FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2007 Commission File Number: II-A: 0-16388 II-D: 0-16980 II-G: 0-17802 II-B: 0-16405 II-E: 0-17320 II-H: 0-18305 II-C: 0-16981 II-F: 0-17799 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 --------------------------------------------------------- (Exact name of Registrant as specified in its Charter) II-A 73-1295505 II-B 73-1303341 II-C 73-1308986 II-D 73-1329761 II-E 73-1324751 II-F 73-1330632 II-G 73-1336572 Oklahoma II-H 73-1342476 - ---------------------------- ------------------------------- (State or other jurisdiction (I.R.S. Employer Identification of incorporation or No.) 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 Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ------ ------ -1- Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in Rule 12b-2 of the Exchange Act (check one): Large accelerated filer -------- Accelerated filer -------- X Non-accelerated filer -------- Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No X ------ ------ The Depositary Units are not publicly traded; therefore, Registrant cannot compute the aggregate market value of the voting units held by non-affiliates of the Registrant. -2- PART I. FINANCIAL INFORMATION GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $25,504,369 =========== PARTNERS' CAPITAL: General Partner $ 1,761,358 Limited Partners, issued and outstanding, 484,283 units 23,743,011 ----------- Total Partners' capital $25,504,369 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -3- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 4,740,439 Adjust assets to fair value, net of estimated selling costs 21,116,112 Partners' distributions from February 5, 2007 to March 31, 2007 ( 1,418,470) Revenues from February 5, 2007 to March 31, 2007 1,058,235 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 402,624) ----------- Net assets of partnership in liquidation at March 31, 2007 $25,093,692 Change in fair value of assets, net of estimated selling costs 1,652,242 Partners' distributions from April 1, 2007 to June 30, 2007 ( 778,715) Revenues from April 1, 2007 to June 30, 2007 1,632,901 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 644,125) ----------- Net assets of partnership in liquidation at June 30, 2007 $26,955,995 Change in fair value of assets, net of estimated selling costs 687,994 Partners' distributions from July 1, 2007 to September 30, 2007 ( 2,975,726) Revenues from July 1, 2007 to September 30, 2007 1,307,757 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 471,651) ----------- Net assets of partnership in liquidation at September 30, 2007 $25,504,369 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -4- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $1,537,147 Accounts receivable: Oil and gas sales 962,804 Assets held for sale (Note 3) 658,156 ---------- Total current assets $3,158,107 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,928,699 DEFERRED CHARGE 548,671 ---------- $5,635,477 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 376,866 Gas imbalance payable 95,852 Asset retirement obligation - current (Note 1) 14,586 Assets retirement obligation - assets held for sale 222,378 Liabilities - held for sale 114,978 ---------- Total current liabilities $ 824,660 LONG-TERM LIABILITIES: Accrued liability $ 149,173 Asset retirement obligation (Note 1) 655,276 ---------- Total long-term liabilities $ 804,449 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 205,056) Limited Partners, issued and outstanding, 484,283 units 4,211,424 ---------- Total Partners' capital $4,006,368 ---------- $5,635,477 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -5- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $1,434,154 Interest income 14,469 Other income 833 ---------- $1,449,456 COSTS AND EXPENSES: Lease operating $ 42,655 Production tax 78,902 Depreciation, depletion, and amortization of oil and gas properties 75,375 Impairment provision 12,869 General and administrative (Note 2) 132,058 ---------- $ 341,859 ---------- INCOME FROM CONTINUING OPERATIONS $1,107,597 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 281,781 ---------- NET INCOME $1,389,378 ========== GENERAL PARTNER: Net income from continuing operations $ 117,255 Net income from discontinued operations 28,737 ---------- NET INCOME $ 145,992 ========== -6- LIMITED PARTNERS: Net income from continuing operations $ 990,342 Net income from discontinued operations 253,044 ---------- NET INCOME $1,243,386 ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 2.04 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 0.52 ---------- NET INCOME PER UNIT $ 2.56 ========== UNITS OUTSTANDING 484,283 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -7- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ REVENUES: Oil and gas sales $387,154 $4,391,608 Interest income 4,168 46,127 Other income - 833 -------- ---------- $391,322 $4,438,568 COSTS AND EXPENSES: Lease operating $111,024 $ 686,424 Production tax 42,537 250,453 Depreciation, depletion, and amortization of oil and gas properties 15,448 180,000 Impairment provision - 12,869 General and administrative (Note 2) 47,066 425,455 -------- ---------- $216,075 $1,555,201 -------- ---------- INCOME FROM CONTINUING OPERATIONS $175,247 $2,883,367 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 61,599 788,291 Gain on disposal of discontinued operations (Note 3) 518,024 - -------- ---------- NET INCOME $754,870 $3,671,658 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 18,498 $ 301,082 Net income from discontinued operations 58,039 80,737 -------- ---------- NET INCOME $ 76,537 $ 381,819 ======== ========== -8- LIMITED PARTNERS: Net income from continuing operations $156,749 $2,582,285 Net income from discontinued operations 521,584 707,554 -------- ---------- NET INCOME $678,333 $3,289,839 ======== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.32 $ 5.33 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 1.08 1.46 -------- ---------- NET INCOME PER UNIT $ 1.40 $ 6.79 ======== ========== UNITS OUTSTANDING 484,283 484,283 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -9- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A GEODYNE PRODUCTION PARTNERSHIP II-A COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 754,870 $3,671,658 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 16,299 197,636 Impairment provision - 16,429 Gain on disposal of discontinued operations ( 518,024) - Settlement of asset retirement obligation - ( 31,311) Decrease in accounts receivable - oil and gas sales 43,235 362,540 Decrease in deferred charge - 45,049 Decrease in accounts payable ( 74,662) ( 15,881) Decrease in gas imbalance payable - ( 2,205) Increase in accrued liability - 11,898 ---------- ---------- Net cash provided by operating activities $ 221,718 $4,255,813 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 7,476) ($ 52,951) ---------- ---------- Net cash used by investing activities ($ 7,476) ($ 52,951) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 20,799) ($4,316,128) ---------- ---------- Net cash used by financing activities ($ 20,799) ($4,316,128) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 193,443 ($ 113,266) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,537,147 2,121,512 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,730,590 $2,008,246 ========== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -10- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $18,843,918 =========== PARTNERS' CAPITAL: General Partner $ 1,453,477 Limited Partners, issued and outstanding, 361,719 units 17,390,441 ----------- Total Partners' capital $18,843,918 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -11- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 3,398,666 Adjust assets to fair value, net of estimated selling costs 16,220,849 Partners' distributions from February 5, 2007 to March 31, 2007 ( 1,117,299) Revenues from February 5, 2007 to March 31, 2007 779,928 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 332,517) ----------- Net assets of partnership in liquidation at March 31, 2007 $18,949,627 Change in fair value of assets, net of estimated selling costs 1,256,155 Partners' distributions from April 1, 2007 to June 30, 2007 ( 483,660) Revenues from April 1, 2007 to June 30, 2007 1,138,255 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 473,141) ----------- Net assets of partnership in liquidation at June 30, 2007 $20,387,236 Change in fair value of assets, net of estimated selling costs ( 122,375) Partners' distributions from July 1, 2007 to September 30, 2007 ( 2,034,622) Revenues from July 1, 2007 to September 30, 2007 968,780 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 355,101) ----------- Net assets of partnership in liquidation at September 30, 2007 $18,843,918 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -12- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $1,068,383 Accounts receivable: Oil and gas sales 782,744 Assets held for sale (Note 3) 212,715 ---------- Total current assets $2,063,842 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,340,904 DEFERRED CHARGE 250,829 ---------- $3,655,575 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 310,958 Gas imbalance payable 25,724 Asset retirement obligation - current (Note 1) 15,504 Assets retirement obligation - assets held for sale 147,559 Liabilities - held for sale 86,399 ---------- Total current liabilities $ 586,144 LONG-TERM LIABILITIES: Accrued liability $ 83,970 Asset retirement obligation (Note 1) 238,460 ---------- Total long-term liabilities $ 322,430 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 241,863) Limited Partners, issued and outstanding, 361,719 units 2,988,864 ---------- Total Partners' capital $2,747,001 ---------- $3,655,575 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -13- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $1,121,923 Interest income 9,955 ---------- $1,131,878 COSTS AND EXPENSES: Lease operating $ 246,601 Production tax 65,882 Depreciation, depletion, and amortization of oil and gas properties 64,534 Impairment provision 6,569 General and administrative (Note 2) 98,906 ---------- $ 482,492 ---------- INCOME FROM CONTINUING OPERATIONS $ 649,386 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 123,092 ---------- NET INCOME $ 772,478 ========== GENERAL PARTNER: Net income from continuing operations $ 70,342 Net income from discontinued operations 12,494 ---------- NET INCOME $ 82,836 ========== -14- LIMITED PARTNERS: Net income from continuing operations $ 579,044 Net income from discontinued operations 110,598 ---------- NET INCOME $ 689,642 ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 1.60 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 0.31 ---------- NET INCOME PER UNIT $ 1.91 ========== UNITS OUTSTANDING 361,719 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -15- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ REVENUES: Oil and gas sales $308,203 $3,580,207 Interest income 2,833 33,046 -------- ---------- $311,036 $3,613,253 COSTS AND EXPENSES: Lease operating $ 77,277 $ 733,398 Production tax 44,130 207,129 Depreciation, depletion, and amortization of oil and gas properties 9,971 130,018 Impairment provision - 6,569 General and administrative (Note 2) 35,689 324,567 -------- ---------- $167,067 $1,401,681 -------- ---------- INCOME FROM CONTINUING OPERATIONS $143,969 $2,211,572 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 27,004 354,698 Gain on disposal of discontinued operations (Note 3) 492,482 - -------- ---------- NET INCOME $663,455 $2,566,270 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 15,011 $ 230,145 Net income from discontinued operations 52,000 36,175 -------- ---------- NET INCOME $ 67,011 $ 266,320 ======== ========== -16- LIMITED PARTNERS: Net income from continuing operations $128,958 $1,981,427 Net income from discontinued operations 467,486 318,523 -------- ---------- NET INCOME $596,444 $2,299,950 ======== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.36 $ 5.48 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 1.29 0.88 -------- ---------- NET INCOME PER UNIT $ 1.65 $ 6.36 ======== ========== UNITS OUTSTANDING 361,719 361,719 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -17- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B GEODYNE PRODUCTION PARTNERSHIP II-B COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 663,455 $2,566,270 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 10,541 137,379 Impairment provision - 7,044 Gain on disposal of discontinued operations ( 492,482) - Decrease in accounts receivable - oil and gas sales 25,934 240,262 Decrease in deferred charge - 22,528 Decrease in accounts payable ( 64,522) ( 4,243) Increase in gas imbalance payable - 3,115 Increase in accrued liability - 22,876 ---------- ---------- Net cash provided by operating activities $ 142,926 $2,995,231 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 4,265) ($ 16,412) Proceeds from the sale of oil and gas properties 375 - ---------- ---------- Net cash used by investing activities ($ 3,890) ($ 16,412) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 11,790) ($3,349,349) ---------- ---------- Net cash used by financing activities ($ 11,790) ($3,349,349) ---------- ---------- -18- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 127,246 ($ 370,530) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,068,383 1,604,547 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,195,629 $1,234,017 ========== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -19- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $10,155,215 =========== PARTNERS' CAPITAL: General Partner $ 791,637 Limited Partners, issued and outstanding, 154,621 units 9,363,578 ----------- Total Partners' capital $10,155,215 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -20- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 1,703,419 Adjust assets to fair value, net of estimated selling costs 10,148,982 Partners' distributions from February 5, 2007 to March 31, 2007 ( 546,428) Revenues from February 5, 2007 to March 31, 2007 392,653 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 162,121) ----------- Net assets of partnership in liquidation at March 31, 2007 $11,536,505 Change in fair value of assets, net of estimated selling costs ( 262,736) Partners' distributions from April 1, 2007 to June 30, 2007 ( 258,787) Revenues from April 1, 2007 to June 30, 2007 598,656 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 213,657) ----------- Net assets of partnership in liquidation at June 30, 2007 $11,399,981 Change in fair value of assets, net of estimated selling costs ( 171,997) Partners' distributions from July 1, 2007 to September 30, 2007 ( 1,373,708) Revenues from July 1, 2007 to September 30, 2007 462,449 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 161,510) ----------- Net assets of partnership in liquidation at September 30, 2007 $10,155,215 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -21- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $ 506,167 Accounts receivable: Oil and gas sales 424,972 Assets held for sale (Note 3) 19,532 ---------- Total current assets $ 950,671 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 669,082 DEFERRED CHARGE 140,129 ---------- $1,759,882 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 145,261 Gas imbalance payable 14,075 Asset retirement obligation - current (Note 1) 15,441 Assets retirement obligation - assets held for sale 4,024 Liabilities - held for sale 8,382 ---------- Total current liabilities $ 187,183 LONG-TERM LIABILITIES: Accrued liability $ 43,318 Asset retirement obligation (Note 1) 124,728 ---------- Total long-term liabilities $ 168,046 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 94,429) Limited Partners, issued and outstanding, 154,621 units 1,499,082 ---------- Total Partners' capital $1,404,653 ---------- $1,759,882 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -22- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $635,510 Interest income 4,681 -------- $640,191 COSTS AND EXPENSES: Lease operating $118,441 Production tax 38,792 Depreciation, depletion, and amortization of oil and gas properties 47,553 Impairment provision 5,336 General and administrative (Note 2) 42,892 -------- $253,014 -------- INCOME FROM CONTINUING OPERATIONS $387,177 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 13,503 -------- NET INCOME $400,680 ======== GENERAL PARTNER: Net income from continuing operations $ 43,009 Net income from discontinued operations 1,354 -------- NET INCOME $ 44,363 ======== -23- LIMITED PARTNERS: Net income from continuing operations $344,168 Net income from discontinued operations 12,149 -------- NET INCOME $356,317 ======== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 2.22 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 0.08 -------- NET INCOME PER UNIT $ 2.30 ======== UNITS OUTSTANDING 154,621 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -24- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ REVENUES: Oil and gas sales $166,144 $1,962,397 Interest income 1,332 16,374 -------- ---------- $167,476 $1,978,771 COSTS AND EXPENSES: Lease operating $ 40,569 $ 355,961 Production tax 22,347 120,380 Depreciation, depletion, and amortization of oil and gas properties 4,624 81,154 Impairment provision - 5,336 General and administrative (Note 2) 16,469 154,114 -------- ---------- $ 84,009 $ 716,945 -------- ---------- INCOME FROM CONTINUING OPERATIONS $ 83,467 $1,261,826 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 5,329 44,787 Gain on disposal of discontinued operations (Note 3) 218,138 - -------- ---------- NET INCOME $306,934 $1,306,613 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 8,630 $ 132,329 Net income from discontinued operations 22,349 4,519 -------- ---------- NET INCOME $ 30,979 $ 136,848 ======== ========== -25- LIMITED PARTNERS: Net income from continuing operations $ 74,837 $1,129,497 Net income from discontinued operations 201,118 40,268 -------- ---------- NET INCOME $275,955 $1,169,765 ======== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.48 $ 7.30 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 1.30 0.26 -------- ---------- NET INCOME PER UNIT $ 1.78 $ 7.56 ======== ========== UNITS OUTSTANDING 154,621 154,621 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -26- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C GEODYNE PRODUCTION PARTNERSHIP II-C COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $306,934 $1,306,613 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 4,647 81,606 Impairment provision - 5,336 Gain on disposal of discontinued operations ( 218,138) - Decrease in accounts receivable - oil and gas sales 7,879 189,404 Decrease in deferred charge - 13,139 Decrease in accounts payable ( 10,194) ( 35,134) Decrease in gas imbalance payable - ( 374) Increase in accrued liability - 7,031 -------- ---------- Net cash provided by operating activities $ 91,128 $1,567,621 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 1,828) ($ 14,400) Proceeds from the sale of oil and gas properties 161 - -------- ---------- Net cash used by investing activities ($ 1,667) ($ 14,400) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 8,168) ($1,781,391) -------- ---------- Net cash used by financing activities ($ 8,168) ($1,781,391) -------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 81,293 ($ 228,170) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 506,167 812,768 -------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $587,460 $ 584,598 ======== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -27- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $17,466,068 =========== PARTNERS' CAPITAL: General Partner $ 1,069,762 Limited Partners, issued and outstanding, 314,878 units 16,396,306 ----------- Total Partners' capital $17,466,068 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -28- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 3,632,508 Adjust assets to fair value, net of estimated selling costs 21,036,806 Partners' distributions from February 5, 2007 to March 31, 2007 ( 1,221,322) Revenues from February 5, 2007 to March 31, 2007 808,609 Operating expenses incurred from February 5, 2007 to March3 1, 2007 ( 301,765) ----------- Net assets of partnership in liquidation at March 31, 2007 $23,954,836 Change in fair value of assets, net of estimated selling costs ( 638,178) Partners' distributions from April 1, 2007 to June 30, 2007 ( 667,519) Revenues from April 1, 2007 to June 30, 2007 1,151,391 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 497,001) ----------- Net assets of partnership in liquidation at June 30, 2007 $23,303,529 Change in fair value of assets, net of estimated selling costs ( 1,271,567) Partners' distributions from July 1, 2007 to September 30, 2007 ( 5,050,717) Revenues from July 1, 2007 to September 30, 2007 831,177 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 346,354) ----------- Net assets of partnership in liquidation at September 30, 2007 $17,466,068 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -29- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $1,059,020 Accounts receivable: Oil and gas sales 940,580 Assets held for sale (Note 3) 136,570 ---------- Total current assets $2,136,170 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,307,978 DEFERRED CHARGE 352,148 ---------- $3,796,296 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 182,835 Gas imbalance payable 20,235 Asset retirement obligation - current (Note 1) 69,738 Assets retirement obligation - assets held for sale 37,822 Liabilities - held for sale 16,084 ---------- Total current liabilities $ 326,714 LONG-TERM LIABILITIES: Accrued liability $ 121,205 Asset retirement obligation (Note 1) 353,690 ---------- Total long-term liabilities $ 474,895 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 148,835) Limited Partners, issued and outstanding, 314,878 units 3,143,522 ---------- Total Partners' capital $2,994,687 ---------- $3,796,296 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -30- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $1,244,514 Interest income 8,853 ---------- $1,253,367 COSTS AND EXPENSES: Lease operating $ 195,279 Production tax 80,939 Depreciation, depletion, and amortization of oil and gas properties 228,363 Impairment provision 3,250 General and administrative (Note 2) 86,239 ---------- $ 594,070 ---------- INCOME FROM CONTINUING OPERATIONS $ 659,297 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 49,134 ---------- NET INCOME $ 708,431 ========== GENERAL PARTNER: Net income from continuing operations $ 85,890 Net income from discontinued operations 4,941 ---------- NET INCOME $ 90,831 ========== -31- LIMITED PARTNERS: Net income from continuing operations $ 573,407 Net income from discontinued operations 44,193 ---------- NET INCOME $ 617,600 ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 1.82 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 0.14 ---------- NET INCOME PER UNIT $ 1.96 ========== UNITS OUTSTANDING 314,878 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -32- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ REVENUES: Oil and gas sales $338,044 $3,685,944 Interest income 2,771 35,495 -------- ---------- $340,815 $3,721,439 COSTS AND EXPENSES: Lease operating $ 89,952 $ 558,791 Production tax 18,891 234,049 Depreciation, depletion, and amortization of oil and gas properties 9,428 320,137 Impairment provision - 3,250 General and administrative (Note 2) 31,343 286,000 -------- ---------- $149,614 $1,402,227 -------- ---------- INCOME FROM CONTINUING OPERATIONS $191,201 $2,319,212 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 23,746 201,210 Gain on disposal of discontinued operations (Note 3) 447,575 - -------- ---------- NET INCOME $662,522 $2,520,422 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 19,692 $ 257,477 Net income from discontinued operations 47,151 20,358 -------- ---------- NET INCOME $ 66,843 $ 277,835 ======== ========== -33- LIMITED PARTNERS: Net income from continuing operations $171,509 $2,061,735 Net income from discontinued operations 424,170 180,852 -------- ---------- NET INCOME $595,679 $2,242,587 ======== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.54 $ 6.55 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 1.35 0.57 -------- ---------- NET INCOME PER UNIT $ 1.89 $ 7.12 ======== ========== UNITS OUTSTANDING 314,878 314,878 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -34- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D GEODYNE PRODUCTION PARTNERSHIP II-D COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 662,522 $2,520,422 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 9,637 322,773 Impairment provision - 3,250 Gain on disposal of discontinued operations ( 447,575) - Decrease in accounts receivable - oil and gas sales 21,069 417,203 Decrease in deferred charge - 12,060 Increase (decrease) in accounts payable 35,874 ( 18,204) Decrease in gas imbalance Payable - ( 1,203) Increase in accrued liability - 23,422 ---------- ---------- Net cash provided by operating activities $ 281,527 $3,279,723 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 6,427) ($ 85,218) Proceeds from the sale of oil and gas properties - 3,143 ---------- ---------- Net cash used by investing activities ($ 6,427) ($ 82,075) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 24,701) ($3,816,907) ---------- ---------- Net cash used by financing activities ($ 24,701) ($3,816,907) ---------- ---------- -35- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 250,399 ($ 619,259) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,059,020 1,661,561 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,309,419 $1,042,302 ========== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -36- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $10,698,783 =========== PARTNERS' CAPITAL: General Partner $ 642,364 Limited Partners, issued and outstanding, 228,821 units 10,056,419 ----------- Total Partners' capital $10,698,783 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -37- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 2,689,662 Adjust assets to fair value, net of estimated selling costs 9,598,087 Partners' distributions from February 5, 2007 to March 31, 2007 ( 939,905) Revenues from February 5, 2007 to March 31, 2007 442,804 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 224,075) ----------- Net assets of partnership in liquidation at March 31, 2007 $11,566,573 Change in fair value of assets, net of estimated selling costs 279,877 Partners' distributions from April 1, 2007 to June 30, 2007 ( 253,047) Revenues from April 1, 2007 to June 30, 2007 507,944 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 158,294) ----------- Net assets of partnership in liquidation at June 30, 2007 $11,943,053 Change in fair value of assets, net of estimated selling costs 436,796 Partners' distributions from July 1, 2007 to September 30, 2007 ( 1,977,261) Revenues from July 1, 2007 to September 30, 2007 434,301 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 138,106) ----------- Net assets of partnership in liquidation at September 30, 2007 $10,698,783 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -38- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $ 883,202 Accounts receivable: Oil and gas sales 349,933 Assets held for sale (Note 3) 261,831 ---------- Total current assets $1,494,966 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 877,543 DEFERRED CHARGE 203,568 ---------- $2,576,077 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 138,447 Accounts payable - related party 647 Gas imbalance payable 43,424 Asset retirement obligation - current (Note 1) 26,503 Assets retirement obligation - assets held for sale 31,833 Liabilities - held for sale 43,055 ---------- Total current liabilities $ 283,909 LONG-TERM LIABILITIES: Accrued liability $ 69,257 Asset retirement obligation (Note 1) 112,948 ---------- Total long-term liabilities $ 182,205 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 95,977) Limited Partners, issued and outstanding, 228,821 units 2,205,940 ---------- Total Partners' capital $2,109,963 ---------- $2,576,077 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -39- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $547,234 Interest income 6,984 Gain on sale of oil and gas properties 11 Other income 7,493 -------- $561,722 COSTS AND EXPENSES: Lease operating $166,920 Production tax 33,431 Depreciation, depletion, and amortization of oil and gas properties 29,186 Impairment provision 20,278 General and administrative (Note 2) 62,961 -------- $312,776 -------- INCOME FROM CONTINUING OPERATIONS $248,946 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 278,430 -------- NET INCOME $527,376 ======== GENERAL PARTNER: Net income from continuing operations $ 28,648 Net income from discontinued operations 29,349 -------- NET INCOME $ 57,997 ======== -40- LIMITED PARTNERS: Net income from continuing operations $220,298 Net income from discontinued operations 249,081 -------- NET INCOME $469,379 ======== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.96 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 1.09 -------- NET INCOME PER UNIT $ 2.05 ======== UNITS OUTSTANDING 228,821 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -41- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- REVENUES: Oil and gas sales $157,754 $1,801,527 Interest income 1,767 25,781 Gain on sale of oil and gas properties 76 11 Other income - 7,493 -------- ---------- $159,597 $1,834,812 COSTS AND EXPENSES: Lease operating $ 27,557 $ 393,463 Production tax 8,408 120,181 Depreciation, depletion, and amortization of oil and gas properties 5,556 74,267 Impairment provision - 20,278 General and administrative (Note 2) 23,356 215,186 -------- ---------- $ 64,877 $ 823,375 -------- ---------- INCOME FROM CONTINUING OPERATIONS $ 94,720 $1,011,437 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 38,202 729,601 Gain on disposal of discontinued operations (Note 3) 461,402 - -------- ---------- NET INCOME $594,324 $1,741,038 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 9,795 $ 107,075 Net income from discontinued operations 49,977 77,315 -------- ---------- NET INCOME $ 59,772 $ 184,390 ======== ========== -42- LIMITED PARTNERS: Net income from continuing operations $ 84,925 $ 904,362 Net income from discontinued operations 449,627 652,286 -------- ---------- NET INCOME $534,552 $1,556,648 ======== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.37 $ 3.95 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 1.96 2.85 -------- ---------- NET INCOME PER UNIT $ 2.33 $ 6.80 ======== ========== UNITS OUTSTANDING 228,821 228,821 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -43- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E GEODYNE PRODUCTION PARTNERSHIP II-E COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 594,324 $1,741,038 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 5,739 107,484 Impairment provision - 35,449 Gain on sale of oil and gas properties ( 76) ( 11) Gain on disposal of discontinued operations ( 461,402) - Settlement of asset retirement obligation ( 92) ( 127) Decrease in accounts receivable - oil and gas sales 20,415 274,101 Decrease in deferred charge - 1,770 Increase in accounts payable 229 9,953 Increase in accrued liability - 43,924 ---------- ---------- Net cash provided by operating activities $ 159,137 $2,213,581 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 15,414) ($ 25,180) ---------- ---------- Net cash used by investing activities ($ 15,414) ($ 25,180) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 14,625) ($2,687,555) ---------- ---------- Net cash used by financing activities ($ 14,625) ($2,687,555) ---------- ---------- -44- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 129,098 ($ 499,154) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 883,202 1,290,961 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,012,300 $ 791,807 ========== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -45- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $11,765,250 =========== PARTNERS' CAPITAL: General Partner $ 1,041,928 Limited Partners, issued and outstanding, 171,400 units 10,723,322 ----------- Total Partners' capital $11,765,250 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -46- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 2,701,391 Adjust assets to fair value, net of estimated selling costs 9,336,899 Partners' distributions from February 5, 2007 to March 31, 2007 ( 889,404) Revenues from February 5, 2007 to March 31, 2007 492,319 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 201,722) ----------- Net assets of partnership in liquidation at March 31, 2007 $11,439,483 Change in fair value of assets, net of estimated selling costs 993,956 Partners' distributions from April 1, 2007 to June 30, 2007 ( 856,698) Revenues from April 1, 2007 to June 30, 2007 650,613 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 137,383) ----------- Net assets of partnership in liquidation at June 30, 2007 $12,089,971 Change in fair value of assets, net of estimated selling costs 1,069,765 Partners' distributions from July 1, 2007 to September 30, 2007 ( 1,821,268) Revenues from July 1, 2007 to September 30, 2007 572,570 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 145,788) ----------- Net assets of partnership in liquidation at September 30, 2007 $11,765,250 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -47- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $ 824,445 Accounts receivable: Oil and gas sales 252,355 Assets held for sale (Note 3) 613,824 ---------- Total current assets $1,690,624 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 631,804 DEFERRED CHARGE 21,383 ---------- $2,343,811 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 39,146 Accounts payable - related party 1,567 Gas imbalance payable 4,632 Asset retirement obligation - current (Note 1) 5,398 Assets retirement obligation - assets held for sale 75,038 Liabilities - held for sale 101,014 ---------- Total current liabilities $ 226,795 LONG-TERM LIABILITIES: Accrued liability $ 23,586 Asset retirement obligation (Note 1) 118,752 ---------- Total long-term liabilities $ 142,338 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 31,426) Limited Partners, issued and outstanding, 171,400 units 2,006,104 ---------- Total Partners' capital $1,974,678 ---------- $2,343,811 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -48- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $405,116 Interest income 6,969 Gain on sale of oil and gas properties 28 Other income 18,316 -------- $430,429 COSTS AND EXPENSES: Lease operating $ 68,704 Production tax 24,591 Depreciation, depletion, and amortization of oil and gas properties 58,579 Impairment provision 24,473 General and administrative (Note 2) 47,431 -------- $223,778 -------- INCOME FROM CONTINUING OPERATIONS $206,651 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 550,878 -------- NET INCOME $757,529 ======== GENERAL PARTNER: Net income from continuing operations $ 27,443 Net income from discontinued operations 55,184 -------- NET INCOME $ 82,627 ======== -49- LIMITED PARTNERS: Net income from continuing operations $179,208 Net income from discontinued operations 495,694 -------- NET INCOME $674,902 ======== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 1.05 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 2.89 -------- NET INCOME PER UNIT $ 3.94 ======== UNITS OUTSTANDING 171,400 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -50- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- REVENUES: Oil and gas sales $103,138 $1,197,863 Interest income 1,351 21,183 Gain on sale of oil and gas properties 190 28 Other income - 18,316 -------- ---------- $104,679 $1,237,390 COSTS AND EXPENSES: Lease operating $ 19,177 $ 198,936 Production tax 6,857 77,112 Depreciation, depletion, and amortization of oil and gas properties 5,069 99,500 Impairment provision - 24,473 General and administrative (Note 2) 18,026 167,072 -------- ---------- $ 49,129 $ 567,093 -------- ---------- INCOME FROM CONTINUING OPERATIONS $ 55,550 $ 670,297 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 91,202 1,483,899 Gain on disposal of discontinued operations (Note 3) 599,070 - -------- ---------- NET INCOME $745,822 $2,154,196 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 5,876 $ 76,069 Net income from discontinued operations 69,065 150,467 -------- ---------- NET INCOME $ 74,941 $ 226,536 ======== ========== -51- LIMITED PARTNERS: Net income from continuing operations $ 49,674 $ 594,228 Net income from discontinued operations 621,207 1,333,432 -------- ---------- NET INCOME $670,881 $1,927,660 ======== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.29 $ 3.47 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 3.62 7.78 -------- ---------- NET INCOME PER UNIT $ 3.91 $ 11.25 ======== ========== UNITS OUTSTANDING 171,400 171,400 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -52- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F GEODYNE PRODUCTION PARTNERSHIP II-F COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 745,822 $2,154,196 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 5,485 122,525 Impairment provision - 24,523 Gain on sale of oil and gas properties ( 190) ( 28) Gain on disposal of discontinued operations ( 599,070) - Settlement of asset retirement obligation ( 223) ( 307) Decrease in accounts receivable - oil and gas sales 58,728 192,023 Decrease in deferred charge - 279 Increase (decrease) in accounts payable 3,296 ( 73,579) Decrease in gas imbalance Payable - ( 288) Decrease in accrued liability - ( 1,014) ---------- ---------- Net cash provided by operating activities $ 213,848 $2,418,330 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 5,730) ($ 48,802) ---------- ---------- Net cash used by investing activities ($ 5,730) ($ 48,802) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 19,109) ($2,422,275) ---------- ---------- Net cash used by financing activities ($ 19,109) ($2,422,275) ---------- ---------- -53- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 189,009 ($ 52,747) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 824,445 921,812 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,013,454 $ 869,065 ========== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -54- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $25,269,983 =========== PARTNERS' CAPITAL: General Partner $ 2,159,847 Limited Partners, issued and outstanding, 372,189 units 23,110,136 ----------- Total Partners' capital $25,269,983 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -55- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $ 5,844,087 Adjust assets to fair value, net of estimated selling costs 19,854,728 Partners' distributions from February 5, 2007 to March 31, 2007 ( 1,974,364) Revenues from February 5, 2007 to March 31, 2007 1,045,145 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 393,322) ----------- Net assets of partnership in liquidation at March 31, 2007 $24,376,274 Change in fair value of assets, net of estimated selling costs 2,082,780 Partners' distributions from April 1, 2007 to June 30, 2007 ( 1,841,079) Revenues from April 1, 2007 to June 30, 2007 1,382,495 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 288,936) ----------- Net assets of partnership in liquidation at June 30, 2007 $25,711,534 Change in fair value of assets, net of estimated selling costs 2,285,173 Partners' distributions from July 1, 2007 to September 30, 2007 ( 3,632,562) Revenues from July 1, 2007 to September 30, 2007 1,218,078 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 312,240) ----------- Net assets of partnership in liquidation at September 30, 2007 $25,269,983 =========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -56- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $1,846,124 Accounts receivable: Oil and gas sales 546,685 Assets held for sale (Note 3) 1,286,746 ---------- Total current assets $3,679,555 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,360,872 DEFERRED CHARGE 53,796 ---------- $5,094,223 ========== LIABILITIES AND PARTNERS' CAPITAL CURRENT LIABILITIES: Accounts payable $ 79,030 Accounts payable - related party 3,288 Gas imbalance payable 16,422 Asset retirement obligation - current (Note 1) 11,451 Assets retirement obligation - assets held for sale 157,170 Liabilities - held for sale 211,077 ---------- Total current liabilities $ 478,438 LONG-TERM LIABILITIES: Accrued liability $ 43,043 Asset retirement obligation (Note 1) 256,307 ---------- Total long-term liabilities $ 299,350 PARTNERS' CAPITAL: General Partner $ 47,955 Limited Partners, issued and outstanding, 372,189 units 4,268,480 ---------- Total Partners' capital $4,316,435 ---------- $5,094,223 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -57- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $ 872,384 Interest income 15,020 Gain on sale of oil and gas Properties 53 Other income 38,302 ---------- $ 925,759 COSTS AND EXPENSES: Lease operating $ 145,932 Production tax 53,012 Depreciation, depletion, and amortization of oil and gas properties 125,930 Impairment provision 54,129 General and administrative (Note 2) 101,740 ---------- $ 480,743 ---------- INCOME FROM CONTINUING OPERATIONS $ 445,016 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 1,158,869 ---------- NET INCOME $1,603,885 ========== GENERAL PARTNER: Net income from continuing operations $ 59,205 Net income from discontinued operations 116,090 ---------- NET INCOME $ 175,295 ========== -58- LIMITED PARTNERS: Net income from continuing operations $ 385,811 Net income from discontinued operations 1,042,779 ---------- NET INCOME $1,428,590 ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 1.04 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 2.80 ---------- NET INCOME PER UNIT $ 3.84 ========== UNITS OUTSTANDING 372,189 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -59- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ REVENUES: Oil and gas sales $ 222,554 $2,583,967 Interest income 2,984 45,729 Gain on sale of oil and gas properties 394 53 Other income - 38,302 ---------- ---------- $ 225,932 $2,668,051 COSTS AND EXPENSES: Lease operating $ 40,825 $ 428,893 Production tax 15,171 167,269 Depreciation, depletion, and amortization of oil and gas properties 11,002 212,873 Impairment provision - 54,129 General and administrative (Note 2) 36,662 332,336 ---------- ---------- $ 103,660 $1,195,500 ---------- ---------- INCOME FROM CONTINUING OPERATIONS $ 122,272 $1,472,551 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 193,676 3,111,808 Gain on disposal of discontinued operations (Note 3) 1,252,503 - ---------- ---------- NET INCOME $1,568,451 $4,584,359 ========== ========== GENERAL PARTNER: Net income from continuing operations $ 12,919 $ 166,712 Net income from discontinued operations 144,697 316,075 ---------- ---------- NET INCOME $ 157,616 $ 482,787 ========== ========== -60- LIMITED PARTNERS: Net income from continuing operations $ 109,353 $1,305,839 Net income from discontinued operations 1,301,482 2,795,733 ---------- ---------- NET INCOME $1,410,835 $4,101,572 ========== ========== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.29 $ 3.51 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 3.50 7.51 ---------- ---------- NET INCOME PER UNIT $ 3.79 $ 11.02 ========== ========== UNITS OUTSTANDING 372,189 372,189 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -61- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G GEODYNE PRODUCTION PARTNERSHIP II-G COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,568,451 $4,584,359 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 11,879 267,149 Impairment provision - 54,235 Gain on sale of oil and gas properties ( 394) ( 53) Gain on disposal of discontinued operations ( 1,252,503) - Settlement of asset retirement obligation ( 468) ( 641) Decrease in accounts receivable - oil and gas sales 120,127 401,422 Decrease in deferred charge - 494 Increase (decrease) in accounts payable 9,176 ( 153,889) Decrease in gas imbalance Payable - ( 4,745) Decrease in accrued liability - ( 76) ---------- ---------- Net cash provided by operating activities $ 456,268 $5,148,255 ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 11,978) ($ 101,817) ---------- ---------- Net cash used by investing activities ($ 11,978) ($ 101,817) ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 40,799) ($5,162,081) ---------- ---------- Net cash used by financing activities ($ 40,799) ($5,162,081) ---------- ---------- -62- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 403,491 ($ 115,643) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 1,846,124 1,970,349 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $2,249,615 $1,854,706 ========== ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -63- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENT OF NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) SEPTEMBER 30, 2007 ------------ NET ASSETS OF PARTNERSHIP IN LIQUIDATION, at fair value $5,907,891 ========== PARTNERS' CAPITAL: General Partner $ 459,254 Limited Partners, issued and outstanding, 91,711 units 5,448,637 ---------- Total Partners' capital $5,907,891 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -64- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENT OF CHANGES IN NET ASSETS OF PARTNERSHIP IN LIQUIDATION (Unaudited) PERIOD FROM FEBRUARY 5, TO SEPTEMBER 30, 2007 ------------- Total Partners' capital at February 4, 2007 $1,405,788 Adjust assets to fair value, net of estimated selling costs 4,738,444 Partners' distributions from February 5, 2007 to March 31, 2007 ( 496,843) Revenues from February 5, 2007 to March 31, 2007 250,035 Operating expenses incurred from February 5, 2007 to March 31, 2007 ( 119,443) ---------- Net assets of partnership in liquidation at March 31, 2007 $5,777,981 Change in fair value of assets, net of estimated selling costs 482,580 Partners' distributions from April 1, 2007 to June 30, 2007 ( 406,292) Revenues from April 1, 2007 to June 30, 2007 329,844 Operating expenses incurred from April 1, 2007 to June 30, 2007 ( 76,726) ---------- Net assets of partnership in liquidation at June 30, 2007 $6,107,387 Change in fair value of assets, net of estimated selling costs 503,777 Partners' distributions from July 1, 2007 to September 30, 2007 ( 919,040) Revenues from July 1, 2007 to September 30, 2007 293,761 Operating expenses incurred from July 1, 2007 to September 30, 2007 ( 77,994) ---------- Net assets of partnership in liquidation at September 30, 2007 $5,907,891 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -65- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED BALANCE SHEET (GOING CONCERN BASIS) (Unaudited) ASSETS DECEMBER 31, 2006 ------------ CURRENT ASSETS: Cash and cash equivalents $ 474,706 Accounts receivable: Oil and gas sales 129,051 Assets held for sale (Note 3) 297,517 ---------- Total current assets $ 901,274 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 331,348 DEFERRED CHARGE 12,322 ---------- $1,244,944 ========== LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) CURRENT LIABILITIES: Accounts payable $ 22,499 Accounts payable - related party 761 Asset retirement obligation - current (Note 1) 2,726 Assets retirement obligation - assets held for sale 36,318 Liabilities - held for sale 49,233 ---------- Total current liabilities $ 111,537 LONG-TERM LIABILITIES: Accrued liability $ 14,864 Asset retirement obligation (Note 1) 63,227 ---------- Total long-term liabilities $ 78,091 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 16,786) Limited Partners, issued and outstanding, 91,711 units 1,072,102 ---------- Total Partners' capital $1,055,316 ---------- $1,244,944 ========== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -66- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) THREE MONTHS ENDED SEPTEMBER 30, 2006 ------------ REVENUES: Oil and gas sales $212,369 Interest income 3,442 Gain on sale of oil and gas properties 12 Other income 8,859 -------- $224,682 COSTS AND EXPENSES: Lease operating $ 34,522 Production tax 13,215 Depreciation, depletion, and amortization of oil and gas properties 30,181 Impairment provision 6,935 General and administrative (Note 2) 25,875 -------- $110,728 -------- INCOME FROM CONTINUING OPERATIONS $113,954 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 269,125 -------- NET INCOME $383,079 ======== GENERAL PARTNER: Net income from continuing operations $ 14,391 Net income from discontinued operations 26,959 -------- NET INCOME $ 41,350 ======== -67- LIMITED PARTNERS: Net income from continuing operations $ 99,563 Net income from discontinued operations 242,166 -------- NET INCOME $341,729 ======== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 1.09 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 2.64 -------- NET INCOME PER UNIT $ 3.73 ======== UNITS OUTSTANDING 91,711 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -68- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF OPERATIONS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------ REVENUES: Oil and gas sales $ 52,597 $ 626,476 Interest income 719 10,458 Gain on sale of oil and gas properties 91 12 Other income - 8,859 -------- ---------- $ 53,407 $ 645,805 COSTS AND EXPENSES: Lease operating $ 9,947 $ 103,752 Production tax 3,537 41,344 Depreciation, depletion, and amortization of oil and gas properties 2,652 50,634 Impairment provision - 6,935 General and administrative (Note 2) 10,628 101,472 -------- ---------- $ 26,764 $ 304,137 -------- ---------- INCOME FROM CONTINUING OPERATIONS $ 26,643 $ 341,668 DISCONTINUED OPERATIONS: Income from discontinued operations (Note 3) 43,407 720,550 Gain on disposal of discontinued operations (Note 3) 289,668 - -------- ---------- NET INCOME $359,718 $1,062,218 ======== ========== GENERAL PARTNER: Net income from continuing operations $ 2,831 $ 38,302 Net income from discontinued operations 33,325 73,235 -------- ---------- NET INCOME $ 36,156 $ 111,537 ======== ========== -69- LIMITED PARTNERS: Net income from continuing operations $ 23,812 $303,366 Net income from discontinued operations 299,750 647,315 -------- -------- NET INCOME $323,562 $950,681 ======== ======== NET INCOME FROM CONTINUING OPERATIONS PER UNIT $ 0.26 $ 3.31 NET INCOME FROM DISCONTINUED OPERATIONS PER UNIT 3.27 7.06 -------- -------- NET INCOME PER UNIT $ 3.53 $ 10.37 ======== ======== UNITS OUTSTANDING 91,711 91,711 The accompanying condensed notes are an integral part of these combined unaudited financial statements. -70- GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H GEODYNE PRODUCTION PARTNERSHIP II-H COMBINED STATEMENTS OF CASH FLOWS (GOING CONCERN BASIS) (Unaudited) PERIOD FROM NINE MONTHS JANUARY 1, TO ENDED FEBRUARY 4, SEPTEMBER 30, 2007 2006 ------------- ------------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $359,718 $1,062,218 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 2,847 63,728 Impairment provision - 6,947 Gain on sale of oil and gas properties ( 91) ( 12) Gain on disposal of discontinued operations ( 289,668) - Settlement of asset retirement obligation ( 108) ( 147) Decrease in accounts receivable - oil and gas sales 30,811 100,603 Decrease in deferred charge - 236 Increase (decrease) in accounts payable 301 ( 35,704) Decrease in accrued liability - ( 479) -------- ---------- Net cash provided by operating activities $103,810 $1,197,390 -------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 2,769) ($ 23,440) -------- ---------- Net cash used by investing activities ($ 2,769) ($ 23,440) -------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 9,246) ($1,201,911) -------- ---------- Net cash used by financing Activities ($ 9,246) ($1,201,911) -------- ---------- -71- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 91,795 ($ 27,961) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 474,706 465,378 -------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $566,501 $437,417 ======== ======== The accompanying condensed notes are an integral part of these combined unaudited financial statements. -72- GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS CONDENSED NOTES TO THE COMBINED UNAUDITED FINANCIAL STATEMENTS SEPTEMBER 30, 2007 (Unaudited) 1. BASIS OF PRESENTATION --------------------- These unaudited financial statements reflect the combined accounts of each Geodyne Energy Income Limited Partnership and the related Geodyne Energy Income Production Partnership after the elimination of all inter-partnership transactions and balances. Each limited partnership is a general partner in the related Geodyne Energy Income Production Partnership in which Geodyne Resources, Inc. serves as the managing partner. Unless the context indicates otherwise, all references to a "Partnership" or the "Partnerships" are references to the limited partnership and its related production partnership, collectively, and all references to the "General Partner" are references to the general partner of the limited partnerships (Geodyne Resources, Inc.) and the managing partner of the production partnerships, collectively. These unaudited combined financial statements are presented on a going concern basis as of December 31, 2006 and for the period January 1, 2007 through February 4, 2007 and the three and nine months ended September 30, 2006. On February 5, 2007, the General Partner mailed a notice to the limited partners announcing that 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 September 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 expenses that will be incurred directly 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, which may change if a Partnership's distributions from the commencement of the property investment period reach a yearly average equal to at least 12% of the limited partners subscriptions. -73- The value of net assets in liquidation of the Partnerships is substantially dependent on prices of crude oil, natural gas, and natural gas liquids. Declines in commodity prices will adversely affect the amount of cash that will be received from the sale of the Partnerships' oil and gas properties in liquidation, and thus ultimately affect the amount of cash that will be available for distribution to the partners. The following table presents the estimated change in fair value of the net assets of Partnership in liquidation assuming a decrease of 10% in forecasted natural gas and crude oil prices. These estimated decreases in liquidation values are in comparison to the estimated liquidation value calculated using strip pricing for the Combined Unaudited Statements of Changes in Net Assets of Partnership in Liquidation at September 30, 2007. General Limited Partnership Partner Partners Total ----------- -------- ---------- ---------- II-A $219,000 $1,968,000 $2,187,000 II-B 147,000 1,328,000 1,475,000 II-C 85,000 764,000 849,000 II-D 136,000 1,228,000 1,364,000 II-E 77,000 695,000 772,000 II-F 88,000 795,000 883,000 II-G 189,000 1,700,000 1,889,000 II-H 46,000 410,000 456,000 ACCOUNTING POLICIES ------------------- The Combined Unaudited Statements of Net Assets of Partnership in Liquidation as of September 30, 2007, Combined Unaudited Statements of Changes in Net Assets of Partnership in Liquidation as of September 30, 2007, Combined Unaudited Statements of Operations for the period from January 1, 2007 to February 4, 2007 and the three and nine months ended September 30, 2006, and Combined Unaudited Statements of Cash Flows for the period from January 1, 2007 to February 4, 2007 and the nine months ended September 30, 2006 were prepared by the General Partner. In the opinion of management the financial statements referred to above include all necessary adjustments, consisting of normal recurring adjustments, to present fairly the combined fair value of net assets of Partnership in liquidation at September 30, 2007, the combined unaudited results of operations for the period from January 1, 2007 to February 4, 2007 and the three and nine months ended September 30, 2006, the combined unaudited results of changes in net assets of Partnership in liquidation from February 5, 2007 to September 30, 2007, and the combined unaudited cash flows for the period from January 1, 2007 to February 4, 2007 and the nine months ended September 30, 2006. -74- Information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles were condensed or omitted. The accompanying unaudited interim financial statements should be read in conjunction with the Partnerships' Annual Report on Form 10-K filed for the year ended December 31, 2006. The results of operations for the period ending February 4, 2007 and the changes in fair value of net assets of partnership in liquidation for the period ending September 30, 2007 are not necessarily indicative of the results to be expected for the full year. The Limited Partners' net income or loss per unit is based upon each $100 initial capital contribution. STATEMENTS OF CASH FLOWS ----------------------- Cash flows from operating, investing and financing activities presented in the Combined Unaudited Statements of Cash Flows include cash flows attributable to discontinued operations and assets held for sale for all periods presented. NEW ACCOUNTING PRONOUNCEMENTS ----------------------------- In September 2006, the FASB issued FAS No. 157, "Fair Value Measurements" (FAS No. 157). FAS No. 157 establishes a common definition for fair value to be applied to US GAAP guidance requiring use of fair value, establishes a framework for measuring fair value, and expands the disclosure about such fair value measurements. FAS No. 157 is effective for fiscal years beginning after November 15, 2007. The Partnerships are currently assessing the impact of FAS No. 157 on their fair value of net assets of Partnership in liquidation and their changes in net assets of Partnership in liquidation. PARTNERSHIP TERMINATION ----------------------- Pursuant to the terms of the partnership agreements for the Partnerships (the "Partnership Agreements"), the Partnerships would have terminated on December 31, 1999. However, the Partnership Agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. The General Partner has extended the terms of the Partnerships for their fourth two-year extension period to December 31, 2007. On February 5, 2007, the General Partner mailed a notice to the limited partners announcing that the Partnerships will terminate at the end of their current term, December 31, 2007. The reader should refer to Note 4 - Partnership Termination to -75- the combined financial statements for additional information regarding this matter. RECLASSIFICATION ---------------- Certain prior year balances have been reclassified to conform with current year presentation. OIL AND GAS PROPERTIES ---------------------- Before implementation of the liquidation basis of accounting, the Partnerships followed the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalized all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs included costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions, plus an allocated portion of the General Partner's property screening costs. The acquisition cost to the Partnerships of properties acquired by the General Partner was adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition for the period of time the properties were held by the General Partner. Depletion of the cost of producing oil and gas properties, amortization of related intangible drilling and development costs, and depreciation of tangible lease and well equipment was computed on the unit-of-production method through February 4, 2007. The Partnerships' calculation of depreciation, depletion, and amortization included estimated dismantlement and abandonment costs and estimated salvage value of the equipment. When complete units of depreciable property were retired or sold, the asset cost and related accumulated depreciation were eliminated with any gain or loss (including the elimination of the asset retirement obligation) reflected in income. On February 5, 2007, the Partnerships adopted the liquidation basis of accounting and no longer calculates depreciation, depletion, and amortization. -76- The Partnerships evaluated the recoverability of the carrying costs of their proved oil and gas properties for each well. If the unamortized costs, net of salvage value, of oil and gas properties exceeded the expected undiscounted future cash flows for such properties, the cost of the properties was written down to fair value, which was determined by using the estimated discounted future cash flows from the properties. ASSET RETIREMENT OBLIGATIONS ---------------------------- The Partnerships' wells must be properly plugged and abandoned after their oil and gas reserves are exhausted. The Partnerships follow FAS No. 143, "Accounting for Asset Retirement Obligations" in accounting for the future expenditures that will be necessary to plug and abandon these wells. FAS No. 143 requires the estimated plugging and abandonment obligations to be (i) recognized in the period in which they are incurred (i.e. when the well is drilled or acquired) if a reasonable estimate of fair value can be made and (ii) capitalized as part of the carrying amount of the well. Estimated abandonment dates will be revised based on changes to related economic lives, which vary with product prices and production costs. Estimated plugging costs may also be adjusted to reflect changing industry experience. Cash flows will not be affected until wells are actually plugged and abandoned. The asset retirement obligation is adjusted upwards each quarter in order to recognize accretion of the time-related discount factor. 2. TRANSACTIONS WITH RELATED PARTIES --------------------------------- The Partnership Agreements provide for reimbursement to the General Partner for all direct general and administrative expenses and for the general and administrative overhead applicable to the Partnerships based on an allocation of actual costs incurred. The general and administrative expenses are included as a component of the net assets of Partnership in liquidation. The reader should refer to Note 1 - Basis of Presentation to the combined unaudited financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding this matter. During the three months ended September 30, 2007, the following payments were made to the General Partner or its affiliates by the Partnerships: -77- Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- II-A $46,213 $127,443 II-B 35,350 95,190 II-C 17,152 40,689 II-D 31,253 82,863 II-E 23,729 60,216 II-F 17,143 45,105 II-G 34,816 97,944 II-H 10,093 24,135 During the nine months ended September 30, 2007, the following payments were made to the General Partner or its affiliates by the Partnerships: Direct General Administrative Partnership and Administrative Overhead ----------- ------------------ -------------- II-A $117,680 $382,329 II-B 102,056 285,570 II-C 62,771 122,067 II-D 89,460 248,589 II-E 82,805 180,648 II-F 73,025 135,315 II-G 106,476 293,832 II-H 59,682 72,405 Affiliates of the Partnerships serve as operator of some of the Partnerships' wells. The General Partner contracts with such affiliates for services as operator of the wells. As operator, such affiliates are compensated at rates provided in the operating agreements in effect and charged to all parties to such agreement. Such compensation may occur both prior and subsequent to the commencement of commercial marketing of production of oil or gas. The following approximate dollar amounts of compensation were paid by the Partnerships to the affiliates: Three Months Ended Nine Months Ended Partnership September 30, 2007 September 30, 2007 ----------- ------------------ ------------------ II-A $13,000 $41,000 II-B 13,000 39,000 II-C 6,000 18,000 II-D 4,000 16,000 II-E 5,000 18,000 II-F 7,000 22,000 II-G 16,000 49,000 II-H 5,000 13,000 -78- In connection with the liquidation process involving some of the Partnerships' properties, the General Partner and Samson Resources Company, an affiliate of the General Partner, elected to receive an "in-kind" distribution of their proportionate interest in the Partnership in lieu of a cash distribution of their partnership interest. For the nine months ended September 30, 2007 and based on the valuation of net assets in liquidation at June 30, 2007, the General Partner and Samson Resources Company received the following approximate property values in lieu of a cash distribution on these properties: Property Partnership Distribution ----------- -------------- II-A $1,779,000 II-B 1,436,000 II-C 1,008,000 II-D 4,333,000 II-E 1,606,000 II-F 827,000 II-G 1,535,000 II-H 434,000 3. DISCONTINUED OPERATIONS ----------------------- During August 2006, the General Partner approved a plan to sell an increased amount of the Partnerships' properties as a result of the generally favorable environment for oil and gas properties. These properties were classified as assets held for sale. On February 1, 2007 the Partnerships sold their interests in a number of producing properties at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: Proceeds Partnership (net of fees) Gain ----------- ------------ ---------- II-A $ 520,000 $ 518,000 II-B 491,000 492,000 II-C 215,000 218,000 II-D 449,000 448,000 II-E 466,000 461,000 II-F 596,000 599,000 II-G 1,246,000 1,253,000 II-H 288,000 290,000 The properties sold in the February 2007 auction and the remaining properties classified as assets held for sale represent "disposal of a component" under Statement of Financial Accounting Standards No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" (FAS 144). Accordingly, current year results for the period of January 1, 2007 through February 4, 2007 for these properties were -79- classified as discontinued operations, and prior periods were restated. Once properties are classified as assets held for sale, they no longer incur any depreciation, depletion, and amortization expense. In conjunction with the sales planned, the Partnerships will retain all assets and liabilities through the effective date of the sale and purchasers will assume the asset retirement obligations associated with the sold interests. On February 5, 2007, the Partnerships adopted the liquidation basis of accounting. The reader should refer to Note 1 - Basis of Presentation to the combined unaudited financial statements for additional information regarding this matter. Net income from discontinued operations is as follows: II-A Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $ 358,329 Lease operating ( 57,649) Production tax ( 12,693) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 2,646) Impairment provision ( 3,560) ---------- Income from discontinued operations $ 281,781 ========== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------ Oil and gas sales $89,193 $1,067,272 Lease operating ( 23,318) ( 219,253) Production tax ( 3,425) ( 38,532) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 851) ( 17,636) Impairment provision - ( 3,560) ------- ---------- Income from discontinued operations $61,599 $ 788,291 ======= ========== -80- II-B Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $168,687 Lease operating ( 38,041) Production tax ( 5,505) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 1,574) Impairment provision ( 475) -------- Income from discontinued operations $123,092 ======== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------ Oil and gas sales $43,838 $504,431 Lease operating ( 15,423) ( 128,425) Production tax ( 841) ( 13,472) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 570) ( 7,361) Impairment provision - ( 475) ------- -------- Income from discontinued operations $27,004 $354,698 ======= ======== -81- II-C Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $ 23,044 Lease operating ( 7,662) Production tax ( 1,829) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 50) -------- Income from discontinued operations $ 13,503 ======== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------ Oil and gas sales $ 6,551 $ 64,752 Lease operating ( 627) ( 14,260) Production tax ( 572) ( 5,253) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 23) ( 452) ------- -------- Income from discontinued operations $ 5,329 $ 44,787 ======= ======== -82- II-D Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $138,058 Lease operating ( 76,611) Production tax ( 12,009) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 304) -------- Income from discontinued operations $ 49,134 ======== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------ Oil and gas sales $30,269 $373,086 Lease operating ( 3,153) ( 135,552) Production tax ( 3,161) ( 33,688) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 209) ( 2,636) ------- -------- Income from discontinued operations $23,746 $201,210 ======= ======== -83- II-E Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $348,376 Lease operating ( 24,854) Production tax ( 28,357) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 1,564) Impairment provision ( 15,171) -------- Income from discontinued operations $278,430 ======== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------- Oil and gas sales $ 45,692 $950,393 Lease operating ( 5,538) ( 103,379) Production tax ( 1,769) ( 69,025) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 183) ( 33,217) Impairment provision - ( 15,171) -------- -------- Income from discontinued operations $ 38,202 $729,601 ======== ======== -84- II-F Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $ 630,711 Lease operating ( 35,366) Production tax ( 43,397) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 1,020) Impairment provision ( 50) ---------- Income from discontinued operations $ 550,878 ========== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------ Oil and gas sales $108,847 $1,723,958 Lease operating ( 11,485) ( 117,759) Production tax ( 5,744) ( 99,225) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 416) ( 23,025) Impairment provision - ( 50) -------- ---------- Income from discontinued operations $ 91,202 $1,483,899 ======== ========== -85- II-G Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $1,326,255 Lease operating ( 74,362) Production tax ( 90,760) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 2,158) Impairment provision ( 106) ---------- Income from discontinued operations $1,158,869 ========== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------ Oil and gas sales $231,241 $3,623,360 Lease operating ( 24,093) ( 248,555) Production tax ( 12,595) ( 208,615) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 877) ( 54,276) Impairment provision - ( 106) -------- ---------- Income from discontinued operations $193,676 $3,111,808 ======== ========== -86- II-H Partnership ---------------- Three Months Ended September 30, 2006 ------------- Oil and gas sales $308,349 Lease operating ( 17,377) Production tax ( 21,330) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 505) Impairment provision ( 12) -------- Income from discontinued operations $269,125 ======== Period from Nine Months January 1, to Ended February 4, September 30, 2007 2006 ------------- ------------- Oil and gas sales $ 51,913 $840,607 Lease operating ( 5,606) ( 58,233) Production tax ( 2,705) ( 48,718) Accretion and depreciation, depletion, and amortization of oil and gas properties ( 195) ( 13,094) Impairment provision - ( 12) -------- -------- Income from discontinued operations $ 43,407 $720,550 ======== ======== Assets of the discontinued operations as of December 31, 2006 were as follows: II-A Partnership ----------- Accounts receivable - oil and gas sales $ 214,721 Oil and gas properties 3,145,225 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 2,703,049) Deferred charge 1,259 ---------- Net assets held for sale $ 658,156 ========== -87- II-B Partnership ----------- Accounts receivable - oil and gas sales $ 94,700 Oil and gas properties 1,845,626 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 1,727,855) Deferred charge 244 ---------- Net assets held for sale $ 212,715 ========== II-C Partnership ----------- Accounts receivable - oil and gas sales $ 14,225 Oil and gas properties 400,262 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 395,035) Deferred charge 80 ---------- Net assets held for sale $ 19,532 ========== II-D Partnership ----------- Accounts receivable - oil and gas sales $ 92,380 Oil and gas properties 684,245 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 641,059) Deferred charge 1,004 ---------- Net assets held for sale $ 136,570 ========== II-E Partnership ----------- Accounts receivable - oil and gas sales $ 135,616 Oil and gas properties 1,223,175 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 1,101,197) Deferred charge 4,237 ---------- Net assets held for sale $ 261,831 ========== -88- II-F Partnership ----------- Accounts receivable - oil and gas sales $ 314,487 Oil and gas properties 2,804,558 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 2,513,333) Deferred charge 8,112 ---------- Net assets held for sale $ 613,824 ========== II-G Partnership ----------- Accounts receivable - oil and gas sales $ 667,021 Oil and gas properties 5,862,808 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 5,252,058) Deferred charge 8,975 ---------- Net assets held for sale $1,286,746 ========== II-H Partnership ----------- Accounts receivable - oil and gas sales $ 152,282 Oil and gas properties 1,336,598 Accumulated depreciation, depletion, and amortization of oil and gas properties and valuation allowance ( 1,195,305) Deferred charge 3,942 ---------- Net assets held for sale $ 297,517 ========== -89- Liabilities of the discontinued operations as of December 31, 2006 were as follows: II-A Partnership ----------- Accounts payable $ 108,430 Accrued liability 3,419 Gas imbalance payable 3,129 ---------- Liabilities - held for sale $ 114,978 ========== II-B Partnership ----------- Accounts payable $ 66,132 Accrued liability 7,385 Gas imbalance payable 12,882 ---------- Liabilities - held for sale $ 86,399 ========== II-C Partnership ----------- Accounts payable $ 5,613 Accrued liability 2,769 ---------- Liabilities - held for sale $ 8,382 ========== II-D Partnership ----------- Accounts payable $ 16,084 ---------- Liabilities - held for sale $ 16,084 ========== -90- II-E Partnership ----------- Accounts payable $ 41,347 Accrued liability 1,708 ---------- Liabilities - held for sale $ 43,055 ========== II-F Partnership ----------- Accounts payable $ 95,870 Accrued liability 5,144 ---------- Liabilities - held for sale $ 101,014 ========== II-G Partnership ----------- Accounts payable $ 200,930 Accrued liability 10,147 ---------- Liabilities - held for sale $ 211,077 ========== II-H Partnership ----------- Accounts payable $ 46,719 Accrued liability 2,514 ---------- Liabilities - held for sale $ 49,233 ========== -91- 4. PARTNERSHIP TERMINATION ----------------------- The Partnerships would have terminated on December 31, 1999 in accordance with the Partnership Agreements. However, the Partnership Agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. The General Partner has extended the terms of the Partnerships for their fourth two-year extension, thereby extending the termination date to December 31, 2007. On February 5, 2007 the General Partner mailed a notice to the limited partners announcing that (i) the Partnerships will terminate on December 31, 2007 and (ii) the General Partner will liquidate the Partnerships' assets and satisfy their liabilities as part of the winding-up process required by the Partnership Agreements and state law. The General Partner commenced liquidating the Partnerships' properties in the second half of 2007, and hopes to have all or substantially all of the properties sold prior to March 31, 2008. As part of the liquidation process, the General Partner will actively negotiate for the sale of the properties. These properties will be offered to all interested parties through normal oil and gas property auction processes as well as appropriate negotiated transactions. It is possible that affiliates of the General Partner may participate in any public auction of these properties and may be the successful high bidder on some or all of the properties. The Partnerships will make routine cash distributions throughout the remainder of 2007. Proceeds from the sale of Partnership properties may be included in these normal cash distributions, or may be distributed to the partners by way of special cash distributions. The General Partner will analyze the level of cash held by the Partnerships throughout the liquidation process and will retain sufficient cash to cover all final expenses and liabilities of the Partnerships. After final settlement from the sale of all properties, satisfaction of Partnership expenses and liabilities, and calculation of any remaining assets and liabilities of the Partnerships, any net cash will be paid as a final liquidating distribution to all of the remaining partners in each Partnership. It is expected that the final distribution will be made no later than December 31, 2008. In order to ensure that the General Partner makes all liquidation distributions to the correct parties based on the most accurate information possible, the General Partner terminated the outstanding repurchase offer as of March 9, 2007. In addition, the General Partner ceased processing transfers among third parties which were not postmarked on or before June 30, 2007 and received by the General Partner on or before July 13, 2007. The General Partner will not impose these deadlines on transfers between family members, their trusts, IRA accounts, or similar related entities and transfers due to death or divorce. -92- 5. SUBSEQUENT EVENT ---------------- On October 10, 2007, the Partnerships sold their interests in a number of producing properties to independent third parties and Samson Resources Company, an affiliate of the General Partner, at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: Proceeds (net of fees) Samson Independent Resources Partnership Third Parties Company Total ----------- ------------- ---------- ---------- II-A $2,964,000 $2,738,000 $5,702,000 II-B 1,349,000 354,000 1,703,000 II-C 612,000 433,000 1,045,000 II-D 1,428,000 907,000 2,335,000 II-F 350,000 679,000 1,029,000 II-G 797,000 1,569,000 2,366,000 II-H 199,000 350,000 549,000 The sale resulted in an increase (decrease) in net assets of Partnership in liquidation of the following approximate dollar amounts: Increase (decrease) in net assets of Partnership Partnership in liquidation ----------- ------------------------------------ II-A $ 191,000 II-B ( 59,000) II-C ( 180,000) II-D ( 196,000) II-F ( 37,000) II-G ( 122,000) II-H ( 21,000) -93- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES - ----------------------------------------------- This Quarterly Report contains certain forward-looking statements. The words "anticipate", "believe", "expect", "plan", "intend", "estimate", "project", "could", "may" and similar expressions are intended to identify forward-looking statements. Such statements reflect management's current views with respect to future events and financial performance. This Quarterly Report also includes certain information, which is, or is based upon, estimates and assumptions. Such estimates and assumptions are management's efforts to accurately reflect the condition and operation of the Partnerships. Use of forward-looking statements and estimates and assumptions involve risks and uncertainties which include, but are not limited to, the volatility of oil and gas prices, the uncertainty of reserve information, the operating risk associated with oil and gas properties (including the risk of personal injury, death, property damage, damage to the well or producing reservoir, environmental contamination, and other operating risks), the prospect of changing tax and regulatory laws, the availability and capacity of processing and transportation facilities, the general economic climate, the supply and price of foreign imports of oil and gas, the level of consumer product demand, and the price and availability of alternative fuels. Should one or more of these risks or uncertainties occur or should estimates or underlying assumptions prove incorrect, actual conditions or results may vary materially and adversely from those stated, anticipated, believed, estimated, and otherwise indicated. PARTNERSHIP TERMINATION - ----------------------- Pursuant to the terms of the partnership agreements for the Partnerships (the "Partnership Agreements"), the Partnerships would have terminated on December 31, 1999. However, the Partnership Agreements provide that the General Partner may extend the term of each Partnership for up to five periods of two years each. The General Partner has extended the terms of the Partnerships for the fourth two-year extension period to December 31, 2007. On February 5, 2007, the General Partner mailed a notice to the limited partners announcing that the Partnerships will terminate at the end of their current term, December 31, 2007. The reader should refer to Note 4 - Partnership Termination to the combined unaudited financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding this matter. -94- GENERAL - ------- The Partnerships are engaged in the business of owning interests in producing oil and gas properties located in the continental United States. The Partnerships may also engage to a limited extent in development drilling on producing oil and gas properties as required for the prudent management of the Partnerships. LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- The Partnerships began operations and investors were assigned their rights as Limited Partners, having made capital contributions in the amounts and on the dates set forth below: Limited Date of Partner Capital Partnership Activation Contributions ----------- ------------------ --------------- II-A July 22, 1987 $48,428,300 II-B October 14, 1987 36,171,900 II-C January 14, 1988 15,462,100 II-D May 10, 1988 31,487,800 II-E September 27, 1988 22,882,100 II-F January 5, 1989 17,140,000 II-G April 10, 1989 37,218,900 II-H May 17, 1989 9,171,100 In general, the amount of funds available for acquisition of producing properties was equal to the capital contributions of the Limited Partners, less 15% for sales commissions and organization and management fees. All of the Partnerships have fully invested their capital contributions. No property sales occurred during the nine months ended September 30, 2006 for the Partnerships. On February 1, 2007, the Partnerships sold their interests in a number of producing properties at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: -95- Proceeds Partnership (net of fees) ----------- ------------- II-A $ 520,000 II-B 491,000 II-C 215,000 II-D 449,000 II-E 466,000 II-F 596,000 II-G 1,246,000 II-H 288,000 On May 9, 2007, the II-E, II-F, II-G, and II-H Partnerships sold their interests in a number of producing properties at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: Proceeds Increase in net assets of Partnership (net of fees) Partnership in liquidation ----------- ------------- --------------------------- II-E $ 244,000 $148,000 II-F 597,000 364,000 II-G 1,249,000 763,000 II-H 289,000 176,000 On July 11, 2007, the Partnerships sold their interests in a number of producing properties to independent third parties and Samson Contour E&P, LLC and Samson Resources Company, affiliates of the General Partner, at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: Proceeds (net of fees) Affiliates of the Independent General Partnership Third Parties Partner Total ----------- ------------- ---------- ---------- II-A $3,021,000 $ 285,000 $3,306,000 II-B - 465,000 465,000 II-C 6,000 217,000 223,000 II-D 245,000 1,386,000 1,631,000 II-E 162,000 732,000 894,000 -96- The sale resulted in an increase (decrease) in net assets of Partnership in liquidation of the following approximate dollar amounts: Increase (decrease) in net assets of Partnership Partnership in liquidation ----------- ------------------------------------ II-A $1,046,000 II-B ( 44,000) II-C ( 59,000) II-D ( 553,000) II-E ( 215,000) On August 8, 2007, the Partnerships sold their interests in a number of producing properties to independent third parties and Samson Lone Star, LLC, an affiliate of the General Partner, at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: Proceeds (net of fees) Samson Independent Lone Star Partnership Third Parties LLC Total ----------- ------------- ---------- ---------- II-A $2,016,000 $ 600,000 $2,616,000 II-B 1,716,000 249,000 1,965,000 II-C 748,000 100,000 848,000 II-D 1,235,000 1,000 1,236,000 II-E 2,522,000 350,000 2,872,000 II-F 3,401,000 937,000 4,338,000 II-G 7,232,000 2,081,000 9,313,000 II-H 1,623,000 433,000 2,056,000 The sale resulted in an increase (decrease) in net assets of Partnership in liquidation of the following approximate dollar amounts: Increase (decrease) in net assets of Partnership Partnership in liquidation ----------- ------------------------------------ II-A $ 218,000 II-B 323,000 II-C 118,000 II-D ( 40,000) II-E 632,000 II-F 1,060,000 II-G 2,269,000 II-H 504,000 -97- On September 12, 2007, the Partnerships sold their interests in a number of producing properties to independent third parties, and Samson Resources Company, an affiliate of the General Partner, at a large public oil and gas auction which resulted in proceeds of the following approximate dollar amounts: Proceeds (net of fees) Samson Independent Resources Partnership Third Parties Company Total ----------- ------------- ---------- ---------- II-A $2,814,000 $ 46,000 $2,860,000 II-B 4,917,000 - 4,917,000 II-C 2,202,000 14,000 2,216,000 II-D 3,357,000 156,000 3,513,000 The sale resulted in a decrease in net assets of Partnership in liquidation of the following approximate dollar amounts: Decrease in net assets of Partnership Partnership in liquidation ----------- -------------------------- II-A ($ 646,000) II-B ( 799,000) II-C ( 466,000) II-D ( 833,000) Net proceeds from operations less necessary operating capital are distributed to the Limited Partners on a quarterly basis. The Partnerships' ability to make cash distributions depends primarily upon the level of available cash flow generated by the Partnerships' operating activities and sale of oil and gas properties, which will be affected (either positively or negatively) by many factors beyond the control of the Partnerships, including the price of and demand for oil and gas and other market and economic conditions. While the General Partner cannot predict future pricing trends, it believes the working capital available as of September 30, 2007 and the net revenue generated from future operations and property sales will provide sufficient working capital to meet current and future obligations. Occasional expenditures for new wells or well recompletions, or workovers may reduce or eliminate cash available for a particular quarterly cash distribution. The reader should refer to the discussion above under the heading "Partnership Termination" for information regarding termination of the Partnerships as of December 31, 2007. -98- CRITICAL ACCOUNTING POLICIES - ---------------------------- The unaudited financial statements included in this Quarterly Report on Form 10-Q reflect the combined accounts of each Geodyne Energy Income Limited Partnership and the related Geodyne Energy Income Production Partnership after the elimination of all inter-partnership transactions and balances. These unaudited financial statements are presented on a going concern basis as of December 31, 2006 and for the period January 1, 2007 through February 4, 2007 and the three and nine months ended September 30, 2006. On February 5, 2007, the General Partner mailed a notice to the limited partners announcing that 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 September 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 expenses that will be incurred directly 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, which may change if a Partnership's distributions from the commencement of the property investment period reach a yearly average equal to at least 12% of the limited partners subscriptions. Prior to the adoption of the liquidation basis of accounting, the Partnerships followed the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalized all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs included costs incurred by the Partnerships or the General Partner to acquire producing properties, including related title insurance or examination costs, commissions, engineering, legal and accounting fees, and similar costs directly related to the acquisitions plus an allocated portion of the General Partner's property screening costs. The acquisition cost to the Partnerships of the properties acquired by the -99- General Partner was adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties were held by the General Partner. Depletion of the cost of producing oil and gas properties, amortization of related intangible drilling and development costs, and depreciation of tangible lease and well equipment was computed on the unit-of-production method through February 4, 2007. The Partnerships' calculation of depreciation, depletion, and amortization included estimated dismantlement and abandonment costs and estimated salvage value of the equipment. When complete units of depreciable property were retired or sold, the asset cost and related accumulated depreciation are eliminated with any gain or loss (including the elimination of the asset retirement obligation) reflected in income. On February 5, 2007, the Partnerships adopted the liquidation basis of accounting and no longer calculates depreciation, depletion, and amortization. The Deferred Charge on the Combined Unaudited Balance Sheets represents costs deferred for lease operating expenses incurred in connection with the Partnerships' underproduced gas imbalance positions. Conversely, the Accrued Liability represents charges accrued for lease operating expenses incurred in connection with the Partnerships' overproduced gas imbalance positions. The rate used in calculating the Deferred Charge and Accrued Liability is the annual average production costs per Mcf. The Deferred Charge and Accrued Liability are included as a component of the net assets of partnership in liquidation. The reader should refer to Note 1 - Basis of Presentation to the combined unaudited financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding this matter. The Partnerships' oil and condensate production is sold, title passed, and revenue recognized at or near the Partnerships' wells under short-term purchase contracts at prevailing prices in accordance with arrangements which are customary in the oil and gas industry. Sales of gas applicable to the Partnerships' interest in producing oil and gas leases are recorded as revenue when the gas is metered and title transferred pursuant to the gas sales contracts covering the Partnerships' interest in gas reserves. During such times as a Partnership's sales of gas exceed its pro rata ownership in a well, such sales are recorded as revenues unless total sales from the well have exceeded the Partnership's share of estimated total gas reserves underlying the property, at which time such excess is recorded as a liability. The rates per Mcf used to calculate this liability are based on the average gas price for which the Partnerships are currently settling this liability. These amounts were recorded as gas imbalance payables in accordance with the sales method. These gas imbalance payables will be settled by either gas production -100- by the underproduced party in excess of current estimates of total gas reserves for the well or by negotiated or contractual payment to the underproduced party. The gas imbalance payables are included as a component of the net assets of partnership in liquidation. The reader should refer to Note 1 - Basis of Presentation to the combined unaudited financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding this matter. ASSET RETIREMENT OBLIGATIONS - ---------------------------- The Partnerships' wells must be properly plugged and abandoned after their oil and gas reserves are exhausted. The Partnerships follow FAS No. 143, "Accounting for Asset Retirement Obligations" in accounting for the future expenditures that will be necessary to plug and abandon these wells. FAS No. 143 requires the estimated plugging and abandonment obligations to be (i) recognized in the period in which they are incurred (i.e. when the well is drilled or acquired) if a reasonable estimate of fair value can be made and (ii) capitalized as part of the carrying amount of the well. The asset retirement obligations are included as a component of the net assets of partnership in liquidation. The reader should refer to Note 1 - Basis of Presentation to the combined unaudited financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding this matter. NEW ACCOUNTING PRONOUNCEMENTS - ----------------------------- In September 2006, the FASB issued FAS No. 157, "Fair Value Measurements" (FAS No. 157). FAS No. 157 establishes a common definition for fair value to be applied to US GAAP guidance requiring use of fair value, establishes a framework for measuring fair value, and expands the disclosure about such fair value measurements. FAS No. 157 is effective for fiscal years beginning after November 15, 2007. The Partnerships are currently assessing the impact of FAS No. 157 on their fair value of net assets of Partnership in liquidation and their changes in net assets of Partnership in liquidation. -101- PROVED RESERVES AND NET PRESENT VALUE - ------------------------------------- The process of estimating oil and gas reserves is complex, requiring significant subjective decisions in the evaluation of available geological, engineering, and economic data for each reservoir. The data for a given reservoir may change substantially over time as a result of, among other things, additional development activity, production history, and viability of production under varying economic conditions; consequently, it is reasonably possible that material revisions to existing reserve estimates may occur in the future. Although every reasonable effort has been made to ensure that these reserve estimates represent the most accurate assessment possible, the significance of the subjective decisions required and variances in available data for various reservoirs make these estimates generally less precise than other estimates presented in connection with financial statement disclosures. The net present values of the Partnerships' reserves are included as a component of the net assets of partnership in liquidation. The reader should refer to Note 1 - Basis of Presentation to the combined unaudited financial statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding this matter. The net present value of the Partnerships' reserves was estimated utilizing discounted cash flows based on strip pricing as of September 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 has been made to the discounted cash flows for the effects of gas balancing and asset retirement obligations. A provision has also been made to account for expenses that will be incurred directly related to the sale of the oil and gas properties. RESULTS OF OPERATIONS - --------------------- GENERAL DISCUSSION The following general discussion should be read in conjunction with the analysis of results of operations provided below. As a result of the pending liquidation of the Partnerships, the primary source of liquidity and Partnership cash distributions currently comes from the sale of oil and gas properties. The net revenues generated from the sale of oil and gas produced from the Partnerships' oil and gas properties is also a significant source of net revenues. The level of net revenues is highly dependent upon the prices received for oil and gas sales, which prices have historically been very volatile and may continue to be so. Additionally, lower oil and natural gas prices may reduce -102- the amount of oil and gas that is economic to produce and reduce the Partnerships' revenues and cash flow. Various factors beyond the Partnerships' control will affect prices for oil and natural gas, such as: * Worldwide and domestic supplies of oil and natural gas; * The ability of the members of the Organization of Petroleum Exporting Countries ("OPEC") to agree to and maintain oil prices and production quotas; * Political instability or armed conflict in oil-producing regions or around major shipping areas; * The level of consumer demand and overall economic activity; * The competitiveness of alternative fuels; * Weather conditions and the impact of weather- related events; * The availability of pipelines for transportation; * Domestic and foreign government regulations and taxes; * Market expectations; and * The effect of worldwide energy conservation. It is not possible to predict the future direction of oil or natural gas prices. Operating costs, including General and Administrative Expenses, may not decline over time, may increase, or may experience only a gradual decline, thus adversely affecting net revenues as either the receipt of proceeds from property sales or the incursion of additional costs as a result of well workovers, recompletions, new well drilling, and other events. In addition to pricing, the level of net revenues is highly dependent upon the total volumes of oil and natural gas sold. Oil and gas reserves are depleting assets and will experience production declines over time, thereby likely resulting in reduced net revenues. Despite this general trend of declining production, several factors can cause volumes sold to increase, remain relatively constant, or decrease at an even greater rate over a given period. These factors include, but are not limited to: * Geophysical conditions which cause an acceleration of the decline in production; * The shutting-in of wells due to low oil and gas prices (or the opening of previously shut-in wells due to high oil and gas prices), mechanical difficulties, loss of a market/transportation, or performance of workovers, recompletions, or other operations in the well; * Prior period volume adjustments (either positive or negative) made by the operators of the properties; * Adjustments in ownership or rights to production in accordance with agreements governing the operation or ownership of the well (such as adjustments that occur at payout or due to gas balancing); -103- * Completion of enhanced recovery projects which increase production for the well; and * Sales of properties. Many of these factors can be very significant for a single well or for many wells over a short period of time. Due to the large number of wells owned by the Partnerships, these factors are generally not material as compared to the normal declines in production experienced on all remaining wells. II-A PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $ 387,154 Oil and gas production expenses $ 153,561 Barrels produced 2,976 Mcf produced 42,980 Average price/Bbl $ 49.82 Average price/Mcf $ 5.56 Income and expenses for the II-A Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 8,246 Mcf produced 89,619 Average price/Bbl $ 55.05 Average price/Mcf $ 6.64 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $1,048,834 Interest income 9,401 ---------- $1,058,235 ========== -104- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $ 215,476 Production tax 55,893 Accretion expense 7,105 General and administrative 124,150 ---------- $ 402,624 ========== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 12,844 Mcf produced 130,251 Average price/Bbl $ 61.28 Average price/Mcf $ 6.40 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $1,620,794 Interest income 12,107 ---------- $1,632,901 ========== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 391,871 Production tax 86,520 Accretion expense 10,597 General and administrative 155,137 ---------- $ 644,125 ========== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 8,915 Mcf produced 108,456 Average price/Bbl $ 70.11 Average price/Mcf $ 6.17 Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $1,293,892 Interest income 13,057 Other income 808 ---------- $1,307,757 ========== -105- Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 228,688 Production tax 62,701 Accretion expense 6,606 General and administrative 173,656 ---------- $ 471,651 ========== II-B PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $308,203 Oil and gas production expenses $121,407 Barrels produced 2,188 Mcf produced 38,078 Average price/Bbl $ 49.85 Average price/Mcf $ 5.23 Income and expenses for the II-B Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 5,582 Mcf produced 69,440 Average price/Bbl $ 55.63 Average price/Mcf $ 6.67 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $773,513 Interest income 6,415 -------- $779,928 ======== -106- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $ 183,543 Production tax 41,661 Accretion expense 3,112 General and administrative 104,201 ---------- $ 332,517 ========== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 8,128 Mcf produced 105,118 Average price/Bbl $ 61.16 Average price/Mcf $ 6.02 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $1,130,245 Interest income 8,010 ---------- $1,138,255 ========== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 290,478 Production tax 60,803 Accretion expense 4,664 General and administrative 117,196 ---------- $ 473,141 ========== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 6,676 Mcf produced 84,990 Average price/Bbl $ 71.10 Average price/Mcf $ 5.71 Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $ 960,204 Interest income 8,576 ---------- $ 968,780 ========== -107- Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 176,883 Production tax 43,643 Accretion expense 4,035 General and administrative 130,540 ---------- $ 355,101 ========== II-C PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $ 166,144 Oil and gas production expenses $ 62,916 Barrels produced 964 Mcf produced 21,965 Average price/Bbl $ 50.25 Average price/Mcf $ 5.36 Income and expenses for the II-C Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 1,848 Mcf produced 44,328 Average price/Bbl $ 55.64 Average price/Mcf $ 6.47 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $389,555 Interest income 3,098 -------- $392,653 ======== -108- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $ 80,945 Production tax 22,587 Accretion expense 1,183 General and administrative 57,406 -------- $162,121 ======== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 2,900 Mcf produced 65,469 Average price/Bbl $ 60.87 Average price/Mcf $ 6.37 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $593,846 Interest income 3,766 Other income 1,044 -------- $598,656 ======== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $123,047 Production tax 35,711 Accretion expense 1,777 General and administrative 53,122 -------- $213,657 ======== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 2,141 Mcf produced 52,071 Average price/Bbl $ 70.63 Average price/Mcf $ 5.89 -109- Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $ 458,099 Interest income 4,350 ---------- $ 462,449 ========== Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 76,142 Production tax 26,162 Accretion expense 1,365 General and administrative 57,841 ---------- $ 161,510 ========== II-D PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $338,044 Oil and gas production expenses $108,843 Barrels produced 1,064 Mcf produced 50,440 Average price/Bbl $ 49.06 Average price/Mcf $ 5.67 Income and expenses for the II-D Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 1,514 Mcf produced 121,921 Average price/Bbl $ 49.39 Average price/Mcf $ 5.96 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $801,698 Interest income 6,911 -------- $808,609 ======== -110- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $172,729 Production tax 35,478 Accretion expense 3,732 General and administrative 89,826 -------- $301,765 ======== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 4,373 Mcf produced 153,499 Average price/Bbl $ 60.36 Average price/Mcf $ 5.65 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $1,131,397 Interest income 9,038 Other income 10,956 ---------- $1,151,391 ========== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 322,539 Production tax 66,185 Accretion expense 5,513 General and administrative 102,764 ---------- $ 497,001 ========== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 2,618 Mcf produced 110,821 Average price/Bbl $ 68.57 Average price/Mcf $ 5.80 -111- Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $ 822,506 Interest income 8,671 ---------- $ 831,177 ========== Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 171,838 Production tax 56,626 Accretion expense 3,774 General and administrative 114,116 ---------- $ 346,354 ========== II-E PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $157,754 Oil and gas production expenses $ 35,965 Barrels produced 373 Mcf produced 26,908 Average price/Bbl $ 49.92 Average price/Mcf $ 5.17 Income and expenses for the II-E Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 1,742 Mcf produced 54,708 Average price/Bbl $ 54.17 Average price/Mcf $ 6.27 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $437,194 Interest income 5,610 -------- $442,804 ======== -112- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $113,639 Production tax 29,040 Accretion expense 1,324 General and administrative 80,072 -------- $224,075 ======== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 1,667 Mcf produced 63,108 Average price/Bbl $ 61.32 Average price/Mcf $ 6.34 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $502,351 Interest income 4,947 Other income 646 -------- $507,944 ======== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 48,035 Production tax 32,177 Accretion expense 2,002 General and administrative 76,080 -------- $158,294 ======== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 1,525 Mcf produced 55,736 Average price/Bbl $ 67.84 Average price/Mcf $ 5.85 Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $ 429,429 Interest income 4,872 ---------- $ 434,301 ========== -113- Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 24,325 Production tax 28,503 Accretion expense 1,333 General and administrative 83,945 ---------- $ 138,106 ========== II-F PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $103,138 Oil and gas production expenses $ 26,034 Barrels produced 254 Mcf produced 17,742 Average price/Bbl $ 48.80 Average price/Mcf $ 5.11 Income and expenses for the II-F Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 2,958 Mcf produced 51,914 Average price/Bbl $ 52.94 Average price/Mcf $ 6.36 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $487,008 Interest income 5,311 -------- $492,319 ======== -114- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $100,020 Production tax 32,535 Accretion expense 1,478 General and administrative 67,689 -------- $201,722 ======== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 2,951 Mcf produced 71,048 Average price/Bbl $ 60.77 Average price/Mcf $ 6.51 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $641,614 Interest income 7,419 Other income 1,580 -------- $650,613 ======== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 34,591 Production tax 40,215 Accretion expense 2,200 General and administrative 60,377 -------- $137,383 ======== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 2,993 Mcf produced 60,958 Average price/Bbl $ 67.74 Average price/Mcf $ 5.92 Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $ 563,900 Interest income 8,670 ---------- $ 572,570 ========== -115- Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 44,120 Production tax 37,487 Accretion expense 1,933 General and administrative 62,248 ---------- $ 145,788 ========== II-G PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $222,554 Oil and gas production expenses $ 55,996 Barrels produced 560 Mcf produced 38,061 Average price/Bbl $ 48.81 Average price/Mcf $ 5.13 Income and expenses for the II-G Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 6,168 Mcf produced 110,486 Average price/Bbl $ 52.90 Average price/Mcf $ 6.40 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $1,033,196 Interest income 11,949 ---------- $1,045,145 ========== -116- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $ 212,291 Production tax 69,585 Accretion expense 3,124 General and administrative 108,322 ---------- $ 393,322 ========== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 6,220 Mcf produced 151,261 Average price/Bbl $ 60.93 Average price/Mcf $ 6.51 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $1,363,079 Interest income 16,112 Other income 3,304 ---------- $1,382,495 ========== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 75,712 Production tax 85,984 Accretion expense 4,676 General and administrative 122,564 -------- $288,936 ======== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 6,234 Mcf produced 129,962 Average price/Bbl $ 68.08 Average price/Mcf $ 5.96 -117- Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $1,199,507 Interest income 18,571 ---------- $1,218,078 ========== Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 95,186 Production tax 80,149 Accretion expense 4,145 General and administrative 132,760 ---------- $ 312,240 ========== II-H PARTNERSHIP THE PERIOD FROM JANUARY 1, 2007 TO FEBRUARY 4, 2007 Period from January 1, to February 4, 2007 ------------- Oil and gas sales $ 52,597 Oil and gas production expenses $ 13,484 Barrels produced 117 Mcf produced 9,127 Average price/Bbl $ 48.81 Average price/Mcf $ 5.14 Income and expenses for the II-H Partnership for the period from January 1 to February 4, 2007 are not comparable to the three and nine months ended September 30, 2006. THE PERIOD FROM FEBRUARY 5, 2007 TO MARCH 31, 2007 Barrels produced 1,441 Mcf produced 26,571 Average price/Bbl $ 52.87 Average price/Mcf $ 6.43 Revenues from February 5, 2007 to March 31, 2007 were as follows: Oil and gas sales $247,016 Interest income 3,019 -------- $250,035 ======== -118- Operating expenses from February 5, 2007 to March 31, 2007 were as follows: Lease operating $ 50,391 Production tax 16,786 Accretion expense 784 General and administrative 51,482 -------- $119,443 ======== THE PERIOD FROM APRIL 1, 2007 TO JUNE 30, 2007 Barrels produced 1,478 Mcf produced 36,144 Average price/Bbl $ 60.48 Average price/Mcf $ 6.53 Revenues from April 1, 2007 to June 30, 2007 were as follows: Oil and gas sales $325,448 Interest income 3,632 Other income 764 -------- $329,844 ======== Operating expenses from April 1, 2007 to June 30, 2007 were as follows: Lease operating $ 18,992 Production tax 20,816 Accretion expense 1,169 General and administrative 35,749 -------- $ 76,726 ======== THE PERIOD FROM JULY 1, 2007 TO SEPTEMBER 30, 2007 Barrels produced 1,501 Mcf produced 31,256 Average price/Bbl $ 67.38 Average price/Mcf $ 6.03 Revenues from July 1, 2007 to September 30, 2007 were as follows: Oil and gas sales $ 289,492 Interest income 4,269 ---------- $ 293,761 ========== -119- Operating expenses from July 1, 2007 to September 30, 2007 were as follows: Lease operating $ 23,299 Production tax 19,502 Accretion expense 965 General and administrative 34,228 ---------- $ 77,994 ========== -120- ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The Partnerships do not hold any market risk sensitive instruments. ITEM 4T. CONTROLS AND PROCEDURES As of the end of the period covered by this report, the principal executive officer and principal financial officer conducted an evaluation of the Partnerships' disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934). Based on this evaluation, such officers concluded that the Partnerships' disclosure controls and procedures are effective to ensure that information required to be disclosed by the Partnerships in reports filed under the Exchange Act is recorded, processed, summarized, and reported accurately and within the time periods specified in the Securities and Exchange Commission rules and forms. During the period covered by this Form 10-Q, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. -121- PART II. OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS A lawsuit styled Robert W. Scott, individually and as Managing Member of R.W. Scott Investments, LLC v. Samson Resources Company, Case No. C-01-385, was filed in the District Court of Sweetwater County, Wyoming on June 29, 2001. The lawsuit seeks class action certification and alleges that Samson deducted from its payments to royalty and overriding royalty owners certain charges which were improper under the Wyoming royalty payment statutes. A number of these royalty and overriding royalty payments burden the interests of the II-A, II-C, and II-D Partnerships. In February 2003, Samson made a supplemental payment to the royalty and overriding royalty interest owners who were potential class members of amounts which were then thought to have been improperly deducted plus statutory interest thereon. The lawsuit also alleges that Samson's check stubs did not fully comply with the Wyoming Royalty Payment Act. On May 13, 2005 the trial court certified this lawsuit as a class action and denied Samson's motion for summary judgment. On June 25, 2005 the Wyoming Supreme Court denied Samson's request for it to review these decisions. On April 20, 2007 Samson executed a formal Settlement Agreement with plaintiffs which calls for an additional royalty payment of $1,000,000. The Court granted final approval of the Settlement Agreement on September 17, 2007. Plaintiffs' counsel, with Court approval, allocated the $1,000,000 among the various class members after deduction of litigation costs and attorneys' fees. Following is the II-A, II-C, and II-D Partnerships' share of this total settlement amount: Partnership Amount ----------- --------- II-A $12,704 II-C 4,422 II-D 46,403 These amounts have been accrued for the period February 5 through September 30, 2007 and have been paid by the II-A, II-C, and II-D Partnerships in October 2007. -122- ITEM 6. EXHIBITS 31.1 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-A Partnership. 31.2 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-A Partnership. 31.3 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-B Partnership. 31.4 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-B Partnership. 31.5 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-C Partnership. 31.6 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-C Partnership. 31.7 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-D Partnership. 31.8 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-D Partnership. 31.9 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-E Partnership. 31.10 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-E Partnership. 31.11 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-F Partnership. 31.12 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-F Partnership. 31.13 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-G Partnership. 31.14 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-G Partnership. -123- 31.15 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the II-H Partnership. 31.16 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the II-H Partnership. 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-A Partnership. 32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-B Partnership. 32.3 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-C Partnership. 32.4 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-D Partnership. 32.5 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-E Partnership. 32.6 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-F Partnership. 32.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-G Partnership. 32.8 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the II-H Partnership. -124- 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, thereunto 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 (Registrant) BY: GEODYNE RESOURCES, INC. General Partner Date: November 13, 2007 By: /s/Dennis R. Neill -------------------------------- (Signature) Dennis R. Neill President Date: November 13, 2007 By: /s/Craig D. Loseke -------------------------------- (Signature) Craig D. Loseke Chief Accounting Officer -125- INDEX TO EXHIBITS ----------------- Exh. No. Exhibit - ---- ------- 31.1 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-A. 31.2 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-A. 31.3 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-B. 31.4 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-B. 31.5 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-C. 31.6 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-C. 31.7 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-D. 31.8 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-D. 31.9 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-E. 31.10 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-E. 31.11 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-F. 31.12 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-F. -126- 31.13 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-G. 31.14 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-G. 31.15 Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-H. 31.16 Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a) for the Geodyne Energy Income Limited Partnership II-H. 32.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-A. 32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-B. 32.3 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-C. 32.4 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-D. 32.5 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-E. 32.6 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-F. 32.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-G. 32.8 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership II-H. -127-