DYCO OIL & GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
10-Q, 2000-11-08
DRILLING OIL & GAS WELLS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    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
 September 30, 2000                                0-12261 (1982-1)
                                                   0-12262 (1982-2)


                          DYCO 1982 OIL AND GAS PROGRAM
                           (TWO LIMITED PARTNERSHIPS)
             (Exact Name of Registrant as specified in its charter)



                                                41-1438430 (1982-1)
         Minnesota                              41-1438437 (1982-2)
(State or other jurisdiction             (I.R.S. Employer Identification
   of incorporation or                                Number)
     organization)



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
                            ------                    ------




                                      -1-
<PAGE>




                        PART I. FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

             DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                  2000             1999
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                     $150,947         $ 23,930
   Accrued oil and gas sales                       52,580           33,560
                                                 --------         --------
      Total current assets                       $203,527         $ 57,490

NET OIL AND GAS PROPERTIES, utilizing
   the full cost method                            73,210           85,114

DEFERRED CHARGE                                    62,491           65,687
                                                 --------         --------
                                                 $339,228         $208,291
                                                 ========         ========

                        LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                              $  3,266         $  4,562
                                                 --------         --------
      Total current liabilities                  $  3,266         $  4,562

ACCRUED LIABILITY                                $ 12,770         $ 12,770

PARTNERS' CAPITAL:
   General Partner, 100 general
      partner units                              $  3,231         $  1,909
   Limited Partners, issued and
      outstanding, 10,000 Units                   319,961          189,050
                                                 --------         --------
      Total Partners' capital                    $323,192         $190,959
                                                 --------         --------
                                                 $339,228         $208,291
                                                 ========         ========


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



                                      -2-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
                           STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                  2000              1999
                                                --------          --------

REVENUES:
   Oil and gas sales                             $90,259           $48,862
   Interest                                        1,629               966
                                                 -------           -------
                                                 $91,888           $49,828

COSTS AND EXPENSES:
   Oil and gas production                        $17,224           $22,394
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                   4,113             2,766
   General and administrative
      (Note 2)                                    14,623            21,706
                                                 -------           -------
                                                 $35,960           $46,866
                                                 -------           -------

NET INCOME                                       $55,928           $ 2,962
                                                 =======           =======
GENERAL PARTNER (1%) - net income                $   559           $    30
                                                 =======           =======
LIMITED PARTNERS (99%) - net income              $55,369           $ 2,932
                                                 =======           =======
NET INCOME PER UNIT                              $  5.54           $   .30
                                                 =======           =======
UNITS OUTSTANDING                                 10,100            10,100
                                                 =======           =======



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



                                      -3-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
                           STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                  2000              1999
                                                --------          --------

REVENUES:
   Oil and gas sales                            $210,755          $110,522
   Interest                                        2,774             3,075
   Gain on sale of oil and gas
      properties                                  22,025                 -
                                                --------          --------
                                                $235,554          $113,597

COSTS AND EXPENSES:
   Oil and gas production                       $ 47,886          $ 53,224
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  10,376             9,666
   General and administrative
      (Note 2)                                    45,059            78,904
                                                --------          --------
                                                $103,321          $141,794
                                                --------          --------

NET INCOME (LOSS)                               $132,233         ($ 28,197)
                                                ========          ========
GENERAL PARTNER (1%) - net income
   (loss)                                       $  1,322         ($    282)
                                                ========          ========
LIMITED PARTNERS (99%) - net income
   (loss)                                       $130,911         ($ 27,915)
                                                ========          ========
NET INCOME (LOSS) PER UNIT                      $  13.09         ($   2.79)
                                                ========          ========
UNITS OUTSTANDING                                 10,100            10,100
                                                ========          ========



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



                                      -4-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
                           STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                    2000            1999
                                                  ---------       --------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                              $132,233       ($ 28,197)
   Adjustments to reconcile net income
     (loss) to net cash provided (used)
       by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  10,376           9,666
      Gain on sale of oil and gas
        properties                               (  22,025)              -
      Increase in accrued oil and gas
        sales                                    (  19,020)      (   8,078)
      Decrease in deferred charge                    3,196               -
      Decrease in accounts payable               (   1,296)      (     325)
                                                  --------        --------
   Net cash provided (used) by
      operating activities                        $103,464       ($ 26,934)
                                                  --------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from the sale of oil
      and gas properties                          $ 23,553        $      -
   Additions to oil and gas properties                   -       (     844)
                                                  --------        --------
   Net cash provided (used) by investing
      activities                                  $ 23,553       ($    844)
                                                  --------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:

   Net cash used by financing
      activities                                  $      -        $      -
                                                  --------        --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                               $127,017       ($ 27,778)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                              23,930         108,147
                                                  --------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                  $150,947        $ 80,369
                                                  ========        ========




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



                                      -5-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                  2000             1999
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                     $190,481         $102,242
   Accrued oil and gas sales                      116,567           65,530
                                                 --------         --------
      Total current assets                       $307,048         $167,772

NET OIL AND GAS PROPERTIES, utilizing
   the full cost method                           117,184          121,881

DEFERRED CHARGE                                    33,073           33,073
                                                 --------         --------
                                                 $457,305         $322,726
                                                 ========         ========

                        LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                              $  4,239         $ 10,210
   Gas imbalance payable                              242              242
                                                 --------         --------
      Total current liabilities                  $  4,481         $ 10,452

ACCRUED LIABILITY                                $130,611         $130,611

PARTNERS' CAPITAL:
   General Partner, 80 general
      partner units                              $  3,221         $  1,816
   Limited Partners, issued and
      outstanding, 8,000 Units                    318,992          179,847
                                                 --------         --------
      Total Partners' capital                    $322,213         $181,663
                                                 --------         --------
                                                 $457,305         $322,726
                                                 ========         ========



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



                                      -6-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                           STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                  2000             1999
                                                --------         --------

REVENUES:
   Oil and gas sales                            $198,146         $107,287
   Interest                                        1,530            1,816
                                                --------         --------
                                                $199,676         $109,103

COSTS AND EXPENSES:
   Oil and gas production                       $ 26,315         $ 34,714
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                   8,541            6,328
   General and administrative
      (Note 2)                                    15,962           17,083
                                                --------         --------
                                                $ 50,818         $ 58,125
                                                --------         --------

NET INCOME                                      $148,858         $ 50,978
                                                ========         ========
GENERAL PARTNER (1%) - net income               $  1,488         $    510
                                                ========         ========
LIMITED PARTNERS (99%) - net income             $147,370         $ 50,468
                                                ========         ========
NET INCOME PER UNIT                             $  18.42         $   6.31
                                                ========         ========
UNITS OUTSTANDING                                  8,080            8,080
                                                ========         ========




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



                                      -7-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                           STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                  2000             1999
                                                --------         ---------

REVENUES:
   Oil and gas sales                            $447,743          $230,900
   Interest                                        5,433             4,854
                                                --------          --------
                                                $453,176          $235,754

COSTS AND EXPENSES:
   Oil and gas production                       $ 81,069          $ 72,534
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  18,525            17,556
   General and administrative
      (Note 2)                                    51,432            62,539
                                                --------          --------
                                                $151,026          $152,629
                                                --------          --------

NET INCOME                                      $302,150          $ 83,125
                                                ========          ========
GENERAL PARTNER (1%) - net income               $  3,021          $    831
                                                ========          ========
LIMITED PARTNERS (99%) - net income             $299,129          $ 82,294
                                                ========          ========
NET INCOME PER UNIT                             $  37.39          $  10.29
                                                ========          ========
UNITS OUTSTANDING                                  8,080             8,080
                                                ========          ========




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



                                      -8-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                           STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                  2000              1999
                                                ---------         --------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $302,150          $ 83,125
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                18,525            17,556
      Increase in accrued oil and
        gas sales                              (  51,037)        (   7,468)
      (Decrease) increase in accounts
        payable                                (   5,971)              434
                                                --------          --------
   Net cash provided by operating
      activities                                $263,667          $ 93,647
                                                --------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from the sale of oil and
      gas properties                            $    516          $  3,289
   Additions to oil and gas properties         (  14,344)        (  12,232)
                                                --------          --------
   Net cash used by investing
      activities                               ($ 13,828)        ($  8,943)
                                                --------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($161,600)        ($161,600)
                                                --------          --------
   Net cash used by financing
      activities                               ($161,600)        ($161,600)
                                                --------          --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                             $ 88,239         ($ 76,896)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           102,242           110,694
                                                --------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $190,481          $ 33,798
                                                ========          ========





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


                                      -9-
<PAGE>



             DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
             DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                   CONDENSED NOTES TO FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                                   (Unaudited)


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

      The balance sheets as of September 30, 2000,  statements of operations for
      the  three  and  nine  months  ended  September  30,  2000 and  1999,  and
      statements of cash flows for the nine months ended  September 30, 2000 and
      1999  have been  prepared  by Dyco  Petroleum  Corporation  ("Dyco"),  the
      General  Partner of the Dyco Oil and Gas Program 1982-1 and 1982-2 Limited
      Partnerships (individually,  the "1982-1 Program" or the "1982-2 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 September 30, 2000, results of operations for the three and nine months
      ended  September 30, 2000 and 1999, and changes in cash flows for the nine
      months ended September 30, 2000 and 1999 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, 1999. The results of operations for the period
      ended September 30, 2000 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.  The Programs'  calculation of depreciation,  depletion,  and
      amortization  includes  estimated  future  expenditures  to be incurred in
      developing  proved  reserves and estimated  dismantlement  and abandonment
      costs, net of estimated  salvage values. In the event the unamortized cost
      of oil and gas properties being amortized exceeds the full cost



                                      -10-
<PAGE>



      ceiling (as defined by the Securities and Exchange Commission), the excess
      is charged to expense in the period during which such excess occurs. 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 1982-1  Program sold one well during the
      nine  months   ended   September   30,   2000  for  $23,334   representing
      approximately 2% of its total reserves.  The proceeds from this sale would
      have  reduced  the net book  value  of the  1982-1  Program's  oil and gas
      properties  by 29%,  significantly  altering its  capitalized  cost/proved
      reserves  relationship.  Accordingly,  capitalized  costs were  reduced by
      approximately  2% and a gain on sale of oil and gas  properties of $22,025
      was recognized.

      The provision for depreciation, depletion, and amortization of oil and gas
      properties is calculated by dividing the oil and gas sales dollars  during
      the  period by the  estimated  future  gross  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  September  30, 2000
      and 1999 the 1982-1 Program  incurred such expenses  totaling  $14,623 and
      $21,706,  respectively,  of which $9,240 and $18,615,  respectively,  were
      paid each period to Dyco and its affiliates.  During the nine months ended
      September  30, 2000 and 1999 the 1982-1  Program  incurred  such  expenses
      totaling $45,059 and $78,904,  respectively, of which $27,720 and $55,845,
      respectively, were paid each period to Dyco and its affiliates. During the
      three months ended September 30, 2000 and 1999 the 1982-2 Program incurred
      such expenses totaling $15,962 and $17,083, respectively, of which $12,156
      and  $14,610,  respectively,  were  paid  each  period  to  Dyco  and  its
      affiliates.  During the nine months ended  September 30, 2000 and 1999 the
      1982-2  Program  incurred  such  expenses  totaling  $51,432 and  $62,539,
      respectively, of which $36,468 and $43,830,  respectively,  were paid each
      period to Dyco and its affiliates.



                                      -11-
<PAGE>






      Affiliates of the Program  operate  certain of the  Programs'  properties.
      Their policy is to bill the Programs  for all  customary  charges and cost
      reimbursements associated with these activities.




                                      -12-
<PAGE>



ITEM 2.     MANAGEMENT'S  DISCUSSION  AND ANALYSIS OF FINANCIAL  CONDITION AND
            RESULTS OF OPERATIONS

USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES
-----------------------------------------------

      This Quarterly Report contains  certain  forward-looking  statements.  The
      words "anticipate",  "believe",  "expect",  "plan", "intend",  "estimate",
      "project", "could", "may" and similar expressions are intended to identify
      forward-looking  statements.  Such statements reflect management's current
      views  with  respect  to future  events and  financial  performance.  This
      Quarterly Report also includes certain information,  which is, or is based
      upon,  estimates  and  assumptions.  Such  estimates and  assumptions  are
      management's  efforts to accurately reflect the condition and operation of
      the Programs.

      Use of  forward-looking  statements and estimates and assumptions  involve
      risks  and  uncertainties  which  include,  but are not  limited  to,  the
      volatility of oil and gas prices, the uncertainty of reserve  information,
      the operating risk associated  with oil and gas properties  (including the
      risk of personal injury,  death,  property  damage,  damage to the well or
      producing  reservoir,  environmental  contamination,  and other  operating
      risks), the prospect of changing tax and regulatory laws, the availability
      and capacity of  processing  and  transportation  facilities,  the general
      economic climate,  the supply and price of foreign imports of oil and gas,
      the level of consumer  product demand,  and the price and  availability of
      alternative  fuels.  Should  one or more of these  risks or  uncertainties
      occur or should  estimates  or  underlying  assumptions  prove  incorrect,
      actual  conditions or results may vary materially and adversely from those
      stated, anticipated, believed, estimated, and otherwise indicated.

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 be no further material capital
      resource commitments in the future. The Programs have no debt commitments.
      Management  believes that cash for ordinary  operational  purposes will be
      provided by current oil and gas production.



                                      -13-
<PAGE>



      The 1982-1  Program's  Statement  of Cash Flows for the nine months  ended
      September  30,  2000  includes  proceeds  from  the  sale  of oil  and gas
      properties  during the  second  quarter of 2000.  These  proceeds  will be
      included in future cash distributions.

RESULTS OF OPERATIONS
---------------------

      GENERAL DISCUSSION

      The following  general  discussion  should be read in conjunction with the
      analysis  of results of  operations  provided  below.  The most  important
      variables affecting the Programs' revenues are the prices received for the
      sale of oil and gas and the volumes of oil and gas produced. The Program's
      production is mainly natural gas, so such pricing and volumes are the most
      significant factors.

      Due to the volatility of oil and gas prices,  forecasting future prices is
      subject to great  uncertainty  and  inaccuracy.  Substantially  all of the
      Programs' gas reserves are being sold on the "spot market".  Prices on the
      spot market are subject to wide seasonal and regional pricing fluctuations
      due to the highly competitive nature of the spot market.  Such spot market
      sales are  generally  short-term  in  nature  and are  dependent  upon the
      obtaining of transportation services provided by pipelines. It is likewise
      difficult  to  predict  production  volumes.  However,  oil  and  gas  are
      depleting  assets,  so it can be  expected  that  production  levels  will
      decline over time. Recent gas prices have been  significantly  higher than
      the  Program's  historical  average.  This is  attributable  to the higher
      prices for crude oil,  a  substitute  fuel in some  markets,  and  reduced
      production due to lower capital investments in 1998 and 1999.




                                      -14-
<PAGE>




      1982-1 PROGRAM

      THREE MONTHS ENDED  SEPTEMBER  30, 2000 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 1999.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                    2000             1999
                                                  -------           -------
      Oil and gas sales                           $90,259           $48,862
      Oil and gas production expenses             $17,224           $22,394
      Barrels produced                                 86                69
      Mcf produced                                 23,339            20,478
      Average price/Bbl                           $ 24.80           $ 23.00
      Average price/Mcf                           $  3.78           $  2.31

      As shown in the table  above,  total oil and gas sales  increased  $41,397
      (84.7%) for the three months ended  September  30, 2000 as compared to the
      three months ended  September  30, 1999. Of this  increase,  approximately
      $34,000 was  related to an  increase in the average  price of gas sold and
      approximately  $7,000 was  related to an  increase in volumes of gas sold.
      Volumes  of  oil  and  gas  sold  increased  17  barrels  and  2,861  Mcf,
      respectively, for the three months ended September 30, 2000 as compared to
      the three months ended  September 30, 1999. The increase in volumes of gas
      sold was primarily due to positive prior period volume adjustments made by
      the  purchasers  on two wells during the three months ended  September 30,
      2000.  Average oil and gas prices increased to $24.80 per barrel and $3.78
      per Mcf, respectively,  for the three months ended September 30, 2000 from
      $23.00 per barrel and $2.31 per Mcf,  respectively,  for the three  months
      ended September 30, 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $5,170  (23.1%) for the three  months ended
      September  30, 2000 as compared to the three  months ended  September  30,
      1999. This decrease was primarily due to (i) a positive prior period lease
      operating  expense  adjustment made by the operator on one well during the
      three months ended  September  30, 1999,  (ii) the sale of one well during
      the  second  quarter  of  2000,  and  (iii)  an  increase  in  repair  and
      maintenance  expenses  on  another  well  during  the three  months  ended
      September 30, 2000.  These decreases were partially  offset by an increase
      in production  taxes associated with the increase in oil and gas sales. As
      a percentage of oil and gas sales,  these expenses  decreased to 19.1% for
      the three months ended  September 30, 2000 from 45.8% for the three months
      ended September 30, 1999.  This  percentage  decrease was primarily due to
      the  increases  in the  average  prices of oil and gas sold and the dollar
      decrease in oil and gas production expenses.



                                      -15-
<PAGE>




      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $1,347 (48.7%) for the three months ended September 30, 2000 as
      compared to the three months ended  September 30, 1999.  This increase was
      primarily due to the decreased dollar amount of  depreciation,  depletion,
      and  amortization  charged during the third quarter of 1999 which resulted
      from a  significant  increase  in the gas price used in the  valuation  of
      remaining  reserves at September 30, 1999 as compared to June 30, 1999. As
      a percentage of oil and gas sales,  this expense decreased to 4.6% for the
      three months ended September 30, 2000 from 5.7% for the three months ended
      September  30, 1999.  This  percentage  decrease was  primarily due to the
      increases in the average prices of oil and gas sold.

      General and administrative expenses decreased $7,083 (32.6%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  This  decrease  was  primarily  due to a change  in
      allocation  among the  Program and other  affiliated  programs of indirect
      general and administrative  expenses reimbursed to the General Partner. As
      a percentage of oil and gas sales,  these expenses  decreased to 16.2% for
      the three months ended  September 30, 2000 from 44.4% for the three months
      ended September 30, 1999.  This  percentage  decrease was primarily due to
      the  increase in oil and gas sales and the dollar  decrease in general and
      administrative expenses.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2000  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1999.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                   2000              1999
                                                 --------          --------
      Oil and gas sales                          $210,755          $110,522
      Oil and gas production expenses            $ 47,886          $ 53,224
      Barrels produced                                234               310
      Mcf produced                                 69,641            56,271
      Average price/Bbl                          $  26.68          $  16.59
      Average price/Mcf                          $   2.94          $   1.87

      As shown in the table above,  total oil and gas sales  increased  $100,233
      (90.7%) for the nine months  ended  September  30, 2000 as compared to the
      nine months ended  September  30, 1999.  Of this  increase,  approximately
      $74,000 was  related to an  increase in the average  price of gas sold and
      approximately  $25,000  was related to an increase in volumes of gas sold.
      Volumes  of oil sold  decreased  76  barrels,  while  volumes  of gas sold
      increased  13,370 Mcf for the nine  months  ended  September  30,  2000 as
      compared to the nine months  ended  September  30,  1999.  The decrease in
      volumes of oil sold was primarily due to the sale of one



                                      -16-
<PAGE>



      well during the nine months  ended  September  30,  2000.  The increase in
      volumes  of gas sold was  primarily  due to (i) a  negative  prior  period
      volume adjustment made by the purchaser on one well during the nine months
      ended  September  30,  1999  and  (ii)  a  positive  prior  period  volume
      adjustment  made by the  purchaser  on another well during the nine months
      ended September 30, 2000.  Average oil and gas prices  increased to $26.68
      per  barrel and $2.94 per Mcf,  respectively,  for the nine  months  ended
      September 30, 2000 from $16.59 per barrel and $1.87 per Mcf, respectively,
      for the nine months ended September 30, 1999.

      The 1982-1  Program sold one well during the nine months  ended  September
      30, 2000 for $23,334 representing  approximately 2% of its total reserves.
      The  proceeds  from this sale would have reduced the net book value of the
      1982-1 Program's oil and gas properties by 29%, significantly altering its
      capitalized  cost/proved reserves relationship.  Accordingly,  capitalized
      costs were reduced by  approximately  2% and a gain on sale of oil and gas
      properties of $22,025 was  recognized.  There were no similar sales during
      the nine months ended September 30, 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $5,338  (10.0%) for the nine  months  ended
      September  30, 2000 as compared to the nine  months  ended  September  30,
      1999.  This  decrease was primarily due to (i) the sale of one well during
      the nine months ended  September 30, 2000 and (ii) a positive prior period
      lease operating expense adjustment made by the operator on one well during
      the nine months ended  September 30, 1999.  These decreases were partially
      offset by an increase in production  taxes associated with the increase in
      oil and gas sales.  As a percentage of oil and gas sales,  these  expenses
      decreased to 22.7% for the nine months ended September 30, 2000 from 48.2%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increases in the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $710 (7.3%) for the nine  months  ended  September  30, 2000 as
      compared to the nine months ended  September  30, 1999.  This increase was
      primarily  due to the increase in volumes of gas sold.  This  increase was
      partially   offset  by  a  decrease  in   depreciation,   depletion,   and
      amortization  primarily  due to an  increase  in the gas price used in the
      valuation  of  remaining  reserves  at  September  30, 2000 as compared to
      September  30, 1999.  As a percentage  of oil and gas sales,  this expense
      decreased to 4.9% for the nine months ended  September  30, 2000 from 8.7%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increases in the average prices of oil and gas sold.



                                      -17-
<PAGE>



      General and administrative expenses decreased $33,845 (42.9%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30,  1999.  This  decrease  was  primarily  due to a change  in
      allocation among the Program and other  affiliated  programs of audit fees
      and indirect general and administrative expenses reimbursed to the General
      Partner. As a percentage of oil and gas sales, these expenses decreased to
      21.4% for the nine months ended September 30, 2000 from 71.4% for the nine
      months ended September 30, 1999.  This  percentage  decrease was primarily
      due to the  increase  in oil and gas  sales  and the  dollar  decrease  in
      general and administrative expenses.

      1982-2 PROGRAM

      THREE MONTHS ENDED  SEPTEMBER  30, 2000 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 1999.

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2000            1999
                                                  --------        --------
      Oil and gas sales                           $198,146        $107,287
      Oil and gas production expenses             $ 26,315        $ 34,714
      Barrels produced                                  24              11
      Mcf produced                                  51,016          45,766
      Average price/Bbl                           $  29.96        $  22.18
      Average price/Mcf                           $   3.87        $   2.34

      As shown in the table  above,  total oil and gas sales  increased  $90,859
      (84.7%) for the three months ended  September  30, 2000 as compared to the
      three months ended  September  30, 1999. Of this  increase,  approximately
      $78,000 was  related to an  increase in the average  price of gas sold and
      approximately  $12,000  was related to an increase in volumes of gas sold.
      Volumes  of  oil  and  gas  sold  increased  13  barrels  and  5,250  Mcf,
      respectively, for the three months ended September 30, 2000 as compared to
      the three months ended  September 30, 1999. The increase in volumes of gas
      sold was  primarily  due to (i) the  successful  recompletion  of one well
      during the second  quarter of 2000,  (ii) the  shutting-in  of one well in
      order to perform a workover  during the three months ended  September  30,
      1999,  and (iii) the receipt of a reduced  percentage  of sales during the
      three  months  ended  September  30,  1999 on one well  due to the  1982-2
      Program's  overproduced gas balancing  position in that well.  Average oil
      and gas  prices  increased  to  $29.96  per  barrel  and  $3.87  per  Mcf,
      respectively,  for the three months ended  September  30, 2000 from $22.18
      per barrel and $2.34 per Mcf,  respectively,  for the three  months  ended
      September 30, 1999.




                                      -18-
<PAGE>




      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $8,399  (24.2%) for the three  months ended
      September  30, 2000 as compared to the three  months ended  September  30,
      1999. This decrease was primarily due to workover expenses incurred on two
      wells during the three months ended September 30, 1999 in order to improve
      the recovery of reserves.  These  decreases  were  partially  offset by an
      increase in production  taxes  associated with the increase in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  decreased to
      13.3% for the three  months  ended  September  30, 2000 from 32.4% for the
      three  months  ended  September  30, 1999.  This  percentage  decrease was
      primarily  due to the  increase in the  average  price of gas sold and the
      dollar decrease in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $2,213 (35.0%) for the three months ended September 30, 2000 as
      compared to the three months ended  September 30, 1999.  This increase was
      primarily  due  to  (i)  the  decreased  dollar  amount  of  depreciation,
      depletion, and amortization charged during the third quarter of 1999 which
      resulted  from  a  significant  increase  in the  gas  price  used  in the
      valuation of remaining  reserves at September 30, 1999 as compared to June
      30, 1999 and (ii) the increase in volumes of gas sold.  As a percentage of
      oil and gas sales,  this  expense  decreased  to 4.3% for the three months
      ended  September  30, 2000 from 5.9% for the three months ended  September
      30, 1999.  This  percentage  decrease was primarily due to the increase in
      the average price of gas sold.

      General and administrative  expenses decreased $1,121 (6.6%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. As a percentage of oil and gas sales,  these  expenses
      decreased to 8.1% for the three months ended September 30, 2000 from 15.9%
      for the three months ended September 30, 1999.  This  percentage  decrease
      was primarily due to the increase in oil and gas sales.




                                      -19-
<PAGE>




      NINE MONTHS  ENDED  SEPTEMBER  30, 2000  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1999.

                                               Nine Months Ended September 30,
                                               -------------------------------
                                                   2000              1999
                                                 --------          --------
      Oil and gas sales                          $447,743          $230,900
      Oil and gas production expenses            $ 81,069          $ 72,534
      Barrels produced                                 82                27
      Mcf produced                                144,731           121,523
      Average price/Bbl                          $  29.72          $  17.33
      Average price/Mcf                          $   3.08          $   1.90

      As shown in the table above,  total oil and gas sales  increased  $216,843
      (93.9%) for the nine months  ended  September  30, 2000 as compared to the
      nine months ended  September  30, 1999.  Of this  increase,  approximately
      $171,000  was related to an increase in the average  price of gas sold and
      approximately  $44,000  was related to an increase in volumes of gas sold.
      Volumes  of oil  and  gas  sold  increased  55  barrels  and  23,208  Mcf,
      respectively,  for the nine months ended September 30, 2000 as compared to
      the nine months ended  September 30, 1999.  The increase in volumes of gas
      sold was  primarily due to (i) a negative  prior period volume  adjustment
      made by the  purchaser on one well during the nine months ended  September
      30,  1999,  (ii) the receipt of a reduced  percentage  of sales during the
      nine  months  ended  September  30,  1999 on one  well  due to the  1982-2
      Program's  overproduced gas balancing position in that well, and (iii) the
      successful  recompletion  of one well  during the second  quarter of 2000.
      Average  oil and gas prices  increased  to $29.72 per barrel and $3.08 per
      Mcf,  respectively,  for the nine  months  ended  September  30, 2000 from
      $17.33  per barrel and $1.90 per Mcf,  respectively,  for the nine  months
      ended September 30, 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $8,535  (11.8%) for the nine  months  ended
      September  30, 2000 as compared to the nine  months  ended  September  30,
      1999.  This  increase was  primarily  due to (i) an increase in production
      taxes  associated with the increase in oil and gas sales and (ii) workover
      expenses  incurred on one well during the nine months ended  September 30,
      2000 in order to improve the recovery of reserves.  These  increases  were
      partially  offset by workover  expenses  incurred on two wells  during the
      nine months ended  September  30, 1999 in order to improve the recovery of
      reserves.  As a percentage of oil and gas sales,  these expenses decreased
      to 18.1% for the nine months ended  September  30, 2000 from 31.4% for the
      nine months  ended  September  30,  1999.  This  percentage  decrease  was
      primarily due to the increase in the average price of gas sold.



                                      -20-
<PAGE>




      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $969 (5.5%) for the nine  months  ended  September  30, 2000 as
      compared to the nine months ended  September  30, 1999.  This increase was
      primarily due to the increase in volumes of gas sold,  which  increase was
      partially  offset by an increase in the gas price used in the valuation of
      remaining  reserves at  September  30, 2000 as compared to  September  30,
      1999. As a percentage of oil and gas sales, this expense decreased to 4.1%
      for the nine months ended September 30, 2000 from 7.6% for the nine months
      ended September 30, 1999.  This  percentage  decrease was primarily due to
      the increase in the average price of gas sold.

      General and administrative expenses decreased $11,107 (17.8%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30,  1999.  This  decrease  was  primarily  due to a change  in
      allocation among the 1982-2 Program and other affiliated programs of audit
      fees and indirect general and  administrative  expenses  reimbursed to the
      General  Partner.  As a percentage  of oil and gas sales,  these  expenses
      decreased to 11.5% for the nine months ended September 30, 2000 from 27.1%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in oil and gas sales.



                                      -21-
<PAGE>



ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK.

            The Programs do not hold any market risk sensitive instruments.





                                      -22-
<PAGE>



                          PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)   Exhibits

      27.1              Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the   1982-1   Program's
                        financial  statements  as of September  30, 2000 and for
                        the  nine  months  ended   September  30,  2000,   filed
                        herewith.

      27.2              Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the   1982-2   Program's
                        financial  statements  as of September  30, 2000 and for
                        the  nine  months  ended   September  30,  2000,   filed
                        herewith.

                        All other exhibits are omitted as inapplicable.

(b)   Reports on Form 8-K.

            None.





                                      -23-
<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 1982-1 LIMITED
                              PARTNERSHIP
                              DYCO OIL AND GAS PROGRAM 1982-2 LIMITED
                              PARTNERSHIP

                                    (Registrant)

                                    BY:   DYCO PETROLEUM CORPORATION

                                          General Partner


Date:  November 8, 2000              By:         /s/Dennis R. Neill
                                       -------------------------------
                                              (Signature)
                                              Dennis R. Neill
                                              President


Date:  November 8, 2000              By:         /s/Patrick M. Hall
                                       -------------------------------
                                              (Signature)
                                              Patrick M. Hall
                                              Chief Financial Officer



                                      -24-
<PAGE>



                                INDEX TO EXHIBITS


NUMBER      DESCRIPTION
------      -----------

27.1        Financial Data Schedule  containing  summary  financial  information
            extracted   from  the  Dyco  Oil  and  Gas  Program  1982-1  Limited
            Partnership's  financial statements as of September 30, 2000 and for
            the nine months ended September 30, 2000, filed herewith.

27.2        Financial Data Schedule  containing  summary  financial  information
            extracted   from  the  Dyco  Oil  and  Gas  Program  1982-2  Limited
            Partnership's  financial statements as of September 30, 2000 and for
            the nine months ended September 30, 2000, filed herewith.

            All other exhibits are omitted as inapplicable.



                                      -25-


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