FORM 10-K
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, 2002
Commission File Number:
I-D: 0-15831 I-E: 0-15832 I-F: 0-15833
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-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-D 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-K or any amendment to this Form 10-K.
X Disclosure is not contained herein.
-----
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Disclosure is contained herein.
-----
The Registrants are limited partnerships and there is no public market for
trading in the partnership interests.
Indicate by check mark whether the Registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act).
Yes No X
----- -----
DOCUMENTS INCORPORATED BY REFERENCE: None
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FORM 10-K
TABLE OF CONTENTS
PART I.......................................................................4
ITEM 1. BUSINESS...................................................4
ITEM 2. PROPERTIES.................................................9
ITEM 3. LEGAL PROCEEDINGS.........................................18
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS.......19
PART II.....................................................................19
ITEM 5. MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS......19
ITEM 6. SELECTED FINANCIAL DATA...................................22
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF
OPERATIONS................................................26
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK.........................................41
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...............41
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE.......................42
PART III....................................................................42
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL
PARTNER...................................................42
ITEM 11. EXECUTIVE COMPENSATION....................................43
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT................................................47
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS............48
PART IV.....................................................................49
ITEM 14. CONTROLS AND PROCEDURES...................................49
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
ON FORM 8-K...............................................49
SIGNATURES..................................................................58
CERTIFICATION...............................................................59
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PART I.
ITEM 1. BUSINESS
General
The 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-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 26 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
"Samson"), are primarily 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, 2002 Samson owned interests in
approximately 12,000 oil and gas wells located in 18 States of the United States
and the countries of Canada, Venezuela, and Russia. At December 31, 2002, Samson
operated approximately 3,000 oil and gas wells located in 14 states of the
United States, as well as Canada, Venezuela, and Russia.
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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 Samson.
As of February 15, 2003, Samson employed approximately 1,100 persons. No
employees are covered by collective bargaining agreements, and management
believes that Samson provides 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 (888) 436-3963 [(888) GEODYNE].
Pursuant to the terms of the partnership agreements for the Partnerships
(the "Partnership Agreements"), the Partnerships would have terminated on
December 31, 1999. However, the Partnership Agreements provide that the General
Partner may extend the term of each Partnership for up to five periods of two
years each. The General Partner has extended the terms of Partnerships for the
second two-year extension period to December 31, 2003. As of the date of this
Annual Report, the General Partner has not determined whether to further extend
the term of any Partnership.
Funding
Although the Partnership Agreements permit 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
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presently encountering shortages of oilfield tubular goods, compressors,
production material, or other equipment.
Competition and Marketing
The primary source of liquidity and Partnership cash distributions comes
from the net revenues generated from the sale of oil and gas produced from the
Partnerships' oil and gas properties. The level of net revenues is highly
dependent upon the total volumes of oil and natural gas sold. Oil and gas
reserves are depleting assets and will experience production declines over time,
thereby likely resulting in reduced net revenues. The level of net revenues is
also highly dependent upon the prices received for oil and gas sales, which
prices have historically been very volatile and may continue to be so.
Additionally, lower oil and natural gas prices may reduce the amount of oil and
gas that is economic to produce and reduce the Partnerships' revenues and cash
flow. Various factors beyond the Partnerships' control will affect prices for
oil and natural gas, such as:
* Worldwide and domestic supplies of oil and natural gas;
* The ability of the members of the Organization of Petroleum Exporting
Countries ("OPEC") to agree upon and maintain oil prices and production
quotas;
* Political instability or armed conflict in oil-producing regions or
around major shipping areas;
* The level of consumer demand and overall economic activity;
* The competitiveness of alternative fuels;
* Weather conditions;
* The availability of pipelines for transportation; and
* Domestic and foreign government regulations and taxes.
Recently, while economic factors have been relatively unfavorable for oil
and natural gas demand, oil prices have benefited from the political uncertainty
associated with the increase in terrorist activities in parts of the world. In
the last few years, natural gas prices have varied significantly, from very high
prices in late 2000 and early 2001, to low prices in late 2001 and early 2002,
to rising prices in the later part of 2002 and early 2003. The high natural gas
prices were associated with cold winter weather and decreased supply from
reduced capital investment for new drilling, while the low prices were
associated with warm winter weather and reduced economic activity. The more
recent increase in prices is the result of increased demand from weather
patterns, the pricing effect of relatively high oil prices, and increased
concern about the ability of the industry to meet any longer-term demand
increases based upon current drilling activity.
It is not possible to predict the future direction of oil or natural gas
prices or whether the above discussed trends will
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remain. Operating costs, including General and Administrative Expenses, may not
decline over time or may experience only a gradual decline, thus adversely
affecting net revenues as either production or oil and natural gas prices
decline. In any particular period, net revenues may also be affected by either
the receipt of proceeds from property sales or the incursion of additional costs
as a result of well workovers, recompletions, new well drilling, and other
events.
Significant Customers
The following customers accounted for ten percent or more of the
Partnerships' oil and gas sales during the year ended December 31, 2002:
Partnership Customer Percentage
----------- -------- ----------
I-D El Paso Energy Marketing
Company ("El Paso") 45.2%
Duke Energy Field Services, Inc.
("Duke") 17.0%
Sid Richardson Carbon & Gas
("Richardson") 14.2%
I-E El Paso 39.1%
Richardson 13.5%
I-F El Paso 29.5%
Duke 12.3%
BP America Production Company 11.2%
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.
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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. The provisions of these laws and regulations are
complex and affect all who produce, resell, transport, or purchase gas,
including the Partnerships. Although virtually all of the Partnerships' gas
production is not subject to price regulation, other 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.
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 may increase the cost of the Partnerships' operations or may
affect the Partnerships' ability to timely complete 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
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of the Partnerships, but losses can occur from uninsurable risks or in amounts
in excess of existing insurance coverage. In particular, many types of pollution
and contamination can exist, undiscovered, for long periods of time and can
result in substantial environmental liabilities which are not insured. The
occurrence of an event which is not fully covered by insurance could have a
material adverse effect on the Partnerships' financial condition and results of
operations.
ITEM 2. PROPERTIES
Well Statistics
The following table sets forth the number of productive wells of the
Partnerships as of December 31, 2002.
Well Statistics(1)
As of December 31, 2002
P/ship Number of Gross Wells(2) Number of Net Wells(3)
- ------ ------------------------ ------------------------
Total Oil Gas Total Oil Gas
----- ----- ----- ----- ----- -----
I-D 519 403 116 3.43 .67 2.76
I-E 805 642 163 27.13 11.54 15.59
I-F 796 642 154 12.04 4.88 7.16
- ----------
(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. For example, a 15%
working interest in a well represents one gross well, but 0.15 net well.
Drilling Activities
During the year ended December 31, 2002, the Partnerships directly or
indirectly participated in the drilling activities described below:
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Working Revenue
Well Name County St. Interest Interest Type Status
- --------------- ------ --- -------- -------- ---- -------
I-D Partnership
- ---------------
Hunnicutt #20-2 Custer OK - 0.0008 Gas Producing
Jo-Mill Unit Borden TX 0.0014 0.0012 Oil Producing
(10 new wells)
I-E Partnership
- ---------------
Hunnicutt #20-2 Custer OK - 0.0033 Gas Producing
Clifton, Arthur
GU #4 Limestone TX - 0.0023 Gas Producing
Jo-Mill Unit Borden TX 0.0060 0.0053 Oil Producing
(10 new wells)
I-F Partnership
- ---------------
Hunnicutt #20-2 Custer OK - 0.0015 Gas Producing
Clifton, Arthur
GU #4 Limestone TX - 0.0016 Gas Producing
Jo-Mill Unit Borden TX 0.0028 0.0025 Oil Producing
(10 new wells)
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.
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Net Production Data
I-D Partnership
---------------
Year Ended December 31,
-----------------------------------------
2002 2001 2000
-------- -------- ----------
Production:
Oil (Bbls) 3,662 3,301 5,645
Gas (Mcf) 232,115 231,126 296,803
Oil and gas sales:
Oil $ 90,794 $ 84,449 $ 176,543
Gas 631,013 896,064 1,101,105
------- -------- ---------
Total $721,807 $980,513 $1,277,648
======= ======= =========
Total direct operating
expenses $193,298 $231,374 $ 218,795
======= ======= =========
Direct operating expenses
as a percentage of oil
and gas sales 26.8% 23.6% 17.1%
Average sales price:
Per barrel of oil $24.79 $25.58 $31.27
Per Mcf of gas 2.72 3.88 3.71
Direct operating expenses
per equivalent Bbl of
oil $4.56 $5.53 $3.97
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Net Production Data
I-E Partnership
---------------
Year Ended December 31,
--------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 47,779 42,531 52,169
Gas (Mcf) 1,236,432 1,256,766 1,490,003
Oil and gas sales:
Oil $1,089,419 $1,022,419 $1,472,580
Gas 3,350,510 4,964,355 5,346,770
--------- --------- ---------
Total $4,439,929 $5,986,774 $6,819,350
========= ========= =========
Total direct operating
expenses $1,374,975 $1,807,303 $1,442,518
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 31.0% 30.2% 21.2%
Average sales price:
Per barrel of oil $22.80 $24.04 $28.23
Per Mcf of gas 2.71 3.95 3.59
Direct operating expenses
per equivalent Bbl of
oil $5.42 $7.17 $4.80
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Net Production Data
I-F Partnership
---------------
Year Ended December 31,
------------------------------------------
2002 2001 2000
---------- ---------- ----------
Production:
Oil (Bbls) 22,670 20,545 25,105
Gas (Mcf) 302,990 272,161 347,462
Oil and gas sales:
Oil $ 509,350 $ 498,704 $ 712,647
Gas 856,855 1,095,887 1,310,279
--------- --------- ---------
Total $1,366,205 $1,594,591 $2,022,926
========= ========= =========
Total direct operating
expenses $ 526,428 $ 802,980 $ 529,553
========= ========= =========
Direct operating expenses
as a percentage of oil
and gas sales 38.5% 50.4% 26.2%
Average sales price:
Per barrel of oil $22.47 $24.27 $28.39
Per Mcf of gas 2.83 4.03 3.77
Direct operating expenses
per equivalent Bbl of
oil $7.19 $12.18 $ 6.38
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, 2002. 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, L.P. ("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.
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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, 2002. Such prices were not
escalated except in certain circumstances where escalations were fixed and
readily determinable in accordance with applicable contract provisions. Oil and
gas prices at December 31, 2002 were higher than the prices in effect on
December 31, 2001. This increase in oil and gas prices has caused the estimates
of remaining economically recoverable reserves, as well as the values placed on
said reserves, at December 31, 2002 to be higher than such estimates and values
at December 31, 2001. 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, 2002. There
can be no assurance that the prices used in calculating the net present value of
the Partnerships' proved reserves at December 31, 2002 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 these reserve
estimates represent the most accurate assessment possible, the significance of
the subjective decisions required and variances in available data for various
reservoirs make these estimates generally less precise than other estimates
presented in connection with financial statement disclosures.
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Proved Reserves and
Net Present Values
From Proved Reserves
As of December 31, 2002(1)
I-D Partnership:
- ---------------
Estimated proved reserves:
Gas (Mcf) 1,315,719
Oil and liquids (Bbls) 56,533
Net present value (discounted at 10% per annum) $ 3,647,635
I-E Partnership:
- ---------------
Estimated proved reserves:
Gas (Mcf) 6,775,074
Oil and liquids (Bbls) 421,343
Net present value (discounted at 10% per annum) $19,894,751
I-F Partnership:
- ---------------
Estimated proved reserves:
Gas (Mcf) 2,334,632
Oil and liquids (Bbls) 200,897
Net present value (discounted at 10% per annum) $ 6,751,875
- ----------
(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.
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 number and percent of each
Partnership's total wells which are operated by affiliates of the Partnerships
as of December 31, 2002:
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Operated Wells
-------------------------------------------
Partnership Number Percent
----------- ------ -------
I-D 26 4%
I-E 40 5%
I-F 40 5%
The following table sets forth certain well and reserves information as of
December 31, 2002 for 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.
The Permian Basin straddles west Texas and southeast New Mexico.
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Significant Properties as of December 31, 2002
----------------------------------------------
Wells
Operated by
Affiliates Oil Gas
Gross Net Other Total ------------ Reserves Reserves Present
Basin Wells Wells Wells(1) Wells Number %(2) (Bbl) (Mcf) Value
- ---------------- ----- ------- ------ ------ ------ ---- -------- --------- -----------
I-D Partnership:
Anadarko 75 1.89 45 120 22 18% 8,423 778,014 $1,915,316
Permian 408 .65 3 411 - - 45,209 308,534 1,250,368
I-E Partnership:
Anadarko 92 9.95 51 143 28 20% 41,318 3,506,947 $8,635,397
Permian 420 4.10 3 423 8 2% 225,574 1,887,152 7,229,694
I-F Partnership:
Anadarko 92 4.56 51 143 28 20% 17,889 1,512,482 $3,710,379
Permian 411 1.89 - 411 8 2% 111,824 135,337 1,112,108
- ---------------------
(1) Wells in which only a non-working (e.g. royalty) interest is owned.
(2) Percent of the Partnership's total wells in the basin which are operated by
affiliates of the Partnerships.
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Following is a description of those oil and gas properties whose revisions
in the estimated proved reserves (based on equivalent barrels of oil) as of
December 31, 2002, as compared to December 31, 2001, were significant to the
Partnerships.
The I-D and I-E Partnerships' estimated proved reserves increased 23,643
and 139,495 barrels of oil equivalent, respectively, in the Sibley-State GU 2 #1
well located in Pecos County, Texas from December 31, 2001 to December 31, 2002.
These increases were primarily due to revised forecasts in reserves based on
actual production experience.
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
A lawsuit styled Xplor Energy Operating Co. v. The Newton Corp, et al.,
Case No. 99-04-01960-CV, 284th Judicial District Court of Montgomery County,
Texas was filed on May 12, 1999. The Newton Corp. ("Newton") acquired an
interest at auction in the State 87-S1 (the "Well") owned by the I-E
Partnership, the I-F Partnership, and a related partnership (collectively the
"Prior Owners"). Eight months after Newton's acquisition of the Prior Owners'
interest, the operator of the Well, Xplor Energy Operating Co. ("Xplor"),
plugged and abandoned the Well. Xplor filed this lawsuit on May 12, 1999
alleging that the Prior Owners were the record owners of the lease when it
expired and that the Prior Owners were responsible for the costs of plugging and
abandoning the Well. Xplor sought to recover the Prior Owners' proportionate
share of the costs to plug and abandon the well along with attorneys' fees and
interest. The Prior Owners denied liability and cross-claimed against Newton for
indemnity for any amounts that may be awarded to Xplor. Newton in turn alleged
that the Prior Owners were liable for the plugging costs. Trial was held on
August 6, 2001. At the conclusion of the trial the Court awarded Xplor $86,000
plus $200,000 in attorney fees and awarded Newton $300 plus $161,000 in attorney
fees to be divided
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among the Prior Owners. On January 15, 2002 the Prior Owners filed an appeal of
the matter with the Court of Appeals, Fifth District of Texas, Dallas, Texas,
Case No. 05-02-00070-CV. The I-E Partnership and I-F Partnership have
approximately 50% and 35%, respectively, of the liability with respect to the
trial court judgment rendered in the matter.
On April 23, 2002 the Prior Owners entered into a settlement agreement
with Xplor thereby settling for $165,000 the judgment in favor of Xplor. On
January 23, 2003 the Court of Appeals ruled against Newton on all issues except
the one claim resulting in the $300 liability to the Prior Owners. The Court of
Appeals remanded the case to the trial court to determine and award to Newton
any portion of the alleged attorneys' fees awarded to them that is attributable
solely to the $300 award against the Prior Owners. The trial court has not yet
made this determination.
Except as described above, 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 2002.
PART II.
ITEM 5. MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS
As of March 1, 2003, 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-D 7,195 650
I-E 41,839 2,410
I-F 14,321 751
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. In
addition, as further described below, the General Partner is aware of certain
"4.9% tender offers" which have been made for
-19-
the Units. The General Partner believes that the transfers between unrelated
parties 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.
Repurchase Offer Prices
-----------------------
2001 2002 2003
-------------------------- -------------------------- ----
1st 2nd 3rd 4th 1st 2nd 3rd 4th 1st
P/ship Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr.
- ------ ---- ---- ---- ---- ---- ---- ---- ---- ----
I-D $147 $118 $240 $213 $195 $185 $187 $174 $160
I-E 138 109 216 190 174 170 166 154 141
I-F 153 126 207 192 188 188 180 171 162
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.
-20-
Right of Presentment Prices
---------------------------
2001 2002 2003
-------------------------- -------------------------- ----
1st 2nd 3rd 4th 1st 2nd 3rd 4th 1st
P/ship Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr. Qtr.
- ------ ---- ---- ---- ---- ---- ---- ---- ---- ----
I-D $173 $153 $250 $231 $219 $211 $187 $178 $169
I-E 161 141 227 209 198 195 166 157 148
I-F 171 152 216 206 202 202 173 167 161
In addition to the repurchase offer and Right of Presentment described
above, some of the Partnerships have been subject to "4.9% tender offers" from
several third parties. The General Partner does not know the terms of these
offers or the prices received by the Limited Partners who accepted these offers.
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 during 2001 and 2002 and the first quarter of 2003:
Cash Distributions
------------------
2001
-----------------------------------------
1st 2nd 3rd 4th
P/ship Qtr. Qtr. Qtr. Qtr.
------ ------ ------ ------ ------
I-D $28.63 $28.63 $26.69 $27.10
I-E 28.06 28.49 28.87 25.60
I-F 26.53 26.67 17.88 14.94
-21-
2002 2003
----------------------------------------- ------
1st 2nd 3rd 4th 1st
P/ship Qtr. Qtr. Qtr. Qtr. Qtr.
------ ------ ------ ------ ------ ------
I-D $17.37 $10.56 $ 9.03 $13.34 $13.07
I-E 15.87 4.59 9.39 11.81 13.89
I-F 4.54 - 3.98 8.94 9.15
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."
-22-
Selected Financial Data
I-D Partnership
---------------
2002 2001 2000 1999 1998
---------- ---------- ------------ ---------- ------------
Oil and Gas Sales $721,807 $980,513 $1,277,648 $771,318 $1,061,235
Net Income:
Limited Partners 327,473 537,720 770,633 365,028 762,614
General Partner 63,388 104,007 144,360 77,422 148,669
Total 390,861 641,727 914,993 442,450 911,283
Limited Partners' Net
Income per Unit 45.51 74.74 107.11 50.73 105.99
Limited Partners' Cash
Distributions per
Unit 50.30 111.05 91.32 62.54 152.05
Total Assets 764,909 768,994 1,064,341 922,668 973,693
Partners' Capital
(Deficit):
Limited Partners 692,461 726,988 988,268 874,635 959,607
General Partner ( 22,566) ( 32,551) ( 11,358) ( 31,152) ( 53,161)
Number of Units
Outstanding 7,195 7,195 7,195 7,195 7,195
-23-
Selected Financial Data
I-E Partnership
---------------
2002 2001 2000 1999 1998
------------ ------------ ------------ ------------ ------------
Oil and Gas Sales $4,439,929 $5,986,774 $6,819,350 $4,161,530 $4,611,235
Net Income:
Limited Partners 1,938,357 2,402,419 3,762,340 2,061,313 1,929,509
General Partner 381,049 566,576 737,129 468,089 548,239
Total 2,319,406 2,968,995 4,499,469 2,529,402 2,477,748
Limited Partners' Net
Income per Unit 46.33 57.42 89.92 49.27 46.12
Limited Partners' Cash
Distributions per
Unit 41.66 111.02 77.96 41.71 93.98
Total Assets 4,485,466 4,235,904 6,445,895 5,859,238 5,425,656
Partners' Capital
(Deficit):
Limited Partners 3,950,401 3,755,044 5,997,625 5,497,285 5,180,972
General Partner ( 92,930) ( 183,708) ( 25,660) ( 106,782) ( 232,100)
Number of Units
Outstanding 41,839 41,839 41,839 41,839 41,839
-24-
Selected Financial Data
I-F Partnership
---------------
2002 2001 2000 1999 1998
------------ ------------ ---------- ------------ ------------
Oil and Gas Sales $1,366,205 $1,594,591 $2,022,926 $1,292,077 $1,442,718
Net Income:
Limited Partners 489,409 279,459 1,035,200 771,304 212,910
General Partner 97,261 96,425 205,081 171,987 140,360
Total 586,670 375,884 1,240,281 943,291 353,270
Limited Partners' Net
Income per Unit 34.17 19.51 72.29 53.86 14.87
Limited Partners' Cash
Distributions per
Unit 17.46 86.02 58.80 27.58 85.47
Total Assets 1,587,402 1,391,116 2,261,944 1,990,904 1,858,973
Partners' Capital
(Deficit):
Limited Partners 1,255,261 1,015,852 1,968,393 1,775,193 1,398,889
General Partner ( 15,418) ( 49,082) 7,531 ( 9,232) ( 94,547)
Number of Units
Outstanding 14,321 14,321 14,321 14,321 14,321
-25-
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 primary source of
liquidity and Partnership cash distributions comes from the net revenues
generated from the sale of oil and gas produced from the Partnerships' oil and
gas properties. The level of net revenues is highly dependent upon the prices
received for oil and gas sales, which prices have historically been very
volatile and may continue to be so. Additionally, lower oil and natural gas
prices may reduce the amount of oil and gas that is economic to produce and
reduce the Partnerships' revenues and cash flow. Various factors beyond the
Partnerships' control will affect prices for oil and natural gas, such as:
-26-
* Worldwide and domestic supplies of oil and natural gas;
* The ability of the members of the Organization of Petroleum Exporting
Countries ("OPEC") to agree upon and maintain oil prices and production
quotas;
* Political instability or armed conflict in oil-producing regions or
around major shipping areas;
* The level of consumer demand and overall economic activity;
* The competitiveness of alternative fuels;
* Weather conditions;
* The availability of pipelines for transportation; and
* Domestic and foreign government regulations and taxes.
Recently, while economic factors have been relatively unfavorable for oil
and natural gas demand, oil prices have benefited from the political uncertainty
associated with the increase in terrorist activities in parts of the world. In
the last few years, natural gas prices have varied significantly, from very high
prices in late 2000 and early 2001, to low prices in late 2001 and early 2002,
to rising prices in the later part of 2002 and early 2003. The high natural gas
prices were associated with cold winter weather and decreased supply from
reduced capital investment for new drilling, while the low prices were
associated with warm winter weather and reduced economic activity. The more
recent increase in prices is the result of increased demand from weather
patterns, the pricing effect of relatively high oil prices, and increased
concern about the ability of the industry to meet any longer-term demand
increases based upon current drilling activity.
It is not possible to predict the future direction of oil or natural gas
prices or whether the above discussed trends will remain. Operating costs,
including General and Administrative Expenses, may not decline over time or may
experience only a gradual decline, thus adversely affecting net revenues as
either production or oil and natural gas prices decline. In any particular
period, net revenues may also be affected by either the receipt of proceeds from
property sales or the incursion of additional costs as a result of well
workovers, recompletions, new well drilling, and other events.
In addition to pricing, the level of net revenues is also highly dependent
upon the total volumes of oil and natural gas sold. Oil and gas reserves are
depleting assets and will experience production declines over time, thereby
likely resulting in reduced net revenues. Despite this general trend of
declining production, several factors can cause the volumes of oil and gas sold
to increase or decrease at an even greater rate over a given period. These
factors include, but are not limited to, (i) geophysical conditions which cause
an acceleration of the decline in production, (ii) the shutting in of wells (or
the opening of previously shut-in wells) due to low oil and gas prices,
mechanical difficulties, loss of a market or transportation, or performance of
workovers, recompletions, or
-27-
other operations in the well, (iii) prior period volume adjustments (either
positive or negative) made by purchasers of the production, (iv) ownership
adjustments in accordance with agreements governing the operation or ownership
of the well (such as adjustments that occur at payout), and (v) completion of
enhanced recovery projects which increase production for the well. Many of these
factors are very significant as related to a single well or as related to many
wells over a short period of time. However, due to the large number of wells
owned by the Partnerships, these factors are generally not material as compared
to the normal decline in production experienced on all remaining wells.
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." Following is a
discussion of each Partnership's results of operations for the year ended
December 31, 2002 as compared to the year ended December 31, 2001 and for the
year ended December 31, 2001 as compared to the year ended December 31, 2000.
I-D Partnership
---------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
-------------------------------------
Total oil and gas sales decreased $258,706 (26.4%) in 2002 as compared to
2001. Of this decrease, approximately $269,000 was related to a decrease in the
average price of gas sold. Volumes of oil and gas sold increased 361 barrels and
989 Mcf, respectively, in 2002 as compared to 2001. The increase in volumes of
oil sold was primarily due to the successful completion of several new wells
within the same unit during 2002, which increase was partially offset by normal
declines in production. The increase in volumes of gas sold was primarily due to
(i) a positive prior period volume adjustment on one significant well during
2002 and (ii) a positive prior period gas balancing adjustment on another
significant well during 2002. These increases were substantially offset by
normal declines in production. Average oil and gas prices decreased to $24.79
per barrel and $2.72 per Mcf, respectively, in 2002 from $25.58 per barrel and
$3.88 per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $38,076 (16.5%) in 2002 as compared to 2001. This
decrease was primarily due to (i) workover expenses incurred on two significant
wells during 2001
-28-
and (ii) a decrease in production taxes associated with the decrease in oil and
gas sales. As a percentage of oil and gas sales, these expenses increased to
26.8% in 2002 from 23.6% in 2001. This percentage increase was primarily due to
the decreases in the average prices of oil and gas sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $30,757 (46.4%) in 2002 as compared to 2001. This decrease was
primarily due to (i) upward revisions in the estimates of remaining oil and gas
reserves at December 31, 2002, (ii) one significant well being fully depleted in
2001 due to the lack of remaining economically recoverable reserves, and (iii)
the sale of one significant well during late 2001. As a percentage of oil and
gas sales, this expense decreased to 4.9% in 2002 from 6.8% in 2001. This
percentage decrease was primarily due to the dollar decrease in depreciation,
depletion, and amortization.
General and administrative expenses increased $1,637 (1.6%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 14.3% in 2002 from 10.4% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $16,276,175 or 226.22% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
-------------------------------------
Total oil and gas sales decreased $297,135 (23.3%) in 2001 as compared to
2000. Of this decrease, approximately $73,000 and $244,000, respectively, were
related to decreases in volumes of oil and gas sold, which decreases were
partially offset by an increase of approximately $39,000 related to an increase
in the average price of gas sold. Volumes of oil and gas sold decreased 2,344
barrels and 65,677 Mcf, respectively, in 2001 as compared to 2000. The decrease
in volumes of oil sold was primarily due to the shutting-in of one significant
well in order to perform a workover during 2001. The decrease in volumes of gas
sold was primarily due to (i) the shutting-in of one significant well in order
to perform a workover during 2001 and (ii) normal declines in production.
Average oil prices decreased to $25.58 per barrel in 2001 from $31.27 per barrel
in 2000. Average gas prices increased to $3.88 per Mcf in 2001 from $3.71 per
Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $12,579 (5.7%) in 2001 as compared to 2000. This
increase was primarily due to workover expenses incurred on two significant
wells during 2001, which increase was partially offset by a decrease in
production taxes
-29-
associated with the decrease in oil and gas sales. As a percentage of oil and
gas sales, these expenses increased to 23.6% in 2001 from 17.1% in 2000. This
percentage increase was primarily due to the decrease in the average price of
oil sold and the workover expenses incurred.
Depreciation, depletion, and amortization of oil and gas properties
increased $4,441 (7.2%) in 2001 as compared to 2000. This increase was primarily
due to (i) one significant well being fully depleted in 2001 due to a lack of
remaining economically recoverable reserves and (ii) the sale of one significant
well during late 2001. These increases were partially offset by the decreases in
volumes of oil and gas sold. As a percentage of oil and gas sales, this expense
increased to 6.8% in 2001 from 4.8% in 2000. This percentage increase was
primarily due to the depreciation, depletion, and amortization expense on the
well fully depleted in 2001.
General and administrative expenses increased $9,586 (10.4%) in 2001 as
compared to 2000. This increase was primarily due to a change in allocation of
audit fees among the I-D Partnership and other affiliated partnerships. As a
percentage of oil and gas sales, these expenses increased to 10.4% in 2001 from
7.2% in 2000. This percentage increase was primarily due to the decrease in oil
and gas sales.
I-E Partnership
---------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
-------------------------------------
Total oil and gas sales decreased $1,546,845 (25.8%) in 2002 as compared
to 2001. Of this decrease, approximately $1,534,000 was related to a decrease in
the average price of gas sold. Volumes of oil sold increased 5,248 barrels,
while volumes of gas sold decreased 20,334 Mcf in 2002 as compared to 2001. The
increase in volumes of oil sold was primarily due to (i) the successful
completion of several new wells within the same unit during 2002, (ii) a
positive prior period volume adjustment made by the purchaser on one significant
well during 2002, and (iii) an increase in production on another significant
well following successful repairs made during early 2001. The decrease in
volumes of gas sold was primarily due to (i) normal declines in production and
(ii) the I-E Partnership receiving a reduced percentage of sales on one
significant well during 2002 due to gas balancing. Management expects the gas
balancing adjustment to continue for the foreseeable future. These decreases
were partially offset by (i) a positive prior period volume adjustment on one
significant well during 2002, (ii) negative prior period gas balancing
adjustments on two significant wells during 2001, and (iii) a positive prior
period gas balancing adjustment on
-30-
another significant well during 2002. Average oil and gas prices decreased to
$22.80 per barrel and $2.71 per Mcf, respectively, for 2002 from $24.04 per
barrel and $3.95 per Mcf, respectively, for 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $432,328 (23.9%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a decrease in production taxes associated with
the decrease in oil and gas sales, (ii) a partial reversal during 2002 of
approximately $75,000 (due to a partial post-judgment settlement) of a charge
previously accrued for a judgment, and (iii) workover expenses incurred on two
significant wells during 2001. These decreases were partially offset by (i)
workover expenses incurred on one significant well during 2002 and (ii) an
increase in workover expenses incurred during 2002 as compared to 2001, which
increase was primarily due to workovers performed on two wells within the same
unit during 2002. As a percentage of oil and gas sales, these expenses increased
to 31.0% in 2002 from 30.2% in 2001.
Depreciation, depletion, and amortization of oil and gas properties
decreased $674,638 (73.3%) in 2002 as compared to 2001. This decrease was
primarily due to (i) several wells being fully depleted in 2001 due to the lack
of remaining economically recoverable reserves and (ii) upward revisions in the
estimates of remaining oil and gas reserves at December 31, 2002. As a
percentage of oil and gas sales, this expense decreased to 5.5% in 2002 from
15.4% in 2001. This percentage decrease was primarily due to the dollar decrease
in depreciation, depletion, and amortization.
General and administrative expenses increased $5,783 (1.2%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 11.4% in 2002 from 8.4% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $65,063,552 or 155.51% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
-------------------------------------
Total oil and gas sales decreased $832,576 (12.2%) in 2001 as compared to
2000. Of this decrease, approximately (i) $272,000 and $838,000, respectively,
were related to decreases in volumes of oil and gas sold and (ii) $178,000 was
related to a decrease in the average price of oil sold. These decreases were
partially offset by an increase of approximately $455,000 related to an increase
in the average price of gas sold. Volumes of oil
-31-
and gas sold decreased 9,638 barrels and 233,237 Mcf, respectively, in 2001 as
compared to 2000. The decrease in volumes of oil sold was primarily due to (i)
the shutting-in of one significant well during 2001 in order to perform repairs
and maintenance, (ii) the sale of several wells during mid 2000, and (iii)
normal declines in production. The decrease in volumes of gas sold was primarily
due to (i) normal declines in production and (ii) negative gas balancing
adjustments on two significant wells during 2001. Average oil prices decreased
to $24.04 per barrel in 2001 from $28.23 per barrel in 2000. Average gas prices
increased to $3.95 per Mcf in 2001 from $3.59 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $364,785 (25.3%) in 2001 as compared to 2000. This
increase was primarily due to (i) a charge of approximately $246,000 accrued for
the payment of a judgment for plugging liabilities, which judgment is currently
under appeal and (ii) workover expenses incurred on two significant wells during
2001. As a percentage of oil and gas sales, these expenses increased to 30.2% in
2001 from 21.2% in 2000. This percentage increase was primarily due to the
dollar increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
increased $418,181 (83.3%) in 2001 as compared to 2000. This increase was
primarily due to (i) several wells being fully depleted in 2001 due to a lack of
remaining economically recoverable reserves and (ii) downward revisions in the
estimates of remaining oil reserves at December 31, 2001. As a percentage of oil
and gas sales, this expense increased to 15.4% in 2001 from 7.4% in 2000. This
percentage increase was primarily due to the dollar increase in depreciation,
depletion, and amortization.
General and administrative expenses decreased $18,251 (3.5%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 8.4% in 2001 from 7.6% in 2000. This percentage increase was primarily due to
the decrease in oil and gas sales.
I-F Partnership
---------------
Year Ended December 31, 2002 Compared
to Year Ended December 31, 2001
-------------------------------------
Total oil and gas sales decreased $228,386 (14.3%) in 2002 as compared to
2001. Of this decrease, approximately $41,000 and $363,000, respectively, were
related to decreases in the average prices of oil and gas sold. These decreases
were partially offset by increases of approximately $52,000 and $124,000,
-32-
respectively, related to increases in volumes of oil and gas sold. Volumes of
oil and gas sold increased 2,125 barrels and 30,829 Mcf, respectively, in 2002
as compared to 2001. The increase in volumes of oil sold was primarily due to
(i) the successful completion of several new wells within the same unit during
2002, (ii) a positive prior period volume adjustment made by the purchaser on
one significant well during 2002, and (iii) an increase in production on another
significant well following successful repairs made during early 2001. The
increase in volumes of gas sold was primarily due to (i) a negative prior period
gas balancing adjustment on one significant well during 2001, (ii) a positive
prior period gas balancing adjustment on another significant well during 2002,
and (iii) an increase in production on two significant wells following
successful repairs made during early 2001. Average oil and gas prices decreased
to $22.47 per barrel and $2.83 per Mcf, respectively, in 2002 from $24.27 per
barrel and $4.03 per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $276,552 (34.4%) in 2002 as compared to 2001. This
decrease was primarily due to (i) a partial reversal during 2002 of
approximately $52,000 (due to a partial post-judgment settlement) of a charge
previously accrued for a judgment, (ii) workover expenses incurred on several
wells during 2001, and (iii) a decrease in production taxes associated with the
decrease in oil and gas sales. As a percentage of oil and gas sales, these
expenses decreased to 38.5% in 2002 from 50.4% in 2001. This percentage decrease
was primarily due to the dollar decrease in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
decreased $268,351 (79.7%) in 2002 as compared to 2001. This decrease was
primarily due to (i) two significant wells being fully depleted in 2001 due to
the lack of remaining economically recoverable reserves and (ii) upward
revisions in the estimates of remaining oil and gas reserves at December 31,
2002. As a percentage of oil and gas sales, this expense decreased to 5.0% in
2002 from 21.1% in 2001. This percentage decrease was primarily due to the
dollar decrease in depreciation, depletion, and amortization.
General and administrative expenses increased $2,514 (1.4%) in 2002 as
compared to 2001. As a percentage of oil and gas sales, these expenses increased
to 13.7% in 2002 from 11.6% in 2001. This percentage increase was primarily due
to the decrease in oil and gas sales.
The Limited Partners have received cash distributions through December 31,
2002 totaling $20,705,664 or 144.58% of Limited Partners' capital contributions.
-33-
Year Ended December 31, 2001 Compared
to Year Ended December 31, 2000
-------------------------------------
Total oil and gas sales decreased $428,335 (21.2%) in 2001 as compared to
2000. Of this decrease, approximately (i) $129,000 and $284,000, respectively,
were related to decreases in volumes of oil and gas sold and (ii) $85,000 was
related to a decrease in the average price of oil sold. These decreases were
partially offset by an increase of approximately $70,000 related to an increase
in the average price of gas sold. Volumes of oil and gas sold decreased 4,560
barrels and 75,301 Mcf, respectively, in 2001 as compared to 2000. The decrease
in volumes of oil sold was primarily due to (i) normal declines in production,
(ii) the sale of several wells during mid 2000, and (iii) the shutting-in of one
significant well during 2001 in order to perform repairs and maintenance. The
decrease in volumes of gas sold was primarily due to (i) a negative gas
balancing adjustment on one significant well during 2001, (ii) the shutting-in
of two significant wells during 2001 in order to perform repairs and
maintenance, and (iii) normal declines in production. Average oil prices
decreased to $24.27 per barrel in 2001 from $28.39 per barrel in 2000. Average
gas prices increased to $4.03 per Mcf in 2001 from $3.77 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $273,427 (51.6%) in 2001 as compared to 2000. This
increase was primarily due to (i) a charge of approximately $172,000 accrued for
the payment of a judgment for plugging liabilities, which judgment is currently
under appeal and (ii) workover expenses incurred on several wells during 2001.
As a percentage of oil and gas sales, these expenses increased to 50.4% in 2001
from 26.2% in 2000. This percentage increase was primarily due to the dollar
increase in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
increased $183,525 (119.8%) in 2001 as compared to 2000. This increase was
primarily due to (i) two significant wells being fully depleted in 2001 due to a
lack of remaining economically recoverable reserves and (ii) downward revisions
in the estimates of remaining oil reserves at December 31, 2001. As a percentage
of oil and gas sales, this expense increased to 21.1% in 2001 from 7.6% in 2000.
This percentage increase was primarily due to the dollar increase in
depreciation, depletion, and amortization.
General and administrative expenses increased $3,861 (2.1%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 11.6% in 2001 from 8.9% in
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2000. This percentage increase was primarily due to the decrease in oil and gas
sales.
Average Sales Prices, Production Volumes and Average Production Costs
The following tables are comparisons of the annual average oil and gas
sales prices, production volumes, and average production costs (lease operating
expenses and production taxes) per barrel of oil equivalent (one barrel of oil
or six Mcf of gas) for 2002, 2001 and 2000.
2002 Compared to 2001
---------------------
Average Sales Prices
- ---------------------------------------------------------------------------
P/ship 2002 2001 % Change
- ------ ------------------ ------------------ ------------
Oil Gas Oil Gas
($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas
------- ------- ------- ------- ----- -----
I-D $24.79 $2.72 $25.58 $3.88 (3%) (30%)
I-E 22.80 2.71 24.04 3.95 (5%) (31%)
I-F 22.47 2.83 24.27 4.03 (7%) (30%)
Production Volumes
- ---------------------------------------------------------------------------
P/ship 2002 2001 % Change
- -------- -------------------- --------------------- --------------
Oil Gas Oil Gas Oil Gas
(Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf)
------ --------- ------ --------- ------ -----
I-D 3,662 232,115 3,301 231,126 11% -
I-E 47,779 1,236,432 42,531 1,256,766 12% ( 2%)
I-F 22,670 302,990 20,545 272,161 10% 11%
Average Production Costs per
Barrel of Oil Equivalent
--------------------------------------
P/ship 2002 2001 % Change
------ ----- ------ --------
I-D $4.56 $ 5.53 (18%)
I-E 5.42 7.17 (24%)
I-F 7.19 12.18 (41%)
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2001 Compared to 2000
---------------------
Average Sales Prices
- ---------------------------------------------------------------------------
P/ship 2001 2000 % Change
- ------ ------------------ ------------------ ------------
Oil Gas Oil Gas
($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas
------- ------- ------- ------- ----- -----
I-D $25.58 $3.88 $31.27 $3.71 (18%) 5%
I-E 24.04 3.95 28.23 3.59 (15%) 10%
I-F 24.27 4.03 28.39 3.77 (15%) 7%
Production Volumes
- ---------------------------------------------------------------------------
P/ship 2001 2000 % Change
- -------- -------------------- --------------------- --------------
Oil Gas Oil Gas Oil Gas
(Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf)
------ --------- ------ --------- ------ -----
I-D 3,301 231,126 5,645 296,803 (42%) (22%)
I-E 42,531 1,256,766 52,169 1,490,003 (18%) (16%)
I-F 20,545 272,161 25,105 347,462 (18%) (22%)
Average Production Costs per
Barrel of Oil Equivalent
--------------------------------------
P/ship 2001 2000 % Change
------ ------ ----- --------
I-D $ 5.53 $3.97 39%
I-E 7.17 4.80 49%
I-F 12.18 6.38 91%
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, where methods are employed to permit more efficient recovery
of reserves, or where identified developmental drilling or recompletion
opportunities are pursued, thereby resulting in a positive economic impact.
Assuming 2002 production levels for future years, the Partnerships' proved
reserve quantities at December 31, 2002 would have the following remaining
lives:
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Partnership Gas-Years Oil-Years
----------- --------- ---------
I-D 5.7 15.4
I-E 5.5 8.8
I-F 7.7 8.9
These life of reserves estimates are based on the current estimates of remaining
oil and gas reserves. See "Item 2. Properties" for a discussion of these reserve
estimates. Any increase or decrease in the oil and gas prices at December 31,
2002 may cause an increase or decrease in the estimated life of said reserves.
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 for any of the Partnerships in the
future. The Partnerships have no debt commitments. Cash for operational purposes
will be provided by current oil and gas production. During 2002, 2001, and 2000,
the Partnerships expended no capital on oil and gas acquisition or exploration
activities. However, during those years the Partnerships expended the following
amounts on oil and gas developmental activities, primarily well recompletion and
developmental drilling:
Partnership 2002 2001 2000
----------- -------- ------- -------
I-D $ 18,908 $13,561 $ 5,264
I-E 169,433 79,497 97,556
I-F 68,426 26,127 62,963
While these expenditures may reduce or eliminate cash available for a particular
quarterly cash distribution, the General Partner believes that these activities
are necessary for the prudent operation of the properties and maximization of
their value to the Partnerships.
The Partnerships sold certain oil and gas properties during 2002, 2001,
and 2000. The sale of the Partnerships' properties was made by the General
Partner after giving due consideration to both the offer price and the General
Partner's estimate of the property's remaining proved reserves and future
operating costs. Net proceeds from the sale of any such properties were included
in the calculation of the Partnerships' cash distributions for the quarter
immediately following the Partnerships' receipt of the proceeds. The amount of
such proceeds from the sale of oil and gas properties during 2002, 2001, and
2000, were as follows:
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Partnership 2002 2001 2000
----------- -------- ------- --------
I-D $ 50,469 $ 5,189 $ 738
I-E 165,692 22,262 119,626
I-F 57,889 42,331 84,068
The General Partner believes that the sale of these properties will be
beneficial to the Partnerships in the long-term since the properties sold
generally had a higher ratio of future operating expenses as compared to
reserves than the properties not sold.
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. The Partnerships' quantity of
proved reserves has been reduced by the sale of oil and gas properties as
described above; therefore, it is possible that the Partnerships' future cash
distributions will decline as a result of a reduction of the Partnerships'
reserve base.
Pursuant to the terms of the Partnership Agreements, the Partnerships
would have terminated on December 31, 1999. However, the Partnership Agreements
provide that the General Partner may extend the term of each Partnership for up
to five periods of two years each. The General Partner has extended the terms of
the Partnerships for the second two-year extension period to December 31, 2003.
As of the date of this Annual Report, the General Partner has not determined
whether to further extend the term of any Partnership.
Critical Accounting Policies
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
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allocated portion of the General Partners' property screening costs. The
acquisition cost to the Partnership 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.
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' calculation of depreciation, depletion, and amortization includes
estimated dismantlement and abandonment costs, net of estimated salvage values.
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 proceeds are credited to oil and gas properties.
The Partnerships evaluate the recoverability of the carrying costs of
their proved oil and gas properties for each oil and gas field (rather than
separately for each well). If the unamortized costs of oil and gas properties
within a field 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. The
risk that the Partnerships will be required to record impairment provisions in
the future increases as oil and gas prices decrease.
The Deferred Charge on the Balance Sheets included in Item 15 of this
Annual Report represents costs deferred for lease operating expenses incurred in
connection with the Partnerships' underproduced gas imbalance positions.
Conversely, the Accrued Liability represents charges accrued for lease operating
expenses incurred in connection with the Partnerships' overproduced gas
imbalance positions. The rate used in calculating the Deferred Charge and
Accrued Liability is the annual average production costs per Mcf.
The Partnerships' oil and condensate production is sold, title passed, and
revenue recognized at or near the Partnerships' wells under short-term purchase
contracts at prevailing prices in accordance with arrangements which are
customary in the oil and gas industry. Sales of gas applicable to the
Partnerships' interest in producing oil and gas leases are recorded as revenue
when the gas is metered and title transferred pursuant to the gas sales
contracts covering the Partnerships' interest in gas reserves. During such times
as a Partnership's sales of gas exceed its pro rata ownership in a well, such
sales are recorded as revenues unless total sales from the well have exceeded
the Partnership's share of estimated total gas reserves underlying the property,
at which time such excess is recorded as a
-39-
liability. The rates per Mcf used to calculate this liability are based on the
average gas prices received for the volumes at the time the overproduction
occurred. This also approximates the price for which the Partnerships are
currently settling this liability. These amounts were recorded as gas imbalance
payables in accordance with the sales method. These gas imbalance payables will
be settled by either gas production by the underproduced party in excess of
current estimates of total gas reserves for the well or by a negotiated or
contractual payment to the underproduced party.
New Accounting Pronouncements
Below is a brief description of Financial Accounting Standards ("FAS")
recently issued by the Financial Accounting Standards Board ("FASB") which may
have an impact on the Partnerships' future results of operations and financial
position.
In July 2001, the FASB issued FAS No. 143, "Accounting for Asset
Retirement Obligations", which is effective for fiscal years beginning after
June 15, 2002 (January 1, 2003 for the Partnerships). FAS No. 143 will require
the recording of the fair value of liabilities associated with the retirement of
long-lived assets (mainly plugging and abandonment costs for the Partnerships'
depleted wells), in the period in which the liabilities are incurred (at the
time the wells are drilled). Management estimates that adopting this statement
will result in an increase in capitalized cost of oil and gas properties, an
increase in net income for the cumulative effect of the change in accounting
principle, and the recognition of an asset retirement obligation in the
following approximate amounts for each Partnership:
Change in Increase in
Capitalized Net Income for
Cost of Oil the Change in Asset
and Gas Accounting Retirement
Partnership Properties Principle Obligation
- ----------- ------------ -------------- ----------
I-D $ 45,000 $ 16,000 $ 29,000
I-E 396,000 122,000 274,000
I-F 175,000 56,000 119,000
The asset retirement obligation will be adjusted upwards each quarter in
order to recognize accretion of the time-related discount factor. Management has
not yet determined the actual or estimated impact of these future adjustments on
the Partnerships' future financial condition or results of operations.
-40-
In August 2001, the FASB issued FAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets", which is effective for fiscal
years beginning after December 15, 2001(January 1, 2002 for the Partnerships).
This statement supersedes FAS No. 121 "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed Of". The provisions
of FAS No. 144, as they relate to the Partnerships, are essentially the same as
FAS No. 121 and thus did not have a significant effect on the Partnerships'
financial condition or results of operations.
In November 2002, the FASB issued FASB Interpretation 45 (FIN 45)
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantee of Indebtedness of Others." FIN 45 requires that upon
issuance of a guarantee, the guarantor must recognize a liability for the fair
value of the obligation it assumes under that guarantee. The disclosure
requirements are effective for financial statements of both interim and annual
periods which end after December 15, 2002. The Partnerships are not guarantors
under any guarantees and thus this interpretation is not expected to have an
effect on their financial position or results of operations.
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
2002. 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 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
The Partnerships do not hold any market risk sensitive instruments.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements and supplementary data are indexed in Item 15
hereof.
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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 51 President and Director
Judy K. Fox 52 Secretary
The director will hold office until the next annual meeting of shareholders of
Geodyne or until his successor has been duly elected and qualified. All
executive officers serve at the discretion of the Board of Directors.
Dennis R. Neill joined Samson in 1981, was named Senior Vice President and
Director of Geodyne on March 3, 1993, and was named President of Geodyne and its
subsidiaries on June 30, 1996. Prior to joining Samson, 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 and as President and Director of Samson Properties Incorporated, Samson
Hydrocarbons Company, Dyco Petroleum Corporation, Berry Gas Company, Circle L
Drilling Company, Snyder Exploration Company, and Compression, Inc.
Judy K. Fox joined Samson in 1990 and was named Secretary of Geodyne and
its subsidiaries on June 30, 1996. Prior to joining Samson, 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, Samson Hydrocarbons Company, Snyder Exploration Company, and Samson
Properties Incorporated.
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
-42-
delinquent filers during 2002 of reports required under Section 16 of the
Securities Exchange Act of 1934.
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. When actual costs incurred
benefit other Partnerships and affiliates, the allocation of costs is based on
the relationship of the Partnerships' reserves to the total reserves owned by
all Partnerships and affiliates. The amount of general and administrative
expense allocated to the General Partner and its affiliates which was charged to
each Partnership for 2002, 2001, and 2000, is set forth in the table below.
Although the actual costs incurred by the General Partner and its affiliates
have fluctuated during the three years presented, the amount charged to the
Partnerships have not fluctuated every year due to expense limitations imposed
by the Partnership Agreements.
Partnership 2002 2001 2000
----------- -------- -------- --------
I-D $ 79,944 $ 79,944 $ 79,944
I-E 464,880 464,880 464,880
I-F 159,120 159,120 159,120
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 based on the allocation method
described above. 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
during 2002, 2001, and 2000:
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Salary Reimbursement
I-D Partnership
---------------
Three Years Ended December 31, 2002
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(#) ($) ($)
- ---------------- ---- ------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $47,447 - - - - - -
2001 $44,385 - - - - - -
2002 $42,690 - - - - -
- ----------
(1) 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. Neill.
(2) 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
$100,000 per annum.
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Salary Reimbursement
I-E Partnership
---------------
Three Years Ended December 31, 2002
Long Term Compensation
------------------------------------
Annual Compensation Awards Payouts
----------------------------- ------------------------ -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- ------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $275,906 - - - - - -
2001 $258,101 - - - - - -
2002 $248,246 - - - - - -
- ----------
(1) 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. Neill.
(2) 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
$100,000 per annum.
-45-
Salary Reimbursement
I-F Partnership
---------------
Three Years Ended December 31, 2002
Long Term Compensation
-----------------------------------
Annual Compensation Awards Payouts
----------------------------- ------------------------ -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- ---------------- ---- ------- ----- ------- ---------- -------- ------- -------
Dennis R. Neill,
President(1) 2000 - - - - - - -
2001 - - - - - - -
2002 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 2000 $94,438 - - - - - -
2001 $88,343 - - - - - -
2002 $84,970 - - - - - -
- ----------
(1) 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. Neill.
(2) 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.
-46-
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.
Samson maintains necessary inventories of new and used field equipment.
Samson may have provided some of this equipment for wells in which the
Partnerships have an interest. This equipment was 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.
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 March 1, 2003 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-D Partnership:
- ---------------
Samson Resources Company 1,760 (24.5%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 1,760 (24.5%)
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I-E Partnership:
- ---------------
Samson Resources Company 10,269 (24.5%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 10,269 (24.5%)
I-F Partnership:
- ---------------
Samson Resources Company 4,253 (29.7%)
All affiliates, directors,
and officers of the General
Partner as a group and
the General Partner (4 persons) 4,253 (29.7%)
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
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 Samson. The
Partnerships thus compete with Samson (including other oil and gas partnerships)
for the time and resources of such personnel. Samson devotes such
-48-
time and personnel to the management of the Partnerships as are indicated by the
circumstances and as are consistent with the General Partner's fiduciary duties.
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 Samson, 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 Samson.
On the other hand, management believes that the Partnerships' negotiating
strength and contractual positions have been enhanced by virtue of their
affiliation with Samson.
PART IV.
ITEM 14. CONTROLS AND PROCEDURES
Within the 90 days prior to the date of this report, the Partnerships
carried out an evaluation under the supervision and with the participation of
the Partnerships' management, including their chief executive officer and chief
financial officer, of the effectiveness of the design and operation of the
Partnerships' disclosure controls and procedures pursuant to Rule 13a-14 of the
Securities Exchange Act of 1934. Based upon that evaluation, the Partnerships'
chief executive officer and chief financial officer concluded that the
Partnerships' disclosure controls and procedures are effective in timely
alerting them to material information relating to the Partnerships required to
be included in the Partnerships' periodic filings with the SEC. There have been
no significant changes in the Partnerships' internal controls or in other
factors which could significantly affect the Partnerships' internal controls
subsequent to the date the Partnerships carried out this evaluation.
ITEM 15. 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-D
Geodyne Energy Income Limited Partnership I-E
Geodyne Energy Income Limited Partnership I-F
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as of December 31, 2002 and 2001 and for each of the three years in
the period ended December 31, 2002 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:
Exh.
No. Exhibit
4.1 Amended and Restated Agreement and Certificate of Limited
Partnership dated March 4, 1986 for Geodyne Energy Income Limited
Partnership I-D filed as Exhibit 4.1 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
4.2 Amended and Restated Certificate of Limited Partnership of
PaineWebber/Geodyne Energy Income Limited Partnership I-D dated
March 9, 1989, filed as Exhibit 4.2 to Annual Report on Form 10-K405
for period ended December 31, 2001, filed with the SEC on February
28, 2002 and is hereby incorporated by reference.
4.3 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Amended and Restated Agreement
and Certificate of Limited Partnership dated February 24, 1993 for
Geodyne Energy Income Limited Partnership I-D filed as Exhibit 4.4
to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
4.4 Second Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated August 4, 1993 for Geodyne Energy
Income Limited Partnership I-D filed as Exhibit 4.7 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
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4.5 Third Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated July 1, 1996 for Geodyne Energy Income
Limited Partnership I-D filed as Exhibit 4.10 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.6 Fourth Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated December 23, 1999 for Geodyne Energy
Income Limited Partnership I-D filed as Exhibit 4.13 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.7 Fifth Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated November 14, 2001 for Geodyne Energy
Income Production Partnership I-D filed as Exhibit 4.7 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 28, 2002 and is hereby incorporated by
reference.
4.8 Second Amendment to Amended and Restated Certificate of Limited
Partnership of Geodyne Energy Income Limited Partnership I-D filed
as Exhibit 4.8 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.9 Third Amendment to Amended and Restated Certificate of Limited
Partnership of Geodyne Energy Income Limited Partnership I-D filed
as Exhibit 4.9 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.10 Fourth Amendment to Amended and Restated Certificate of Limited
Partnership of Geodyne Energy Income Limited Partnership I-D filed
as Exhibit 4.10 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.11 Amended and Restated Agreement and Certificate of Limited
Partnership dated September 10, 1986 for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.2 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
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4.12 Amended and Restated Certificate of Limited Partnership of Geodyne
Energy Income Limited Partnership I-E dated March 9, 1989 filed as
Exhibit 4.12 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.13 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Amended and Restated Agreement
and Certificate of Limited Partnership dated February 24, 1993 for
Geodyne Energy Income Limited Partnership I-E filed as Exhibit 4.5
to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
4.14 Second Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated August 4, 1993 for Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.8 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.15 Third Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated July 1, 1996 for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.11 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.16 Fourth Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated December 23, 1999 for Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.14 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.17 Fifth Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated November 14, 2001 for Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.17 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 28, 2002 and is hereby incorporated by
reference.
4.18 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for Geodyne Energy Income Limited
Partnership I-E filed as Exhibit 4.18 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
-52-
4.19 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated December 27, 1999, for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.19 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
4.20 Fourth Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.20 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
4.21 Amended and Restated Agreement and Certificate of Limited
Partnership dated December 17, 1986 for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.3 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.22 Amended and Restated Certificate of Limited Partnership of
PaineWebber/Geodyne Energy Income Limited Partnership I-F dated
March 9, 1989 filed as Exhibit 4.22 to Annual Report on Form 10-K405
for period ended December 31, 2001, filed with the SEC on February
28, 2002 and is hereby incorporated by reference.
4.23 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Amended and Restated Agreement
and Certificate of Limited Partnership dated February 24, 1993 for
Geodyne Energy Income Limited Partnership I-F filed as Exhibit 4.6
to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
4.24 Second Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated August 4, 1993 for Geodyne Energy
Income Limited Partnership I-F filed as Exhibit 4.9 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.25 Third Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated July 1, 1996 for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.12 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
-53-
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.26 Fourth Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated December 23, 1999 for Geodyne Energy
Income Limited Partnership I-F filed as Exhibit 4.15 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.27 Fifth Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated November 14, 2001, for the Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.27 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 28, 2002 and is hereby incorporated by
reference.
4.28 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for Geodyne Energy Income Limited
Partnership I-F filed as Exhibit 4.28 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
4.29 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated December 27, 1999, for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.29 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
4.30 Fourth Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.30 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
10.1 Amended and Restated Agreement of Partnership dated March 4, 1986
for Geodyne Energy Income Production Partnership I-D filed as
Exhibit 10.1 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.2 First Amendment to Amended and Restated Agreement of Partnership
dated February 26, 1993 for Geodyne Energy Income Production
Partnership I-D filed as Exhibit 10.4 to Registrant's Annual Report
on Form 10-K for the year
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ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.3 Second Amendment to Amended and Restated Agreement of Partnership
dated July 1, 1996 for Geodyne Energy Income Production Partnership
I-D filed as Exhibit 10.7 to Registrant's Annual Report on Form 10-K
for the year ended December 31, 1999, filed with the SEC on February
24, 2000 and is hereby incorporated by reference.
10.4 Third Amendment to Amended and Restated Agreement of Partnership
dated December 30, 1999 for Geodyne Energy Income Production
Partnership I-D filed as Exhibit 10.10 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.5 Fourth Amendment to Amended and Restated Agreement of Partnership
dated November 14, 2001 for Geodyne Energy Income Production
Partnership I-D filed as Exhibit 10.5 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
10.6 Amended and Restated Agreement of Partnership dated September 10,
1986 for Geodyne Energy Income Production Partnership I-E filed as
Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.7 First Amendment to Amended and Restated Agreement of Partnership
dated February 26, 1993 for Geodyne Energy Income Production
Partnership I-E filed as Exhibit 10.5 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.8 Second Amendment to Amended and Restated Agreement of Partnership
dated July 1, 1996 for Geodyne Energy Income Production Partnership
I-E filed as Exhibit 10.8 to Registrant's Annual Report on Form 10-K
for the year ended December 31, 1999, filed with the SEC on February
24, 2000 and is hereby incorporated by reference.
10.9 Third Amendment to Amended and Restated Agreement of Partnership
dated December 30, 1999 for Geodyne Energy Income Production
Partnership I-E filed as Exhibit 10.11 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
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10.10 Fourth Amendment to Amended and Restated Agreement of Partnership
dated November 14, 2001 for Geodyne Energy Income Production
Partnership I-E filed as Exhibit 10.10 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
10.11 Amended and Restated Agreement of Partnership dated December 17,
1986 for Geodyne Energy Income Production Partnership I-F filed as
Exhibit 10.3 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.12 First Amendment to Amended and Restated Agreement of Partnership
dated February 26, 1993 for Geodyne Energy Income Production
Partnership I-F filed as Exhibit 10.6 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.13 Second Amendment to Amended and Restated Agreement of Partnership
dated July 1, 1996 for Geodyne Energy Income Production Partnership
I-F filed as Exhibit 10.9 to Registrant's Annual Report on Form 10-K
for the year ended December 31, 1999, filed with the SEC on February
24, 2000 and is hereby incorporated by reference.
10.14 Third Amendment to Amended and Restated Agreement of Partnership
dated December 30, 1999 for Geodyne Energy Income Production
Partnership I-F filed as Exhibit 10.12 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.15 Fourth Amendment to Amended and Restated Agreement of Partnership
dated November 14, 2001 for Geodyne Energy Income Production
Partnership I-F filed as Exhibit 10.15 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
*23.1 Consent of Ryder Scott Company, L.P. for the Geodyne Energy Income
Limited Partnership I-D.
*23.2 Consent of Ryder Scott Company, L.P. for the Geodyne Energy Income
Limited Partnership I-E.
*23.3 Consent of Ryder Scott Company, L.P. for the Geodyne Energy Income
Limited Partnership I-F.
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*99.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership I-D.
*99.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership I-E.
*99.3 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership I-F.
All other Exhibits are omitted as inapplicable.
----------------------
*Filed herewith.
(b) Reports on Form 8-K filed during the fourth quarter of 2002:
None
-57-
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
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-E
GEODYNE ENERGY INCOME LIMITED
PARTNERSHIP I-F
By: GEODYNE RESOURCES, INC.
General Partner
March 28, 2003
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 28, 2003
------------------- Director (Principal
Dennis R. Neill Executive Officer)
//s//Craig D. Loseke Chief Accounting March 28, 2003
------------------- Officer (Principal
Craig D. Loseke Financial and
Accounting Officer)
//s//Judy K. Fox Secretary March 28, 2003
-------------------
Judy K. Fox
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CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership I-D;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
-59-
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 28, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-60-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership I-D;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
-61-
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 28, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-62-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership I-E;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
-63-
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 28, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-64-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership I-E;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
-65-
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 28, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-66-
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership I-F;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
-67-
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 28, 2003
//s//Dennis R. Neill
---------------------------
Dennis R. Neill, President
(Principal Executive Officer)
-68-
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy
Income Limited Partnership I-F;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this annual
report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report;
4. The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its consolidated
subsidiaries, is made known to us by others within those entities, particularly
during the period in which this annual report is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and
c) presented in this annual report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;
5. The registrant's other certifying officers and I have disclosed, based
on our most recent evaluation, to the registrant's auditors and the audit
committee of registrant's board of directors (or persons performing the
equivalent functions):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and
-69-
b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and
6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant changes in internal controls or in
other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.
Date: March 28, 2003
//s//Craig D. Loseke
---------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)
-70-
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D
GEODYNE PRODUCTION PARTNERSHIP I-D
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership I-D, an Oklahoma
limited partnership, and Geodyne Production Partnership I-D, an Oklahoma general
partnership, at December 31, 2002 and 2001, and the combined results of their
operations and their cash flows for each of the three years in the period ended
December 31, 2002, in conformity with accounting principles generally accepted
in the United States of America. 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 of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion expressed
above.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 19, 2003
F-1
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
---------- ----------
CURRENT ASSETS:
Cash and cash equivalents $171,131 $148,852
Accounts receivable:
Oil and gas sales 110,658 61,223
General Partner (Note 2) - 49,103
------- -------
Total current assets $281,789 $259,178
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 393,450 411,383
DEFERRED CHARGE 89,670 98,433
------- -------
$764,909 $768,994
======= =======
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 28,784 $ 10,086
Gas imbalance payable 27,206 27,101
------- -------
Total current liabilities $ 55,990 $ 37,187
ACCRUED LIABILITY $ 39,024 $ 37,370
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 22,566) ($ 32,551)
Limited Partners, issued and
outstanding, 7,195 Units 692,461 726,988
------- -------
Total Partners' capital $669,895 $694,437
------- -------
$764,909 $768,994
======= =======
The accompanying notes are an integral part of these
combined financial statements.
F-2
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-D
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
-------- ---------- ----------
REVENUES:
Oil and gas sales $721,807 $ 980,513 $1,277,648
Interest income 1,384 7,429 10,265
Gain on sale of oil and
gas properties - 53,311 -
------- --------- ---------
$723,191 $1,041,253 $1,287,913
COSTS AND EXPENSES:
Lease operating $145,559 $ 163,712 $ 134,453
Production tax 47,739 67,662 84,342
Depreciation, depletion,
and amortization of oil
and gas properties 35,475 66,232 61,791
General and administrative 103,557 101,920 92,334
------- --------- ---------
$332,330 $ 399,526 $ 372,920
------- --------- ---------
NET INCOME $390,861 $ 641,727 $ 914,993
======= ========= =========
GENERAL PARTNER -
NET INCOME $ 63,388 $ 104,007 $ 144,360
======= ========= =========
LIMITED PARTNERS -
NET INCOME $327,473 $ 537,720 $ 770,633
======= ========= =========
NET INCOME per Unit $ 45.51 $ 74.74 $ 107.11
======= ========= =========
UNITS OUTSTANDING 7,195 7,195 7,195
======= ========= =========
The accompanying notes are an integral part of these
combined financial statements.
F-3
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, 2002, 2001, and 2000
Limited General
Partners Partner Total
---------- ---------- ----------
Balance, Dec. 31, 1999 $874,635 ($ 31,152) $843,483
Net income 770,633 144,360 914,993
Cash distributions ( 657,000) ( 124,566) ( 781,566)
------- ------- -------
Balance, Dec. 31, 2000 $988,268 ($ 11,358) $976,910
Net income 537,720 104,007 641,727
Cash distributions ( 799,000) ( 125,200) ( 924,200)
------- ------- -------
Balance, Dec. 31, 2001 $726,988 ($ 32,551) $694,437
Net income 327,473 63,388 390,861
Cash distributions ( 362,000) ( 53,403) ( 415,403)
------- ------- -------
Balance, Dec. 31, 2002 $692,461 ($ 22,566) $669,895
======= ======= =======
The accompanying notes are an integral part of these
combined financial statements.
F-4
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, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $390,861 $641,727 $914,993
Adjustments to reconcile
net income to net cash
provided by operating
activities:
Depreciation, depletion,
and amortization of oil
and gas properties 35,475 66,232 61,791
Gain on sale of oil and
gas properties - ( 53,311) -
(Increase) decrease in
accounts receivable - oil
and gas sales ( 49,435) 177,344 ( 107,988)
(Increase) decrease in
deferred charge 8,763 23,558 ( 36,144)
Increase (decrease) in
accounts payable 18,698 1,440 ( 7,548)
Increase (decrease) in gas
imbalance payable 105 ( 10,527) 1,035
Increase (decrease) in
accrued liability 1,654 ( 3,787) 14,759
------- ------- -------
Net cash provided by
operating activities $406,121 $842,676 $840,898
------- ------- -------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 18,908) ($ 13,561) ($ 5,264)
Proceeds from sale of
oil and gas properties 50,469 5,189 738
------- ------- -------
Net cash provided (used) by
investing activities $ 31,561 ($ 8,372) ($ 4,526)
------- ------- -------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($415,403) ($924,200) ($781,566)
------- ------- -------
Net cash used by financing
activities ($415,403) ($924,200) ($781,566)
------- ------- -------
F-5
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $ 22,279 ($ 89,896) $ 54,806
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 148,852 238,748 183,942
------- ------- -------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $171,131 $148,852 $238,748
======= ======= =======
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-E
GEODYNE PRODUCTION PARTNERSHIP I-E
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership I-E, an Oklahoma
limited partnership, and Geodyne Production Partnership I-E, an Oklahoma general
partnership, at December 31, 2002 and 2001, and the combined results of their
operations and their cash flows for each of the three years in the period ended
December 31, 2002, in conformity with accounting principles generally accepted
in the United States of America. 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 of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion expressed
above.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 19, 2003
F-7
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $1,098,557 $ 780,235
Accounts receivable:
Oil and gas sales 700,458 465,409
General Partner (Note 2) - 157,811
--------- ---------
Total current assets $1,799,015 $1,403,455
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 2,206,391 2,290,340
DEFERRED CHARGE 480,060 542,109
--------- ---------
$4,485,466 $4,235,904
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 228,879 $ 99,801
Accrued liability - other (Note 1) 88,892 245,985
Gas imbalance payable 105,422 99,465
--------- ---------
Total current liabilities $ 423,193 $ 445,251
ACCRUED LIABILITY $ 204,802 $ 219,317
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 92,930) ($ 183,708)
Limited Partners, issued and
outstanding, 41,839 Units 3,950,401 3,755,044
--------- ---------
Total Partners' capital $3,857,471 $3,571,336
--------- ---------
$4,485,466 $4,235,904
========= =========
The accompanying notes are an integral part of these
combined financial statements.
F-8
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-E
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-E
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $4,439,929 $5,986,774 $6,819,350
Interest income 8,216 41,845 53,772
Gain on sale of oil and
gas properties - 170,298 91,554
--------- --------- ---------
$4,448,145 $6,198,917 $6,964,676
COSTS AND EXPENSES:
Lease operating $1,107,171 $1,414,687 $ 993,562
Production tax 267,804 392,616 448,956
Depreciation, depletion,
and amortization of oil
and gas properties 245,501 920,139 501,958
General and administrative 508,263 502,480 520,731
--------- --------- ---------
$2,128,739 $3,229,922 $2,465,207
--------- --------- ---------
NET INCOME $2,319,406 $2,968,995 $4,499,469
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 381,049 $ 566,576 $ 737,129
========= ========= =========
LIMITED PARTNERS -
NET INCOME $1,938,357 $2,402,419 $3,762,340
========= ========= =========
NET INCOME per Unit $ 46.33 $ 57.42 $ 89.92
========= ========= =========
UNITS OUTSTANDING 41,839 41,839 41,839
========= ========= =========
The accompanying notes are an integral part of these
combined financial statements.
F-9
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, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $5,497,285 ($106,782) $5,390,503
Net income 3,762,340 737,129 4,499,469
Cash distributions ( 3,262,000) ( 656,007) ( 3,918,007)
--------- ------- ---------
Balance, Dec. 31, 2000 $5,997,625 ($ 25,660) $5,971,965
Net income 2,402,419 566,576 2,968,995
Cash distributions ( 4,645,000) ( 724,624) ( 5,369,624)
--------- ------- ---------
Balance, Dec. 31, 2001 $3,755,044 ($183,708) $3,571,336
Net income 1,938,357 381,049 2,319,406
Cash distributions ( 1,743,000) ( 290,271) ( 2,033,271)
--------- ------- ---------
Balance, Dec. 31, 2002 $3,950,401 ($ 92,930) $3,857,471
========= ======= =========
The accompanying notes are an integral part of these
combined financial statements.
F-10
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, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $2,319,406 $2,968,995 $4,499,469
Adjustments to reconcile
net income to net cash
provided by operating
activities:
Depreciation, depletion,
and amortization of oil
and gas properties 245,501 920,139 501,958
Gain on sale of oil and
gas properties - ( 170,298) ( 91,554)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 235,049) 854,940 ( 547,933)
(Increase) decrease in
deferred charge 62,049 133,138 ( 52,966)
Increase (decrease) in
accounts payable 129,078 28,688 ( 33,019)
Increase (decrease) in
accrued liability -
other ( 157,093) 245,985 -
Increase (decrease) in gas
imbalance payable 5,957 ( 59,537) ( 15,637)
Increase (decrease) in
accrued liability ( 14,515) ( 24,498) 53,851
--------- --------- ---------
Net cash provided by
operating activities $2,355,334 $4,897,552 $4,314,169
--------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 169,433) ($ 79,497) ($ 97,556)
Proceeds from sale of
oil and gas properties 165,692 22,262 119,626
--------- --------- ---------
Net cash provided (used)
by investing activities ($ 3,741) ($ 57,235) $ 22,070
--------- --------- ---------
F-11
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($2,033,271) ($5,369,624) ($3,918,007)
--------- --------- ---------
Net cash used by financing
activities ($2,033,271) ($5,369,624) ($3,918,007)
--------- --------- ---------
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS $ 318,322 ($ 529,307) $ 418,232
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 780,235 1,309,542 891,310
--------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $1,098,557 $ 780,235 $1,309,542
========= ========= =========
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-F
GEODYNE PRODUCTION PARTNERSHIP I-F
In our opinion, the accompanying combined balance sheets and the related
combined statements of operations, changes in partners' capital (deficit) and
cash flows present fairly, in all material respects, the combined financial
position of the Geodyne Energy Income Limited Partnership I-F, an Oklahoma
limited partnership, and Geodyne Production Partnership I-F, an Oklahoma general
partnership, at December 31, 2002 and 2001, and the combined results of their
operations and their cash flows for each of the three years in the period ended
December 31, 2002, in conformity with accounting principles generally accepted
in the United States of America. 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 of these financial statements in accordance with auditing standards
generally accepted in the United States of America, which 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, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion expressed
above.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 19, 2003
F-13
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F
Combined Balance Sheets
December 31, 2002 and 2001
ASSETS
------
2002 2001
------------ ------------
CURRENT ASSETS:
Cash and cash equivalents $ 316,892 $ 114,388
Accounts receivable:
Oil and gas sales 240,861 138,533
General Partner (Note 2) - 54,282
--------- ---------
Total current assets $ 557,753 $ 307,203
NET OIL AND GAS PROPERTIES, utilizing
the successful efforts method 683,746 687,356
DEFERRED CHARGE 345,903 396,557
--------- ---------
$1,587,402 $1,391,116
========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)
-------------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 91,775 $ 48,556
Accrued liability - other (Note 1) 62,225 172,190
Gas imbalance payable 34,038 32,160
--------- ---------
Total current liabilities $ 188,038 $ 252,906
ACCRUED LIABILITY $ 159,521 $ 171,440
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 15,418) ($ 49,082)
Limited Partners, issued and
outstanding, 14,321 Units 1,255,261 1,015,852
--------- ---------
Total Partners' capital $1,239,843 $ 966,770
--------- ---------
$1,587,402 $1,391,116
========= =========
The accompanying notes are an integral part of these
combined financial statements.
F-14
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-F
GEODYNE ENERGY INCOME PRODUCTION PARTNERSHIP I-F
Combined Statements of Operations
For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000
---------- ---------- ----------
REVENUES:
Oil and gas sales $1,366,205 $1,594,591 $2,022,926
Interest income 2,132 11,379 16,111
Gain on sale of oil and
gas properties - 93,970 64,487
--------- --------- ---------
$1,368,337 $1,699,940 $2,103,524
COSTS AND EXPENSES:
Lease operating $ 451,076 $ 706,599 $ 401,239
Production tax 75,352 96,381 128,314
Depreciation, depletion,
and amortization of oil
and gas properties 68,429 336,780 153,255
General and administrative 186,810 184,296 180,435
--------- --------- ---------
$ 781,667 $1,324,056 $ 863,243
--------- --------- ---------
NET INCOME $ 586,670 $ 375,884 $1,240,281
========= ========= =========
GENERAL PARTNER -
NET INCOME $ 97,261 $ 96,425 $ 205,081
========= ========= =========
LIMITED PARTNERS -
NET INCOME $ 489,409 $ 279,459 $1,035,200
========= ========= =========
NET INCOME per Unit $ 34.17 $ 19.51 $ 72.29
========= ========= =========
UNITS OUTSTANDING 14,321 14,321 14,321
========= ========= =========
The accompanying notes are an integral part of these
combined financial statements.
F-15
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, 2002, 2001, and 2000
Limited General
Partners Partner Total
------------ ---------- ------------
Balance, Dec. 31, 1999 $1,775,193 ($ 9,232) $1,765,961
Net income 1,035,200 205,081 1,240,281
Cash distributions ( 842,000) ( 188,318) ( 1,030,318)
--------- ------- ---------
Balance, Dec. 31, 2000 $1,968,393 $ 7,531 $1,975,924
Net income 279,459 96,425 375,884
Cash distributions ( 1,232,000) ( 153,038) ( 1,385,038)
--------- ------- ---------
Balance, Dec. 31, 2001 $1,015,852 ($ 49,082) $ 966,770
Net income 489,409 97,261 586,670
Cash distributions ( 250,000) ( 63,597) ( 313,597)
--------- ------- ---------
Balance, Dec. 31, 2002 $1,255,261 ($ 15,418) $1,239,843
========= ======= =========
The accompanying notes are an integral part of these
combined financial statements.
F-16
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, 2002, 2001, and 2000
2002 2001 2000
------------ ------------ ------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $586,670 $ 375,884 $1,240,281
Adjustments to reconcile
net income to net cash
provided by operating
activities:
Depreciation, depletion,
and amortization of oil
and gas properties 68,429 336,780 153,255
Gain on sale of oil
and gas properties - ( 93,970) ( 64,487)
(Increase) decrease in
accounts receivable -
oil and gas sales ( 102,328) 220,945 ( 109,290)
(Increase) decrease in
deferred charge 50,654 67,634 ( 88,500)
Increase (decrease) in
accounts payable 43,219 15,564 ( 964)
Increase (decrease) in
accrued liability -
other ( 109,965) 172,190 -
Increase (decrease) in gas
imbalance payable 1,878 ( 35,348) ( 1,393)
Increase (decrease) in
accrued liability ( 11,919) ( 14,080) 63,434
------- --------- ---------
Net cash provided by
operating activities $526,638 $1,045,599 $1,192,336
------- --------- ---------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures ($ 68,426) ($ 26,127) ($ 62,963)
Proceeds from sale of
oil and gas properties 57,889 42,331 84,068
------- --------- ---------
Net cash provided (used)
by investing activities ($ 10,537) $ 16,204 $ 21,105
------- --------- ---------
F-17
CASH FLOWS FROM FINANCING
ACTIVITIES:
Cash distributions ($313,597) ($1,385,038) ($1,030,318)
------- --------- ---------
Net cash used by financing
activities ($313,597) ($1,385,038) ($1,030,318)
------- --------- ---------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS $202,504 ($ 323,235) $ 183,123
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 114,388 437,623 254,500
------- --------- ---------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $316,892 $ 114,388 $ 437,623
======= ========= =========
The accompanying notes are an integral part of these
combined financial statements.
F-18
GEODYNE ENERGY INCOME PROGRAM I LIMITED PARTNERSHIPS
Notes to the Combined Financial Statements
For the Years Ended December 31, 2002, 2001, and 2000
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Nature of Operations
The Geodyne Energy Income Limited Partnerships (the "Partnerships") 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-D March 4, 1986 $ 7,194,700
I-E September 10, 1986 41,839,400
I-F December 16, 1986 14,320,900
The Partnerships' original termination date under their partnership
agreements was December 31, 1999. The General Partner has extended the terms of
the Partnerships for their second two-year period to December 31, 2003 pursuant
to its right to extend the term of each Partnership for up to five periods of
two years each. As of the date of these financial statements, the General
Partner has not determined whether to further extend the term of any
Partnership. Accordingly, the financial statements have not been presented on a
liquidation basis because it is not probable that the Partnerships will be
terminated within the next year
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, 2002:
F-19
Number of Percent of
Partnership Units Owned Outstanding Units
----------- ----------- -----------------
I-D 1,761 24.5%
I-E 10,254 24.5%
I-F 4,249 29.7%
The Partnerships' sole business is the development and production of oil
and gas. Substantially all of the Partnerships' gas reserves are being sold
regionally on the "spot market." Due to the highly competitive nature of the
spot market, prices on the spot market are subject to wide seasonal and regional
pricing fluctuations. In addition, such spot market sales are generally
short-term in nature and are dependent upon obtaining transportation services
provided by pipelines. The Partnerships' oil is sold at or near the
Partnerships' wells under short-term purchase contracts at prevailing
arrangements which are customary in the oil industry. The prices received for
the Partnerships' oil and gas are subject to influences such as global
consumption and supply trends.
Allocation of Costs and Revenues
The Partnerships have achieved payout and therefore the combination of the
allocation provisions in each Partnership'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:
F-20
General Limited
Partner Partners
Costs(1) -------- --------
------------------------
Property acquisition
costs 1% 99%
Identified development
drilling 1% 99%
Development drilling 15% 85%
General and administra-
tive costs, direct
administrative costs
and operating costs 15% 85%
Income(1)
------------------------
Temporary investments of
Limited Partners'
capital contributions 1% 99%
Income from oil and gas
production 15% 85%
Sale of producing pro-
perties 15% 85%
All other income 15% 85%
- ----------
(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.
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.
F-21
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.
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.
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, 2002, 2001, and 2000, were as follows:
Partnership 2002 2001 2000
----------- ----- ----- -----
I-D $ .84 $1.58 $1.12
I-E .97 3.65 1.67
I-F .94 5.11 1.85
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 proceeds are credited to oil and gas properties.
The Partnerships evaluate the recoverability of the carrying costs of
their proved oil and gas properties at the field level. If the unamortized costs
of oil and gas properties within a field exceed the expected undiscounted future
cash flows from such
F-22
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. No
impairment provisions were recorded by the Partnerships during the three years
ended December 31, 2002. The risk that the Partnerships will be required to
record impairment provisions in the future increases as oil and gas prices
decrease.
Deferred Charge
The Deferred Charge represents costs deferred for lease operating expenses
incurred in connection with the Partnerships' underproduced gas imbalance
positions. The rate used in calculating the deferred charge is the average
annual production costs per Mcf. At December 31, 2002 and 2001, 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:
2002 2001
--------------------- ----------------------
Partnership Mcf Amount Mcf Amount
----------- ------- -------- ------- --------
I-D 170,767 $ 89,670 187,456 $ 98,433
I-E 720,594 480,060 813,733 542,109
I-F 281,933 345,903 323,219 396,557
Accrued Liability - Other
The Accrued Liability - Other at December 31, 2001 for the I-E and I-F
Partnerships represents a charge accrued for the payment of a judgment related
to plugging liabilities, which judgment is currently under appeal. The decrease
in the Accrued Liability - Other from December 31, 2001 to December 31, 2002 was
due to a partial settlement of this judgment, which settlement was paid in June
2002.
Accrued Liability
The Accrued Liability represents charges accrued for lease operating
expenses incurred in connection with the Partnerships' overproduced gas
imbalance positions. The rate used in calculating the accrued liability is the
average annual production costs per Mcf. At December 31, 2002 and 2001,
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:
F-23
2002 2001
---------------------- --------------------
Partnership Mcf Amount Mcf Amount
----------- ------- -------- ------- --------
I-D 74,316 $ 39,024 71,167 $ 37,370
I-E 307,418 204,802 329,207 219,317
I-F 130,019 159,521 139,734 171,440
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. The rates per Mcf used to calculate this
liability are based on the average gas prices received for the volumes at the
time the overproduction occurred. This also approximates the price for which the
Partnerships are currently settling this liability. At December 31, 2002 and
2001 total sales exceeded the Partnerships' share of estimated total gas
reserves as follows:
2002 2001
------------------- -------------------
Partnership Mcf Amount Mcf Amount
----------- ------ -------- ------ --------
I-D 18,137 $ 27,206 18,067 $27,101
I-E 70,281 105,422 66,310 99,465
I-F 22,692 34,038 21,440 32,160
These amounts were recorded as gas imbalance payables in accordance with the
sales method. These gas imbalance payables will be settled by either gas
production by the underproduced party in excess of current estimates of total
gas reserves for the well or by a negotiated or contractual payment to the
underproduced party.
The Partnerships have not entered into any hedging or derivative contracts
in connection with their production and sale of oil and gas.
F-24
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.
New Accounting Pronouncements
Below is a brief description of Financial Accounting Standards ("FAS")
recently issued by the Financial Accounting Standards Board ("FASB") which may
have an impact on the Partnerships' future results of operations and financial
position.
In July 2001, the FASB issued FAS No. 143, "Accounting for Asset
Retirement Obligations", which is effective for fiscal years beginning after
June 15, 2002 (January 1, 2003 for the Partnerships). FAS No. 143 will require
the recording of the fair value of liabilities associated with the retirement of
long-lived assets (mainly plugging and abandonment costs for the Partnerships'
depleted wells), in the period in which the liabilities are incurred (at the
time the wells are drilled). Management estimates that adopting this statement
will result in an increase in capitalized cost of oil and gas properties, an
increase in net income for the cumulative effect of the change in accounting
principle, and the recognition of an asset retirement obligation in the
following approximate amounts for each Partnership (unaudited):
F-25
Change in Increase in
Capitalized Net Income for
Cost of Oil the Change in Asset
and Gas Accounting Retirement
Partnership Properties Principle Obligation
- ----------- ------------ -------------- ----------
I-D $ 45,000 $ 16,000 $ 29,000
I-E 396,000 122,000 274,000
I-F 175,000 56,000 119,000
In August 2001, the FASB issued FAS No. 144, "Accounting for the
Impairment or Disposal of Long-Lived Assets", which is effective for fiscal
years beginning after December 15, 2001 (January 1, 2002 for the Partnerships).
This statement supersedes FAS No. 121 "Accounting for the Impairment of
Long-Lived Assets and for Long-Lived Assets to be Disposed Of". The provisions
of FAS No. 144, as they relate to the Partnerships, are essentially the same as
FAS No. 121 and thus did not have a significant effect on the Partnerships'
financial condition or results of operations.
In November 2002, the FASB issued FASB Interpretation 45 (FIN 45)
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantee of Indebtedness of Others." FIN 45 requires that upon
issuance of a guarantee, the guarantor must recognize a liability for the fair
value of the obligation it assumes under that guarantee. The disclosure
requirements are effective for financial statements of both interim and annual
periods which end after December 15, 2002. The Partnerships are not guarantors
under any guarantees and thus this interpretation is not expected to have an
effect on their financial position or results of operations.
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 by the General Partner. When actual costs incurred
benefit other Partnerships and affiliates, the allocation of costs is based on
the relationship of the Partnerships' reserves to the total reserves owned by
all Partnerships and affiliates. The General Partner believes this allocation
method is reasonable. Although the actual costs incurred by the General Partner
and its affiliates have fluctuated during the three years presented, the
F-26
amounts charged to the Partnerships have not fluctuated every year due to
expense limitations imposed by the Partnership Agreements. The following is a
summary of payments made to the General Partner or its affiliates by the
Partnerships for general and administrative overhead costs for the years ended
December 31, 2002, 2001, and 2000:
Partnership 2002 2001 2000
----------- -------- -------- --------
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. Such charges are
comparable to third party charges in the area where the wells are located and
are the same as charged to other working interest owners in the wells.
Accounts Receivable - General Partner
The Accounts Receivable - General Partner at December 31, 2001 for the
I-D, I-E, and I-F Partnerships represents accrued proceeds from a related party
for the sale of certain oil and gas properties during December 2001. Such amount
was received in January 2002.
3. MAJOR CUSTOMERS
The following table sets forth purchasers who individually accounted for
ten percent or more of each Partnership's combined oil and gas sales for the
years ended December 31, 2002, 2001, and 2000:
Partnership Purchaser Percentage
- ----------- --------------------- ------------------------
2002 2001 2000
----- ----- -----
I-D El Paso Energy Marketing
Company ("El Paso") 45.2% 41.5% 34.1%
Duke Energy Field
Services ("Duke") 17.0% 14.4% 10.7%
Sid Richardson Carbon
& Gas ("Richardson") 14.2% 21.5% 15.2%
Hallwood Petroleum - - 11.0%
F-27
I-E El Paso 39.1% 38.6% 37.3%
Richardson 13.5% 21.8% 16.8%
Amoco Production Co. - - 10.0%
I-F El Paso 29.5% 31.8% 29.5%
Duke 12.3% 12.6% -
BP America Production
Company 11.2% - -
Amoco Production Co. - - 12.5%
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, 2002 and 2001 were as follows:
I-D Partnership
---------------
2002 2001
------------ ------------
Proved properties $4,597,613 $ 4,580,065
Less accumulated
depreciation,
depletion, amorti-
zation, and valua-
tion allowance ( 4,204,163) ( 4,168,682)
--------- ----------
Net oil and gas
properties $ 393,450 $ 411,383
========= ==========
F-28
I-E Partnership
---------------
2002 2001
------------- -------------
Proved properties $26,599,947 $26,438,353
Less accumulated
depreciation,
depletion, amorti-
zation, and valua-
tion allowance ( 24,393,556) ( 24,148,013)
---------- ----------
Net oil and gas
properties $ 2,206,391 $ 2,290,340
========== ==========
I-F Partnership
---------------
2002 2001
------------ -------------
Proved properties $7,920,419 $ 7,855,580
Less accumulated
depreciation,
depletion, amorti-
zation, and valua-
tion allowance ( 7,236,673) ( 7,168,224)
--------- ----------
Net oil and gas
properties $ 683,746 $ 687,356
========= ==========
Costs Incurred
The Partnerships incurred no costs in connection with oil and gas
acquisition or exploration activities during 2002, 2001, and 2000. Costs
incurred by the Partnerships in connection with oil and gas property development
activities during 2002, 2001, and 2000 were as follows:
Partnership 2002 2001 2000
----------- -------- ------- -------
I-D $ 18,908 $13,561 $ 5,264
I-E 169,433 79,497 97,556
I-F 68,426 26,127 62,963
F-29
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, 2002, 2001, and
2000, were estimated by petroleum engineers employed by affiliates of the
Partnerships. Certain reserve information was reviewed by Ryder Scott Company,
L.P., an independent petroleum engineering firm. The following information
includes certain gas balancing adjustments which cause the gas volume to differ
from the reserve reports prepared by the General Partner and reviewed by Ryder
Scott.
I-D Partnership
---------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 110,189 1,593,815
Production ( 5,645) ( 296,803)
Revisions of previous
estimates ( 46,700) 147,246
------- ---------
Proved reserves, Dec. 31, 2000 57,844 1,444,258
Production ( 3,301) ( 231,126)
Sales of minerals in place ( 8) ( 22,953)
Extensions and discoveries 1,097 19,130
Revisions of previous
estimates ( 4,495) 94,003
------- ---------
Proved reserves, Dec. 31, 2001 51,137 1,303,312
Production ( 3,662) ( 232,115)
Extensions and discoveries 6,461 3,211
Revisions of previous
estimates 2,597 241,311
------- ---------
Proved reserves, Dec. 31, 2002 56,533 1,315,719
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 57,844 1,444,258
======= =========
December 31, 2001 51,137 1,303,312
======= =========
December 31, 2002 56,533 1,315,719
======= =========
F-30
I-E Partnership
---------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 727,816 8,291,562
Production ( 52,169) (1,490,003)
Sales of minerals in place ( 31,935) ( 23,549)
Extensions and discoveries - 23,214
Revisions of previous
estimates (204,637) 741,370
------- ---------
Proved reserves, Dec. 31, 2000 439,075 7,542,594
Production ( 42,531) (1,256,766)
Sales of minerals in place - ( 72,954)
Extensions and discoveries 8,897 107,330
Revisions of previous
estimates ( 71,650) 268,287
------- ---------
Proved reserves, Dec. 31, 2001 333,791 6,588,491
Production ( 47,779) (1,236,432)
Extensions and discoveries 58,912 49,272
Revisions of previous
estimates 76,419 1,373,743
------- ---------
Proved reserves, Dec. 31, 2002 421,343 6,775,074
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 439,075 7,542,594
======= =========
December 31, 2001 333,791 6,588,491
======= =========
December 31, 2002 421,343 6,775,074
======= =========
F-31
I-F Partnership
---------------
Crude Natural
Oil Gas
(Barrels) (Mcf)
--------- -----------
Proved reserves, Dec. 31, 1999 351,651 2,770,339
Production ( 25,105) ( 347,462)
Sales of minerals in place ( 22,359) ( 16,485)
Extensions and discoveries - 16,250
Revisions of previous
estimates ( 93,309) 175,485
------- ---------
Proved reserves, Dec. 31, 2000 210,878 2,598,127
Production ( 20,545) ( 272,161)
Sales of minerals in place - ( 25,093)
Extensions and discoveries 5,124 7,026
Revisions of previous
estimates ( 34,420) 140,472
------- ---------
Proved reserves, Dec. 31, 2001 161,037 2,448,371
Production ( 22,670) ( 302,970)
Extensions and discoveries 20,129 15,510
Revisions of previous
estimates 42,401 173,741
------- ---------
Proved reserves, Dec. 31, 2002 200,897 2,334,632
======= =========
PROVED DEVELOPED RESERVES:
December 31, 2000 210,878 2,598,127
======= =========
December 31, 2001 161,037 2,448,371
======= =========
December 31, 2002 200,897 2,334,632
======= =========
5. QUARTERLY FINANCIAL DATA (Unaudited)
Summarized unaudited quarterly financial data for 2002 and 2001 are as
follows:
F-32
I-D Partnership
---------------
2002
---------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
-------- -------- -------- ----------
Total Revenues $152,830 $202,372 $177,670 $190,319
Gross Profit (1) 96,985 161,285 140,193 131,430
Net Income 49,422 123,104 106,586 111,749
Limited Partners'
Net Income
Per Unit 5.59 14.30 12.39 13.23
2001
---------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
-------- -------- -------- ----------
Total Revenues $367,633 $295,268 $218,997 $159,355
Gross Profit (1) 306,288 221,877 173,554 108,160
Net Income 258,896 189,321 136,560 56,950
Limited Partners'
Net Income
Per Unit 30.49 22.20 15.88 6.17
- --------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization.
F-33
I-E Partnership
---------------
2002
------------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
---------- ---------- ---------- -----------
Total Revenues $ 908,818 $1,164,228 $1,125,364 $1,249,735
Gross Profit (1) 526,213 893,932 828,811 824,214
Net Income 284,491 679,251 658,011 697,653
Limited Partners'
Net Income
Per Unit 5.45 13.50 13.22 14.16
2001
------------------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
---------- ---------- ---------- -----------
Total Revenues $2,137,875 $1,806,884 $1,359,389 $ 894,769
Gross Profit (1) 1,720,310 1,462,053 1,020,976 188,275
Net Income (Loss) 1,477,107 1,235,799 762,642 ( 506,553)
Limited Partners'
Net Income (Loss)
Per Unit 29.75 24.79 15.08 ( 12.20)
- --------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization, and the recording of estimated cost related to
a litigation judgment. (See Note 1.)
F-34
I-F Partnership
---------------
2002
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter
--------- --------- --------- ----------
Total Revenues $243,448 $376,385 $358,156 $390,348
Gross Profit (1) 148,084 253,496 238,238 202,091
Net Income 66,934 184,857 190,712 144,167
Limited Partners'
Net Income
Per Unit 3.74 10.74 11.29 8.40
2001
-----------------------------------------------
First Second Third Fourth
Quarter Quarter Quarter Quarter(2)
--------- --------- --------- ----------
Total Revenues $601,032 $431,314 $367,890 $299,704
Gross Profit (Loss)(1) 456,962 296,782 236,332 ( 93,116)
Net Income (Loss) 364,082 227,645 153,719 ( 369,562)
Limited Partners'
Net Income (Loss)
Per Unit 21.69 13.29 8.75 ( 24.22)
- --------------------
(1) Total revenues less oil and gas production expenses.
(2) Significant decline in Fourth Quarter Net Income resulted from certain
significant wells becoming uneconomical, resulting in higher depreciation,
depletion and amortization, and the recording of estimated cost related to
a litigation judgment. (See Note 1.)
F-35
INDEX TO EXHIBITS
-----------------
Exh.
No. Exhibit
4.1 Amended and Restated Agreement and Certificate of Limited
Partnership dated March 4, 1986 for Geodyne Energy Income Limited
Partnership I-D filed as Exhibit 4.1 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
4.2 Amended and Restated Certificate of Limited Partnership of
PaineWebber/Geodyne Energy Income Limited Partnership I-D dated
March 9, 1989, filed as Exhibit 4.2 to Annual Report on Form 10-K405
for period ended December 31, 2001, filed with the SEC on February
28, 2002 and is hereby incorporated by reference.
4.3 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Amended and Restated Agreement
and Certificate of Limited Partnership dated February 24, 1993 for
Geodyne Energy Income Limited Partnership I-D filed as Exhibit 4.4
to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
4.4 Second Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated August 4, 1993 for Geodyne Energy
Income Limited Partnership I-D filed as Exhibit 4.7 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.5 Third Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated July 1, 1996 for Geodyne Energy Income
Limited Partnership I-D filed as Exhibit 4.10 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.6 Fourth Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated December 23, 1999 for Geodyne Energy
Income Limited Partnership I-D filed as Exhibit 4.13 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
F-36
4.7 Fifth Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated November 14, 2001 for Geodyne Energy
Income Production Partnership I-D filed as Exhibit 4.7 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 28, 2002 and is hereby incorporated by
reference.
4.8 Second Amendment to Amended and Restated Certificate of Limited
Partnership of Geodyne Energy Income Limited Partnership I-D filed
as Exhibit 4.8 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.9 Third Amendment to Amended and Restated Certificate of Limited
Partnership of Geodyne Energy Income Limited Partnership I-D filed
as Exhibit 4.9 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.10 Fourth Amendment to Amended and Restated Certificate of Limited
Partnership of Geodyne Energy Income Limited Partnership I-D filed
as Exhibit 4.10 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.11 Amended and Restated Agreement and Certificate of Limited
Partnership dated September 10, 1986 for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.2 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.12 Amended and Restated Certificate of Limited Partnership of Geodyne
Energy Income Limited Partnership I-E dated March 9, 1989 filed as
Exhibit 4.12 to Annual Report on Form 10-K405 for period ended
December 31, 2001, filed with the SEC on February 28, 2002 and is
hereby incorporated by reference.
4.13 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Amended and Restated Agreement
and Certificate of Limited Partnership dated February 24, 1993 for
Geodyne Energy Income Limited Partnership I-E filed as Exhibit 4.5
to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
F-37
4.14 Second Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated August 4, 1993 for Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.8 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.15 Third Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated July 1, 1996 for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.11 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.16 Fourth Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated December 23, 1999 for Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.14 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.17 Fifth Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated November 14, 2001 for Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.17 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed
with the SEC on February 28, 2002 and is hereby incorporated by
reference.
4.18 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for Geodyne Energy Income Limited
Partnership I-E filed as Exhibit 4.18 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
4.19 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated December 27, 1999, for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.19 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
4.20 Fourth Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for Geodyne Energy Income
Limited Partnership I-E filed as Exhibit 4.20 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
F-38
4.21 Amended and Restated Agreement and Certificate of Limited
Partnership dated December 17, 1986 for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.3 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.22 Amended and Restated Certificate of Limited Partnership of
PaineWebber/Geodyne Energy Income Limited Partnership I-F dated
March 9, 1989 filed as Exhibit 4.22 to Annual Report on Form 10-K405
for period ended December 31, 2001, filed with the SEC on February
28, 2002 and is hereby incorporated by reference.
4.23 First Amendment to Amended and Restated Certificate of Limited
Partnership and First Amendment to Amended and Restated Agreement
and Certificate of Limited Partnership dated February 24, 1993 for
Geodyne Energy Income Limited Partnership I-F filed as Exhibit 4.6
to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
4.24 Second Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated August 4, 1993 for Geodyne Energy
Income Limited Partnership I-F filed as Exhibit 4.9 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.25 Third Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated July 1, 1996 for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.12 to Registrant's Annual
Report on Form 10-K for the year ended December 31, 1999, filed with
the SEC on February 24, 2000 and is hereby incorporated by
reference.
4.26 Fourth Amendment to Amended and Restated Agreement and Certificate
of Limited Partnership dated December 23, 1999 for Geodyne Energy
Income Limited Partnership I-F filed as Exhibit 4.15 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999,
filed with the SEC on February 24, 2000 and is hereby incorporated
by reference.
4.27 Fifth Amendment to Amended and Restated Agreement and Certificate of
Limited Partnership dated November 14, 2001, for the Geodyne Energy
Income Limited Partnership I-E filed as Exhibit 4.27 to Annual
Report on Form 10-K405 for period ended December 31, 2001, filed
with the
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SEC on February 28, 2002 and is hereby incorporated by reference.
4.28 Second Amendment to Amended and Restated Certificate of Limited
Partnership dated July 1, 1996, for Geodyne Energy Income Limited
Partnership I-F filed as Exhibit 4.28 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
4.29 Third Amendment to Amended and Restated Certificate of Limited
Partnership dated December 27, 1999, for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.29 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
4.30 Fourth Amendment to Amended and Restated Certificate of Limited
Partnership dated November 14, 2001, for Geodyne Energy Income
Limited Partnership I-F filed as Exhibit 4.30 to Annual Report on
Form 10-K405 for period ended December 31, 2001, filed with the SEC
on February 28, 2002 and is hereby incorporated by reference.
10.1 Amended and Restated Agreement of Partnership dated March 4, 1986
for Geodyne Energy Income Production Partnership I-D filed as
Exhibit 10.1 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.2 First Amendment to Amended and Restated Agreement of Partnership
dated February 26, 1993 for Geodyne Energy Income Production
Partnership I-D filed as Exhibit 10.4 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.3 Second Amendment to Amended and Restated Agreement of Partnership
dated July 1, 1996 for Geodyne Energy Income Production Partnership
I-D filed as Exhibit 10.7 to Registrant's Annual Report on Form 10-K
for the year ended December 31, 1999, filed with the SEC on February
24, 2000 and is hereby incorporated by reference.
10.4 Third Amendment to Amended and Restated Agreement of Partnership
dated December 30, 1999 for Geodyne Energy Income Production
Partnership I-D filed as Exhibit 10.10 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
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10.5 Fourth Amendment to Amended and Restated Agreement of Partnership
dated November 14, 2001 for Geodyne Energy Income Production
Partnership I-D filed as Exhibit 10.5 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
10.6 Amended and Restated Agreement of Partnership dated September 10,
1986 for Geodyne Energy Income Production Partnership I-E filed as
Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.7 First Amendment to Amended and Restated Agreement of Partnership
dated February 26, 1993 for Geodyne Energy Income Production
Partnership I-E filed as Exhibit 10.5 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.8 Second Amendment to Amended and Restated Agreement of Partnership
dated July 1, 1996 for Geodyne Energy Income Production Partnership
I-E filed as Exhibit 10.8 to Registrant's Annual Report on Form 10-K
for the year ended December 31, 1999, filed with the SEC on February
24, 2000 and is hereby incorporated by reference.
10.9 Third Amendment to Amended and Restated Agreement of Partnership
dated December 30, 1999 for Geodyne Energy Income Production
Partnership I-E filed as Exhibit 10.11 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.10 Fourth Amendment to Amended and Restated Agreement of Partnership
dated November 14, 2001 for Geodyne Energy Income Production
Partnership I-E filed as Exhibit 10.10 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
10.11 Amended and Restated Agreement of Partnership dated December 17,
1986 for Geodyne Energy Income Production Partnership I-F filed as
Exhibit 10.3 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 1999, filed with the SEC on February 24, 2000 and
is hereby incorporated by reference.
10.12 First Amendment to Amended and Restated Agreement of Partnership
dated February 26, 1993 for Geodyne Energy Income Production
Partnership I-F filed as Exhibit 10.6
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to Registrant's Annual Report on Form 10-K for the year ended
December 31, 1999, filed with the SEC on February 24, 2000 and is
hereby incorporated by reference.
10.13 Second Amendment to Amended and Restated Agreement of Partnership
dated July 1, 1996 for Geodyne Energy Income Production Partnership
I-F filed as Exhibit 10.9 to Registrant's Annual Report on Form 10-K
for the year ended December 31, 1999, filed with the SEC on February
24, 2000 and is hereby incorporated by reference.
10.14 Third Amendment to Amended and Restated Agreement of Partnership
dated December 30, 1999 for Geodyne Energy Income Production
Partnership I-F filed as Exhibit 10.12 to Registrant's Annual Report
on Form 10-K for the year ended December 31, 1999, filed with the
SEC on February 24, 2000 and is hereby incorporated by reference.
10.15 Fourth Amendment to Amended and Restated Agreement of Partnership
dated November 14, 2001 for Geodyne Energy Income Production
Partnership I-F filed as Exhibit 10.15 to Annual Report on Form
10-K405 for period ended December 31, 2001, filed with the SEC on
February 28, 2002 and is hereby incorporated by reference.
*23.1 Consent of Ryder Scott Company, L.P. for the Geodyne Energy Income
Limited Partnership I-D.
*23.2 Consent of Ryder Scott Company, L.P. for the Geodyne Energy Income
Limited Partnership I-E.
*23.3 Consent of Ryder Scott Company, L.P. for the Geodyne Energy Income
Limited Partnership I-F.
*99.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership I-D.
*99.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership I-E.
*99.3 Certification pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the
Geodyne Energy Income Limited Partnership I-F.
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All other Exhibits are omitted as inapplicable.
----------------------
*Filed herewith.
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