------- ------------------ --------------- II-A July 22, 1987 $48,428,300 II-B October 14, 1987 36,171,900 II-C January 14, 1988 15,462,100 II-D May 10, 1988 31,487,800 II-E September 27, 1988 22,882,100 II-F January 5, 1989 17,140,000 II-G April 10, 1989 37,218,900 II-H May 17, 1989 9,171,100 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. Net proceeds from the operations less necessary operating capital are distributed to the Limited Partners on a quarterly basis. Revenues and net proceeds of a Partnership are largely dependent upon the volumes of oil and gas sold and the prices received for such oil and gas. While the General Partner cannot predict future pricing trends, it believes the working capital available as of September 30, 2004 and the net revenue generated from future operations will provide sufficient working capital to meet current and future obligations. Occasional expenditures for new wells or well recompletions or workovers, however, may reduce or eliminate cash available for a particular quarterly distribution. The Partnerships would have terminated on December 31, 2001 in accordance with the partnership agreements for the Partnerships. However, such partnership agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. The General Partner has extended the terms of the Partnerships for their second two-year extension thereby extending their termination date to December 31, 2005. As of the date of this Quarterly Report, the General Partner has not yet determined whether to further extend the term of any Partnership. -47- 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 than complete units of depreciable property are retired or sold, the proceeds are credited to oil and gas properties. The Partnerships evaluate the recoverability of the carrying costs of their proved oil and gas properties for each oil and gas field (rather than separately for each well). If the unamortized costs of oil and gas properties within a field exceeds the expected undiscounted future cash flows from such properties, the cost of the properties is written down to fair value, which is determined by using the 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 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 -48- 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: -49- Increase (Decrease) Increase in in Net Income Capitalized for the Cost of Oil Change in Asset and Gas Accounting Retirement Partnerships Properties Principle Obligation ------------ ----------- ---------- ---------- II-A $292,000 $ 6,000 $286,000 II-B 212,000 4,000 208,000 II-C 68,000 100 68,000 II-D 181,000 ( 2,000) 183,000 II-E 98,000 3,000 95,000 II-F 101,000 5,000 96,000 II-G 218,000 10,000 208,000 II-H 54,000 3,000 51,000 The asset retirement obligation will be adjusted upwards each quarter in order to recognize accretion of the time-related discount factor. For the nine months ended September 30, 2004, the II-A, II-B, II-C, II-D, II-E, II-F, II-G, and II-H Partnerships recognized approximately $8,000, $5,000, $2,000, $7,000, $4,000, $4,000, $8,000, 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 -50- an independent engineering firm. "Proved reserves" refers to those estimated quantities of crude oil, gas, and gas liquids which geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known oil and gas reservoirs under existing economic and operating conditions. The following information includes certain gas balancing adjustments which cause the gas volume to differ from the reserve reports prepared by the General Partner. II-A Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 578,339 6,602,791 Production ( 17,623) ( 162,681) Extensions and discoveries 3,093 1,740 Revisions of previous estimates 25,662 16,575 ------- --------- Proved reserves, March 31, 2004 589,471 6,458,425 Production ( 17,229) ( 179,580) Extensions and discoveries - 34 Revisions of previous estimates 35,658 77,563 ------- --------- Proved reserves, June 30, 2004 607,900 6,356,442 Production ( 15,639) ( 152,494) Extensions and discoveries 274 121 Revisions of previous estimates 56,472 55,182 ------- --------- Proved reserves, Sept. 30, 2004 649,007 6,259,251 ======= ========= -51- II-B Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 450,386 5,031,097 Production ( 11,835) ( 124,571) Extensions and discoveries - 99 Revisions of previous estimates 16,479 ( 787) ------- --------- Proved reserves, March 31, 2004 455,030 4,905,838 Production ( 10,439) ( 154,801) Revisions of previous estimates 13,740 112,485 ------- --------- Proved reserves, June 30, 2004 458,331 4,863,522 Production ( 10,226) ( 113,757) Revisions of previous estimates 38,013 5,904 ------- --------- Proved reserves, Sept. 30, 2004 486,118 4,755,669 ======= ========= -52- II-C Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 166,878 3,471,332 Production ( 4,506) ( 72,221) Revisions of previous estimates 3,589 2,730 ------- --------- Proved reserves, March 31, 2004 165,961 3,401,841 Production ( 3,694) ( 86,749) Revisions of previous estimates 3,479 170,517 ------- --------- Proved reserves, June 30, 2004 165,746 3,485,609 Production ( 3,587) ( 65,885) Revisions of previous estimates 10,546 3,403 ------- --------- Proved reserves, Sept. 30, 2004 172,705 3,423,127 ======= ========= -53- II-D Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 205,493 8,820,151 Production ( 7,389) ( 173,189) Revisions of previous estimates 6,907 ( 94,156) ------- --------- Proved reserves, March 31, 2004 205,011 8,552,806 Production ( 5,855) ( 163,105) Revisions of previous estimates 15,572 282,953 ------- --------- Proved reserves, June 30, 2004 214,728 8,672,654 Production ( 6,060) ( 164,451) Revisions of previous estimates 11,473 51,298 ------- --------- Proved reserves, Sept. 30, 2004 220,141 8,559,501 ======= ========= -54- II-E Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 185,726 4,993,342 Production ( 5,116) ( 113,320) Revisions of previous estimates 1,450 ( 101,967) ------- --------- Proved reserves, March 31, 2004 182,060 4,778,055 Production ( 4,476) ( 103,692) Revisions of previous estimates 6,525 199,399 ------- --------- Proved reserves, June 30, 2004 184,109 4,873,762 Production ( 4,080) ( 108,497) Revisions of previous estimates 3,336 13,860 ------- --------- Proved reserves, Sept. 30, 2004 183,365 4,779,125 ======= ========= -55- II-F Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 294,371 3,805,394 Production ( 7,519) ( 123,018) Sale of minerals in place ( 63) - Revisions of previous estimates ( 4,418) ( 7,353) ------- --------- Proved reserves, March 31, 2004 282,371 3,675,023 Production ( 6,001) ( 91,744) Revisions of previous estimates 36,234 353,113 ------- --------- Proved reserves, June 30, 2004 312,604 3,936,392 Production ( 5,762) ( 113,565) Extensions and discoveries 3,161 2,896 Revisions of previous estimates 413 ( 35,646) ------- --------- Proved reserves, Sept. 30, 2004 310,416 3,790,077 ======= ========= -56- II-G Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 618,052 8,180,541 Production ( 15,750) ( 262,468) Sale of minerals in place ( 134) - Revisions of previous estimates ( 9,228) ( 14,416) ------- --------- Proved reserves, March 31, 2004 592,940 7,903,657 Production ( 12,588) ( 194,394) Extensions and discoveries 6,476 5,914 Revisions of previous estimates 69,552 741,428 ------- --------- Proved reserves, June 30, 2004 656,380 8,456,605 Production ( 12,081) ( 241,799) Extensions and discoveries 139 141 Revisions of previous estimates 6,994 ( 80,279) ------- --------- Proved reserves, Sept. 30, 2004 651,432 8,134,668 ======= ========= -57- II-H Partnership ---------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 2003 144,069 1,990,234 Production ( 3,652) ( 63,116) Sale of minerals in place ( 35) - Revisions of previous estimates ( 2,142) ( 2,552) ------- --------- Proved reserves, March 31, 2004 138,240 1,924,566 Production ( 2,924) ( 47,729) Revisions of previous estimates 17,620 177,037 ------- --------- Proved reserves, June 30, 2004 152,936 2,053,874 Production ( 2,808) ( 57,858) Revisions of previous estimates 1,564 ( 23,690) ------- --------- Proved reserves, Sept. 30, 2004 151,692 1,972,326 ======= ========= 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 September 30, 2004, June 30, 2004, 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 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 September 30, 2004. There -58- can be no assurance that the prices used in calculating the net present value of the Partnerships' proved reserves at September 30, 2004 will actually be realized for such production. Net Present Value of Reserves (In 000's) --------------------------------------------- Partnership 9/30/04 6/30/04 3/31/04 12/31/03 ----------- ------- ------- ------- -------- II-A $25,046 $21,116 $20,313 $20,047 II-B 18,568 15,638 14,950 15,116 II-C 11,148 10,133 9,578 9,758 II-D 23,461 21,972 21,351 21,845 II-E 14,036 12,984 12,188 12,588 II-F 14,072 12,778 11,524 11,766 II-G 30,351 27,691 25,027 25,545 II-H 7,129 6,533 5,898 6,023 Oil and Gas Prices ---------------------------------------------- Pricing 9/30/04 6/30/04 3/31/04 12/31/03 ----------- ------- ------- ------- -------- Oil (Bbl) $ 49.56 $ 33.75 $ 32.50 $ 29.25 Gas (Mcf) 6.23 6.04 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: * Worldwide and domestic supplies of oil and natural gas; -59- * 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. II-A PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $1,504,390 $1,309,670 Oil and gas production expenses $ 331,420 $ 337,944 Barrels produced 15,639 17,987 Mcf produced 152,494 180,852 Average price/Bbl $ 41.38 $ 26.32 Average price/Mcf $ 5.62 $ 4.62 As shown in the table above, total oil and gas sales increased $194,720 (14.9%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately $236,000 and $152,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by decreases of approximately $62,000 and $131,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 2,348 barrels and 28,358 Mcf, respectively, for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. The decrease in volumes of oil sold was primarily due to (i) normal declines in production and (ii) a positive prior period volume adjustment made by the operator on one -60- significant well during the three months ended September 30, 2003. 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 September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $6,524 (1.9%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 22.0% for the three months ended September 30, 2004 from 25.8% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. Depreciation, depletion, and amortization of oil and gas properties decreased $12,279 (20.7%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil reserves since September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 3.1% for the three months ended September 30, 2004 from 4.5% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the dollar decrease in depreciation, depletion, and amortization of oil and gas properties and (ii) the increase in oil and gas sales. General and administrative expenses decreased $10,158 (7.1%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 8.9% for the three months ended September 30, 2004 from 11.0% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the increase in oil and gas sales and (ii) the dollar decrease in general and administrative expenses. NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $4,345,158 $4,355,746 Oil and gas production expenses $1,061,680 $1,036,270 Barrels produced 50,491 56,555 Mcf produced 494,755 556,504 Average price/Bbl $ 35.72 $ 27.68 Average price/Mcf $ 5.14 $ 5.01 As shown in the table above, total oil and gas sales remained relatively constant for the nine months ended -61- September 30, 2004 and 2003. Decreases of approximately $168,000 and $310,000, respectively, related to decreases in volumes of oil and gas sold were substantially offset by increases of approximately $406,000 and $61,000, respectively, related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 6,064 barrels and 61,749 Mcf, respectively, for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. The decrease in volumes of oil sold was primarily due to (i) normal declines in production and (ii) a positive prior period volume adjustment made by the operator on one significant well during the nine months ended September 30, 2003. 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 nine months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) increased $25,410 (2.5%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. As a percentage of oil and gas sales, these expenses increased to 24.4% for the nine months ended September 30, 2004 from 23.8% for the nine months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties decreased $22,666 (13.6%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil reserves since September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 3.3% for the nine months ended September 30, 2004 from 3.8% for the nine months ended September 30, 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 remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses remained constant at 9.8% for the nine months ended September 30, 2004 and 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $60,166,357 or 124.24% of Limited Partners' capital contributions. -62- II-B PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 ---------- -------- Oil and gas sales $1,116,621 $929,557 Oil and gas production expenses $ 247,402 $247,756 Barrels produced 10,226 11,170 Mcf produced 113,757 135,853 Average price/Bbl $ 43.73 $ 28.99 Average price/Mcf $ 5.88 $ 4.46 As shown in the table above, total oil and gas sales increased $187,064 (20.1%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately $151,000 and $162,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by decreases of approximately $27,000 and $99,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 944 barrels and 22,096 Mcf, respectively, for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. 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 September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the three months ended September 30, 2004 and 2003. A decrease in production expenses primarily due to workover expenses incurred on one significant well during the three months ended September 30, 2003 was substantially offset by (i) an increase in production taxes associated with the increase in oil and gas sales, (ii) workover expenses incurred on two significant wells during the three months ended September 30, 2004, and (iii) an increase in salt water disposal expenses on two significant wells during the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As of the date of this Quarterly Report, management anticipates that saltwater disposal expenses will remain at their current levels. As a percentage of oil and gas sales, these expenses decreased to 22.2% for the three months ended September 30, 2004 from 26.7% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. -63- Depreciation, depletion, and amortization of oil and gas properties decreased $5,326 (11.6%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil reserves since September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 3.6% for the three months ended September 30, 2004 from 5.0% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the increase in oil and gas sales and (ii) the dollar decrease in depreciation, depletion, and amortization of oil and gas properties. General and administrative expenses decreased $7,519 (7.0%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 9.0% for the three months ended September 30, 2004 from 11.6% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $3,194,701 $2,967,617 Oil and gas production expenses $ 789,481 $ 738,589 Barrels produced 32,500 31,015 Mcf produced 393,129 424,464 Average price/Bbl $ 37.25 $ 28.95 Average price/Mcf $ 5.05 $ 4.88 As shown in the table above, total oil and gas sales increased $227,084 (7.7%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Of this increase, approximately (i) $270,000 and $67,000, respectively, were related to increases in the average prices of oil and gas sold and (ii) $43,000 was related to an increase in volumes of oil sold. These increases were partially offset by a decrease of approximately $153,000 related to a decrease in volumes of gas sold. Volumes of oil sold increased 1,485 barrels, while volumes of gas sold decreased 31,335 Mcf for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. -64- Oil and gas production expenses (including lease operating expenses and production taxes) increased $50,892 (6.9%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 24.7% for the nine months ended September 30, 2004 from 24.9% for the nine months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties decreased $21,860 (16.2%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This decrease was primarily due to (i) upward revisions in the estimates of remaining oil reserves since September 30, 2003 and (ii) the decrease in volumes of gas sold. As a percentage of oil and gas sales, this expense decreased to 3.5% for the nine months ended September 30, 2004 from 4.5% for the nine months ended September 30, 2003. This percentage decrease was primarily due to (i) the dollar decrease in depreciation, depletion, and amortization of oil and gas properties and (ii) the increase in oil and gas sales. General and administrative expenses remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses decreased to 10.1% for the nine months ended September 30, 2004 from 11.0% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $43,261,916 or 119.60% of Limited Partners' capital contributions. II-C PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 -------- -------- Oil and gas sales $525,483 $433,234 Oil and gas production expenses $105,948 $118,433 Barrels produced 3,587 3,903 Mcf produced 65,885 74,009 Average price/Bbl $ 44.23 $ 29.12 Average price/Mcf $ 5.57 $ 4.32 As shown in the table above, total oil and gas sales increased $92,249 (21.3%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately $54,000 and $82,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by decreases of approximately $9,000 and $35,000, respectively, related to decreases in volumes of -65- oil and gas sold. Volumes of oil and gas sold decreased 316 barrels and 8,124 Mcf, respectively, for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. The decrease in volumes of gas sold was primarily due to normal declines in production. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $12,485 (10.5%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This decrease was primarily due to (i) workover expenses incurred on two significant wells during the three months ended September 30, 2003 and (ii) a decrease in lease operating expenses associated with the decrease in volumes of oil and gas sold. These decreases were partially offset by an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses decreased to 20.2% for the three months ended September 30, 2004 from 27.3% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the increase in oil and gas sales and (ii) the dollar decrease in oil and gas production expenses. Depreciation, depletion, and amortization of oil and gas properties decreased $4,823 (23.1%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) upward revisions in the estimates of remaining oil and gas reserves since September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 3.0% for the three months ended September 30, 2004 from 4.8% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the dollar decrease in depreciation, depletion, and amortization of oil and gas properties and (ii) the increase in oil and gas sales. General and administrative expenses decreased $3,075 (6.6%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 8.3% for the three months ended September 30, 2004 from 10.7% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. -66- NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $1,542,920 $1,468,547 Oil and gas production expenses $ 361,653 $ 360,636 Barrels produced 11,787 10,941 Mcf produced 224,855 245,335 Average price/Bbl $ 37.21 $ 29.13 Average price/Mcf $ 4.91 $ 4.69 As shown in the table above, total oil and gas sales increased $74,373 (5.1%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Of this increase, approximately (i) $95,000 and $50,000, respectively, were related to increases in the average prices of oil and gas sold and (ii) $25,000 was related to an increase in volumes of oil sold. These increases were partially offset by a decrease of approximately $96,000 related to a decrease in volumes of gas sold. Volumes of oil sold increased 846 barrels, while volumes of gas sold decreased 20,480 Mcf for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the nine months ended September 30, 2004 and 2003. Increases in production expenses primarily due to (i) an increase in salt water disposal expenses on two significant wells during the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003 and (ii) workover expenses incurred on two other significant wells during the nine months ended September 30, 2004 were substantially offset by decreases in production expenses primarily due to workover expenses incurred on several other wells during the nine months ended September 30, 2003. As of the date of this Quarterly Report, management anticipates that saltwater disposal expenses will remain at their current levels. As a percentage of oil and gas sales, these expenses decreased to 23.4% for the nine months ended September 30, 2004 from 24.6% for the nine months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties decreased $11,652 (17.5%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This decrease was primarily due to (i) the decrease in volumes of gas sold, (ii) the abandonment of one significant well during the nine months ended September 30, 2003 due to severe mechanical problems, and (iii) upward revisions in the estimates of remaining oil reserves since September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 3.6% for the nine -67- months ended September 30, 2004 from 4.5% for the nine months ended September 30, 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 remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, this expense decreased to 9.8% for the nine months ended September 30, 2004 from 10.3% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $20,312,686 or 131.37% of Limited Partners' capital contributions. II-D PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 ---------- -------- Oil and gas sales $1,091,156 $938,668 Oil and gas production expenses $ 232,355 $269,454 Barrels produced 6,060 4,672 Mcf produced 164,451 180,894 Average price/Bbl $ 40.58 $ 27.77 Average price/Mcf $ 5.14 $ 4.47 As shown in the table above, total oil and gas sales increased $152,488 (16.2%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately (i) $78,000 and $110,000, respectively, were related to increases in the average prices of oil and gas sold and (ii) $38,000 was related to an increase in volumes of oil sold. These increases were partially offset by a decrease of approximately $74,000 related to a decrease in volumes of gas sold. Volumes of oil sold increased 1,388 barrels, while volumes of gas sold decreased 16,443 Mcf for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. The increase in volumes of oil sold was primarily due to an increase in production on one significant well following the successful workover of that well during late 2003. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $37,099 (13.8%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This decrease was primarily due to (i) a positive prior period lease operating expense adjustment made by the operator on one significant well during the three months ended September 30, 2003, (ii) lower workover expenses incurred on one significant well -68- during the three months ended September 30, 2004 than similar expenses incurred on the same well during the three months ended September 30, 2003, and (iii) workover expenses incurred on several other wells during the three months ended September 30, 2003. These decreases were partially offset by an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses decreased to 21.3% for the three months ended September 30, 2004 from 28.7% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the increase in oil and gas sales and (ii) the dollar decrease in oil and gas production expenses. Depreciation, depletion, and amortization of oil and gas properties decreased $18,599 (34.5%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This decrease was primarily due to (i) an increase in depletable oil and gas properties primarily due to recompletion activities on one significant well during the three months ended September 30, 2003, (ii) upward revisions in the estimates of remaining oil reserves since September 30, 2003, and (iii) the decrease in volumes of gas sold. As a percentage of oil and gas sales, this expense decreased to 3.2% for the three months ended September 30, 2004 from 5.7% for the three months ended September 30, 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 $6,517 (7.0%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 8.0% for the three months ended September 30, 2004 from 10.0% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $3,199,311 $2,982,439 Oil and gas production expenses $ 790,781 $ 774,620 Barrels produced 19,304 14,574 Mcf produced 500,745 563,675 Average price/Bbl $ 36.17 $ 29.05 Average price/Mcf $ 4.99 $ 4.54 As shown in the table above, total oil and gas sales increased $216,872 (7.3%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Of this increase, approximately (i) $137,000 and $228,000, respectively, were related to increases in the -69- average prices of oil and gas sold and (ii) $138,000 was related to an increase in volumes of oil sold. These increases were partially offset by a decrease of approximately $286,000 related to a decrease in volumes of gas sold. Volumes of oil sold increased 4,730 barrels, while volumes of gas sold decreased 62,930 Mcf for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. The increase in volumes of oil sold was primarily due to (i) the successful workover of one significant well during late 2003 and (ii) a negative prior period volume adjustment made by the operator on another significant well during the nine months ended September 30, 2003. The decrease in volumes of gas sold was primarily due to (i) positive prior period volume adjustments made by the operator on two significant wells during the nine months ended September 30, 2003 and (ii) normal declines in production. Oil and gas production expenses (including lease operating expenses and production taxes) increased $16,161 (2.1%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 24.7% for the nine months ended September 30, 2004 from 26.0% for the nine months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties decreased $41,917 (20.4%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This decrease was primarily due to (i) the abandonment of one significant well during the nine months ended September 30, 2003 due to severe mechanical problems, (ii) the decrease in volumes of gas sold, and (iii) upward revisions in the estimates of remaining oil reserves since September 30, 2003. These decreases were partially offset by one significant well being fully depleted during the nine months ended September 30, 2004 due to the lack of remaining reserves. As a percentage of oil and gas sales, this expense decreased to 5.1% for the nine months ended September 30, 2004 from 6.9% for the nine months ended September 30, 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 remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses decreased to 8.9% for the nine months ended September 30, 2004 from 9.6% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $42,507,903 or 135.00% of Limited Partners' capital contributions. -70- II-E PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 -------- -------- Oil and gas sales $708,149 $657,561 Oil and gas production expenses $158,993 $154,827 Barrels produced 4,080 4,824 Mcf produced 108,497 119,454 Average price/Bbl $ 40.59 $ 31.43 Average price/Mcf $ 5.00 $ 4.24 As shown in the table above, total oil and gas sales increased $50,588 (7.7%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately $37,000 and $83,000, respectively, were related to increases in the average prices of oil and gas sold. These increases were partially offset by decreases of approximately $23,000 and $46,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 744 barrels and 10,957 Mcf, respectively, for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. The decrease in volumes of oil sold was primarily due to (i) normal declines in production and (ii) positive prior period volume adjustments made by the operators on two significant wells during the three months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) increased $4,166 (2.7%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to (i) workover expenses incurred on several wells during the three months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. These increases were partially offset by a positive prior period lease operating expense adjustment made by the operator on one significant well during the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 22.5% for the three months ended September 30, 2004 from 23.5% for the three months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties decreased $2,125 (4.9%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, this expense decreased to 5.9% for the three months ended September 30, 2004 from 6.6% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the increase in oil and gas sales and (ii) the -71- dollar decrease in depreciation, depletion, and amortization of oil and gas properties. General and administrative expenses decreased $4,666 (6.8%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 9.0% for the three months ended September 30, 2004 from 10.4% for the three months ended September 30, 2003. This percentage decrease was primarily due to (i) the increase in oil and gas sales and (ii) the dollar decrease in general and administrative expenses. NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $2,127,571 $2,184,324 Oil and gas production expenses $ 469,099 $ 485,147 Barrels produced 13,672 15,035 Mcf produced 325,509 355,822 Average price/Bbl $ 35.99 $ 29.51 Average price/Mcf $ 5.02 $ 4.89 As shown in the table above, total oil and gas sales decreased $56,753 (2.6%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Of this decrease, approximately $40,000 and $148,000, respectively, were related to decreases in volumes of oil and gas sold. These decreases were partially offset by increases of approximately $88,000 and $43,000, respectively, related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 1,363 barrels and 30,313 Mcf, respectively, for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $16,048 (3.3%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This decrease was primarily due to (i) positive prior period lease operating expense adjustments made on two significant wells during the nine months ended September 30, 2003 and (ii) a decrease in production taxes associated with the decrease in oil and gas sales. These decreases were partially offset by workover expenses incurred on several wells during the nine months ended September 30, 2004. As a percentage of oil and gas sales, these expenses decreased to 22.0% for the nine months ended September 30, 2004 from 22.2% for the nine months ended September 30, 2003. -72- Depreciation, depletion, and amortization of oil and gas properties increased $126,146 (121.0%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the nine months ended September 30, 2004 due to the lack of remaining reserves. As a percentage of oil and gas sales, this expense increased to 10.8% for the nine months ended September 30, 2004 from 4.8% for the nine months ended September 30, 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 remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses increased to 10.1% for the nine months ended September 30, 2004 from 9.9% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $29,831,574 or 130.37% of Limited Partners' capital contributions. II-F PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 -------- -------- Oil and gas sales $758,316 $595,801 Oil and gas production expenses $170,638 $102,041 Barrels produced 5,762 6,106 Mcf produced 113,565 108,194 Average price/Bbl $ 39.44 $ 29.19 Average price/Mcf $ 4.68 $ 3.86 As shown in the table above, total oil and gas sales increased $162,515 (27.3%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately (i) $59,000 and $93,000, respectively, were related to increases in the average prices of oil and gas sold and (ii) $21,000 was related to an increase in volumes of gas sold. Volumes of oil sold decreased 344 barrels, while volumes of gas sold increased 5,371 Mcf for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. -73- Oil and gas production expenses (including lease operating expenses and production taxes) increased $68,597 (67.2%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to (i) workover expenses incurred on two significant wells during the three months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 22.5% for the three months ended September 30, 2004 from 17.1% for the three months ended September 30, 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 $62,080 (152.6%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the three months ended September 30, 2004 due to the lack of remaining reserves. As a percentage of oil and gas sales, this expense increased to 13.6% for the three months ended September 30, 2004 from 6.8% for the three months ended September 30, 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 $3,448 (6.7%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 6.3% for the three months ended September 30, 2004 from 8.6% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $2,227,315 $2,066,022 Oil and gas production expenses $ 412,543 $ 414,636 Barrels produced 19,282 19,621 Mcf produced 328,327 331,363 Average price/Bbl $ 34.58 $ 28.57 Average price/Mcf $ 4.75 $ 4.54 As shown in the table above, total oil and gas sales increased $161,293 (7.8%) for the nine months ended September 30, 2004 as compared to the nine months ended -74- September 30, 2003. Of this increase, approximately $116,000 and $69,000, respectively, were related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 339 barrels and 3,036 Mcf, respectively, for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the nine months ended September 30, 2004 and 2003. Decreases in production expenses primarily due to (i) workover expenses incurred on several wells during the nine months ended September 30, 2003 and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold were substantially offset by (i) workover expenses incurred on two significant wells during the nine months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses decreased to 18.5% for the nine months ended September 30, 2004 from 20.1% for the nine months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties increased $46,145 (41.5%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the nine months ended September 30, 2004 due to the lack of remaining reserves, which increase was partially offset by upward revisions in the estimates of remaining oil and gas reserves since September 30, 2003. As a percentage of oil and gas sales, this expense increased to 7.1% for the nine months ended September 30, 2004 from 5.4% for the nine months ended September 30, 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 remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses decreased to 7.4% for the nine months ended September 30, 2004 from 8.0% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $24,648,051 or 143.80% of Limited Partners' capital contributions. -75- II-G PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $1,607,190 $1,262,790 Oil and gas production expenses $ 363,542 $ 219,300 Barrels produced 12,081 12,803 Mcf produced 241,799 230,579 Average price/Bbl $ 39.43 $ 29.18 Average price/Mcf $ 4.68 $ 3.86 As shown in the table above, total oil and gas sales increased $344,400 (27.3%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately (i) $124,000 and $198,000, respectively, were related to increases in the average prices of oil and gas sold and (ii) $43,000 was related to an increase in volumes of gas sold. Volumes of oil sold decreased 722 barrels, while volumes of gas sold increased 11,220 Mcf for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) increased $144,242 (65.8%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to (i) workover expenses incurred on two significant wells during the three months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 22.6% for the three months ended September 30, 2004 from 17.4% for the three months ended September 30, 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 $144,735 (163.6%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the three months ended September 30, 2004 due to the lack of remaining reserves. As a percentage of oil and gas sales, this expense increased to 14.5% for the three months ended September 30, 2004 from 7.0% for the three months ended September 30, 2003. This percentage increase was primarily -76- due to the dollar increase in depreciation, depletion, and amortization of oil and gas properties. General and administrative expenses decreased $7,763 (7.0%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 6.4% for the three months ended September 30, 2004 from 8.7% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $4,731,606 $4,388,272 Oil and gas production expenses $ 883,595 $ 885,480 Barrels produced 40,419 41,144 Mcf produced 698,661 705,942 Average price/Bbl $ 34.58 $ 28.57 Average price/Mcf $ 4.77 $ 4.55 As shown in the table above, total oil and gas sales increased $343,334 (7.8%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Of this increase, approximately $243,000 and $154,000, respectively, were related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 725 barrels and 7,281 Mcf, respectively, for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the nine months ended September 30, 2004 and 2003. Decreases in production expenses primarily due to (i) workover expenses incurred on several wells during the nine months ended September 30, 2003 and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold were substantially offset by (i) workover expenses incurred on two significant wells during the nine months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses decreased to 18.7% for the nine months ended September 30, 2004 from 20.2% for the nine months ended September 30, 2003. -77- Depreciation, depletion, and amortization of oil and gas properties increased $111,726 (46.8%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the nine months ended September 30, 2004 due to the lack of remaining reserves, which increase was partially offset by upward revisions in the estimates of remaining oil and gas reserves since September 30, 2003. As a percentage of oil and gas sales, this expense increased to 7.4% for the nine months ended September 30, 2004 from 5.4% for the nine months ended September 30, 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 remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses decreased to 7.0% for the nine months ended September 30, 2004 from 7.6% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $51,487,371 or 138.34% of Limited Partners' capital contributions. II-H PARTNERSHIP THREE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2003. Three Months Ended September 30, -------------------------------- 2004 2003 -------- -------- Oil and gas sales $381,538 $299,711 Oil and gas production expenses $ 86,955 $ 53,320 Barrels produced 2,808 2,973 Mcf produced 57,858 55,110 Average price/Bbl $ 39.40 $ 29.16 Average price/Mcf $ 4.68 $ 3.87 As shown in the table above, total oil and gas sales increased $81,827 (27.3%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. Of this increase, approximately (i) $29,000 and $47,000, respectively, were related to increases in the average prices of oil and gas sold and (ii) $11,000 was related to an increase in volumes of gas sold. Volumes of oil sold decreased 165 barrels, while volumes of gas sold increased 2,748 Mcf for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. -78- Oil and gas production expenses (including lease operating expenses and production taxes) increased $33,635 (63.1%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to (i) workover expenses incurred on two significant wells during the three months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses increased to 22.8% for the three months ended September 30, 2004 from 17.8% for the three months ended September 30, 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 $34,251 (160.2%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the three months ended September 30, 2004 due to the lack of remaining reserves. As a percentage of oil and gas sales, this expense increased to 14.6% for the three months ended September 30, 2004 from 7.1% for the three months ended September 30, 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 $1,725 (6.2%) for the three months ended September 30, 2004 as compared to the three months ended September 30, 2003. As a percentage of oil and gas sales, these expenses decreased to 6.8% for the three months ended September 30, 2004 from 9.3% for the three months ended September 30, 2003. This percentage decrease was primarily due to the increase in oil and gas sales. -79- NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2003. Nine Months Ended September 30, ------------------------------- 2004 2003 ---------- ---------- Oil and gas sales $1,129,619 $1,044,495 Oil and gas production expenses $ 213,320 $ 212,664 Barrels produced 9,384 9,557 Mcf produced 168,703 168,910 Average price/Bbl $ 34.58 $ 28.57 Average price/Mcf $ 4.77 $ 4.57 As shown in the table above, total oil and gas sales increased $85,124 (8.1%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Of this increase, approximately $56,000 and $35,000, respectively, were related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 173 barrels and 207 Mcf, respectively, for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant for the nine months ended September 30, 2004 and 2003. Decreases in production expenses primarily due to (i) workover expenses incurred on several wells during the nine months ended September 30, 2003 and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold were substantially offset by (i) workover expenses incurred on two significant wells during the nine months ended September 30, 2004 and (ii) an increase in production taxes associated with the increase in oil and gas sales. As a percentage of oil and gas sales, these expenses decreased to 18.9% for the nine months ended September 30, 2004 from 20.4% for the nine months ended September 30, 2003. Depreciation, depletion, and amortization of oil and gas properties increased $27,115 (47.9%) for the nine months ended September 30, 2004 as compared to the nine months ended September 30, 2003. This increase was primarily due to one significant well being fully depleted during the nine months ended September 30, 2004 due to the lack of remaining reserves, which increase was partially offset by upward revisions in the estimates of remaining oil and gas reserves since September 30, 2003. As a percentage of oil and gas sales, this expense increased to 7.4% for the nine months ended September 30, 2004 from 5.4% for the nine months ended September 30, 2003. This percentage increase was primarily due to the dollar increase in depreciation, depletion, and amortization of oil and gas properties. -80- General and administrative expenses remained relatively constant for the nine months ended September 30, 2004 and 2003. As a percentage of oil and gas sales, these expenses decreased to 8.7% for the nine months ended September 30, 2004 from 9.4% for the nine months ended September 30, 2003. The Limited Partners have received cash distributions through September 30, 2004 totaling $11,962,364 or 130.44% of Limited Partners' capital contributions. -81- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Partnerships do not hold any market risk sensitive instruments. ITEM 4. 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. -82- 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 II-A Partnership. 31.2 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-A Partnership. 31.3 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-B Partnership. 31.4 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-B Partnership. 31.5 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-C Partnership. 31.6 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-C Partnership. 31.7 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-D Partnership. 31.8 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-D Partnership. 31.9 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-E Partnership. 31.10 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-E Partnership. 31.11 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-F Partnership. 31.12 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-F Partnership. -83- 31.13 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-G Partnership. 31.14 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-G Partnership. 31.15 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-H Partnership. 31.16 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-H Partnership. 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 II-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 II-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 II-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 II-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 II-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 II-F Partnership. 32.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-G Partnership. 32.8 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-H Partnership. -84- (b) Reports on Form 8-K. None. -85- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: November 12, 2004 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: November 12, 2004 By: /s/Craig D. Loseke -------------------------------- (Signature) Craig D. Loseke Chief Accounting Officer 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 II-A. 31.2 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-A. 31.3 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-B. 31.4 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-B. 31.5 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-C. 31.6 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-C. 31.7 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-D. 31.8 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-D. 31.9 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-E. 31.10 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-E. 31.11 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-F. 31.12 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-F. -86- 31.13 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-G. 31.14 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-G. 31.15 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-H. 31.16 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-H. 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 II-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 II-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 II-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 II-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 II-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 II-F. 32.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-G. 32.8 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-H.