-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, D6KIGa7R7qaLxgsSrcSmyTkKmls795dBVgR0MtrWTig38evZya3nbP+ajFTWNi8s 8HSVZ56TQj2MPI8PqPMy0A== 0000780200-97-000012.txt : 19970328 0000780200-97-000012.hdr.sgml : 19970328 ACCESSION NUMBER: 0000780200-97-000012 CONFORMED SUBMISSION TYPE: 10-K405 PUBLIC DOCUMENT COUNT: 11 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970327 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEODYNE ENERGY INCOME LTD PARTNERSHIP I-B CENTRAL INDEX KEY: 0000780200 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731231998 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14657 FILM NUMBER: 97564392 BUSINESS ADDRESS: STREET 1: TWO WEST SECOND ST STREET 2: THE MEZZANINE CITY: TULSA STATE: OK ZIP: 74103 BUSINESS PHONE: 9185831791 MAIL ADDRESS: STREET 1: SAMSON PLAZA STREET 2: TWO WEST SECOND ST CITY: TULSA STATE: OK ZIP: 74103 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LTD PARTNERSHIP I-B DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B DATE OF NAME CHANGE: 19900620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEODYNE ENERGY INCOME LTD PARTNERSHIP I-C CENTRAL INDEX KEY: 0000791067 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731252536 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: 1934 Act SEC FILE NUMBER: 000-14658 FILM NUMBER: 97564393 BUSINESS ADDRESS: STREET 1: TWO W SECOND ST CITY: TULSA STATE: OK ZIP: 74103 BUSINESS PHONE: 9185831791 MAIL ADDRESS: STREET 1: SAMSON PLAZA STREET 2: TWO WEST SECOND ST CITY: TULSA STATE: OK ZIP: 74103 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LTD PARTNERSHIP I-C DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C DATE OF NAME CHANGE: 19900620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEODYNE ENERGY INCOME LTD PARTNERSHIP I-D CENTRAL INDEX KEY: 0000799178 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731265223 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15831 FILM NUMBER: 97564394 BUSINESS ADDRESS: STREET 1: TWO W SECOND ST CITY: TULSA STATE: OK ZIP: 74103 BUSINESS PHONE: 9185831791 MAIL ADDRESS: STREET 1: SAMSON PLAZA STREET 2: TWO WEST SECOND ST CITY: TULSA STATE: OK ZIP: 74103 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LTD PARTNERSHIP I-D DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D DATE OF NAME CHANGE: 19900620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEODYNE ENERGY INCOME LTD PARTNERSHIP I-E CENTRAL INDEX KEY: 0000806613 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731270110 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15832 FILM NUMBER: 97564395 BUSINESS ADDRESS: STREET 1: TWO WEST SECOND ST CITY: TULSA STATE: OK ZIP: 74103 BUSINESS PHONE: 9185831791 MAIL ADDRESS: STREET 1: SAMSON PLAZA STREET 2: TWO WEST SECOND ST CITY: TULSA STATE: OK ZIP: 74103 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LTD PARTNERSHIP I-E DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E DATE OF NAME CHANGE: 19900620 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEODYNE ENERGY INCOME LTD PARTNERSHIP I-F CENTRAL INDEX KEY: 0000811031 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 731292669 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K405 SEC ACT: 1934 Act SEC FILE NUMBER: 000-15833 FILM NUMBER: 97564396 BUSINESS ADDRESS: STREET 1: TWO W SECOND ST CITY: TULSA STATE: OK ZIP: 74103 BUSINESS PHONE: 9185831791 MAIL ADDRESS: STREET 1: SAMSON PLAZA STREET 2: TWO WEST SECOND ST CITY: TULSA STATE: OK ZIP: 74103 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LTD PARTNERSHIP I-F DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: PAINEWEBBER GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F DATE OF NAME CHANGE: 19900620 10-K405 1 FORM 10-K405 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1996 Commission File Number: I-B: 0-14657 I-C: 0-14658 I-D: 0-15831 I-E: 0-15832 I-F: 0-15833 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F --------------------------------------------- (Exact name of Registrant as specified in its Articles) I-B 73-1231998 I-C 73-1252536 I-D 73-1265223 I-E 73-1270110 Oklahoma I-F 73-1292669 - --------------------------------- ---------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Two West Second Street, Tulsa, Oklahoma 74103 --------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (918) 583-1791 Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: Depositary Units in Geodyne Energy Income Limited Partnerships I-B through I-F 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 the filing requirements for the past 90 days. Yes X No ----- ----- Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Sec. 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K405 or any amendment to this Form 10-K405. X Disclosure is not contained herein. ----- Disclosure is contained herein. ----- The Registrants are limited partnerships and there is no public market for trading in the partnership interests. DOCUMENTS INCORPORATED BY REFERENCE: None ii FORM 10-K405 TABLE OF CONTENTS PART I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 ITEM 1. BUSINESS . . . . . . . . . . . . . . . . . . . . . 1 ITEM 2. PROPERTIES . . . . . . . . . . . . . . . . . . . . 7 ITEM 3. LEGAL PROCEEDINGS . . . . . . . . . . . . . . . . 18 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS . . . . . . . . . . . . . . . . . . . . . 21 PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 ITEM 5. MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS . . . . . . . . . . . . . . . . . . . . . 22 ITEM 6. SELECTED FINANCIAL DATA . . . . . . . . . . . . . 25 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS . . . . . . . 30 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA . . . 54 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE . . . . . . . 54 PART III . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL PARTNER . . . . . . . . . . . . . . . . . . . . . 54 ITEM 11. EXECUTIVE COMPENSATION . . . . . . . . . . . . . . 55 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT . . . . . . . . . . . . . . . . . . 63 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS . . 64 PART IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 67 ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K . . . . . . . . . . . . . . . 67 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . 71 iii PART I ITEM 1. BUSINESS General The Geodyne Energy Income Limited Partnership I-B (the "I-B Partnership"), Geodyne Energy Income Limited Partnership I-C (the "I-C Partnership"), Geodyne Energy Income Limited Partnership I-D (the "I-D Partnership"), Geodyne Energy Income Limited Partnership I-E (the "I-E Partnership"), and Geodyne Energy Income Limited Partnership I-F (the "I-F Partnership") (collectively, the "Partnerships") are limited partnerships formed under the Oklahoma Revised Uniform Limited Partnership Act. Each Partnership is composed of public investors as limited partners (the "Limited Partners") and Geodyne Resources, Inc. ("Geodyne"), a Delaware corporation, as the general partner. The Partnerships commenced operations on the dates set forth below: Date of Partnership Activation ----------- ------------------ I-B July 12, 1985 I-C December 20, 1985 I-D March 4, 1986 I-E September 10, 1986 I-F December 16, 1986 Immediately following activation, each Partnership invested as a general partner in a separate Oklahoma general partnership which actually conducts the Partnerships' production operations. Geodyne serves as managing partner of such general partnerships. Unless the context indicates otherwise, all references to any single Partnership or all of the Partnerships in this Annual Report on Form 10-K ("Annual Report") are references to the Partnership and its related general partnership, collectively. In addition, unless the context indicates otherwise, all references to the "General Partner" in this Annual Report are references to Geodyne as the general partner of the Partnerships, and as the managing partner of the related general partnerships. The General Partner currently serves as general partner of 29 limited partnerships, including the Partnerships. The General Partner is a wholly-owned subsidiary of Samson Investment Company. Samson Investment Company and its various corporate subsidiaries, including the General Partner (collectively, the "Samson Companies"), are engaged in the production and development of and exploration for oil and gas reserves and the acquisition and operation of producing properties. At December 31, 1996, the Samson Companies owned interests in approximately 16,000 oil and gas wells located in 19 1 states of the United States and Canada, Venezuela, and Russia. At December 31, 1996, the Samson Companies operated approximately 2,600 oil and gas wells located in 15 states of the United States and Canada, Venezuela, and Russia. The Partnerships are currently 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. As limited partnerships, the Partnerships have no officers, directors, or employees. They rely instead on the personnel of the General Partner and the other Samson Companies. As of March 15, 1997, the Samson Companies employed approximately 780 persons. No employees are covered by collective bargaining agreements, and management believes that the Samson Companies provide a sound employee relations environment. For information regarding the executive officers of the General Partner, see "Item 10. Directors and Executive Officers of the General Partner." The General Partner's and the Partnerships' principal place of business is located at Samson Plaza, Two West Second Street, Tulsa, Oklahoma 74103, and their telephone number is (918) 583-1791 or (800) 283-1791. Funding Although the partnership agreement (the "Partnership Agreement") for each Partnership permits each Partnership to incur borrowings, operations and expenses are currently funded out of each Partnership's revenues from oil and gas sales. The General Partner may, but is not required to, advance funds to a Partnership for the same purposes for which Partnership borrowings are authorized. Principal Products Produced and Services Rendered The Partnerships' sole business is the production of, and related incidental development of, oil and gas. The Partnerships do not refine or otherwise process crude oil and condensate. The Partnerships do not hold any patents, trademarks, licenses, or concessions and are not a party to any government contracts. The Partnerships have no backlog of orders and do not participate in research and development activities. The Partnerships are not presently encountering shortages of oilfield tubular goods, compressors, production material, or other equipment. 2 Competition and Marketing The domestic oil and gas industry is highly competitive, with a large number of companies and individuals engaged in the exploration and development of oil and gas properties. The ability of the Partnerships to produce and market oil and gas profitably depends on a number of factors that are beyond the control of the Partnerships. These factors include worldwide political instability (especially in oil-producing regions), United Nations export embargoes, the supply and price of foreign imports of oil and gas, the level of consumer product demand (which can be heavily influenced by weather patterns), government regulations and taxes, the price and availability of alternative fuels, the overall economic environment, and the availability and capacity of transportation and processing facilities. The effect of these factors on future oil and gas industry trends cannot be accurately predicted or anticipated. The most important variable affecting the Partnerships' revenues is the prices received for the sale of oil and gas. Predicting future prices is very difficult. Concerning past trends, average yearly wellhead gas prices in the United States have been relatively volatile for a number of years. For the past ten years, such prices have generally been in the $1.40 to $2.00 per Mcf range, significantly below prices received in the early 1980s. Average gas prices in the latter part of 1996 and January 1997, however, were somewhat higher than those yearly averages. It is not known whether this was a short- term trend or an indicator of potentially higher average gas prices on a longer-term basis. Substantially all of the Partnerships' gas reserves are being sold in the "spot market." Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. In addition, such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. Spot prices for the Partnerships' gas increased from approximately $2.00 per Mcf at December 31, 1995 to approximately $3.57 per Mcf at December 31, 1996. Such prices were on an MMBTU basis and differ from the prices actually received by the Partnerships due to transportation and marketing costs, BTU adjustments, and regional price and quality differences. Due to global consumption and supply trends over the last several months, oil prices have recently been higher than the yearly average prices of the late to mid-1980s and early 1990s. It is not known whether this trend will continue. Prices for the Partnerships' oil increased from approximately $18.50 per barrel at December 31, 1995 to approximately $23.75 per barrel at December 31, 1996. 3 Future prices for both oil and gas will likely be different from (and may be lower than) the prices in effect on December 31, 1996. Primarily due to heating season demand, year-end prices in many past years have tended to be higher, and in some cases significantly higher, than the yearly average price actually received by the Partnerships for at least the following year. In particular, it should be noted that December 31, 1996 prices were much higher than year-end prices for the last several years and substantially higher than the average prices received in each of the last several years. It is not possible to predict whether the December 1996 pricing level is indicative of a new trend toward higher energy prices or a short- term deviation from the recent history of low to moderate prices; therefore, management is unable to predict whether future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease. Significant Customers The following customers accounted for ten percent or more of the Partnerships' oil and gas sales during the year ended December 31, 1996: Partnership Customer Percentage ----------- -------- ---------- I-B Parker & Parsley Development Company 22.7% Byrd Operating Company 11.6% El Paso Energy Marketing Company ("El Paso") 10.0% I-C Hallwood Petroleum ("Hallwood") 42.8% Conoco, Inc. ("Conoco") 25.2% Koch Oil Company 18.3% I-D Hallwood 31.8% El Paso 27.9% Conoco 23.1% I-E El Paso 49.4% I-F El Paso 31.9% 4 In the event of interruption of purchases by one or more of the Partnerships' significant customers or the cessation or material change in availability of open access transportation by the Partnerships' pipeline transporters, the Partnerships may encounter difficulty in marketing their gas and in maintaining historic sales levels. Management does not expect any of its open access transporters to seek authorization to terminate their transportation services. Even if the services were terminated, management believes that alternatives would be available whereby the Partnerships would be able to continue to market their gas. The Partnerships' principal customers for crude oil production are refiners and other companies which have pipeline facilities near the producing properties of the Partnerships. In the event pipeline facilities are not conveniently available to production areas, crude oil is usually trucked by purchasers to storage facilities. Oil, Gas, and Environmental Control Regulations Regulation of Production Operations -- The production of oil and gas is subject to extensive federal and state laws and regulations governing a wide variety of matters, including the drilling and spacing of wells, allowable rates of production, prevention of waste and pollution, and protection of the environment. In addition to the direct costs borne in complying with such regulations, operations and revenues may be impacted to the extent that certain regulations limit oil and gas production to below economic levels. Regulation of Sales and Transportation of Oil and Gas -- Sales of crude oil and condensate are made by the Partnerships at market prices and are not subject to price controls. The sale of gas may be subject to both federal and state laws and regulations, including, but not limited to, the Natural Gas Act of 1938 (the "NGA"), the Natural Gas Policy Act of 1978 (the "NGPA"), and regulations promulgated by the Federal Energy Regulatory Commission (the "FERC") under the NGA, the NGPA, and other statutes. The provisions of the NGA and the NGPA, as well as the regulations thereunder, are complex and affect all who produce, resell, transport, or purchase gas, including the Partner- ships. Although virtually all of the Partnerships' gas production is not subject to price regulation, the NGA, NGPA, and FERC regulations affect the availability of gas transportation services and the ability of gas consumers to continue to purchase or use gas at current levels. Accordingly, such regulations may have a material effect on the Partnerships' operations and projections of future oil and gas production and revenues. 5 Future Legislation -- Legislation affecting the oil and gas industry is under constant review for amendment or expansion. Because such laws and regulations are frequently amended or reinterpreted, management is unable to predict what additional energy legislation may be proposed or enacted or the future cost and impact of complying with existing or future regulations. Regulation of the Environment -- The Partnerships' operations are subject to numerous laws and regulations governing the discharge of materials into the environment or otherwise relating to environmental protection. Compliance with such laws and regulations, together with any penalties resulting from noncompliance therewith, may increase the cost of the Partnerships' operations or may affect the Partnerships' ability to complete, in a timely fashion, existing or future activities. Management anticipates that various local, state, and federal environmental control agencies will have an increasing impact on oil and gas operations. Insurance Coverage The Partnerships are subject to all of the risks inherent in the exploration for and production of oil and gas, including blowouts, pollution, fires, and other casualties. The Partnerships maintain insurance coverage as is customary for entities of a similar size engaged in operations similar to that of the Partnerships, but losses can occur from uninsurable risks or in amounts in excess of existing insurance coverage. The occurrence of an event which is not fully covered by insurance could have a material adverse effect on the Partnerships' financial position and results of operations. 6 ITEM 2. PROPERTIES Well Statistics The following table sets forth the number of productive wells of the Partnerships as of December 31, 1996. Well Statistics(1) As of December 31, 1996 P/ship Number of Gross Wells(2) Number of Net Wells(3) - ------ ------------------------- --------------------------- Total Oil Gas N/A(4) Total Oil Gas N/A(4) ----- ----- ----- ------ ----- ----- ----- ------ I-B 96 3 82 11 4.05 .32 3.34 .39 I-C 107 18 77 12 7.78 6.37 1.12 .29 I-D 550 7 534 9 4.30 .16 4.00 .14 I-E 819 208 595 16 33.66 10.31 22.18 1.17 I-F 805 208 585 12 15.53 4.70 10.16 .67 - ---------- (1) The designation of a well as an oil well or gas well is made by the General Partner based on the relative amount of oil and gas reserves for the well. Regardless of a well's oil or gas designation, it may produce oil, gas, or both oil and gas. (2) As used in this Annual Report, "gross well" refers to a well in which a working interest is owned, accordingly, the number of gross wells is the total number of wells in which a working interest is owned. (3) As used in this Annual Report, "net well" refers to the sum of the fractional working interests owned in gross wells expressed as whole numbers and fractions thereof. For example, a 15% leasehold interest in a well represents one gross well, but 0.15 net well. (4) Wells which have not been designated as oil or gas. Drilling Activities The Partnerships did not participate in any drilling activities during the year ended December 31, 1996. 7 Oil and Gas Production, Revenue, and Price History The following tables set forth certain historical information concerning the oil (including condensates) and gas production, net of all royalties, overriding royalties, and other third party interests, of the Partnerships, revenues attributable to such production, and certain price and cost information. As used in the following tables, direct operating expenses include lease operating expenses and production taxes. In addition, gas production is converted to oil equivalents at the rate of six Mcf per barrel, representing the estimated relative energy content of gas and oil, which rate is not necessarily indicative of the relationship of oil and gas prices. The respective prices of oil and gas are affected by market and other factors in addition to relative energy content. 8 Net Production Data I-B Partnership --------------- Year Ended December 31, ---------------------------- 1996 1995 1994 -------- -------- -------- Production: Oil (Bbls) 2,297 4,628 9,132 Gas (Mcf) 150,543 150,238 172,201 Oil and gas sales: Oil $ 48,565 $ 77,717 $137,768 Gas 315,487 176,333 315,253 ------- ------- ------- Total $364,052 $254,050 $453,021 ======= ======= ======= Total direct operating expenses $131,335 $161,109 $146,403 ======= ======= ======= Direct operating expenses as a percentage of oil and gas sales 36.1% 63.4% 32.3% Average sales price: Per barrel of oil $21.14 $16.79 $15.09 Per Mcf of gas 2.10 1.17 1.83 Direct operating expenses per equivalent Bbl of oil $ 4.80 $ 5.43 $ 3.87 9 Net Production Data I-C Partnership --------------- Year Ended December 31, ---------------------------------- 1996 1995 1994 ---------- -------- ---------- Production: Oil (Bbls) 27,537 27,843 32,302 Gas (Mcf) 226,820 207,207 250,469 Oil and gas sales: Oil $ 554,281 $464,952 $ 506,801 Gas 626,815 343,483 535,829 --------- ------- --------- Total $1,181,096 $808,435 $1,042,630 ========= ======= ========= Total direct operating expenses $ 241,698 $275,197 $ 333,243 ========= ======= ========= Direct operating expenses as a percentage of oil and gas sales 20.5% 34.0% 32.0% Average sales price: Per barrel of oil $20.13 $16.70 $15.69 Per Mcf of gas 2.76 1.66 2.14 Direct operating expenses per equivalent Bbl of oil $ 3.70 $ 4.41 $ 4.50 10 Net Production Data I-D Partnership --------------- Year Ended December 31, ---------------------------------- 1996 1995 1994 ---------- ---------- ---------- Production: Oil (Bbls) 21,291 22,427 26,369 Gas (Mcf) 577,657 577,969 701,737 Oil and gas sales: Oil $ 429,150 $ 368,704 $ 407,008 Gas 1,383,418 868,715 1,331,307 --------- --------- --------- Total $1,812,568 $1,237,419 $1,738,315 ========= ========= ========= Total direct operating expenses $ 290,848 $ 236,591 $ 349,023 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 16.0% 19.1% 20.1% Average sales price: Per barrel of oil $20.16 $16.44 $15.44 Per Mcf of gas 2.39 1.50 1.90 Direct operating expenses per equivalent Bbl of oil $ 2.47 $ 1.99 $ 2.44 11 Net Production Data I-E Partnership --------------- Year Ended December 31, ---------------------------------- 1996 1995 1994 ---------- ---------- ---------- Production: Oil (Bbls) 70,998 89,117 109,508 Gas (Mcf) 2,206,082 2,412,342 2,808,160 Oil and gas sales: Oil $1,407,716 $1,490,590 $1,657,672 Gas 4,598,715 3,287,291 4,797,586 --------- --------- --------- Total $6,006,431 $4,777,881 $6,455,258 ========= ========= ========= Total direct operating expenses $1,706,319 $1,481,529 $2,072,679 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 28.4% 31.0% 32.1% Average sales price: Per barrel of oil $19.83 $16.73 $15.14 Per Mcf of gas 2.08 1.36 1.71 Direct operating expenses per equivalent Bbl of oil $ 3.89 $ 3.02 $ 3.59 12 Net Production Data I-F Partnership --------------- Year Ended December 31, ---------------------------------- 1996 1995 1994 ---------- ---------- ---------- Production: Oil (Bbls) 35,577 45,101 54,874 Gas (Mcf) 652,692 711,486 910,692 Oil and gas sales: Oil $ 704,023 $ 749,300 $ 834,006 Gas 1,417,313 1,013,669 1,568,047 --------- --------- --------- Total $2,121,336 $1,762,969 $2,402,053 ========= ========= ========= Total direct operating expenses $ 758,392 $ 695,041 $ 772,812 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 35.8% 39.4% 32.2% Average sales price: Per barrel of oil $19.79 $16.61 $15.20 Per Mcf of gas 2.17 1.42 1.72 Direct operating expenses per equivalent Bbl of oil $ 5.25 $ 4.25 $ 3.74 Proved Reserves and Net Present Value The following table sets forth each Partnership's estimated proved oil and gas reserves and net present value therefrom as of December 31, 1996. The schedule of quantities of proved oil and gas reserves was prepared by the General Partner in accordance with the rules prescribed by the Securities and Exchange Commission (the "SEC"). Certain reserve information was reviewed by Ryder Scott Company Petroleum Engineers ("Ryder Scott"), an independent petroleum engineering firm. As used throughout this Annual Report, "proved reserves" refers to those estimated quantities of crude oil, gas, and gas liquids which geological and engineering data demonstrate with reasonable certainty to be recoverable in future years from known oil and gas reservoirs under existing economic and operating conditions. 13 Net present value represents estimated future gross cash flow from the production and sale of proved reserves, net of estimated oil and gas production costs (including production taxes, ad valorem taxes, and operating expenses) and estimated future development costs, discounted at 10% per annum. Net present value attributable to the Partnerships' proved reserves was calculated on the basis of current costs and prices at December 31, 1996. Such prices were not escalated except in certain circumstances where escalations were fixed and readily determinable in accordance with applicable contract provisions. The prices used in calculating the net present value attributable to the Partnerships' proved reserves do not necessarily reflect market prices for oil and gas production subsequent to December 31, 1996. Furthermore, gas prices at December 31, 1996 were much higher than the price used for determining the Partnerships' net present value of proved reserves for the year ended December 31, 1995 and substantially higher than the average prices received by the Partnerships in each of the last several years. There can be no assurance that the prices used in calculating the net present value of the Partnerships' proved reserves at December 31, 1996 will actually be realized for such production. 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 near future. Although every reasonable effort has been made to ensure that the reserve estimates reported herein 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. 14 Proved Reserves and Net Present Values From Proved Reserves As of December 31, 1996(1) I-B Partnership: - --------------- Estimated proved reserves: Gas (Mcf) 909,845 Oil and liquids (Bbls) 12,903 Net present value (discounted at 10% per annum) $ 1,959,674 I-C Partnership: - --------------- Estimated proved reserves: Gas (Mcf) 802,910 Oil and liquids (Bbls) 121,233 Net present value (discounted at 10% per annum) $ 2,500,225 I-D Partnership: - --------------- Estimated proved reserves: Gas (Mcf) 2,297,923 Oil and liquids (Bbls) 55,577 Net present value (discounted at 10% per annum) $ 5,541,043 I-E Partnership: - --------------- Estimated proved reserves: Gas (Mcf) 11,752,987 Oil and liquids (Bbls) 520,835 Net present value (discounted at 10% per annum) $27,183,228 I-F Partnership: - --------------- Estimated proved reserves: Gas (Mcf) 3,556,285 Oil and liquids (Bbls) 269,162 Net present value (discounted at 10% per annum) $ 9,080,407 - ---------- (1) Includes certain gas balancing adjustments which cause the gas volumes and net present values to differ from the reserve reports prepared by the General Partner and reviewed by Ryder Scott. 15 No estimates of the proved reserves of the Partnerships comparable to those included herein have been included in reports to any federal agency other than the SEC. Additional information relating to the Partnerships' proved reserves is contained in Note 4 to the Partnerships' financial statements, included in Item 8 of this Annual Report. Significant Properties The following table sets forth the basins in which the Partnerships own a significant amount of properties. The table contains the following information for each significant basin: (i) the number of gross and net wells, (ii) the number of wells in which only a non-working interest is owned, (iii) the Partnership's total number of wells, (iv) the number and percentage of wells operated by the Partnership's affiliates, (v) estimated proved oil reserves, (vi) estimated proved gas reserves, and (vii) the present value (discounted at 10% per annum) of estimated future net cash flow. The Anadarko Basin is located in western Oklahoma and the Texas Panhandle, while the Gulf Coast Basin is located in southern Louisiana and southeast Texas. The Mid-Gulf Coast Basin is located in southern Alabama and Mississippi, while the Permian Basin straddles west Texas and southeast New Mexico. The Williston Basin is located in North Dakota, South Dakota, and eastern Montana. 16
Significant Properties ---------------------- Wells Operated by Affiliates Oil Gas Gross Net Other Total ------------ Reserves Reserves Present Basin Wells Wells Wells(1) Wells Number % (Bbl) (Mcf) Value - ------------------ ------ ------- ------ ------ ------ ---- -------- ---------- ---------- I-B Partnership: Mid-Gulf Coast 13 .41 - 13 - -% 4,708 419,425 951,235 Gulf Coast 14 1.01 7 21 1 5% 6,128 153,575 418,741 Permian 68 2.61 1 69 2 3% 1,825 331,189 573,972 I-C Partnership: Gulf Coast 11 .28 5 16 - -% 17,010 211,596 1,019,969 Anadarko 8 4.59 1 9 7 78% 37,236 432,522 858,563 Williston 2 1.50 - 2 2 100% 62,485 7,393 311,203 I-D Partnership: Anadarko 100 2.60 59 159 21 13% 12,284 1,105,646 2,320,767 Permian 408 .66 6 414 - -% 20,388 688,792 1,517,722 Gulf Coast 3 .16 - 3 - -% 18,069 247,129 1,135,795 I-E Partnership: Anadarko 147 14.40 58 205 26 13% 77,014 5,139,992 10,969,610 Gulf Coast 187 8.80 - 187 - -% 152,646 1,036,217 3,034,853 Permian 423 4.73 3 426 9 2% 155,768 4,143,883 9,385,930 I-F Partnership: Anadarko 147 6.70 58 205 26 13% 38,567 2,271,421 4,885,711 Gulf Coast 187 3.48 - 187 - -% 54,073 400,306 1,163,713 Permian 409 2.25 - 409 9 2% 87,238 152,165 958,637 - --------------------- (1) Wells in which only a non-working interest is owned.
17 Title to Oil and Gas Properties Management believes that the Partnerships have satisfactory title to their oil and gas properties. Record title to all of the Partnerships' properties is held by either the Partnerships or Geodyne Nominee Corporation, an affiliate of the General Partner. Title to the Partnerships' properties is subject to customary royalty, overriding royalty, carried, working, and other similar interests and contractual arrangements customary in the oil and gas industry, to liens for current taxes not yet due, and to other encumbrances. Management believes that such burdens do not materially detract from the value of such properties or from the Partnerships' interest therein or materially interfere with their use in the operation of the Partnerships' business. ITEM 3. LEGAL PROCEEDINGS On November 23 and 25, 1994, Geodyne, PaineWebber Incorporated ("PaineWebber"), and certain other parties were named as defendants in two related lawsuits alleging misrepresentations made to induce investments in the Partnerships' units of limited partnership interest ("Units") and asserting causes of action for common law fraud and deceit and unjust enrichment (Romine v. PaineWebber, Inc., et al, Case No. 94-CIV-8558, U. S. District Court, Southern District of New York and Romine v. PaineWebber, Inc., et al, Case No. 94-132844, Supreme Court of the State of New York, County of New York). The federal court case was later consolidated with other similar actions (to which Geodyne is not a party) under the title In Re: PaineWebber Limited Partnerships' Litigation and was certified as a class action on May 30, 1995 (the "PaineWebber Partnership Class Action"). A class action notice was mailed on June 7, 1995 to all members of the class. The PaineWebber Partnership Class Action also alleges violations of 18 U.S.C. Section 1962(c) and the Securities Exchange Act of 1934. Compensatory and punitive damages, interest, and costs have been requested in both matters. The amended complaint in the PaineWebber Partnership Class Action no longer asserts any claim directly against Geodyne. 18 On January 18, 1996, PaineWebber issued a press release indicating that it had reached settlement agreements to settle with (i) the plaintiffs in the pending PaineWebber Partnership Class Action and another class action matter involving certain other partnerships sponsored by Geodyne, (ii) the SEC, and (iii) various state securities regulators. On that date, PaineWebber paid $125 million into an interest bearing account as part of a memorandum of understanding in connection with the proposed settlement (the "Settlement Fund"). The Settlement Fund applies to claims related to both the Partnerships and certain other investment programs sold by PaineWebber. In addition, PaineWebber agreed to a SEC administrative order creating a capped $40 million fund (the "SEC Claims Fund"), which is to be distributed to eligible Limited Partners by an independent administrator (the "Claims Administrator"); a civil penalty of $5 million leveled by the SEC; and payments aggregating $5 million to state securities administrators. Such settlement is not an obligation of either the Partnerships or Geodyne and, accordingly, would not affect the financial statements of the Partnerships. In connection with the PaineWebber Partnership Class Action, on July 17, 1996 the federal court entered a preliminary order regarding the settlement proceedings referred to above. Pursuant to that order, plaintiffs' counsel mailed to class members the Class Settlement Notice (the "Notice") and Proof of Claim. Eligible class members are generally those who purchased their Units through PaineWebber on or before December 31, 1992 and who have not (i) previously opted out of the Class, (ii) previously released PaineWebber, or (iii) finally adjudicated their claims against PaineWebber. Plaintiffs' counsel will be responsible for allocating payments from the $125 million Settlement Fund previously funded by PaineWebber among eligible Limited Partners and investors in other unrelated PaineWebber partnerships in accordance with the settlement. The amount and date of any payment will vary depending upon many factors set forth in the Notice. According to the Notice, since the I-D, I-E, and I-F Partnerships have already achieved "payout," substantially all of the Limited Partners in those Partnerships will not be entitled to payments under the Settlement Fund. It is currently expected that payments from the Settlement Fund will be made some time in 1997. 19 In addition, eligible Limited Partners in the Partnerships, except for the I-D, I-E, and I-F Partnerships, who held their Units on June 3, 1996 may be entitled to certain additional payments from an escrow fund to which PaineWebber will make payments through May 30, 2001 if spot market oil and natural gas prices as reported by the New York Mercantile Exchange fall below certain thresholds set forth in the Notice (the "Pricing Guarantee"). The threshold prices used in the Pricing Guarantee are $18.00 per barrel of oil and $1.80 per Mcf of gas. Under the Notice, PaineWebber payments, if any, made pursuant to the Pricing Guarantee will be paid to Limited Partners of record on June 30, 1996 irrespective of whether they subsequently sell/dispose of their Units to third parties. The Pricing Guarantee does NOT attach to the Units as an attribute of ownership in the Partnerships and is not an obligation of either Geodyne or the Partnerships. A look back provision is also included in the settlement which may provide additional funds as of January 1, 2001 for eligible Limited Partners. Class members who sold their Units prior to June 30, 1996 will not be eligible for payments, if any, under the Pricing Guarantee or the look back provision. Eligible Limited Partners were required to timely execute and return a proof of claim by January 17, 1997 in order to participate in the settlement. In connection with the SEC Claims Fund, on April 17, 1996, PaineWebber mailed a Notice and Claim Form to each Limited Partner who purchased Units in the Partnerships through PaineWebber from January 1, 1986 to December 31, 1992. Limited Partners are not eligible to participate in the claims process if they (i) previously reached a settlement with PaineWebber or (ii) had their direct investment claim resolved by a court or in arbitration. Participation in the claims process is optional, and does not prevent a Limited Partner from pursuing any other remedy against PaineWebber that may be available. Limited Partners had until October 22, 1996 to complete the claim form and return it to the Claims Administrator. The determination of whether a Limited Partner is entitled to a recovery under the SEC Claims Fund will be based on whether or not the Claims Administrator determines that the Limited Partner's investment in the Partnerships was suitable for him at the time of purchase. In addition, if the Limited Partner has opted out of the PaineWebber Partnership Class Action and has not already settled with PaineWebber or has had a claim resolved by a court or in arbitration, the Claims Administrator will also consider allegations that misrepresentations were made in connection with the sale of the Units. On March 20, 1997 the settlement described above was confirmed by the federal court. 20 To the knowledge of the General Partner, neither the General Partner nor the Partnerships or their properties are subject to any litigation, the results of which would have a material effect on the Partnerships' or the General Partner's financial condition or operations. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS There were no matters submitted to a vote of the Limited Partners of any Partnership during 1996. 21 PART II ITEM 5. MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS As of February 28, 1997, the number of Units outstanding and the approximate number of Limited Partners of record in the Partnerships were as follows: Number of Number of Limited Partnership Units Partners ----------- --------- ------------ I-B 11,958 861 I-C 8,885 788 I-D 7,195 771 I-E 41,839 2,949 I-F 14,321 949 Units were initially sold for a price of $1,000. The Units are not traded on any exchange and there is no public trading market for them. The General Partner is aware of certain transfers of Units between unrelated parties, some of which are facilitated by secondary trading firms and matching services. However, the General Partner believes that these transfers have been limited and sporadic in number and volume. Other than trades facilitated by certain secondary trading firms and matching services, no organized trading market for Units exists and none is expected to develop. Due to the nature of these transactions, the General Partner has no verifiable information regarding prices at which Units have been transferred. Further, a transferee may not become a substitute Limited Partner without the consent of the General Partner. Pursuant to the terms of the Partnership Agreements, the General Partner is obligated to annually issue a repurchase offer which is based on the estimated future net revenues from the Partnerships' reserves and is calculated pursuant to the terms of the Partnership Agreements. Such repurchase offer is recalculated monthly in order to reflect cash distributions to the Limited Partners and extraordinary events. The following table sets forth the General Partner's repurchase offer per Unit as of the periods indicated. For purpose of this Annual Report, a Unit represents an initial subscription of $1,000 to a Partnership. 22 Repurchase Offer Prices ----------------------- 1995 1996 1997 ---------------------- ---------------------- ---- 1st 2nd 3rd 4th 1st 2nd 3rd 4th 1st P/ship Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. - ------ ---- ---- ---- ---- ---- ---- ---- ---- ---- I-B $ 64 $ 52 $ 49 $ 47 $ 45 $ 43 $ 52 $ 51 $ 50 I-C 22 104 92 80 68 49 55 38 13 I-D 120 238 217 192 165 133 182 138 94 I-E 170 178 166 153 139 126 184 160 141 I-F 147 170 160 147 132 117 169 148 127 The Partnership Agreements also provide for a right of presentment ("Right of Presentment") whereby the General Partner is required, upon request, to purchase up to 10% of a Partnership's outstanding Units at a price calculated pursuant to the terms of the Partnership Agreements and based on the liquidation value of the limited partnership interest, with a reduction for 70% of cash distributions that have been received prior to the transfer of the partnership interest. The following table sets forth the Right of Presentment price per Unit as of the periods indicated. Right of Presentment Prices --------------------------- 1995 1996 1997 ---------------------- ---------------------- ---- 1st 2nd 3rd 4th 1st 2nd 3rd 4th 1st P/ship Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. - ------ ---- ---- ---- ---- ---- ---- ---- ---- ---- I-B $ 77 $ 76 $ 55 $ 54 $ 53 $ 51 $ 56 $ 55 $ 55 I-C 50 41 106 98 90 76 74 62 45 I-D 178 159 244 227 208 186 215 184 153 I-E 206 196 184 175 166 156 203 186 173 I-F 181 170 178 169 158 148 188 173 159 23 Cash Distributions Cash distributions are primarily dependent upon a Partnership's cash receipts from the sale of oil and gas production and cash requirements of the Partnership. Distributable cash is determined by the General Partner at the end of each calendar quarter and distributed to the Limited Partners within 45 days after the end of the quarter. Distributions are restricted to cash on hand less amounts required to be retained out of such cash as determined in the sole judgment of the General Partner to pay costs, expenses, or other Partnership obligations whether accrued or anticipated to accrue. In certain instances, the General Partner may not distribute the full amount of cash receipts which might otherwise be available for distribution in an effort to equalize or stabilize the amounts of quarterly distributions. Any available amounts not distributed are invested and the interest or income thereon is for the accounts of the Limited Partners. The following is a summary of cash distributions paid to the Limited Partners for the years ended December 31, 1995 and 1996 and the first quarter of 1997: Cash Distributions ------------------ 1995 ------------------------------ 1st 2nd 3rd 4th P/ship Qtr. Qtr. Qtr. Qtr. ------ ------ ------ ------ ------ I-B $ 4.43 $ 1.92 $ 3.01 $ 1.76 I-C 12.38 12.94 11.82 11.82 I-D 27.10 27.80 20.85 25.02 I-E 11.35 13.98 12.55 13.27 I-F 16.76 15.36 10.82 12.57 1996 1997 --------------------------------- --------- 1st 2nd 3rd 4th 1st P/ship Qtr. Qtr. Qtr. Qtr. Qtr. ------ ------ ------ ------ --------- --------- I-B $ 1.84 $ 2.01 $ 1.76 $ .92 $ .84 I-C 12.27 19.13 26.22 17.00(1) 24.54(1) I-D 26.41 32.11 41.56 43.78(1) 43.50(1) I-E 13.10 13.27 17.66 24.16(1) 18.71(1) I-F 14.87 14.80 15.50 21.93(1) 20.11(1) - -------------------------- (1) Includes proceeds from the sale of oil and gas properties. 24 ITEM 6. SELECTED FINANCIAL DATA The following tables present selected financial data for the Partnerships. This data should be read in conjunction with the financial statements of the Partnerships, and the respective notes thereto, included elsewhere in this Annual Report. See "Item 8. Financial Statements and Supplementary Data."
Selected Financial Data I-B Partnership --------------- 1996 1995 1994 1993 1992 ------------ ------------ ------------ ------------ ------------ Oil and Gas Sales $364,052 $254,050 $ 453,021 $ 451,266 $ 435,684 Net Income (Loss): Limited Partners 99,324 ( 376,689) ( 53,126) ( 295,280) ( 884,741) General Partner 7,877 ( 1,776) 9,616 6,284 ( 574) Total 107,201 ( 378,465) ( 43,510) ( 288,996) ( 885,315) Limited Partners' Net Income (Loss) per Unit 8.31 ( 31.50) ( 4.44) ( 24.69) ( 73.99) Limited Partners' Cash Distributions per Unit 6.53 11.12 20.82 13.54 7.50 Total Assets 609,137 648,040 1,126,318 1,400,428 1,834,185 Partners' Capital (Deficit): Limited Partners 658,273 636,949 1,146,638 1,448,764 1,905,917 General Partner ( 102,526) ( 104,724) ( 95,948) ( 93,546) ( 89,918) Number of Units Outstanding 11,958 11,958 11,958 11,958 11,958
25
Selected Financial Data I-C Partnership --------------- 1996 1995 1994 1993 1992 ------------ ------------ ------------ ------------ ------------ Oil and Gas Sales $1,181,096 $808,435 $1,042,630 $1,032,753 $1,106,139 Net Income: Limited Partners 699,745 118,612 321,969 257,176 329,584 General Partner 38,944 20,456 27,850 27,641 33,063 Total 738,689 139,068 349,819 284,817 362,647 Limited Partners' Net Income per Unit 78.76 13.35 36.24 28.94 37.09 Limited Partners' Cash Distributions per Unit 74.62 48.96 61.34 74.27 65.00 Total Assets 781,470 780,070 1,096,208 1,313,037 1,704,607 Partners' Capital (Deficit): Limited Partners 837,689 800,944 1,117,332 1,340,363 1,743,099 General Partner ( 85,499) ( 66,308) ( 63,764) ( 63,314) ( 54,895) Number of Units Outstanding 8,885 8,885 8,885 8,885 8,885 26
Selected Financial Data I-D Partnership --------------- 1996 1995 1994 1993 1992 ------------ ------------ ------------ ------------ ------------ Oil and Gas Sales $1,812,568 $1,237,419 $1,738,315 $1,422,035 $1,711,390 Net Income: Limited Partners 1,114,924 516,300 780,423 406,159 519,794 General Partner 219,180 135,487 193,738 148,907 189,164 Total 1,334,104 651,787 974,161 555,066 708,958 Limited Partners' Net Income per Unit 154.96 71.76 108.47 56.45 72.24 Limited Partners' Cash Distributions per Unit 143.86 100.77 139.69 146.60 110.00 Total Assets 1,605,063 1,594,441 1,833,702 2,315,093 2,888,157 Partners' Capital (Deficit): Limited Partners 1,540,523 1,460,599 1,669,299 1,893,876 2,542,453 General Partner ( 4,248) 17,993 9,506 ( 4,232) 27,421 Number of Units Outstanding 7,195 7,195 7,195 7,195 7,195
27
Selected Financial Data I-E Partnership --------------- 1996 1995 1994 1993 1992 ------------- ------------- ------------- ------------- ------------- Oil and Gas Sales $6,006,431 $4,777,881 $ 6,455,258 $ 5,714,015 $ 7,035,934 Net Income: Limited Partners 2,660,067 316,558 1,400,859 461,455 692,734 General Partner 602,481 368,023 369,587 284,492 392,712 Total 3,262,548 684,581 1,770,446 745,947 1,085,446 Limited Partners' Net Income per Unit 63.58 7.57 33.48 11.03 16.56 Limited Partners' Cash Distributions per Unit 68.19 51.15 73.03 89.88 65.00 Total Assets 8,572,514 8,957,340 11,037,156 13,464,874 15,843,325 Partners' Capital (Deficit): Limited Partners 8,300,529 8,493,462 10,316,904 11,971,045 15,270,170 General Partner ( 113,140) ( 54,687) ( 115,710) ( 145,297) ( 66,309) Number of Units Outstanding 41,839 41,839 41,839 41,839 41,839
28
Selected Financial Data I-F Partnership --------------- 1996 1995 1994 1993 1992 ------------ ------------ ------------ ------------ ------------ Oil and Gas Sales $2,121,336 $1,762,969 $2,402,053 $1,992,506 $2,546,778 Net Income: Limited Partners 883,367 37,379 540,094 65,189 57,528 General Partner 198,724 117,455 138,915 83,769 124,856 Total 1,082,091 154,834 679,009 148,958 182,384 Limited Partners' Net Income per Unit 61.68 2.61 37.71 4.55 4.02 Limited Partners' Cash Distributions per Unit 67.10 55.51 71.91 68.31 60.00 Total Assets 2,982,983 3,124,394 3,878,707 4,681,419 5,493,320 Partners' Capital (Deficit): Limited Partners 2,845,660 2,923,293 3,680,914 4,170,820 5,083,655 General Partner ( 59,110) ( 25,679) ( 33,134) ( 58,049) ( 33,008) Number of Units Outstanding 14,321 14,321 14,321 14,321 14,321
29 ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Use of Forward-Looking Statements and Estimates This Annual 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 Annual 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, or otherwise indicated. General Discussion The following general discussion should be read in conjunction with the analysis of results of operations provided below. The most important variable affecting the Partnerships' revenues is the prices received for the sale of oil and gas. Predicting future prices is very difficult. Concerning past trends, average yearly wellhead gas prices in the United States have been relatively volatile for a number of years. For the past ten years, such prices have generally been in the $1.40 to $2.00 per Mcf range, significantly below prices received in the early 1980s. Average gas prices in the latter part of 1996 and January 1997, however, were somewhat higher than those yearly averages. It is not known whether this was a short-term trend or an indicator of potentially higher average gas prices on a longer-term basis. 30 Substantially all of the Partnerships' gas reserves are being sold in the "spot market." Prices on the spot market are subject to wide seasonal and regional pricing fluctuations due to the highly competitive nature of the spot market. In addition, such spot market sales are generally short-term in nature and are dependent upon the obtaining of transportation services provided by pipelines. Spot prices for the Partnerships' gas increased from approximately $2.00 per Mcf at December 31, 1995 to approximately $3.57 per Mcf at December 31, 1996. Such prices were on an MMBTU basis and differ from the prices actually received by the Partnerships due to transportation and marketing costs, BTU adjustments, and regional price and quality differences. Due to global consumption and supply trends over the last several months, oil prices have recently been higher than the yearly average prices of the late to mid-1980s and early 1990s. It is not known whether this trend will continue. Prices for the Partnerships' oil increased from approximately $18.50 per barrel at December 31, 1995 to approximately $23.75 per barrel at December 31, 1996. Future prices for both oil and gas will likely be different from (and may be lower than) the prices in effect on December 31, 1996. Primarily due to heating season demand, year-end prices in many past years have tended to be higher, and in some cases significantly higher, than the yearly average price actually received by the Partnerships for at least the following year. In particular, it should be noted that December 31, 1996 prices were much higher than year-end prices for the last several years and substantially higher than the average prices received in each of the last several years. It is not possible to predict whether the December 1996 pricing level is indicative of a new trend toward higher energy prices or a short- term deviation from the recent history of low to moderate prices; therefore, management is unable to predict whether future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease. Results of Operations An analysis of the change in net oil and gas operations (oil and gas sales, less lease operating expenses and production taxes) is presented in the tables following "Results of Operations" under the heading "Average Sales Prices, Production Volumes, and Average Production Costs." 31 Effective October 1, 1995 the Partnerships adopted the requirements of Statement of Financial Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment of Long Lived Assets and Assets Held for Disposal," which is intended to establish more consistent accounting standards for measuring the recoverability of long-lived assets. SFAS No. 121 requires successful efforts companies, like the Partnerships, to evaluate the recoverability of the carrying costs of their proved oil and gas properties for each field, rather than for the Partnerships' properties as a whole as previously allowed by the SEC. See Note 1 to the Partnerships' financial statements, included in Item 8 of this Annual Report for a further description of this impairment policy. As a result of the Partnerships' adoption of SFAS No. 121, the Partnerships recorded a non-cash charge against earnings (impairment provision) during the fourth quarter of 1995 as follows: Partnership Amount ----------- ------ I-B $125,159 I-C 155,698 I-D 19,510 I-E 748,728 I-F 258,913 No such charge was recorded for any Partnership during the year ended December 31, 1996 under SFAS No. 121 or during the year ended December 31, 1994 pursuant to the Partnerships' prior impairment policy. Subsequent to December 31, 1996, the oil and gas industry has seen a drop in oil and gas prices. This drop is a function of the cyclical nature of oil and gas prices as discussed under the heading "Competition and Marketing" in Item 1 of this Annual Report. The Partnerships' reserves were determined at December 31, 1996 using oil and gas prices of $23.75 per barrel and $3.57 per Mcf, respectively. As of the date of this Annual Report, oil and gas prices received by the Partnerships have decreased to approximately $19.00 per barrel and $1.60 per Mcf, respectively (the "Filing Date Prices"). If the Filing Date Prices, as opposed to December 31, 1996 prices, were used in calculating the standardized measure of discounted future net cash flows of the Partnerships' proved oil and gas reserves as of December 31, 1996, as contained in Note 4 to the Partnerships' financial statements included in Item 8 of this Annual Report, the value assigned to the Partnerships' oil and gas reserves would have been significantly lower. In addition, using the Filing Date Prices to determine the recoverability of oil and gas reserves would have required impairment provisions of the following approximate amounts at December 31, 1996: 32 Partnership Amount ----------- ------- I-B $19,000 I-C 5,000 I-D 13,000 I-E 60,000 I-F 21,000 If the Filing Date Prices are in effect on March 31, 1997, the above impairment provisions will be reflected in the Partnerships' financial statements as of March 31, 1997. Impairment provisions do not impact the Partnerships cash flows from operating activities; however, they do impact the amount of General Partner and Limited Partner capital. The risk that the Partnerships will be required to record further impairment provisions in the future, beyond those noted above, increases when oil and gas prices are depressed. Accordingly, the I-D Partnership has one field in which it is reasonably possible that an impairment provision will be recorded in the near term if gas prices decrease below the Filing Date Prices. I-B Partnership --------------- Year Ended December 31, 1996 Compared to Year Ended December 31, 1995 ------------------------------------- Total oil and gas sales increased $110,002 (43.3%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Of this increase, approximately $140,000 was related to an increase in the average price of gas sold, partially offset by a decrease of approximately $39,000 related to a decrease in volumes of oil sold. Volumes of oil sold decreased 2,331 barrels, while volumes of gas sold increased 305 Mcf for the year ended December 31, 1996 as compared to the year ended December 31, 1995. The decrease in volumes of oil sold resulted primarily from (i) the shutting-in of two wells during the year ended December 31, 1996 in order to increase production capabilities and (ii) normal declines in production due to diminished oil reserves on three wells. Average oil and gas prices increased to $21.14 per barrel and $2.10 per Mcf, respectively, for the year ended December 31, 1996 from $16.79 per barrel and $1.17 per Mcf, respectively, for the year ended December 31, 1995. 33 Oil and gas production expenses (including lease operating expenses and production taxes) decreased $29,774 (18.5%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This decrease resulted primarily from (i) the decreases in volumes of oil sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995 and (ii) workover expenses incurred on one well during the year ended December 31, 1995, partially offset by workover expenses incurred on another well during the year ended December 31, 1996. Workover expenses are incurred in order to improve the recovery of reserves on a particular well. As a percentage of oil and gas sales, these expenses decreased to 36.1% for the year ended December 31, 1996 from 63.4% for the year ended December 31, 1995. This percentage decrease was primarily due to the decrease in workover expenses discussed above and increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. Depreciation, depletion, and amortization of oil and gas properties decreased $240,187 (79.1%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Approximately three-fourths of this decrease was related to five significant wells which were fully depleted in 1995 due to a lack of remaining reserves. The remaining portion of this decrease resulted primarily from (i) an upward revision in the estimate of remaining gas reserves at December 31, 1996, (ii) the decrease in volumes of oil sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995, and (iii) a decrease in capitalized costs due to an impairment provision recognized in the fourth quarter of 1995. As a percentage of oil and gas sales, this expense decreased to 17.4% for the year ended December 31, 1996 from 119.5% for the year ended December 31, 1995. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization discussed above and the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As set forth under "Results of Operations" above, the I-B Partnership recognized a non-cash charge against earnings of $125,159 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-B Partnership's adoption of SFAS No. 121. No similar charge was necessary during the year ended December 31, 1996. 34 General and administrative expenses increased $14,995 (31.2%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This increase resulted primarily from an increase in both professional fees and printing and postage expenses during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 17.3% for the year ended December 31, 1996 from 18.9% for the year ended December 31, 1995. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners in the I-B Partnership received cash distributions through December 31, 1996 of $6,430,527 or 53.78% of Limited Partner capital contributions. Year Ended December 31, 1995 Compared to Year Ended December 31, 1994 ------------------------------------- Total oil and gas sales decreased $198,971 (43.9%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Of this decrease, approximately $68,000 and $40,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $99,000 was related to a decrease in the average price of gas sold. Volumes of oil and gas sold decreased 4,504 barrels and 21,963 Mcf, respectively, for the year ended December 31, 1995 as compared to the year ended December 31, 1994. The decrease in volumes of oil sold resulted primarily from (i) one significant well being shut-in during the year ended December 31, 1995 in order to increase the well's production capabilities and (ii) a period of increased production on another significant well during the year ended December 31, 1994 due to a redrill. Average gas prices decreased to $1.17 per Mcf for the year ended December 31, 1995 from $1.83 per Mcf for the year ended December 31, 1994. Average oil prices increased to $16.79 per barrel for the year ended December 31, 1995 from $15.09 per barrel for the year ended December 31, 1994. Oil and gas production expenses (lease operating expenses and production taxes) increased $14,706 (10.0%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This increase was primarily due to a lease operating expense adjustment recognized during the year ended December 31, 1994 associated with changes in estimates by the third party operator of gas balancing positions on certain wells, partially offset by the decreases in volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 63.4% for the year ended December 31, 1995 from 32.3% for the year ended December 31, 1994. This percentage increase was primarily due to the 35 decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. Depreciation, depletion, and amortization of oil and gas properties increased $8,726 (3.0%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This increase was primarily due to downward reserve revisions at December 31, 1995 on several properties, partially offset by decreases in the volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, this expense increased to 119.5% for the year ended December 31, 1995 from 65.1% for the year ended December 31, 1994. This percentage increase was primarily due to the dollar increase in depreciation, depletion, and amortization discussed above and the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As set forth under "Results of Operations" above, the I-B Partnership recognized a non-cash charge against earnings of $125,159 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-B Partnership's adoption of SFAS No. 121 on October 1, 1995. No similar charge was necessary during the year ended December 31, 1994 under the I-B Partnership's prior impairment policy. General and administrative expenses decreased $8,748 (15.4%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to a decrease in both professional fees and printing and postage expenses during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 18.9% for the year ended December 31, 1995 from 12.6% for the year ended December 31, 1994. This percentage increase was primarily a result of the decrease in oil and gas sales during the year ended December 31, 1995 as compared to the year ended December 31, 1994. 36 I-C Partnership --------------- Year Ended December 31, 1996 Compared to Year Ended December 31, 1995 ------------------------------------- Total oil and gas sales increased $372,661 (46.1%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Of this increase, approximately $94,000 and $250,000, respectively, were related to increases in the average prices of oil and gas sold and approximately $33,000 was related to an increase in volumes of gas sold. Volumes of oil sold decreased 306 barrels, while volumes of gas sold increased 19,613 Mcf for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Average oil and gas prices increased to $20.13 per barrel and $2.76 per Mcf, respectively, for the year ended December 31, 1996 from $16.70 per barrel and $1.66 per Mcf, respectively, for the year ended December 31, 1995. Oil and gas production expenses (including lease operating expenses and production taxes) decreased $33,499 (12.2%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This decrease resulted primarily from (i) a decrease in workover expenses during the year ended December 31, 1996 as compared to the year ended December 31, 1995 and (ii) a decrease in production expenses due to the sale of several wells during the year ended December 31, 1996. These decreases were partially offset by (i) an increase in production taxes associated with the increase in oil and gas sales discussed above and (ii) higher general repair and maintenance expenses incurred on one well during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 20.5% for the year ended December 31, 1996 from 34.0% for the year ended December 31, 1995. This percentage decrease was primarily due to the dollar decrease in workover expenses discussed above and the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. Depreciation, depletion, and amortization of oil and gas properties decreased $123,500 (67.9%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Approximately one-fourth of this decrease was related to two significant wells which were fully depleted in 1995 due to a lack of remaining reserves. The remaining portion of this decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996 and (ii) a decrease in capitalized costs due to an impairment provision recognized in the fourth quarter of 1995. As a percentage of oil and gas sales, this expense decreased to 4.9% for the year ended December 31, 1996 from 22.5% for the year ended December 31, 1995. 37 This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization discussed above and the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As set forth under "Results of Operations" above, the I-C Partnership recognized a non-cash charge against earnings of $155,698 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-C Partnership's adoption of SFAS No. 121. No similar charge was necessary during the year ended December 31, 1996. General and administrative expenses increased $6,564 (6.5%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This increase resulted primarily from an increase in both professional fees and printing and postage expenses during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 9.1% for the year ended December 31, 1996 from 12.4% for the year ended December 31, 1995. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners in the I-C Partnership received cash distributions through December 31, 1996 of $7,338,300 or 82.59% of Limited Partner capital contributions. Year Ended December 31, 1995 Compared to Year Ended December 31, 1994 ------------------------------------- Total oil and gas sales decreased $234,195 (22.5%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Of this decrease, approximately $70,000 and $93,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $99,000 was related to a decrease in the average price of gas sold, partially offset by an increase of approximately $28,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 4,459 barrels and 43,262 Mcf, respectively, for the year ended December 31, 1995 as compared to the year ended December 31, 1994. The decrease in volumes of gas sold resulted primarily from (i) one significant well being shut-in during 1995, (ii) another significant well not producing at maximum capacity during 1995 as compared to 1994 due to state-imposed allowable restrictions, and (iii) the sale of two significant wells during the year ended December 31, 1995. Average gas prices decreased to $1.66 per Mcf for the year ended December 31, 1995 from $2.14 per Mcf for the year ended December 31, 1994. 38 Average oil prices increased to $16.70 per barrel for the year ended December 31, 1995 from $15.69 per barrel for the year ended December 31, 1994. Oil and gas production expenses (lease operating expenses and production taxes) decreased $58,046 (17.4%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to workover expenses incurred on two wells during the year ended December 31, 1994 and decreases in the volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 34.0% for the year ended December 31, 1995 from 32.0% for the year ended December 31, 1994. This percentage increase was primarily due to the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. Depreciation, depletion, and amortization of oil and gas properties decreased $77,108 (29.8%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to an upward revision in reserve estimates at December 31, 1995 and decreases in the volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, this expense decreased to 22.5% for the year ended December 31, 1995 from 24.8% for the year ended December 31, 1994. This percentage decrease was primarily due to the upward revision in reserve estimates discussed above, partially offset by the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As set forth under "Results of Operations" above, the I-C Partnership recognized a non-cash charge against earnings of $155,698 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-C Partnership's adoption of SFAS No. 121 on October 1, 1995. No similar charge was necessary during the year ended December 31, 1994 under the I-C Partnership's prior impairment policy. General and administrative expenses remained relatively constant for the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 12.4% for the year ended December 31, 1995 from 10.0% for the year ended December 31, 1994. This percentage increase resulted primarily from the decrease in oil and gas sales during the year ended December 31, 1995 as compared to the year ended December 31, 1994. 39 I-D Partnership --------------- Year Ended December 31, 1996 Compared to Year Ended December 31, 1995 ------------------------------------- Total oil and gas sales increased $575,149 (46.5%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Of this increase, approximately $79,000 and $514,000, respectively, were related to increases in the average prices of oil and gas sold. Volumes of oil and gas sold decreased 1,136 barrels and 312 Mcf, respectively, for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Average oil and gas prices increased to $20.16 per barrel and $2.39 per Mcf, respectively, for the year ended December 31, 1996 from $16.44 per barrel and $1.50 per Mcf, respectively, for the year ended December 31, 1995. Oil and gas production expenses (including lease operating expenses and production taxes) increased $54,257 (22.9%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This increase resulted primarily from (i) an increase in production taxes associated with the increase in oil and gas sales discussed above, (ii) a lease operating expense adjustment recognized during the year ended December 31, 1996 associated with changes in estimates by third party operators of gas balancing positions on certain wells, and (iii) higher general repairs and maintenance expenses incurred on one well during the year ended December 31, 1996 as compared to the year ended December 31, 1995, partially offset by a decrease in production expenses due to the sale of one well during the year ended December 31, 1996. As a percentage of oil and gas sales, these expenses decreased to 16.0% for the year ended December 31, 1996 from 19.1% for the year ended December 31, 1995. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995, partially offset by the dollar increase in production expenses associated with the lease operating expense adjustment discussed above. Depreciation, depletion, and amortization of oil and gas properties decreased $101,447 (40.6%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Approximately 40% of this decrease was related to two significant wells which were fully depleted in 1995 due to a lack of remaining reserves. The remaining portion of this decrease resulted primarily from upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996. As a percentage of oil and gas sales, this expense decreased to 8.2% for the year ended December 31, 1996 from 20.2% for the year ended December 31, 1995. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and 40 amortization discussed above and the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As set forth under "Results of Operations" above, the I-D Partnership recognized a non-cash charge against earnings of $19,510 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-D Partnership's adoption of SFAS No. 121. No similar charge was necessary during the year ended December 31, 1996. General and administrative expenses remained relatively constant for the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 5.1% for the year ended December 31, 1996 from 7.2% for the year ended December 31, 1995. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners in the I-D Partnership received cash distributions through December 31, 1996 of $11,819,175 or 164.28% of Limited Partner capital contributions. Year Ended December 31, 1995 Compared to Year Ended December 31, 1994 ------------------------------------- Total oil and gas sales decreased $500,896 (28.8%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Of this decrease, approximately $61,000 and $235,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $231,000 was related to a decrease in the average price of gas sold, partially offset by an increase of approximately $22,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 3,942 barrels and 123,768 Mcf, respectively, for the year ended December 31, 1995 as compared to the year ended December 31, 1994. The decrease in volumes of oil sold resulted primarily from one significant well not producing at maximum capacity during 1995 due to state-imposed allowable restrictions and normal declines in production on another significant well during the year ended December 31, 1995. The decrease in the volumes of gas sold resulted primarily from (i) one significant well not producing at maximum capacity during 1995 due to state-imposed allowable restrictions, (ii) negative volume adjustments made during the year ended December 31, 1995 by a purchaser related to gas sold in prior periods, and (iii) positive volume adjustments made during the year ended December 31, 1994 by a purchaser related to gas sold in prior 41 periods. Average gas prices decreased to $1.50 per Mcf for the year ended December 31, 1995 from $1.90 per Mcf for the year ended December 31, 1994. Average oil prices increased to $16.44 per barrel for the year ended December 31, 1995 from $15.44 per barrel for the year ended December 31, 1994. Oil and gas production expenses (lease operating expenses and production taxes) decreased $112,432 (32.2%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to workover expenses on one well incurred during the year ended December 31, 1994 and the decreases in the volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses remained relatively constant for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Depreciation, depletion, and amortization of oil and gas properties decreased $90,184 (26.5%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to the decreases in volumes of oil and gas sold discussed above and upward revisions of previous reserve estimates at December 31, 1995. As a percentage of oil and gas sales, this expense increased to 20.2% for the year ended December 31, 1995 from 19.6% for the year ended December 31, 1994. This percentage increase was primarily due to the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As set forth under "Results of Operations" above, the I-D Partnership recognized a non-cash charge against earnings of $19,510 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-D Partnership's adoption of SFAS No. 121 on October 1, 1995. No similar charge was necessary during the year ended December 31, 1994 under the I-D Partnership's prior impairment policy. General and administrative expenses remained relatively constant for the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 7.2% for the year ended December 31, 1995 from 5.2% for the year ended December 31, 1994. This percentage increase was primarily due to the decrease in oil and gas sales during the year ended December 31, 1995 as compared to the year ended December 31, 1994. 42 I-E Partnership --------------- Year Ended December 31, 1996 Compared to Year Ended December 31, 1995 ------------------------------------- Total oil and gas sales increased $1,228,550 (25.7%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Of this increase, approximately $220,000 and $1,588,000, respectively, were related to increases in the average prices of oil and gas sold, partially offset by decreases of approximately $303,000 and $281,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 18,119 barrels and 206,260 Mcf, respectively, for the year ended December 31, 1996 as compared to the year ended December 31, 1995. The decrease in the volumes of oil sold resulted primarily from (i) the sale of two significant oil producing wells during the year ended December 31, 1996, (ii) an ownership adjustment on one well during the year ended December 31, 1996, (iii) the shutting-in of one well during the year ended December 31, 1996 due to mechanical difficulties, (iv) the shutting-in of another well during a portion of the year ended December 31, 1996 in order to increase production capabilities, and (v) normal declines in production due to diminished oil reserves on several wells. Average oil and gas prices increased to $19.83 per barrel and $2.08 per Mcf, respectively, for the year ended December 31, 1996 from $16.73 per barrel and $1.36 per Mcf, respectively, for the year ended December 31, 1995. Oil and gas production expenses (including lease operating expenses and production taxes) increased $224,790 (15.2%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This increase resulted primarily from (i) an increase in production taxes associated with the increase in oil and gas sales discussed above and (ii) a lease operating expense adjustment recognized during the year ended December 31, 1996 associated with changes in estimates by third party operators of gas balancing positions on certain wells. As a percentage of oil and gas sales, these expenses decreased to 28.4% for the year ended December 31, 1996 from 31.0% for the year ended December 31, 1995. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995, partially offset by the dollar increase in production expenses associated with the lease operating expense adjustment discussed above. 43 Depreciation, depletion, and amortization of oil and gas properties decreased $543,031 (39.2%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996, (ii) the decreases in volumes of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995, and (iii) a decrease in capitalized costs due to an impairment provision recognized in the fourth quarter of 1995. As a percentage of oil and gas sales, this expense decreased to 14.0% for the year ended December 31, 1996 from 29.0% for the year ended December 31, 1995. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization discussed above and the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As set forth under "Results of Operations" above, the I-E Partnership recognized a non-cash charge against earnings of $748,728 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-E Partnership's adoption of SFAS No. 121. No similar charge was necessary during the year ended December 31, 1996. General and administrative expenses remained relatively constant for the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 8.8% for the year ended December 31, 1996 from 10.7% for the year ended December 31, 1995. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners in the I-E Partnership received cash distributions through December 31, 1996 of $46,276,552 or 110.61% of Limited Partner capital contributions. 44 Year Ended December 31, 1995 Compared to Year Ended December 31, 1994 ------------------------------------- Total oil and gas sales decreased $1,677,377 (26.0%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Of this decrease, approximately $309,000 and $677,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $844,000 was related to a decrease in the average price of gas sold, partially offset by an increase of $142,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 20,391 barrels and 395,818 Mcf, respectively, for the year ended December 31, 1995 as compared to the year ended December 31, 1994. The decrease in volumes of oil sold resulted primarily from (i) one well being shut-in during a portion of the year ended December 31, 1995 in order to increase the well's production capabilities, (ii) positive volume adjustments on two wells made during the year ended December 31, 1994 by a purchaser related to oil sold in prior periods, and (iii) normal declines in production on several wells during the year ended December 31, 1995. Average gas prices decreased to $1.36 per Mcf for the year ended December 31, 1995 from $1.71 per Mcf for the year ended December 31, 1994. Average oil prices increased to $16.73 per barrel for the year ended December 31, 1995 from $15.14 per barrel for the year ended December 31, 1994. Oil and gas production expenses (lease operating expenses and production taxes) decreased $591,150 (28.5%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to workover expenses on several wells incurred during the year ended December 31, 1994 and decreases in the volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses remained relatively constant for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Depreciation, depletion, and amortization of oil and gas properties decreased $754,112 (35.2%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to the decreases in volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994 and upward revisions of previous reserve estimates at December 31, 1995. As a percentage of oil and gas sales, this expense decreased to 29.0% for the year ended December 31, 1995 from 33.1% for the year ended December 31, 1994. This percentage decrease was primarily due to the upward reserve revisions mentioned above, partially offset by the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. 45 As set forth under "Results of Operations" above, the I-E Partnership recognized a non-cash charge against earnings of $748,728 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-E Partnership's adoption of SFAS No. 121 on October 1, 1995. No similar charge was necessary during the year ended December 31, 1994 under the I-E Partnership's prior impairment policy. General and administrative expenses remained relatively constant for the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 10.7% for the year ended December 31, 1995 from 8.0% for the year ended December 31, 1994. This percentage increase was primarily due to the decrease in oil and gas sales during the year ended December 31, 1995 as compared to the year ended December 31, 1994. I-F Partnership --------------- Year Ended December 31, 1996 Compared to Year Ended December 31, 1995 ------------------------------------- Total oil and gas sales increased $358,367 (20.3%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Of this increase, approximately $113,000 and $490,000, respectively, were related to increases in the average prices of oil and gas sold, partially offset by decreases of approximately $158,000 and $83,000, respectively, related to decreases in volumes of oil and gas sold. Volumes of oil and gas sold decreased 9,524 barrels and 58,794 Mcf, respectively, for the year ended December 31, 1996 as compared to the year ended December 31, 1995. The decrease in volumes of oil sold resulted primarily from (i) the sale of two significant oil producing wells during the year ended December 31, 1996, (ii) an ownership adjustment on one well during the year ended December 31, 1996, (iii) the shutting-in of one well during the year ended December 31, 1996 due to mechanical difficulties, (iv) the shutting-in of another well during a portion of the year ended December 31, 1996 in order to increase production capabilities, and (v) the normal declines in production due to diminished oil reserves on several wells. Average oil and gas prices increased to $19.79 per barrel and $2.17 per Mcf, respectively, for the year ended December 31, 1996 from $16.61 per barrel and $1.42 per Mcf, respectively, for the year ended December 31, 1995. 46 Oil and gas production expenses (including lease operating expenses and production taxes) increased $63,351 (9.1%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. This increase resulted primarily from (i) an increase in production taxes associated with the increase in oil and gas sales discussed above and (ii) a lease operating expense adjustment recognized during the year ended December 31, 1996 associated with changes in estimates by third party operators of gas balancing positions on certain wells. These increases were partially offset by (i) workover expenses incurred on several wells during the year ended December 31, 1995, (ii) a decrease in production expenses due to the sale of one well during the year ended December 31, 1996, and (iii) decreases in volumes of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 35.8% for the year ended December 31, 1996 from 39.4% for the year ended December 31, 1995. This percentage decrease was primarily due to the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995, partially offset by the dollar increases associated with the lease operating adjustment discussed above. Depreciation, depletion, and amortization of oil and gas properties decreased $221,767 (45.0%) for the year ended December 31, 1996 as compared to the year ended December 31, 1995. Approximately one-fourth of this decrease was related to two significant wells which were fully depleted in 1995 due to a lack of remaining reserves. The remaining portion of this decrease resulted primarily from (i) upward revisions in the estimates of remaining oil and gas reserves at December 31, 1996, (ii) the decreases in volumes of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995, and (iii) a decrease in capitalized costs due to an impairment provision recognized in the fourth quarter of 1995. As a percentage of oil and gas sales, this expense decreased to 12.8% for the year ended December 31, 1996 from 27.9% for the year ended December 31, 1995. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization discussed above and the increases in the average prices of oil and gas sold during the year ended December 31, 1996 as compared to the year ended December 31, 1995. As set forth under "Results of Operations" above, the I-F Partnership recognized a non-cash charge against earnings of $258,913 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-F Partnership's adoption of SFAS No. 121. No similar charge was necessary during the year ended December 31, 1996. 47 General and administrative expenses remained relatively constant for the year ended December 31, 1996 as compared to the year ended December 31, 1995. As a percentage of oil and gas sales, these expenses decreased to 8.6% for the year ended December 31, 1996 from 10.0% for the year ended December 31, 1995. This percentage decrease was primarily due to the increase in oil and gas sales discussed above. The Limited Partners in the I-F Partnership received cash distributions through December 31, 1996 of $15,589,664 or 108.86% of Limited Partner capital contributions. Year Ended December 31, 1995 Compared to Year Ended December 31, 1994 ------------------------------------- Total oil and gas sales decreased $639,084 (26.6%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. Of this decrease, approximately $149,000 and $343,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $213,000 was related to a decrease in the average price of gas sold, partially offset by an increase of approximately $64,000 related to an increase in the average price of oil sold. Volumes of oil and gas sold decreased 9,773 barrels and 199,206 Mcf, respectively, for the year ended December 31, 1995 as compared to the year ended December 31, 1994. The decrease in volumes of oil sold resulted primarily from (i) one well being shut-in during a portion of the year ended December 31, 1995 in order to increase the well's production capabilities, (ii) positive volume adjustments on two wells made during the year ended December 31, 1994 by a purchaser related to oil sold in prior periods, and (iii) normal declines in production on several wells. The decrease in the volumes of gas sold resulted primarily from (i) negative volume adjustments made by the purchaser on one well during the year ended December 31, 1995, (ii) positive volume adjustments made by the purchaser on another well during the year ended December 31, 1994 related to gas sold in prior periods, and (iii) normal declines in production on several wells. Average gas prices decreased to $1.42 per Mcf for the year ended December 31, 1995 from $1.72 per Mcf for the year ended December 31, 1994. Average oil prices increased to $16.61 per barrel for the year ended December 31, 1995 from $15.20 per barrel for the year ended December 31, 1994. 48 Oil and gas production expenses (lease operating expenses and production taxes) decreased $77,771 (10.1%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to workover expenses on several wells incurred during the year ended December 31, 1994 and the decreases in the volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 39.4% for the year ended December 31, 1995 from 32.2% for the year ended December 31, 1994. This percentage increase was primarily due to the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. Depreciation, depletion, and amortization of oil and gas properties decreased $296,299 (37.6%) for the year ended December 31, 1995 as compared to the year ended December 31, 1994. This decrease was primarily due to decreases in volumes of oil and gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994 and upward revisions of previous reserve estimates at December 31, 1995. As a percentage of oil and gas sales, this expense decreased to 27.9% for the year ended December 31, 1995 from 32.8% for the year ended December 31, 1994. This percentage decrease was primarily due to the upward reserve revisions mentioned above, partially offset by the decrease in the average price of gas sold during the year ended December 31, 1995 as compared to the year ended December 31, 1994. As set forth under "Results of Operations" above, the I-F Partnership recognized a non-cash charge against earnings of $258,913 for the year ended December 31, 1995. This impairment provision was necessary due to the unamortized costs of oil and gas properties exceeding the expected undiscounted future net revenues from such oil and gas properties, in accordance with the I-F Partnership's adoption of SFAS No. 121 on October 1, 1995. No similar charge was necessary during the year ended December 31, 1994 under the I-F Partnership's prior impairment policy. General and administrative expenses remained relatively constant for the year ended December 31, 1995 as compared to the year ended December 31, 1994. As a percentage of oil and gas sales, these expenses increased to 10.0% for the year ended December 31, 1995 from 7.4% for the year ended December 31, 1994. This percentage increase was primarily due to the decrease in oil and gas sales during the year ended December 31, 1995 as compared to the year ended December 31, 1994. 49 Average Sales Prices, Production Volumes and Average Production Costs The following is a comparison of the annual average oil and gas sales prices, production volumes, and average production costs (lease operating expenses and production taxes) per equivalent unit (one barrel of oil or six Mcf of gas) for the years ended December 31, 1996, 1995, and 1994. These factors comprise the change in net oil and gas operations discussed in the "Results of Operations" section above. 1996 Compared to 1995 --------------------- Average Sales Prices - --------------------------------------------------------------- P/ship 1996 1995 % Change - ------ ---------------- ---------------- ---------- Oil Gas Oil Gas ($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas ------- ------- ------- ------- --- ----- I-B $21.14 $2.10 $16.79 $1.17 26% 79% I-C 20.13 2.76 16.70 1.66 21% 66% I-D 20.16 2.39 16.44 1.50 23% 59% I-E 19.83 2.08 16.73 1.36 19% 53% I-F 19.79 2.17 16.61 1.42 19% 53% Production Volumes - --------------------------------------------------------------- P/ship 1996 1995 % Change - -------- ------------------ ------------------ ------------- Oil Gas Oil Gas Oil Gas (Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf) ------- --------- ------- --------- ------ ----- I-B 2,297 150,543 4,628 150,238 (50%) - % I-C 27,537 226,820 27,843 207,207 ( 1%) 9% I-D 21,291 577,657 22,427 577,969 ( 5%) - % I-E 70,998 2,206,082 89,117 2,412,342 (20%) (9%) I-F 35,577 652,692 45,101 711,486 (21%) (8%) 50 Average Production Costs per Equivalent Barrel of Oil --------------------------------- P/ship 1996 1995 % Change ------ ----- ----- -------- I-B $4.80 $5.43 (12%) I-C 3.70 4.41 (16%) I-D 2.47 1.99 24% I-E 3.89 3.02 29% I-F 5.25 4.25 24% 1995 Compared to 1994 --------------------- Average Sales Prices - --------------------------------------------------------------- P/ship 1995 1994 % Change - ------ ---------------- ---------------- ---------- Oil Gas Oil Gas ($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas ------- ------- ------- ------- --- ----- I-B $16.79 $1.17 $15.09 $1.83 11% (36%) I-C 16.70 1.66 15.69 2.14 6% (22%) I-D 16.44 1.50 15.44 1.90 7% (21%) I-E 16.73 1.36 15.14 1.71 11% (20%) I-F 16.61 1.42 15.20 1.72 9% (17%) Production Volumes - --------------------------------------------------------------- P/ship 1995 1994 % Change - -------- ------------------ ------------------ ------------- Oil Gas Oil Gas Oil Gas (Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf) ------- --------- ------- --------- ------ ----- I-B 4,628 150,238 9,132 172,201 (49%) (13%) I-C 27,843 207,207 32,302 250,469 (14%) (17%) I-D 22,427 577,969 26,369 701,737 (15%) (18%) I-E 89,117 2,412,342 109,508 2,808,160 (19%) (14%) I-F 45,101 711,486 54,874 910,692 (18%) (22%) 51 Average Production Costs per Equivalent Barrel of Oil --------------------------------- P/ship 1995 1994 % Change ------ ----- ----- -------- I-B $5.43 $3.87 40% I-C 4.41 4.50 ( 2%) I-D 1.99 2.44 (18%) I-E 3.02 3.59 (16%) I-F 4.25 3.74 14% Liquidity and Capital Resources Net proceeds from operations less necessary operating capital are distributed to the Limited Partners on a quarterly basis. See "Item 5. Market for Units and Related Limited Partner Matters." The net proceeds from production are not reinvested in productive assets, except to the extent that producing wells are improved, or where methods are employed to permit more efficient recovery of reserves, thereby resulting in a positive economic impact. Assuming production levels for the year ended December 31, 1996, the Partnerships' proved reserve quantities at December 31, 1996 would have the following lives: Partnership Gas-Years Oil-Years ----------- --------- --------- I-B 6.0 5.6 I-C 3.5 4.4 I-D 4.0 2.6 I-E 5.3 7.3 I-F 5.4 7.6 The Partnerships' available capital from the Limited Partners' subscriptions has been spent on oil and gas properties and there should be no further material capital resource commitments in the future. The Partnerships have no debt commitments. Cash for operational purposes will be provided by current oil and gas production. 52 The Samson Companies are currently in the process of evaluating certain oil and gas properties owned by the Partnerships and other entities of the Samson Companies. As a result of such evaluation, it is expected that certain of these properties will be placed in bid packages and offered for sale during the first half of 1997. It is likely that the Partnerships will have an interest in some of the properties being sold. It is currently estimated that the value of such sales, as a percentage of total proved reserves of any Partnership, will range from 1% to 20%. The decision to accept any offer for the purchase of a property owned by one or more Partnerships will be made by the General Partner after giving due consideration to the offer price and the General Partner's estimate of both the property's remaining proved reserves and future operating costs. Net proceeds from the sale of any such properties will be distributed to the Partnerships and will be included in the calculation of the Partnerships' cash distributions for the quarter immediately following the Partnerships' receipt of the proceeds. Following completion of any sale, the Partnerships' quantity of proved reserves will be reduced. It is also possible that the Partnerships' repurchase values and future cash distributions could decline as a result of a reduction of the Partnerships' reserve base. On the other hand, the General Partner believes there will be beneficial operating efficiencies related to the Partnerships' remaining properties. This is primarily due to the fact that the properties being considered for sale are more likely to bear a higher ratio of operating expenses as compared to reserves than the properties not being considered for sale. The net effect of such property sales is difficult to predict as of the date of this Annual Report. There can be no assurance as to the amount of the Partnerships' future cash distributions. The Partnerships' ability to make cash distributions depends primarily upon the level of available cash flow generated by the Partnerships' operating activities, 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. Even if prices and costs remain stable, the amount of cash available for distributions will decline over time (as the volume of production from producing properties declines) since the Partnerships are not replacing production through acquisitions of producing properties and drilling. If the Partnerships sell any of their properties as discussed above, the Partnerships' quantity of proved reserves will be reduced; therefore, it is possible that the Partnerships' future cash distributions could decline as a result of a reduction of the Partnerships' reserve base. 53 Inflation and Changing Prices Prices obtained for oil and gas production depend upon numerous factors, including the extent of domestic and foreign production, foreign imports of oil, market demand, domestic and foreign economic conditions in general, and governmental regulations and tax laws. The general level of inflation in the economy did not have a material effect on the operations of the Partnerships in 1996. Oil and gas prices have fluctuated during recent years and generally have not followed the same pattern as inflation. See "Item 2. Properties - Oil and Gas Production, Revenue, and Price History." ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The financial statements and supplementary data are indexed in Item 14 hereof. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL PARTNER The Partnerships have no directors or executive officers. The following individuals are directors and executive officers of the General Partner. The business address of such director and executive officers is Two West Second Street, Tulsa, Oklahoma 74103. Name Age Position with Geodyne ---------------- --- -------------------------------- Dennis R. Neill 45 President and Director Judy K. Fox 46 Secretary The director will hold office until the next annual meeting of shareholders of Geodyne and until his successor has been duly elected and qualified. All executive officers serve at the discretion of the Board of Directors. 54 Dennis R. Neill joined the Samson Companies in 1981, was named Senior Vice President and Director of Geodyne on March 3, 1993, and was named President of Geodyne on June 30, 1996. Prior to joining the Samson Companies, he was associated with a Tulsa law firm, Conner and Winters, where his principal practice was in the securities area. He received a Bachelor of Arts degree in political science from Oklahoma State University and a Juris Doctorate degree from the University of Texas. Mr. Neill also serves as Senior Vice President of Samson Investment Company; President and Director of Samson Properties Incorporated, Samson Hydrocarbons Company, Dyco Petroleum Corporation, Geodyne Depositary Company, Geodyne Institutional Depositary Company, Geodyne Nominee Corporation, Berry Gas Company, Circle L Drilling Company, and Compression, Inc.; and President and Chairman of the Board of Directors of Samson Securities Company. Judy K. Fox joined the Samson Companies in 1990 and was named Secretary of Geodyne on June 30, 1996. Prior to joining the Samson Companies, she served as Gas Contract Manager for Ely Energy Company. Ms. Fox is also Secretary of Berry Gas Company, Circle L Drilling Company, Compression, Inc., Dyco Petroleum Corporation, Geodyne Depositary Company, Geodyne Institutional Depositary Company, Geodyne Nominee Corporation, Samson Hydrocarbons Company, and Samson Properties Incorporated. ITEM 11. EXECUTIVE COMPENSATION The General Partner and its affiliates are reimbursed for actual general and administrative costs and operating costs incurred and attributable to the conduct of the business affairs and operations of the Partnerships, computed on a cost basis, determined in accordance with generally accepted accounting principles. Such reimbursed costs and expenses allocated to the Partnerships include office rent, secretarial, employee compensation and benefits, travel and communication costs, fees for professional services, and other items generally classified as general or administrative expense. The amount of general and administrative expense allocated to the General Partner and its affiliates which was charged to each Partnership for the years ended December 31, 1996, 1995, and 1994 is set forth in the table below. Partnership 1996 1995 1994 ----------- -------- -------- -------- I-B $ 45,252 $ 41,178 $ 45,246 I-C 93,550 93,550 94,020 I-D 79,944 79,944 79,944 I-E 464,880 464,880 464,880 I-F 159,120 159,120 159,120 55 None of the officers or directors of the General Partner receive compensation directly from the Partnerships. The Partnerships reimburse the General Partner or its affiliates for that portion of such officers' and directors' salaries and expenses attributable to time devoted by such individuals to the Partnerships' activities. The following tables indicate the approximate amount of general and administrative expense reimbursement attributable to the salaries of the directors, officers, and employees of the General Partner and its affiliates for the years ended December 31, 1996, 1995, and 1994: 56
Salary Reimbursement I-B Partnership --------------- Three Years Ended December 31, 1996 Long Term Compensation ------------------------------- Annual Compensation Awards Payouts ------------------------- --------------------- ------- Securi- Other ties All Name Annual Restricted Under- Other and Compen- Stock lying LTIP Compen- Principal Salary Bonus sation Award(s) Options/ Payouts sation Position Year ($) ($) ($) ($) SARs(#) ($) ($) - --------------- ---- ------- ------- ------- ---------- -------- ------- ------- C. Philip Tholen, President, Chief Executive Officer(1)(2) 1994 - - - - - - - 1995 - - - - - - - 1996 - - - - - - - Dennis R. Neill, President(2)(3) 1996 - - - - - - - All Executive Officers, Directors, and Employees as a group(4) 1994 $23,980 - - - - - - 1995 $22,483 - - - - - - 1996 $26,472 - - - - - - - ---------- (1) Mr. Tholen served as President and Chief Executive Officer of Geodyne until July 1, 1996. (2) The general and administrative expenses paid by the I-B Partnership and attributable to salary reimbursements do not include any salary or other compensation attributable to Mr. Tholen or Mr. Neill. (3) Mr. Neill became President of Geodyne on July 1, 1996. (4) No officer or director of Geodyne or its affiliates provides full-time services to the I-B Partnership and no individual's salary or other compensation reimbursement from the I-B Partnership equals or exceeds $100,000 per annum.
57
Salary Reimbursement I-C Partnership --------------- Three Years Ended December 31, 1996 Long Term Compensation ------------------------------- Annual Compensation Awards Payouts ------------------------- --------------------- ------- Securi- Other ties All Name Annual Restricted Under- Other and Compen- Stock lying LTIP Compen- Principal Salary Bonus sation Award(s) Options/ Payouts sation Position Year ($) ($) ($) ($) SARs(#) ($) ($) - --------------- ---- ------- ------- ------- ---------- -------- ------- ------- C. Philip Tholen, President, Chief Executive Officer(1)(2) 1994 - - - - - - - 1995 - - - - - - - 1996 - - - - - - - Dennis R. Neill, President(2)(3) 1996 - - - - - - - All Executive Officers, Directors, and Employees as a group(4) 1994 $49,831 - - - - - - 1995 $51,078 - - - - - - 1996 $54,727 - - - - - - - ---------- (1) Mr. Tholen served as President and Chief Executive Officer of Geodyne until July 1, 1996. (2) The general and administrative expenses paid by the I-C Partnership and attributable to salary reimbursements do not include any salary or other compensation attributable to Mr. Tholen or Mr. Neill. (3) Mr. Neill became President of Geodyne on July 1, 1996. (4) No officer or director of Geodyne or its affiliates provides full-time services to the I-C Partnership and no individual's salary or other compensation reimbursement from the I-C Partnership equals or exceeds $100,000 per annum.
58
Salary Reimbursement I-D Partnership --------------- Three Years Ended December 31, 1996 Long Term Compensation ------------------------------- Annual Compensation Awards Payouts ------------------------- --------------------- ------- Securi- Other ties All Name Annual Restricted Under- Other and Compen- Stock lying LTIP Compen- Principal Salary Bonus sation Award(s) Options/ Payouts sation Position Year ($) ($) ($) ($) SARs(#) ($) ($) - --------------- ---- ------- ------- ------- ---------- -------- ------- ------- C. Philip Tholen, President, Chief Executive Officer(1)(2) 1994 - - - - - - - 1995 - - - - - - - 1996 - - - - - - - Dennis R. Neill, President(2)(3) 1996 - - - - - - - All Executive Officers, Directors, and Employees as a group(4) 1994 $42,370 - - - - - - 1995 $43,649 - - - - - - 1996 $46,767 - - - - - - - ---------- (1) Mr. Tholen served as President and Chief Executive Officer of Geodyne until July 1, 1996. (2) The general and administrative expenses paid by the I-D Partnership and attributable to salary reimbursements do not include any salary or other compensation attributable to Mr. Tholen or Mr. Neill. (3) Mr. Neill became President of Geodyne on July 1, 1996. (4) No officer or director of Geodyne or its affiliates provides full-time services to the I-D Partnership and no individual's salary or other compensation reimbursement from the I-D Partnership equals or exceeds $100,000 per annum.
59
Salary Reimbursement I-E Partnership --------------- Three Years Ended December 31, 1996 Long Term Compensation ------------------------------- Annual Compensation Awards Payouts ------------------------- --------------------- ------- Securi- Other ties All Name Annual Restricted Under- Other and Compen- Stock lying LTIP Compen- Principal Salary Bonus sation Award(s) Options/ Payouts sation Position Year ($) ($) ($) ($) SARs(#) ($) ($) - --------------- ---- ------- ------- ------- ---------- -------- ------- ------- C. Philip Tholen, President, Chief Executive Officer(1)(2) 1994 - - - - - - - 1995 - - - - - - - 1996 - - - - - - - Dennis R. Neill, President(2)(3) 1996 - - - - - - - All Executive Officers, Directors, and Employees as a group(4) 1994 $246,386 - - - - - - 1995 $253,824 - - - - - - 1996 $271,955 - - - - - - - ---------- (1) Mr. Tholen served as President and Chief Executive Officer of Geodyne until July 1, 1996. (2) The general and administrative expenses paid by the I-E Partnership and attributable to salary reimbursements do not include any salary or other compensation attributable to Mr. Tholen or Mr. Neill. (3) Mr. Neill became President of Geodyne on July 1, 1996. (4) No officer or director of Geodyne or its affiliates provides full-time services to the I-E Partnership and no individual's salary or other compensation reimbursement from the I-E Partnership equals or exceeds $100,000 per annum.
60
Salary Reimbursement I-F Partnership --------------- Three Years Ended December 31, 1996 Long Term Compensation ------------------------------- Annual Compensation Awards Payouts ------------------------- --------------------- ------- Securi- Other ties All Name Annual Restricted Under- Other and Compen- Stock lying LTIP Compen- Principal Salary Bonus sation Award(s) Options/ Payouts sation Position Year ($) ($) ($) ($) SARs(#) ($) ($) - --------------- ---- ------- ------- ------- ---------- -------- ------- ------- C. Philip Tholen, President, Chief Executive Officer(1)(2) 1994 - - - - - - - 1995 - - - - - - - 1996 - - - - - - - Dennis R. Neill, President(2)(3) 1996 - - - - - - - All Executive Officers, Directors, and Employees as a group(4) 1994 $84,334 - - - - - - 1995 $86,880 - - - - - - 1996 $93,085 - - - - - - - ---------- (1) Mr. Tholen served as President and Chief Executive Officer of Geodyne until July 1, 1996. (2) The general and administrative expenses paid by the I-F Partnership and attributable to salary reimbursements do not include any salary or other compensation attributable to Mr. Tholen or Mr. Neill. (3) Mr. Neill became President of Geodyne on July 1, 1996. (4) No officer or director of Geodyne or its affiliates provides full-time services to the I-F Partnership and no individual's salary or other compensation reimbursement from the I-F Partnership equals or exceeds $100,000 per annum.
61 During 1994 and 1995 El Paso, an affiliate of the Partnerships until December 6, 1995, purchased a portion of the Partnerships' gas at market prices and resold such gas at market prices directly to end- users and local distribution companies. The table below summarizes the dollar amount of gas sold by the Partnerships to El Paso for the years ended December 31, 1995 and 1994. Partnership 1995 1994 ----------- ---------- ---------- I-B $ 43,625 $ 53,394 I-C 2,521 17,173 I-D 362,560 437,754 I-E 2,099,338 2,420,656 I-F 481,355 574,321 After December 6, 1995 the Partnerships' gas was marketed by the General Partner and its affiliates, who were reimbursed for such activities as general and administrative expenses. See "Item 13. Certain Relationships and Related Transactions." 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 dollar amount of such compensation paid by the Partnerships to the affiliates is impossible to quantify as of the date of this Annual Report. In addition to the compensation/reimbursements noted above, during the three years ended December 31, 1996, the Samson Companies were in the business of supplying field and drilling equipment and services to affiliated and unaffiliated parties in the industry. These companies may have provided equipment and services for wells in which the Partnerships have an interest. These equipment and services were provided at prices or rates equal to or less than those normally charged in the same or comparable geographic area by unaffiliated persons or companies dealing at arm's length. The operators of these wells billed the Partnerships for a portion of such costs based upon the Partnerships' interest in the well. 62 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The following table provides information as to the beneficial ownership of the Units as of February 28 1997 by (i) each beneficial owner of more than five percent of the issued and outstanding Units, (ii) the directors and officers of the General Partner, and (iii) the General Partner and its affiliates. The address of each of such persons is Samson Plaza, Two West Second Street, Tulsa, Oklahoma 74103. Number of Units Beneficially Owned (Percent Beneficial Owner of Outstanding) - ------------------------------------ ------------------ I-B Partnership: - --------------- Samson Resources Company 2,454.7 (20.5%) All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 2,454.7 (20.5%) I-C Partnership: - --------------- Samson Resources Company 881.8 ( 9.9%) All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 881.8 ( 9.9%) I-D Partnership: - --------------- Samson Resources Company 692.6 ( 9.6%) All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 692.6 ( 9.6%) 63 I-E Partnership: - --------------- Samson Resources Company 5,836.5 (13.9%) All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 5,836.5 (13.9%) I-F Partnership: - --------------- Samson Resources Company 2,225.6 (15.5%) All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 2,225.6 (15.5%) Section 16(a) Beneficial Ownership Reporting Compliance To the knowledge of the Partnerships and the General Partner, there were no officers, directors, or ten percent owners who were delinquent filers of reports required under Section 16 of the Securities Exchange Act of 1934. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS The General Partner and certain of its affiliates engage in oil and gas activities independently of the Partnerships which result in conflicts of interest that cannot be totally eliminated. The allocation of acquisition and drilling opportunities and the nature of the compensation arrangements between the Partnerships and the General Partner also create potential conflicts of interest. An affiliate of the Partnerships owns some of the Partnerships' Units and therefore has an identity of interest with other Limited Partners with respect to the operations of the Partnerships. In order to attempt to assure limited liability for Limited Partners as well as an orderly conduct of business, management of the Partnerships is exercised solely by the General Partner. The Partnership Agreements grant the General Partner broad discretionary authority with respect to the Partnerships' participation in drilling prospects and expenditure and control of funds, including borrowings. These provisions are similar to those contained in prospectuses and partnership agreements for other public oil and gas partnerships. Broad discretion as to general management of the Partnerships involves circumstances where the General Partner has conflicts of interest and 64 where it must allocate costs and expenses, or opportunities, among the Partnerships and other competing interests. The General Partner does not devote all of its time, efforts, and personnel exclusively to the Partnerships. Furthermore, the Partnerships do not have any employees, but instead rely on the personnel of the Samson Companies. The Partnerships thus compete with the Samson Companies (including other currently sponsored oil and gas partnerships) for the time and resources of such personnel. The Samson Companies devote such time and personnel to the management of the Partnerships as are indicated by the circumstances and as are con- sistent with the General Partner's fiduciary duties. As a result of Samson Investment Company's ("Samson") acquisition of the General Partner and its affiliates, Samson, PaineWebber, and the General Partner and certain of its affiliates entered into an advisory agreement which relates primarily to the Partnerships. PaineWebber served as the dealer manager of the original offering of Units. The Advisory Agreement became effective on March 3, 1993 and will expire on March 3, 1998. The Advisory Agreement provides that: (i) Samson and the General Partner will comply, and will cause the Partnerships to comply, with provisions of the Partnership Agreements (including all restrictions, prohibitions, and other provisions of such agreements concerning transactions in which Samson or its affiliates purchase or sell properties from or to, or render services to, the Partnerships and the terms of such agreements relating to farmouts of oil and gas properties), and Samson will cause the General Partner to comply with all applicable fiduciary duties; (ii) Samson will review periodically with PaineWebber on a retrospective basis the general operations and performance of the Partnerships and the terms of any material transaction by a Partnership, including any transaction that involves participation by the Samson Companies; and (iii) Samson will review with PaineWebber on a prospective basis, and will allow PaineWebber to advise Samson and to comment on, (A) any General Partner-initiated amendment to a Partnership Agreement which requires a vote of the Limited Partners of such Partnership and (B) any proposal initiated by the General Partner or any of its affiliates that would involve a reorganization, merger, or consolidation of a Partnership, a sale of all or substantially all of the assets of a Partnership (including a roll-up or corporate stock exchange), the liquidation or dissolution of a Partnership, or the exchange of cash, securities, or other assets for all or any outstanding Units. 65 In addition, the Advisory Agreement provides, among other things, that: (i) Samson will cause the General Partner to offer to repurchase Units at a price to be calculated in accordance with certain guidelines and to be paid in cash or a combination of cash and certain securities, all subject to certain limitations and restrictions; (ii) Samson will provide PaineWebber certain information relating to the Partnerships and the Limited Partners; (iii) Samson and the General Partner will maintain an "800" investor services telephone number; (iv) Samson and the General Partner will take certain actions with respect to oil and gas properties held by nominees, insurance maintained by the Partnerships, approval as to transfers of interests in the Partnerships, and the selection of independent reserve engineers; (v) Samson and the General Partner acknowledge the standing of PaineWebber to institute actions, subject to certain limitations, in connection with the Advisory Agreement on behalf of the Limited Partners; and (vi) if Samson proposes a consolidation, merger, or exchange offer involving any limited partnership managed by Samson, it will propose to include all of the Partnerships in such transaction or provide a statement to PaineWebber as to the reasons why some or all of the Partnerships are not included in such transaction. Pursuant to the Advisory Agreement, the General Partner has agreed to reimburse PaineWebber for all reasonable expenses incurred by it in connection with the matters contemplated by the Advisory Agreement, and Samson has agreed to indemnify PaineWebber and certain related parties from certain liabilities incurred in connection with the Advisory Agreement. Affiliates of the Partnerships are solely responsible for the negotiation, administration, and enforcement of oil and gas sales agreements covering the Partnerships' leasehold interests. Because affiliates of the Partnerships who provide services to the Partnerships have fiduciary or other duties to other members of the Samson Companies, contract amendments and negotiating positions taken by them in their effort to enforce contracts with purchasers may not necessarily represent the positions that the Partnerships would take if they were to administer their own contracts without involvement with other members of the Samson Companies. On the other hand, management believes that the Partnerships' negotiating strength and contractual positions have been enhanced by virtue of their affiliation with the Samson Companies. For a description of certain of the relationships and related transactions see "Item 11. Executive Compensation." 66 PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K (a) Financial Statements, Financial Statement Schedules, and Exhibits. (1) Financial Statements: The following financial statements for the Geodyne Energy Income Limited Partnership I-B Geodyne Energy Income Limited Partnership I-C Geodyne Energy Income Limited Partnership I-D Geodyne Energy Income Limited Partnership I-E Geodyne Energy Income Limited Partnership I-F as of December 31, 1996 and 1995 and for each of the three years in the period ended December 31, 1996 are filed as part of this report: Report of Independent Accountants Combined Balance Sheets Combined Statements of Operations Combined Statements of Changes in Partners' Capital (Deficit) Combined Statements of Cash Flows Notes to Combined Financial Statements (2) Financial Statement Schedules: None. (3) Exhibits: 4.1 The Certificate and Agreements of Limited Partnership for the following Partnerships have been previously filed with the SEC as Exhibit 2.1 to Form 8-A filed by each Partnership on the dates shown below and are hereby incorporated by refer- ence. Partnership Filing Date File No. ----------- ------------ -------- I-B May 23, 1986 0-14657 I-C May 23, 1986 0-14658 I-D May 5, 1987 0-15831 I-E May 5, 1987 0-15832 I-F May 5, 1987 0-15833 67 4.2 Advisory Agreement dated as of November 24, 1992 between Samson, PaineWebber, Geodyne Resources, Geodyne Properties, Inc., Geodyne Production Company, and Geodyne Energy Company filed as Exhibit 28.3 to Registrant's Current Report on Form 8-K on December 24, 1992 and is hereby incorporated by reference. 4.3 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-B, filed as Exhibit 4.1 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 4.4 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-C, filed as Exhibit 4.2 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 4.5 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-D, filed as Exhibit 4.3 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 4.6 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-E, filed as Exhibit 4.4 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 68 4.7 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-F, filed as Exhibit 4.5 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. * 23.1 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-B. * 23.2 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-C. * 23.3 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-D. * 23.4 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-E. * 23.5 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-F. * 27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-B's financial statements as of December 31, 1996 and for the year ended December 31, 1996. * 27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-C's financial statements as of December 31, 1996 and for the year ended December 31, 1996. * 27.3 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-D's financial statements as of December 31, 1996 and for the year ended December 31, 1996. 69 * 27.4 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-E's financial statements as of December 31, 1996 and for the year ended December 31, 1996. * 27.5 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-F's financial statements as of December 31, 1996 and for the year ended December 31, 1996. All other Exhibits are omitted as inapplicable. ---------------------- *Filed herewith. (b) Reports on Form 8-K for the fourth quarter of 1996: None. 70 SIGNATURES Pursuant to the requirements of Sections 13 or 15(d) 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 organized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B By: GEODYNE RESOURCES, INC. General Partner March 27, 1997 By: /s/Dennis R. Neill ------------------------------ Dennis R. Neill President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the dates indicated. By: /s/Dennis R. Neill President and March 27, 1997 ------------------- Director (Principal Dennis R. Neill Executive Officer) /s/Patrick M. Hall (Principal March 27, 1997 ------------------- Financial and Patrick M. Hall Accounting Officer) /s/Judy K. Fox Secretary March 27, 1997 ------------------- Judy K. Fox 71 SIGNATURES Pursuant to the requirements of Sections 13 or 15(d) 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 organized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C By: GEODYNE RESOURCES, INC. General Partner March 27, 1997 By: /s/Dennis R. Neill ------------------------------ Dennis R. Neill President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the dates indicated. By: /s/Dennis R. Neill President and March 27, 1997 ------------------- Director (Principal Dennis R. Neill Executive Officer) /s/Patrick M. Hall (Principal March 27, 1997 ------------------- Financial and Patrick M. Hall Accounting Officer) /s/Judy K. Fox Secretary March 27, 1997 ------------------- Judy K. Fox 72 SIGNATURES Pursuant to the requirements of Sections 13 or 15(d) 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 organized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D By: GEODYNE RESOURCES, INC. General Partner March 27, 1997 By: /s/Dennis R. Neill ------------------------------ Dennis R. Neill President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the dates indicated. By: /s/Dennis R. Neill President and March 27, 1997 ------------------- Director (Principal Dennis R. Neill Executive Officer) /s/Patrick M. Hall (Principal March 27, 1997 ------------------- Financial and Patrick M. Hall Accounting Officer) /s/Judy K. Fox Secretary March 27, 1997 ------------------- Judy K. Fox 73 SIGNATURES Pursuant to the requirements of Sections 13 or 15(d) 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 organized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E By: GEODYNE RESOURCES, INC. General Partner March 27, 1997 By: /s/Dennis R. Neill ------------------------------ Dennis R. Neill President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the dates indicated. By: /s/Dennis R. Neill President and March 27, 1997 ------------------- Director (Principal Dennis R. Neill Executive Officer) /s/Patrick M. Hall (Principal March 27, 1997 ------------------- Financial and Patrick M. Hall Accounting Officer) /s/Judy K. Fox Secretary March 27, 1997 ------------------- Judy K. Fox 74 SIGNATURES Pursuant to the requirements of Sections 13 or 15(d) 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 organized. GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F By: GEODYNE RESOURCES, INC. General Partner March 27, 1997 By: /s/Dennis R. Neill ------------------------------ Dennis R. Neill President Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities on the dates indicated. By: /s/Dennis R. Neill President and March 27, 1997 ------------------- Director (Principal Dennis R. Neill Executive Officer) /s/Patrick M. Hall (Principal March 27, 1997 ------------------- Financial and Patrick M. Hall Accounting Officer) /s/Judy K. Fox Secretary March 27, 1997 ------------------- Judy K. Fox 75 ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA REPORT OF INDEPENDENT ACCOUNTANTS TO THE PARTNERS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE PRODUCTION PARTNERSHIP I-B We have audited the combined balance sheets of the Geodyne Energy Income Limited Partnership I-B, an Oklahoma limited partnership, and Geodyne Production Partnership I-B, an Oklahoma general partnership, as of December 31, 1996 and 1995 and the related combined statements of operations, changes in partners' capital (deficit), and cash flows for the years ended December 31, 1996, 1995, and 1994. These financial statements are the responsibility of the Partnerships' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the combined financial statements referred to above present fairly, in all material respects, the combined financial position of the Geodyne Energy Income Limited Partnership I-B and Geodyne Production Partnership I-B at December 31, 1996 and 1995 and the combined results of their operations and cash flows for the years ended December 31, 1996, 1995, and 1994, in conformity with generally accepted accounting principles. As discussed in Note 1 to the financial statements, the Geodyne Energy Income Limited Partnership I-B and Geodyne Production Partnership I-B changed their method of accounting for impairment of their oil and gas properties as of October 1, 1995. COOPERS & LYBRAND L.L.P. Tulsa, Oklahoma March 26, 1997 F-1 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B Combined Balance Sheets December 31, 1996 and 1995 ASSETS ------ 1996 1995 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 13,805 $ 25,001 Accounts receivable: General Partner - 4,074 Oil and gas sales, including $5,872 due from related parties at 1995 54,636 38,453 ------- ------- Total current assets $ 68,441 $ 67,528 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 419,346 482,234 DEFERRED CHARGE 121,350 98,278 ------- ------- $609,137 $648,040 ======= ======= LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) ------------------------------------------- CURRENT LIABILITIES: Accounts payable $ 17,298 $ 7,659 Gas imbalance payable 4,982 73,983 ------- ------- Total current liabilities $ 22,280 $ 81,642 ACCRUED LIABILITY $ 31,110 $ 34,173 PARTNERS' CAPITAL (DEFICIT): General Partner ($102,526) ($104,724) Limited Partners, issued and outstanding, 11,958 Units 658,273 636,949 ------- ------- Total Partners' capital $555,747 $532,225 ------- ------- $609,137 $648,040 ======= ======= The accompanying notes are an integral part of these combined financial statements. F-2 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B Combined Statements of Operations For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ---------- ---------- ---------- REVENUES: Oil and gas sales, including $43,625 and $53,394 of sales to related parties in 1995 and 1994 $364,052 $254,050 $453,021 Interest income 327 614 1,527 Gain on sale of oil and gas properties 598 4,772 - ------- ------- ------- $364,977 $259,436 $454,548 COSTS AND EXPENSES: Lease operating $112,778 $143,112 $113,509 Production tax 18,557 17,997 32,894 Depreciation, depletion, and amortization of oil and gas properties 63,333 303,520 294,794 Impairment provision - 125,159 - General and administrative 63,108 48,113 56,861 ------- ------- ------- $257,776 $637,901 $498,058 ------- ------- ------- NET INCOME (LOSS) $107,201 ($378,465) ($ 43,510) ======= ======= ======= GENERAL PARTNER - NET INCOME (LOSS) $ 7,877 ($ 1,776) $ 9,616 ======= ======= ======= LIMITED PARTNERS - NET INCOME (LOSS) $ 99,324 ($376,689) ($ 53,126) ======= ======= ======= NET INCOME (LOSS) per Unit $ 8.31 ($ 31.50) ($ 4.44) ======= ======= ======= UNITS OUTSTANDING 11,958 11,958 11,958 ======= ======= ======= The accompanying notes are an integral part of these combined financial statements. F-3 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B Combined Statements of Changes in Partners' Capital (Deficit) For the Years Ended December 31, 1996, 1995, and 1994 Limited General Partners Partner Total ------------ --------- ------------ Balance, Dec. 31, 1993 $1,448,764 ($ 93,564) $1,355,200 Net income (loss) ( 53,126) 9,616 ( 43,510) Cash distributions ( 249,000) ( 12,000) ( 261,000) --------- ------- --------- Balance, Dec. 31, 1994 $1,146,638 ($ 95,948) $1,050,690 Net loss ( 376,689) ( 1,776) ( 378,465) Cash distributions ( 133,000) ( 7,000) ( 140,000) --------- ------- --------- Balance, Dec. 31, 1995 $ 636,949 ($104,724) $ 532,225 Net income 99,324 7,877 107,201 Cash distributions ( 78,000) ( 5,679) ( 83,679) --------- ------- --------- Balance, Dec. 31, 1996 $ 658,273 ($102,526) $ 555,747 ========= ======= ========= The accompanying notes are an integral part of these combined financial statements. F-4 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-B Combined Statements of Cash Flows For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ---------- ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income (loss) $107,201 ($378,465) ($ 43,510) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 63,333 303,520 294,794 Impairment provision - 125,159 - Gain on sale of oil and gas properties ( 598) ( 4,772) - (Increase) decrease in accounts receivable -General Partner 4,074 ( 4,074) - (Increase) decrease in accounts receivable - oil and gas sales ( 16,183) 8,015 28,913 (Increase) decrease in deferred charge ( 23,072) 21,965 ( 47,865) Increase (decrease) in accounts payable 9,639 ( 12,323) 7,390 Increase (decrease) in gas imbalance payable ( 69,001) 55,984 17,999 Increase (decrease) in accrued liability ( 3,063) ( 3,474) 5,011 ------- ------- ------- Net cash provided by operating activities $ 72,330 $111,535 $262,732 ------- ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 445) ($ 8,037) ($ 13) Proceeds from sale of oil and gas properties 598 4,954 20 ------- ------- ------- Net cash provided (used) by investing activities $ 153 ($ 3,083) $ 7 ------- ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 83,679) ($140,000) ($261,000) ------- ------- ------- Net cash used by financing activities ($ 83,679) ($140,000) ($261,000) ------- ------- ------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 11,196) ($ 31,548) $ 1,739 F-5 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 25,001 56,549 54,810 ------- ------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 13,805 $ 25,001 $ 56,549 ======= ======= ======= The accompanying notes are an integral part of these combined financial statements. F-6 REPORT OF INDEPENDENT ACCOUNTANTS TO THE PARTNERS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE PRODUCTION PARTNERSHIP I-C We have audited the combined balance sheets of the Geodyne Energy Income Limited Partnership I-C, an Oklahoma limited partnership, and Geodyne Production Partnership I-C, an Oklahoma general partnership, as of December 31, 1996 and 1995 and the related combined statements of operations, changes in partners' capital (deficit), and cash flows for the years ended December 31, 1996, 1995, and 1994. These financial statements are the responsibility of the Partnerships' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the combined financial statements referred to above present fairly, in all material respects, the combined financial position of the Geodyne Energy Income Limited Partnership I-C and Geodyne Production Partnership I-C at December 31, 1996 and 1995 and the combined results of their operations and cash flows for the years ended December 31, 1996, 1995, and 1994, in conformity with generally accepted accounting principles. As discussed in Note 1 to the financial statements, the Geodyne Energy Income Limited Partnership I-C and Geodyne Production Partnership I-C changed their method of accounting for impairment of their oil and gas properties as of October 1, 1995. COOPERS & LYBRAND L.L.P. Tulsa, Oklahoma March 26, 1997 F-7 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C Combined Balance Sheets December 31, 1996 and 1995 ASSETS ------ 1996 1995 --------- --------- CURRENT ASSETS: Cash and cash equivalents $218,437 $115,815 Accounts receivable: General Partner 14,922 18,104 Oil and gas sales 163,306 161,572 ------- ------- Total current assets $396,665 $295,491 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method $317,923 $445,122 DEFERRED CHARGE 66,882 39,457 ------- ------- $781,470 $780,070 ======= ======= LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) ------------------------------------------- CURRENT LIABILITIES: Accounts payable $ 16,894 $ 16,781 Gas imbalance payable - 13,021 ------- ------- Total current liabilities $ 16,894 $ 29,802 ACCRUED LIABILITY $ 12,386 $ 15,632 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 85,499) ($ 66,308) Limited Partners, issued and outstanding, 8,885 Units 837,689 800,944 ------- ------- Total Partners' capital $752,190 $734,636 ------- ------- $781,470 $780,070 ======= ======= The accompanying notes are an integral part of these combined financial statements. F-8 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C Combined Statements of Operations For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ---------- ---------- ---------- REVENUES: Oil and gas sales, including $2,521 and $17,173 of sales to related parties in 1995 and 1994 $1,181,096 $808,435 $1,042,630 Interest income 6,501 4,052 3,606 Gain (loss)on sale of oil and gas properties ( 41,696) 39,926 - Other income - - 189 --------- -------- --------- $1,145,901 $852,413 $1,046,425 COSTS AND EXPENSES: Lease operating $ 172,009 $219,066 $ 272,832 Production tax 69,689 56,131 60,411 Depreciation, depletion, and amortization of oil and gas properties 58,370 181,870 258,978 Impairment provision - 155,698 - General and administrative 107,144 100,580 104,385 --------- ------- --------- $ 407,212 $713,345 $ 696,606 --------- ------- --------- NET INCOME $ 738,689 $139,068 $ 349,819 ========= ======= ========= GENERAL PARTNER - NET INCOME $ 38,944 $ 20,456 $ 27,850 ========= ======= ========= LIMITED PARTNERS - NET INCOME $ 699,745 $118,612 $ 321,969 ========= ======= ========= NET INCOME per Unit $ 78.76 $ 13.35 $ 36.24 ========= ======= ========= UNITS OUTSTANDING 8,885 8,885 8,885 ========= ======= ========= The accompanying notes are an integral part of these combined financial statements. F-9 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C Combined Statements of Changes in Partners' Capital (Deficit) For the Years Ended December 31, 1996, 1995, and 1994 Limited General Partners Partner Total ------------ --------- ------------ Balance, Dec. 31, 1993 $1,340,363 ( 63,314) $1,277,049 Net income 321,969 27,850 349,819 Cash distributions ( 545,000) ( 28,300) ( 573,300) --------- ------ --------- Balance, Dec. 31, 1994 $1,117,332 ($63,764) $1,053,568 Net income 118,612 20,456 139,068 Cash distributions ( 435,000) ( 23,000) ( 458,000) --------- ------ --------- Balance, Dec. 31, 1995 $ 800,944 ($66,308) $ 734,636 Net income 699,745 38,944 738,689 Cash distributions ( 663,000) ( 58,135) ( 721,135) --------- ------ --------- Balance, Dec. 31, 1996 $ 837,689 ($85,499) $ 752,190 ========= ====== ========= The accompanying notes are an integral part of these combined financial statements. F-10 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-C Combined Statements of Cash Flows For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ---------- ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $738,689 $139,068 $349,819 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 58,370 181,870 258,978 Impairment provision - 155,698 - (Gain) loss on sale of oil and gas properties 41,696 ( 39,926) - (Increase) decrease in accounts receivable -General Partner 3,182 ( 18,104) - (Increase) decrease in accounts receivable -oil and gas sales ( 1,734) ( 18,695) 22,563 (Increase) decrease in deferred charge ( 27,425) 14,230 ( 18,785) Increase (decrease) in accounts payable 113 ( 4,578) ( 4,072) Increase (decrease)in gas imbalance payable ( 13,021) 10,652 2,369 Increase (decrease) in accrued liability ( 3,246) ( 3,280) 8,355 ------- ------- ------- Net cash provided by operating activities $796,624 $416,935 $619,227 ------- ------- ------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 1,039) $ - ($ 17,121) Proceeds from sale of oil and gas properties 28,172 40,368 4 ------- ------- ------- Net cash provided (used) by investing activities $ 27,133 $ 40,368 ($ 17,117) ------- ------- ------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($721,135) ($458,000) ($573,300) ------- ------- ------- Net cash used by financing activities ($721,135) ($458,000) ($573,300) ------- ------- ------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $102,622 ($ 697) $ 28,810 F-11 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 115,815 116,512 87,702 ------- ------- ------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $218,437 $115,815 $116,512 ======= ======= ======= The accompanying notes are an integral part of these combined financial statements. F-12 REPORT OF INDEPENDENT ACCOUNTANTS TO THE PARTNERS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE PRODUCTION PARTNERSHIP I-D We have audited the combined balance sheets of the Geodyne Energy Income Limited Partnership I-D, an Oklahoma limited partnership, and Geodyne Production Partnership I-D, an Oklahoma general partnership, as of December 31, 1996 and 1995 and the related combined statements of operations, changes in partners' capital (deficit), and cash flows for the years ended December 31, 1996, 1995, and 1994. These financial statements are the responsibility of the Partnerships' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the combined financial statements referred to above present fairly, in all material respects, the combined financial position of the Geodyne Energy Income Limited Partnership I-D and Geodyne Production Partnership I-D at December 31, 1996 and 1995 and the combined results of their operations and cash flows for the years ended December 31, 1996, 1995, and 1994, in conformity with generally accepted accounting principles. As discussed in Note 1 to the financial statements, the Geodyne Energy Income Limited Partnership I-D and Geodyne Production Partnership I-D changed their method of accounting for impairment of their oil and gas properties as of October 1, 1995. COOPERS & LYBRAND L.L.P. Tulsa, Oklahoma March 26, 1997 F-13 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D Combined Balance Sheets December 31, 1996 and 1995 ASSETS ------ 1996 1995 ----------- ---------- CURRENT ASSETS: Cash and cash equivalents $ 344,951 $ 245,666 Accounts receivable: Oil and gas sales, including $65,811 due from related parties at 1995 306,857 224,856 --------- --------- Total current assets $ 651,808 $ 470,522 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 855,240 1,010,429 DEFERRED CHARGE 98,015 113,490 --------- --------- $1,605,063 $1,594,441 ========= ========= LIABILITIES AND PARTNERS' CAPITAL --------------------------------- CURRENT LIABILITIES: Accounts payable $ 15,285 $ 30,749 Gas imbalance payable 36,687 67,130 --------- --------- Total current liabilities $ 51,972 $ 97,879 ACCRUED LIABILITY $ 16,816 $ 17,970 PARTNERS' CAPITAL: General Partner ($ 4,248) $ 17,993 Limited Partners, issued and outstanding, 7,195 Units 1,540,523 1,460,599 --------- --------- Total Partners' capital $1,536,275 $1,478,592 --------- --------- $1,605,063 $1,594,441 ========= ========= The accompanying notes are an integral part of these combined financial statements. F-14 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D Combined Statements of Operations For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ----------- ---------- ---------- REVENUES: Oil and gas sales, including $362,560 and $437,754 of sales to related parties in 1995 and 1994 $1,812,568 $1,237,419 $1,738,315 Interest income 11,473 8,358 12,843 Gain on sale of oil and gas properties 41,516 1,377 2,993 Other income - - 123 --------- --------- --------- $1,865,557 $1,247,154 $1,754,274 COSTS AND EXPENSES: Lease operating $ 175,311 $ 144,541 $ 245,671 Production tax 115,537 92,050 103,352 Depreciation, depletion, and amortization of oil and gas properties 148,467 249,914 340,098 Impairment provision - 19,510 - General and administrative 92,138 89,352 90,992 --------- --------- --------- $ 531,453 $ 595,367 $ 780,113 --------- --------- --------- NET INCOME $1,334,104 $ 651,787 $ 974,161 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 219,180 $ 135,487 $ 193,738 ========= ========= ========= LIMITED PARTNERS - NET INCOME $1,114,924 $ 516,300 $ 780,423 ========= ========= ========= NET INCOME per Unit $ 154.96 $ 71.76 $ 108.47 ========= ========= ========= UNITS OUTSTANDING 7,195 7,195 7,195 ========= ========= ========= The accompanying notes are an integral part of these combined financial statements. F-15 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D Combined Statements of Changes in Partners' Capital (Deficit) For the Years Ended December 31, 1996, 1995, and 1994 Limited General Partners Partner Total ------------ ---------- ------------ Balance, Dec. 31, 1993 $1,893,876 ( 4,232) $1,889,644 Net income 780,423 193,738 974,161 Cash distributions ( 1,005,000) ( 180,000) ( 1,185,000) --------- ------- --------- Balance, Dec. 31, 1994 $1,669,299 $ 9,506 $1,678,805 Net income 516,300 135,487 651,787 Cash distributions ( 725,000) ( 127,000) ( 852,000) --------- ------- --------- Balance, Dec. 31, 1995 $1,460,599 $ 17,993 $1,478,592 Net income 1,114,924 219,180 1,334,104 Cash distributions ( 1,035,000) ( 241,421) ( 1,276,421) --------- ------- --------- Balance, Dec. 31, 1996 $1,540,523 ($ 4,248) $1,536,275 ========= ======= ========= The accompanying notes are an integral part of these combined financial statements. F-16 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D Combined Statements of Cash Flows For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ------------ ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,334,104 $651,787 $ 974,161 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 148,467 249,914 340,098 Impairment provision - 19,510 - Gain on sale of oil and gas properties ( 41,516) ( 1,377) ( 2,993) (Increase) decrease in accounts receivable ( 82,001) ( 11,276) 46,746 (Increase) decrease in deferred charge 15,475 ( 15,634) 16,147 Decrease in accounts payable ( 15,464) ( 5,600) ( 19,466) Decrease in gas imbalance payable ( 30,443) ( 10,210) ( 261,883) Increase (decrease) in accrued liability ( 1,154) ( 23,238) 10,797 --------- ------- --------- Net cash provided by operating activities $1,327,468 $853,876 $1,103,607 --------- ------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 10,930) ($ 7,434) ($ 58,268) Proceeds from sale of oil and gas properties 59,168 3,739 5,767 --------- ------- --------- Net cash provided (used) by investing activities $ 48,238 ($ 3,695) ($ 52,501) --------- ------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,276,421) ($852,000) ($1,185,000) --------- ------- --------- Net cash used by financing activities ($1,276,421) ($852,000) ($1,185,000) --------- ------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 99,285 ($ 1,819) ($ 133,894) F-17 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 245,666 247,485 381,379 --------- ------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 344,951 $245,666 $ 247,485 ========= ======= ========= The accompanying notes are an integral part of these combined financial statements. F-18 REPORT OF INDEPENDENT ACCOUNTANTS TO THE PARTNERS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE PRODUCTION PARTNERSHIP I-E We have audited the combined balance sheets of the Geodyne Energy Income Limited Partnership I-E, an Oklahoma limited partnership, and Geodyne Production Partnership I-E, an Oklahoma general partnership, as of December 31, 1996 and 1995 and the related combined statements of operations, changes in partners' capital (deficit), and cash flows for the years ended December 31, 1996, 1995, and 1994. These financial statements are the responsibility of the Partnerships' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the combined financial statements referred to above present fairly, in all material respects, the combined financial position of the Geodyne Energy Income Limited Partnership I-E and Geodyne Production Partnership I-E at December 31, 1996 and 1995 and the combined results of their operations and cash flows for the years ended December 31, 1996, 1995, and 1994, in conformity with generally accepted accounting principles. As discussed in Note 1 to the financial statements, the Geodyne Energy Income Limited Partnership I-E and Geodyne Production Partnership I-E changed their method of accounting for impairment of their oil and gas properties as of October 1, 1995. COOPERS & LYBRAND L.L.P. Tulsa, Oklahoma March 26, 1997 F-19 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E Combined Balance Sheets December 31, 1996 and 1995 ASSETS ------ 1996 1995 ------------- ------------- CURRENT ASSETS: Cash and cash equivalents $ 894,887 $ 734,316 Accounts receivable: Oil and gas sales, including $373,412 due from related parties at 1995 1,233,074 775,771 --------- --------- Total current assets $2,127,961 $1,510,087 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 5,621,729 6,504,506 DEFERRED CHARGE 822,824 942,747 --------- --------- $8,572,514 $8,957,340 ========= ========= LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) ------------------------------------------- CURRENT LIABILITIES: Accounts payable $ 118,262 $ 172,888 Gas imbalance payable 124,200 210,231 --------- --------- Total current liabilities $ 242,462 $ 383,119 ACCRUED LIABILITY $ 142,663 $ 135,446 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 113,140) ($ 54,687) Limited Partners, issued and outstanding, 41,839 Units 8,300,529 8,493,462 --------- --------- Total Partners' capital $8,187,389 $8,438,775 --------- --------- $8,572,514 $8,957,340 ========= ========= The accompanying notes are an integral part of these combined financial statements. F-20 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E Combined Statements of Operations For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ---------- ---------- ---------- REVENUES: Oil and gas sales, including $2,099,338 and $2,420,656 of sales to related parties in 1995 and 1994 $6,006,431 $4,777,881 $6,455,258 Interest income 35,005 28,581 31,102 Gain on sale of oil and gas properties 296,937 3,843 11,697 Other income - - 370 --------- --------- --------- $6,338,373 $4,810,305 $6,498,427 COSTS AND EXPENSES: Lease operating $1,303,281 $1,161,941 $1,691,839 Production tax 403,038 319,588 380,840 Depreciation, depletion, and amortization of oil and gas properties 842,214 1,385,245 2,139,357 Impairment provision - 748,728 - General and administrative 527,292 510,222 515,945 --------- --------- --------- $3,075,825 $4,125,724 $4,727,981 --------- --------- --------- NET INCOME $3,262,548 $ 684,581 $1,770,446 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 602,481 $ 368,023 $ 369,587 ========= ========= ========= LIMITED PARTNERS - NET INCOME $2,660,067 $ 316,558 $1,400,859 ========= ========= ========= NET INCOME per Unit $ 63.58 $ 7.57 $ 33.48 ========= ========= ========= UNITS OUTSTANDING 41,839 41,839 41,839 ========= ========= ========= The accompanying notes are an integral part of these combined financial statements. F-21 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E Combined Statements of Changes in Partners' Capital (Deficit) For the Years Ended December 31, 1996, 1995, and 1994 Limited General Partners Partner Total ------------- ---------- ------------- Balance, Dec. 31, 1993 $11,971,045 ($145,297) $11,825,748 Net income 1,400,859 369,587 1,770,446 Cash distributions ( 3,055,000) ( 340,000) ( 3,395,000) ---------- ------- ---------- Balance, Dec. 31, 1994 $10,316,904 ($115,710) $10,201,194 Net income 316,558 368,023 684,581 Cash distributions ( 2,140,000) ( 307,000) ( 2,447,000) ---------- ------- ---------- Balance, Dec. 31, 1995 $ 8,493,462 ($ 54,687) $ 8,438,775 Net Income 2,660,067 602,481 3,262,548 Cash distributions ( 2,853,000) ( 660,934) ( 3,513,934) ---------- ------- ---------- Balance, Dec. 31, 1996 $ 8,300,529 ($113,140) $ 8,187,389 ========== ======= ========== The accompanying notes are an integral part of these combined financial statements. F-22 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E Combined Statements of Cash Flows For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ------------ ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $3,262,548 $ 684,581 $1,770,446 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 842,214 1,385,245 2,139,357 Impairment provision - 748,728 - Gain on sale of oil and gas properties ( 296,937) ( 3,843) ( 11,697) Increase (decrease) in accounts receivable ( 457,303) 86,309 139,913 (Increase) decrease in deferred charge 119,923 1,722 ( 191,260) Decrease in accounts payable ( 54,626) ( 47,782) ( 21,367) Decrease in gas imbalance payable ( 86,031) ( 25,446) ( 982,416) Increase (decrease) in accrued liability 7,217 ( 244,169) 200,619 --------- --------- --------- Net cash provided by operating activities $3,337,005 $2,585,345 $3,043,595 --------- --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 55,490) ($ 105,852) ($ 197,394) Proceeds from sale of oil and gas properties 392,990 22,208 29,932 --------- --------- --------- Net cash provided (used) by investing activities $ 337,500 ($ 83,644) ($ 167,462) --------- --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($3,513,934) ($2,447,000) ($3,395,000) --------- --------- --------- Net cash used by financing activities ($3,513,934) ($2,447,000) ($3,395,000) --------- --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 160,571 $ 54,701 ($ 518,867) F-23 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 734,316 679,615 1,198,482 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 894,887 $ 734,316 $ 679,615 ========= ========= ========= The accompanying notes are an integral part of these combined financial statements. F-24 REPORT OF INDEPENDENT ACCOUNTANTS TO THE PARTNERS GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE PRODUCTION PARTNERSHIP I-F We have audited the combined balance sheets of the Geodyne Energy Income Limited Partnership I-F, an Oklahoma limited partnership, and Geodyne Production Partnership I-F, an Oklahoma general partnership, as of December 31, 1996 and 1995 and the related combined statements of operations, changes in partners' capital (deficit), and cash flows for the years ended December 31, 1996, 1995, and 1994. These financial statements are the responsibility of the Partnerships' management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the combined financial statements referred to above present fairly, in all material respects, the combined financial position of the Geodyne Energy Income Limited Partnership I-F and Geodyne Production Partnership I-F at December 31, 1996 and 1995 and the combined results of their operations and cash flows for the years ended December 31, 1996, 1995, and 1994, in conformity with generally accepted accounting principles. As discussed in Note 1 to the financial statements, the Geodyne Energy Income Limited Partnership I-F and Geodyne Production Partnership I-F changed their method of accounting for impairment of their oil and gas properties as of October 1, 1995. COOPERS & LYBRAND L.L.P. Tulsa, Oklahoma March 26, 1997 F-25 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F Combined Balance Sheets December 31, 1996 and 1995 ASSETS ------ 1996 1995 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 339,064 $ 272,653 Accounts receivable: Oil and gas sales, including $78,769 due from related parties at 1995 431,888 274,349 --------- --------- Total current assets $ 770,952 $ 547,002 NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,746,830 2,038,534 DEFERRED CHARGE 465,201 538,858 --------- --------- $2,982,983 $3,124,394 ========= ========= LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) ------------------------------------------- CURRENT LIABILITIES: Accounts payable $ 47,364 $ 64,142 Gas imbalance payable 45,279 83,203 --------- --------- Total current liabilities $ 92,643 $ 147,345 ACCRUED LIABILITY $ 103,790 $ 79,435 PARTNERS' CAPITAL (DEFICIT): General Partner ($ 59,110) ($ 25,679) Limited Partners, issued and outstanding, 14,321 Units 2,845,660 2,923,293 --------- --------- Total Partners' capital $2,786,550 $2,897,614 --------- --------- $2,982,983 $3,124,394 ========= ========= The accompanying notes are an integral part of these combined financial statements. F-26 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F Combined Statements of Operations For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ---------- ---------- ---------- REVENUES: Oil and gas sales, including $481,355 and $574,321 of sales to related parties in 1995 and 1994 $2,121,336 $1,762,969 $2,402,053 Interest income 12,228 9,438 13,530 Gain on sale of oil and gas properties 160,187 4,726 3,563 Other income - - 123 --------- --------- --------- $2,293,751 $1,777,133 $2,419,269 COSTS AND EXPENSES: Lease operating $ 622,452 $ 579,433 $ 629,878 Production tax 135,940 115,608 142,934 Depreciation, depletion, and amortization of oil and gas properties 270,978 492,745 789,044 Impairment provision - 258,913 - General and administrative 182,290 175,600 178,404 --------- --------- --------- $1,211,660 $1,622,299 $1,740,260 --------- --------- --------- NET INCOME $1,082,091 $ 154,834 $ 679,009 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 198,724 $ 117,455 $ 138,915 ========= ========= ========= LIMITED PARTNERS - NET INCOME $ 883,367 $ 37,379 $ 540,094 ========= ========= ========= NET INCOME per Unit $ 61.68 $ 2.61 $ 37.71 ========= ========= ========= UNITS OUTSTANDING 14,321 14,321 14,321 ========= ========= ========= The accompanying notes are an integral part of these combined financial statements. F-27 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F Combined Statements of Changes in Partners' Capital (Deficit) For the Years Ended December 31, 1996, 1995, and 1994 Limited General Partners Partner Total ------------ ---------- ------------ Balance, Dec. 31, 1993 $4,170,820 ($ 58,049) $4,112,771 Net income 540,094 138,915 679,009 Cash distributions ( 1,030,000) ( 114,000) ( 1,144,000) --------- ------- --------- Balance, Dec. 31, 1994 $3,680,914 ($ 33,134) $3,647,780 Net income 37,379 117,455 154,834 Cash distributions ( 795,000) ( 110,000) ( 905,000) --------- ------- --------- Balance, Dec. 31, 1995 $2,923,293 ($ 25,679) $2,897,614 Net income 883,367 198,724 1,082,091 Cash distributions ( 961,000) ( 232,155) ( 1,193,155) --------- ------- --------- Balance, Dec. 31, 1996 $2,845,660 ($ 59,110) $2,786,550 ========= ======= ========= The accompanying notes are an integral part of these combined financial statements. F-28 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F Combined Statements of Cash Flows For the Years Ended December 31, 1996, 1995, and 1994 1996 1995 1994 ------------ ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,082,091 $ 154,834 $ 679,009 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, depletion, and amortization of oil and gas properties 270,978 492,745 789,044 Impairment provision - 258,913 - Gain on sale of oil and gas properties ( 160,187) ( 4,726) ( 3,563) (Increase) decrease in accounts receivable ( 157,539) 68,655 ( 5,061) (Increase) decrease in deferred charge 73,657 ( 51,233) ( 49,945) Decrease in accounts payable ( 16,778) ( 14,427) ( 31,963) Decrease in gas imbalance payable ( 37,924) ( 5,277) ( 291,636) Increase (decrease) in accrued liability 24,355 15,557 ( 14,122) --------- --------- --------- Net cash provided by operating activities $1,078,653 $ 915,041 $1,071,763 --------- --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 27,863) ($ 54,383) ($ 83,883) Proceeds from sale of oil and gas properties 208,776 11,377 13,755 --------- --------- --------- Net cash provided (used) by investing activities $ 180,913 ($ 43,006) ($ 70,128) --------- --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,193,155) ($ 905,000) ($1,144,000) --------- --------- --------- Net cash used by financing activities ($1,193,155) ($ 905,000) ($1,144,000) --------- --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 66,411 ($ 32,965) ($ 142,365) F-29 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 272,653 305,618 447,983 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 339,064 $ 272,653 $ 305,618 ========= ========= ========= The accompanying notes are an integral part of these combined financial statements. F-30 GEODYNE ENERGY INCOME PROGRAM I LIMITED PARTNERSHIPS Notes to the Combined Financial Statements For the Years Ended December 31, 1996, 1995, and 1994 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization and Nature of Operations The Geodyne Energy Income Limited Partnerships (the "Partner- ships") were formed pursuant to a public offering of depositary units ("Units"). Upon formation, investors became limited partners (the "Limited Partners") and held Units issued by each Partnership. Geodyne Resources, Inc. is the general partner of the Partnerships. Each Partnership is a general partner in the related Geodyne Energy Income Production Partnership (collectively, the "Production Partnership") in which Geodyne Resources, Inc. serves as the managing partner. Limited Partner capital contributions were contributed to the related Production Partnerships for investment in producing oil and gas properties. The Partnerships were activated on the following dates with the following Limited Partner capital contributions: Limited Partner Date of Capital Partnership Activation Contributions ----------- ------------------ -------------- I-B July 12, 1985 $11,957,700 I-C December 20, 1985 8,884,900 I-D March 4, 1986 7,194,700 I-E September 10, 1986 41,839,400 I-F December 16, 1986 14,320,900 For purposes of these financial statements, the Partnerships and Production Partnerships are collectively referred to as the "Partnerships" and the general partner and managing partner are collectively referred to as the "General Partner." An affiliate of the General Partner owned the following Units at December 31, 1996: Number of Percent of Partnership Units Owned Outstanding Units ----------- ----------- ----------------- I-B 2,446.7 20.5% I-C 881.5 9.9% I-D 692.3 9.6% I-E 5,784.8 13.8% I-F 2,214.6 15.5% F-31 The Partnerships' sole business is the development and production of oil and gas. Allocation of Costs and Revenues The combination of the allocation provisions in each Partner- ship's limited partnership agreement and each Production Partnership's partnership agreement (collectively, the "Partnership Agreement") results in allocations of costs and income between the Limited Partners and General Partner as follows: Before Payout After Payout ------------------ ------------------ General Limited General Limited Partner Partners Partner Partners -------- -------- -------- -------- Costs(1) - ------------------------ Sales commissions, pay- ment for organization and offering costs and management fee 1% 99% - - Property acquisition costs 1% 99% 1% 99% Identified development drilling 1% 99% 1% 99% Development drilling 10% 90% 15% 85% General and administra- tive costs, direct administrative costs and operating costs(2) 10% 90% 15% 85% Income(1) - ------------------------ Temporary investments of Limited Partners' capital contributions 1% 99% 1% 99% Income from oil and gas production(2) 10% 90% 15% 85% Sale of producing pro- perties (2) 10% 90% 15% 85% All other income 10% 90% 15% 85% - ---------- F-32 (1) The allocations in the table result generally from the combined effect of the allocation provisions in the Partnership Agreements. For example, the costs incurred in development drilling are allocated 90.9091% to the limited partnership and 9.0909% to the managing partner. The 90.9091% portion of these costs allocated to the limited partnership, when passed through the limited partnership, is further allocated 99% to the limited partners and 1% to the general partner. In this manner the Limited Partners are allocated 90% of such costs and the General Partner is allocated 10% of such costs. (2) Distributions of cash and the above allocation of income and costs of the General Partner are subject to subordination during the first two twelve-month "allocation periods". The first twelve-month "allocation period" commenced on the last day of the first full fiscal quarter after the earlier of (i) the date on which 90% of a limited partnership's capital contribution to a Production Partnership has been expended or (ii) two years after activation of a Production Partnership. The second twelve-month "allocation period" commenced at the end of the first allocation period. To the extent that the amount of cash distributed in the allocation periods is insufficient to permit the Limited Partners to receive a 15% cumulative (but not compounded) twelve-month return on their capital contributions, up to one-half of the managing partners' share of distributable cash after each such allocation period, and a corresponding amount of their allocable share of income and costs, shall thereafter be allocated to permit the Limited Partners to receive, to the extent available, the aggregate amount of such deficiency. After the allocation periods, the managing partner may recoup amounts previously allocated to the Limited Partners pursuant to this subordination provision to the extent income is otherwise sufficient to permit Limited Partners to receive at least a 15% cumulative (but not compounded) twelve-month return since the commencement of the allocation periods. Currently, the I-B and I-C Partnerships are subject to subordination as discussed above, as the Limited Partners did not receive a 15% cumulative cash distribution; therefore, one-half of the General Partner's income and costs for those Partnerships are being allocated to the Limited Partners. The I-D Partnership achieved payout late in 1991. Beginning with 1992, operations for the I-D Partnership were allocated using the after payout percentages set forth in the table. The I-E and I-F Partnerships achieved payout during the second quarter of 1995. Beginning with the second quarter of 1995, operations for the I-E and I-F Partnerships were allocated using the after payout percentages. F-33 Basis of Presentation These financial statements reflect the combined accounts of each Partnership after the elimination of all inter-partnership transactions and balances. Cash and Cash Equivalents The Partnerships consider all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are not insured, which cause the Partnerships to be subject to risk. Credit Risk Accrued oil and gas sales which are due from a variety of oil and gas purchasers subject the Partnerships to a concentration of credit risk. Some of these purchasers are discussed in Note 3 - Major Customers. Subsequent to year-end, all oil and gas sales accrued as of December 31, 1996 have been collected. Receivable from General Partner The I-B Partnership recorded a receivable from the General Partner at December 31, 1995 in the amount of $4,074 due to indirect general and administrative expenses paid to the General Partner in 1995 exceeding the reimbursable indirect limit imposed by the advisory agreement between Samson Investment Company, PaineWebber Incorporated, and Geodyne (the "Advisory Agreement"). Such receivable was repaid by the General Partner during the first four months of 1996. The I-C Partnership recorded receivables from the General Partner at December 31, 1995 in the amount of $470 due to indirect general and administrative expenses exceeding the reimbursable indirect limit imposed by the Advisory Agreement and $17,634 due to the sale of oil and gas properties late in the fourth quarter of 1995. Such receivables were collected by the I-C Partnership during the first quarter of 1996. The I-C Partnership recorded a receivable from the General Partner at December 31, 1996 in the amount of $14,452 for proceeds due to the I-C Partnership from the sale of oil and gas properties. Subsequent to December 31, 1996 such receivable was collected by the I-C Partnership. The I-C Partnership also recorded a receivable from the General Partner at December 31, 1996 in the amount of $470 due to indirect general and administrative expenses exceeding the reimbursable indirect limit imposed by the Advisory Agreement. Such receivable will be collected by the I-C Partnership during the first quarter of 1997. F-34 Oil and Gas Properties The Partnerships follow the successful efforts method of accounting for their oil and gas properties. Under the successful efforts method, the Partnerships capitalize all property acquisition costs and development costs incurred in connection with the further development of oil and gas reserves. Property acquisition costs include 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 is adjusted to reflect the net cash results of operations, including interest incurred to finance the acquisition, for the period of time the properties are held by the General Partner. Leasehold impairment of unproved properties is recognized based upon an individual property assessment and exploratory experience. Upon discovery of commercial reserves, leasehold costs are transferred to producing properties. 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 are computed on the units-of-production method. The Partnerships' depletion, depreciation, and amortization includes dismantlement and abandonment costs, net of estimated salvage value. The depreciation, depletion, and amortization rates per equivalent barrel of oil produced during the years ended December 31, 1996, 1995, and 1994 were as follows: Partnership 1996 1995 1994 ----------- ------ ------ ------ I-B $2.31 $10.23 $ 7.79 I-C .89 2.92 3.50 I-D 1.26 2.10 2.37 I-E 1.92 2.82 3.70 I-F 1.88 3.01 3.82 When complete units of depreciable property are retired or sold, the asset cost and related accumulated depreciation are eliminated with any gain or loss reflected in income. When less than complete units of depreciable property are retired or sold, the difference between asset cost and salvage value is charged or credited to accumulated depreciation. F-35 Effective October 1, 1995, the Partnerships adopted the requirements of Statement of Financial Accounting Standards ("SFAS") No. 121, "Accounting for the Impairment of Long Lived Assets and Assets Held for Disposal," which is intended to establish more consistent accounting standards for measuring the recoverability of long-lived assets. SFAS No. 121 requires successful efforts companies, like the Partnerships, to evaluate the recoverability of the carrying costs of their proved oil and gas properties at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows of other groups of oil and gas properties. With respect to the Partnerships' oil and gas properties, this evaluation was performed for each field, rather than for the Partnership's properties as a whole as previously allowed by the Securities and Exchange Commission ("SEC"). SFAS No. 121 provides that if the unamortized costs of oil and gas properties exceed the expected undiscounted future cash flows from such properties, the cost of the properties is written down to fair value, which is determined by using the discounted future cash flows from the properties. As a result of the Partnerships' adoption of SFAS No. 121, the Partnerships recorded a non-cash charge against earnings (impairment provision) during the fourth quarter of 1995 as follows: Partnership 1995 ----------- -------- I-B $125,159 I-C 155,698 I-D 19,510 I-E 748,728 I-F 258,913 No such charge was recorded for any Partnership during the year ended December 31, 1996 under SFAS No. 121 or during the year ended December 31, 1994 pursuant to the Partnerships' prior impairment policy. Subsequent to December 31, 1996, the oil and gas industry has seen a drop in oil and gas prices. The Partnerships' reserves were determined at December 31, 1996 using oil and gas prices of $23.75 per barrel and $3.57 per Mcf, respectively. As of the date of this Annual Report on Form 10-K, oil and gas prices received by the Partnerships have decreased to approximately $19.00 per barrel and $1.60 per Mcf, respectively (the "Filing Date Prices"). If the Filing Date Prices, as opposed to December 31, 1996 prices, were used to determine the recoverability of the Partnerships' oil and gas reserves, impairment provisions of the following approximate amounts would have been required at December 31, 1996: F-36 Partnership Amount ----------- ------- I-B $19,000 I-C 5,000 I-D 13,000 I-E 60,000 I-F 21,000 If the Filing Date Prices are in effect on March 31, 1997, the above impairment provisions will be reflected in the Partnerships' financial statements as of March 31, 1997. Impairment provisions do not impact the Partnerships' cash flows from operating activities; however, they do impact the amount of General Partner and Limited Partner capital. The risk that the Partnerships will be required to record further impairment provisions in the future, beyond those noted above, increases when oil and gas prices are depressed. Accordingly, I-D Partnership has one field in which it is reasonably possible that an impairment provision will be recorded in the near term if gas prices decrease below the Filing Date Prices. Deferred Charge The Deferred Charge represents costs deferred for lease operating expenses incurred in connection with the Partnerships' underproduced gas imbalance positions. At December 31, 1996 and 1995, cumulative total gas sales volumes for underproduced wells were less than the Partnerships' pro-rata share of total gas production from these wells by the following amounts: 1996 1995 ------------------- ------------------- Partnership Mcf Amount Mcf Amount ----------- --------- -------- --------- -------- I-B 131,516 $121,350 118,479 $ 98,278 I-C 74,846 66,882 39,284 39,457 I-D 351,688 98,015 357,675 113,490 I-E 1,543,471 822,824 1,619,284 942,747 I-F 578,968 465,201 623,318 538,858 F-37 Accrued Liability The Accrued Liability represents charges accrued for lease operating expenses incurred in connection with the Partnerships' overproduced gas imbalance positions. At December 31, 1996 and 1995, cumulative total gas sales volumes for overproduced wells exceeded the Partnerships' pro-rata share of total gas production from these wells by the following amounts: 1996 1995 ----------------- ----------------- Partnership Mcf Amount Mcf Amount ----------- ------- -------- ------- -------- I-B 33,716 $ 31,110 41,197 $ 34,173 I-C 13,861 12,386 15,564 15,632 I-D 60,338 16,816 56,635 17,970 I-E 267,610 142,663 232,645 135,446 I-F 129,172 103,790 91,886 79,435 Oil and Gas Sales and Gas Imbalance Payable 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 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 revenue 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. At December 31, 1996 and 1995 total sales exceeded the Partnerships' share of estimated total gas reserves as follows: 1996 1995 ----------------- ------------------- Partnership Mcf Amount Mcf Amount ----------- ------- -------- ------- ---------- I-B 3,321 $ 4,982 35,063 $ 73,983 I-C - - 6,543 13,021 I-D 24,458 36,687 34,603 67,130 I-E 82,800 124,200 108,928 210,231 I-F 30,186 45,279 42,235 83,203 F-38 These amounts were recorded as gas imbalance payables in accordance with the sales method. General and Administrative Overhead The General Partner and its affiliates are reimbursed for actual general and administrative costs incurred and attributable to the conduct of the business affairs and operations of the Partnerships. Use of Estimates in Financial Statements The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Further, the deferred charge, the gas imbalance payable, and the accrued liability all involve estimates which could materially differ from the actual amounts ultimately realized or incurred in the near term. Oil and gas reserves (see Note 4) also involve significant estimates which could materially differ from the actual amounts ultimately realized. Income Taxes Income or loss for income tax purposes is includable in the income tax returns of the partners. Accordingly, no recognition has been given to income taxes in these financial statements. 2. TRANSACTIONS WITH RELATED PARTIES The Partnerships reimburse the General Partner for the general and administrative overhead applicable to the Partnerships, based on an allocation of actual costs incurred. The following is a summary of payments made to the General Partner or its affiliates by the Partnerships for general and administrative costs for the years ended December 31, 1996, 1995, and 1994: F-39 Partnership 1996 1995 1994 ----------- -------- -------- -------- I-B $ 45,252 $ 41,178 $ 45,246 I-C 93,550 93,550 94,020 I-D 79,944 79,944 79,944 I-E 464,880 464,880 464,880 I-F 159,120 159,120 159,120 Affiliates of the Partnerships operate certain of the Partnerships' properties and their policy is to bill the Partnerships for all customary charges and cost reimbursements associated with these activities, together with any compressor rentals, consulting, or other services provided. During 1994 and 1995 the Partnerships sold gas at market prices to El Paso Energy Marketing Company, formerly known as Premier Gas Company ("El Paso"). El Paso, like other similar gas marketing firms, then resold such gas to third parties at market prices. El Paso was an affiliate of the Partnerships until December 6, 1995. The following table summarizes the total amount of the Partnerships' sales to El Paso during 1995 and 1994: Partnership 1995 1994 ----------- ---------- ---------- I-B $ 43,625 $ 53,394 I-C 2,521 17,173 I-D 362,560 437,754 I-E 2,099,338 2,420,656 I-F 481,355 574,321 The following table summarizes the amount of the Partnerships' accrued oil and gas sales due from El Paso at December 31, 1995: Partnership 1995 ----------- -------- I-B $ 5,872 I-C - I-D 65,811 I-E 373,412 I-F 78,769 F-40 3. MAJOR CUSTOMERS The following table sets forth purchasers who individually accounted for more than ten percent of the Partnerships' combined oil and gas sales for the years ended December 31, 1996, 1995, and 1994: Partnership Purchaser Percentage ----------- --------------------- ----------------------- 1996 1995 1994 ----- ----- ----- I-B Parker & Parsley Development Company 22.7% - % - % Byrd Operating Company 11.6% - % - % Apache Corporation - % 22.5% 21.3% El Paso 10.0% 17.2% 11.8% Staley Operating Co. - % 16.0% 17.9% Gemini Exploration - % - % 15.9% Mosbacher Exploration - % - % 11.2% I-C Hallwood Petroleum ("Hallwood") 42.8% 31.0% 36.2% Conoco, Inc. ("Conoco") 25.2% 26.4% - % Koch Oil Company 18.3% - % - % National Cooperative Refinery Association - % 10.9% - % I-D Hallwood 31.8% 22.5% 26.7% El Paso 27.9% 29.3% 25.2% Conoco 23.1% 23.0% 11.5% I-E El Paso 49.4% 43.9% 37.5% I-F El Paso 31.9% 27.3% 23.9% F-41 In the event of interruption of purchases by one or more of these significant customers or the cessation or material change in availability of open-access transportation by the Partnerships' pipeline transporters, the Partnerships may encounter difficulty in marketing their gas and in maintaining historic sales levels. Alternative purchasers or transporters may not be readily available. 4. SUPPLEMENTAL OIL AND GAS INFORMATION The following supplemental information regarding the oil and gas activities of the Partnerships is presented pursuant to the disclosure requirements promulgated by the SEC. Capitalized Costs Capitalized costs and accumulated depreciation, depletion, amortization, and valuation allowance at December 31, 1996 and 1995 were as follows: I-B Partnership --------------- 1996 1995 ------------ ------------ Proved properties $7,009,360 $7,431,417 Unproved properties, not subject to depreciation, depletion, and amortization 2,493 2,493 --------- --------- $7,011,853 $7,433,910 Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 6,592,507) ( 6,951,676) --------- --------- Net oil and gas properties $ 419,346 $ 482,234 ========= ========= F-42 I-C Partnership --------------- 1996 1995 ------------ ------------ Proved properties $3,904,778 $5,102,395 Unproved properties, not subject to depreciation, depletion, and amortization 455 455 --------- --------- $3,905,233 $5,102,850 Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 3,587,310) ( 4,657,728) --------- --------- Net oil and gas properties $ 317,923 $ 445,122 ========= ========= I-D Partnership --------------- 1996 1995 ------------ ------------ Proved properties $4,892,664 $ 5,700,272 Unproved properties, not subject to depreciation, depletion, and amortization 49,914 49,914 --------- ---------- $4,942,578 $ 5,750,186 Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 4,087,338) ( 4,739,757) --------- ---------- Net oil and gas properties $ 855,240 $ 1,010,429 ========= ========== F-43 I-E Partnership --------------- 1996 1995 ------------ ------------- Proved properties $27,671,041 $32,071,642 Unproved properties, not subject to depreciation, depletion, and amortization 233,294 233,294 ---------- ---------- $27,904,335 $32,304,936 Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 22,282,606) ( 25,800,430) ---------- ---------- Net oil and gas properties $ 5,621,729 $ 6,504,506 ========== ========== I-F Partnership --------------- 1996 1995 ------------ ------------- Proved properties $8,205,960 $9,770,819 Unproved properties, not subject to depreciation, depletion, and amortization 88,701 88,701 --------- ---------- $8,294,661 $9,859,520 Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 6,547,831) ( 7,820,986) --------- ---------- Net oil and gas properties $1,746,830 $2,038,534 ========= ========== F-44 Costs Incurred The Partnerships incurred no costs in connection with oil and gas acquisition or exploration activities during the years ended December 31, 1996, 1995, and 1994. Costs incurred by the Partnerships in connection with their oil and gas property development activities for the years ended December 31, 1996, 1995, and 1994 were as follows: Partnership 1996 1995 1994 ----------- ------- -------- -------- I-B $ 445 $ 8,037 $ 13 I-C 1,039 - 17,121 I-D 10,930 7,434 58,268 I-E 55,490 105,852 197,394 I-F 27,863 54,383 83,883 Quantities of Proved Oil and Gas Reserves - Unaudited The following tables summarize changes in net quantities of the Partnerships' proved reserves, all of which are located in the United States, for the periods indicated. The proved reserves at December 31, 1996, 1995, and 1994 were estimated by petroleum engineers employed by affiliates of the Partnerships. Certain reserve information was reviewed by Ryder Scott Company Petroleum Engineers, an independent petroleum engineering firm. F-45 I-B Partnership --------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 1993 26,746 1,465,307 Production ( 9,132) ( 172,201) Sales of minerals in place - - Revisions of previous estimates 7,651 ( 231,302) ------ --------- Proved reserves, Dec. 31, 1994 25,265 1,061,804 Production ( 4,628) ( 150,238) Sales of minerals in place ( 33) ( 8,103) Extensions and discoveries 156 23,443 Revisions of previous estimates ( 797) ( 24,686) ------ --------- Proved reserves, Dec. 31, 1995 19,963 902,220 Production ( 2,297) ( 150,543) Sales of minerals in place - - Revisions of previous estimates ( 4,763) 158,168 ------ --------- Proved reserves, Dec. 31, 1996 12,903 909,845 ====== ========= PROVED DEVELOPED RESERVES: December 31, 1994 25,265 1,061,804 ====== ========= December 31, 1995 19,963 902,220 ====== ========= December 31, 1996 12,903 909,845 ====== ========= F-46 I-C Partnership --------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- --------- Proved reserves, Dec. 31, 1993 64,913 773,566 Production ( 32,302) (250,469) Sales of minerals in place - - Revisions of previous estimates 62,826 444,465 ------- ------- Proved reserves, Dec. 31, 1994 95,437 967,562 Production ( 27,843) (207,207) Sales of minerals in place ( 363) ( 14,708) Extensions and discoveries 29 4,374 Revisions of previous estimates 41,535 ( 9,961) ------- ------- Proved reserves, Dec. 31, 1995 108,795 740,060 Production ( 27,537) (226,820) Sales of minerals in place ( 4,934) ( 51,035) Revisions of previous estimates 44,909 340,705 ------- ------- Proved reserves, Dec. 31, 1996 121,233 802,910 ======= ======= PROVED DEVELOPED RESERVES: December 31, 1994 95,437 967,562 ======= ======= December 31, 1995 108,795 740,060 ======= ======= December 31, 1996 121,233 802,910 ======= ======= F-47 I-D Partnership --------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 1993 49,608 2,584,553 Production (26,369) ( 701,737) Sales of minerals in place ( 6) ( 654) Revisions of previous estimates 48,224 699,937 ------ --------- Proved reserves, Dec. 31, 1994 71,457 2,582,099 Production (22,427) ( 577,969) Sales of minerals in place ( 6) ( 2,087) Extensions and discoveries 140 9,656 Revisions of previous estimates 3,810 388,141 ------ --------- Proved reserves, Dec. 31, 1995 52,974 2,399,840 Production (21,291) ( 577,657) Sales of minerals in place ( 4,935) ( 29,621) Extensions and discoveries 123 5,646 Revisions of previous estimates 28,706 499,715 ------ --------- Proved reserves, Dec. 31, 1996 55,577 2,297,923 ====== ========= PROVED DEVELOPED RESERVES: December 31, 1994 71,457 2,573,976 ====== ========= December 31, 1995 52,974 2,399,840 ====== ========= December 31, 1996 55,219 2,276,438 ====== ========= F-48 I-E Partnership --------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ------------ Proved reserves, Dec. 31, 1993 478,825 13,888,769 Production (109,508) ( 2,808,160) Sales of minerals in place ( 877) 4,287 Revisions of previous estimates 116,978 1,632,333 ------- ---------- Proved reserves, Dec. 31, 1994 485,418 12,717,229 Production ( 89,117) ( 2,412,342) Sales of minerals in place ( 65) ( 12,013) Extensions and discoveries 10,358 66,844 Revisions of previous estimates 86,214 2,321,612 ------- ---------- Proved reserves, Dec. 31, 1995 492,808 12,681,330 Production ( 70,998) ( 2,206,082) Sales of minerals in place ( 24,754) ( 278,884) Extensions and discoveries 778 73,593 Revisions of previous estimates 123,001 1,483,030 ------- ---------- Proved reserves, Dec. 31, 1996 520,835 11,752,987 ======= ========== PROVED DEVELOPED RESERVES: December 31, 1994 485,418 12,668,722 ======= ========== December 31, 1995 492,808 12,681,330 ======= ========== December 31, 1996 519,687 11,683,935 ======= ========== F-49 I-F Partnership --------------- Crude Natural Oil Gas (Barrels) (Mcf) --------- ----------- Proved reserves, Dec. 31, 1993 235,378 3,953,204 Production ( 54,874) ( 910,692) Sales of minerals in place ( 64) ( 1,249) Revisions of previous estimates 54,822 894,574 ------- --------- Proved reserves, Dec. 31, 1994 235,262 3,935,837 Production ( 45,101) ( 711,486) Sales of minerals in place ( 33) ( 5,373) Extensions and discoveries 7,063 36,456 Revisions of previous estimates 49,360 578,157 ------- --------- Proved reserves, Dec. 31, 1995 246,551 3,833,591 Production ( 35,577) ( 652,692) Sales of minerals in place ( 12,337) ( 132,134) Extensions and discoveries 399 26,335 Revisions of previous estimates 70,126 481,185 ------- --------- Proved reserves, Dec. 31, 1996 269,162 3,556,285 ======= ========= PROVED DEVELOPED RESERVES: December 31, 1994 235,262 3,911,177 ======= ========= December 31, 1995 246,551 3,833,591 ======= ========= December 31, 1996 268,768 3,532,534 ======= ========= F-50 Standardized Measure of Discounted Future Net Cash Flows of Proved Oil and Gas Reserves - Unaudited The following tables set forth each of the Partnerships' estimated future net cash flows as of December 31, 1996 relating to proved oil and gas reserves based on the standardized measure as pre- scribed in SFAS No. 69: Partnership --------------------------- I-B I-C ------------ ------------- Future cash inflows $3,830,507 $6,022,311 Future production and development costs ( 957,855) ( 2,363,791) --------- --------- Future net cash flows $2,872,652 $3,658,520 10% discount to reflect timing of cash flows ( 912,978) ( 1,158,295) --------- --------- Standardized measure of discounted future net cash flows $1,959,674 $2,500,225 ========= ========= F-51 Partnership --------------------------- I-D I-E ------------ ------------- Future cash inflows $9,538,599 $53,886,640 Future production and development costs ( 1,851,827) ( 13,780,762) --------- ---------- Future net cash flows $7,686,772 $40,105,878 10% discount to reflect timing of cash flows ( 2,145,729) ( 12,922,650) --------- ---------- Standardized measure of discounted future net cash flows $5,541,043 $27,183,228 ========= ========== I-F Partnership --------------- Future cash inflows $19,229,636 Future production and development costs ( 5,769,981) ---------- Future net cash flows $13,459,655 10% discount to reflect timing of cash flows ( 4,379,248) ---------- Standardized measure of discounted future net cash flows $ 9,080,407 ========== F-52 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 near future. Although every reasonable effort has been made to ensure that the reserve estimates reported herein 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 Partnerships' reserves were determined at December 31, 1996 using oil and gas prices of $23.75 per barrel and $3.57 per Mcf, respectively. As of the date of this Annual Report, oil and gas prices received by the Partnerships had decreased to approximately $19.00 per barrel and $1.60 per Mcf, respectively. If such prices, as opposed to December 31, 1996 prices, were used in calculating the standardized measure of discounted future net cash flows of the Partnerships' proved oil and gas reserves as of December 31, 1996, such decrease would have had a significant effect on the value of the reserves disclosed herein. F-53 INDEX TO EXHIBITS ----------------- Number Description - ------ ----------- 4.1 The Certificate and Agreements of Limited Partnership for the following Geodyne Energy Income Limited Partnerships have been previously filed with the SEC as Exhibit 2.1 to Form 8-A filed by each Limited Partnership on the dates shown below and are hereby incorporated by reference. Partnership Filing Date File No. ----------- ------------ -------- I-B May 23, 1986 0-14657 I-C May 23, 1986 0-14658 I-D May 5, 1987 0-15831 I-E May 5, 1987 0-15832 I-F May 5, 1987 0-15833 4.2 Advisory Agreement dated as of November 24, 1992 between Samson, PaineWebber, Geodyne Resources, Geodyne Properties, Inc., Geodyne Production Company, and Geodyne Energy Company filed as Exhibit 28.3 to Registrant's Current Report on Form 8-K on December 24, 1992 and is hereby incorporated by reference. 4.3 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-B, filed as Exhibit 4.1 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 4.4 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-C, filed as Exhibit 4.2 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 4.5 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-D, filed as Exhibit 4.3 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. F-54 4.6 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-E, filed as Exhibit 4.4 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. 4.7 Second Amendment to Amended and Restated Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership I-F, filed as Exhibit 4.5 to Registrant's Current Report on Form 8-K dated August 2, 1993 filed with the SEC on August 10, 1993 and is hereby incorporated by reference. *23.1 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-B. *23.2 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-C. *23.3 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-D. *23.4 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-E. *23.5 Consent of Ryder Scott Company Petroleum Engineers for Geodyne Energy Income Limited Partnership I-F. *27.1 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-B's financial statements as of December 31, 1996 and for the year ended December 31, 1996. *27.2 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-C's financial statements as of December 31, 1996 and for the year ended December 31, 1996. *27.3 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-D's financial statements as of December 31, 1996 and for the year ended December 31, 1996. F-55 *27.4 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-E's financial statements as of December 31, 1996 and for the year ended December 31, 1996. *27.5 Financial Data Schedule containing summary financial information extracted from the Geodyne Energy Income Limited Partnership I-F's financial statements as of December 31, 1996 and for the year ended December 31, 1996. All other Exhibits are omitted as inapplicable. ---------- * Filed herewith. F-56 EX-23.1 2 RYDER SCOTT COMPANY Fax (713) 651-0849 PETROLEUM ENGINEERS Phone (713) 651-9191 1100 Louisiana Suite 3800 Houston, Texas 77002-5218 CONSENT OF PETROLEUM ENGINEERING FIRM We consent to the reference to our name included in this Annual Report on Form 10-K for the year ended December 31, 1996, for Geodyne Energy Income Limited Partnership I-B. RYDER SCOTT COMPANY PETROLEUM ENGINEERS Houston, Texas February 7, 1997 EX-23.2 3 RYDER SCOTT COMPANY Fax (713) 651-0849 PETROLEUM ENGINEERS Phone (713) 651-9191 1100 Louisiana Suite 3800 Houston, Texas 77002-5218 CONSENT OF PETROLEUM ENGINEERING FIRM We consent to the reference to our name included in this Annual Report on Form 10-K for the year ended December 31, 1996, for Geodyne Energy Income Limited Partnership I-C. RYDER SCOTT COMPANY PETROLEUM ENGINEERS Houston, Texas February 7, 1997 EX-23.3 4 RYDER SCOTT COMPANY Fax (713) 651-0849 PETROLEUM ENGINEERS Phone (713) 651-9191 1100 Louisiana Suite 3800 Houston, Texas 77002-5218 CONSENT OF PETROLEUM ENGINEERING FIRM We consent to the reference to our name included in this Annual Report on Form 10-K for the year ended December 31, 1996, for Geodyne Energy Income Limited Partnership I-D. RYDER SCOTT COMPANY PETROLEUM ENGINEERS Houston, Texas February 7, 1997 EX-23.4 5 RYDER SCOTT COMPANY Fax (713) 651-0849 PETROLEUM ENGINEERS Phone (713) 651-9191 1100 Louisiana Suite 3800 Houston, Texas 77002-5218 CONSENT OF PETROLEUM ENGINEERING FIRM We consent to the reference to our name included in this Annual Report on Form 10-K for the year ended December 31, 1996, for Geodyne Energy Income Limited Partnership I-E. RYDER SCOTT COMPANY PETROLEUM ENGINEERS Houston, Texas February 7, 1997 EX-23.5 6 RYDER SCOTT COMPANY Fax (713) 651-0849 PETROLEUM ENGINEERS Phone (713) 651-9191 1100 Louisiana Suite 3800 Houston, Texas 77002-5218 CONSENT OF PETROLEUM ENGINEERING FIRM We consent to the reference to our name included in this Annual Report on Form 10-K for the year ended December 31, 1996, for Geodyne Energy Income Limited Partnership I-F. RYDER SCOTT COMPANY PETROLEUM ENGINEERS Houston, Texas February 7, 1997 EX-27.1 7
5 0000780200 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-B 12-MOS DEC-31-1996 JAN-01-1996 DEC-31-1996 13,805 0 54,636 0 0 68,441 7,011,853 6,592,507 609,137 22,280 0 0 0 0 555,747 609,137 364,052 364,977 0 257,776 0 0 0 107,201 0 107,201 0 0 0 107,201 8.31 0
EX-27.2 8
5 0000791067 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-C 12-MOS DEC-31-1996 JAN-01-1996 DEC-31-1996 218,437 0 178,228 0 0 396,665 3,905,233 3,587,310 781,470 16,894 0 0 0 0 752,190 781,470 1,181,096 1,145,901 0 407,212 0 0 0 738,689 0 738,689 0 0 0 738,689 78.76 0
EX-27.3 9
5 0000799178 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D 12-MOS DEC-31-1996 JAN-01-1996 DEC-31-1996 344,951 0 306,857 0 0 651,808 4,942,578 4,087,338 1,605,063 51,972 0 0 0 0 1,536,275 1,605,063 1,812,568 1,865,557 0 531,453 0 0 0 1,334,104 0 1,334,104 0 0 0 1,334,104 154.96 0
EX-27.4 10
5 0000806613 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E 12-MOS DEC-31-1996 JAN-01-1996 DEC-31-1996 894,887 0 1,233,074 0 0 2,127,961 27,904,335 22,282,606 8,572,514 242,462 0 0 0 0 8,187,389 8,572,514 6,006,431 6,338,373 0 3,075,825 0 0 0 3,262,548 0 3,262,548 0 0 0 3,262,548 63.58 0
EX-27.5 11
5 0000811031 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F 12-MOS DEC-31-1996 JAN-01-1996 DEC-31-1996 339,064 0 431,888 0 0 770,952 8,294,661 6,547,831 2,982,983 92,643 0 0 0 0 2,786,550 2,982,983 2,121,336 2,293,751 0 1,211,660 0 0 0 1,082,091 0 1,082,091 0 0 0 1,082,091 61.68 0
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