UNITED STATES
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): August 8, 2007
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
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(Exact name of Registrant as specified in its Charter)
II-A: 0-16388 II-A: 73-1295505
II-B: 0-16405 II-B: 73-1303341
II-C: 0-16981 II-C: 73-1308986
II-D: 0-16980 II-D: 73-1329761
II-E: 0-17320 II-E: 73-1324751
II-F: 0-17799 II-F: 73-1330632
II-G: 0-17802 II-G: 73-1336572
Oklahoma II-H: 0-18305 II-H: 73-1342476
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
Two West Second Street, Tulsa, Oklahoma 74103
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(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))
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ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS
On August 8, 2007, the Geodyne Energy Income Limited Partnership II-A,
Geodyne Energy Income Limited Partnership II-B, Geodyne Energy Income Limited
Partnership II-C, Geodyne Energy Income Limited Partnership II-D, Geodyne Energy
Income Limited Partnership II-E, Geodyne Energy Income Limited Partnership II-F,
Geodyne Energy Income Limited Partnership II-G, and Geodyne Energy Income
Limited Partnership II-H, (the "Partnerships") sold their interests in a number
of producing properties to independent third parties at The Oil and Gas
Clearinghouse auction in Houston, Texas. Samson Lone Star, LLC, an affiliate of
the General Partner, purchased properties from the II-A, II-B, II-C, II-E, II-F,
II-G, and II-H Partnerships through the competitive bidding process at the
auction for total net proceeds of approximately $556,000, $249,000, $100,000,
$173,000, $463,000, $1,029,000, and $214,000, respectively. In addition, Samson
Resources Company, another affiliate of the General Partner, purchased the State
IT-1 property from the II-A Partnership, the Shugart State Com 2 property from
the II-D Partnership, and several other properties from the II-E, II-F, II-G,
and II-H Partnerships through the same competitive bidding process at the
auction for total net proceeds of approximately $44,000, $1,000, $177,000,
$474,000, $1,052,000, and $219,000. Total net proceeds, including sales to
affiliated entities, for the auction are as described below:
Reserves
Number Sold as Reserve
of Location Number of 12/31/06 Value
Wells of of Oil Gas Sold Net
P/ship Sold Properties Purchasers (Bbls) (Mcf) 12/31/06 Proceeds
- ------ ------ ---------- ---------- ------- --------- ---------- ----------
II-A 21 New Mexico 7 59,455 518,070 $2,066,970 $2,614,000
and Texas
II-B 15 Texas 4 13,492 502,186 1,286,854 1,964,000
II-C 17 New Mexico 5 5,414 242,644 574,279 847,000
and Texas
II-D 7 New Mexico 4 69 644,528 1,028,629 1,235,000
and Texas
II-E 196 New Mexico 24 38,737 543,316 1,855,762 2,871,000
and Texas
II-F 192 New Mexico 23 98,962 407,696 2,748,801 4,336,000
and Texas
II-G 192 New Mexico 23 213,368 867,448 5,903,220 9,308,000
and Texas
II-H 192 New Mexico 23 46,731 194,772 1,302,062 2,055,000
and Texas
The transactions are subject to standard auction closing conditions.
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The proceeds from the sales, less transaction costs, will be included
in the November 15, 2007 cash distributions paid by the Partnerships.
This sale was in conjunction with the Partnerships' scheduled
termination on December 31, 2007. All of the Partnerships' properties will be
sold as part of the liquidation process. It is anticipated that auction sales
will continue through at least early 2008.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
The pro forma financial information that would be required pursuant to
Article 11 of Regulation S-X will be filed by amendment to this Form 8-K on or
before August 29, 2007.
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 II-A
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-B
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-C
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-D
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-E
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-F
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-G
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP II-H
By: GEODYNE RESOURCES, INC.
General Partner
//s// Dennis R. Neill
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Dennis R. Neill
President
DATE: August 14, 2007
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