SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Act of 1934 Date of Report (Date of earliest event reported): February 5, 2007 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F ------------------------------------------------------------------- (Exact name of Registrant as specified in its Articles) III-A: 0-18302 III-A: 73-1352993 III-B: 0-18636 III-B: 73-1358666 III-C: 0-18634 III-C: 73-1356542 III-D: 0-18936 III-D: 73-1357374 III-E: 0-19010 III-E: 73-1367188 Oklahoma III-F: 0-19102 III-F: 73-1377737 - ---------------- -------------- ----------------- (State or other (Commission (I.R.S. Employer jurisdiction of File No.) Identification) incorporation or 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 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) -1- ITEM 8: OTHER EVENTS Termination of Partnerships. The General Partner has notified the limited partners of Geodyne Energy Income Limited Partnership III-A, Geodyne Energy Income Limited Partnership III-B, Geodyne Energy Income Limited Partnership III-C, Geodyne Energy Income Limited Partnership III-D, Geodyne Energy Income Limited Partnership III-E, and Geodyne Energy Income Limited Partnership III-F, (collectively, the "Partnerships") that, pursuant to the terms of the limited partnership agreements for the Partnerships, the Partnerships will terminate on December 31, 2007 (November 22, 2007 for the III-A Partnership). Attached is a copy of the letter sent to the limited partners on or about February 5, 2007 setting forth the notice of termination and related matters. ITEM 9: EXHIBITS 20.1 Letter sent to the limited partners of Geodyne Energy Income Limited Partnership III-A on or about February 5, 2007. 20.2 Letter sent to the limited partners of Geodyne Energy Income Limited Partnership III-B on or about February 5, 2007. 20.3 Letter sent to the limited partners of Geodyne Energy Income Limited Partnership III-C on or about February 5, 2007. 20.4 Letter sent to the limited partners of Geodyne Energy Income Limited Partnership III-D on or about February 5, 2007. 20.5 Letter sent to the limited partners of Geodyne Energy Income Limited Partnership III-E on or about February 5, 2007. 20.6 Letter sent to the limited partners of Geodyne Energy Income Limited Partnership III-F on or about February 5, 2007. -2- 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 hereunto duly authorized. Geodyne Energy Income Limited Partnership III-A Geodyne Energy Income Limited Partnership III-B Geodyne Energy Income Limited Partnership III-C Geodyne Energy Income Limited Partnership III-D Geodyne Energy Income Limited Partnership III-E Geodyne Energy Income Limited Partnership III-F By: GEODYNE RESOURCES, INC. General Partner //s// Dennis R. Neill ----------------------------- Dennis R. Neill President DATE: February 7, 2007 -3-