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): October 10, 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-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-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 October 10, 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-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 Resources Company, an affiliate of the General Partner, purchased
properties from the II-A, II-B, II-C, II-D, II-F, II-G, and II-H Partnerships
through the competitive bidding process at the auction for total net proceeds of
approximately $2,738,000, $354,000, $433,000, $907,000, $679,000, $1,569,000,
and $350,000, respectively. 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 129 Kansas and 31 159,951 1,158,879 $5,285,996 $5,699,000
Oklahoma
II-B 22 Kansas and 8 104,116 133,880 1,918,805 1,702,000
Oklahoma
II-C 41 Oklahoma 12 6,439 449,845 1,060,947 1,044,000
II-D 38 Oklahoma 11 9,063 915,818 2,135,698 2,333,000
II-F 39 Oklahoma 9 6,202 368,513 1,051,152 1,028,000
II-G 39 Oklahoma 9 14,861 853,763 2,441,478 2,365,000
II-H 39 Oklahoma 9 3,540 198,975 570,724 549,000
The transactions are subject to standard auction closing conditions.
The proceeds from the sales, less transaction costs, will be included
in the February 15, 2008 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.
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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 October 31, 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-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: October 16, 2007
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