FORM 10-K405
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended December 31, 1999
Commission File Number 33-10346-09 (1980-1 Program)
33-10346-10 (1980-2 Program)
DYCO 1980 OIL AND GAS PROGRAMS
(TWO LIMITED PARTNERSHIPS)
(Exact name of registrant as specified in its charter)
41-1378908 (1980-1 Program)
Minnesota 41-1385165 (1980-2 Program)
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
Samson Plaza
Two West Second Street
Tulsa, Oklahoma 74103
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(918) 583-1791
Securities registered pursuant to Section 12(b) of the Act:
None.
Securities registered pursuant to Section 12(g) of the Act:
Units of limited partnership interest
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to the
filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K405 or any amendment to
this Form 10-K405. [X]
The units of limited partnership are not publicly traded, therefore,
registrant cannot compute the aggregate market value of the voting units held by
non-affiliates of the registrant.
DOCUMENTS INCORPORATED BY REFERENCE: None.
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FORM 10-K405
DYCO 1980 OIL AND GAS PROGRAMS
(Two Minnesota limited partnerships)
TABLE OF CONTENTS
PART I.........................................................................3
ITEM 1. BUSINESS.......................................................3
ITEM 2. PROPERTIES.....................................................7
ITEM 3. LEGAL PROCEEDINGS.............................................12
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS...........12
PART II.......................................................................12
ITEM 5. MARKET FOR THE REGISTRANT'S LIMITED PARTNERSHIP UNITS
AND RELATED LIMITED PARTNER MATTERS...........................12
ITEM 6. SELECTED FINANCIAL DATA.......................................14
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS...........................17
ITEM 7A...QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK.............................................23
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...................24
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE...........................48
PART III......................................................................48
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT............48
ITEM 11. EXECUTIVE COMPENSATION........................................49
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
AND MANAGEMENT................................................54
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS................55
PART IV.......................................................................57
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
ON FORM 8-K ..................................................57
SIGNATURES..............................................................60
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PART I
ITEM 1. BUSINESS
General
The Dyco Oil and Gas Program 1980-1 Limited Partnership (the "1980-1
Program") and Dyco Oil and Gas Program 1980-2 Limited Partnership (the "1980-2
Program") (collectively, the "Programs") are Minnesota limited partnerships
engaged in the production of oil and gas. The 1980-1 Program and the 1980-2
Program commenced operations on February 15, 1980 and June 16, 1980,
respectively, with the primary financial objective of investing their limited
partners' subscriptions in the drilling of oil and gas prospects and then
distributing to their limited partners all available cash flow from the
Program's on-going production operations. Dyco Petroleum Corporation ("Dyco")
serves as the General Partner of the Programs. See "Item 2. Properties" for a
description of the Programs' reserves and properties.
The limited partnership agreements for each of the Programs (the "Program
Agreements") provides that limited partners are allocated 99% of all Program
costs and revenues and Dyco, as General Partner, is allocated 1% of all Program
costs and revenues. Included in such costs is each Program's reimbursement to
Dyco of the Program's proportionate share of Dyco's geological, engineering, and
general and administrative expenses.
Dyco currently serves as General Partner of 31 limited partnerships,
including the Programs. Dyco is a wholly-owned subsidiary of Samson Investment
Company. Samson Investment Company and its various corporate subsidiaries,
including Dyco, (collectively, "Samson") are primarily engaged in the production
and development of and exploration for oil and gas reserves and the acquisition
and operation of producing properties. At December 31, 1999, Samson owned
interests in approximately 14,000 oil and gas wells located in 17 states of the
United States and the countries of Canada, Venezuela, and Russia. At December
31, 1999, Samson operated approximately 3,400 oil and gas wells located in 15
states of the United States, as well as Canada, Venezuela, and Russia.
As limited partnerships, the Programs have no officers, directors, or
employees. They rely instead on the personnel of Dyco and Samson. As of March 1,
2000, Samson employed approximately 920 persons. No employees are covered by
collective bargaining agreements, and management believes that Samson provides a
sound employee relations environment. For information regarding the executive
officers of Dyco, see "Item 10. Directors and Executive Officers of the
Registrant."
Dyco's and the Programs' principal place of business is located at Samson
Plaza, Two West Second Street, Tulsa, Oklahoma
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74103, and their telephone number is (918) 583-1791 or (800) 283-1791.
Funding
Although the Program Agreements permit the Programs to incur borrowings,
each Program's operations and expenses are currently funded out of each
Program's revenues from oil and gas sales. Dyco may, but is not required to,
advance funds to each of the Programs for the same purposes for which Program
borrowings are authorized.
Principal Products Produced and Services Rendered
The Programs' sole business is the development and production of oil and
gas with a concentration on gas. The Programs do not hold any patents,
trademarks, licenses, or concessions and are not a party to any government
contracts. The Programs have no backlog of orders and do not participate in
research and development activities. The Programs are not presently encountering
shortages of oilfield tubular goods, compressors, production material, or other
equipment.
Oil, Gas, and Environmental Control Regulations
Regulation of Production Operations -- The production of oil and gas is
subject to extensive federal and state laws and regulations governing a wide
variety of matters, including the drilling and spacing of wells, allowable rates
of production, prevention of waste and pollution, and protection of the
environment. In addition to the direct costs borne in complying with such
regulations, operations and revenues may be impacted to the extent that certain
regulations limit oil and gas production to below economic levels.
Regulation of Sales and Transportation of Oil and Gas -- Sales of crude
oil and condensate are made by the Programs at market prices and are not subject
to price controls. The sale of gas may be subject to both federal and state laws
and regulations. The provisions of these laws and regulations, are complex and
affect all who produce, resell, transport, or purchase gas, including the
Programs. Although virtually all of the Programs' gas production is not subject
to price regulation, other regulations affect the availability of gas
transportation services and the ability of gas consumers to continue to purchase
or use gas at current levels. Accordingly, such regulations may have a material
effect on the Programs' operations and projections of future oil and gas
production and revenues.
Future Legislation -- Legislation affecting the oil and gas industry is
under constant review for amendment or expansion.
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Because such laws and regulations are frequently amended or reinterpreted,
management is unable to predict what additional energy legislation may be
proposed or enacted or the future cost and impact of complying with existing or
future regulations.
Regulation of the Environment -- The Programs' operations are subject to
numerous laws and regulations governing the discharge of materials into the
environment or otherwise relating to environmental protection. Compliance with
such laws and regulations, together with any penalties resulting from
noncompliance, may increase the cost of the Programs' operations or may affect
the Programs' ability to timely complete existing or future activities.
Management anticipates that various local, state, and federal environmental
control agencies will have an increasing impact on oil and gas operations.
Significant Customers
Purchases of gas by El Paso Energy Marketing Company ("El Paso") accounted
for approximately 94.6% and 89.1% of the 1980-1 and the 1980-2 Programs' oil and
gas sales, respectively, during the year ended December 31, 1999. In the event
of interruption of purchases by these significant customers or the cessation or
material change in availability of open-access transportation by the Programs'
pipeline transporters, the Programs may encounter difficulty in marketing their
gas and in maintaining historic sales levels. Alternative purchasers or
transporters may not be readily available.
The Programs' principal customers for crude oil production are refiners
and other companies which have pipeline facilities near the producing properties
of the Programs. In the event pipeline facilities are not conveniently available
to production areas, crude oil is usually trucked by purchasers to storage
facilities.
Competition and Marketing
The domestic oil and gas industry is highly competitive, with a large
number of companies and individuals engaged in the exploration and development
of oil and gas properties. The ability of the Programs to produce and market oil
and gas profitably depends on a number of factors that are beyond the control of
the Programs. These factors include worldwide political instability (especially
in oil-producing regions), United Nations export embargoes, the supply and price
of foreign imports of oil and gas, the level of consumer product demand (which
can be heavily influenced by weather patterns), government regulations and
taxes, the price and availability of alternative fuels, the overall economic
environment, and the availability and capacity of transportation and processing
facilities. The effect
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of these factors on future oil and gas industry trends cannot be accurately
predicted or anticipated.
The most important variable affecting the Programs' revenues is the prices
received for the sale of oil and gas. Predicting future prices is not possible.
Concerning past trends, average yearly wellhead gas prices in the United States
have been volatile for many years. Over the past ten years such average prices
have generally been in the $1.40 to $2.40 per Mcf range. Gas prices are
currently in the upper end of this range.
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. In addition, such spot market sales are generally short-term in nature
and are dependent upon the obtaining of transportation services provided by
pipelines. Spot prices for the Programs' gas increased from approximately $1.93
per Mcf at December 31, 1998 to approximately $2.24 per Mcf at December 31,
1999. Such prices were on an MMBTU basis and differ from the prices actually
received by the Programs due to transportation and marketing costs, BTU
adjustments, and regional price and quality differences.
For the past ten years, average oil prices have generally been in the
$16.00 to $24.00 per barrel range, but have been extremely volatile over the
past two years. Due to global consumption and supply trends as well as a
slowdown in Asian energy demand, oil prices in late 1997 and early 1998 reached
historically low levels, dropping to as low as approximately $9.00 per barrel.
However, production curtailment agreements among major oil producing nations
have caused recent oil prices to climb to over $30.00 per barrel in some
markets. It is not known whether this trend will continue. Prices for the
Programs' oil increased from approximately $9.50 per barrel at December 31, 1998
to approximately $22.75 per barrel at December 31, 1999.
Future prices for both oil and gas will likely be different from the
prices in effect on December 31, 1999. Management is unable to predict whether
future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease.
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Insurance Coverage
The Programs are subject to all of the risks inherent in the exploration
for and production of oil and gas, including blowouts, pollution, fires, and
other casualties. The Programs maintain insurance coverage as is customary for
entities of a similar size engaged in operations similar to that of the
Programs, but losses can occur from uninsurable risks or in amounts in excess of
existing insurance coverage. The occurrence of an event which is not fully
covered by insurance could have a material adverse effect on the Programs'
financial condition and results of operations.
ITEM 2. PROPERTIES
Well Statistics
The following table sets forth the numbers of gross and net productive
wells of the Programs as of December 31, 1999.
Well Statistics(1)
As of December 31, 1999
1980-1 1980-2
Program Program
------- -------
Gross productive wells(2):
Oil 2 1
Gas 32 41
-- --
Total 34 42
Net productive wells(3):
Oil .34 .06
Gas 1.90 2.82
---- ----
Total 2.24 2.88
- -----------------
(1) The designation of a well as an oil well or gas well is made by Dyco based
on the relative amount of oil and gas reserves for the well. Regardless of
a well's oil or gas designation, it may produce oil, gas, or both oil and
gas.
(2) As used throughout this Annual Report on Form 10-K ("Annual Report"),
"Gross Well" refers to a well in which a working interest is owned. The
number of gross wells is the total number of wells in which a working
interest is owned.
(3) As used throughout this Annual Report, "Net Well" refers to the sum of the
fractional working interests owned in gross wells. For example, a 15%
working interest in a well represents one Gross Well, but 0.15 Net Well.
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Drilling Activities
During 1999 the 1980-1 Program indirectly participated in the Kephart No.
1-7 well in Custer County, Oklahoma. The 1980-1 Program has a .00156 revenue
interest in this well but did not incur any drilling expenses since it does not
own a working interest in the well. The 1980-2 Program did not participate in
any drilling activities during the year ended December 31, 1999.
Oil and Gas Production, Revenue, and Price History
The following table sets forth certain historical information concerning
the oil (including condensates) and gas production, net of all royalties,
overriding royalties, and other third party interests, of the Programs, revenues
attributable to such production, and certain price and cost information.
Net Production Data
Year Ended December 31,
--------------------------------
1999 1998 1997
-------- -------- --------
1980-1 Program:
- --------------
Production:
Oil (Bbls)(1) 1,171 1,501 1,801
Gas (Mcf)(2) 146,511 177,782 262,111
Oil and gas sales:
Oil $ 19,198 $ 19,696 $ 36,126
Gas 323,006 352,845 646,543
------- ------- -------
Total $342,204 $372,541 $682,669
======= ======= =======
Total direct operating
expenses(3) $ 81,060 $114,156 $164,857
======= ======= =======
Direct operating expense
as a percentage of oil
and gas sales 23.7% 30.6% 24.1%
Average sales price:
Per barrel of oil $16.39 $13.12 $20.06
Per Mcf of gas 2.20 1.98 2.47
Direct operating expenses
per equivalent Mcf of
gas(4) $ .53 $ .61 $ .60
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Year Ended December 31,
--------------------------------
1999 1998 1997
-------- -------- --------
1980-2 Program:
- --------------
Production:
Oil (Bbls)(1) 910 1,399 1,256
Gas (Mcf)(2) 249,181 343,506 356,201
Oil and gas sales:
Oil $ 15,086 $ 18,911 $ 25,629
Gas 521,466 649,235 804,952
------- ------- -------
Total $536,552 $668,146 $830,581
======= ======= =======
Total direct operating
expenses(3) $150,187 $124,762 $228,362
======= ======= =======
Direct operating expenses
as a percentage of oil
and gas sales 28.0% 18.7% 27.5%
Average sales price:
Per barrel of oil $16.58 $13.52 $20.41
Per Mcf of gas 2.09 1.89 2.26
Direct operating expenses
per equivalent Mcf of
gas(4) $ .59 $ .35 $ .63
- ----------
(1) As used throughout this Annual Report, "Bbls" refers to barrels of 42 U.S.
gallons and represents the basic unit for measuring the production of
crude oil and condensate oil.
(2) As used throughout this Annual Report, "Mcf" refers to volume of 1,000
cubic feet under prescribed conditions of pressure and temperature and
represents the basic unit for measuring the production of gas.
(3) Includes lease operating expenses and production taxes.
(4) Oil production is converted to gas equivalents at the rate of six Mcf per
barrel, representing the estimated relative energy content of gas and oil,
which rate is not necessarily indicative of the relationship of oil and
gas prices. The respective prices of oil and gas are affected by market
and other factors in addition to relative energy content.
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Proved Reserves and Net Present Value
The following table sets forth the Programs' estimated proved oil and gas
reserves and net present value therefrom as of December 31, 1999. The schedule
of quantities of proved oil and gas reserves was prepared by Dyco in accordance
with the rules prescribed by the Securities and Exchange Commission (the "SEC").
Certain reserve information was reviewed by Ryder Scott Company, L.P. ("Ryder
Scott"), an independent petroleum engineering firm. As used throughout this
Annual Report, "proved reserves" refers to those estimated quantities of crude
oil, gas, and gas liquids which geological and engineering data demonstrate with
reasonable certainty to be recoverable in future years from known oil and gas
reservoirs under existing economic and operating conditions.
Net present value represents estimated future gross cash flow from the
production and sale of proved reserves, net of estimated oil and gas production
costs (including production taxes, ad valorem taxes, and operating expenses),
and estimated future development costs, discounted at 10% per annum. Net present
value attributable to the Program's proved reserves was calculated on the basis
of current costs and prices at December 31, 1999. Such prices were not escalated
except in certain circumstances where escalations were fixed and readily
determinable in accordance with applicable contract provisions. The prices used
by Dyco in calculating the net present value attributable to the Programs'
proved reserves do not necessarily reflect market prices for oil and gas
production subsequent to December 31, 1999. There can be no assurance that the
prices used in calculating the net present value of the Programs' proved
reserves at December 31, 1999 will actually be realized for such production.
The process of estimating oil and gas reserves is complex, requiring
significant subjective decisions in the evaluation of available geological,
engineering, and economic data for each reservoir. The data for a given
reservoir may change substantially over time as a result of, among other things,
additional development activity, production history, and viability of production
under varying economic conditions; consequently, it is reasonably possible that
material revisions to existing reserve estimates may occur in the near future.
Although every reasonable effort has been made to ensure that these reserve
estimates represent the most accurate assessment possible, the significance of
the subjective decisions required and variances in available data for various
reservoirs make these estimates generally less precise than other estimates
presented in connection with financial statement disclosures.
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Proved Reserves and
Net Present Value
From Proved Reserves
As of December 31, 1999(1)
1980-1 Program:
- --------------
Estimated proved reserves:
Gas (Mcf) 950,226
Oil and liquids (Bbls) 10,325
Net present value (discounted
at 10% per annum) $1,063,018
1980-2 Program:
- --------------
Estimated proved reserves:
Gas (Mcf) 1,373,300
Oil and liquids (Bbls) 7,429
Net present value (discounted
at 10% per annum) $1,279,121
(1) Includes certain gas balancing adjustments which cause the gas volumes and
net present value to differ from the reserve reports prepared by Dyco and
reviewed by Ryder Scott.
No estimates of the proved reserves of the Programs comparable to those
included herein have been included in reports to any federal agency other than
the SEC. Additional information relating to the Programs' proved reserves is
contained in Note 4 to the Programs' financial statements, included in Item 8 of
this Annual Report.
Significant Properties
1980-1 Program
--------------
As of December 31, 1999, the 1980-1 Program's properties consisted of 34
gross (2.24 net) productive wells. The 1980-1 Program also owned a non-working
interest in 29 additional wells. Affiliates of the 1980-1 Program operate 23
(37%) of its total wells. All of the 1980-1 Program's reserves are located in
the Anadarko Basin of western Oklahoma and the Texas panhandle, which is an
established oil and gas producing basin.
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1980-2 Program
--------------
As of December 31, 1999, the 1980-2 Program's properties consisted of 42
gross (2.88 net) productive wells. The 1980-2 Program also owned a non-working
interest in 21 additional wells. Affiliates of the 1980-2 Program operate 24
(38%) of its total wells. All of the 1980-2 Program's reserves are located in
the Anadarko Basin.
Title to Oil and Gas Properties
Management believes that the Programs have satisfactory title to their oil
and gas properties. Record title to substantially all of the Programs'
properties is held by Dyco as nominee.
Title to the Programs' properties is subject to customary royalty,
overriding royalty, carried, working, and other similar interests and
contractual arrangements customary in the oil and gas industry, to liens for
current taxes not yet due, and to other encumbrances. Management believes that
such burdens do not materially detract from the value of such properties or from
the Programs' interest therein or materially interfere with their use in the
operation of the Programs' business.
ITEM 3. LEGAL PROCEEDINGS
To the knowledge of the management of Dyco and the Programs, neither Dyco,
the Programs, nor the Programs' properties are subject to any litigation, the
results of which would have a material effect on the Programs' or Dyco's
financial condition or operations.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS
There were no matters submitted to a vote of the limited partners of
either Program during 1999.
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S LIMITED PARTNERSHIP UNITS
AND RELATED LIMITED PARTNER MATTERS
The Programs do not have an established trading market for their units of
limited partnership interest ("Units"). Pursuant to the terms of the Program
Agreements, Dyco, as General Partner, is obligated to annually issue a
repurchase offer which is based on the estimated future net revenues from the
Programs' reserves and is calculated pursuant to the terms of the Agreements.
Such
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repurchase offer is recalculated monthly in order to reflect cash distributions
made to the limited partners and extraordinary events. The following table sets
forth, for the periods indicated, Dyco's repurchase offer per Unit and the
amount of the Programs' cash distributions per Unit for the same period. For
purposes of this Annual Report, a Unit represents an initial subscription of
$5,000 to a Program.
1980-1 Program
--------------
Repurchase Cash
Price Distributions
---------- -------------
1998:
First Quarter $234 $45
Second Quarter 189 30
Third Quarter 317 30
Fourth Quarter 287 -
1999:
First Quarter $287 $ -
Second Quarter 287 35
Third Quarter 244 -
Fourth Quarter 244 25
2000:
First Quarter $219 $ -
1980-2 Program
--------------
Repurchase Cash
Price Distributions
---------- -------------
1998:
First Quarter $136 $30
Second Quarter 106 55
Third Quarter 175 40
Fourth Quarter 135 -
1999:
First Quarter $135 $20
Second Quarter 115 -
Third Quarter 288 25
Fourth Quarter 263 20
2000:
First Quarter $243 $ -
As of March 1, 2000 the 1980-1 Program has 4,000 Units outstanding and
approximately 1,150 Limited Partners of record. The 1980-2 Program has 5,000
Units outstanding and approximately 1,450 Limited Partners of record.
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ITEM 6. SELECTED FINANCIAL DATA
The following tables present selected financial data for the Programs.
This data should be read in conjunction with the financial statements of the
Programs, and the respective notes thereto, included elsewhere in this Annual
Report. See "Item 8. Financial Statements and Supplementary Data."
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<TABLE>
<CAPTION>
1980-1 Program
--------------
December 31,
-----------------------------------------------------------
1999 1998 1997 1996 1995
-------- -------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Summary of Operations
Oil and gas sales $342,204 $372,541 $682,669 $ 770,955 $ 605,626
Total revenues 346,168 384,702 689,913 781,724 610,611
Lease operating
expenses 57,375 87,871 115,306 74,882 152,105
Production taxes 23,685 26,285 49,551 54,409 41,248
General and admini-
strative expenses 65,397 66,362 70,286 68,217 68,974
Depreciation, depletion,
and amortization of
oil and gas
properties 53,478 65,273 103,658 88,047 122,879
Net income 146,233 138,911 351,112 496,169 225,405
per Unit 36.20 34.38 86.91 122.81 55.79
Cash distributions 242,400 424,200 565,600 424,200 -
per Unit 60 105 140 105 -
Summary Balance Sheet Data:
Total assets 476,056 576,917 894,174 1,062,619 1,033,855
Partners' capital 422,337 518,504 803,793 1,018,281 946,312
</TABLE>
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<TABLE>
<CAPTION>
1980-2 Program
--------------
December 31,
-----------------------------------------------------------
1999 1998 1997 1996 1995
-------- -------- -------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Summary of Operations
Oil and gas sales $536,552 $668,146 $830,581 $1,022,387 $ 820,418
Total revenues 540,625 680,153 845,202 1,038,028 827,427
Lease operating
expenses 111,734 80,586 168,469 105,131 356,433
Production taxes 38,453 44,176 59,893 74,907 59,115
General and admini-
strative expenses 97,389 98,310 103,189 100,208 101,606
Depreciation, depletion,
and amortization of
oil and gas
properties 40,533 60,659 99,067 88,431 130,828
Net income 252,516 396,422 414,584 669,351 179,445
per Unit 49.91 78.36 81.95 132.31 35.47
Cash distributions 328,835 632,375 758,850 657,670 101,180
per Unit 65 125 150 130 20
Summary Balance Sheet Data:
Total assets 326,825 357,732 736,604 1,009,945 1,070,692
Partners' capital 180,039 256,358 492,311 836,577 824,896
</TABLE>
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ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Use of Forward-Looking Statements and Estimates
This Annual Report contains certain forward-looking statements. The words
"anticipate," "believe," "expect," "plan," "intend," "estimate," "project,"
"could," "may," and similar expressions are intended to identify forward-looking
statements. Such statements reflect management's current views with respect to
future events and financial performance. This Annual Report also includes
certain information which is, or is based upon, estimates and assumptions. Such
estimates and assumptions are management's efforts to accurately reflect the
condition and operation of the 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, or otherwise indicated.
General Discussion
The following general discussion should be read in conjunction with the
analysis of results of operations provided below. The most important variable
affecting the Programs' revenues is the prices received for the sale of oil and
gas. Predicting future prices is not possible. Concerning past trends, average
yearly wellhead gas prices in the United States have been volatile for many
years. Over the past ten years such average prices have generally been in the
$1.40 to $2.40 per Mcf range. Gas prices are currently in the upper end of this
range.
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. In addition, such spot market sales are generally short-term in nature
and are dependent upon the obtaining of transportation services provided by
pipelines. Spot prices for the Programs' gas increased from
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approximately $1.93 per Mcf at December 31, 1998 to approximately $2.24 per Mcf
at December 31, 1999. Such prices were on an MMBTU basis and differ from the
prices actually received by the Programs due to transportation and marketing
costs, BTU adjustments, and regional price and quality differences.
For the past ten years, average oil prices have generally been in the
$16.00 to $24.00 per barrel range, but have been extremely volatile over the
past two years. Due to global consumption and supply trends as well as a
slowdown in Asian energy demand, oil prices in late 1997 and early 1998 reached
historically low levels, dropping to as low as approximately $9.00 per barrel.
However, production curtailment agreements among major oil producing nations
have caused recent oil prices to climb to over $30.00 per barrel in some
markets. It is not known whether this trend will continue. Prices for the
Programs' oil increased from approximately $9.50 per barrel at December 31, 1998
to approximately $22.75 per barrel at December 31, 1999.
Future prices for both oil and gas will likely be different from the
prices in effect on December 31, 1999. Management is unable to predict whether
future oil and gas prices will (i) stabilize, (ii) increase, or (iii) decrease.
Results of Operations
1980-1 Program
--------------
Year Ended December 31, 1999 Compared
to Year Ended December 31, 1998
--------------------------------------
Total oil and gas sales decreased $30,337 (8.1%) in 1999 as compared to
1998. Of this decrease, approximately $4,000 and $62,000, respectively, were
related to decreases in volumes of oil and gas sold. These decreases were
partially offset by increases of approximately $4,000 and $32,000, respectively,
related to increases in the average prices of oil and gas sold. Volumes of oil
and gas sold decreased 330 barrels and 31,271 Mcf, respectively, in 1999 as
compared to 1998. The decrease in volumes of gas sold was primarily due to (i)
positive prior period volume adjustments made by the purchasers on two wells
during 1998 and (ii) normal declines in production. Average oil and gas prices
increased to $16.39 per barrel and $2.20 per Mcf, respectively, in 1999 from
$13.12 per barrel and $1.98 per Mcf, respectively, in 1998.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $33,096 (29.0%) in 1999 as compared to 1998. This
decrease was primarily due to (i) a decrease in lease operating expenses
associated with the decreases in volumes of oil and gas sold and (ii) positive
prior
-18-
<PAGE>
period lease operating expense adjustments made on several wells during 1998. As
a percentage of oil and gas sales, these expenses decreased to 23.7% in 1999
from 30.6% in 1998. This percentage decrease was primarily due to the dollar
decrease in oil and gas production expenses and the increases in the average
prices of oil and gas sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $11,795 (18.1%) in 1999 as compared to 1998. This decrease was
primarily due to the decreases in volumes of oil and gas sold. As a percentage
of oil and gas sales, this expense decreased to 15.6% in 1999 from 17.5% in
1998. This percentage decrease was primarily due to the increases in the average
prices of oil and gas sold.
General and administrative expenses decreased $965 (1.5%) in 1999 as
compared to 1998. As a percentage of oil and gas sales, these expenses increased
to 19.1% in 1999 from 17.8% in 1998. This percentage increase was primarily due
to the decrease in oil and gas sales.
Year Ended December 31, 1998 Compared
to Year Ended December 31, 1997
--------------------------------------
Total oil and gas sales decreased $310,128 (45.4%) in 1998 as compared to
1997. Of this decrease, approximately $208,000 was related to a decrease in
volumes of gas sold and approximately $86,000 was related to a decrease in the
average price of gas sold. Volumes of oil and gas sold decreased 300 barrels and
84,329 Mcf, respectively, in 1998 as compared to 1997. The decrease in volumes
of gas sold resulted primarily from (i) the sale of several wells during 1997
and 1998, (ii) a positive prior period volume adjustment made by the purchaser
on one well during 1997, and (iii) the 1980-1 Program receiving a reduced
percentage of sales on two wells during 1998 due to the 1980-1 Program's
overproduced gas balancing positions in those wells. These decreases were
partially offset by positive prior period volume adjustments made by the
purchasers on two wells during 1998. Average oil and gas prices decreased to
$13.12 per barrel and $1.98 per Mcf, respectively, in 1998 from $20.06 per
barrel and $2.47 per Mcf, respectively, in 1997.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $50,701 (30.8%) in 1998 as compared to 1997. This
decrease resulted primarily from (i) a decrease in production taxes associated
with the decrease in oil and gas sales, (ii) a decrease in lease operating
expenses associated with the decreases in volumes of oil and gas sold, and (iii)
costs related to the settlement of a lawsuit during 1997. These decreases were
partially offset by positive prior period lease operating expense adjustments
made by the operator on several wells during 1998. As a percentage of oil and
gas sales,
-19-
<PAGE>
these expenses increased to 30.6% in 1998 from 24.1% in 1997. This percentage
increase was primarily due to the decreases in the average prices of oil and gas
sold.
Depreciation, depletion, and amortization of oil and gas properties
decreased $38,385 (37.0%) in 1998 as compared to 1997. This decrease resulted
primarily from the decreases in volumes of oil and gas sold. As a percentage of
oil and gas sales, this expense increased to 17.5% in 1998 from 15.2% in 1997.
This percentage increase was primarily due to the decreases in the average
prices of oil and gas sold.
General and administrative expenses decreased $3,924 (5.6%) in 1998 as
compared to 1997. As a percentage of oil and gas sales, these expenses increased
to 17.8% in 1998 from 10.3% in 1997. This percentage increase was primarily due
to the decrease in oil and gas sales.
1980-2 Program
--------------
Year Ended December 31, 1999 Compared
to Year Ended December 31, 1998
--------------------------------------
Total oil and gas sales decreased $131,594 (19.7%) in 1999 as compared to
1998. Of this decrease, approximately $178,000 was related to a decrease in
volumes of gas sold. This decrease was partially offset by an increase of
approximately $51,000 related to an increase in the average price of gas sold.
Volumes of oil and gas sold decreased 489 barrels and 94,325 Mcf, respectively,
in 1999 as compared to 1998. The decrease in volumes of gas sold was primarily
due to (i) positive prior period volume adjustments made by the purchasers on
three wells during 1998 and (ii) normal declines in production. These decreases
were partially offset by increased production on one well during 1999 due to an
increase in pipeline capacity. Average oil and gas prices increased to $16.58
per barrel and $2.09 per Mcf, respectively, in 1999 from $13.52 per barrel and
$1.89 per Mcf, respectively, in 1998.
Oil and gas production expenses (including lease operating expenses and
production taxes) increased $25,425 (20.4%) in 1999 as compared to 1998. This
increase was primarily due to positive prior period lease operating expense
adjustments made on several wells during 1999. As a percentage of oil and gas
sales, these expenses increased to 28.0% in 1999 from 18.7% in 1998. 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 $20,126 (33.2%) in 1999 as compared to 1998. This decrease was
primarily due to the decreases in volumes of
-20-
<PAGE>
oil and gas sold. As a percentage of oil and gas sales, this expense decreased
to 7.6% in 1999 from 9.1% in 1998. This percentage decrease was primarily due to
the increases in the average prices of oil and gas sold.
General and administrative expenses remained relatively constant in 1999
as compared to 1998. As a percentage of oil and gas sales, these expenses
increased to 18.2% in 1999 from 14.7% in 1998. This percentage increase was
primarily due to the decrease in oil and gas sales.
Year Ended December 31, 1998 Compared
to Year Ended December 31, 1997
-------------------------------------
Total oil and gas sales decreased $162,435 (19.6%) in 1998 as compared to
1997. Of this decrease, approximately $127,000 was related to a decrease in the
average price of gas sold and approximately $29,000 was related to a decrease in
volumes of gas sold. Volumes of oil sold increased 143 barrels, while volumes of
gas sold decreased 12,695 Mcf in 1998 as compared to 1997. The decrease in
volumes of gas sold resulted primarily from (i) a negative prior period volume
adjustment made by the operator on one well during 1998, (ii) the sale of
several wells during 1997 and 1998, and (iii) normal declines in production.
These decreases were partially offset by positive prior period volume
adjustments made by the purchasers on three wells during 1998. Average oil and
gas prices decreased to $13.52 per barrel and $1.89 per Mcf, respectively, in
1998 from $20.41 per barrel and $2.26 per Mcf, respectively, in 1997.
Oil and gas production expenses (including lease operating expenses and
production taxes) decreased $103,600 (45.4%) in 1998 as compared to 1997. This
decrease resulted primarily from (i) the costs related to the settlement of a
lawsuit during 1997, (ii) a decrease in production taxes associated with the
decrease in oil and gas sales, (iii) the sale of several wells during 1997 and
1998, and (iv) workover expenses incurred on one well during 1997 in order to
improve the recovery of reserves. As a percentage of oil and gas sales, these
expenses decreased to 18.7% in 1998 from 27.5% in 1997. This percentage decrease
was primarily due to the dollar decrease in oil and gas production expenses.
Depreciation, depletion, and amortization of oil and gas properties
decreased $38,408 (38.8%) in 1998 as compared to 1997. This decrease resulted
primarily from upward revisions in the estimates of remaining oil and gas
reserves at December 31, 1998. As a percentage of oil and gas sales, this
expense decreased to 9.1% in 1998 from 11.9% in 1997. This percentage decrease
was primarily due to the dollar decrease in depreciation, depletion, and
amortization.
-21-
<PAGE>
General and administrative expenses decreased $4,879 (4.7%) in 1998 as
compared to 1997. As a percentage of oil and gas sales, these expenses increased
to 14.7% in 1998 from 12.4% in 1997. This percentage increase was primarily due
to the decrease in oil and gas sales.
Liquidity and Capital Resources
Net proceeds from operations less necessary operating capital are
distributed to the limited partners on a quarterly basis. See "Item 5. Market
for the Registrant's Limited Partnership Units and Related Limited Partner
Matters." The net proceeds from production are not reinvested in productive
assets, except to the extent that producing wells are improved, or where methods
are employed to permit more efficient recovery of reserves, thereby resulting in
a positive economic impact. Assuming 1999 production levels for future years,
the 1980-1 and 1980-2 Program's proved reserve quantities at December 31, 1999
would have remaining lives of approximately 6.5 and 5.5 years, respectively, for
gas reserves and approximately 8.8 and 8.2 years, respectively, for oil
reserves. However, since the Programs' reserve estimates are based on oil and
gas prices at December 31, 1999, it is possible that a significant decrease in
oil and gas prices from December 31, 1999 levels will reduce such reserves and
their corresponding life-span.
The 1980-1 Program's Statements of Cash Flows for the years ended December
31, 1999, 1998, and 1997 include proceeds from the sale of oil and gas
properties of $51,540, $53,730, and $5,378, respectively. It is possible that
the 1980-1 Program's repurchase values and the likelihood or amount of future
cash distributions could decline as a result of the disposition of these
properties. On the other hand, the General Partner believes there will be
beneficial operating efficiencies related to the 1980-1 Program's remaining
properties. This is primarily due to the fact that the properties sold generally
bore a higher ratio of operating expenses as compared to reserves than the
1980-1 Program's remaining properties. In addition, the 1980-1 Program received
proceeds during the first quarter of 1999 from the settlement of the gas
imbalance position on one sold well. These proceeds were distributed during
1999.
The Programs' available capital from the limited partners' subscriptions
has been spent on oil and gas drilling activities and there should be no further
material capital resource commitments in the future. Occasional expenditures by
the Programs for well completions or workovers, however, may reduce or eliminate
cash available for a particular quarterly cash distribution. Cash for
operational purposes has generally been provided by current oil and gas
production. Management believes that cash for ordinary operational purposes will
be provided by current oil and gas production.
-22-
<PAGE>
There can be no assurance as to the amount of the Programs' future cash
distributions. The Programs' ability to make cash distributions depends
primarily upon the level of available cash flow generated by the Programs'
operating activities, which will be affected (either positively or negatively)
by many factors beyond the control of the Programs, including the price of and
demand for oil and gas and other market and economic conditions. Even if prices
and costs remain stable, the amount of cash available for distributions will
decline over time (as the volume of production from producing properties
declines) since the Programs are not replacing production through acquisitions
of producing properties and drilling.
Inflation and Changing Prices
Prices obtained for oil and gas production depend upon numerous factors,
including the extent of domestic and foreign production, foreign imports of oil,
market demand, domestic and foreign economic conditions in general, and
governmental regulations and tax laws. The general level of inflation in the
economy did not have a material effect on the operations of the Programs in
1999. Oil and gas prices have fluctuated during recent years and generally have
not followed the same pattern as inflation. See "Item 2. Properties - Oil and
Gas Production, Revenue, and Price History."
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 Programs have not experienced any material effects from the year 2000 issue.
Costs incurred by the Programs in order to ensure year 2000 compatibility were
not material to the Programs.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK.
The Programs do not hold any market risk sensitive instruments.
-23-
<PAGE>
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
DYCO OIL AND GAS PROGRAM 1980-1 LIMITED PARTNERSHIP
In our opinion, the accompanying balance sheets and the related statements
of operations, changes in partners' capital and cash flows present fairly, in
all material respects, the financial position of the Dyco Oil and Gas Program
1980-1 Limited Partnership, a Minnesota limited partnership, at December 31,
1999 and 1998, and the results of its operations and its cash flows for each of
the three years in the period ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States. These financial
statements are the responsibility of the Program's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with auditing standards generally accepted in the United States, which require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for the opinion expressed above.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 27, 2000
-24-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-1 LIMITED PARTNERSHIP
Balance Sheets
December 31, 1999 and 1998
ASSETS
------
1999 1998
-------- --------
CURRENT ASSETS:
Cash and cash equivalents $ 44,620 $ 57,478
Accrued oil and gas sales 66,174 48,350
Accounts receivable - related
party (Note 2) - 57,688
------- -------
Total current assets $110,794 $163,516
NET OIL AND GAS PROPERTIES,
utilizing the full cost method 309,760 363,306
DEFERRED CHARGE 55,502 50,095
------- -------
$476,056 $576,917
======= =======
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
CURRENT LIABILITIES:
Accounts payable $ 5,712 $ 4,902
Gas imbalance payable 8,697 12,524
------- -------
Total current liabilities $ 14,409 $ 17,426
ACCRUED LIABILITY $ 39,310 $ 40,987
PARTNERS' CAPITAL:
General Partner, 40 general
partner units $ 4,223 $ 5,185
Limited Partners, issued and
outstanding, 4,000 Units 418,114 513,319
------- -------
Total Partners' Capital $422,337 $518,504
------- -------
$476,056 $576,917
======= =======
The accompanying notes are an integral
part of these financial statements.
-25-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-1 LIMITED PARTNERSHIP
Statements of Operations
For the Years Ended December 31, 1999, 1998, and 1997
1999 1998 1997
-------- -------- --------
REVENUES:
Oil and gas sales $342,204 $372,541 $682,669
Interest, including $6,216
from a related party
in 1998 (Note 2) 3,964 12,161 7,244
------- ------- -------
$346,168 $384,702 $689,913
COSTS AND EXPENSES:
Lease operating $ 57,375 $ 87,871 $115,306
Production taxes 23,685 26,285 49,551
Depreciation, depletion,
and amortization of
oil and gas properties 53,478 65,273 103,658
General and administrative 65,397 66,362 70,286
------- ------- -------
$199,935 $245,791 $338,801
------- ------- -------
NET INCOME $146,233 $138,911 $351,112
======= ======= =======
GENERAL PARTNER (1%) -
NET INCOME $ 1,462 $ 1,389 $ 3,511
======= ======= =======
LIMITED PARTNERS (99%) -
NET INCOME $144,771 $137,522 $347,601
======= ======= =======
NET INCOME per Unit $ 36.20 $ 34.38 $ 86.91
======= ======= =======
UNITS OUTSTANDING 4,040 4,040 4,040
======= ======= =======
The accompanying notes are an integral
part of these financial statements.
-26-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-1 LIMITED PARTNERSHIP
Statements of Changes in Partners' Capital
For the Years Ended December 31, 1999, 1998, and 1997
General Limited
Partner Partners Total
--------- ------------ ------------
Balances at Dec. 31, 1996 $10,183 $1,008,098 $1,018,281
Cash distributions ( 5,656) ( 559,944) ( 565,600)
Net income 3,511 347,601 351,112
------ --------- ---------
Balances at Dec. 31, 1997 $ 8,038 $ 795,755 $ 803,793
Cash distributions ( 4,242) ( 419,958) ( 424,200)
Net income 1,389 137,522 138,911
------ --------- ---------
Balances at Dec. 31, 1998 $ 5,185 $ 513,319 $ 518,504
Cash distributions ( 2,424) ( 239,976) ( 242,400)
Net income 1,462 144,771 146,233
------ --------- ---------
Balances at Dec. 31, 1999 $ 4,223 $ 418,114 $ 422,337
====== ========= =========
The accompanying notes are an integral
part of these financial statements.
-27-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-1 LIMITED PARTNERSHIP
Statements of Cash Flows
For the Years Ended December 31, 1999, 1998, and 1997
1999 1998 1997
---------- ---------- ----------
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net income $146,233 $138,911 $351,112
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation, depletion,
and amortization of oil
and gas properties 53,478 65,273 103,658
(Increase) decrease in accrued
oil and gas sales ( 17,824) 49,965 57,820
(Increase) decrease in accounts
receivable - related party 6,216 ( 6,216) -
(Increase) decrease in
deferred charge ( 5,407) 21,043 ( 25,750)
Increase (decrease) in
accounts payable 810 ( 29,854) 26,880
Increase (decrease) in gas
imbalance payable ( 3,827) 1,478 10,012
Increase (decrease) in
accrued liability ( 1,677) ( 3,592) 9,151
------- ------- -------
Net cash provided by
operating activities $178,002 $237,008 $532,883
------- ------- -------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Proceeds from the sale of
oil and gas properties $ 51,540 $ 53,730 $ 5,378
Additions to oil and gas
properties - ( 6,666) ( 2,431)
------- ------- -------
Net cash provided by
investing activities $ 51,540 $ 47,064 $ 2,947
------- ------- -------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($242,400) ($424,200) ($565,600)
------- ------- -------
Net cash used by financing activities ($242,400) ($424,200) ($565,600)
------- ------- -------
NET DECREASE IN CASH AND
CASH EQUIVALENTS ($ 12,858) ($140,128) ($ 29,770)
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD 57,478 197,606 227,376
------- ------- -------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 44,620 $ 57,478 $197,606
======= ======= =======
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<PAGE>
SUPPLEMENTAL SCHEDULE OF NONCASH
INVESTING ACTIVITIES:
In connection with the sale of an oil and gas property in 1998, the 1980-1
Program settled a gas balancing position of $51,472 which was due from a
related party at December 31, 1998 and collected during 1999.
The accompanying notes are an integral
part of these financial statements.
-29-
<PAGE>
DYCO OIL AND GAS PROGRAM 1980-1 LIMITED PARTNERSHIP
Notes to Financial Statements
For the Years Ended December 31, 1999, 1998, and 1997
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Nature of Operations
The Dyco Oil and Gas Program 1980-1 Limited Partnership (the
"Program"), a Minnesota limited partnership, commenced operations on
February 15, 1980. Dyco Petroleum Corporation ("Dyco") is the General
Partner of the Program. Affiliates of Dyco owned 1,909 (47.7%) of the
Program's Units at December 31, 1999.
The Program's sole business is the development and production of oil
and gas with a concentration on gas. Substantially all of the Program's
gas reserves are being sold regionally in the "spot market." Due to the
highly competitive nature of the spot market, prices on the spot market
are subject to wide seasonal and regional pricing fluctuations. In
addition, such spot market sales are generally short-term in nature and
are dependent upon the obtaining of transportation services provided by
pipelines. The prices received for the Program's oil and gas are subject
to influences such as global consumption and supply trends.
Cash and Cash Equivalents
The Program considers all highly liquid investments with a maturity
of three months or less when purchased to be cash equivalents. Cash
equivalents are not insured, which cause the Program to be subject to
risk.
Credit Risk
Accrued oil and gas sales which are due from a variety of oil and gas
purchasers subject the Program to a concentration of credit risk. Some of
these purchasers are discussed in Note 3 - Major Customers.
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. Capitalized costs are depleted on the gross revenue method
using estimates of proved reserves. The full
-30-
<PAGE>
cost amortization rates per equivalent Mcf of gas produced during the
years ended December 31, 1999, 1998, and 1997, were $0.35, $0.35, and
$0.38, respectively. The Program's 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 ceiling
(as defined by the Securities and Exchange Commission ("SEC")) the excess
is charged to expense in the year 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.
Deferred Charge
The Deferred Charge at December 31, 1999 and 1998 represents costs
deferred for lease operating expenses incurred in connection with the
Program's underproduced gas imbalance positions. The rate used in
calculating the deferred charge is the average of the annual production
costs per Mcf. At December 31, 1999, cumulative total gas sales volumes
for underproduced wells were less than the Program's pro-rata share of
total gas production from these wells by 132,779 Mcf, resulting in prepaid
lease operating expenses of $55,502. At December 31, 1998, cumulative
total gas sales volumes for underproduced wells were less than the
Program's pro-rata share of total gas production from these wells by
133,160 Mcf, resulting in prepaid lease operating expenses of $50,095.
Accrued Liability
The Accrued Liability at December 31, 1999 and 1998 represents
charges accrued for lease operating expenses incurred in connection with
the Program's overproduced gas imbalance positions. The rate used in
calculating the accrued liability is the average of the annual production
costs per Mcf. At December 31, 1999, cumulative total gas sales volumes
for overproduced wells exceeded the Program's pro-rata share of total gas
production from these wells by 94,044 Mcf, resulting in accrued lease
operating expenses of $39,310. At December 31, 1998, cumulative total gas
sales volumes for overproduced wells exceeded the Program's pro-rata share
of total gas production from these wells by 108,949 Mcf, resulting in
accrued lease operating expenses of $40,987.
-31-
<PAGE>
Oil and Gas Sales and Gas Imbalance Payable
The Program's oil and condensate production is sold, title passed,
and revenue recognized at or near the Program's wells under short-term
purchase contracts at prevailing prices in accordance with arrangements
which are customary in the oil industry. Sales of gas applicable to the
Program's interest in producing oil and gas leases are recorded as revenue
when the gas is metered and title transferred pursuant to the gas sales
contracts covering the Program's interest in gas reserves. During such
times as the Program's sales of gas exceed its pro rata ownership in a
well, such sales are recorded as revenue unless total sales from the well
have exceeded the Program's share of estimated total gas reserves
underlying the property at which time such excess is recorded as a
liability. The rates per Mcf used to calculate this liability are based on
the average gas prices received for the volumes at the time the
overproduction occurred. At December 31, 1999 total sales exceeded the
Program's share of estimated total gas reserves on six wells by $8,697
(5,798 Mcf). At December 31, 1998 total sales exceeded the Program's share
of estimated total gas reserves on six wells by $12,524 (8,349 Mcf). These
amounts were recorded as gas imbalance payables at December 31, 1999 and
1998 in accordance with the sales method.
Use of Estimates in Financial Statements
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates. Further, the deferred charge, the gas imbalance payable, and
the accrued liability all involve estimates which could materially differ
from the actual amounts ultimately realized in the near term. Oil and gas
reserves (see Note 4) also involve significant estimates which could
materially differ from the actual amounts ultimately realized.
Income Taxes
Income or loss for income tax purposes is includable in the income
tax returns of the partners. Accordingly, no recognition has been given to
income taxes in the accompanying financial statements.
-32-
<PAGE>
2. TRANSACTIONS WITH RELATED PARTIES
The related party receivable at December 31, 1998 represents $51,472
for a gas imbalance settlement and $6,216 in related interest (at prime
plus 1%) due from an affiliate of the Program related to the sale of a
well in early 1998. Such receivable was collected in the first quarter of
1999.
Under the terms of the Program 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 years ended December 31, 1999, 1998, and 1997, such expenses
totaled $65,397, $66,362, and $70,286, of which $56,088 was paid each year
to Dyco and its affiliates.
Affiliates of the Program operate certain of the Program's
properties. Their policy is to bill the Program for all customary charges
and cost reimbursements associated with these activities, together with
any compressor rentals, consulting, or other services provided. Such
charges are comparable to third party charges in the area where the wells
are located and are the same as charged to other working interest owners
in the wells.
3. MAJOR CUSTOMERS
The following purchaser individually accounted for 10% or more of the
combined oil and gas sales of the Program for the years ended December 31,
1999, 1998, and 1997:
Purchaser 1999 1998 1997
--------- ----- ----- -----
El Paso Energy
Marketing Company 94.6% 93.5% 88.0%
In the event of interruption of purchases by this significant
customer or the cessation or material change in availability of
open-access transportation by the Program's pipeline transporters, the
Program may encounter difficulty in marketing its gas and in maintaining
historic sales levels. Alternative purchasers or transporters may not be
readily available.
4. SUPPLEMENTAL OIL AND GAS INFORMATION
The following supplemental information regarding the oil and gas
activities of the Program is presented pursuant to the disclosure
requirements promulgated by the SEC.
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<PAGE>
Capitalized Costs
The Program's capitalized costs and accumulated depreciation,
depletion, amortization, and valuation allowance at December 31, 1999 and
1998 were as follows:
December 31,
-----------------------------
1999 1998
------------- -------------
Proved properties $29,703,832 $29,703,900
Less accumulated depreciation,
depletion, amortization,
and valuation allowance ( 29,394,072) ( 29,340,594)
---------- ----------
Net oil and gas properties $ 309,760 $ 363,306
========== ==========
Costs Incurred
The Program incurred no oil and gas property acquisition or
exploration costs during 1999, 1998, and 1997. Costs incurred by the
Program in connection with its oil and gas property development activities
during 1999, 1998, and 1997 were as follows:
December 31,
----------------------------
1999 1998 1997
------ ------ ------
Development costs $ - $6,666 $2,431
===== ===== =====
Quantities of Proved Oil and Gas Reserves - Unaudited
Set forth below is a summary of the changes in the net quantities of the
Program's proved crude oil and gas reserves for the years ended December 31,
1999, 1998, and 1997. Proved reserves were estimated by petroleum engineers
employed by affiliates of Dyco. Certain reserve information was reviewed by
Ryder Scott Company, L.P., an independent petroleum engineering firm. All of the
Program's reserves are located in the United States. The following information
includes certain gas balancing adjustments which cause the gas volumes to differ
from the reserve information prepared by Dyco and reviewed by Ryder Scott.
-34-
<PAGE>
<TABLE>
<CAPTION>
1999 1998 1997
-------------------- --------------------- ---------------------
Oil Gas Oil Gas Oil Gas
(Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf)
-------- ----------- -------- ----------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
Proved reserves,
beginning of year 5,009 1,110,887 11,049 1,376,965 15,699 1,326,820
Revisions of previous
estimates 6,487 ( 14,150) ( 4,487) 27,151 ( 2,837) 313,700
Sale of reserves - - ( 52) ( 116,917) ( 12) ( 1,444)
Extensions and
discoveries - - - 1,470 - -
Production ( 1,171) ( 146,511) ( 1,501) ( 177,782) ( 1,801) ( 262,111)
------ --------- ------ --------- ------ ---------
Proved reserves,
end of year 10,325 950,226 5,009 1,110,887 11,049 1,376,965
====== ========= ====== ========= ====== =========
Proved developed
reserves:
Beginning of year 5,009 1,110,887 11,049 1,376,965 15,699 1,326,820
------ --------- ------ --------- ------ ---------
End of year 10,325 950,226 5,009 1,110,887 11,049 1,376,965
====== ========= ====== ========= ====== =========
</TABLE>
-35-
<PAGE>
The process of estimating oil and gas reserves is complex, requiring
significant subjective decisions in the evaluation of available
geological, engineering, and economic data for each reservoir. The data
for a given reservoir may change substantially over time as a result of,
among other things, additional development activity, production history,
and viability of production under varying economic conditions;
consequently, it is reasonably possible that material revisions to
existing reserve estimates may occur in the near future. Although every
reasonable effort has been made to ensure that the reserve estimates
reported herein represent the most accurate assessment possible, the
significance of the subjective decisions required and variances in
available data for various reservoirs make these estimates generally less
precise than other estimates presented in connection with financial
statement disclosures. The Program's reserves were determined at December
31, 1999 using oil and gas prices of $22.75 per barrel and $2.24 per Mcf,
respectively.
-36-
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PARTNERS
DYCO OIL AND GAS PROGRAM 1980-2 LIMITED PARTNERSHIP
In our opinion, the accompanying balance sheets and the related statements
of operations, changes in partners' capital and cash flows present fairly, in
all material respects, the financial position of the Dyco Oil and Gas Program
1980-2 Limited Partnership, a Minnesota limited partnership, at December 31,
1999 and 1998, and the results of its operations and its cash flows for each of
the three years in the period ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States. These financial
statements are the responsibility of the Program's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with auditing standards generally accepted in the United States, which require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for the opinion expressed above.
PricewaterhouseCoopers LLP
Tulsa, Oklahoma
March 27, 2000
-37-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-2 LIMITED PARTNERSHIP
Balance Sheets
December 31, 1999 and 1998
ASSETS
------
1999 1998
-------- --------
CURRENT ASSETS:
Cash and cash equivalents $ 52,257 $ 62,393
Accrued oil and gas sales 91,782 88,634
------- -------
Total current assets $144,039 $151,027
NET OIL AND GAS PROPERTIES,
utilizing the full cost method 134,686 173,280
DEFERRED CHARGE 48,100 33,425
------- -------
$326,825 $357,732
======= =======
LIABILITIES AND PARTNERS' CAPITAL
---------------------------------
CURRENT LIABILITIES:
Accounts payable $ 8,842 $ 5,459
Gas imbalance payable 20,136 16,840
------- -------
Total current liabilities $ 28,978 $ 22,299
ACCRUED LIABILITY $117,808 $ 79,075
PARTNERS' CAPITAL:
General Partner, 59 general
partner units $ 1,801 $ 2,564
Limited Partners, issued and
outstanding, 5,000 Units 178,238 253,794
------- -------
Total Partners' Capital $180,039 $256,358
------- -------
$326,825 $357,732
======= =======
The accompanying notes are an integral
part of these financial statements.
-38-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-2 LIMITED PARTNERSHIP
Statements of Operations
For the Years Ended December 31, 1999, 1998, and 1997
1999 1998 1997
-------- -------- --------
REVENUES:
Oil and gas sales $536,552 $668,146 $830,581
Interest 4,073 12,007 14,621
------- ------- -------
$540,625 $680,153 $845,202
COSTS AND EXPENSES:
Lease operating $111,734 $ 80,586 $168,469
Production taxes 38,453 44,176 59,893
Depreciation, depletion,
and amortization of
oil and gas properties 40,533 60,659 99,067
General and administrative 97,389 98,310 103,189
------- ------- -------
$288,109 $283,731 $430,618
------- ------- -------
NET INCOME $252,516 $396,422 $414,584
======= ======= =======
GENERAL PARTNER (1%) -
NET INCOME $ 2,525 $ 3,964 $ 4,146
======= ======= =======
LIMITED PARTNERS (99%) -
NET INCOME $249,991 $392,458 $410,438
======= ======= =======
NET INCOME per Unit $ 49.91 $ 78.36 $ 81.95
======= ======= =======
UNITS OUTSTANDING 5,059 5,059 5,059
======= ======= =======
The accompanying notes are an integral
part of these financial statements.
-39-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-2 LIMITED PARTNERSHIP
Statements of Changes in Partners' Capital
For the Years Ended December 31, 1999, 1998, and 1997
General Limited
Partner Partners Total
--------- ---------- ----------
Balances at Dec. 31, 1996 $8,366 $828,211 $836,577
Cash distributions ( 7,589) ( 751,261) ( 758,850)
Net income 4,146 410,438 414,584
----- ------- -------
Balances at Dec. 31, 1997 $4,923 $487,388 $492,311
Cash distributions ( 6,323) ( 626,052) ( 632,375)
Net income 3,964 392,458 396,422
----- ------- -------
Balances at Dec. 31, 1998 $2,564 $253,794 $256,358
Cash distributions ( 3,288) ( 325,547) ( 328,835)
Net income 2,525 249,991 252,516
----- ------- -------
Balances at Dec. 31, 1999 $1,801 $176,238 $180,039
===== ======= =======
The accompanying notes are an integral
part of these financial statements.
-40-
<PAGE>
DYCO OIL AND GAS PROGRAM
1980-2 LIMITED PARTNERSHIP
Statements of Cash Flows
For the Years Ended December 31, 1999, 1998, and 1997
1999 1998 1997
---------- ---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $252,516 $396,422 $414,584
Adjustments to reconcile net
income to net cash provided
by operating activities:
Depreciation, depletion, and
amortization of oil and gas
properties 40,533 60,659 99,067
(Increase) decrease in accrued
oil and gas sales ( 3,148) 37,657 51,176
(Increase) decrease in deferred
charge ( 14,675) 42,095 ( 2,636)
Increase (decrease) in
accounts payable 3,383 ( 34,463) 28,889
Increase (decrease) in gas
imbalance payable 3,296 ( 54,365) 6,444
Increase (decrease) in accrued
liability 38,733 ( 43,603) 35,592
-------- ------- -------
Net cash provided by
operating activities $320,638 $404,402 $633,116
------- ------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from the sale of
oil and gas properties $ 72 $ 28,442 $ 26,556
Additions to oil and gas
properties ( 2,011) ( 6,096) ( 2,533)
------- ------- -------
Net cash provided (used) by
investing activities ($ 1,939) $ 22,346 $ 24,023
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($328,835) ($632,375) ($758,850)
------- ------- -------
Net cash used by financing
activities ($328,835) ($632,375) ($758,850)
------- ------- -------
NET DECREASE IN CASH
AND CASH EQUIVALENTS ($ 10,136) ($205,627) ($101,711)
CASH AND CASH EQUIVALENTS
AT BEGINNING OF PERIOD $ 62,393 $268,020 $369,731
------- ------- -------
CASH AND CASH EQUIVALENTS
AT END OF PERIOD $ 52,257 $ 62,393 $268,020
======= ======= =======
The accompanying notes are an integral
part of these financial statements.
-41-
<PAGE>
DYCO OIL AND GAS PROGRAM 1980-2 LIMITED PARTNERSHIP
Notes to Financial Statements
For the Years Ended December 31, 1999, 1998, and 1997
1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Organization and Nature of Operations
The Dyco Oil and Gas Program 1980-2 Limited Partnership (the
"Program"), a Minnesota limited partnership, commenced operations on June
16, 1980. Dyco Petroleum Corporation ("Dyco") is the General Partner of
the Program. Affiliates of Dyco owned 2,266 (45.3%) of the Program's Units
at December 31, 1999.
The Program's sole business is the development and production of oil
and gas with a concentration on gas. Substantially all of the Program's
gas reserves are being sold regionally in the "spot market." Due to the
highly competitive nature of the spot market, prices on the spot market
are subject to wide seasonal and regional pricing fluctuations. In
addition, such spot market sales are generally short-term in nature and
are dependent upon the obtaining of transportation services provided by
pipelines. The prices received for the Program's oil and gas are subject
to influences such as global consumption and supply trends.
Cash and Cash Equivalents
The Program considers all highly liquid investments with a maturity
of three months or less when purchased to be cash equivalents. Cash
equivalents are not insured, which cause the Program to be subject to
risk.
Credit Risk
Accrued oil and gas sales which are due from a variety of oil and gas
purchasers subject the Program to a concentration of credit risk. Some of
these purchasers are discussed in Note 3 - Major Customers.
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. Capitalized costs are depleted on the gross revenue method
using estimates of proved reserves. The full
-42-
<PAGE>
cost amortization rates per equivalent Mcf of gas produced during the
years ended December 31, 1999, 1998, and 1997 were $0.16, $0.17, and
$0.27, respectively. The Program's 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 ceiling
(as defined by the Securities and Exchange Commission ("SEC")) the excess
is charged to expense in the year 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.
Deferred Charge
The Deferred Charge at December 31, 1999 and 1998 represents costs
deferred for lease operating expenses incurred in connection with the
Program's underproduced gas imbalance positions. The rate used in
calculating the deferred charge is the average of the annual production
costs per Mcf. At December 31, 1999, cumulative total gas sales volumes
for underproduced wells were less than the Program's pro-rata share of
total gas production from these wells by 143,839 Mcf, resulting in prepaid
lease operating expenses of $48,100. At December 31, 1998, cumulative
total gas sales volumes for underproduced wells were less than the
Program's pro-rata share of total gas production from these wells by
147,375 Mcf, resulting in prepaid lease operating expenses of $33,425.
Accrued Liability
The Accrued Liability at December 31, 1999 and 1998 represents
charges accrued for lease operating expenses incurred in connection with
the Program's overproduced gas imbalance positions. The rate used in
calculating the accrued liability is the average of the annual production
costs per Mcf. At December 31, 1999, cumulative total gas sales volumes
for overproduced wells exceeded the Program's pro-rata share of total gas
production from these wells by 352,298 Mcf, resulting in accrued lease
operating expenses of $117,808. At December 31, 1998, cumulative total gas
sales volumes for overproduced wells exceeded the Program's pro-rata share
of total gas production from these wells by 348,657 Mcf, resulting in
accrued lease operating expenses of $79,075.
-43-
<PAGE>
Oil and Gas Sales and Gas Imbalance Payable
The Program's oil and condensate production is sold, title passed and
revenue recognized at or near the Program's wells under short-term
purchase contracts at prevailing prices in accordance with arrangements
which are customary in the oil industry. Sales of gas applicable to the
Program's interest in producing oil and gas leases are recorded as revenue
when the gas is metered and title transferred pursuant to the gas sales
contracts covering the Program's interest in gas reserves. During such
times as the Program's sales of gas exceed its pro rata ownership in a
well, such sales are recorded as revenue unless total sales from the well
have exceeded the Program's share of estimated total gas reserves
underlying the property at which time such excess is recorded as a
liability. The rates per Mcf used to calculate this liability are based on
the average gas prices received for the volumes at the time the
overproduction occurred. At December 31, 1999 total sales exceeded the
Program's share of estimated total gas reserves on three wells by $20,136
(13,424 Mcf). At December 31, 1998 total sales exceeded the Program's
share of estimated total gas reserves on five wells by $16,840 (11,227
Mcf). These amounts were recorded as gas imbalance payables at December
31, 1999 and 1998 in accordance with the sales method.
Use of Estimates in Financial Statements
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those
estimates. Further, the deferred charge, the gas imbalance payable, and
the accrued liability all involve estimates which could materially differ
from the actual amounts ultimately realized in the near term. Oil and gas
reserves (see Note 4) also involve significant estimates which could
materially differ from the actual amounts ultimately realized.
Income Taxes
Income or loss for income tax purposes is includable in the income
tax returns of the partners. Accordingly, no recognition has been given to
income taxes in the accompanying financial statements.
-44-
<PAGE>
2. TRANSACTIONS WITH RELATED PARTIES
Under the terms of the Program 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 years ended December 31, 1999, 1998, and 1997, such expenses
totaled $97,389, $98,310, and $103,189, respectively, of which $85,620 was
paid each year to Dyco and its affiliates.
Affiliates of the Program operate certain of the Program's
properties. Their policy is to bill the Program for all customary charges
and cost reimbursements associated with these activities, together with
any compressor rentals, consulting, or other services provided. Such
charges are comparable to third party charges in the area where the wells
are located and are the same as charged to other working interest owners
in the wells.
3. MAJOR CUSTOMERS
The following purchaser individually accounted for 10% or more of the
combined oil and gas sales of the Program for the years ended December 31,
1999, 1998, and 1997:
Purchaser 1999 1998 1997
--------- ----- ----- -----
El Paso Energy
Marketing Company 89.1% 74.2% 92.1%
Chevron U.S.A. Inc. - 22.0% -
In the event of interruption of purchases by these significant
customers or the cessation or material change in availability of
open-access transportation by the Program's pipeline transporters, the
Program may encounter difficulty in marketing its gas and in maintaining
historic sales levels. Alternative purchasers or transporters may not be
readily available.
4. SUPPLEMENTAL OIL AND GAS INFORMATION
The following supplemental information regarding the oil and gas
activities of the Program is presented pursuant to the disclosure
requirements promulgated by the SEC.
-45-
<PAGE>
Capitalized Costs
The Program's capitalized costs and accumulated depreciation,
depletion, amortization, and valuation allowance at December 31, 1999 and
1998 were as follows:
December 31,
----------------------------
1999 1998
------------- -------------
Proved properties $35,360,437 $35,358,498
Less accumulated depreciation,
depletion, amortization,
and valuation allowance ( 35,225,751) ( 35,185,218)
---------- ----------
Net oil and gas properties $ 134,686 $ 173,280
========== ==========
Costs Incurred
The Program incurred no oil and gas property acquisition or
exploration costs during 1999, 1998, and 1997. Costs incurred by the
Program in connection with its oil and gas property development activities
during 1999, 1998, and 1997 were as follows:
December 31,
------------------------
1999 1998 1997
------ ------ ------
Development costs $2,011 $6,096 $2,533
===== ===== =====
Quantities of Proved Oil and Gas Reserves - Unaudited
Set forth below is a summary of the changes in the net quantities of
the Program's proved oil and gas reserves for the years ended December 31,
1999, 1998, and 1997. Proved reserves were estimated by petroleum
engineers employed by affiliates of the Program. Certain reserve
information was reviewed by Ryder Scott Company, L.P., an independent
petroleum engineering firm. All of the Program's reserves are located in
the United States. The following information includes certain gas
balancing adjustments which cause the gas volumes to differ from the
reserve information prepared by Dyco and reviewed by Ryder Scott.
-46-
<PAGE>
<TABLE>
<CAPTION>
1999 1998 1997
--------------------- --------------------- ---------------------
Oil Gas Oil Gas Oil Gas
(Bbls) (Mcf) (Bbls) (Mcf) (Bbls) (Mcf)
------- ----------- ------- ----------- -------- -----------
<S> <C> <C> <C> <C> <C> <C>
Proved reserves,
beginning of year 8,854 1,478,948 7,002 1,301,400 8,699 1,456,279
Revisions of previous
estimates ( 515) 143,533 3,344 566,011 ( 420) 223,282
Sales of reserves - - ( 93) ( 46,488) ( 21) ( 21,960)
Extensions and
discoveries - - - 1,531 - -
Production ( 910) ( 249,181) (1,399) ( 343,506) (1,256) ( 356,201)
----- --------- ----- --------- ----- ---------
Proved reserves,
end of year 7,429 1,373,300 8,854 1,478,948 7,002 1,301,400
===== ========= ===== ========= ===== =========
Proved developed
reserves:
Beginning of year 8,854 1,478,948 7,002 1,301,400 8,699 1,456,279
----- --------- ----- --------- ----- ---------
End of year 7,429 1,373,300 8,854 1,478,948 7,002 1,301,400
===== ========= ===== ========= ===== =========
</TABLE>
-47-
<PAGE>
The process of estimating oil and gas reserves is complex, requiring
significant subjective decisions in the evaluation of available
geological, engineering, and economic data for each reservoir. The data
for a given reservoir may change substantially over time as a result of,
among other things, additional development activity, production history,
and viability of production under varying economic conditions;
consequently, it is reasonably possible that material revisions to
existing reserve estimates may occur in the near future. Although every
reasonable effort has been made to ensure that the reserve estimates
reported herein represent the most accurate assessment possible, the
significance of the subjective decisions required and variances in
available data for various reservoirs make these estimates generally less
precise than other estimates presented in connection with financial
statement disclosures. The Program's reserves were determined at December
31, 1999 using oil and gas prices of $22.75 per barrel and $2.24 per Mcf,
respectively.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
None.
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The Programs are limited partnerships and have no directors or executive
officers. The following individuals are directors and executive officers of
Dyco, the General Partner. The business address of such directors and executive
officers is Two West Second Street, Tulsa, Oklahoma 74103.
NAME AGE POSITION WITH DYCO
---------------- --- --------------------------------
Dennis R. Neill 48 President and Director
Patrick M. Hall 41 Chief Financial Officer
Judy K. Fox 49 Secretary
The director will hold office until the next annual meeting of
shareholders of Dyco or until his successor has been duly elected and qualified.
All executive officers serve at the discretion of the Board of Directors.
Dennis R. Neill joined Samson in 1981, was named Senior Vice President and
Director of Dyco on June 18, 1991, and was named President of Dyco on June 30,
1996. Prior to joining Samson, he was associated with a Tulsa law firm, Conner
and Winters, where
-48-
<PAGE>
his principal practice was in the securities area. He received a Bachelor of
Arts degree in political science from Oklahoma State University and a Juris
Doctorate degree from the University of Texas. Mr. Neill also serves as Senior
Vice President of Samson Investment Company and as President and Director of
Samson Properties Incorporated, Samson Hydrocarbons Company, Berry Gas Company,
Circle L Drilling Company, Compression, Inc., and Geodyne Resources, Inc. and
its subsidiaries.
Patrick M. Hall joined Samson in 1983, was named a Vice President of Dyco
on June 18, 1991, and was named Chief Financial Officer of Dyco on June 30,
1996. Prior to joining Samson he was a senior accountant with Peat Marwick Main
& Co. in Tulsa. He holds a Bachelor of Science degree in accounting from
Oklahoma State University and is a Certified Public Accountant. Mr. Hall also
serves as Senior Vice President - Controller of Samson Investment Company.
Judy K. Fox joined Samson in 1990 and was named Secretary of Dyco on June
30, 1996. Prior to joining Samson, she served as Gas Contract Manager for Ely
Energy Company. Ms. Fox is also Secretary of Berry Gas Company, Circle L
Drilling Company, Compression, Inc., Samson Hydrocarbons Company, Samson
Properties Incorporated, and Geodyne Resources, Inc. and its subsidiaries.
Section 16(a) Beneficial Ownership Reporting Compliance
To the best knowledge of the Programs and Dyco, there were no officers,
directors, or ten percent owners who were delinquent filers during 1999 of
reports required under Section 16(a) of the Securities and Exchange Act of 1934.
ITEM 11. EXECUTIVE COMPENSATION
The Programs are limited partnerships and, therefore, have no officers or
directors. The following table summarizes the amounts paid by the Programs as
compensation and reimbursements to Dyco and its affiliates for the three years
ended December 31, 1999:
-49-
<PAGE>
Compensation/Reimbursement to Dyco and its Affiliates
Three Years Ended December 31, 1999
Type of Compensation/
Reimbursement(1) Expense
---------------------- ---------------------------
1999 1998 1997
------- ------- -------
1980-1 Program
- --------------
Compensation:
Operations (2) (2) (2)
Reimbursements:
General and Adminis-
trative, Geological,
and Engineering
Expenses and Direct
Expenses(3) $56,088 $56,088 $56,088
1980-2 Program
- --------------
Compensation:
Operations (2) (2) (2)
Reimbursements:
General and Adminis-
trative, Geological,
and Engineering
Expenses and Direct
Expenses(3) $85,620 $85,620 $85,620
- ----------
(1) The authority for all of such compensation and reimbursement is the
Program Agreements. With respect to the Operations activities noted in the
table, management believes that such compensation is equal to or less than
that charged by unaffiliated persons in the same geographic areas and
under the same conditions.
(2) Affiliates of the Programs serve as operator of some of the Programs'
wells. Dyco, as General Partner, contracts with such affiliates for
services as operator of the wells. As operator, such affiliates are
compensated at rates provided in the operating agreements in effect and
charged to all parties to such agreement. The dollar amount of such
compensation paid by the Programs to such affiliates is impossible to
quantify as of the date of this Annual Report.
(3) The Programs reimburse Dyco and its affiliates for reasonable and
necessary general and administrative, geological, and engineering expenses
and direct expenses
-50-
<PAGE>
incurred in connection with their management and operation of the
Programs. The directors, officers, and employees of Dyco and its
affiliates receive no direct remuneration from the Programs for their
services to the Programs. See "Salary Reimbursement Table" below. The
allocable general and administrative, geological, and engineering expenses
are apportioned on a reasonable basis between the Programs' business and
all other oil and gas activities of Dyco and its affiliates, including
Dyco's management and operation of affiliated oil and gas limited
partnerships. The allocation to the Programs of these costs is made by
Dyco as General Partner.
As noted in the Compensation/Reimbursement Table above, the directors,
officers, and employees of Dyco and their affiliates receive no direct
remuneration from the Programs for their services. However, to the extent such
services represent direct involvement with the Programs, as opposed to general
corporate functions, such persons' salaries are allocated to and reimbursed by
the Programs. Such allocation to the Programs' general and administrative,
geological, and engineering expenses of the salaries of directors, officers, and
employees of Dyco and its affiliates is based on internal records maintained by
Dyco and its affiliates, and represents investor relations, legal, accounting,
data processing, management, gas marketing and other functions directly
attributable to the Programs' operations. When actual costs incurred benefit
other partnerships and affiliates, the allocation of costs is based on the
relationship of the Program's reserves to the total reserves owned by all
partnerships and affiliates. The following table indicates the approximate
amount of general and administrative expense reimbursement attributable to the
salaries of the directors, officers, and employees of Dyco and its affiliates
for the three years ended December 31, 1999:
-51-
<PAGE>
<TABLE>
<CAPTION>
1980-1 Program
--------------
Salary Reimbursement
Three Years Ended December 31, 1999
Long Term Compensation
-------------------------------
Annual Compensation Awards Payouts
------------------------- --------------------- -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- --------------- ---- ------- ------- ------- ---------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Dennis R. Neill,
President(1)(2) 1997 - - - - - - -
1998 - - - - - - -
1999 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 1997 $33,507 - - - - - -
1998 $33,193 - - - - - -
1999 $34,259 - - - - - -
- ---------------
(1) The general and administrative expenses paid by the Program and attributable to salary
reimbursements do not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Dyco or its affiliates provides full-time services to the Program
and no individual's salary or other compensation reimbursement from the Program equals or exceeds
$100,000 per annum.
</TABLE>
-52-
<PAGE>
<TABLE>
<CAPTION>
1980-2 Program
--------------
Salary Reimbursement
Three Years Ended December 31, 1999
Long Term Compensation
-------------------------------
Annual Compensation Awards Payouts
-------------------------- --------------------- -------
Securi-
Other ties All
Name Annual Restricted Under- Other
and Compen- Stock lying LTIP Compen-
Principal Salary Bonus sation Award(s) Options/ Payouts sation
Position Year ($) ($) ($) ($) SARs(#) ($) ($)
- --------------- ---- ------- ------- ------- ---------- -------- ------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Dennis R. Neill,
President(1)(2) 1997 - - - - - - -
1998 - - - - - - -
1999 - - - - - - -
All Executive
Officers,
Directors,
and Employees
as a group(2) 1997 $51,149 - - - - - -
1998 $50,670 - - - - - -
1999 $52,297 - - - - - -
- ---------------
(1) The general and administrative expenses paid by the Program and attributable to salary
reimbursements do not include any salary or other compensation attributable to Mr. Neill.
(2) No officer or director of Dyco or its affiliates provides full-time services to the Program
and no individual's salary or other compensation reimbursement from the Program equals or exceeds
$100,000 per annum.
</TABLE>
-53-
<PAGE>
Samson maintains necessary inventories of new and used field equipment.
Samson may have provided some of this equipment for wells in which the Programs
have an interest. This equipment was provided at prices or rates equal to or
less than those normally charged in the same or comparable geographic area by
unaffiliated persons or companies dealing at arm's length. The operators of
these wells bill the Programs for a portion of such costs based upon the
Programs' interest in the well.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table provides information as to the beneficial ownership of
the Programs' Units as of March 1, 2000 by each beneficial owner of more than 5%
of the issued and outstanding Units and by the directors, officers, and
affiliates of Dyco. The address of each of such persons is Samson Plaza, Two
West Second Street, Tulsa, Oklahoma 74103.
Number of Units
Beneficially
Owned (Percent
Beneficial Owner of Outstanding)
- ------------------------------------------- ---------------
1980-1 Program:
- --------------
Samson Resources Company 1,917 (47.9%)
All directors, officers, and affiliates
of Dyco as a group and Dyco (5 persons) 1,917 (47.9%)
1980-2 Program:
- --------------
Samson Resources Company 2,270 (45.4%)
All directors, officers, and affiliates
of Dyco as a group and Dyco (5 persons) 2,270 (45.4%)
-54-
<PAGE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
During early 1998 the 1980-1 Program sold an oil and gas property which
had an underproduced gas imbalance position. This imbalance was settled with an
affiliate of the 1980-1 Program during the first quarter of 1999. In connection
with this settlement, the 1980-1 Program received $6,216 in interest from the
affiliate (at prime plus one percent).
Certain affiliates of Dyco engage in oil and gas activities independently
of the Programs which result in conflicts of interest that cannot be totally
eliminated. The allocation of acquisition and drilling opportunities and the
nature of the compensation arrangements between the Programs and such affiliates
also create potential conflicts of interest. An affiliate of the Programs owns a
significant amount of the Programs' Units and therefore has an identity of
interest with other limited partners with respect to the operations of the
Programs.
In order to attempt to assure limited liability for limited partners as
well as an orderly conduct of business, management of the Programs is exercised
solely by Dyco. The Program Agreements grant Dyco broad discretionary authority
with respect to the Programs' participation in drilling prospects and
expenditure and control of funds, including borrowings. These provisions are
similar to those contained in prospectuses and partnership agreements for other
public oil and gas partnerships. Broad discretion as to general management of
the Programs involves circumstances where Dyco has conflicts of interest and
where it must allocate costs and expenses, or opportunities, among the Programs
and other competing interests.
Dyco does not devote all of its time, efforts, and personnel exclusively
to the Programs. Furthermore, the Programs do not have any employees, but
instead rely on the personnel of Samson. The Programs thus compete with Samson
(including other oil and gas programs) for the time and resources of such
personnel. Samson devotes such time and personnel to the management of the
Programs as are indicated by the circumstances and as are consistent with Dyco's
fiduciary duties.
Affiliates of the Programs are solely responsible for the negotiation,
administration, and enforcement of oil and gas sales agreements covering the
Programs' leasehold interests. Because affiliates of the Programs who provided
services to the Programs have fiduciary or other duties to other members of
Samson, contract amendments and negotiating positions taken by them in their
effort to enforce contracts with purchasers may not necessarily represent the
positions that a Program would take if it were to administer its own contracts
without involvement with other members of Samson. On the other hand, management
believes that the Programs' negotiating strength and contractual positions have
been enhanced by virtue of its affiliation with Samson.
-55-
<PAGE>
Samson Resources Company, an affiliate of Dyco, ("Resources") owns
approximately 48% and 45%, respectively, of the 1980-1 and 1980-2 Programs'
outstanding Units as of March 1, 2000. The Program Agreements permit Resources
to independently vote its Units. Resources' significant Unit ownership will
therefore likely determine the outcome of any matter submitted for a vote of the
Limited Partners.
-56-
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) Financial Statements, Financial Statement Schedules, and Exhibits.
(1) Financial Statements: The following financial statements for the
Programs as of December 31, 1999 and 1998 and for the years
ended December 31, 1999, 1998, and 1997 are filed as part of
this report:
Reports of Independent Accountants
Balance Sheets
Statements of Operations
Statements of Changes in Partners' Capital
Statements of Cash Flows
Notes to Financial Statements
(2) Financial Statement Schedules:
None.
(3) Exhibits:
4.1 Drilling Agreement dated February 15, 1980 for Dyco
Drilling Program 1980-1 by and between Dyco Oil and Gas
Program 1980-1, Dyco Petroleum Corporation, and Jaye F.
Dyer filed as Exhibit 4.1 to Annual Report on Form 10-K for
the year ended December 31, 1991 on April 10, 1992 and is
hereby incorporated herein.
4.2 Form of Program Agreement for Dyco Oil and Gas Program
1980-1 by and between Dyco Petroleum Corporation and the
Participants filed as Exhibit 4.2 to Annual Report on Form
10-K for the year ended December 31, 1991 on April 10, 1992
and is hereby incorporated herein.
4.3 Amendment to Program Agreement for Dyco Oil and Gas Program
1980-1 dated February 9, 1989 filed as Exhibit 4.3 to
Annual Report on Form 10-K for the year ended December 31,
1991 on April 10, 1992 and is hereby incorporated herein.
-57-
<PAGE>
4.4 Certificate of Limited Partnership (as amended) for Dyco
Oil and Gas Program 1980-1 Limited Partnership filed as
Exhibit 4.4 to Annual Report on Form 10-K for the year
ended December 31, 1991 on April 10, 1992 and is hereby
incorporated herein.
4.5 Drilling Agreement dated June 20, 1980 for Dyco Drilling
Program 1980-2 by and between Dyco Oil and Gas Program
1980-2, Dyco Petroleum Corporation, and Jaye F. Dyer filed
as Exhibit 4.5 to Annual Report on Form 10-K for the year
ended December 31, 1991 on April 10, 1992 and is hereby
incorporated herein.
4.6 Form of Program Agreement for Dyco Oil and Gas Program
1980-2 by and between Dyco Petroleum Corporation and the
Participants filed as Exhibit 4.6 to Annual Report on Form
10-K for the year ended December 31, 1991 on April 10, 1992
and is hereby incorporated herein.
4.7 Amendment to Program Agreement for Dyco Oil and Gas Program
1980-2 dated February 9, 1989 filed as Exhibit 4.7 to
Annual Report on Form 10-K for the year ended December 31,
1991 on April 10, 1992 and is hereby incorporated herein.
4.8 Certificate of Limited Partnership (as amended) for Dyco
Oil and Gas Program 1980-2 Limited Partnership filed as
Exhibit 4.8 to Annual Report on Form 10-K for the year
ended December 31, 1991 on April 10, 1992 and is hereby
incorporated herein.
*23.1 Consent of Ryder Scott Company, L.P. for Dyco Oil and Gas
Program 1980-1 Limited Partnership
*23.2 Consent of Ryder Scott Company, L.P. for Dyco Oil and Gas
Program 1980-2 Limited Partnership.
*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
December 31, 1999 and for the year ended December 31, 1999.
-58-
<PAGE>
*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
December 31, 1999 and for the year ended December 31, 1999.
All other Exhibits are omitted as inapplicable.
------------------
* Filed herewith.
(b) Reports on Form 8-K filed during the fourth quarter of 1999.
None.
-59-
<PAGE>
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly organized.
DYCO OIL AND GAS PROGRAM 1980-1
LIMITED PARTNERSHIP
By: DYCO PETROLEUM CORPORATION
General Partner
March 28, 2000
By: //s// Dennis R. Neill
------------------------------
Dennis R. Neill
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities on the dates indicated.
By: //s//Dennis R. Neill President and March 28, 2000
------------------- Director (Principal
Dennis R. Neill Executive Officer)
//s// Patrick M. Hall Chief Financial March 28, 2000
------------------- Officer (Principal
Patrick M. Hall Financial and
Accounting Officer)
//s// Judy K. Fox Secretary March 28, 2000
-------------------
Judy K. Fox
-60-
<PAGE>
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly organized.
DYCO OIL AND GAS PROGRAM 1980-2
LIMITED PARTNERSHIP
By: DYCO PETROLEUM CORPORATION
General Partner
March 28, 2000
By: //s// Dennis R. Neill
------------------------------
Dennis R. Neill
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities on the dates indicated.
By: //s// Dennis R. Neill President and March 28, 2000
------------------- Director (Principal
Dennis R. Neill Executive Officer)
//s// Patrick M. Hall Chief Financial March 28, 2000
------------------- Officer (Principal
Patrick M. Hall Financial and
Accounting Officer)
//s// Judy K. Fox Secretary March 28, 2000
-------------------
Judy K. Fox
-61-
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description
- ------- -----------
4.1 Drilling Agreement dated February 15, 1980 for Dyco Drilling Program
1980-1 by and between Dyco Oil and Gas Program 1980-1, Dyco Petroleum
Corporation, and Jaye F. Dyer filed as Exhibit 4.1 to Annual Report
on Form 10-K for the year ended December 31, 1991 on April 10, 1992
and is hereby incorporated herein.
4.2 Form of Program Agreement for Dyco Oil and Gas Program 1980-1 by and
between Dyco Petroleum Corporation and the Participants filed as
Exhibit 4.2 to Annual Report on Form 10-K for the year ended December
31, 1991 on April 10, 1992 and is hereby incorporated herein.
4.3 Amendment to Program Agreement for Dyco Oil and Gas Program 1980-1
dated February 9, 1989 filed as Exhibit 4.3 to Annual Report on Form
10-K for the year ended December 31, 1991 on April 10, 1992 and is
hereby incorporated herein.
4.4 Certificate of Limited Partnership (as amended) for Dyco Oil and Gas
Program 1980-1 Limited Partnership filed as Exhibit 4.4 to Annual
Report on Form 10-K for the year ended December 31, 1991 on April 10,
1992 and is hereby incorporated herein.
4.5 Drilling Agreement dated June 20, 1980 for Dyco Drilling Program
1980-2 by and between Dyco Oil and Gas Program 1979-2, Dyco Petroleum
Corporation, and Jaye F. Dyer filed as Exhibit 4.5 to Annual Report
on Form 10-K for the year ended December 31, 1991 on April 10, 1992
and is hereby incorporated herein.
4.6 Form of Program Agreement for Dyco Oil and Gas Program 1980-2 by and
between Dyco Petroleum Corporation and the Participants filed as
Exhibit 4.6 to Annual Report on Form 10-K for the year ended December
31, 1991 on April 10, 1992 and is hereby incorporated herein.
4.7 Amendment to Program Agreement for Dyco Oil and Gas Program 1980-2
dated February 9, 1989 filed as Exhibit 4.7 to Annual Report on Form
10-K for the year ended December 31, 1991 on April 10, 1992 and is
hereby incorporated herein.
-62-
<PAGE>
4.8 Certificate of Limited Partnership (as amended) for Dyco Oil and Gas
Program 1980-2 Limited Partnership filed as Exhibit 4.8 to Annual
Report on Form 10-K for the year ended December 31, 1991 on April 10,
1992 and is hereby incorporated herein.
*23.1 Consent of Ryder Scott Company, L.P. for Dyco Oil and Gas Program
1980-1 Limited Partnership.
*23.2 Consent of Ryder Scott Company, L.P. for Dyco Oil and Gas Program
1980-2 Limited Partnership.
*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 December 31, 1999 and for
the year ended December 31, 1999.
*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 December 31, 1999 and for
the year ended December 31, 1999.
- ------------------
* Filed herewith.
-63-
RYDER SCOTT COMPANY
PETROLEUM CONSULTANTS Fax (713) 651-0849
1100 Louisiana Suite 3800 Houston, Texas 77002-5218 Telephone (713) 651-9191
CONSENT OF PETROLEUM ENGINEERING FIRM
We consent to the reference to our name included in this Annual Report on
Form 10-K for the year ended December 31, 1999 for Dyco Oil and Gas Program
1980-1 Limited Partnership.
RYDER SCOTT COMPANY, L.P.
Houston, Texas
February 4, 2000
RYDER SCOTT COMPANY
PETROLEUM CONSULTANTS Fax (713) 651-0849
1100 Louisiana Suite 3800 Houston, Texas 77002-5218 Telephone (713) 651-9191
CONSENT OF PETROLEUM ENGINEERING FIRM
We consent to the reference to our name included in this Annual Report on
Form 10-K for the year ended December 31, 1999 for Dyco Oil and Gas Program
1980-2 Limited Partnership.
RYDER SCOTT COMPANY, L.P.
Houston, Texas
February 4, 2000
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000806576
<NAME> DYCO OIL AND GAS PROGRAM 1980-1
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 44,620
<SECURITIES> 0
<RECEIVABLES> 66,174
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 110,794
<PP&E> 29,703,832
<DEPRECIATION> 29,394,072
<TOTAL-ASSETS> 476,056
<CURRENT-LIABILITIES> 14,409
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 422,337
<TOTAL-LIABILITY-AND-EQUITY> 476,056
<SALES> 342,204
<TOTAL-REVENUES> 346,168
<CGS> 0
<TOTAL-COSTS> 199,935
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 146,233
<INCOME-TAX> 0
<INCOME-CONTINUING> 146,233
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 146,233
<EPS-BASIC> 36.20
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000806577
<NAME> DYCO OIL AND GAS PROGRAM 1980-2
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> DEC-31-1999
<CASH> 52,257
<SECURITIES> 0
<RECEIVABLES> 91,782
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 144,039
<PP&E> 35,360,437
<DEPRECIATION> 35,225,751
<TOTAL-ASSETS> 326,825
<CURRENT-LIABILITIES> 28,978
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 180,039
<TOTAL-LIABILITY-AND-EQUITY> 326,825
<SALES> 536,552
<TOTAL-REVENUES> 540,625
<CGS> 0
<TOTAL-COSTS> 288,109
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 252,516
<INCOME-TAX> 0
<INCOME-CONTINUING> 252,516
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 252,516
<EPS-BASIC> 49.91
<EPS-DILUTED> 0
</TABLE>
