ITEM 1. BUSINESS
General
The Geodyne Energy Income Limited Partnership III-A (the "III-A Partnership"), Geodyne Energy Income Limited Partnership III-B (the "III-B Partnership"), Geodyne Energy Income Limited Partnership III-C (the "III-C Partnership"), Geodyne Energy Income Limited Partnership III-D (the "III-D Partnership"), Geodyne Energy Income Limited Partnership III-E (the "III-E Partnership"), Geodyne Energy Income Limited Partnership III-F (the "III-F Partnership"), and Geodyne Energy Income Limited Partnership III-G (the "III-G Partnership") (collectively, the "Partnerships") are limited partnerships formed under the Oklahoma Revised Uniform Limited Partnership Act. Each Partnership is composed of Geodyne Resources, Inc., a Delaware corporation, as general partner ("Geodyne" or the "General Partner"), Geodyne Depositary Company, a Delaware corporation, as the sole initial limited partner, and public investors as substitute limited partners (the "Limited Partners"). The Partnerships commenced operations on the dates set forth below:
Date of Partnership Activation ----------- ------------------
III-A November 22, 1989 III-B January 24, 1990 III-C February 27, 1990 III-D September 5, 1990 III-E December 26, 1990 III-F March 7, 1991 III-G September 20, 1991
The General Partner currently serves as general partner of 26 limited partnerships and 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.
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 were scheduled to terminate on the dates indicated in the "Initial Termination Date" column of the following chart. 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. As of the date of this Annual Report on Form 10-K ("Annual Report"), the General Partner has extended the term of the III-G Partnership for the first two-year extension period, and the III-A, III-B, III-C, III-D, III-E, and III-F Partnerships for the second two-year extension period. Therefore, the Partnerships are currently scheduled to terminate on the dates indicated in the "Current Termination Date" column of the following chart.
Initial Extensions Current Partnership Termination Date Exercised Termination Date ----------- ------------------ --------- ------------------ III-A November 22, 1999 2 November 22, 2003 III-B January 24, 2000 2 January 24, 2004 III-C February 28, 2000 2 February 28, 2004 III-D September 5, 2000 2 September 5, 2004 III-E December 26, 2000 2 December 26, 2004 III-F March 7, 2001 2 March 7, 2005 III-G September 20, 2001 1 September 20, 2003
The General Partner has not determined whether it will further extend the term of any Partnership.
Funding
Although the Partnership Agreements permit the Partnerships to incur borrowings, operations and expenses are currently funded out of each Partnership's revenues from oil and gas sales. The General Partner may, but is not required to, advance funds to a Partnership for the same purposes for which Partnership borrowings are authorized.
Principal Products Produced and Services Rendered
The Partnerships' sole business is the production of, and related incidental development of, oil and gas. The Partnerships do not refine or otherwise process crude oil and condensate. The Partnerships do not hold any patents, trademarks, licenses, or concessions and are not a party to any government contracts. The Partnerships have no backlog of orders and do not participate in research and development activities. The Partnerships are not presently encountering shortages of oilfield tubular goods, compressors, production material, or other equipment.
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 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 Purchaser Percentage ----------- ------------------------ ----------
III-A Eaglwing Trading, Inc. ("Eaglwing") 24.0% Valero Industrial Gas L.P. ("Valero") 21.0% Conoco, Inc. 16.2% El Paso Energy Marketing Company ("El Paso") 10.5%
III-B Eaglwing 26.4% Conoco, Inc. 18.1% Valero 16.6%
III-C El Paso 44.8% ONEOK Field Services Co. ("ONEOK") 14.8%
III-D El Paso 43.1% Eaglwing 22.0% ONEOK 12.7%
III-E Eaglwing 43.7% El Paso 14.1% Duke Energy Field Services, Inc. ("Duke") 12.1%
III-F El Paso 35.3% Eaglwing 19.9% Duke 13.9%
III-G El Paso 29.1% Eaglwing 21.5% Duke 11.8%
In the event of interruption of purchases by one or more of the Partnerships' significant customers or the cessation or material change in availability of open access transportation by the Partnerships' pipeline transporters, the Partnerships may encounter difficulty in marketing their gas and in maintaining historic sales levels. Management does not expect any of its open access transporters to seek authorization to terminate their transportation services. Even if the services were terminated,
management believes that alternatives would be available whereby the Partnerships would be able to continue to market their gas.
The Partnerships' principal customers for crude oil production are refiners and other companies which have pipeline facilities near the producing properties of the Partnerships. In the event pipeline facilities are not conveniently available to production areas, crude oil is usually trucked by purchasers to storage facilities.
Oil, Gas, and Environmental Control Regulations
Regulation of Production Operations -- The production of oil and gas is subject to extensive federal and state laws and regulations governing a wide variety of matters, including the drilling and spacing of wells, allowable rates of production, prevention of waste and pollution, and protection of the environment. In addition to the direct costs borne in complying with such regulations, operations and revenues may be impacted to the extent that certain regulations limit oil and gas production to below economic levels.
Regulation of Sales and Transportation of Oil and Gas -- Sales of crude oil and condensate are made by the Partnerships at market prices and are not subject to price controls. The sale of gas may be subject to both federal and state laws and regulations. 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 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.
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
Number of Gross Wells(2) Number of Net Wells(3) ------------------------ ------------------------- P/ship Total Oil Gas Total Oil Gas - -------- ----- --- --- ------ ----- ----- III-A 187 89 98 11.18 3.43 7.75 III-B 159 80 79 7.10 3.60 3.50 III-C 172 63 109 20.36 11.36 9.00 III-D 181 125 56 11.44 6.36 5.08 III-E 244 102 142 27.35 6.64 20.71 III-F 377 275 102 14.96 5.89 9.07 III-G 1,382 995 387 10.13 5.35 4.78 - ---------- (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.
County/ Working Revenue Well Name Parish St. Interest Interest Type Status - --------- ------- --- -------- -------- ---- ------
III-A P/ship - ------------ Hachar D.D. #40 Webb TX - .0075 Gas Producing BMT #16 Webb TX - .0050 Gas Producing Duke #1-B San Juan NM (1) (1) Gas Producing Senter #1-C San Juan NM - .0008 Gas Producing Southern Union #1-C San Juan NM - .0027 Gas Producing Southern Union #1-B San Juan NM - .0027 Gas Producing
III-B P/ship - ------------ Hachar D.D. #40 Webb TX - .0035 Gas Producing BMT #16 Webb TX - .0023 Gas Producing Duke #1-B San Juan NM (1) (1) Gas Producing Senter #1-C San Juan NM - .0003 Gas Producing Southern Union #1-C San Juan NM - .0011 Gas Producing Southern Union #1-B San Juan NM - .0011 Gas Producing
III-C P/ship - ------------ Amant #3-32 Custer OK .0137 .0102 Gas Producing Hachar D.D. #40 Webb TX - .0015 Gas Producing BMT #16 Webb TX - .0010 Gas Producing Loving 1 State #3 Eddy NM - .0112 Gas Producing Sugg 1984 #2 Irion TX - .0006 Gas Producing Duke #1-B San Juan NM (1) (1) Gas Producing Senter #1-C San Juan NM - .0001 Gas Producing Southern Union #1-C San Juan NM - .0005 Gas Producing Southern Union #1-B San Juan NM - .0005 Gas Producing Ellie Mae #1-16 Stephens OK .0206 .0155 Gas Producing
III-D P/ship - ------------ Amant #3-32 Custer OK .0020 .0015 Gas Producing Loving 1 State #3 Eddy NM - .0093 Gas Producing
Sugg 1984 #2 Irion TX - .0005 Gas Producing Ellie Mae #1-16 Stephens OK .0030 .0022 Gas Producing
III-E P/ship - ------------ Exxon Fee #1-D Terrebonne LA .0430 .0345 Gas Producing Church of the Brethren #10 Brooks TX - .0024 Gas Producing
III-F P/ship - ------------ Exxon Fee #1-D Terrebonne LA .0371 .0298 Gas Producing Church of the Brethren #10 Brooks TX - .0020 Gas Producing Stewart-Justice #1 Garvin OK .0008 .0007 Oil Producing
III-G P/ship - ------------ Exxon Fee #1-D Terrebonne LA .0176 .0141 Gas Producing Church of the Brethren #10 Brooks TX - .0010 Gas Producing Robertson North Unit(20 new wells) Gaines TX .0012 .0010 Oil Producing Headlee Unit Ector TX .0003 .0002 Gas Producing
- ----------------------------- (1) The III-A, III-B, and III-C Partnerships elected to not participate in the drilling of the Duke #1-B Well located in San Juan County, New Mexico. If the well reaches payout under the terms of its operating agreement, the III-A, III-B, and III-C Partnerships will have the following interests in the well:
Working Revenue Partnership Interest Interest ----------- --------- ---------
III-A .0176 .0132 III-B .0074 .0056 III-C .0031 .0023
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.
Net Production Data
III-A Partnership -----------------
Year Ended December 31, ------------------------------------- 2002 2001 2000 ---------- ---------- ---------- Production: Oil (Bbls) 54,340 82,520 49,908 Gas (Mcf) 908,912 791,697 678,985
Oil and gas sales: Oil $1,316,966 $2,030,557 $1,454,983 Gas 2,558,132 3,394,606 2,656,278 --------- --------- --------- Total $3,875,098 $5,425,163 $4,111,261 ========= ========= ========= Total direct operating expenses $ 915,252 $1,020,090 $ 853,211 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 23.6% 18.8% 20.8%
Average sales price: Per barrel of oil $24.24 $24.61 $29.15 Per Mcf of gas 2.81 4.29 3.91
Direct operating expenses per equivalent Bbl of oil $ 4.45 $4.76 $ 5.23
Net Production Data
III-B Partnership -----------------
Year Ended December 31, ------------------------------------- 2002 2001 2000 ---------- ---------- ---------- Production: Oil (Bbls) 39,042 58,965 40,544 Gas (Mcf) 486,057 400,249 326,603
Oil and gas sales: Oil $ 949,685 $1,457,455 $1,185,213 Gas 1,326,476 1,689,008 1,277,225 --------- --------- --------- Total $2,276,161 $3,146,463 $2,462,438 ========= ========= ========= Total direct operating expenses $ 622,936 $ 630,746 $ 525,281 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 27.4% 20.0% 21.3%
Average sales price: Per barrel of oil $24.32 $24.72 $29.23 Per Mcf of gas 2.73 4.22 3.91
Direct operating expenses per equivalent Bbl of oil $ 5.19 $ 5.02 $ 5.53
Net Production Data
III-C Partnership -----------------
Year Ended December 31, ------------------------------------- 2002 2001 2000 ---------- ---------- ---------- Production: Oil (Bbls) 14,716 14,973 19,431 Gas (Mcf) 817,975 935,377 994,305
Oil and gas sales: Oil $ 361,020 $ 382,250 $ 572,001 Gas 2,379,868 3,988,865 3,578,430 --------- --------- --------- Total $2,740,888 $4,371,115 $4,150,431 ========= ========= ========= Total direct operating expenses $ 858,126 $ 980,377 $ 978,824 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 31.3% 22.4% 23.6%
Average sales price: Per barrel of oil $24.53 $25.53 $29.44 Per Mcf of gas 2.91 4.26 3.60
Direct operating expenses per equivalent Bbl of oil $ 5.68 $ 5.74 $ 5.29
Net Production Data
III-D Partnership -----------------
Year Ended December 31, ------------------------------------- 2002 2001 2000 ---------- ---------- ---------- Production: Oil (Bbls) 25,279 27,570 31,388 Gas (Mcf) 501,256 561,664 629,117
Oil and gas sales: Oil $ 563,269 $ 610,171 $ 837,978 Gas 1,413,445 2,302,188 2,257,213 --------- --------- --------- Total $1,976,714 $2,912,359 $3,095,191 ========= ========= ========= Total direct operating expenses $ 880,922 $ 914,671 $ 895,563 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 44.6% 31.4% 28.9%
Average sales price: Per barrel of oil $22.28 $22.13 $26.70 Per Mcf of gas 2.82 4.10 3.59
Direct operating expenses per equivalent Bbl of oil $ 8.10 $ 7.55 $ 6.57
Net Production Data
III-E Partnership -----------------
Year Ended December 31, -------------------------------------- 2002 2001 2000 --------- ---------- ----------- Production: Oil (Bbls) 133,901 162,557 183,876 Gas (Mcf) 1,000,715 1,226,795 1,526,586
Oil and gas sales: Oil $2,858,109 $3,486,759 $ 4,822,734 Gas 2,517,891 4,751,785 5,654,292 --------- --------- --------- Total $5,376,000 $8,238,544 $10,477,026 ========= ========= ========== Total direct operating expenses $3,574,658 $3,511,241 $ 3,652,507 ========= ========= ========== Direct operating expenses as a percentage of oil and gas sales 66.5% 42.6% 34.9%
Average sales price: Per barrel of oil $21.34 $21.45 $26.23 Per Mcf of gas 2.52 3.87 3.70
Direct operating expenses per equivalent Bbl of oil $11.89 $ 9.57 $ 8.33
Net Production Data
III-F Partnership -----------------
Year Ended December 31, ------------------------------------- 2002 2001 2000 ---------- ---------- ---------- Production: Oil (Bbls) 23,209 27,090 43,620 Gas (Mcf) 503,895 621,792 654,833
Oil and gas sales: Oil $ 529,406 $ 603,765 $1,242,912 Gas 1,107,352 2,330,535 2,194,409 --------- --------- --------- Total $1,636,758 $2,934,300 $3,437,321 ========= ========= ========= Total direct operating expenses $ 603,358 $ 891,493 $ 867,235 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 36.9% 30.4% 25.2%
Average sales price: Per barrel of oil $22.81 $22.29 $28.49 Per Mcf of gas 2.20 3.75 3.35
Direct operating expenses per equivalent Bbl of oil $ 5.63 $ 6.82 $ 5.68
Net Production Data
III-G Partnership -----------------
Year Ended December 31, ------------------------------------- 2002 2001 2000 ---------- ---------- ---------- Production: Oil (Bbls) 18,665 20,694 32,013 Gas (Mcf) 268,824 326,795 333,031
Oil and gas sales: Oil $ 429,076 $ 466,717 $ 912,320 Gas 601,405 1,233,341 1,138,070 --------- --------- --------- Total $1,030,481 $1,700,058 $2,050,390 ========= ========= ========= Total direct operating expenses $ 382,168 $ 547,716 $ 552,240 ========= ========= ========= Direct operating expenses as a percentage of oil and gas sales 37.1% 32.2% 26.9%
Average sales price: Per barrel of oil $22.99 $22.55 $28.50 Per Mcf of gas 2.24 3.77 3.42
Direct operating expenses per equivalent Bbl of oil $ 6.02 $ 7.29 $ 6.31
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.
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.
Proved Reserves and Net Present Values From Proved Reserves
As of December 31, 2002(1)
III-A Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 3,866,700 Oil and liquids (Bbls) 60,496
Net present value (discounted at 10% per annum) $10,583,968
III-B Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 1,676,027 Oil and liquids (Bbls) 46,684
Net present value (discounted at 10% per annum) $ 5,037,182
III-C Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 4,928,613 Oil and liquids (Bbls) 110,916
Net present value (discounted at 10% per annum) $12,473,256
III-D Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 2,667,538 Oil and liquids (Bbls) 236,192
Net present value (discounted at 10% per annum) $ 7,655,634
III-E Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 7,254,259 Oil and liquids (Bbls) 1,259,858
Net present value (discounted at 10% per annum) $20,987,455
III-F Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 4,664,302 Oil and liquids (Bbls) 224,872
Net present value (discounted at 10% per annum) $10,539,573
III-G Partnership: ----------------- Estimated proved reserves: Gas (Mcf) 2,559,807 Oil and liquids (Bbls) 187,091
Net present value (discounted at 10% per annum) $ 6,165,409
- ---------- (1) Includes certain gas balancing adjustments which cause the gas volumes and net present values to differ from the reserve reports which were 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:
Operated Wells ----------------------------------------- Partnership Number Percent ----------- ------ -------
III-A 21 8% III-B 5 2% III-C 107 29% III-D 100 30% III-E 49 18% III-F 28 5% III-G 48 3%
The following tables set forth certain well and reserve information as of December 31, 2002 for the basins in which the Partnerships own a significant amount of oil and gas properties. The tables contain the following information for each significant basin: (i) the number of gross wells 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 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 Gulf Coast Basin is located in southern Louisiana and southeast Texas, while the Las Animas Arch Basin straddles east Colorado and northwest Kansas. Southern Oklahoma contains the Southern Oklahoma Folded Belt Basin. The Jay-Little Escambia Creek Field Unit is located in Santa Rosa County, Florida, while the Green River Basin is located in southern Wyoming and northwest Colorado. The Permian Basin straddles west Texas and southeast New Mexico.
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 III-A and III-B Partnerships' estimated proved reserves decreased 47,107 and 31,072 barrels of oil equivalent, respectively, in the Mahaffey #3 well located in Jefferson Davis Parish, Louisiana from December 31, 2001 to December 31, 2002. These decreases were primarily due to the full depletion of gas reserves on this well.
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.
ITEM 3. LEGAL PROCEEDINGS
A lawsuit styled Robert W. Scott, Individually and as Managing Member of R.W. Scott Investments, LLC v. Samson Resources Company, Case No. C-01-385, was filed in the District Court of Sweetwater County, Wyoming on June 29, 2001. The lawsuit seeks class action certification and alleges that Samson deducted from its payments to royalty and overriding royalty owners certain charges which were improper under the Wyoming royalty payment statutes. A number of these royalty and overriding royalty payments burdened the interests of the Partnerships.
In February 2003, in an effort to minimize potential exposure created by the Wyoming statutes and accompanying legal fees, Samson refunded to the royalty and overriding royalty interest owners who were potential class members all of the amounts which were claimed to be improperly deducted plus statutory interest thereon. The applicable portions of these refunds being recouped from the Partnerships in the first quarter of 2003 as follows:
Partnership Amount ----------- ------------
III-A $ 5,380 III-B 3,548 III-C - III-D - III-E 122,289 III-F 102,690 III-G 51,077
The lawsuit also alleges that Samson's check stubs did not fully comply with the Wyoming Royalty Payment Act. Samson intends to vigorously defend this claim.
Except as set forth 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.
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.
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 Partnership Units Limited Partners ----------- --------- ----------------
III-A 263,976 1,205 III-B 138,336 698 III-C 244,536 1,127 III-D 131,008 602 III-E 418,266 1,882 III-F 221,484 1,000 III-G 121,925 518
Units were initially sold for a price of $100. 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 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 $100 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. - ------ ---- ---- ---- ---- ---- ---- ---- ---- ---- III-A $10 $ 5 $21 $17 $14 $13 $20 $18 $16 III-B 9 5 20 17 13 11 20 18 16 III-C 12 7 20 17 16 15 18 17 16 III-D 14 7 23 20 19 19 23 22 21 III-E 15 11 27 24 24 24 25 25 24 III-F 14 10 24 22 22 21 20 19 18 III-G 15 11 25 23 22 22 21 20 19
In addition to this repurchase offer, 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, 2002, and the first quarter of 2003:
Cash Distributions -----------------
----------------------------------------- 1st 2nd 3rd 4th P/ship Qtr. Qtr. Qtr. Qtr. ------ ----- ----- ----- -----
III-A $3.33 $4.57 $3.38 $3.38 III-B 3.48 4.42 3.27 3.27 III-C 3.62 5.73 4.38 2.63 III-D 4.26 6.81 5.14 3.15 III-E 3.78 4.84 4.00 2.19 III-F 3.31 3.91 4.77 1.63 III-G 3.47 3.90 5.04 1.55
2002 2003 ----------------------------------------- ----- 1st 2nd 3rd 4th 1st P/ship Qtr. Qtr. Qtr. Qtr. Qtr. ------ ----- ----- ----- ----- -----
III-A $3.20 $1.49 $1.73 $2.46 $1.78 III-B 3.48 1.63 1.72 2.56 1.85 III-C 1.35 .90 1.26 1.26 1.07 III-D .75 .44 1.34 1.22 1.26 III-E - - .27 .36 .64 III-F .64 .85 .59 .52 .74 III-G .81 .77 .66 .73 .93
ITEM 6.
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."
ITEM 7.
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:
* 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 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 Partnerships' 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.
III-A Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $1,550,065 (28.6%) in 2002 as compared to 2001. Of this decrease, approximately (i) $1,339,000 was related to a decrease in the average price of gas sold and (ii) $693,000 was related to a decrease in volumes of oil sold. These decreases were partially offset by an increase of approximately $503,000 related to an increase in volumes of gas sold. Volumes of oil sold decreased 28,180 barrels, while volumes of gas sold increased 117,215 Mcf in 2002 as compared to 2001. The decrease in volumes of oil sold was primarily due to (i) a decline in production on several wells following the recompletions of those wells during mid 2001 and (ii) normal declines in production. These decreases were partially offset by an increase in production on one significant well due to the successful workover of that well during mid 2002. The increase in volumes of gas sold was primarily due to (i) an increase in production on one significant well due to the successful workover of that well during early 2002 and (ii) positive prior period gas balancing adjustments on two significant wells during 2002. These increases were partially offset by a decline in production on two significant wells following the recompletions of those wells during mid 2001. Average oil and gas prices decreased to $24.24 per barrel and $2.81 per Mcf, respectively, in 2002 from
$24.61 per barrel and $4.29 per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $104,838 (10.3%) in 2002 as compared to 2001. This decrease was primarily due to a decrease in production taxes associated with the decrease in oil and gas sales. This decrease was partially offset by (i) positive prior period lease operating expense adjustments on two significant wells during 2002, (ii) an increase in workover expenses incurred on one significant well during 2002 as compared to 2001, and (iii) workover expenses incurred on another significant well during 2002. As a percentage of oil and gas sales, these expenses increased to 23.6% in 2002 from 18.8% 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 increased $33,323 (6.4%) in 2002 as compared to 2001. This increase was primarily due to (i) an increase in depletable oil and gas properties primarily due to drilling activities on several wells during 2002 and (ii) downward revisions in the estimates of remaining oil reserves at December 31, 2002. These increases were partially offset by (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 gas reserves at December 31, 2002. As a percentage of oil and gas sales, this expense increased to 14.3% in 2002 from 9.6% in 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold.
General and administrative expenses increased $3,782 (1.2%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 8.1% in 2002 from 5.7% 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 $33,948,701 or 128.61% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales increased $1,313,902 (32.0%) in 2001 as compared to 2000. Of this increase, approximately (i) $951,000 and $441,000, respectively, were related to increases in volumes of oil and gas sold and (ii) $297,000 was related to an increase in the average price of gas sold. These increases were partially offset by a decrease of approximately $375,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold increased 32,612 barrels and 112,712 Mcf, respectively, in 2001 as compared to 2000. The increase in volumes of oil sold was primarily due to increased production on several wells due to the recompletions of those wells during 2001. The increase in volumes of gas sold was primarily due to (i) a successful completion of a new well during mid 2000 and (ii) increased production on two other significant wells due to the successful recompletion of those wells during 2001. Average oil prices decreased to $24.61 per barrel in 2001 from $29.15 per barrel in 2000. Average gas prices increased to $4.29 per Mcf in 2001 from $3.91 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and production taxes) increased $166,879 (19.6%) in 2001 as compared to 2000. This increase was primarily due to (i) an increase in lease operating expenses associated with the increases in volumes of oil and gas sold and (ii) an increase in production taxes associated with the increase in oil and gas sales. These increases were partially offset by workover expenses incurred on three significant wells during 2000. As a percentage of oil and gas sales, these expenses decreased to 18.8% in 2001 from 20.8% in 2000.
Depreciation, depletion, and amortization of oil and gas properties increased $241,519 (86.9%) in 2001 as compared to 2000. This increase was primarily due to (i) two significant wells being fully depleted in 2001 due to the lack of remaining economically recoverable reserves and (ii) the increases in volumes of oil and gas sold. These increases were partially offset by upward revisions in the estimates of remaining oil reserves at December 31, 2001. As a percentage of oil and gas sales, this expense increased to 9.6% in 2001 from 6.8% in 2000. This percentage increase was primarily due to the dollar increase in depreciation, depletion, and amortization.
General and administrative expenses decreased $5,501 (1.8%) in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses decreased to 5.7% in 2001 from 7.6% in 2000. This percentage decrease was primarily due to the increase in oil and gas sales.
III-B Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $870,302 (27.7%) in 2002 as compared to 2001. Of this decrease, approximately (i) $725,000 was related to a decrease in the average price of gas sold and (ii) $492,000 was related to a decrease in volumes of oil sold. These decreases were partially offset by an increase of approximately $362,000 related to an increase in volumes of gas sold. Volumes of oil sold decreased 19,923 barrels, while volumes of gas sold increased 85,808 Mcf in 2002 as compared to 2001. The decrease in volumes of oil sold was primarily due to (i) a decline in production on several wells following the recompletions of those wells during mid 2001 and (ii) normal declines in production. These decreases were partially offset by an increase in production on one significant well due to the successful workover of that well during mid 2002. The increase in volumes of gas sold was primarily due to (i) positive prior period gas balancing adjustments on two significant wells during 2002 and (ii) an increase in production on one significant well due to the successful workover of that well during early 2002. These increases were partially offset by a decline in production on two significant wells following the recompletions of those wells during mid 2001. Average oil and gas prices decreased to $24.32 per barrel and $2.73 per Mcf, respectively, in 2002 from $24.72 per barrel and $4.22 per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $7,810 (1.2%) in 2002 as compared to 2001. This decrease was primarily due to a decrease in production taxes associated with the decrease in oil and gas sales. This decrease was partially offset by (i) positive prior period lease operating expense adjustments on two significant wells during 2002, (ii) an increase in workover expenses incurred on one significant well in 2002 as compared to 2001, and (iii) workover expenses incurred on several wells within the same unit during 2002. As a percentage of oil and gas sales, these expenses increased to 27.4% in 2002 from 20.0% 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 increased $22,159 (7.0%) in 2002 as compared to 2001. This increase was primarily due to (i) an increase in depletable oil and gas properties primarily due to drilling activities on several wells during 2002 and (ii) downward revisions in the estimates of remaining oil reserves at December 31, 2002. These increases were partially offset by (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 gas reserves at December 31, 2002. As a percentage of oil and gas sales, this expense increased to 14.8% in 2002 from 10.0% in 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold.
General and administrative expenses increased $2,365 (1.4%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 7.6% in 2002 from 5.4% 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 $19,426,353 or 140.43% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales increased $684,025 (27.8%) in 2001 as compared to 2000. Of this increase, approximately (i) $538,000 and $288,000, respectively, were related to increases in volumes of oil and gas sold and (ii) $124,000 was related to an increase in the average price of gas sold. These increases were partially offset by a decrease of approximately $266,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold increased 18,421 barrels and 73,646 Mcf, respectively, in 2001 as compared to 2000. The increase in volumes of oil sold was primarily due to increased production on several wells due to the recompletions of those wells during 2001. The increase in volumes of gas sold was primarily due to (i) a successful completion of a new well during mid 2000 and (ii) increased production on two other significant wells due to the successful recompletion of those wells during 2001. Average oil prices decreased to $24.72 per barrel in 2001 from $29.23 per barrel in 2000. Average gas prices increased to $4.22 per Mcf in 2001 from $3.91 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and production taxes) increased $105,465 (20.1%) in 2001 as compared to 2000. This increase was primarily due to (i) an increase in lease operating expenses associated with the increases in volumes of oil and gas sold and (ii) an increase in production taxes associated with the increase in oil and gas sales. These increases were partially offset by workover expenses incurred on three significant wells during 2000. As a percentage of oil and gas sales, these expenses decreased to 20.0% in 2001 from 21.3% in 2000.
Depreciation, depletion, and amortization of oil and gas properties increased $157,596 (100.5%) in 2001 as compared to 2000. This increase was primarily due to the (i) two significant wells being fully depleted in 2001 due to the lack of remaining economically recoverable reserves and (ii) the increases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 10.0% in 2001 from 6.4% in 2000. This percentage increase was primarily due to the dollar increase in depreciation, depletion, and amortization.
General and administrative expenses increased $4,514 (2.7%) in 2001 as compared to 2000. As a percentage of oil and gas sales, this percentage decreased to 5.4% in 2001 from 6.7% in 2000. This percentage decrease was primarily due to the increase in oil and gas sales.
III-C Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $1,630,227 (37.3%) in 2002 as compared to 2001. Of this decrease, approximately (i) $1,108,000 was related to a decrease in the average price of gas sold and (ii) $501,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 257 barrels and 117,402 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes of oil sold was primarily due to (i) the shutting-in of several wells within one unit for the latter portion of 2002 in order to perform workovers on those wells and (ii) normal declines in production. These decreases were partially offset by an increase in production on one significant well due to the successful recompletion of that well during late 2002. The decrease in volumes of gas sold was primarily due to (i) normal declines in production and (ii) a decline in production on one significant well following the unsuccessful recompletion attempt of that well during late 2001. Average oil and gas prices decreased to $24.53 per barrel and $2.91 per Mcf, respectively, in 2002 from $25.53 per barrel and $4.26 per Mcf, respectively, in 2001.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $122,251 (12.5%) 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 and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold. These decreases were partially offset by (i) workover expenses incurred on several wells within the same unit during 2002 and (ii) workover expenses incurred on two significant wells during 2002. As a percentage of oil and gas sales, these expenses
increased to 31.3% in 2002 from 22.4% 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 $93,631 (25.2%) 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, (ii) the decreases in volumes of oil and gas sold, and (iii) upward revisions in the estimates of remaining oil and gas reserves at December 31, 2002. These decreases were partially offset by an increase in depletable oil and gas properties primarily due to drilling activities on several wells during 2002. As a percentage of oil and gas sales, this expense increased to 10.1% in 2002 from 8.5% in 2001. This percentage increase was primarily due to the decreases in the average prices of oil and gas sold.
General and administrative expenses increased $3,444 (1.2%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 10.6% in 2002 from 6.6% 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 $25,673,795 or 104.99% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales increased $220,684 (5.3%) in 2001 as compared to 2000. Of this increase, approximately $623,000 was related to an increase in the average price of gas sold. This increase was partially offset by decreases of approximately (i) $131,000 and $212,000, respectively, related to decreases in volumes of oil and gas sold and (ii) $59,000 related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 4,458 barrels and 58,928 Mcf, respectively, in 2001 as compared to 2000. The decrease in volumes of oil sold was primarily due to normal declines in production. Average oil prices decreased to $25.53 per barrel in 2001 from $29.44 per barrel in 2000. Average gas prices increased to $4.26 per Mcf in 2001 from $3.60 per Mcf in 2000.
Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses decreased to 22.4% in 2001 from 23.6% in 2000.
Depreciation, depletion, and amortization of oil and gas properties increased $86,073 (30.2%) in 2001 as compared to 2000.
This increase was primarily due to two significant wells being fully depleted in 2001 due to the lack of remaining economically recoverable reserves. This increase was partially offset by a decrease in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 8.5% in 2001 from 6.9% in 2000. This percentage increase was primarily due to the dollar increase in depreciation, depletion, and amortization.
General and administrative expenses decreased $3,971 (1.4%) in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses decreased to 6.6% in 2001 from 7.0% in 2000.
The III-C Partnership achieved payout during the fourth quarter of 2001. After payout, operations and revenues for the III-C Partnership have been and will be allocated using after payout percentages. After payout percentages allocate operating income and expenses 10% to the General Partner and 90% to the Limited Partners. Before payout, operating income and expenses were allocated 5% to the General Partner and 95% to the Limited Partners.
III-D Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $935,645 (32.1%) in 2002 as compared to 2001. Of this decrease, approximately (i) $641,000 was related to a decrease in the average price of gas sold and (ii) $248,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 2,291 barrels and 60,408 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes of gas sold was primarily due to normal declines in production. Average oil prices increased to $22.28 per barrel in 2002 from $22.13 per barrel in 2001. Average gas prices decreased to $2.82 per Mcf in 2002 from $4.10 per Mcf in 2001.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $33,749 (3.7%) in 2002 as compared to 2001. This decrease was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold and (ii) a decrease in production taxes associated with the decrease in oil and gas sales. These decreases were partially offset by (i) an increase in workover expenses incurred on several wells within the same unit in 2002 as compared to 2001 and (ii) workover expenses incurred on two significant wells during 2002. As a percentage of oil and gas sales, these expenses increased to 44.6% in 2002 from 31.4% in 2001. This percentage increase was primarily due to the decrease in the average price of gas sold.
Depreciation, depletion, and amortization of oil and gas properties increased $23,911 (19.1%) in 2002 as compared to 2001. This increase was primarily due to two significant wells being fully depleted in 2002 due to the lack of remaining economically recoverable reserves. This increase was partially offset by the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 7.6% in 2002 from 4.3% in 2001. This percentage increase was primarily due to the decrease in the average price of gas sold.
General and administrative expenses increased $2,128 (1.3%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 8.3% in 2002 from 5.6% 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 $14,060,669 or 107.33% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales decreased $182,832 (5.9%) in 2001 as compared to 2000. Of this decrease, approximately $102,000 and $242,000, respectively, were related to decreases in volumes of oil and gas sold and approximately $126,000 was related to a decrease in the average price of oil sold. These decreases were partially offset by an increase of approximately $287,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 3,818 barrels and 67,453 Mcf, respectively, in 2001 as compared to 2000. The decreases in volumes of oil and gas sold were primarily due to normal declines in production. Average oil prices decreased to $22.13 per barrel in 2001 from $26.70 per barrel in 2000. Average gas prices increased to $4.10 per Mcf in 2001 from $3.59 per Mcf in 2000.
The III-D Partnership sold certain oil and gas properties during 2001 and recognized a $7,258 gain on such sales. Sales of oil and gas properties during 2000 resulted in the III-D Partnership recognizing similar gains of $203,942.
Oil and gas production expenses (including lease operating expenses and production taxes) increased $19,108 (2.1%) in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses increased to 31.4% in 2001 from 28.9% in 2000.
Depreciation, depletion, and amortization of oil and gas properties decreased $140,534 (52.8%) in 2001 as compared to 2000. This decrease was primarily due to (i) one significant well being fully depleted in 2000 due to the lack of remaining
economically recoverable reserves and (ii) the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense decreased to 4.3% in 2001 from 8.6% in 2000. This percentage decrease was primarily due to the dollar decrease in depreciation, depletion, and amortization.
General and administrative expenses increased $5,056 (3.2%) in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses increased to 5.6% in 2001 from 5.1% in 2000.
The III-D Partnership achieved payout during the third quarter of 2001. After payout, operations and revenues for the III-D Partnership have been and will be allocated using after payout percentages. After payout percentages allocate operating income and expenses 10% to the General Partner and 90% to the Limited Partners. Before payout, operating income and expenses were allocated 5% to the General Partner and 95% to the Limited Partners.
III-E Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $2,862,544 (34.7%) in 2002 as compared to 2001. Of this decrease, approximately (i) $615,000 and $876,000, respectively, were related to decreases in volumes of oil and gas sold and (ii) $1,358,000 was related to a decrease in the average price of gas sold. Volumes of oil and gas sold decreased 28,656 barrels and 226,080 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes of oil sold was primarily due to normal declines in production. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) production difficulties on one significant well during 2002 (which have now been remedied), and (iii) the shutting-in of another significant well during 2002 in order to perform a recompletion scheduled for the first part of 2003. These decreases were partially offset by the III-E Partnership receiving a reduced percentage of sales on one significant well in 2001 due to gas balancing. Average oil and gas prices decreased to $21.34 per barrel and $2.52 per Mcf, respectively, in 2002 from $21.45 per barrel and $3.87 per Mcf, respectively, in 2001. The average gas price in 2002 was lowered by the payment of refund amounts relating to the R.W. Scott Investments, LLC lawsuit described in Item 3 of this Annual Report due to the netting of such refunds against gas sales.
Oil and gas production expenses (including lease operating expenses and production expenses) increased $63,417 (1.8%) in 2002 as compared to 2001. This increase was primarily due to an
increase in workover expenses incurred on several wells within several units in 2002 as compared to 2001. This increase was partially offset by (i) a decrease in production taxes associated with the decrease in oil and gas sales and (ii) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense increased to 66.5% in 2002 from 42.6% 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 increased $42,757 (12.2%) in 2002 as compared to 2001. This increase was primarily due to (i) two significant wells being fully depleted in 2002 due to the lack of remaining economically recoverable reserves and (ii) an increase in depletable oil and gas properties primarily due to drilling activities in a large unitized property during 2002. 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 7.3% in 2002 from 4.3% in 2001. This percentage increase was primarily due to (i) the decreases in the average prices of oil and gas sold and (ii) the dollar increase in depreciation, depletion, and amortization.
General and administrative expenses increased $5,204 (1.1%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 9.0% in 2002 from 5.8% 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 $44,357,016 or 106.05% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales decreased $2,238,482 (21.4%) in 2001 as compared to 2000. Of this decrease, approximately (i) $559,000 and $1,110,000, respectively, were related to decreases in volumes of oil and gas sold and (ii) $777,000 was related to a decrease in the average price of oil sold. Volumes of oil and gas sold decreased 21,319 barrels and 299,791 Mcf, respectively, in 2001 as compared to 2000. The decrease in volumes of oil sold was primarily due to (i) normal declines in production and (ii) the sale of several wells during early 2000. The decrease in volumes of gas sold was primarily due to (i) the III-E Partnership receiving an increased percentage of sales on one significant well during 2000, (ii) the sale of several wells during early 2000, and (iii) the III-E Partnership receiving a reduced percentage of sales on another significant well during 2001 due to gas balancing. As of the date of this Annual Report,
management expects the gas balancing adjustment to continue for the foreseeable future, thereby continuing to contribute to a decrease in volumes of gas sold. Average oil prices decreased to $21.45 per barrel in 2001 from $26.23 per barrel in 2000. Average gas prices increased to $3.87 per Mcf in 2001 from $3.70 per Mcf in 2000.
As discussed in Liquidity and Capital Resources below, the III-E Partnership sold certain oil and gas properties during 2001 and recognized a $55,511 gain on such sales. Sales of oil and gas properties during 2000 resulted in a similar gain of $1,324,494.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $141,266 (3.9%) in 2001 as compared to 2000. This decrease was primarily due to (i) a decrease in lease operating expenses associated with the decreases in volumes of oil and gas sold and (ii) a decrease in production taxes associated with the decrease in oil and gas sales. These decreases were significantly offset by workover expenses incurred on two significant wells during 2001. As a percentage of oil and gas sales, these expenses increased to 42.6% in 2001 from 34.9% 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 decreased $57,405 (14.1%) in 2001 as compared to 2000. This decrease was primarily due to one significant well being fully depleted in late 2000 due to the lack of remaining economically recoverable reserves. As a percentage of oil and gas sales, this expense increased to 4.3% in 2001 from 3.9% in 2000. This percentage increase was primarily due to the decrease in the average price of oil sold.
General and administrative expenses decreased $18,756 (3.8%) in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses increased to 5.8% in 2001 as compared to 4.8% in 2000. This percentage increase was primarily due to the decrease in oil and gas sales.
The III-E Partnership achieved payout during the third quarter of 2001. After payout, operations and revenues for the III-E Partnership are allocated using after payout percentages. After payout percentages allocate operating income and expenses 10% to the General Partner and 90% to the Limited Partners. Before payout, operating income and expenses were allocated 5% to the General Partner and 95% to the Limited Partners.
III-F Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $1,297,542 (44.2%) in 2002 as compared to 2001. Of this decrease, approximately (i) $679,000 was related to a decrease in the average price of gas sold and (ii) $442,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 3,881 barrels and 117,897 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes of oil sold was primarily due to the sale of one significant well during early 2001. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) the shutting-in of one significant well during 2002 in order to perform a recompletion, and (iii) the shutting-in of another significant well during 2002 in order to perform a workover. Average oil prices increased to $22.81 per barrel in 2002 from $22.29 per barrel in 2001. Average gas prices decreased to $2.20 per Mcf in 2002 from $3.75 per Mcf in 2001. The average gas price in 2002 was lowered by the payment of refund amounts relating to the R.W. Scott Investments, LLC lawsuit described in Item 3 of this Annual Report due to the netting of such refunds against gas sales.
As discussed in Liquidity and Capital Resources below, the III-F Partnership sold certain oil and gas properties during 2001 and recognized a $338,452 gain on such sales. No such sales occurred during 2002.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $288,135 (32.3%) in 2002 as compared to 2001. This decrease was primarily due to (i) the sale of one significant well during early 2001, (ii) a decrease in production taxes associated with the decrease in oil and gas sales, and (iii) workover expenses incurred on two significant wells during 2001. As a percentage of oil and gas sales, these expenses increased to 36.9% in 2002 from 30.4% in 2001. This percentage increase was primarily due to the decrease in the average price of gas sold.
Depreciation, depletion, and amortization of oil and gas properties increased $11,138 (4.2%) in 2002 as compared to 2001. This increase was primarily due to an increase in depletable oil and gas properties primarily due to drilling activities on two significant wells during 2002. This increase was partially offset by (i) the decreases in volumes of oil and gas sold 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 increased to 16.7% in 2002 from 8.9% in 2001.
This percentage increase was primarily due to the decrease in the average price of gas sold.
General and administrative expenses increased $3,281 (1.3%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 16.2% in 2002 from 8.9% 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 $17,339,904 or 78.29% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales decreased $503,021 (14.6%) in 2001 as compared to 2000. Of this decrease, approximately (i) $471,000 and $111,000, respectively, were related to decreases in volumes of oil and gas sold and (ii) $168,000 was related to a decrease in the average price of oil sold. These decreases were partially offset by an increase of approximately $247,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 16,530 barrels and 33,041 Mcf, respectively, in 2001 as compared to 2000. The decrease in volumes of oil sold was primarily due to the sale of several wells during 2000 and early 2001. Average oil prices decreased to $22.29 per barrel in 2001 from $28.49 per barrel in 2000. Average gas prices increased to $3.75 per Mcf in 2001 from $3.35 per Mcf in 2000.
As discussed in Liquidity and Capital Resources below, the III-F Partnership sold certain oil and gas properties during 2001 and recognized a $338,452 gain on such sales. Sales of oil and gas properties during 2000 resulted in the III-F Partnership recognizing similar gains totaling $277,211.
Oil and gas production expenses (including lease operating expenses and production taxes) increased $24,258 (2.8%) in 2001 as compared to 2000. The increase in oil and gas production expenses was primarily due to workover expenses incurred on two significant wells during 2001. This increase was partially offset by the sale of several wells during 2000 and early 2001. As a percentage of oil and gas sales, these expenses increased to 30.4% in 2001 from 25.2% 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 decreased $82,723 (24.0%) in 2001 as compared to 2000. This decrease was primarily due to (i) the decreases in volumes of oil and gas sold and (ii) one significant well being fully
depleted in 2000 due to the lack of remaining economically recoverable reserves. As a percentage of oil and gas sales, this expense decreased to 8.9% in 2001 from 10.0% in 2000. This percentage decrease was primarily due to the increase in the average price of gas sold.
General and administrative expenses remained relatively constant in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses increased to 8.9% in 2001 from 7.7% in 2000. This percentage increase was primarily due to the decrease in oil and gas sales.
III-G Partnership -----------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001 -------------------------------------
Total oil and gas sales decreased $669,577 (39.4%) in 2002 as compared to 2001. Of this decrease, approximately (i) $362,000 was related to a decrease in the average price of gas sold and (ii) $219,000 was related to a decrease in volumes of gas sold. Volumes of oil and gas sold decreased 2,029 barrels and 57,971 Mcf, respectively, in 2002 as compared to 2001. The decrease in volumes of oil sold was primarily due to the sale of one significant well during early 2001. The decrease in volumes of gas sold was primarily due to (i) normal declines in production, (ii) the shutting-in of one significant well during 2002 in order to perform a recompletion, and (iii) the shutting-in of another significant well during 2002 in order to perform a workover. Average oil prices increased to $22.99 per barrel in 2002 from $22.55 per barrel in 2001. Average gas prices decreased to $2.24 per Mcf in 2002 from $3.77 per Mcf in 2001. The average gas price in 2002 was lowered by the payment of refund amounts relating to the R.W. Scott Investments, LLC lawsuit described in Item 3 of this Annual Report due to the netting of such refunds against gas sales.
As discussed in Liquidity and Capital Resources below, the III-G Partnership sold certain oil and gas properties during 2001 and recognized a $220,939 gain on such sales. No such sales occurred during 2002.
Oil and gas production expenses (including lease operating expenses and production taxes) decreased $165,548 (30.2%) in 2002 as compared to 2001. This decrease was primarily due to (i) the sale of one significant well during early 2001, (ii) a decrease in production taxes associated with the decrease in oil and gas sales, and (iii) workover expenses incurred on two significant wells during 2001. As a percentage of oil and gas sales, these expenses increased to 37.1% in 2002 from 32.2% in 2001. This
percentage increase was primarily due to the decrease in the average price of gas sold.
Depreciation, depletion, and amortization of oil and gas properties remained relatively constant in 2002 as compared to 2001. An increase in depletable oil and gas properties primarily due to drilling activities on two significant wells during 2002 was substantially offset by (i) the decreases in volumes of oil and gas sold 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 increased to 13.9% in 2002 from 8.3% in 2001. This percentage increase was primarily due to the decrease in the average price of gas sold.
General and administrative expenses increased $2,164 (1.4%) in 2002 as compared to 2001. As a percentage of oil and gas sales, these expenses increased to 14.9% in 2002 from 8.9% 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 $9,548,287 or 78.31% of Limited Partners' capital contributions.
Year Ended December 31, 2001 Compared to Year Ended December 31, 2000 -------------------------------------
Total oil and gas sales decreased $350,332 (17.1%) in 2001 as compared to 2000. Of this decrease, approximately (i) $323,000 was related to a decrease in volumes of oil sold and (ii) $123,000 was related to the decrease in the average price of oil sold. These decreases were partially offset by an increase of approximately $117,000 related to an increase in the average price of gas sold. Volumes of oil and gas sold decreased 11,319 barrels and 6,236 Mcf, respectively, in 2001 as compared to 2000. The decrease in volumes of oil sold was primarily due to the sale of several wells during 2000 and early 2001. Average oil prices decreased to $22.55 per barrel in 2001 from $28.50 per barrel in 2000. Average gas prices increased to $3.77 per Mcf in 2001 from $3.42 per Mcf in 2000.
As discussed in Liquidity an Capital Resources above, the III-G Partnership sold certain oil and gas properties in 2001 and recognized a $220,939 gain on such sales. Sales of oil and gas properties during 2000 resulted in the III-G Partnership recognizing similar gains totaling $241,256.
Oil and gas production expenses (including lease operating expenses and production taxes) remained relatively constant in 2001 as compared to 2000. A decrease in oil and gas production expenses due to the sale of several wells during 2000 and early 2001 was substantially offset by workover expenses incurred on
two significant wells during 2001. As a percentage of oil and gas sales, these expenses increased to 32.2% in 2001 from 26.9% 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 decreased $30,963 (17.9%) in 2001 as compared to 2000. This decrease was primarily due to the decreases in volumes of oil and gas sold. As a percentage of oil and gas sales, this expense decreased to 8.3% in 2001 from 8.4% in 2000.
General and administrative expenses increased $5,769 (3.9%) in 2001 as compared to 2000. As a percentage of oil and gas sales, these expenses increased to 8.9% in 2001 from 7.1% in 2000. This percentage increase was primarily due to the decrease in oil and gas sales.
Average Sale Prices, Production Volumes, and Average Production Costs
The following tables are comparisons of annual average oil and gas sales prices, production volumes, and average production costs (lease operating expenses and production taxes) per barrel of oil equivalent (one barrel or 6 Mcf of gas) for 2002, 2001, and 2000.
2002 Compared to 2001 ---------------------
Average Sales Prices - ----------------------------------------------------------------------------- P/ship 2002 2001 % Change - ------ ------------------- ----------------- -------------- Oil Gas Oil Gas ($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas ------- ------- ------- ------- ----- ----- III-A $24.24 $2.81 $24.61 $4.29 (2%) (34%) III-B 24.32 2.73 24.72 4.22 (2%) (35%) III-C 24.53 2.91 25.53 4.26 (4%) (32%) III-D 22.28 2.82 22.13 4.10 1% (31%) III-E 21.34 2.52 21.45 3.87 (1%) (35%) III-F 22.81 2.20 22.29 3.75 2% (41%) III-G 22.99 2.24 22.55 3.77 2% (41%)
Production Volumes - ----------------------------------------------------------------------------- P/ship 2002 2001 % Change - ------ --------------------- ------------------- -------------- Oil Gas Oil Gas Oil Gas (Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf) ------- --------- ------- --------- ------ ----- III-A 54,340 908,912 82,520 791,697 (34%) 15% III-B 39,042 486,057 58,965 400,249 (34%) 21% III-C 14,716 817,975 14,973 935,377 ( 2%) (13%) III-D 25,279 501,256 27,570 561,664 ( 8%) (11%) III-E 133,901 1,000,715 162,557 1,226,795 (18%) (18%) III-F 23,209 503,895 27,090 621,792 (14%) (19%) III-G 18,665 268,824 20,694 326,795 (10%) (18%)
Average Production Costs per Barrel of Oil Equivalent ---------------------------------------- P/ship 2002 2001 % Change ------ ----- ----- -------- III-A $4.45 $4.76 ( 7%) III-B 5.19 5.02 3% III-C 5.68 5.74 ( 1%) III-D 8.10 7.55 7% III-E 11.89 9.57 24% III-F 5.63 6.82 (17%) III-G 6.02 7.29 (17%)
2001 Compared to 2000 ---------------------
Average Sales Prices - ---------------------------------------------------------------------------- P/ship 2001 2000 % Change - ------ ------------------- ----------------- ------------- Oil Gas Oil Gas ($/Bbl) ($/Mcf) ($/Bbl) ($/Mcf) Oil Gas ------- ------- ------- ------- ----- ---- III-A $24.61 $4.29 $29.15 $3.91 (16%) 10% III-B 24.72 4.22 29.23 3.91 (15%) 8% III-C 25.53 4.26 29.44 3.60 (13%) 18% III-D 22.13 4.10 26.70 3.59 (17%) 14% III-E 21.45 3.87 26.23 3.70 (18%) 5% III-F 22.29 3.75 28.49 3.35 (22%) 12% III-G 22.55 3.77 28.50 3.42 (21%) 10%
Production Volumes - ----------------------------------------------------------------------------- P/ship 2001 2000 % Change - ------ --------------------- ------------------- -------------- Oil Gas Oil Gas Oil Gas (Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf) ------- --------- ------- --------- ------ ----- III-A 82,520 791,697 49,908 678,985 65% 17% III-B 58,965 400,249 40,544 326,603 45% 23% III-C 14,973 935,377 19,431 994,305 (23%) ( 6%) III-D 27,570 561,664 31,388 629,117 (12%) (11%) III-E 162,557 1,226,795 183,876 1,526,586 (12%) (20%) III-F 27,090 621,792 43,620 654,833 (38%) ( 5%) III-G 20,694 326,795 32,013 333,031 (35%) ( 2%)
Average Production Costs per Barrel of Oil Equivalent ---------------------------------------- P/ship 2001 2000 % Change ------ ----- ----- -------- III-A $4.76 $5.23 ( 9%) III-B 5.02 5.53 ( 9%) III-C 5.74 5.29 9% III-D 7.55 6.57 15% III-E 9.57 8.33 15% III-F 6.82 5.68 20% III-G 7.29 6.31 16%
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:
Partnership Gas-Years Oil-Years ----------- --------- ---------
III-A 4.3 1.1 III-B 3.4 1.2 III-C 6.0 7.5 III-D 5.3 9.3 III-E 7.2 9.4 III-F 9.3 9.7 III-G 9.5 10.0
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.
The Partnerships' available capital from the Limited Partners' subscriptions has been spent on oil and gas properties and there should be no further material capital resource commitments in the future. The Partnerships have no debt commitments. Cash for operational purposes will be provided by current oil and gas production. 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 recompletions and developmental drilling:
Partnership 2002 2001 2000 ----------- -------- -------- --------
III-A $137,214 $314,177 $ 13,509 III-B 63,540 207,751 8,907 III-C 153,761 128,049 25,540 III-D 170,676 58,029 24,429 III-E 486,120 338,130 224,656 III-F 89,261 52,855 175,878 III-G 52,739 53,457 103,365
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 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:
Partnership 2002 2001 2000 ----------- --------- -------- ---------- III-A $ - $ 7,352 $ 38,743 III-B 118 3,105 13,342 III-C 20,018 52,664 71,917 III-D 16,935 7,258 206,940 III-E - 55,511 1,352,609 III-F - 344,043 349,431 III-G - 222,333 247,866
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 for the Partnerships (the "Partnership Agreements") the Partnerships were scheduled to terminate on the dates indicated in the "Initial Termination Date" column of the following chart. 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. As of the date of this Annual Report, the General Partner has extended the term of the III-G Partnership for the first two-year extension period, and the III-A, III-B, III-C, III-D, III-E, and III-F Partnerships for the second two-year extension period. Therefore, the Partnerships are currently scheduled to terminate on the dates indicated in the "Current Termination Date" column of the following chart.
Initial Extensions Current Partnership Termination Date Exercised Termination Date ----------- ------------------ --------- ----------------- III-A November 22, 1999 2 November 22, 2003 III-B January 24, 2000 2 January 24, 2004 III-C February 28, 2000 2 February 28, 2004 III-D September 5, 2000 2 September 5, 2004 III-E December 26, 2000 2 December 26, 2004 III-F March 7, 2001 2 March 7, 2005 III-G September 20, 2001 1 September 20, 2003
The General Partner has not determined whether it will further extend the term of any Partnership.
During the first quarter of 2003 the Partnerships reimbursed Samson for certain payments Samson made to royalty and overriding royalty interest owners on Wyoming properties. These refunds were made in connection with the class action allegations made in the lawsuit described in "Item 3. Legal Proceedings." These reimbursements may reduce or eliminate cash available for first quarter cash distributions.
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 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 all 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 rates used in calculating the Deferred Charge and Accrued Liability are the annual average production cost 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 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. These rates also approximate the prices for which the Partnerships are currently settling similar liabilities. 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 - ----------- ------------ -------------- ----------
III-A $166,000 $ 56,000 $110,000 III-B 116,000 39,000 77,000 III-C 296,000 106,000 190,000 III-D 170,000 64,000 106,000 III-E 421,000 160,000 261,000 III-F 234,000 94,000 140,000 III-G 149,000 55,000 94,000
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.
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 the Partnerships' 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.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
The Partnerships do not hold any market risk sensitive instruments.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The financial statements and supplementary data are indexed in Item 15 hereof.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10.
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 best knowledge of the Partnerships and the General Partner, there were no officers, directors, or ten percent owners who were delinquent filers during 2002 of reports required under Section 16 of the Securities Exchange Act of 1934.
ITEM 11.
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 during 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 amounts charged to the Partnerships have not fluctuated due to expense limitations imposed by the Partnership Agreements.
Partnership 2002 2001 2000 ----------- -------- -------- --------
III-A $277,872 $277,872 $277,872 III-B 145,620 145,620 145,620 III-C 257,412 257,412 257,412 III-D 137,904 137,904 137,904 III-E 440,280 440,280 440,280 III-F 233,136 233,136 233,136 III-G 128,340 128,340 128,340
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:
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.
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) - ------------------------------------ -------------------
III-A Partnership: - ----------------- Samson Resources Company 55,929 (21.2%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 55,929 (21.2%)
III-B Partnership: - ----------------- Samson Resources Company 29,654 (21.4%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 29,654 (21.4%)
III-C Partnership: - ----------------- Samson Resources Company 56,130 (23.0%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 56,130 (23.0%)
III-D Partnership: - ----------------- Samson Resources Company 33,419 (25.5%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 33,419 (25.5%)
III-E Partnership: - ----------------- Samson Resources Company 109,378 (26.2%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 109,378 (26.2%)
III-F Partnership: - ----------------- Samson Resources Company 57,649 (26.0%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 57,649 (26.0%)
III-G Partnership: - ----------------- Samson Resources Company 31,178 (25.6%)
All affiliates, directors, and officers of the General Partner as a group and the General Partner (4 persons) 31,178 (25.6%)
ITEM 13.
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 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.
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.
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 III-A Geodyne Energy Income Limited Partnership III-B Geodyne Energy Income Limited Partnership III-C Geodyne Energy Income Limited Partnership III-D Geodyne Energy Income Limited Partnership III-E Geodyne Energy Income Limited Partnership III-F Geodyne Energy Income Limited Partnership III-G
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 Balance Sheets Statements of Operations Statements of Changes in Partners' Capital (Deficit) Statements of Cash Flows Notes to Financial Statements
(2) Financial Statement Schedules:
None.
(3) Exhibits:
Exh. No. Exhibit - ----- -------
4.1 Agreement of Limited Partnership dated November 17, 1989 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.2 Certificate of Limited Partnership dated January 24, 1990 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.3 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.4 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.5 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.5 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.6 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.7 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.22 to Registrant's Annual Report on Form 10-K for the year ended December
31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.8 Fifth Amendment to Agreement of Limited Partnership dated November 15, 1999 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.25 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.9 Sixth Amendment to Agreement of Limited Partnership dated November 14, 2001, for the Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.9 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.10 Agreement of Limited Partnership dated January 24, 1990 for Geodyne Energy Income Limited Partnership III-B 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 25, 2000, and is hereby incorporated by reference.
4.11 Certificate of Limited Partnership dated January 24, 1990 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.11 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.12 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-B 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 25, 2000, and is hereby incorporated by reference.
4.13 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-B 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 25, 2000, and is hereby incorporated by reference.
4.14 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.16 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.15 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.15 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.16 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.23 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.17 Fifth Amendment to Agreement of Limited Partnership dated December 30, 1999 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.26 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.18 Sixth Amendment to Agreement of Limited Partnership dated November 14, 2001, for the Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.18 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.19 Agreement of Limited Partnership dated February 26, 1990 for Geodyne Energy Income Limited Partnership III-C 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 25, 2000, and is hereby incorporated by reference.
4.20 Certificate of Limited Partnership dated February 26, 1990 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.20 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.21 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-C 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 25, 2000, and is hereby incorporated by reference.
4.22 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.19 to Registrant's Annual Report on Form 10-K for the year ended December
31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.23 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.17 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.24 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.24 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.25 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.24 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.26 Fifth Amendment to Agreement of Limited Partnership dated December 30, 1999 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.27 Sixth Amendment to Agreement of Limited Partnership dated November 14, 2001, for the Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.28 Agreement of Limited Partnership dated September 5, 1990 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.4 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.29 Certificate of Limited Partnership dated September 5, 1990 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.29 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.30 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.11 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.31 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.18 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.32 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.25 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.33 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.33 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.34 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.32 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.35 Fifth Amendment to Agreement of Limited Partnership dated August 23, 2000 for the Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.39 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
*4.36 Sixth Amendment to Agreement of Limited Partnership for the Geodyne Energy Income Limited Partnership III-D dated August 20, 2002.
4.37 Agreement of Limited Partnership dated December 26, 1990 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.5 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.38 Certificate of Limited Partnership dated December 26, 2990 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.37 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.39 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.12 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.40 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.19 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.41 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.26 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.42 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.41 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.43 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.33 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.44 Fifth Amendment to Agreement of Limited Partnership dated November 15, 2000 for the Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.40 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.45 Sixth Amendment to Agreement of Limited Partnership for Geodyne Energy Income Limited Partnership III-E dated November 6, 2002, filed as Exhibit 4.1 to Registrant's Quarterly Report on Form 10-Q with the SEC on November
14, 2002, and is hereby incorporated by reference.
4.46 Agreement of Limited Partnership dated March 7, 1991 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.6 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.47 Certificate of Limited Partnership dated March 7, 1991 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.45 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.48 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.13 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.49 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.20 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.50 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.48 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.51 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.52 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.34 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.53 Fifth Amendment to Agreement of Limited Partnership dated February 5, 2001 for the Geodyne Energy Income
Limited Partnership III-F filed as Exhibit 4.41 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
*4.53a Sixth Amendment to Agreement of Limited Partnership for the Geodyne Energy Income Limited Partnership III-F dated February 10, 2003.
4.54 Agreement of Limited Partnership dated September 20, 1991 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.7 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.55 Certificate of Limited Partnership dated September 20, 1991 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.53 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.56 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.4 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.57 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.21 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.58 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.28 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.59 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.57 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.60 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.35 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.61 Fifth Amendment to Agreement of Limited Partnership dated September 6, 2001, for the Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.59 to Registrant's Annual Report on Form 10-K for the year 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 Geodyne Energy Income Limited Partnership III-A.
*23.2 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-B.
*23.3 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-C.
*23.4 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-D.
*23.5 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-E.
*23.6 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-F.
*23.7 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-G.
*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 III-A.
*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 III-B.
*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 III-C.
*99.4 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-D.
*99.5 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-E.
*99.6 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-F.
*99.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-G.
All other Exhibits are omitted as inapplicable.
---------- *Filed herewith.
(b) Reports on Form 8-K filed during the fourth quarter of 2002:
None.
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 III-A GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
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 Accounting and Financial Officer)
//s//Judy K. Fox Secretary March 28, 2003 ------------------- Judy K. Fox
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-A;
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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-A;
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
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)
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-B;
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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-B;
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
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)
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-C;
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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-C;
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
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)
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-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
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)
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-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
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)
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-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
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)
CERTIFICATION
I, Dennis R. Neill, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-G;
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
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)
CERTIFICATION
I, Craig D. Loseke, certify that:
1. I have reviewed this annual report on Form 10-K of Geodyne Energy Income Limited Partnership III-G;
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
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)
Item 8: Financial Statements and Supplementary Data
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-A, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A Balance Sheets December 31, 2002 and 2001
ASSETS ------ 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 718,665 $ 874,852 Accounts receivable: Related party (Note 2) 888 Oil and gas sales 617,187 557,898 --------- --------- Total current assets $1,336,740 $1,432,750
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 867,774 1,306,496
DEFERRED CHARGE 260,836 347,573 --------- --------- $2,465,350 $3,086,819 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 86,580 $ 201,567 Gas imbalance payable 27,471 31,836 --------- --------- Total current liabilities $ 114,051 $ 233,403
ACCRUED LIABILITY $ 33,171 $ 40,963
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 87,091) ($ 114,834) Limited Partners, issued and outstanding, 263,976 Units 2,405,219 2,927,287 --------- --------- Total Partners' capital $2,318,128 $2,812,453 --------- --------- $2,465,350 $3,086,819 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ------------ ---------- ---------- REVENUES: Oil and gas sales $3,875,098 $5,425,163 $4,111,261 Interest income 7,489 33,344 26,015 Gain (loss) on sale of oil and gas properties ( 22,350) 5,635 7,670 --------- --------- --------- $3,860,237 $5,464,142 $4,144,946
COSTS AND EXPENSES: Lease operating $ 697,520 $ 597,621 $ 525,707 Production tax 217,732 422,469 327,504 Depreciation, deple- tion, and amorti- zation of oil and gas properties 552,708 519,385 277,866 General and administrative 312,358 308,576 314,077 --------- --------- --------- $1,780,318 $1,848,051 $1,445,154 --------- --------- ---------
NET INCOME $2,079,919 $3,616,091 $2,699,792 ========= ========= =========
GENERAL PARTNER - NET INCOME $ 256,987 $ 405,019 $ 275,300 ========= ========= =========
LIMITED PARTNERS - NET INCOME $1,822,932 $3,211,072 $2,424,492 ========= ========= ========= NET INCOME per Unit $ 6.91 $ 12.16 $ 9.18 ========= ========= ========= UNITS OUTSTANDING 263,976 263,976 263,976 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ------------ ---------- ------------
Balance, Dec. 31, 1999 $2,857,723 ($194,823) $2,662,900 Net income 2,424,492 275,300 2,699,792 Cash distributions ( 1,695,000) ( 212,673) ( 1,907,673) --------- ------- ---------
Balance, Dec. 31, 2000 $3,587,215 ($132,196) $3,455,019 Net income 3,211,072 405,019 3,616,091 Cash distributions ( 3,871,000) ( 387,657) ( 4,258,657) --------- ------- ---------
Balance, Dec. 31, 2001 $2,927,287 ($114,834) $2,812,453 Net income 1,822,932 256,987 2,079,919 Cash distributions ( 2,345,000) ( 229,244) ( 2,574,244) --------- ------- ---------
Balance, Dec. 31, 2002 $2,405,219 ($ 87,091) $2,318,128 ========= ======= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ------------ ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $2,079,919 $3,616,091 $2,699,792 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 552,708 519,385 277,866 (Gain) loss on sale of oil and gas properties 22,350 ( 5,635) ( 7,670) Increase in accounts receivable-related party ( 10) - - (Increase) decrease in accounts receivable - oil and gas sales ( 59,289) 255,651 ( 487,858) (Increase) decrease in deferred charge 86,737 202 ( 68,124) Increase (decrease) in accounts payable ( 114,987) 159,063 ( 6,691) Increase (decrease) in gas imbalance payable ( 4,365) ( 2,634) 2,811 Increase (decrease) in accrued liability ( 7,792) ( 12,667) 3,578 --------- --------- ---------
Net cash provided by operating activities $2,555,271 $4,529,456 $2,413,704 --------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 137,214) ($ 314,177) ($ 13,509) Proceeds from sale of oil and gas properties - 7,352 38,743 --------- --------- ---------
Net cash provided (used) by investing activities ($ 137,214) ($ 306,825) $ 25,234 --------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($2,574,244) ($4,258,657) ($1,907,673) --------- --------- --------- Net cash used by financing activities ($2,574,244) ($4,258,657) ($1,907,673) --------- --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 156,187) ($ 36,026) $ 531,265
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 874,852 910,878 379,613 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 718,665 $ 874,852 $ 910,878 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-B, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B Balance Sheets December 31, 2002 and 2001
ASSETS ------ 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 397,754 $ 494,899 Accounts receivable: Related party (Note 2) 586 - Oil and gas sales 346,664 329,826 --------- --------- Total current assets $ 745,004 $ 824,725
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 461,645 750,031
DEFERRED CHARGE 184,282 255,990 --------- --------- $1,390,931 $1,830,746 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 57,077 $ 123,265 Gas imbalance payable 12,396 14,325 --------- --------- Total current liabilities $ 69,473 $ 137,590
ACCRUED LIABILITY $ 12,518 $ 19,358
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 48,554) ($ 67,276) Limited Partners, issued and outstanding, 138,336 Units 1,357,494 1,741,074 --------- --------- Total Partners' capital $1,308,940 $1,673,798 --------- ---------
$1,390,931 $1,830,746 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ------------ ---------- ---------- REVENUES: Oil and gas sales $2,276,161 $3,146,463 $2,462,438 Interest income 3,923 17,017 14,670 Gain (loss) on sale of oil and gas properties ( 14,724) 2,391 - --------- --------- --------- $2,265,360 $3,165,871 $2,477,108
COSTS AND EXPENSES: Lease operating $ 477,844 $ 380,273 $ 327,214 Production tax 145,092 250,473 198,067 Depreciation, deple- tion, and amorti- zation of oil and gas properties 336,505 314,346 156,750 General and administrative 173,046 170,681 166,167 --------- --------- --------- $1,132,487 $1,115,773 $ 848,198 --------- --------- ---------
NET INCOME $1,132,873 $2,050,098 $1,628,910 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 216,453 $ 348,971 $ 264,081 ========= ========= ========= LIMITED PARTNERS - NET INCOME $ 916,420 $1,701,127 $1,364,829 ========= ========= =========
NET INCOME per Unit $ 6.62 $ 12.30 $ 9.87 ========= ========= =========
UNITS OUTSTANDING 138,336 138,336 138,336 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ------------ ---------- ------------
Balance, Dec. 31, 1999 $1,687,118 ($ 79,362) $1,607,756 Net income 1,364,829 264,081 1,628,910 Cash distributions ( 1,014,000) ( 223,475) ( 1,237,475) --------- ------- ---------
Balance, Dec. 31, 2000 $2,037,947 ($ 38,756) $1,999,191 Net income 1,701,127 348,971 2,050,098 Cash distributions ( 1,998,000) ( 377,491) ( 2,375,491) --------- ------- ---------
Balance, Dec. 31, 2001 $1,741,074 ($ 67,276) $1,673,798 Net income 916,420 216,453 1,132,873 Cash distributions ( 1,300,000) ( 197,731) ( 1,497,731) --------- ------- ---------
Balance, Dec. 31, 2002 $1,357,494 ($ 48,554) $1,308,940 ========= ======= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ------------ ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,132,873 $2,050,098 $1,628,910 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 336,505 314,346 156,750 (Gain) loss on sale of oil and gas properties 14,724 ( 2,391) - Increase in accounts receivable-related party ( 7) - - (Increase) decrease in accounts receivable - oil and gas sales ( 16,838) 126,715 ( 241,682) (Increase) decrease in deferred charge 71,708 3,301 ( 29,657) Increase (decrease) in accounts payable ( 66,188) 98,281 ( 7,601) Decrease in gas imbalance payable ( 1,929) ( 2,168) ( 24) Decrease in accrued liability ( 6,840) ( 9,722) ( 4,378) --------- --------- ---------
Net cash provided by operating activities $1,464,008 $2,578,460 $1,502,318 --------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 63,540) ($ 207,751) ($ 8,907) Proceeds from sale of oil and gas properties 118 3,105 13,342 --------- --------- ---------
Net cash provided (used) by investing activities ($ 63,422) ($ 204,646) $ 4,435 --------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,497,731) ($2,375,491) ($1,237,475) --------- --------- --------- Net cash used by financing activities ($1,497,731) ($2,375,491) ($1,237,475) --------- --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS ($ 97,145) ($ 1,677) $ 269,278
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 494,899 496,576 227,298 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 397,754 $ 494,899 $ 496,576 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-C, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C Balance Sheets December 31, 2002 and 2001
ASSETS ------
2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 480,424 $ 371,012 Accounts receivable: Oil and gas sales 518,374 362,134 --------- --------- Total current assets $ 998,798 $ 733,146
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,694,533 1,820,677
DEFERRED CHARGE 57,867 73,472 --------- --------- $2,751,198 $2,627,295 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 143,943 $ 86,399 Gas imbalance payable 43,923 40,724 --------- --------- Total current liabilities $ 187,866 $ 127,123
ACCRUED LIABILITY $ 196,167 $ 168,448
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 150,636) ($ 175,495) Limited Partners, issued and outstanding, 244,536 Units 2,517,801 2,507,219 --------- --------- Total Partners' capital $2,367,165 $2,331,724 --------- --------- $2,751,198 $2,627,295 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ---------- ---------- REVENUES: Oil and gas sales $2,740,888 $4,371,115 $4,150,431 Interest income 4,112 32,045 30,221 Gain on sale of oil and gas properties 17,501 52,372 71,916 --------- --------- --------- $2,762,501 $4,455,532 $4,252,568 COSTS AND EXPENSES: Lease operating $ 664,164 $ 681,586 $ 694,315 Production tax 193,962 298,791 284,509 Depreciation, deple- tion, and amorti- zation of oil and gas properties 277,388 371,019 284,946 General and administrative 290,169 286,725 290,696 --------- --------- --------- $1,425,683 $1,638,121 $1,554,466 --------- --------- ---------
NET INCOME $1,336,818 $2,817,411 $2,698,102 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 158,236 $ 163,926 $ 143,251 ========= ========= =========
LIMITED PARTNERS - NET INCOME $1,178,582 $2,653,485 $2,554,851 ========= ========= =========
NET INCOME per Unit $ 4.82 $ 10.85 $ 10.45 ========= ========= =========
UNITS OUTSTANDING 244,536 244,536 244,536 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ------------ ---------- ------------
Balance, Dec. 31, 1999 $3,364,883 ($168,448) $3,196,435 Net income 2,554,851 143,251 2,698,102 Cash distributions ( 2,065,000) ( 127,627) ( 2,192,627) --------- ------- ---------
Balance, Dec. 31, 2000 $3,854,734 ($152,824) $3,701,910 Net income 2,653,485 163,926 2,817,411 Cash distributions ( 4,001,000) ( 186,597) ( 4,187,597) --------- ------- ---------
Balance, Dec. 31, 2001 $2,507,219 ($175,495) $2,331,724 Net income 1,178,582 158,236 1,336,818 Cash distributions ( 1,168,000) ( 133,377) ( 1,301,377) --------- ------- ---------
Balance, Dec. 31, 2002 $2,517,801 ($150,636) $2,367,165 ========= ======= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ------------ ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $1,336,818 $2,817,411 $2,698,102 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 277,388 371,019 284,946 Gain on sale of oil and gas properties ( 17,501) ( 52,372) ( 71,916) (Increase) decrease in accounts receivable - oil and gas sales ( 156,240) 529,877 ( 447,575) Decrease in deferred charge 15,605 16,576 107,221 Increase in accounts payable 57,544 14,668 21,324 Increase (decrease) in gas imbalance payable 3,199 24,057 ( 28,060) Increase in accrued liability 27,719 9,490 2,562 --------- --------- --------- Net cash provided by operating activities $1,544,532 $3,730,726 $2,566,604 --------- --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 153,761) ($ 128,049) ($ 25,540) Proceeds from sale of oil and gas properties 20,018 52,664 71,917 --------- --------- --------- Net cash provided (used) by investing activities ($ 133,743) ($ 75,385) $ 46,377 --------- --------- --------- CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($1,301,377) ($4,187,597) ($2,192,627) --------- --------- --------- Net cash used by financing activities ($1,301,377) ($4,187,597) ($2,192,627) --------- --------- ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 109,412 ($ 532,256) $ 420,354
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 371,012 903,268 482,914 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 480,424 $ 371,012 $ 903,268 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-D, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D Balance Sheets December 31, 2002 and 2001
ASSETS ------
2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 306,024 $ 160,008 Accounts receivable: Oil and gas sales 386,024 250,386 --------- --------- Total current assets $ 692,048 $ 410,394
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 755,553 735,922
DEFERRED CHARGE 10,949 11,614 --------- --------- $1,458,550 $1,157,930 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 171,347 $ 147,868 --------- --------- Total current liabilities $ 171,347 $ 147,868
ACCRUED LIABILITY $ 251,798 $ 210,194
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 50,949) ($ 72,956) Limited Partners, issued and outstanding, 131,008 Units 1,086,354 872,824 --------- --------- Total Partners' capital $1,035,405 $ 799,868 --------- --------- $1,458,550 $1,157,930 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ---------- ---------- REVENUES: Oil and gas sales $1,976,714 $2,912,359 $3,095,191 Interest income 1,879 20,356 22,906 Gain on sale of oil and gas properties 15,250 7,258 203,942 --------- --------- --------- $1,993,843 $2,939,973 $3,322,039 COSTS AND EXPENSES: Lease operating $ 739,840 $ 715,289 $ 689,575 Production tax 141,082 199,382 205,988 Depreciation, depletion and amortization of oil and gas properties 149,360 125,449 265,983 General and administrative 164,911 162,783 157,727 --------- --------- --------- $1,195,193 $1,202,903 $1,319,273 --------- --------- ---------
NET INCOME $ 798,650 $1,737,070 $2,002,766 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 93,120 $ 107,057 $ 109,411 ========= ========= =========
LIMITED PARTNERS - NET INCOME $ 705,530 $1,630,013 $1,893,355 ========= ========= =========
NET INCOME per Unit $ 5.39 $ 12.44 $ 14.45 ========= ========= =========
UNITS OUTSTANDING 131,008 131,008 131,008 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ------------ ---------- ------------
Balance, Dec. 31, 1999 $1,618,456 ($ 66,221) $1,552,235 Net income 1,893,355 109,411 2,002,766 Cash distributions ( 1,732,000) ( 102,061) ( 1,834,061) --------- ------- ---------
Balance, Dec. 31, 2000 $1,779,811 ($ 58,871) $1,720,940 Net income 1,630,013 107,057 1,737,070 Cash distributions ( 2,537,000) ( 121,142) ( 2,658,142) --------- ------- ---------
Balance, Dec. 31, 2001 $ 872,824 ($ 72,956) $ 799,868 Net income 705,530 93,120 798,650 Cash distributions ( 492,000) ( 71,113) ( 563,113) --------- ------- ---------
Balance, Dec. 31, 2002 $1,086,354 ($ 50,949) $1,035,405 ========= ======= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $798,650 $1,737,070 $2,002,766 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 149,360 125,449 265,983 Gain on sale of oil and gas properties ( 15,250) ( 7,258) ( 203,942) (Increase) decrease in accounts receivable - oil and gas sales ( 135,638) 355,840 ( 235,029) Decrease in deferred charge 665 4,241 36,557 Increase (decrease) in accounts payable 23,479 77,330 ( 3,853) Increase (decrease) in gas imbalance payable - ( 3,555) 1,194 Increase in accrued liability 41,604 17,965 11,044 ------- --------- --------- Net cash provided by operating activities $862,870 $2,307,082 $1,874,720 ------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($170,676) ($ 58,029) ($ 24,429) Proceeds from sale of oil and gas properties 16,935 7,258 206,940 ------- --------- ---------
Net cash provided (used) by investing activities ($153,741) ($ 50,771) $ 182,511 ------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($563,113) ($2,658,142) ($1,834,061) ------- --------- --------- Net cash used by financing activities ($563,113) ($2,658,142) ($1,834,061) ------- --------- ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $146,016 ($ 401,831) $ 223,170
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 160,008 561,839 338,669 ------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $306,024 $ 160,008 $ 561,839 ======= ========= =========
The accompanying notes are an integral part of these financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-E, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E Balance Sheets December 31, 2002 and 2001
ASSETS ------
2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 801,420 $ 440,024 Accounts receivable: Oil and gas sales 924,827 687,090 --------- --------- Total current assets $1,726,247 $1,127,114
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 2,646,994 2,553,810
DEFERRED CHARGE 69,176 87,712 --------- --------- $4,442,417 $3,768,636 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 746,759 $ 773,007 Accrued liability - other (Note 1) 122,289 - Gas imbalance payable 2,736 4,991 --------- --------- Total current liabilities $ 871,784 $ 777,998
ACCRUED LIABILITY $ 328,632 $ 317,221
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 250,684) ($ 286,758) Limited Partners, issued and outstanding, 418,266 Units 3,492,685 2,960,175 --------- --------- Total Partners' capital $3,242,001 $2,673,417 --------- --------- $4,442,417 $3,768,636 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ---------- ----------- REVENUES: Oil and gas sales $5,376,000 $8,238,544 $10,477,026 Interest income 2,779 53,027 87,675 Gain on sale of oil and gas properties - 55,511 1,324,494 --------- --------- ---------- $5,378,779 $8,347,082 $11,889,195
COSTS AND EXPENSES: Lease operating $3,228,739 $2,974,088 $ 2,978,697 Production tax 345,919 537,153 673,810 Depreciation, depletion and amortization of oil and gas properties 392,936 350,179 407,584 General and administrative 484,967 479,763 498,519 --------- --------- ---------- $4,452,561 $4,341,183 $ 4,558,610 --------- --------- ----------
NET INCOME $ 926,218 $4,005,899 $ 7,330,585 ========= ========= ========== GENERAL PARTNER - NET INCOME $ 127,708 $ 261,289 $ 378,449 ========= ========= ========== LIMITED PARTNERS - NET INCOME $ 798,510 $3,744,610 $ 6,952,136 ========= ========= ==========
NET INCOME per Unit $ 1.91 $ 8.95 $ 16.62 ========= ========= ==========
UNITS OUTSTANDING 418,266 418,266 418,266 ========= ========= ==========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ---------- -------- ----------
Balance, Dec. 31, 1999 $5,037,429 ($259,526) $4,777,903 Net income 6,952,136 378,449 7,330,585 Cash distributions ( 6,579,000) ( 359,644) ( 6,938,644) --------- ------- ---------
Balance, Dec. 31, 2000 $5,410,565 ($240,721) $5,169,844 Net income 3,744,610 261,289 4,005,899 Cash distributions ( 6,195,000) ( 307,326) ( 6,502,326) --------- ------- ---------
Balance, Dec. 31, 2001 $2,960,175 ($286,758) $2,673,417 Net income 798,510 127,708 926,218 Cash distributions ( 266,000) ( 91,634) ( 357,634) --------- ------- ---------
Balance, Dec. 31, 2002 $3,492,685 ($250,684) $3,242,001 ========= ======= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ------------ ----------- ----------- CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 926,218 $4,005,899 $7,330,585 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 392,936 350,179 407,584 Gain on sale of oil and gas properties - ( 55,511) ( 1,324,494) (Increase) decrease in accounts receivable - oil and gas sales ( 237,737) 1,128,483 ( 412,508) (Increase)decrease in deferred charge 18,536 41,760 ( 12,237) Increase (decrease) in accounts payable ( 26,248) 365,120 9,123 Increase in accrued liability - other 122,289 - - Increase (decrease) in gas imbalance payable ( 2,255) ( 43,455) 13,544 Increase (decrease) in accrued liability 11,411 ( 195,336) ( 18,105) --------- --------- --------- Net cash provided by operating activities $1,205,150 $5,597,139 $5,993,492 --------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 486,120) ($ 338,130) ($ 224,656) Proceeds from sale of oil and gas properties - 55,511 1,352,609 --------- --------- --------- Net cash provided (used) by investing activities ($ 486,120) ($ 282,619) $1,127,953 --------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($ 357,634) ($6,502,326) ($6,938,644) --------- --------- --------- Net cash used by financing activities ($ 357,634) ($6,502,326) ($6,938,644) --------- --------- ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 361,396 ($1,187,806) $ 182,801
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 440,024 1,627,830 1,445,029 --------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 801,420 $ 440,024 $1,627,830 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-F, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F Balance Sheets December 31, 2002 and 2001
ASSETS ------ 2002 2001 ---------- ---------- CURRENT ASSETS: Cash and cash equivalents $ 284,588 $ 144,433 Accounts receivable: Oil and gas sales 348,300 239,821 --------- --------- Total current assets $ 632,888 $ 384,254
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 1,764,313 1,948,551
DEFERRED CHARGE 29,946 37,001 --------- --------- $2,427,147 $2,369,806 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 118,741 $ 58,774 Accrued liability - other (Note 1) 102,690 - Gas imbalance payable 2,295 2,295 --------- --------- Total current liabilities $ 223,726 $ 61,069
ACCRUED LIABILITY 118,005 $ 111,171
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 159,621) ($ 161,655) Limited Partners, issued and outstanding, 221,484 Units 2,245,037 2,359,221 --------- --------- Total Partners' capital $2,085,416 $2,197,566 --------- ---------
$2,427,147 $2,369,806 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ---------- ---------- REVENUES: Oil and gas sales $1,636,758 $2,934,300 $3,437,321 Interest income 1,692 28,508 29,160 Gain on sale of oil and gas properties - 338,452 277,211 --------- --------- --------- $1,638,450 $3,301,260 $3,743,692
COSTS AND EXPENSES: Lease operating $ 518,772 $ 721,343 $ 699,072 Production tax 84,586 170,150 168,163 Depreciation, deple- tion, and amorti- zation of oil and gas properties 273,499 262,361 345,084 General and administrative 265,097 261,816 263,571 --------- --------- --------- $1,141,954 $1,415,670 $1,475,890 --------- --------- ---------
NET INCOME $ 496,496 $1,885,590 $2,267,802 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 35,680 $ 103,349 $ 125,735 ========= ========= ========= LIMITED PARTNERS - NET INCOME $ 460,816 $1,782,241 $2,142,067 ========= ========= =========
NET INCOME per Unit $ 2.08 $ 8.05 $ 9.67 ========= ========= =========
UNITS OUTSTANDING 221,484 221,484 221,484 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ------------ ---------- ------------
Balance, Dec. 31, 1999 $3,575,913 ($154,318) $3,421,595 Net income 2,142,067 125,735 2,267,802 Cash distributions ( 2,124,000) ( 107,331) ( 2,231,331) --------- ------- ---------
Balance, Dec. 31, 2000 $3,593,980 ($135,914) $3,458,066 Net income 1,782,241 103,349 1,885,590 Cash distributions ( 3,017,000) ( 129,090) ( 3,146,090) --------- ------- ---------
Balance, Dec. 31, 2001 $2,359,221 ($161,655) $2,197,566 Net income 460,816 35,680 496,496 Cash distributions ( 575,000) ( 33,646) ( 608,646) --------- ------- ---------
Balance, Dec. 31, 2002 $2,245,037 ($159,621) $2,085,416 ========= ======= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $496,496 $1,885,590 $2,267,802 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 273,499 262,361 345,084 Gain on sale of oil and gas properties - ( 338,452) ( 277,211) (Increase) decrease in accounts receivable - oil and gas sales ( 108,479) 427,792 ( 243,125) Decrease in deferred charge 7,055 15,413 3,813 Increase (decrease) in accounts payable 59,967 559 ( 19,592) Increase in accrued liability - other 102,690 - - Decrease in gas imbalance payable - ( 12,956) ( 39,841) Increase (decrease) in accrued liability 6,834 4,148 ( 28,185) ------- --------- ---------
Net cash provided by operating activities $838,062 $2,244,455 $2,008,745 ------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 89,261) ($ 52,855) ($ 175,878) Proceeds from sale of oil and gas properties - 344,043 349,431 ------- --------- ---------
Net cash provided (used) by investing activities ($ 89,261) $ 291,188 $ 173,553 ------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($608,646) ($3,146,090) ($2,231,331) ------- --------- --------- Net cash used by financing activities ($608,646) ($3,146,090) ($2,231,331) ------- --------- --------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $140,155 ($ 610,447) ($ 49,033)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 144,433 754,880 803,913 ------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $284,588 $ 144,433 $ 754,880 ======= ========= =========
The accompanying notes are an integral part of these financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
In our opinion, the accompanying balance sheets and the related statements of operations, changes in partners' capital (deficit) and cash flows present fairly, in all material respects, the financial position of the Geodyne Energy Income Limited Partnership III-G, an Oklahoma limited partnership, at December 31, 2002 and 2001, and the results of its operations and its 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 Partnership's 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 our opinion.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma March 14, 2003
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G Balance Sheets December 31, 2002 and 2001
ASSETS ------ 2002 2001 ------------ ------------ CURRENT ASSETS: Cash and cash equivalents $ 190,407 $ 100,271 Accounts receivable: Oil and gas sales 210,679 146,838 --------- --------- Total current assets $ 401,086 $ 247,109
NET OIL AND GAS PROPERTIES, utilizing the successful efforts method 974,332 1,064,542
DEFERRED CHARGE 20,592 24,379 --------- --------- $1,396,010 $1,336,030 ========= =========
LIABILITIES AND PARTNERS' CAPITAL (DEFICIT) -------------------------------------------
CURRENT LIABILITIES: Accounts payable $ 77,527 $ 43,676 Accrued liability - other (Note 1) 51,077 - --------- --------- Total current liabilities $ 128,604 $ 43,676
ACCRUED LIABILITY $ 75,064 $ 68,289
PARTNERS' CAPITAL (DEFICIT): General Partner ($ 91,757) ($ 93,950) Limited Partners, issued and outstanding, 121,925 Units 1,284,099 1,318,015 --------- --------- Total Partners' capital $1,192,342 $1,224,065 --------- ---------
$1,396,010 $1,336,030 ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G Statements of Operations For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ---------- ---------- REVENUES: Oil and gas sales $1,030,481 $1,700,058 $2,050,390 Interest income 993 16,613 16,417 Gain on sale of oil and gas properties - 220,939 241,256 --------- --------- --------- $1,031,474 $1,937,610 $2,308,063
COSTS AND EXPENSES: Lease operating $ 330,605 $ 450,062 $ 452,963 Production tax 51,563 97,654 99,277 Depreciation, deple- tion, and amorti- zation of oil and gas properties 142,949 141,762 172,725 General and administrative 153,986 151,822 146,053 --------- --------- --------- $ 679,103 $ 841,300 $ 871,018 --------- --------- ---------
NET INCOME $ 352,371 $1,096,310 $1,437,045 ========= ========= ========= GENERAL PARTNER - NET INCOME $ 23,287 $ 59,655 $ 77,940 ========= ========= ========= LIMITED PARTNERS - NET INCOME $ 329,084 $1,036,655 $1,359,105 ========= ========= =========
NET INCOME per Unit $ 2.70 $ 8.50 $ 11.15 ========= ========= =========
UNITS OUTSTANDING 121,925 121,925 121,925 ========= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G Statements of Partners' Capital (Deficit) For the Years Ended December 31, 2002, 2001, and 2000
Limited General Partners Partner Total ------------ --------- ------------
Balance, Dec. 31, 1999 $1,956,255 ($91,045) $1,865,210 Net income 1,359,105 77,940 1,437,045 Cash distributions ( 1,333,000) ( 66,232) ( 1,399,232) --------- ------ ---------
Balance, Dec. 31, 2000 $1,982,360 ($79,337) $1,903,023 Net income 1,036,655 59,655 1,096,310 Cash distributions ( 1,701,000) ( 74,268) ( 1,775,268) --------- ------ ---------
Balance, Dec. 31, 2001 $1,318,015 ($93,950) $1,224,065 Net income 329,084 23,287 352,371 Cash distributions ( 363,000) ( 21,094) ( 384,094) --------- ------ ---------
Balance, Dec. 31, 2002 $1,284,099 ($91,757) $1,192,342 ========= ====== =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G Statements of Cash Flows For the Years Ended December 31, 2002, 2001, and 2000
2002 2001 2000 ---------- ------------ ------------ CASH FLOWS FROM OPERATING ACTIVITIES: Net income $352,371 $1,096,310 $1,437,045 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation, deple- tion, and amortiza- tion of oil and gas properties 142,949 141,762 172,725 Gain on sale of oil and gas properties - ( 220,939) ( 241,256) (Increase) decrease in accounts receivable - oil and gas sales ( 63,841) 246,850 ( 134,164) Decrease in deferred charge 3,787 10,859 1,239 Increase (decrease) in accounts payable 33,851 7,732 ( 12,667) Increase in accrued Liability - other 51,077 - - Decrease in gas imbalance payable - ( 6,446) ( 1,102) Increase (decrease) in accrued liability 6,775 ( 3,623) ( 8,157) ------- --------- ---------
Net cash provided by operating activities $526,969 $1,272,505 $1,213,663 ------- --------- ---------
CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures ($ 52,739) ($ 53,457) ($ 103,365) Proceeds from sale of oil and gas properties - 222,333 247,866 ------- --------- ---------
Net cash provided (used) by investing activities ($ 52,739) $ 168,876 $ 144,501 ------- --------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES: Cash distributions ($384,094) ($1,775,268) ($1,399,232) ------- --------- --------- Net cash used by financing activities ($384,094) ($1,775,268) ($1,399,232) ------- --------- ---------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS $ 90,136 ($ 333,887) ($ 41,068)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 100,271 434,158 475,226 ------- --------- --------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $190,407 $ 100,271 $ 434,158 ======= ========= =========
The accompanying notes are an integral part of these financial statements.
GEODYNE ENERGY INCOME PROGRAM III LIMITED PARTNERSHIPS Notes to 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. (the "General Partner") is the general partner of each Partnership. Limited Partner capital contributions were invested 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 ----------- ------------------ ---------------
III-A November 22, 1989 $26,397,600 III-B January 24, 1990 13,833,600 III-C February 27, 1990 24,453,600 III-D September 5, 1990 13,100,800 III-E December 26, 1990 41,826,600 III-F March 7, 1991 22,148,400 III-G September 20, 1991 12,192,500
Pursuant to the terms of the partnership agreements for the Partnerships, the Partnerships were scheduled to terminate on the dates indicated in the "Initial Termination Date" column of the following chart. However, the General Partner may extend the term of each Partnership for up to five periods of two years each. As of the date of this Annual Report, the General Partner has extended the term of the III-G Partnerships for the first two-year extension period, and the III-A, III-B, III-C, III-D, III-E, and III-F Partnerships for the second two-year extension period. Therefore, the Partnerships are currently scheduled to terminate on the dates indicated in the "Current Termination Date" column of the following chart.
Initial Extensions Current Partnership Termination Date Exercised Termination Date ----------- ----------------- ---------- ----------------
III-A November 22, 1999 2 November 22, 2003 III-B January 24, 2000 . 2 January 24, 2004 III-C February 28, 2000 2 February 28, 2004 III-D September 5, 2000 2 September 5, 2004 III-E December 26, 2000 2 December 26, 2004 III-F March 7, 2001 2 March 7, 2005 III-G September 20, 2001 1 September 20, 2003
The General Partner has not determined whether it will 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.
An affiliate of the General Partner owned the following Units at December 31, 2002:
Number of Percent of Partnership Units Owned Outstanding ----------- ----------- -----------
III-A 55,829 21.2% III-B 29,454 21.3% III-C 56,030 22.9% III-D 33,419 25.5% III-E 109,128 26.1% III-F 57,549 26.0% III-G 30,628 25.1%
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 terms of each Partnership's Limited Partnership Agreement (the "Partnership Agreement") allocate costs and income between the Limited Partners and the General Partner as follows:
Before Payout (1) After Payout(1) -------------------- -------------------- General Limited General Limited Partner Partners Partner Partners -------- -------- -------- -------- Costs(2) - ------------------------ Sales commissions, payment for organization and offering costs and management fee 1% 99% - - Property acquisition costs 1% 99% 1% 99% Identified development drilling 1% 99% 1% 99% Development drilling(2) 5% 95% 15% 85% General and administra- tive costs, direct administrative costs and operating costs(2) 5% 95% 15% 85%
Income(2) - ------------------------ Temporary investments of Limited Partners' subscriptions 1% 99% 1% 99% Income from oil and gas production(2) 5% 95% 15% 85% Gain on sale of producing properties(2) 5% 95% 15% 85% All other income(2) 5% 95% 15% 85%
- ---------- (1) Payout occurs when total distributions to Limited Partners equal total original Limited Partner subscriptions. (2) If at payout the Limited Partners have received distributions at an annual rate less than 12% of their subscriptions, the percentage of income and costs allocated to the General Partner will increase to only 10% and the Limited Partners will be allocated 90%. Thereafter, if the distribution to Limited Partners reaches an average annual rate of 12% the allocation will change to 15% to the General Partner and 85% to the Limited Partners.
The III-A and III-B Partnerships achieved payout during the second quarter of 2000 and first quarter of 1998, respectively. The III-D and III-E Partnerships achieved payout during the third quarter of 2001, and the III-C Partnership achieved payout during the fourth quarter of 2001. After payout, operations for the
III-A, III-C, III-D, and III-E Partnerships were allocated using the 10%/90% after payout percentages described in Footnote 2 to the table above. Operations for the III-B Partnership were allocated using the 15%/85% after payout percentages described in such footnote.
Cash and Cash Equivalents
The Partnerships consider all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Cash equivalents are not insured, which cause the Partnerships to be subject to risk.
Credit Risks
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 costs 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. 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 ----------- ----- ----- -----
III-A $2.69 $2.42 $1.70 III-B 2.80 2.50 1.65 III-C 1.84 2.17 1.54 III-D 1.37 1.04 1.95 III-E 1.31 .95 .93 III-F 2.55 2.01 2.26 III-G 2.25 1.89 1.97
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 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
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 of the 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 ----------- ------- -------- ------- --------
III-A 300,053 $260,836 399,831 $347,573 III-B 166,605 184,282 231,435 255,990 III-C 98,430 57,867 124,973 73,472 III-D 10,730 10,949 11,382 11,614 III-E 35,095 69,176 44,499 87,712 III-F 27,105 29,946 33,491 37,001 III-G 14,912 20,592 17,654 24,379
Accrued Liability - Other
The accrued liability - other at December 31, 2002 for the III-E, III-F, and III-G Partnerships represents a charge accrued for the payment of refund amounts to royalty and overriding royalty interest owners in relation to the R. W. Scott Investments, LLC v. Samson Resources Company lawsuit.
Accrued Liability
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 of the 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:
2002 2001 -------------------- -------------------- Partnership Mcf Amount Mcf Amount ----------- ------- -------- ------- --------
III-A 38,158 $ 33,171 47,121 $ 40,963 III-B 11,318 12,518 17,502 19,358 III-C 319,227 196,167 283,924 168,448 III-D 231,192 251,798 202,944 210,194 III-E 166,725 328,632 160,936 317,221 III-F 107,831 118,005 100,546 111,171 III-G 54,724 75,064 49,452 68,289
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 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 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 ----------- ------ ------- ------ -------
III-A 18,314 $27,471 21,224 $31,836 III-B 8,264 12,396 9,550 14,325 III-C 29,282 43,923 27,149 40,724 III-D - - - - III-E 1,824 2,736 3,327 4,991 III-F 1,530 2,295 1,530 2,295 III-G - - - -
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 the 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.
General and Administrative Overhead
The General Partner and its affiliates are reimbursed for actual general and administrative costs incurred and attributable to the conduct of the business affairs and operations of the Partnerships.
Use of Estimates in Financial Statements
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Further, the deferred charge, the gas imbalance payable, and the accrued liability all involve estimates which could materially differ from the actual amounts ultimately realized or incurred in the near term. Oil and gas reserves (see Note 4) also involve significant estimates which could materially differ from the actual amounts ultimately realized.
Income Taxes
Income or loss for income tax purposes is includable in the income tax returns of the partners. Accordingly, no recognition has been given to income taxes in these financial statements.
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 amounts for each Partnership (unaudited):
Change in Increase in Capitalized Net Income For Cost of Oil the Change in Asset and Gas Accounting Retirement Partnership Properties Principle Obligation - ----------- ------------ -------------- ----------
III-A $166,000 $ 56,000 $110,000 III-B 116,000 39,000 77,000 III-C 296,000 106,000 190,000 III-D 170,000 64,000 106,000 III-E 421,000 160,000 261,000 III-F 234,000 94,000 140,000 III-G 149,000 55,000 94,000
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.
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 amounts charged to the Partnerships have not fluctuated due to the expense limitations imposed by the Partnership Agreement.
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 ----------- -------- -------- --------
III-A $277,872 $277,872 $277,872 III-B 145,620 145,620 145,620 III-C 257,412 257,412 257,412 III-D 137,904 137,904 137,904 III-E 440,280 440,280 440,280 III-F 233,136 233,136 233,136 III-G 128,340 128,340 128,340
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.
The accounts receivable - related party at December 31, 2002 for the III-A and III-B Partnerships represents accrued proceeds and interest due from the General Partner for the sale of certain oil and gas properties during 2002. Such amounts were collected subsequent to December 31, 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 during 2002, 2001, and 2000:
Partnership Purchaser Percentage ----------- ------------------------ -------------------------- 2002 2001 2000 ----- ----- -----
III-A Eaglwing Trading, Inc. ("Eaglwing") 24.0% - - Valero Industrial Gas L.P. ("Valero") 21.0% 25.2% 24.8% Conoco, Inc. 16.2% 11.4% - El Paso Energy Marketing Company ("El Paso") 10.5% 18.3% 24.1% Phibro Energy, Inc. ("Phibro") - 27.9% 23.9%
III-B Eaglwing 26.4% - - Conoco, Inc. 18.1% 13.0% - Valero 16.6% 20.3% 18.8% Phibro - 32.0% 25.6% El Paso - 14.4% 18.1% Sun Refining & Marketing Company - - 14.2%
III-C El Paso 44.8% 63.5% 58.2% Oneok Field Servings Co. 14.8% - - ("ONEOK")
III-D El Paso 43.1% 66.7% 56.6% Eaglwing 22.0% 15.2% 21.8% ONEOK 12.7% - -
III-E Eaglwing 43.7% 36.3% 43.8% El Paso 14.1% 21.7% 16.3% Duke Energy Field Services Inc. ("Duke") 12.1% - -
III-F El Paso 35.3% 45.8% 37.8% Eaglwing 19.9% 11.1% 13.5% Duke 13.9% - - Amoco Production Co. - - 11.1%
III-G El Paso 29.1% 40.4% 31.6% Eaglwing 21.5% 12.9% 14.9% Duke 11.8% - - Amoco Production Co. - - 12.2%
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:
III-A Partnership -----------------
2002 2001 ------------- -------------
Proved properties $15,883,585 $15,858,277
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 15,015,811) ( 14,551,781) ---------- ---------- Net oil and gas properties $ 867,774 $ 1,306,496 ========== ==========
III-B Partnership -----------------
2002 2001 ------------- ------------- Proved properties $ 9,513,764 $ 9,523,020
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 9,052,119) ( 8,772,989) ---------- ---------- Net oil and gas properties $ 461,645 $ 750,031 ========== ==========
III-C Partnership -----------------
2002 2001 ------------- ------------- Proved properties $18,236,659 $18,107,950
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 16,542,126) ( 16,287,273) ---------- ----------
Net oil and gas properties $ 1,694,533 $ 1,820,677 ========== ==========
III-D Partnership -----------------
2002 2001 ------------- ------------- Proved properties $10,939,239 $10,836,991
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 10,183,686) ( 10,101,069) ---------- ----------
Net oil and gas properties $ 755,553 $ 735,922 ========== ==========
III-E Partnership -----------------
2002 2001 ------------- ------------- Proved properties $32,607,666 $32,121,545
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 29,960,672) ( 29,567,735) ---------- ----------
Net oil and gas properties $ 2,646,994 $ 2,553,810 ========== ==========
III-F Partnership -----------------
2002 2001 ------------- ------------- Proved properties $14,034,441 $13,943,734
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 12,270,128) ( 11,995,183) ---------- ----------
Net oil and gas properties $ 1,764,313 $ 1,948,551 ========== ==========
III-G Partnership -----------------
2002 2001 ------------- ------------- Proved properties $ 7,930,361 $ 7,876,840
Less accumulated depreciation, depletion, amorti- zation, and valua- tion allowance ( 6,956,029) ( 6,812,298) ---------- ----------
Net oil and gas properties $ 974,332 $ 1,064,542 ========== ==========
Costs Incurred
The Partnerships incurred no costs in connection with oil and gas acquisition or exploration activities during the years ended December 31, 2002, 2001, and 2000. Costs incurred by the Partnerships in connection with oil and gas property development activities for the years ended December 31, 2002, 2001, and 2000 were as follows:
Partnership 2002 2001 2000 ----------- -------- -------- --------
III-A $137,214 $314,177 $ 13,509 III-B 63,540 207,751 8,907 III-C 153,761 128,049 25,540 III-D 170,676 58,029 24,429 III-E 486,120 338,130 224,656 III-F 89,261 52,855 175,878 III-G 52,739 53,457 103,365
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 of America, 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 volumes to differ from the reserve reports prepared by the General Partner and reviewed by Ryder Scott.
III-A Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) --------- -----------
Proved reserves, Dec. 31, 1999 122,055 4,123,320 Production ( 49,908) ( 678,985) Sale of minerals in place ( 2,217) ( 1,198) Extensions and discoveries 3,244 413,970 Revision of previous estimates 61,667 770,780 ------- ---------
Proved reserves, Dec. 31, 2000 134,841 4,627,887 Production ( 82,520) ( 791,697) Sale of minerals in place ( 137) ( 7,596) Extensions and discoveries 107,611 362,597 Revision of previous estimates 31,991 ( 169,430) ------- ---------
Proved reserves, Dec. 31, 2001 191,786 4,021,761 Production ( 54,340) ( 908,912) Sale of minerals in place - ( 63,629) Extensions and discoveries 3,943 93,874 Revision of previous estimates ( 80,893) 723,606 ------- ---------
Proved reserves, Dec. 31, 2002 60,496 3,866,700 ======= =========
PROVED DEVELOPED RESERVES: December 31, 2000 129,658 4,576,603 ======= ========= December 31, 2001 186,601 3,970,473 ======= ========= December 31, 2002 55,311 3,815,412 ======= =========
III-B Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) --------- -----------
Proved reserves, Dec. 31, 1999 122,819 1,910,965 Production ( 40,544) ( 326,603) Extensions and discoveries 1,339 78,049 Revision of previous estimates 45,163 419,129 ------- ---------
Proved reserves, Dec. 31, 2000 128,777 2,081,540 Production ( 58,965) ( 400,249) Sale of minerals in place ( 58) ( 3,203) Extensions and discoveries 70,945 239,174 Revision of previous estimates ( 5,797) ( 65,431) ------- ---------
Proved reserves, Dec. 31, 2001 134,902 1,851,831 Production ( 39,042) ( 486,057) Sale of minerals in place - ( 41,974) Extensions and discoveries 974 27,991 Revision of previous estimates ( 50,150) 324,236 ------- ---------
Proved reserves, Dec. 31, 2002 46,684 1,676,027 ======= =========
PROVED DEVELOPED RESERVES: December 31, 2000 125,359 2,047,715 ======= ========= December 31, 2001 131,480 1,817,998 ======= ========= December 31, 2002 43,262 1,642,194 ======= =========
III-C Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) --------- -----------
Proved reserves, Dec. 31, 1999 148,848 5,373,263 Production ( 19,431) ( 994,305) Sale of minerals in place ( 495) ( 262) Extensions and discoveries 561 29,368 Revision of previous estimates ( 2,240) 1,004,626 ------- ---------
Proved reserves, Dec. 31, 2000 127,243 5,412,690 Production ( 14,973) ( 935,377) Sale of minerals in place ( 303) ( 5,635) Extensions and discoveries 1,758 57,794 Revision of previous estimates ( 28,572) 602,560 ------- ---------
Proved reserves, Dec. 31, 2001 85,153 5,132,032 Production ( 14,716) ( 817,975) Sale of minerals in place ( 107) ( 13,589) Extensions and discoveries 26,626 165,353 Revision of previous estimates 13,960 462,792 ------- ---------
Proved reserves, Dec. 31, 2002 110,916 4,928,613 ======= =========
PROVED DEVELOPED RESERVES: December 31, 2000 127,243 5,412,690 ======= ========= December 31, 2001 85,153 5,132,032 ======= ========= December 31, 2002 110,916 4,928,613 ======= =========
III-D Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) --------- -----------
Proved reserves, Dec. 31, 1999 376,088 2,799,943 Production ( 31,388) ( 629,117) Sale of minerals in place ( 4,343) ( 124,420) Revision of previous estimates 18,964 909,263 ------- ---------
Proved reserves, Dec. 31, 2000 359,321 2,955,669 Production ( 27,570) ( 561,664) Sale of minerals in place ( 27) ( 572) Extensions and discoveries - 164,924 Revision of previous estimates (134,351) 390,180 ------- ---------
Proved reserves, Dec. 31, 2001 197,373 2,948,537 Production ( 25,279) ( 501,256) Sale of minerals in place ( 90) ( 11,178) Extensions and discoveries 64,310 111,613 Revision of previous estimates ( 122) 119,822 ------- ---------
Proved reserves, Dec. 31, 2002 236,192 2,667,538 ======= =========
PROVED DEVELOPED RESERVES: December 31, 2000 359,321 2,955,669 ======= ========= December 31, 2001 197,373 2,948,537 ======= ========= December 31, 2002 236,192 2,667,538 ======= =========
III-E Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) ----------- ------------
Proved reserves, Dec. 31, 1999 2,344,025 8,080,765 Production ( 183,876) (1,526,586) Sale of minerals in place ( 31,281) ( 930,134) Extensions and discoveries 4,225 1,879,168 Revision of previous estimates 83,030 1,448,318 --------- ---------
Proved reserves, Dec. 31, 2000 2,216,123 8,951,531 Production ( 162,557) (1,226,795) Sale of minerals in place ( 1,513) - Extensions and discoveries 121 1,154,075 Revision of previous estimates ( 927,113) ( 44,375) --------- ---------
Proved reserves, Dec. 31, 2001 1,125,061 8,834,436 Production ( 133,901) (1,000,715) Extensions and discoveries 301,037 138,157 Revision of previous estimates ( 32,339) ( 717,619) --------- ---------
Proved reserves, Dec. 31, 2002 1,259,858 7,254,259 ========= =========
PROVED DEVELOPED RESERVES: December 31, 2000 2,216,123 8,951,531 ========= ========= December 31, 2001 1,125,061 8,834,436 ========= ========= December 31, 2002 1,259,858 7,254,259 ========= =========
III-F Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) --------- -----------
Proved reserves, Dec. 31, 1999 389,809 4,164,530 Production ( 43,620) ( 654,833) Sale of minerals in place ( 47,792) ( 35,496) Extensions and discoveries 3,553 1,577,994 Revision of previous estimates 50,634 480,654 ------- ---------
Proved reserves, Dec. 31, 2000 352,584 5,532,849 Production ( 27,090) ( 621,792) Sale of minerals in place ( 90,178) - Revision of previous estimates ( 20,901) ( 295,205) ------- ---------
Proved reserves, Dec. 31, 2001 214,415 4,615,852 Production ( 23,209) ( 503,895) Extensions and discoveries 649 102,747 Revision of previous estimates 33,017 449,598 ------- ---------
Proved reserves, Dec. 31, 2002 224,872 4,664,302 ======= =========
PROVED DEVELOPED RESERVES: December 31, 2000 352,584 5,532,849 ======= ========= December 31, 2001 214,415 4,615,852 ======= ========= December 31, 2002 224,872 4,664,302 ======= =========
III-G Partnership -----------------
Crude Natural Oil Gas (Barrels) (Mcf) --------- -----------
Proved reserves, Dec. 31, 1999 292,988 2,268,783 Production ( 32,013) ( 333,031) Sale of minerals in place ( 32,702) ( 18,518) Extensions and discoveries 2,229 785,422 Revision of previous estimates 35,525 244,390 ------- ---------
Proved reserves, Dec. 31, 2000 266,027 2,947,046 Production ( 20,694) ( 326,795) Sale of minerals in place ( 59,425) ( 13) Extensions and discoveries 10,720 5,763 Revision of previous estimates ( 14,664) ( 144,618) ------- ---------
Proved reserves, Dec. 31, 2001 181,964 2,481,383 Production ( 18,665) ( 268,824) Extensions and discoveries 1,284 59,419 Revision of previous estimates 22,508 287,829 ------- ---------
Proved reserves, Dec. 31, 2002 187,091 2,559,807 ======= =========
PROVED DEVELOPED RESERVES: December 31, 2000 266,027 2,947,046 ======= ========= December 31, 2001 181,964 2,481,383 ======= ========= December 31, 2002 187,091 2,559,807 ======= =========
5. QUARTERLY FINANCIAL DATA (Unaudited)
Summarized unaudited quarterly financial data for 2002 and 2001 are as follows:
III-A Partnership -----------------
----------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter ---------- ---------- ---------- -----------
Total Revenues $ 961,717 $1,029,957 $1,053,534 $ 815,029 Gross Profit (1) 697,993 800,860 822,812 623,320 Net Income 508,436 656,687 504,747 410,049 Limited Partners' Net Income Per Unit 1.70 2.22 1.64 1.35
----------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter(2) ---------- ---------- ---------- ------------
Total Revenues $1,676,351 $1,200,987 $1,546,060 $1,040,744 Gross Profit (1) 1,460,853 920,839 1,373,466 688,894 Net Income 1,299,729 780,227 1,181,228 354,907 Limited Partners' Net Income Per Unit 4.41 2.64 3.99 1.12
- ------------------ (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.
III-B Partnership -----------------
---------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter -------- -------- -------- ----------
Total Revenues $599,873 $609,771 $605,096 $450,620 Gross Profit (1) 417,495 443,082 455,035 326,812 Net Income 302,642 360,742 266,818 202,671 Limited Partners' Net Income Per Unit 1.80 2.17 1.50 1.15
---------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter(2) -------- -------- -------- -----------
Total Revenues $911,955 $677,519 $959,292 $617,105 Gross Profit (1) 781,858 497,083 858,704 397,480 Net Income 688,517 421,221 750,031 190,329 Limited Partners' Net Income Per Unit 4.20 2.55 4.55 1.00
- -------------------- (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.
III-C Partnership -----------------
----------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter ---------- ---------- -------- -----------
Total Revenues $ 571,778 $ 733,300 $665,997 $791,426 Gross Profit (1) 351,707 584,708 496,183 471,777 Net Income 199,840 446,770 374,331 315,877 Limited Partners' Net Income Per Unit .71 1.62 1.36 1.13
----------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter(2) ---------- ---------- -------- -----------
Total Revenues $1,996,751 $1,250,276 $631,439 $577,066 Gross Profit (1) 1,696,948 1,039,204 473,118 265,885 Net Income 1,539,290 903,129 343,758 31,234 Limited Partners' Net Income Per Unit 5.97 3.50 1.33 .05
- -------------------- (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.
III-D Partnership -----------------
---------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter ---------- -------- -------- ----------
Total Revenues $ 409,460 $541,489 $448,489 $594,405 Gross Profit (1) 187,592 374,633 270,279 280,417 Net Income 108,716 306,234 195,340 188,360 Limited Partners' Net Income Per Unit .73 2.08 1.32 1.26
---------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter ---------- -------- -------- ----------
Total Revenues $1,284,101 $807,022 $463,488 $385,362 Gross Profit (1) 1,014,038 607,400 329,296 74,568 Net Income 929,959 540,606 264,281 2,224 Limited Partners' Net Income (Loss) Per Unit 6.74 3.91 1.80 ( .01)
- ---------------------- (1) Total revenues less oil and gas production expenses.
III-E Partnership -----------------
------------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter ---------- ---------- ---------- -------------
Total Revenues $1,380,273 $1,519,458 $1,186,347 $1,292,701 Gross Profit (1) 516,725 686,662 337,384 263,350 Net Income 301,031 504,768 104,232 16,187 Limited Partners' Net Income Per Unit .63 1.07 .20 .01
------------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter(2) ---------- ---------- ---------- -------------
Total Revenues $3,217,137 $2,258,312 $1,596,992 $1,274,641 Gross Profit (1) 2,177,211 1,419,655 1,076,003 162,972 Net Income (Loss) 1,961,324 1,233,699 891,726 ( 80,850) Limited Partners' Net Income (Loss) Per Unit 4.45 2.80 1.90 ( .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.
III-F Partnership -----------------
------------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter ---------- -------- -------- -----------
Total Revenues $ 416,737 $446,767 $371,792 $403,154 Gross Profit (1) 295,349 272,312 224,967 242,464 Net Income 163,326 159,263 88,313 85,594 Limited Partners' Net Income Per Unit .69 .68 .36 .35
------------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter (2) ---------- -------- -------- ------------
Total Revenues $1,592,872 $823,646 $502,921 $381,821 Gross Profit (1) 1,287,969 586,836 328,503 206,459 Net Income 1,142,811 471,258 212,852 58,669 Limited Partners' Net Income Per Unit 4.89 2.02 .90 .24
- ----------------------- (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.
III-G Partnership -----------------
----------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter -------- -------- -------- -----------
Total Revenues $244,698 $275,965 $241,813 $268,998 Gross Profit (1) 166,434 166,574 151,637 164,661 Net Income 88,835 101,795 78,660 83,081 Limited Partners' Net Income Per Unit .68 .79 .60 .63
----------------------------------------------- First Second Third Fourth Quarter Quarter Quarter Quarter(2) -------- -------- -------- -----------
Total Revenues $931,302 $466,708 $297,644 $241,956 Gross Profit (1) 751,876 323,058 184,591 130,369 Net Income 665,732 259,663 121,402 49,513 Limited Partners' Net Income Per Unit 5.18 2.01 .94 .37
- --------------------- (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.
INDEX TO EXHIBITS -----------------
Exh. No. Exhibit - ----- ------- 4.1 Agreement of Limited Partnership dated November 17, 1989 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.2 Certificate of Limited Partnership dated January 24, 1990 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.2 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.3 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.4 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.5 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.5 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.6 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-A 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 25, 2000, and is hereby incorporated by reference.
4.7 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.22 to Registrant's Annual Report on Form 10-K for the year ended December
31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.8 Fifth Amendment to Agreement of Limited Partnership dated November 15, 1999 for Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.25 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.9 Sixth Amendment to Agreement of Limited Partnership dated November 14, 2001, for the Geodyne Energy Income Limited Partnership III-A filed as Exhibit 4.9 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.10 Agreement of Limited Partnership dated January 24, 1990 for Geodyne Energy Income Limited Partnership III-B 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 25, 2000, and is hereby incorporated by reference.
4.11 Certificate of Limited Partnership dated January 24, 1990 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.11 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.12 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-B 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 25, 2000, and is hereby incorporated by reference.
4.13 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-B 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 25, 2000, and is hereby incorporated by reference.
4.14 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.16 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.15 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.15 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.16 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.23 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.17 Fifth Amendment to Agreement of Limited Partnership dated December 30, 1999 for Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.26 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.18 Sixth Amendment to Agreement of Limited Partnership dated November 14, 2001, for the Geodyne Energy Income Limited Partnership III-B filed as Exhibit 4.18 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.19 Agreement of Limited Partnership dated February 26, 1990 for Geodyne Energy Income Limited Partnership III-C 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 25, 2000, and is hereby incorporated by reference.
4.20 Certificate of Limited Partnership dated February 26, 1990 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.20 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.21 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-C 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 25, 2000, and is hereby incorporated by reference.
4.22 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.19 to Registrant's
Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.23 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.17 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.24 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.24 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.25 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.24 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.26 Fifth Amendment to Agreement of Limited Partnership dated December 30, 1999 for Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 1999, filed with the SEC on February 25, 2000, and is hereby incorporated by reference.
4.27 Sixth Amendment to Agreement of Limited Partnership dated November 14, 2001, for the Geodyne Energy Income Limited Partnership III-C filed as Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.28 Agreement of Limited Partnership dated September 5, 1990 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.4 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.29 Certificate of Limited Partnership dated September 5, 1990 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.29 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.30 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.11 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.31 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.18 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.32 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.25 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.33 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.33 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.34 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.32 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.35 Fifth Amendment to Agreement of Limited Partnership dated August 23, 2000 for the Geodyne Energy Income Limited Partnership III-D filed as Exhibit 4.39 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
*4.36 Sixth Amendment to Agreement of Limited Partnership for the Geodyne Energy Income Limited Partnership III-D dated August 20, 2002.
4.37 Agreement of Limited Partnership dated December 26, 1990 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.5 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.38 Certificate of Limited Partnership dated December 26, 2990 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.37 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.39 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.12 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.40 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.19 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.41 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.26 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.42 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.41 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.43 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.33 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.44 Fifth Amendment to Agreement of Limited Partnership dated November 15, 2000 for the Geodyne Energy Income Limited Partnership III-E filed as Exhibit 4.40 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.45 Sixth Amendment to Agreement of Limited Partnership for Geodyne Energy Income Limited Partnership III-E dated November 6, 2002, filed as Exhibit 4.1 to Registrant's
Quarterly Report on Form 10-Q with the SEC on November 14, 2002, and is hereby incorporated by reference.
4.46 Agreement of Limited Partnership dated March 7, 1991 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.6 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.47 Certificate of Limited Partnership dated March 7, 1991 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.45 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.48 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.13 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.49 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.20 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.50 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.48 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.51 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.52 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.34 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.53 Fifth Amendment to Agreement of Limited Partnership dated February 5, 2001 for the Geodyne Energy Income Limited Partnership III-F filed as Exhibit 4.41 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
*4.53a Sixth Amendment to Agreement of Limited Partnership for the Geodyne Energy Income Limited Partnership III-F dated February 10, 2003.
4.54 Agreement of Limited Partnership dated September 20, 1991 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.7 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.55 Certificate of Limited Partnership dated September 20, 1991 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.53 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.56 First Amendment to Certificate of Limited Partnership and First Amendment to Agreement of Limited Partnership dated February 24, 1993 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.4 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.57 Second Amendment to Agreement of Limited Partnership dated August 4, 1993 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.21 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.58 Third Amendment to Agreement of Limited Partnership dated August 31, 1995 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.28 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.59 Second Amendment to Certificate of Limited Partnership dated July 1, 1996 for Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.57 to Registrant's Annual Report on Form 10-K for the year ended December 31, 2001, filed with the SEC on February 28, 2002 and is hereby incorporated by reference.
4.60 Fourth Amendment to Agreement of Limited Partnership dated July 1, 1996 for the Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.35 to Registrant's Annual Report on Form 10-K for the year
ended December 31, 2000, filed with the SEC on March 5, 2001, and is hereby incorporated by reference.
4.61 Fifth Amendment to Agreement of Limited Partnership dated September 6, 2001, for the Geodyne Energy Income Limited Partnership III-G filed as Exhibit 4.59 to Registrant's Annual Report on Form 10-K for the year 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 Geodyne Energy Income Limited Partnership III-A.
*23.2 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-B.
*23.3 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-C.
*23.4 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-D.
*23.5 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-E.
*23.6 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-F.
*23.7 Consent of Ryder Scott Company, L.P. for Geodyne Energy Income Limited Partnership III-G.
*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 III-A.
*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 III-B.
*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 III-C.
*99.4 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-D.
*99.5 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002 for the Geodyne Energy Income Limited Partnership III-E.
*99.6 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-F.
*99.7 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Geodyne Energy Income Limited Partnership III-G.
All other Exhibits are omitted as inapplicable.
---------- *Filed herewith.