DYCO 1978 OIL & GAS PROGRAMS/OLD/
10-Q/A, 1995-08-24
DRILLING OIL & GAS WELLS
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<PAGE>


                    
                  SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D.C. 20549


                          AMENDMENT NO. 1 TO
                               FORM 10-Q


           Quarterly Report Pursuant to Section 13 or 15(d)
                of the Securities Exchange Act of 1934


     For the quarter ended               Commission File Number
         March 31, 1995                   2-59769-03 (1978-1)
                                          2-59769-04 (1978-2)


                    DYCO 1978 OIL AND GAS PROGRAMS
                      (TWO LIMITED PARTNERSHIPS)
         (Exact Name of Registrant as specified in its charter)


                                            41-1343930 (1978-1) 
          Minnesota                         41-1343935 (1978-2) 
(State or other jurisdiction         (I.R.S.  Employer Identification
of incorporation or organization)                 Number)




          Samson Plaza, Two West Second Street, Tulsa, Oklahoma  74103
         -------------------------------------------------------------
            (Address of principal executive offices)        (Zip Code)



                            (918) 583-1791
            ---------------------------------------------------
        (Registrant's  telephone   number,  including  area  code)


Indicate  by check  mark  whether the  registrant  (1) has  filed  all
reports required  to be filed by Section 13 or 15(d) of the Securities
Exchange  Act  of 1934  during the  preceding 12  months (or  for such
shorter period that the registrant was required to file such reports),
and (2) has been subject  to such filing requirements for the  past 90
days.

                         Yes    X        No      
                              -----               -----
<PAGE>
<PAGE>
                              PART I.  FINANCIAL INFORMATION

          ITEM 1.  FINANCIAL STATEMENTS

                    DYCO OIL AND GAS PROGRAM 1978-1 LIMITED PARTNERSHIP
                                      BALANCE SHEETS
                                        (Unaudited)


                                          ASSETS
                                                        March 31, December 31,
                                                          1995        1994    
                                                        --------- ------------

          CURRENT ASSETS:
             Cash and cash equivalents  . . . . . .    $ 52,177      $ 35,769 
             Accrued oil and gas sales, including
               $16,546 and $22,230 due from
               related parties (Note 2) . . . . . .      20,755        26,596 
                                                       --------      -------- 
                Total current assets  . . . . . . .    $ 72,932      $ 62,365 

          NET OIL AND GAS PROPERTIES, utilizing
             the full cost method . . . . . . . . .     248,873       259,917 

          DEFERRED CHARGE . . . . . . . . . . . . .      43,290        43,290 
                                                       --------      -------- 
                                                       $365,095      $365,572 
                                                       ========      ======== 

                             LIABILITIES AND PARTNERS' CAPITAL

          CURRENT LIABILITIES:
             Accounts payable . . . . . . . . . . .    $  2,618      $  2,781 
                                                       --------      -------- 
             Total current liabilities  . . . . . .     $ 2,618      $  2,781 

          ACCRUED LIABILITY . . . . . . . . . . . .      22,425       22,425 

          CONTINGENCIES (Note 3)

          PARTNERS' CAPITAL:
             General Partner, issued and outstanding,
               24 units . . . . . . . . . . . . . .       3,401         3,404 
             Limited Partners, issued and outstanding, 
               2,400 units  . . . . . . . . . . . .     336,651       336,962 
                                                       --------      -------- 
                Total Partners' capital . . . . . .    $340,052      $340,366 
                                                       --------      -------- 
                                                       $365,095      $365,572 
                                                       ========      ======== 

               The accompanying condensed notes are an 
             integral part of these financial statements.

                                  -2-
<PAGE>
<PAGE>
                    DYCO OIL AND GAS PROGRAM 1978-1 LIMITED PARTNERSHIP
                                 STATEMENTS OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
                                        (Unaudited)


                                                          1995         1994   
                                                        ---------   ----------
           
          REVENUES:
             Oil and gas sales, including 
               $27,291 and $80,858 of sales
               to related parties (Note 2)  . . . .      $32,288      $94,098 
             Interest . . . . . . . . . . . . . . .          413          564 
                                                         -------      ------- 
                                                         $32,701      $94,662 
          COSTS AND EXPENSES:
             Oil and gas production . . . . . . . .      $12,171      $17,709 
             Depreciation, depletion, and amortization of
               oil and gas properties . . . . . . .       11,044       24,198 
             General and administrative (Note 2)  .        9,800        9,270 
                                                         -------      ------- 
                                                         $33,015      $51,177 
                                                         -------      ------- 
          NET (LOSS) INCOME . . . . . . . . . . . .     ($   314)     $43,485 
                                                         =======      ======= 
          GENERAL PARTNER (1%) - net (loss) income      ($     3)     $   435 
                                                         =======      ======= 
          LIMITED PARTNERS (99%) - net (loss) income    ($   311)     $43,050 
                                                         =======      ======= 
          NET (LOSS) INCOME PER UNIT  . . . . . . .     ($   .13)     $    18 
                                                         =======      ======= 
          UNITS OUTSTANDING . . . . . . . . . . . .        2,424        2,424 
                                                         =======      ======= 

               The accompanying condensed notes are an 
             integral part of these financial statements.

                                  -3-
<PAGE>
<PAGE>
                    DYCO OIL AND GAS PROGRAM 1978-1 LIMITED PARTNERSHIP
                                 STATEMENTS OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
                                        (Unaudited)
                                                          1995         1994   
                                                       ----------  -----------
           
          CASH FLOWS FROM OPERATING ACTIVITIES:
             Net (loss) income  . . . . . . . . . .     ($   314)    $ 43,485 
             Adjustments to reconcile net (loss) 
               income to net cash provided (used) by 
               operating activities:
               Depreciation, depletion, and amortiza-
                tion of oil and gas properties . . . .    11,044       24,198 
               Decrease (increase) in accrued oil 
                gas sales   . . . . . . . . . . . .        5,841    (  11,432)
               Decrease in accounts payable . . . .     (    163)   (     133)
               Decrease in related party payable  .          -      ( 171,055)
                                                         -------     -------- 
               Net cash provided (used) by operating 
                activities  . . . . . . . . . . . .      $16,408    ($114,937)
                                                         -------     -------- 

          CASH FLOWS FROM INVESTING ACTIVITIES:
             Additions to oil and gas properties  .      $   -      ($    131)
                                                         -------     -------- 
               Net cash used by investing activities     $   -      ($    131)
                                                         -------     -------- 

          CASH FLOWS FROM FINANCING ACTIVITIES:
             Cash distributions . . . . . . . . . .      $   -      ($ 60,600)
                                                         -------     -------- 
                Net cash used by financing activities    $   -      ($ 60,600)
                                                         -------     -------- 

          NET INCREASE (DECREASE) IN CASH AND
             CASH EQUIVALENTS . . . . . . . . . . .      $16,408    ($175,668)

          CASH AND CASH EQUIVALENTS AT BEGINNING OF 
          PERIOD                                          35,769      234,274 
                                                         -------     -------- 
          CASH AND CASH EQUIVALENTS AT END OF PERIOD     $52,177    $  58,606 
                                                         =======     ======== 

               The accompanying condensed notes are an 
             integral part of these financial statements.

                                  -4-
<PAGE>
<PAGE>
                    DYCO OIL AND GAS PROGRAM 1978-2 LIMITED PARTNERSHIP
                                      BALANCE SHEETS
                                        (Unaudited)

                                          ASSETS

                                                        March 31, December 31,
                                                          1995        1994    
                                                      ------------------------

          CURRENT ASSETS:
             Cash and cash equivalents  . . . . . .    $ 27,382      $  7,831 
             Accrued oil and gas sales, including
               $11,398 and $17,560 due from
               related parties (Note 2) . . . . . .      20,704        27,923 
                                                       --------      -------- 
                Total current assets  . . . . . . .    $ 48,086      $ 35,754 

          NET OIL AND GAS PROPERTIES, utilizing
             the full cost method . . . . . . . . .      73,311        80,941 

          DEFERRED CHARGE . . . . . . . . . . . . .      10,687        10,687 
                                                       --------      -------- 
                                                       $132,084      $127,382 
                                                       ========      ======== 

                             LIABILITIES AND PARTNERS' CAPITAL

          CURRENT LIABILITIES:
             Accounts payable . . . . . . . . . . .    $  3,012      $  3,111 
                                                       --------      -------- 
                Total current liabilities . . . . .    $  3,012      $  3,111 

          ACCRUED LIABILITY . . . . . . . . . . . .      12,878       12,878 

          CONTINGENCIES (Note 3)

          PARTNERS' CAPITAL:
             General Partner, issued and outstanding,
               16 units . . . . . . . . . . . . . .       1,162         1,114 
             Limited Partners, issued and outstanding, 
               1,600 units  . . . . . . . . . . . .     115,032       110,279 
                                                       --------      -------- 
                Total Partners' capital . . . . . .    $116,194      $111,393 
                                                       --------      -------- 
                                                       $132,084      $127,382 
                                                       ========      ======== 

               The accompanying condensed notes are an 
             integral part of these financial statements.

                                  -5-
<PAGE>
<PAGE>
                    DYCO OIL AND GAS PROGRAM 1978-2 LIMITED PARTNERSHIP
                                 STATEMENTS OF OPERATIONS
                    FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
                                        (Unaudited)

                                                           1995         1994  
                                                       ---------    ---------
          REVENUES:
             Oil and gas sales, including
               $19,865 and $33,428 of sales
               to related parties (Note 2)  . . . .      $30,771      $94,227 
             Interest . . . . . . . . . . . . . . .           74          255 
                                                         -------      ------- 
                                                         $30,845      $94,482 
          COSTS AND EXPENSES:
             Oil and gas production . . . . . . . .      $10,560      $21,469 
             Depreciation, depletion, and amortization 
               of oil and gas properties . . . . . .       7,630       18,243 
             General and administrative (Note 2)  .        7,854        7,623 
                                                         -------      ------- 
                                                         $26,044      $47,335 
                                                         -------      ------- 
          NET INCOME  . . . . . . . . . . . . . . .      $ 4,801      $47,147 
                                                         =======      ======= 
          GENERAL PARTNER (1%) - net income . . . .      $    48      $   471 
                                                         =======      ======= 
          LIMITED PARTNERS (99%) - net income . . .      $ 4,753      $46,676 
                                                         =======      ======= 
          NET INCOME PER UNIT . . . . . . . . . . .      $     3      $    29 
                                                         =======      ======= 
          UNITS OUTSTANDING . . . . . . . . . . . .        1,616        1,616 
                                                         =======      ======= 

               The accompanying condensed notes are an 
             integral part of these financial statements.

                                  -6-
<PAGE>
<PAGE>
                    DYCO OIL AND GAS PROGRAM 1978-2 LIMITED PARTNERSHIP
                                 STATEMENTS OF CASH FLOWS
                    FOR THE THREE MONTHS ENDED MARCH 31, 1995 AND 1994
                                        (Unaudited)

                                                           1995         1994  
                                                         --------    ---------
           
          CASH FLOWS FROM OPERATING ACTIVITIES:
             Net income   . . . . . . . . . . . . .      $ 4,801      $47,147 
             Adjustments to reconcile net income to net
               cash provided by operating activities:
               Depreciation, depletion, and amortization
                 of oil and gas properties  . . . .        7,630       18,243 
               Decrease in accrued oil and gas sales       7,219        4,328 
               Decrease in payable to General Partner         -      (  6,900)
               (Decrease) increase in accounts payable  (     99)         568 
                                                         -------      ------- 
               Net cash provided by operating activities $19,551      $63,386 
                                                         -------      ------- 

          CASH FLOWS FROM INVESTING ACTIVITIES:

               Net cash used by investing activities     $   -        $   -   
                                                         -------      ------- 

          CASH FLOWS FROM FINANCING ACTIVITIES:
             Cash distributions . . . . . . . . . .      $   -       ($80,800)
                                                         -------      ------- 
                Net cash used by financing activities    $   -       ($80,000)
                                                         -------      ------- 

          NET INCREASE (DECREASE) IN CASH AND CASH 
             EQUIVALENTS  . . . . . . . . . . . . .      $19,551     ($17,414)

          CASH AND CASH EQUIVALENTS AT BEGINNING OF 
          PERIOD                                           7,831       24,573 
                                                         -------      ------- 
          CASH AND CASH EQUIVALENTS AT END OF PERIOD     $27,382      $ 7,159 
                                                         =======      ======= 

               The accompanying condensed notes are an 
             integral part of these financial statements.

                                  -7-
<PAGE>
<PAGE>
                  DYCO OIL AND GAS PROGRAM 1978-1 LIMITED PARTNERSHIP
                  DYCO OIL AND GAS PROGRAM 1978-2 LIMITED PARTNERSHIP
                        CONDENSED NOTES TO FINANCIAL STATEMENTS
                                     MARCH 31, 1995
                                      (Unaudited)


          1. ACCOUNTING POLICIES
             -------------------

             The  balance  sheets   as  of  March   31,  1995,  statements  of
             operations for  the three months ended  March 31,  1995 and 1994,
             and  statements of cash  flows for  the three  months ended March
             31,  1995  and   1994  have  been  prepared  by  Dyco   Petroleum
             Corporation ("Dyco"),  the General  Partner of  the Dyco Oil  and
             Gas   Program    1978-1   and    1978-2   Limited    Partnerships
             (individually, the "1978-1 Program"  or the "1978-2  Program", as
             the case  may  be,  or,  collectively, the  "Programs"),  without
             audit.    In the  opinion of  management  all adjustments  (which
             include only normal  recurring adjustments) necessary to  present
             fairly the financial position at March  31, 1995, and results  of
             operations and changes in cash flows  for the three months  ended
             March 31, 1995 and 1994 have been made.

             Information  and  footnote  disclosures   normally  included   in
             financial  statements  prepared  in  accordance  with   generally
             accepted accounting  principles have been  condensed or  omitted.
             It  is  suggested that  these  financial  statements be  read  in
             conjunction  with  the financial  statements  and  notes  thereto
             included in  the Programs'  Annual Report  on Form  10-K for  the
             year ended December 31, 1994.  The  results of operations for the
             period ended  March 31,  1995 are not  necessarily indicative  of
             the results to be expected for the full year.  

             The limited partners' net  income or loss per  unit is based upon
             each $5,000 initial capital contribution.


             OIL AND GAS PROPERTIES
             ----------------------

             Oil and  gas operations  are accounted  for using  the full  cost
             method  of accounting.   All productive  and non-productive costs
             associated with the acquisition,  exploration and development  of
             oil and gas reserves are capitalized.   Sales and abandonments of
             properties are accounted for  as adjustments of capitalized costs
             with no gain  or loss  recognized, unless such adjustments  would
             significantly alter  the relationship  between capitalized  costs
             and proved oil and gas reserves.

             The provision  for depreciation,  depletion, and  amortization of
             oil and gas properties is  calculated by dividing the oil and gas
             sales dollars  during  the year  by  the  estimated future  gross

                                            -8-
<PAGE>
<PAGE>
             income   from  the  oil  and  gas  properties  and  applying  the
             resulting  rate  to  the  net  remaining  costs  of  oil  and gas
             properties  that  have been  capitalized,  plus estimated  future
             development costs.

          2. TRANSACTIONS WITH RELATED PARTIES
             ---------------------------------

             Under the terms of each  of the Program's  partnership agreement,
             Dyco  is  entitled  to receive  a  reimbursement  for  all direct
             expenses   and  general   and  administrative,   geological   and
             engineering expenses it incurs on behalf  of the Program.  During
             the  three  months ended  March  31,  1995  and  1994 the  1978-1
             Program  incurred  such  expenses  totaling  $9,800  and  $9,270,
             respectively,  of which  $6,219 and  $6,219  were paid  to  Dyco.
             During the three months ended  March 31, 1995 and 1994 the 1978-2
             Program  incurred  such  expenses  totaling  $7,854  and  $7,623,
             respectively, of which $5,472 and $5,472 were paid to Dyco.

             Affiliates of  the Programs are the  operators of  certain of the
             Programs' properties  and their  policy is  to bill the  Programs
             for  all  customary charges  and  cost  reimbursements associated
             with  their  activities,  together with  any  compressor rentals,
             consulting, or other services provided.

             The  Programs sell gas  at market  prices to  Premier Gas Company
             ("Premier"), an affiliated company,  and Premier may  then resell
             such  gas to third  parties at market  prices.   During the three
             months ended  March 31, 1995 and 1994 these sales  for the 1978-1
             Program totaled  $27,291 and $80,858, respectively.  At March 31,
             1995 accrued  oil and gas sales  for the  1978-1 Program included
             $16,546 due  from Premier.  During  the three  months ended March
             31, 1995  and 1994  these sales  for the  1978-2 Program  totaled
             $19,865  and $33,428,  respectively.   At March 31,  1995 accrued
             oil  and gas sales  for the  1978-2 Program  included $11,398 due
             from Premier.  


          3. CONTINGENCIES
             -------------

             On  November 12, 1993,  two royalty  owners filed  a class action
             lawsuit against Dyco in  which the plaintiffs alleged entitlement
             to a share  of the proceeds  of a  take-or-pay settlement with  a
             gas purchaser  which involved one of  the Program's  wells.  This
             lawsuit is a successor  lawsuit to a suit  that was filed in 1991
             and dismissed  in 1993  following a district  court's failure  to
             certify a  class action.  The  lawsuit also  alleged claims based
             on breach  of contract, bad faith  breach of  contract, breach of
             an   implied   covenant  to   market,   unjust   enrichment,  and

                                            -9-
<PAGE>
<PAGE>
             constructive  fraud and requested  an accounting  and a temporary
             restraining  order.    The  plaintiffs  have  not quantified  the
             amount  of  their  alleged  damages.    The  district  court  has
             certified the matter as a class action and  Dyco has appealed the
             court's  order.  Dyco's  appeal is  currently pending.   Dyco has
             also filed its answer in the mater in  which it denied all of the
             plaintiffs' allegations.  Discovery  is proceeding in  the matter
             and Dyco  intends to vigorously  defend the  lawsuit.  As  of the
             date of these financial  statements, management cannot  determine
             the  amount of any  alleged damages  which would  be allocable to
             the Program.

             On March  5,  1992  Walter K.  Spurlin, et  al.  filed a  lawsuit
             against  Dyco  in which  the  plaintiffs  alleged that  Dyco,  as
             operator of  one of  the Program's  wells, failed  to respond  to
             their request  for an accounting  of production.   The plaintiffs
             are  seeking a full  accounting of  all production  from the well
             and judgment  for breach of contract  and their  alleged share of
             the  proceeds  from  certain   gas  contract  settlements.    The
             plaintiffs  have  not  quantified  the  amount  of their  alleged
             damages.   Dyco has filed its  answer in the  matter in which  it
             denied  all  of  the  plaintiffs'  allegations  and discovery  is
             ongoing.   Dyco intends  to vigorously  defend the  lawsuit.   On
             April 21, 1992,  Dyco's motion  to dismiss plaintiff's claim  for
             tortious breach of contract  was granted, thereby eliminating any
             punitive  damages claims.   As  of  the  date of  these financial
             statements,  management cannot  determine the  amount  of alleged
             damages which would be allocable to the Program.

                                           -10-
<PAGE>
<PAGE>
          ITEM  2.    MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                      CONDITION AND RESULTS OF OPERATIONS


          LIQUIDITY AND CAPITAL RESOURCES
          -------------------------------

               Net  proceeds  from the  Programs'  operations  less  necessary
               operating capital are distributed  to investors on  a quarterly
               basis.  The net proceeds from  production are not reinvested in
               productive  assets, except to  the extent  that producing wells
               are  improved  or where  methods  are  employed to  permit more
               efficient  recovery  of  the  Programs'  reserves  which  would
               result in a positive economic impact.

               The Programs'  available capital  from  subscriptions has  been
               spent  on oil and gas drilling activities.  There should not be
               any  further  material  capital  resource  commitments  in  the
               future.   The Programs'  have no  bank debt  commitments.  Cash
               for operational purposes  will be  provided by current oil  and
               gas production.


          RESULTS OF OPERATIONS
          ---------------------
           
               1978-1 PROGRAM      

               THREE MONTHS  ENDED MARCH  31, 1995  AS COMPARED  TO THE  THREE
               MONTHS ENDED MARCH 31, 1994.
                                                 Three Months ended March 31,
                                                ----------------------------
                                                     1995           1994   
                                                     ----           ----   
                  Oil and gas sales                 $32,288        $94,098 
                  Oil and gas production expenses   $12,171        $17,709 
                  Barrels produced                      167            285 
                  Mcf produced                       24,645         64,468 
                  Average price/Bbl                 $ 10.68        $ 15.16 
                  Average price/Mcf                 $  1.24        $  1.39 
             
               As shown  in the  table, oil  and natural  gas sales  decreased
               65.7% for the three months ended March 31, 1995  as compared to
               the three months ended March 31,  1994.  This decrease resulted
               from  the decreases in  the volumes  and average  prices of oil
               and natural  gas sold.   Volumes  of oil  and natural gas  sold
               decreased 118  barrels and  39,823 Mcf,  respectively, for  the
               three months  ended March  31, 1995  as compared  to the  three
               months ended March  31, 1994.  The  decrease in the volumes  of
               natural  gas  sold  was  primarily  the  result of  significant
               positive 1991  volume adjustments from a purchaser on a certain
               well  during the three  months ended  March 31,  1994.  Average
               oil and natural gas prices decreased  to $10.68 per barrel  and

                                           -11-
<PAGE>
<PAGE>
               $1.24 per  Mcf for the  three months ended March  31, 1995 from
               $15.16 per barrel and  $1.39 per Mcf for the three months ended
               March 31, 1994.

               Oil  and gas  production  expenses (including  lease  operating
               expenses and production taxes)  decreased $5,538 for  the three
               months  ended March 31,  1995 as  compared to  the three months
               ended March  31, 1994.  This  decrease was  consistent with the
               decreases  in the volumes  of oil  and natural  gas sold during
               the three months ended March 31, 1995 as compared to the  three
               months ended March 31,  1994.  As a  percentage of oil  and gas
               sales,  these expenses increased to 37.7% for  the three months
               ended March  31, 1995  from 18.8%  for the  three months  ended
               March  31,  1994.   This  percentage increase  was  primarily a
               result of  the decreases in the  volumes and  average prices of
               oil and  natural gas sold during  the three  months ended March
               31, 1995 as compared to the similar period in 1994.

               Depreciation,  depletion,  and  amortization  of  oil  and  gas
               properties decreased $13,154 for  the three months  ended March
               31, 1995 as compared to the three months ended March 31,  1994.
               This decrease was consistent with the decreases in the  volumes
               of  oil and  natural gas  sold  during  the three  months ended
               March 31, 1995 as compared to  the three months ended March 31,
               1994.   As a  percentage of  oil and  gas  sales, this  expense
               increased to  34.2% for the three  months ended  March 31, 1995
               from  25.7% for  the three months  ended March 31,  1994.  This
               percentage increase was  primarily due to  the decreases in the
               average  prices oil  and  natural  gas  sold during  the  three
               months ended March 31, 1995 as  compared to the similar  period
               in 1994.

               General   and   administrative  expenses   remained  relatively
               constant for the three months ended  March 31, 1995 as compared
               to the three months ended March 31, 1994.   As a percentage  of
               oil and  gas sales, these expenses  increased to  30.4% for the
               three  months ended  March 31,  1995  from  9.9% for  the three
               months  ended March  31, 1994.    This percentage  increase was
               primarily due to decreases  in the volumes  and average  prices
               of  oil and  natural gas  sold  during  the three  months ended
               March 31, 1995 as compared to the similar period in 1994.

               1978-2 PROGRAM      

               THREE MONTHS  ENDED MARCH  31, 1995  AS COMPARED  TO THE  THREE
               MONTHS ENDED MARCH 31, 1994.


                                           -12-
<PAGE>
<PAGE>
                                                 Three Months ended March 31,
                                                 ----------------------------

                                                      1995        1994
                                                      ----        ----
                  Oil and gas sales                 $30,771      $94,227 
                  Oil and gas production expenses   $10,560      $21,469 
                  Barrels produced                      490        1,082 
                  Mcf produced                       19,024       54,056 
                  Average price/Bbl                 $ 16.59      $ 17.13 
                  Average price/Mcf                 $  1.19      $  1.40 

               As shown  in the  table, oil  and natural  gas sales  decreased
               67.3% for  the three months ended March 31, 1995 as compared to
               the three months ended March 31, 1994.   This decrease resulted
               from the decreases  in the volumes  and average  prices of  oil
               and  natural gas sold.   Volumes  of oil  and natural  gas sold
               decreased 592  barrels and  35,032 Mcf,  respectively, for  the
               three months  ended March  31, 1995  as compared  to the  three
               months ended March  31, 1994.   The decrease in the  volumes of
               natural  gas  sold  was  primarily  the  result of  significant
               positive 1991 volume adjustments from a  purchaser on a certain
               well during the  three months ended  March 31,  1994.   Average
               oil and  natural gas prices decreased to $16.59  per barrel and
               $1.19 per  Mcf for the  three months ended March  31, 1995 from
               $17.13 per barrel and  $1.40 per Mcf for the three months ended
               March 31, 1994.

               Oil and  gas  production  expenses (including  lease  operating
               expenses and production taxes)  decreased $10,909 for the three
               months ended March  31, 1995 as  compared to  the three  months
               ended March 31, 1994.   This decrease was  consistent with  the
               decrease in  volumes of  oil and  natural gas  sold during  the
               three months  ended March  31, 1995  as compared  to the  three
               months ended March 31,  1994.  As a  percentage of oil  and gas
               sales,  these expenses increased to 34.3% for  the three months
               ended March  31, 1995  from 22.8%  for the  three months  ended
               March  31,  1994.   This  percentage increase  was  primarily a
               result of the decreases  in the volumes and  average prices  of
               oil and natural gas  sold during the three  months ended  March
               31, 1995 as compared to the three months ended March 31, 1994.

               Depreciation,  depletion  and   amortization  of  oil  and  gas
               properties decreased $10,613 for  the three months  ended March
               31, 1995 as compared to the three months ended  March 31, 1994.
               This decrease was  consistent with the decreases in volumes  of
               oil and natural gas  sold during the three  months ended  March
               31, 1995 as compared  to the three months ended March 31, 1994.
               As a percentage of  oil and gas sales,  this expense  increased
               to  24.8% for the three months ended March  31, 1995 from 19.4%
               for the three  months ended March  31, 1994.   This  percentage
               increase  was primarily  due  to the  decreases in  the average
               prices of  oil and  natural gas  sold during  the three  months
               ended March  31, 1995  as compared  to the  three months  ended
               March 31, 1994.

               General   and  administrative   expenses   remained  relatively
               constant for the three months ended March 31,  1995 as compared

                                           -13-
<PAGE>
<PAGE>
               to the three months  ended March 31, 1994.   As a percentage of
               oil and  gas sales, these expenses  increased to  25.5% for the
               three  months ended  March 31,  1995  from  8.1% for  the three
               months  ended March  31, 1994.   This  percentage  increase was
               primarily  the result  of  the  decreases in  the  volumes  and
               average  prices of oil  and natural  gas sold  during the three
               months  ended March 31,  1995 as  compared to  the three months
               ended March 31, 1994.

                                          -14-
<PAGE>
<PAGE>

                              PART II:  OTHER INFORMATION


          ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

               (a)  Exhibits                                                  
                         

                    None

               (b)  Reports on Form 8-K

                    None


                                         -15-
<PAGE>
<PAGE>



                                       SIGNATURES


          Pursuant  to the  requirements  of the  Securities  Exchange  Act of
          1934, the  Registrant has duly  caused this report  to be signed  on
          its behalf by the undersigned, thereunto duly authorized.


                          DYCO OIL AND GAS PROGRAM 1978-1 LIMITED PARTNERSHIP
                          DYCO OIL AND GAS PROGRAM 1978-2 LIMITED PARTNERSHIP

                                        (Registrant)


                                   By:  DYCO PETROLEUM CORPORATION

                                        General Partner




Date:     August 24, 1995          By:      /s/Dennis R.  Neill     
                                         ---------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             Senior Vice President



Date:     August 24, 1995          By:     /s/Patrick M. Hall           
                                       ------------------------------        
                                             (Signature)
                                             Patrick M. Hall
                                             Senior Vice President -
                                               Controller
                                             Principal Accounting Officer





                                      -16-
<PAGE>

<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000215718
<NAME> DYCO OIL AND GAS PROGRAM 1978-1 LIMITED PARTNERSHIP
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                          52,177
<SECURITIES>                                         0
<RECEIVABLES>                                   20,755
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                72,932
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                 365,095
<CURRENT-LIABILITIES>                            2,618
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                     340,052
<TOTAL-LIABILITY-AND-EQUITY>                   365,095
<SALES>                                         32,288
<TOTAL-REVENUES>                                32,701
<CGS>                                                0
<TOTAL-COSTS>                                   33,015
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                  (314)
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                              (314)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     (314)
<EPS-PRIMARY>                                   (0.13)
<EPS-DILUTED>                                        0
        

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000806572
<NAME> DYCO OIL AND GAS PROGRAM 1978-2 LIMITED PARTNERSHIP
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               MAR-31-1995
<CASH>                                          27,382
<SECURITIES>                                         0
<RECEIVABLES>                                   20,704
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                48,086
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                                 132,084
<CURRENT-LIABILITIES>                            3,012
<BONDS>                                              0
<COMMON>                                             0
                                0
                                          0
<OTHER-SE>                                     116,194
<TOTAL-LIABILITY-AND-EQUITY>                   132,084
<SALES>                                         30,771
<TOTAL-REVENUES>                                30,845
<CGS>                                                0
<TOTAL-COSTS>                                   26,044
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                  4,801
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                              4,801
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     4,801
<EPS-PRIMARY>                                     3.00
<EPS-DILUTED>                                        0
        

</TABLE>


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