UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
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 I-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F
- --------------------------------------------------------------
(Exact name of Registrant as specified in its Charter)
I-E: 0-15832 I-E: 73-1270110
Oklahoma I-F: 0-15833 I-F: 73-1292669
- ---------------- ---------------- -------------------
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
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 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(B) General - On February 5, 2007, Geodyne Resources, Inc. (the "General
Partner") mailed a notice to the limited partners announcing that the
Geodyne Energy Income Limited Partnership I-E (the "I-E Partnership") and
the Geodyne Energy Income Limited Partnership I-F (the "I-F Partnership")
(collectively, the "Partnerships") will terminate at the end of their
current term, December 31, 2007. Consequently, the Partnerships adopted the
liquidation basis of accounting effective February 5, 2007. The liquidation
basis of accounting reports the net assets of the Partnerships at their net
realizable value. Adjustments were made to reduce all balance sheet
categories into one line, "net assets of Partnership in liquidation", which
is an estimate of the net fair value of all Partnership assets and
liabilities. Cash, accounts receivable, and accounts payable were valued at
their historical cost, which approximates fair value. Oil and gas
properties were valued at their estimated net sales price, which was
estimated utilizing discounted cash flows based on strip pricing as of June
30, 2007 at a discount rate of 10% for proved developed producing reserves,
18% for proved developed non-producing reserves and 20% for proved
undeveloped reserves. An adjustment was made to the discounted cash flows
for the effects of gas balancing and asset retirement obligations. A
provision was also made to account for direct expenses that will be
incurred related to the sale of the oil and gas properties. The allocation
of the "net assets of Partnership in liquidation" to the General Partner
and limited partners was calculated using the current allocation of income
and expenses. The adoption of the liquidation basis of accounting on
February 5, 2007 resulted in an increase in the I-E and I-F Partnerships'
net assets of $23,558,704 and $7,971,528, respectively, at June 30, 2007.
Pro forma unaudited financial information - A limited number of pro forma
adjustments are required to illustrate the effects of the August 8, 2007
Oil and Gas Clearinghouse auction (the "August Auction") on the Combined
Unaudited Statements of Net Assets of Partnership in Liquidation, Combined
Unaudited Statements of Changes in Net Assets of Partnership in
Liquidation, and Combined Unaudited Statements of Operations. The following
narrative description is furnished in lieu of the pro forma statements,
assuming the properties were sold on January 1, 2006.
-2-
(1) I-E Partnership
(a) August 2007 Auction
The I-E Partnership's net fair value of its oil and gas properties
sold in the August Auction was $6,449,553 as of June 30, 2007. The
net sales proceeds were approximately $6,204,000.
For the six months ended June 30, 2007, the I-E Partnership's total
revenues and operating expenses would have been reduced by $933,022
and $246,507, respectively. Under liquidation accounting,
discontinued operations are no longer presented. Revenues and
expenses for the six months ended June 30, 2007 include all sold
properties. Revenues and expenses for the year ended December 31,
2006 include only the sold properties classified as continuing
operations at December 31, 2006.
For the year ended December 31, 2006, the I-E Partnership's Net
Income from Continuing Operations would have increased by $16,951,
representing a reduction in oil and gas sales of $199,120, a
reduction in operating expenses of $208,527, a reduction in
depreciation, depletion, and amortization ("DD&A") of oil and gas
properties of $6,743, and a reduction in accretion of the asset
retirement obligation of $801.
(b) Cumulative Effect
The paragraphs below give effect to the sale of producing properties
at the August Auction and the July 2007 auction described in
previous 8-K filings. The following narrative description is
furnished in lieu of the pro forma statements, assuming the
properties were sold on January 1, 2006.
For the six months ended June 30, 2007, the I-E Partnership's total
revenues and operating expenses would have been reduced by
$1,467,657 and $418,739, respectively. Under liquidation accounting,
discontinued operations are no longer presented. Revenues and
expenses for the six months ended June 30, 2007 include all sold
properties. Revenues and expenses for the year ended December 31,
2006 include only the sold properties classified as continuing
operations at December 31, 2006.
For the year ended December 31, 2006, the I-E Partnership's Net
Income from Continuing Operations would have decreased by $783,641,
representing a reduction in
-3-
oil and gas sales of $1,343,055, a reduction in operating expenses
of $480,454, a reduction in DD&A of oil and gas properties of
$60,691, and a reduction in accretion of the asset retirement
obligation of $18,269.
(2) I-F Partnership
(a) August 2007 Auction
The I-F Partnership's net fair value of its oil and gas properties
sold in the August Auction was $1,356,858 as of June 30, 2007. The
net sales proceeds were approximately $1,378,000.
For the six months ended June 30, 2007, the I-F Partnership's total
revenues and operating expenses would have been reduced by $237,296
and $120,026, respectively. Under liquidation accounting,
discontinued operations are no longer presented. Revenues and
expenses for the six months ended June 30, 2007 include all sold
properties. Revenues and expenses for the year ended December 31,
2006 include only the sold properties classified as continuing
operations at December 31, 2006.
For the year ended December 31, 2006, the I-F Partnership's Net
Income from Continuing Operations would have increased by $11,855,
representing a reduction in oil and gas sales of $139,361, a
reduction in operating expenses of $145,959, a reduction in DD&A of
oil and gas properties of $4,696, and a reduction in accretion of
the asset retirement obligation of $561.
(b) Cumulative Effect
The paragraphs below give effect to the sale of producing properties
at the August Auction and the July 2007 auction described in
previous 8-K filings. The following narrative description is
furnished in lieu of the pro forma statements, assuming the
properties were sold on January 1, 2006.
For the six months ended June 30, 2007, the I-F Partnership's total
revenues and operating expenses would have been reduced by $452,055
and $185,976, respectively. Under liquidation accounting,
discontinued operations are no longer presented. Revenues and
expenses for the six months ended June 30, 2007 include all sold
properties. Revenues and expenses for the year ended December 31,
2006 include only the sold properties classified as continuing
operations at December 31, 2006.
-4-
For the year ended December 31, 2006, the I-F Partnership's Net
Income from Continuing Operations would have decreased by $265,144,
representing a reduction in oil and gas sales of $563,837, a
reduction in operating expenses of $264,758, a reduction in DD&A of
oil and gas properties of $26,423, and a reduction in accretion of
the asset retirement obligation of $7,512.
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 I-E
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F
By: GEODYNE RESOURCES, INC.
General Partner
//s// Dennis R. Neill
-----------------------------
Dennis R. Neill
President
DATE: August 29, 2007
-5-