DYCO OIL & GAS PROGRAM 1980-1 LIMITED PARTNERSHIP
10-Q, 2000-05-08
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
   March 31, 2000                           33-10346-09 (1980-1)
                                            33-10346-10 (1980-2)


                          DYCO 1980 OIL AND GAS PROGRAM
                          (TWO LIMITED PARTNERSHIPS)
            (Exact Name of Registrant as specified in its charter)



                                          41-1378908 (1980-1)
         Minnesota                        41-1385165 (1980-2)
(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 1980-1 LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                           March 31,  December 31,
                                             2000         1999
                                          ----------- ------------

CURRENT ASSETS:
   Cash and cash equivalents                 $102,376    $ 44,620
   Accrued oil and gas sales                   63,956      66,174
                                             --------    --------
     Total current assets                    $166,332    $110,794

NET OIL AND GAS PROPERTIES, utilizing
   the full cost method                       295,895     309,760

DEFERRED CHARGE                                55,502      55,502
                                             --------    --------
                                             $517,729    $476,056
                                             ========    ========

                        LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                          $  5,025    $  5,712
   Payable to General Partner (Note 2)          2,000           -
   Gas imbalance payable                        8,697       8,697
                                             --------    --------
     Total current liabilities               $ 15,722    $ 14,409

ACCRUED LIABILITY                            $ 39,310    $ 39,310

PARTNERS' CAPITAL:
   General Partner, 40 general
     partner units                           $  4,627    $  4,223
   Limited Partners, issued and
     outstanding, 4,000 Units                 458,070     418,114
                                             --------    --------
     Total Partners' capital                 $462,697    $422,337
                                             --------    --------
                                             $517,729    $476,056
                                             ========    ========




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




                                      -2-
<PAGE>




              DYCO OIL AND GAS PROGRAM 1980-1 LIMITED PARTNERSHIP
                           STATEMENTS OF OPERATIONS
              FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (Unaudited)

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

REVENUES:
   Oil and gas sales                       $100,218      $62,391
   Interest                                     869          749
                                           --------      -------
                                           $101,087      $63,140

COSTS AND EXPENSES:
   Oil and gas production                  $ 22,444      $18,955
   Depreciation, depletion, and
     amortization of oil and gas
     properties                              12,876       14,314
   General and administrative
     (Note 2)                                25,407       20,516
                                           --------      -------
                                           $ 60,727      $53,785
                                           --------      -------

NET INCOME                                 $ 40,360      $ 9,355
                                           ========      =======
GENERAL PARTNER (1%) - net income          $    404      $    94
                                           ========      =======
LIMITED PARTNERS (99%) - net income        $ 39,956      $ 9,261
                                           ========      =======
NET INCOME PER UNIT                        $   9.99      $  2.32
                                           ========      =======
UNITS OUTSTANDING                             4,040        4,040
                                           ========      =======



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




                                      -3-
<PAGE>




              DYCO OIL AND GAS PROGRAM 1980-1 LIMITED PARTNERSHIP
                           STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                  (Unaudited)
                                            2000          1999
                                          ---------    ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $ 40,360       $  9,355
   Adjustments to reconcile net
     income to net cash provided
     by operating activities:
     Depreciation, depletion, and
       amortization of oil and gas
       properties                           12,876         14,314
     Decrease in accrued oil and gas
       gas sales                             2,218          8,880
     Decrease in accounts receivable -
       related party                             -          6,216
     Increase (decrease) in accounts
       payable                           (     687)           217
     Increase in payable to General
       Partner                               2,000              -
     Decrease in accrued liability               -      (   1,953)
                                          --------       --------
   Net cash provided by operating
     activities                           $ 56,767       $ 37,029
                                          --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from the sale of oil and
     gas properties                       $    989       $ 51,472
                                          --------       --------
   Net cash provided by investing
     activities                           $    989       $ 51,472
                                          --------       --------

CASH FLOWS FROM FINANCING ACTIVITIES:

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

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                            $ 57,756       $ 88,501

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                      44,620         57,478
                                          --------       --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $102,376       $145,979
                                          ========       ========



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




                                      -4-
<PAGE>




              DYCO OIL AND GAS PROGRAM 1980-2 LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                           March 31,  December 31,
                                             2000         1999
                                          ----------- ------------

CURRENT ASSETS:
   Cash and cash equivalents                $126,834     $ 52,257
   Accrued oil and gas sales                  91,302       91,782
                                            --------     --------
     Total current assets                   $218,136     $144,039

NET OIL AND GAS PROPERTIES, utilizing
   the full cost method                      124,875      134,686

DEFERRED CHARGE                               48,100       48,100
                                            --------     --------
                                            $391,111     $326,825
                                            ========     ========

                        LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                         $  6,791     $  8,842
   Payable to General Partner (Note 2)         2,000            -
   Gas imbalance payable                      20,136       20,136
                                            --------     --------
     Total current liabilities              $ 28,927     $ 28,978

ACCRUED LIABILITY                           $117,808     $117,808

PARTNERS' CAPITAL:
   General Partner, 59 general
     partner units                          $  2,444     $  1,801
   Limited Partners, issued and
     outstanding, 5,000 Units                241,932      178,238
                                            --------     --------
     Total Partners' capital                $244,376     $180,039
                                            --------     --------
                                            $391,111     $326,825
                                            ========     ========



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




                                      -5-
<PAGE>




              DYCO OIL AND GAS PROGRAM 1980-2 LIMITED PARTNERSHIP
                           STATEMENTS OF OPERATIONS
              FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (Unaudited)

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

REVENUES:
   Oil and gas sales                      $143,756      $121,246
   Interest                                  1,078           904
                                          --------      --------
                                          $144,834      $122,150

COSTS AND EXPENSES:
   Oil and gas production                 $ 41,133      $ 29,621
   Depreciation, depletion, and
     amortization of oil and gas
     properties                              8,889        14,238
   General and administrative
     (Note 2)                               30,475        29,776
                                          --------      --------
                                          $ 80,497      $ 73,635
                                          --------      --------

NET INCOME                                $ 64,337      $ 48,515
                                          ========      ========
GENERAL PARTNER (1%) - net income         $    643      $    485
                                          ========      ========
LIMITED PARTNERS (99%) - net income       $ 63,694      $ 48,030
                                          ========      ========
NET INCOME PER UNIT                       $  12.72      $   9.59
                                          ========      ========
UNITS OUTSTANDING                            5,059         5,059
                                          ========      ========



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




                                      -6-
<PAGE>




              DYCO OIL AND GAS PROGRAM 1980-2 LIMITED PARTNERSHIP
                           STATEMENTS OF CASH FLOWS
              FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (Unaudited)

                                            2000          1999
                                          ---------     ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $ 64,337       $ 48,515
   Adjustments to reconcile net
     income to net cash provided
     by operating activities:
     Depreciation, depletion, and
       amortization of oil and gas
       properties                            8,889         14,238
     Decrease in accrued oil and
       gas sales                               480         16,221
     (Increase) decrease in accounts
       payable                           (   2,051)           478
     Increase in payable to General
       Partner                               2,000              -
                                          --------       --------
   Net cash provided by operating
     activities                           $ 73,655       $ 79,452
                                          --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from the sale of oil and
     gas properties                       $    988       $      -
   Additions to oil and gas
     properties                          (      66)     (     440)
                                          --------       --------
   Net cash provided (used) by
     investing activities                 $    922      ($    440)
                                          --------       --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                     $      -      ($101,180)
                                          --------       --------
   Net cash used by financing
     activities                           $      -      ($101,180)
                                          --------       --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                       $ 74,577      ($ 22,168)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                      52,257         62,393
                                          --------       --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $126,834       $ 40,225
                                          ========       ========



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




                                      -7-
<PAGE>



              DYCO OIL AND GAS PROGRAM 1980-1 LIMITED PARTNERSHIP
              DYCO OIL AND GAS PROGRAM 1980-2 LIMITED PARTNERSHIP
                    CONDENSED NOTES TO FINANCIAL STATEMENTS
                                 MARCH 31, 2000
                                   (Unaudited)


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

      The balance sheets as of March 31, 2000,  statements of operations for the
      three months ended March 31, 2000 and 1999,  and  statements of cash flows
      for the three months  ended March 31, 2000 and 1999 have been  prepared by
      Dyco Petroleum Corporation  ("Dyco"),  the General Partner of the Dyco Oil
      and Gas Program 1980-1 and 1980-2 Limited Partnerships (individually,  the
      "1980-1  Program"  or the  "1980-2  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,  2000,
      results of operations  for the three months ended March 31, 2000 and 1999,
      and  changes in cash flows for the three  months  ended March 31, 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 March 31, 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




                                      -8-
<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 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 March 31, 2000 and
      1999,  the 1980-1  Program  incurred  such expenses  totaling  $25,407 and
      $20,516,  respectively, of which $17,049 and $14,022,  respectively,  were
      paid each period to Dyco and its affiliates. During the three months ended
      March  31,  2000 and 1999,  the  1980-2  Program  incurred  such  expenses
      totaling $30,475 and $29,776,  respectively, of which $21,840 and $21,405,
      respectively, were paid each period to Dyco and its affiliates.

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

      The  payables to General  Partner at March 31, 2000  represent  audit fees
      paid by the General Partner on behalf of the Programs.  These amounts were
      reimbursed to the General Partner in April 2000.






                                      -9-
<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.




                                      -10-
<PAGE>





      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.


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 in the "spot market".  Prices on the
      spot market are subject to wide seasonal and regional pricing fluctuations
      due to the highly competitive nature of the spot market.  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 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 low
      prices in 1998.






                                      -11-
<PAGE>





      1980-1 PROGRAM

      THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 1999.

                                      Three Months Ended March 31,
                                      ----------------------------
                                             2000           1999
                                           --------       -------
      Oil and gas sales                    $100,218       $62,391
      Oil and gas production expenses      $ 22,444       $18,955
      Barrels produced                          224           301
      Mcf produced                           38,575        34,753
      Average price/Bbl                    $  27.03       $ 11.84
      Average price/Mcf                    $   2.44       $  1.69

      As shown in the table  above,  total oil and gas sales  increased  $37,827
      (60.6%) for the three months ended March 31, 2000 as compared to the three
      months ended March 31, 1999. Of this  increase,  approximately  $3,000 and
      $29,000, respectively,  were related to increases in the average prices of
      oil and gas sold and  approximately  $6,000 was  related to an increase in
      volumes  of gas sold.  Volumes of oil sold  decreased  77  barrels,  while
      volumes of gas sold  increased  3,822 Mcf for the three months ended March
      31,  2000 as  compared  to the three  months  ended  March 31,  1999.  The
      increase in volumes of gas sold was  primarily  due to the 1980-1  Program
      receiving  (i) an  increased  percentage  of sales on two wells during the
      three months ended March 31, 2000 and (ii) a reduced  percentage  of sales
      on one well during the three months ended March 31, 1999.  Average oil and
      gas prices increased to $27.03 per barrel and $2.44 per Mcf, respectively,
      for the three months ended March 31, 2000 from $11.84 per barrel and $1.69
      per Mcf, respectively, for the three months ended March 31, 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $3,489  (18.4%) for the three  months ended
      March 31, 2000 as compared to the three months ended March 31, 1999.  This
      increase was primarily due to increases in (i) production taxes associated
      with the increase in oil and gas sales and (ii) lease  operating  expenses
      associated  with the  increase  in  volumes  of gas sold  during the three
      months ended March 31, 2000.  These  increases were partially  offset by a
      production  tax refund  received  during the three  months ended March 31,
      2000. As a percentage of oil and gas sales,  these  expenses  decreased to
      22.4% for the three  months  ended March 31, 2000 from 30.4% for the three
      months ended March 31, 1999. This percentage decrease was primarily due to
      the increases in the average prices of oil and gas sold.




                                      -12-
<PAGE>





      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $1,438  (10.0%)  for the three  months  ended March 31, 2000 as
      compared to the three  months  ended March 31,  1999.  This  decrease  was
      primarily  due to an  increase  in the  oil  and  gas  prices  used in the
      valuation  of reserves  at March 31,  2000 as compared to March 31,  1999.
      This decrease was partially offset by the increase in volumes of gas sold.
      As a percentage of oil and gas sales,  this expense decreased to 12.8% for
      the three  months  ended  March 31,  2000 from 22.9% for the three  months
      ended March 31, 1999.  This  percentage  decrease was primarily due to the
      increases in the average prices of oil and gas sold.

      General and administrative expenses increased $4,891 (23.8%) for the three
      months  ended March 31, 2000 as compared to the three  months  ended March
      31,  1999.  This  increase  was  primarily  due to an increase in indirect
      general and administrative  expenses reimbursed to the General Partner. As
      a percentage of oil and gas sales,  these expenses  decreased to 25.4% for
      the three  months  ended  March 31,  2000 from 32.9% for the three  months
      ended March 31, 1999.  This  percentage  decrease was primarily due to the
      increase in oil and gas sales.

      1980-2 PROGRAM

      THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THE THREE MONTHS ENDED MARCH
      31, 1999.

                                      Three Months Ended March 31,
                                      ----------------------------
                                            2000           1999
                                          --------       --------
      Oil and gas sales                   $143,756       $121,246
      Oil and gas production expenses     $ 41,133       $ 29,621
      Barrels produced                         110            243
      Mcf produced                          60,681         71,241
      Average price/Bbl                   $  27.46       $  12.91
      Average price/Mcf                   $   2.32       $   1.66

      As shown in the table  above,  total oil and gas sales  increased  $22,510
      (18.6%) for the three months ended March 31, 2000 as compared to the three
      months ended March 31, 1999. Of this increase,  approximately  $40,000 was
      related to an increase in the average price of gas sold. This increase was
      partially  offset by a  decrease  of  approximately  $18,000  related to a
      decrease in volumes of gas sold. Volumes of oil and gas sold decreased 133
      barrels and 10,560 Mcf, respectively, for the three months ended March 31,
      2000 as compared to the three months ended March 31, 1999. The decrease in
      volumes of gas sold was primarily due to (i) the 1980-2 program  receiving
      an increased percentage of sales on one well during the three months ended
      March 31, 1999 and




                                      -13-
<PAGE>




      (ii) normal declines in production.  Average oil and gas prices  increased
      to $27.46 per barrel and $2.32 per Mcf, respectively, for the three months
      ended   March  31,  2000  from  $12.91  per  barrel  and  $1.66  per  Mcf,
      respectively, for the three months ended March 31, 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $11,512  (38.9%) for the three months ended
      March 31, 2000 as compared to the three months ended March 31, 1999.  This
      increase  was  primarily  due to  workover  expenses  incurred on one well
      during the three  months  ended  March 31,  2000 in order to  improve  the
      recovery of reserves. As a percentage of oil and gas sales, these expenses
      increased  to 28.6% for the three  months  ended March 31, 2000 from 24.4%
      for the three months ended March 31, 1999.  This  percentage  increase was
      primarily due to the dollar increase in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $5,349  (37.6%)  for the three  months  ended March 31, 2000 as
      compared to the three  months  ended March 31,  1999.  This  decrease  was
      primarily  due to (i) an  increase  in the oil and gas prices  used in the
      valuation  of reserves at March 31, 2000 as compared to March 31, 1999 and
      (ii) a decrease in volumes of oil and gas sold. As a percentage of oil and
      gas sales, this expense decreased to 6.2% for the three months ended March
      31,  2000 from  11.7% for the three  months  ended  March 31,  1999.  This
      percentage  decrease  was  primarily  due to the  increases in the average
      prices of oil and gas sold.

      General and  administrative  expenses  increased $699 (2.3%) for the three
      months  ended March 31, 2000 as compared to the three  months  ended March
      31, 1999. As a percentage of oil and gas sales,  these expenses  decreased
      to 21.2% for the three  months  ended  March 31,  2000 from  24.6% for the
      three months ended March 31, 1999. This percentage  decrease was primarily
      due to the increase in oil and gas sales.


YEAR 2000 COMPUTER ISSUES
- -------------------------

      The year  2000  issue  refers  to the  inability  of  computer  and  other
information  technology  systems to properly process date and time  information,
stemming from the earlier  programming  practice of using two digits rather than
four to represent the year in a date.  To the knowledge of the General  Partner,
the Program has not experienced  any material  effects from the year 2000 issue.
Costs  incurred by the Program in order to ensure year 2000  compatibility  were
not material to the Program.




                                      -14-
<PAGE>




ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
           RISK.

           The Programs do not hold any market risk sensitive instruments.









                                      -15-
<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 1980-1 Program's  financial
                     statements  as of March 31,  2000 and for the three  months
                     ended March 31, 2000, filed herewith.

27.2                 Financial  Data  Schedule   containing   summary  financial
                     information  extracted from the 1980-2 Program's  financial
                     statements  as of March 31,  2000 and for the three  months
                     ended March 31, 2000, filed herewith.

                     All other exhibits are omitted as inapplicable.

(b)   Reports on Form 8-K.

           None.






                                      -16-
<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 1980-1 LIMITED
                          PARTNERSHIP
                          DYCO OIL AND GAS PROGRAM 1980-2 LIMITED
                          PARTNERSHIP

                                  (Registrant)

                               BY:  DYCO PETROLEUM CORPORATION

                                    General Partner


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


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




                                      -17-
<PAGE>




                                INDEX TO EXHIBITS


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

27.1       Financial  Data Schedule  containing  summary  financial  information
           extracted   from  the  Dyco  Oil  and  Gas  Program   1980-1  Limited
           Partnership's  financial  statements as of March 31, 2000 and for the
           three months ended March 31, 2000, filed herewith.

27.2       Financial  Data Schedule  containing  summary  financial  information
           extracted   from  the  Dyco  Oil  and  Gas  Program   1980-2  Limited
           Partnership's  financial  statements as of March 31, 2000 and for the
           three months ended March 31, 2000, filed herewith.

           All other exhibits are omitted as inapplicable.




                                      -18-

<TABLE> <S> <C>

<ARTICLE>                      5
<CIK>                          0000806576
<NAME>                         DYCO 1980-1 OIL AND GAS PROGRAM

<S>                            <C>
<PERIOD-TYPE>                  3-MOS
<FISCAL-YEAR-END>              DEC-31-2000
<PERIOD-START>                 JAN-01-2000
<PERIOD-END>                   MAR-31-2000
<CASH>                            102,376
<SECURITIES>                            0
<RECEIVABLES>                      63,956
<ALLOWANCES>                            0
<INVENTORY>                             0
<CURRENT-ASSETS>                  166,332
<PP&E>                         29,702,843
<DEPRECIATION>                 29,406,948
<TOTAL-ASSETS>                    517,729
<CURRENT-LIABILITIES>              15,722
<BONDS>                                 0
                   0
                             0
<COMMON>                                0
<OTHER-SE>                        462,697
<TOTAL-LIABILITY-AND-EQUITY>      517,729
<SALES>                           100,218
<TOTAL-REVENUES>                  101,087
<CGS>                                   0
<TOTAL-COSTS>                      60,727
<OTHER-EXPENSES>                        0
<LOSS-PROVISION>                        0
<INTEREST-EXPENSE>                      0
<INCOME-PRETAX>                    40,360
<INCOME-TAX>                            0
<INCOME-CONTINUING>                40,360
<DISCONTINUED>                          0
<EXTRAORDINARY>                         0
<CHANGES>                               0
<NET-INCOME>                       40,360
<EPS-BASIC>                          9.99
<EPS-DILUTED>                           0



</TABLE>

<TABLE> <S> <C>

<ARTICLE>                      5
<CIK>                          0000806577
<NAME>                         DYCO 1980-2 OIL AND GAS PROGRAM

<S>                            <C>
<PERIOD-TYPE>                  3-MOS
<FISCAL-YEAR-END>              DEC-31-2000
<PERIOD-START>                 JAN-01-2000
<PERIOD-END>                   MAR-31-2000
<CASH>                            126,834
<SECURITIES>                            0
<RECEIVABLES>                      91,302
<ALLOWANCES>                            0
<INVENTORY>                             0
<CURRENT-ASSETS>                  218,136
<PP&E>                         35,359,515
<DEPRECIATION>                 35,234,640
<TOTAL-ASSETS>                    391,111
<CURRENT-LIABILITIES>              28,927
<BONDS>                                 0
                   0
                             0
<COMMON>                                0
<OTHER-SE>                        244,376
<TOTAL-LIABILITY-AND-EQUITY>      391,111
<SALES>                           143,756
<TOTAL-REVENUES>                  144,834
<CGS>                                   0
<TOTAL-COSTS>                      80,497
<OTHER-EXPENSES>                        0
<LOSS-PROVISION>                        0
<INTEREST-EXPENSE>                      0
<INCOME-PRETAX>                    64,337
<INCOME-TAX>                            0
<INCOME-CONTINUING>                64,337
<DISCONTINUED>                          0
<EXTRAORDINARY>                         0
<CHANGES>                               0
<NET-INCOME>                       64,337
<EPS-BASIC>                         12.72
<EPS-DILUTED>                           0



</TABLE>


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