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): September 25, 2007 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F -------------------------------------------------------------- (Exact name of Registrant as specified in its Charter) 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-F (the "I-F Partnership") will terminate at the end of its current term, December 31, 2007. Consequently, the Partnership adopted the liquidation basis of accounting effective February 5, 2007. The liquidation basis of accounting reports the net assets of the Partnership 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-F Partnership's net assets of $7,971,528 at June 30, 2007. Pro forma unaudited financial information - A limited number of pro forma adjustments are required to illustrate the effects of the September 12, 2007 Oil and Gas Clearinghouse auction (the "September 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-F Partnership (a) September 2007 Auction The I-F Partnership's net fair value of its oil and gas properties sold in the September Auction was $459,506 as of June 30, 2007. The net sales proceeds were approximately $281,000. For the six months ended June 30, 2007, the I-F Partnership's total revenues and operating expenses would have been reduced by $70,134 and $33,740, 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 decreased by $28,011, representing a reduction in oil and gas sales of $52,920, a reduction in operating expenses of $23,090, a reduction in depreciation, depletion, and amortization ("DD&A") of oil and gas properties of $1,687, and a reduction in accretion of the asset retirement obligation of $132. (b) Cumulative Effect The paragraphs below give effect to the sale of producing properties at the September Auction and the July and August 2007 auctions 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 $522,189 and $219,716, 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. -3- For the year ended December 31, 2006, the I-F Partnership's Net Income from Continuing Operations would have decreased by $293,155, representing a reduction in oil and gas sales of $616,757, a reduction in operating expenses of $287,848, a reduction in DD&A of oil and gas properties of $28,110, and a reduction in accretion of the asset retirement obligation of $7,644. 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-F By: GEODYNE RESOURCES, INC. General Partner //s// Dennis R. Neill ----------------------------- Dennis R. Neill President DATE: October 3, 2007