SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended March 31, 1998
Commission File Number:
P-1: 0-17800 P-3: 0-18306 P-5: 0-18637
P-2: 0-17801 P-4: 0-18308 P-6: 0-18937
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
---------------------------------------------------------------------
(Exact name of Registrant as specified in its Articles)
P-1 73-1330245
P-2 73-1330625
P-1 and P-2: P-3 73-1336573
Texas P-4 73-1341929
P-3 through P-6: P-5 73-1353774
Oklahoma P-6 73-1357375
---------------------------- -------------------------------
(State or other jurisdiction (I.R.S. Employer Identification
of incorporation or Number)
organization)
Two West Second Street, Tulsa, Oklahoma 74103
------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(918) 583-1791
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
------ ------
1
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
GEODYNE NPI PARTNERSHIP P-1
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1998 1997
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 208,629 $ 503,622
Accounts receivable:
Net Profits 145,985 164,644
General Partner (Note 2) 79,123 -
---------- ----------
Total current assets $ 433,737 $ 668,266
NET PROFITS INTERESTS, net, utilizing
the successful efforts method 1,352,548 1,408,420
---------- ----------
$1,786,285 $2,076,686
========== ==========
PARTNERS' CAPITAL (DEFICIT)
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 85,106) ($ 87,415)
Limited Partners, issued and
outstanding, 108,074 units 1,871,391 2,164,101
---------- ----------
Total Partners' capital $1,786,285 $2,076,686
---------- ----------
$1,786,285 $2,076,686
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
2
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
GEODYNE NPI PARTNERSHIP P-1
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
-------- --------
REVENUES:
Net Profits $219,128 $279,897
Interest and other income 3,650 2,262
Gain on sale of Net Profits
Interests 83,194 -
-------- --------
$305,972 $282,159
COST AND EXPENSES:
Depletion of Net Profits
Interests $ 59,735 $ 60,683
Impairment provision - 902,042
General and administrative
(Note 2) 37,293 34,764
-------- --------
$ 97,028 $997,489
-------- --------
NET INCOME (LOSS) $208,944 ($715,330)
======== ========
GENERAL PARTNER - NET INCOME $ 12,654 $ 2,629
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) $196,290 ($717,959)
======== ========
NET INCOME (LOSS) per unit $ 1.82 ($ 6.64)
======== ========
UNITS OUTSTANDING 108,074 108,074
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
3
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
GEODYNE NPI PARTNERSHIP P-1
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $208,944 ($715,330)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depletion of Net Profits
Interests 59,735 60,683
Impairment provision - 902,042
Gain on sale of Net Profits
Interests ( 83,194) -
Decrease in accounts receivable -
Net Profits 18,659 69,128
Increase in accounts receivable -
General Partner ( 79,123) -
-------- --------
Net cash provided by operating
activities $125,021 $316,523
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 9,427) ($ 6,602)
Proceeds from sale of Net Profits
Interests 88,758 -
-------- --------
Net cash provided by (used)
investing activities $ 79,331 ($ 6,602)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($499,345) ($297,611)
-------- --------
Net cash used by financing activities ($499,345) ($297,611)
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ($294,993) $ 12,310
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 503,622 293,296
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $208,629 $305,606
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
4
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
GEODYNE NPI PARTNERSHIP P-2
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1998 1997
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 165,411 $ 369,191
Accounts receivable:
Net Profits 115,415 135,331
General Partner (Note 2) 57,823 -
---------- ----------
Total current assets $ 338,649 $ 504,522
NET PROFITS INTERESTS, net, utilizing
the successful efforts method 1,135,714 1,182,230
---------- ----------
$1,474,363 $1,686,752
========== ==========
PARTNERS' CAPITAL (DEFICIT)
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 71,210) ($ 72,438)
Limited Partners, issued and
outstanding, 90,094 units 1,545,573 1,759,190
---------- ----------
Total Partners' capital $1,474,363 $1,686,752
---------- ----------
$1,474,363 $1,686,752
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
5
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
GEODYNE NPI PARTNERSHIP P-2
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
---------- ---------
REVENUES:
Net Profits $167,958 $291,114
Interest and other income 2,722 1,708
Gain on sale of Net Profits
Interests 58,185 -
-------- --------
$228,865 $292,822
COST AND EXPENSES:
Depletion of Net Profits
Interests $ 46,075 $ 50,988
Impairment provision - 727,893
General and administrative
(Note 2) 31,116 28,893
-------- --------
$ 77,191 $807,774
-------- --------
NET INCOME (LOSS) $151,674 ($514,952)
======== ========
GENERAL PARTNER - NET INCOME $ 9,291 $ 5,322
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) $142,383 ($520,274)
======== ========
NET INCOME (LOSS) per unit $ 1.58 ($ 5.77)
======== ========
UNITS OUTSTANDING 90,094 90,094
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
6
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
GEODYNE NPI PARTNERSHIP P-2
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $151,674 ($514,952)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depletion of Net Profits
Interests 46,075 50,988
Impairment provision - 727,893
Gain on sale of Net Profits
Interests ( 58,185) -
(Increase) decrease in accounts
receivable - Net Profits 19,916 ( 15,310)
(Increase) decrease in accounts
receivable - General Partner ( 57,823) 8,376
-------- --------
Net cash provided by operating
activities $101,657 $256,995
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 6,480) ($ 4,363)
Proceeds from sale of Net Profits
Interests 65,106 -
-------- --------
Net cash provided (used) by
investing activities $ 58,626 ($ 4,363)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($364,063) ($225,683)
-------- --------
Net cash used by financing activities ($364,063) ($225,683)
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ($203,780) $ 26,949
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 369,191 222,506
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $165,411 $249,455
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
7
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
GEODYNE NPI PARTNERSHIP P-3
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1998 1997
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 307,579 $ 685,628
Accounts receivable:
Net Profits 217,948 254,470
General Partner (Note 2) 107,199 -
---------- ----------
Total current assets $ 632,726 $ 940,098
NET PROFITS INTERESTS, net, utilizing
the successful efforts method 2,110,833 2,196,444
---------- ----------
$2,743,559 $3,136,542
========== ==========
PARTNERS' CAPITAL (DEFICIT)
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 134,924) ($ 137,258)
Limited Partners, issued and
outstanding, 169,637 units 2,878,483 3,273,800
---------- ----------
Total Partners' capital $2,743,559 $3,136,542
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
8
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
GEODYNE NPI PARTNERSHIP P-3
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
-------- ----------
REVENUES:
Net Profits $313,340 $ 537,870
Interest and other income 5,142 3,246
Gain on sale Net Profits
Interests 108,543 -
-------- ----------
$427,025 $ 541,116
COST AND EXPENSES:
Depletion of Net Profits
Interests $ 85,459 $ 94,382
Impairment provision - 1,413,917
General and administrative
(Note 2) 58,572 54,385
-------- ----------
$144,031 $1,562,684
-------- ----------
NET INCOME (LOSS) $282,994 ($1,021,568)
======== ==========
GENERAL PARTNER - NET INCOME $ 17,311 $ 9,091
======== ==========
LIMITED PARTNERS - NET INCOME (LOSS) $265,683 ($1,030,659)
======== ==========
NET INCOME (LOSS) per unit $ 1.57 ($ 6.08)
======== ==========
UNITS OUTSTANDING 169,637 169,637
======== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
9
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
GEODYNE NPI PARTNERSHIP P-3
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $282,994 ($1,021,568)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depletion of Net Profits
Interests 85,459 94,382
Impairment provision - 1,413,917
Gain on sale of Net Profits
Interests ( 108,543) -
(Increase) decrease in accounts
receivable - Net Profits 36,522 ( 24,580)
(Increase) decrease in accounts
receivable - General Partner ( 107,199) 16,473
-------- ----------
Net cash provided by operating
activities $189,233 $ 478,624
-------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 11,961) ($ 8,030)
Proceeds from sale of Net Profits
Interests 120,656 -
-------- ----------
Net cash provided (used) by
investing activities $108,695 ($ 8,030)
-------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($675,977) ($ 418,619)
-------- ----------
Net cash used by financing activities ($675,977) ($ 418,619)
-------- ----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ($378,049) $ 51,975
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 685,628 415,354
-------- ----------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $307,579 $ 467,329
======== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
10
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
GEODYNE NPI PARTNERSHIP P-4
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1998 1997
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 284,492 $ 243,903
Accounts receivable:
Net Profits 228,271 301,060
General Partner (Note 2) 6,396 -
---------- ----------
Total current assets $ 519,159 $ 544,963
NET PROFITS INTERESTS, net, utilizing
the successful efforts method 1,208,153 1,282,329
---------- ----------
$1,727,312 $1,827,292
========== ==========
PARTNERS' CAPITAL (DEFICIT)
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 98,940) ($ 94,799)
Limited Partners, issued and
outstanding, 126,306 units 1,826,252 1,922,091
---------- ----------
Total Partners' capital $1,727,312 $1,827,292
---------- ----------
$1,727,312 $1,827,292
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
11
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
GEODYNE NPI PARTNERSHIP P-4
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- --------
REVENUES:
Net Profits $240,392 $407,373
Interest and other income 2,861 2,720
Gain (loss) on sale of Net
Profits Interests 4,248 ( 10,254)
-------- --------
$247,501 $399,839
COST AND EXPENSES:
Depletion of Net Profits
Interests $ 69,393 $117,028
Impairment provision - 752,388
General and administrative
(Note 2) 43,588 38,287
-------- --------
$112,981 $907,703
-------- --------
NET INCOME (LOSS) $134,520 ($507,864)
======== ========
GENERAL PARTNER - NET INCOME $ 9,359 $ 9,247
======== ========
LIMITED PARTNERS - NET INCOME (LOSS) $125,161 ($517,111)
======== ========
NET INCOME (LOSS) per unit $ .99 ($ 4.09)
======== ========
UNITS OUTSTANDING 126,306 126,306
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
12
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
GEODYNE NPI PARTNERSHIP P-4
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $134,520 ($507,864)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depletion of Net Profits
Interests 69,393 117,028
Impairment provision - 752,388
(Gain) loss on sale of Net
Profits Interests ( 4,248) 10,254
Decrease in accounts receivable -
Net Profits 72,789 77,957
Increase in accounts receivable -
General Partner ( 6,396) ( 56,788)
-------- --------
Net cash provided by operating
activities $266,058 $392,975
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 342) $ -
Proceeds from sale of Net Profits
Interests 9,373 57,105
-------- --------
Net cash provided by investing
activities $ 9,031 $ 57,105
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($234,500) ($343,251)
-------- --------
Net cash used by financing activities ($234,500) ($343,251)
-------- --------
NET INCREASE IN CASH AND CASH
EQUIVALENTS $ 40,589 $106,829
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 243,903 345,876
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $284,492 $452,705
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
13
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
GEODYNE NPI PARTNERSHIP P-5
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1998 1997
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 217,856 $ 228,750
Accounts receivable:
Net Profits 119,686 134,968
General Partner (Note 2) 147,494 -
---------- ----------
Total current assets $ 485,036 $ 363,718
NET PROFITS INTERESTS, net, utilizing
the successful efforts method 1,207,857 1,257,789
---------- ----------
$1,692,893 $1,621,507
========== ==========
PARTNERS' CAPITAL (DEFICIT)
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 69,006) ($ 74,683)
Limited Partners, issued and
outstanding, 118,449 units 1,761,899 1,696,190
---------- ----------
Total Partners' capital $1,692,893 $1,621,507
---------- ----------
$1,692,893 $1,621,507
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
14
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
GEODYNE NPI PARTNERSHIP P-5
COMBINED BALANCE SHEETS
(Unaudited)
1998 1997
--------- ----------
REVENUES:
Net Profits $248,386 $ 341,315
Interest and other income 2,429 1,999
Gain on sale of oil Net Profits
Interests 136,624 -
-------- ----------
$387,439 $ 343,314
COST AND EXPENSES:
Depletion of Net Profits
Interests $ 58,197 $ 85,514
Impairment provision - 1,018,067
General and administrative
(Note 2) 40,910 38,581
-------- ----------
$ 99,107 $1,142,162
-------- ----------
NET INCOME (LOSS) $288,332 ($ 798,848)
======== ==========
GENERAL PARTNER - NET INCOME $ 16,623 $ 4,101
======== ==========
LIMITED PARTNERS - NET INCOME (LOSS) $271,709 ($ 802,949)
======== ==========
NET INCOME (LOSS) per unit $ 2.29 ($ 6.78)
======== ==========
UNITS OUTSTANDING 118,449 118,449
======== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
15
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
GEODYNE NPI PARTNERSHIP P-5
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $288,332 ($ 798,848)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depletion of Net Profits
Interests 58,197 85,514
Impairment provision - 1,018,067
Gain on sale of Net Profits
Interests ( 136,624) -
Decrease in accounts receivable -
Net Profits 15,282 53,460
Increase in accounts receivable -
General Partner ( 147,494) ( 1,955)
-------- ----------
Net cash provided by operating
activities $ 77,693 $ 356,238
-------- ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 19,135) $ -
Proceeds from sale of Net Profits
Interests 147,494 2,583
-------- ----------
Net cash provided by investing
activities $128,359 $ 2,583
-------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($216,946) ($ 254,796)
-------- ----------
Net cash used by financing activities ($216,946) ($ 254,796)
-------- ----------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ($ 10,894) $ 104,025
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 228,750 247,540
-------- ----------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $217,856 $ 351,565
======== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
16
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
GEODYNE NPI PARTNERSHIP P-6
COMBINED BALANCE SHEETS
(Unaudited)
ASSETS
March 31, December 31,
1998 1997
----------- ------------
CURRENT ASSETS:
Cash and cash equivalents $ 359,593 $ 362,957
Accounts receivable:
Net Profits 190,052 291,352
General Partner (Note 2) 71,423 -
---------- ----------
Total current assets $ 621,068 $ 654,309
NET PROFITS INTERESTS, net, utilizing
the successful efforts method 2,377,836 2,457,809
---------- ----------
$2,998,904 $3,112,118
========== ==========
PARTNERS' CAPITAL (DEFICIT)
PARTNERS' CAPITAL (DEFICIT):
General Partner ($ 99,010) ($ 96,514)
Limited Partners, issued and
outstanding, 143,041 units 3,097,914 3,208,632
---------- ----------
Total Partners' capital $2,998,904 $3,112,118
---------- ----------
$2,998,904 $3,112,118
========== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
17
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
GEODYNE NPI PARTNERSHIP P-6
COMBINED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
-------- ----------
REVENUES:
Net Profits $338,028 $ 544,640
Interest and other income 4,017 3,179
Gain on sale of Net Profits
Interests 66,346 4,020
-------- ----------
$408,391 $ 551,839
COST AND EXPENSES:
Depletion of Net Profits
Interests $ 96,943 $ 152,608
Impairment provision - 898,584
General and administrative
(Note 2) 49,386 47,649
-------- ----------
$146,329 $1,098,841
-------- ----------
NET INCOME (LOSS) $262,062 ($ 547,002)
======== ==========
GENERAL PARTNER - NET INCOME $ 16,780 $ 14,539
======== ==========
LIMITED PARTNERS - NET INCOME (LOSS) $245,282 ($ 561,541)
======== ==========
NET INCOME (LOSS) per unit $ 1.71 ($ 3.93)
======== ==========
UNITS OUTSTANDING 143,041 143,041
======== ==========
The accompanying condensed notes are an integral part of these
combined financial statements.
18
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
GEODYNE NPI PARTNERSHIP P-6
COMBINED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(Unaudited)
1998 1997
--------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) $262,062 ($547,002)
Adjustments to reconcile net income
(loss) to net cash provided by
operating activities:
Depletion of Net Profits
Interests 96,943 152,608
Impairment provision - 898,584
Gain on sale of Net Profits
Interests ( 66,346) ( 4,020)
Decrease in accounts receivable -
Net Profits 101,300 184,708
Increase in accounts receivable -
General Partner ( 71,423) ( 669)
-------- --------
Net cash provided by operating
activities $322,536 $684,209
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures ($ 22,047) ($ 7,741)
Proceeds from sale of Net Profits
Interests 71,423 4,689
-------- --------
Net cash provided (used) by
investing activities $ 49,376 ($ 3,052)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions ($375,276) ($333,323)
-------- --------
Net cash used by financing activities ($375,276) ($333,323)
-------- --------
NET INCREASE (DECREASE) IN CASH AND
CASH EQUIVALENTS ($ 3,364) $347,834
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 362,957 319,699
-------- --------
CASH AND CASH EQUIVALENTS AT
END OF PERIOD $359,593 $667,533
======== ========
The accompanying condensed notes are an integral part of these
combined financial statements.
19
<PAGE>
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS
CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
MARCH 31, 1998
(Unaudited)
1. ACCOUNTING POLICIES
-------------------
The combined balance sheets as of March 31, 1998, combined statements of
operations for the three months ended March 31, 1998 and 1997, and
combined statements of cash flows for the three months ended March 31,
1998 and 1997 have been prepared by Geodyne Resources, Inc., the General
Partner of the Geodyne Institutional/Pension Energy Limited Partnerships,
without audit. Each limited partnership is a general partner in the
related Geodyne NPI Partnership (the "NPI Partnerships") in which Geodyne
Resources, Inc. serves as the managing partner. For the purposes of these
financial statements, the general partner and managing partner are
collectively referred to as the "General Partner" and the limited
partnerships and NPI Partnerships are collectively referred to as the
"Partnerships". In the opinion of management the financial statements
referred to above include all necessary adjustments, consisting of normal
recurring adjustments, to present fairly the combined financial position
at March 31, 1998, the combined results of operations for the three months
ended March 31, 1998 and 1997, and the combined cash flows for the three
months ended March 31, 1998 and 1997.
Information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. The accompanying interim
financial statements should be read in conjunction with the Partnerships'
Annual Report on Form 10-K filed for the year ended December 31, 1997. The
results of operations for the period ended March 31, 1998 are not
necessarily indicative of the results to be expected for the full year.
As used in these financial statements, the Partnerships' net profits and
royalty interests in oil and gas sales are referred to as "Net Profits"
and the Partnerships' net profits and royalty interests in oil and gas
properties are referred to as "Net Profits Interests". The working
interests from which Partnerships' Net Profits Interests are carved are
referred to as "Working Interests".
The Limited Partners' net income or loss per unit is based upon each $100
initial capital contribution.
20
<PAGE>
NET PROFITS INTERESTS
---------------------
The Partnerships follow the successful efforts method of accounting for
their Net Profits Interests. Under the successful efforts method, the NPI
Partnerships capitalize all acquisition costs. Property acquisition costs
include costs incurred by the Partnerships or the General Partner to
acquire producing properties, including related title insurance or
examination costs, commissions, engineering, legal and accounting fees,
and similar costs directly related to the acquisitions, plus an allocated
portion, of the General Partner's property screening costs. The
acquisition cost to the NPI Partnership of Net Profits Interests acquired
by the General Partner is adjusted to reflect the net cash results of
operations, including interest incurred to finance the acquisition, for
the period of time the properties are held by the General Partner prior to
their transfer to the Partnerships. Impairment of Net Profits Interests is
recognized based upon an individual property assessment.
Depletion of the costs of Net Profits Interests is computed on the
unit-of-production method. The Partnerships' calculation of depletion of
its net Profits Interests includes estimated dismantlement and abandonment
costs, net of estimated salvage value.
Statement of Financial Accounting Standards ("SFAS") No. 121, "Accounting
for the Impairment of Long Lived Assets and Assets Held for Disposal",
requires successful efforts companies, like the Partnerships, to evaluate
the recoverability of the carrying costs of their proved oil and gas
properties at the lowest level for which there are identifiable cash flows
that are largely independent of the cash flows of other groups of oil and
gas properties. With respect to the Partnerships' oil and gas properties,
this evaluation was performed for each field. SFAS No. 121, provides that
if the unamortized costs of oil and gas properties for each field exceed
the expected undiscounted future cash flows form such properties, the cost
of the properties is written down to fair value, which is determined by
using the discounted future cash flows from the properties. The
Partnerships recorded a non-cash charge against earnings (impairment
provision) during the three months ended March 31, 1997 pursuant to SFAS
No. 121 as follows:
21
<PAGE>
Partnership Amount
----------- -----------
P-1 $ 902,042
P-2 727,893
P-3 1,413,917
P-4 752,388
P-5 1,018,067
P-6 898,584
No such charge was recorded in the three months ended March 31, 1998. The
risk that the Partnerships will be required to record such impairment
provisions in the future increases when oil and gas prices are depressed.
2. TRANSACTIONS WITH RELATED PARTIES
---------------------------------
The Partnerships' partnership agreements provide for reimbursement to the
General Partner for all direct general and administrative expenses and for
the general and administrative overhead applicable to the Partnerships
based on an allocation of actual costs incurred. During the three months
ended March 31, 1998 the following payments were made to the General
Partner or its affiliates by the Partnerships:
Direct General Administrative
Partnership and Administrative Overhead
----------- ------------------- ---------------
P-1 $ 8,853 $28,440
P-2 7,407 23,709
P-3 13,932 44,640
P-4 10,348 33,240
P-5 9,740 31,170
P-6 11,745 37,641
Affiliates of the Partnerships operate certain of the Partnerships'
properties and their policy is to bill the Partnerships for all customary
charges and cost reimbursements associated with their activities.
The receivables from the General Partner at March 31, 1998 for the
Partnerships represent proceeds due to the Partnerships from the sale of
oil and gas properties to third parties during the first quarter of 1998.
Subsequent to March 31, 1998, these receivables were collected by the
Partnerships.
22
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES
- -----------------------------------------------
This Quarterly Report contains certain forward-looking statements. The
words "anticipate", "believe", "expect", "plan", "intend", "estimate",
"project", "could", "may" and similar expressions are intended to identify
forward-looking statements. Such statements reflect management's current
views with respect to future events and financial performance. This
Quarterly Report also includes certain information, which is, or is based
upon, estimates and assumptions. Such estimates and assumptions are
management's efforts to accurately reflect the condition and operation of
the Program.
Use of forward-looking statements and estimates and assumptions involve
risks and uncertainties which include, but are not limited to, the
volatility of oil and gas prices, the uncertainty of reserve information,
the operating risk associated with oil and gas properties (including the
risk of personal injury, death, property damage, damage to the well or
producing reservoir, environmental contamination, and other operating
risks), the prospect of changing tax and regulatory laws, the availability
and capacity of processing and transportation facilities, the general
economic climate, the supply and price of foreign imports of oil and gas,
the level of consumer product demand, and the price and availability of
alternative fuels. Should one or more of these risks or uncertainties
occur or should estimates or underlying assumptions prove incorrect,
actual conditions or results may vary materially and adversely from those
stated, anticipated, believed, estimated, and otherwise indicated.
GENERAL
- -------
The Partnerships are engaged in the business of acquiring Net Profits
Interests in producing oil and gas properties located in the continental
United States. In general, a Partnership acquired passive interests in
producing properties and does not directly engage in development drilling
or enhanced recovery projects. Therefore, the economic life of each
limited partnership, and its related NPI Partnership, is limited to the
period of time required to fully produce its acquired oil and gas
reserves. A Net Profits Interest entitles the Partnerships to a portion of
the oil and gas sales less operating and production expenses and
development costs generated by the owner of the
23
<PAGE>
underlying Working Interests. The net proceeds from the oil and gas
operations are distributed to the Limited Partners and the General
Partner in accordance with the terms of the Partnerships' partnership
agreements.
LIQUIDITY AND CAPITAL RESOURCES
- -------------------------------
The Partnerships began operations and investors were assigned their rights
as Limited Partners, having made capital contributions in the amounts and
on the dates set forth below:
Limited
Date of Partner Capital
Partnership Activation Contributions
----------- ------------------ ---------------
P-1 October 25, 1988 $10,807,400
P-2 February 9, 1989 9,009,400
P-3 May 10, 1989 16,963,700
P-4 November 21, 1989 12,630,600
P-5 February 27, 1990 11,844,900
P-6 September 5, 1990 14,304,100
In general, the amount of funds available for acquisition of producing
properties was equal to the capital contributions of the Limited Partners,
less 15% for sales commissions and organization and management fees. All
of the Partnerships have fully invested their capital contributions.
Net proceeds from the Partnerships' Net Profits Interests less necessary
operating capital are distributed to the Limited Partners on a quarterly
basis. Revenues and net proceeds of a Partnership are largely dependent
upon the volumes of oil and gas sold and the prices received for such oil
and gas. While the General Partner cannot predict future pricing trends,
it believes the working capital available as of March 31, 1998 and the net
revenue generated from future operations will provide sufficient working
capital to meet current and future obligations.
The Partnerships' Statements of Cash Flows for the first quarter of 1998
include proceeds from the sale of oil and gas properties during the three
months ended March 31, 1998. These proceeds will be reflected, as
applicable, in the Partnerships' cash distributions, if any, to be paid in
May 1998. It is possible that the Partnerships' repurchase values and
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 Partnerships'
remaining properties. This is primarily due to the fact
24
<PAGE>
that the properties sold generally bore a higher ratio of operating
expenses as compared to reserves than the Partnerships' remaining
properties.
RESULTS OF OPERATIONS
- ---------------------
GENERAL DISCUSSION
The following general discussion should be read in conjunction with the
analysis of results of operations provided below. The most important
variable affecting the Partnerships' revenues is the prices received for
the sale of oil and gas. Predicting future prices is very difficult.
Substantially all of the Partnerships' gas reserves are being sold in the
"spot market". Prices on the spot market are subject to wide seasonal and
regional pricing fluctuations due to the highly competitive nature of the
spot market. In addition, such spot market sales are generally short-term
in nature and are dependent upon the obtaining of transportation services
provided by pipelines. Management is unable to predict whether future oil
and gas prices will (i) stabilize, (ii) increase, or (iii) decrease.
P-1 PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997.
Three Months Ended March 31,
----------------------------
1998 1997
-------- --------
Net Profits $219,128 $279,897
Barrels produced 6,960 8,584
Mcf produced 90,986 82,354
Average price/Bbl $ 14.14 $ 20.91
Average price/Mcf $ 2.05 $ 2.35
As shown in the table above, Net Profits decreased $60,769 (21.7%) for the
three months ended March 31, 1998 as compared to the three months ended
March 31, 1997. Of this decrease, approximately $47,000 and $27,000,
respectively, were related to decreases in the average prices of oil and
gas sold and approximately $34,000 was related to a decrease in volumes of
oil sold. However, these decreases were partially offset by an increase of
approximately $20,000 related to an increase in volumes of gas sold and an
increase of approximately $27,000 related to decreases in production
expenses incurred by the owners of the Working Interests. Volumes of oil
sold decreased 1,624 barrels, while volumes of gas sold increased 8,632
Mcf for the three months ended March 31, 1998 as compared to the three
months
25
<PAGE>
ended March 31, 1997. The decrease in volumes of oil sold resulted
primarily from positive prior period volume adjustments made by the
purchaser on four significant wells during the three months ended March
31, 1997. The increase in volumes of gas sold resulted primarily from a
negative prior period volume adjustment made by the purchaser on one
significant well during the three months ended March 31, 1997. The
decrease in production expenses resulted primarily from decreases in (i)
volumes of oil sold during the three months ended March 31, 1998 as
compared to the three months ended March 31, 1997 and (ii) production
taxes incurred by the owners of the Working Interests. Average oil and gas
prices decreased to $14.14 per barrel and $2.05 per Mcf, respectively, for
the three months ended March 31, 1998 from $20.91 per barrel and $2.35 per
Mcf, respectively, for the three months ended March 31, 1997.
Depletion of Net Profits Interests decreased $948 (1.6%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. As a percentage of Net Profits, this expense increased to 27.3%
for the three months ended March 31, 1998 from 21.7% for the three months
ended March 31, 1997. This percentage increase was primarily due to the
decreases in the average prices of oil and gas sold during the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997.
The P-1 Partnership recognized a non-cash charge against earnings of
$902,042 during the three months ended March 31, 1997. Of this amount,
$113,945 was related to a decline in oil and gas prices used to determine
future cash flows from the P-1 Partnership's Net Profits Interests in
proved oil and gas reserves at March 31, 1997 and $788,097 was related to
the writing-off of Net Profits Interests in unproved properties. The
General Partner determined that it was unlikely that these unproved
properties would be developed due to the low oil and gas prices received
over the prior several years and partnership agreement provisions which
limit the P-1 Partnership's level of permissible indirect drilling
activity through affiliated programs which own the Working Interests. No
similar charges were necessary during the three months ended March 31,
1998.
General and administrative expenses increased $2,529 (7.3%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. As a percentage of Net Profits, these expenses increased to
17.0% for the three months ended March 31, 1998 from 12.4% for the three
months ended March 31, 1997. This percentage increase was primarily due to
the decrease in Net Profits discussed above.
26
<PAGE>
Cumulative cash distributions to the Limited Partners through March 31,
1998 were $10,502,558 or 97.18% of the Limited Partners' capital
contributions.
P-2 PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997.
Three Months Ended March 31,
----------------------------
1998 1997
-------- --------
Net Profits $167,958 $291,114
Barrels produced 4,941 6,082
Mcf produced 73,503 71,611
Average price/Bbl $ 14.14 $ 20.93
Average price/Mcf $ 2.05 $ 3.45
As shown in the table above, Net Profits decreased $123,156 (42.3%) for
the three months ended March 31, 1998 as compared to the three months
ended March 31, 1997. Of this decrease, approximately $34,000 and
$103,000, respectively, were related to decreases in the average prices of
oil and gas sold and approximately $24,000 was related to a decrease in
volumes of oil sold. However, these decreases were partially offset by
increases of approximately $7,000 related to an increase in volumes of gas
sold and approximately $31,000 related to decreases in production expenses
incurred by the owners of the Working Interests. Volumes of oil sold
decreased 1,141 barrels, while volumes of gas sold increased 1,892 Mcf for
the three months ended March 31, 1998 as compared to the three months
ended March 31, 1997. The decrease in volumes of oil sold resulted
primarily from (i) positive prior period volume adjustments made by the
purchaser on several wells during the three months ended March 31, 1997,
(ii) the decline in production due to diminished oil reserves on one
significant well during the three months ended March 31, 1998, and (iii)
the sale of two significant oil producing wells during 1997. The decrease
in production expenses resulted primarily from decreases in (i) the
volumes of oil sold during the three months ended March 31, 1998 as
compared to the three months ended March 31, 1997, and (ii) production
taxes incurred by the owners of the Working Interests. Average oil and gas
prices decreased to $14.14 per barrel and $2.05 per Mcf, respectively, for
the three months ended March 31, 1998 from $20.93 per barrel and $3.45 per
Mcf, respectively, for the three months ended March 31, 1997.
27
<PAGE>
Depletion of Net Profits Interests decreased $4,913 (9.6%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. As a percentage of Net Profits, this expense increased to 27.4%
for the three months ended March 31, 1998 from 17.5% for the three months
ended March 31, 1997. This percentage increase was primarily due to the
decreases in the average prices of oil and gas sold during the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997.
The P-2 Partnership recognized a non-cash charge against earnings of
$727,893 during the three months ended March 31, 1997. Of this amount,
$113,005 was related to a decline in oil and gas prices used to determine
future cash flows from the P-2 Partnership's Net Profits Interests in
proved oil and gas reserves at March 31, 1997 and $614,888 was related to
the writing-off of Net Profits Interests in unproved properties. The
General Partner determined that it was unlikely that these unproved
properties would be developed due to the low oil and gas prices received
over the prior several years and partnership agreement provisions which
limit the P-2 Partnership's level of permissible indirect drilling
activity through affiliated programs which own the Working Interests. No
similar charges were necessary during the three months ended March 31,
1998.
General and administrative expenses increased $2,223 (7.7%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. As a percentage of Net Profits, these expenses increased to
18.5% for the three months ended March 31, 1998 from 9.9% for the three
months ended March 31, 1997. This percentage increase was primarily due to
the decrease in Net Profits discussed above.
Cumulative cash distributions to the Limited Partners through March 31,
1998 were $8,018,561 or 89.00% of the Limited Partners' capital
contributions.
28
<PAGE>
P-3 PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997.
Three Months Ended March 31,
----------------------------
1998 1997
-------- --------
Net Profits $313,340 $537,870
Barrels produced 9,143 11,239
Mcf produced 137,185 134,814
Average price/Bbl $ 14.13 $ 20.94
Average price/Mcf $ 2.06 $ 3.41
As shown in the table above, Net Profits decreased $224,530 (41.7%) for
the three months ended March 31, 1998 as compared to the three months
ended March 31, 1997. Of this decrease, approximately $62,000 and
$185,000, respectively, were related to decreases in the average prices of
oil and gas sold and approximately $44,000 was related to a decrease in
volumes of oil sold. However, these amounts were partially offset by
increases of approximately (i) $8,000 related to an increase in volumes of
gas sold and (ii) $59,000 related to decreases in production expenses
incurred by the owners of the Working Interests. Volumes of oil sold
decreased 2,096 barrels, while volumes of gas sold increased 2,371 Mcf for
the three months ended March 31, 1998 as compared to the three months
ended March 31, 1997. The decrease in volumes of oil sold resulted
primarily from (i) positive prior period volume adjustments made by the
purchaser on several wells during the three months ended March 31, 1997,
(ii) the decline in production due to diminished oil reserves on one
significant well during the three months ended March 31, 1998, and (iii)
the sale of two significant oil producing wells during 1997. The decrease
in production expenses resulted primarily from decreases in (i) volumes of
oil sold during the three months ended March 31, 1998 as compared to the
three months ended March 31, 1997 and (ii) production taxes incurred by
the owners of the Working Interests. Average oil and gas prices decreased
to $14.13 per barrel and $2.06 per Mcf, respectively, for the three months
ended March 31, 1998 from $20.94 per barrel and $3.41 per Mcf,
respectively, for the three months ended March 31, 1997.
Depletion of Net Profits Interests decreased $8,923 (9.5%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. As a percentage of Net Profits, this expense increased to 27.3%
for the three months ended March 31, 1998 from 17.5% for the three months
ended March 31, 1997. This percentage increase was primarily due to the
decreases in the average prices of oil
29
<PAGE>
and gas sold during the three months ended March 31, 1998 as compared to
the three months ended March 31, 1997.
The P-3 Partnership recognized a non-cash charge against earnings of
$1,413,917 during the three months ended March 31, 1997. Of this amount,
$220,449 was related to a decline in oil and gas prices used to determine
future cash flows from the P-3 Partnership's Net Profits Interests in
proved oil and gas reserves at March 31, 1997 and $1,193,468 was related
to the writing-off of Net Profits Interests in unproved properties. The
General Partner determined that it was unlikely that these unproved
properties would be developed due to the low oil and gas prices received
over the prior several years and partnership agreement provisions which
limit the P-3 Partnership's level of permissible indirect drilling
activity through affiliated programs which own the Working Interests. No
similar charges were necessary during the three months ended March 31,
1998.
General and administrative expenses increased $4,187 (7.7%) for the three
months ended March 31, 1998 as compared to the three months ended March
31,1997. As a percentage of Net Profits, these expenses increased to 18.7%
for the three months ended March 31, 1998 from 10.1% for the three months
ended March 31, 1997. This percentage increase was primarily due to the
decrease in Net Profits discussed above.
Cumulative cash distributions to the Limited Partners through March 31,
1998 were $14,453,401 or 85.20% of the Limited Partners' capital
contributions.
P-4 PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997.
Three Months Ended March 31,
----------------------------
1998 1997
-------- --------
Net Profits $240,392 $407,373
Barrels produced 4,833 5,414
Mcf produced 104,877 142,615
Average price/Bbl $ 14.56 $ 21.73
Average price/Mcf $ 2.21 $ 2.73
As shown in the table above, Net Profits decreased $166,981 (41.0%) for
the three months ended March 31, 1998 as compared to the three months
ended March 31, 1997. Of this decrease, approximately $35,000 and $55,000,
respectively, were related to decreases in the average prices of oil and
gas sold and approximately $13,000 and $103,000, respectively, were
related to decreases in volumes of oil
30
<PAGE>
and gas sold. The decrease in Net Profits was partially offset by an
increase of approximately $37,000 related to decreases in production
expenses incurred by the owners of the Working Interests. Volumes of oil
and gas sold decreased 581 barrels and 37,738 Mcf, respectively, for the
three months ended March 31, 1998 as compared to the three months ended
March 31, 1997. The decrease in volumes of oil sold resulted primarily
from a normal decline in production due to diminished oil reserves on two
significant wells during the three months ended March 31, 1998. The
decrease in volumes of gas sold resulted primarily from (i) a positive
prior period volume adjustment made by the purchaser on one significant
well during the three months ended March 31, 1997 and (ii) the normal
decline in production due to diminished gas reserves on several wells
during the three months ended March 31, 1998. The decrease in production
expenses resulted primarily from decreases in (i) volumes of oil and gas
sold during the three months ended March 31, 1998 as compared to the three
months ended March 31, 1997 and (ii) production taxes incurred by the
owners of the Working Interests. Average oil and gas prices decreased to
$14.56 per barrel and $2.21 per Mcf, respectively, for the three months
ended March 31, 1998 from $21.73 per barrel and $2.73 per Mcf,
respectively, for the three months ended March 31, 1997.
Depletion of Net Profits Interests decreased $47,635 (40.7%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. This decrease resulted primarily from (i) the decreases in
volumes of oil and gas sold during the three months ended March 31, 1998
as compared to the three months ended March 31, 1997 and (ii) upward
revisions in the estimates of remaining oil and gas reserves at December
31, 1997. As a percentage of Net Profits, this expense remained relatively
constant at 28.9% for the three months ended March 31, 1998 compared to
28.7% for the three months ended March 31, 1997.
The P-4 Partnership recognized a non-cash charge against earnings of
$752,388 during the three months ended March 31, 1997. Of this amount,
$84,059 was related to a decline in oil and gas prices used to determine
future cash flows from the P-4 Partnership's Net Profits Interests in
proved oil and gas reserves at March 31, 1997 and $668,329 was related to
the writing-off of Net Profits Interests in unproved properties. The
General Partner determined that it was unlikely that these unproved
properties would be developed due to the low oil and gas prices received
over the prior several years and partnership agreement provisions which
limit the P-4 Partnership's level of permissible indirect drilling
activity through affiliated programs which own the Working Interests. No
similar charges were necessary during the three months ended March 31,
1998.
31
<PAGE>
General and administrative expenses increased $5,301 (13.8%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. This increase resulted primarily from an increase in
professional fees during the three months ended March 31, 1998 as compared
to the three months ended March 31, 1997. As a percentage of Net Profits,
these expenses increased to 18.1% for the three months ended March 31,
1998 from 9.4% for the three months ended March 31, 1997. This percentage
increase was primarily due to the decrease in Net Profits discussed above.
Cumulative cash distributions to the Limited Partners through March 31,
1998 were $11,626,945 or 92.05% of the Limited Partners' capital
contributions.
P-5 PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997.
Three Months Ended March 31,
----------------------------
1998 1997
-------- --------
Net Profits $248,386 $341,315
Barrels produced 1,795 2,267
Mcf produced 124,573 146,737
Average price/Bbl $ 17.43 $ 20.79
Average price/Mcf $ 2.33 $ 2.59
As shown in the table above, Net Profits decreased $92,929 (27.2%) for the
three months ended March 31, 1998 as compared to the three months ended
March 31, 1997. Of this decrease, approximately $6,000 and $32,000,
respectively, were related to decreases in the average prices of oil and
gas sold and approximately $10,000 and $57,000, respectively, were related
to decreases in volumes of oil and gas sold. The decrease in Net Profits
was partially offset by an increase of approximately $13,000 related to
decreases in production expenses incurred by the owners of the Working
Interests. Volumes of oil and gas sold decreased 472 barrels and 22,164
Mcf, respectively, for the three months ended March 31, 1998 as compared
to the three months ended March 31, 1997. The decrease in volumes of oil
sold resulted primarily from (i) a positive prior period volume adjustment
made by the purchaser on one significant well during the three months
ended March 31, 1997 and (ii) the decline in production due to diminished
oil reserves on three significant wells during the three months ended
March 31, 1998. The decrease in volumes of gas sold resulted primarily
from (i) a positive prior period volume adjustment made by the purchaser
on one significant well during the three months ended March 31, 1997 and
(ii) the normal
32
<PAGE>
decline in production due to diminished gas reserves on several wells
during the three months ended March 31, 1998. The decrease in production
expenses resulted primarily from decreases in (i) volumes of oil and gas
sold during the three months ended March 31, 1998 as compared to the three
months ended March 31, 1997 and (ii) production taxes incurred by the
owners of the Working Interests. Average oil and gas prices decreased to
$17.43 per barrel and $2.33 per Mcf, respectively, for the three months
ended March 31, 1998 from $20.79 per barrel and $2.59 per Mcf,
respectively, for the three months ended March 31, 1997.
Depletion of Net Profits Interests decreased $27,317 (31.9%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. This decrease resulted primarily from (i) the decreases in
volumes of oil and gas sold during the three months ended March 31, 1998
as compared to the three months ended March 31, 1997 and (ii) upward
revisions in the estimates of remaining oil and gas reserves at December
31, 1997. As a percentage of Net Profits, this expense decreased to 23.4%
for the three months ended March 31, 1998 from 25.1% for the three months
ended March 31, 1997. This percentage decrease was primarily due to the
dollar decrease in Depletion of Net Profits Interests discussed above.
The P-5 Partnership recognized a non-cash charge against earnings of
$1,018,067 during the three months ended March 31, 1997. Of this amount,
$122,458 was related to a decline in oil and gas prices used to determine
future cash flows from the P-5 Partnership's Net Profits Interests in
proved oil and gas reserves at March 31, 1997 and $895,609 was related to
the writing-off of Net Profits Interests in unproved properties. The
General Partner determined that it was unlikely that these unproved
properties would be developed due to the low oil and gas prices received
over the prior several years and partnership agreement provisions which
limit the P-5 Partnership's level of permissible indirect drilling
activity through affiliated programs which own the Working Interests. No
similar charges were necessary during the three months ended March 31,
1998.
General and administrative expenses increased $2,329 (6.0%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997.As a percentage of Net Profits, these expenses increased to 16.5%
for the three months ended March 31, 1998 from 11.3% for the three months
ended March 31, 1997. This percentage increase was primarily due to the
decrease in Net Profits discussed above.
Cumulative cash distributions to the Limited Partners through March 31,
1998 were $6,561,759 or 55.40% of the Limited Partners' capital
contributions.
33
<PAGE>
P-6 PARTNERSHIP
THREE MONTHS ENDED MARCH 31, 1998 AS COMPARED TO THE THREE MONTHS ENDED
MARCH 31, 1997.
Three Months Ended March 31,
----------------------------
1998 1997
-------- --------
Net Profits $338,028 $544,640
Barrels produced 3,661 4,303
Mcf produced 212,576 235,050
Average price/Bbl $ 16.05 $ 21.24
Average price/Mcf $ 2.07 $ 2.87
As shown in the table above, Net Profits decreased $206,612 (37.9%) for
the three months ended March 31, 1998 as compared to the three months
ended March 31, 1997. Of this decrease, approximately $19,000 and
$170,000, respectively, were related to decreases in the average prices of
oil and gas sold and approximately $14,000 and $65,000, respectively, were
related to decreases in volumes of oil and gas sold. The decrease in Net
Profits was partially offset by an increase of approximately $61,000
related to decreases in production expenses incurred by the owners of the
Working Interests. Volumes of oil and gas sold decreased 642 barrels and
22,474 Mcf, respectively, for the three months ended March 31, 1998 as
compared to the three months ended March 31, 1997. The decrease in volumes
of oil sold resulted primarily from (i) a positive prior period volume
adjustment made by the purchaser on one significant well during the three
months ended March 31, 1997 and (ii) a negative prior period volume
adjustment made by the purchaser on one significant well during the three
months ended March 31, 1998. The decrease in volumes of gas sold resulted
primarily from the normal decline in production due to diminished gas
reserves on several wells during the three months ended March 31, 1998.
The decrease in production expenses resulted primarily from decreases in
(i) volumes of oil and gas sold during the three months ended March 31,
1998 as compared to the three months ended March 31, 1997 and (ii)
production taxes incurred by the owners of the Working Interests. Average
oil and gas prices decreased to $16.05 per barrel and $2.07 per Mcf,
respectively, for the three months ended March 31, 1998 from $21.24 per
barrel and $2.87 per Mcf, respectively, for the three months ended March
31, 1997.
34
<PAGE>
Depletion of Net Profits Interests decreased $55,665 (36.5%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. This decrease resulted primarily from (i) the decreases in
volumes of oil and gas sold during the three months ended March 31, 1998
as compared to the three months ended March 31, 1997 and (ii) upward
revisions in the estimates of remaining oil and gas reserves at December
31, 1997. As a percentage of Net Profits, this expense remained relatively
constant at 28.7% for the three months ended March 31, 1998 and 28.0% for
the three months ended March 31, 1997.
The P-6 Partnership recognized a non-cash charge against earnings of
$898,584 during the three months ended March 31, 1997. Of this amount,
$444,990 was related to a decline in oil and gas prices used to determine
future cash flows from the P-6 Partnership's Net Profits Interests in
proved oil and gas reserves at March 31, 1997 and $453,594 was related to
the writing-off of Net Profits Interests in unproved properties. The
General Partner determined that it was unlikely that these unproved
properties would be developed due to the low oil and gas prices received
over the prior several years and partnership agreement provisions which
limit the P-6 Partnership's level of permissible indirect drilling
activity through affiliated programs which own the Working Interests. No
similar charges were necessary during the three months ended March 31,
1998.
General and administrative expenses increased $1,737 (3.6%) for the three
months ended March 31, 1998 as compared to the three months ended March
31, 1997. As a percentage of Net Profits, these expenses increased to
14.6% for the three months ended March 31, 1998 from 8.7% for the three
months ended March 31, 1997. This percentage increase was primarily due to
the decrease in Net Profits discussed above.
Cumulative cash distributions to the Limited Partners through March 31,
1998 were $8,804,248 or 61.55% of the Limited Partners' capital
contributions.
35
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
As further described in the Partnerships' Annual Report on Form 10-K for
the year ended December 31, 1997 (the "Form 10-K"), the Partnerships are
included in the subject matter of a class action lawsuit entitled "In Re:
PaineWebber Limited Partnerships' Litigation," Case No. 94-CIV-8558, U.S.
District Court, Southern District of New York.
In early 1996 PaineWebber Incorporated ("PaineWebber") reached settlements
with the class action plaintiffs and the Securities and Exchange
Commission (the "SEC") that resolved the above referenced litigation. As
part of the class settlement, PaineWebber paid $125 million (the "Class
Action Fund"), plus certain additional consideration to the class.
PaineWebber also paid $40 million to a capped claims fund to be
independently administered on behalf of the SEC (the "SEC Fund"). Both
settlement funds (in the case of the Class Action Fund, net of court
approved class counsel attorney's fees and disbursements) were to be
allocated among eligible limited partners whose claims were approved by
the respective Claims Administrators.
In late March 1998, the Court awarded attorney's fees and disbursements to
class counsel. On or about May 8, 1998, the Claims Administrator for the
Class Action Fund mailed to eligible class members the cash component of
their settlement benefits from the Class Action Fund. The General Partner
has been advised that in late May 1998 the SEC Claims Administrator
expects to mail to each eligible class member his or her claim
determination with the preliminary settlement amount, if any, from the SEC
Fund.
A further description of the settlement is included within the Form 10-K
referred to above.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.1 Financial Data Schedule containing summary financial
information extracted from the P-1 Partnership's
financial statements as of March 31, 1998 and for the
three months ended March 31, 1998, filed herewith.
36
<PAGE>
27.2 Financial Data Schedule containing summary financial
information extracted from the P-2 Partnership's
financial statements as of March 31, 1998 and for the
three months ended March 31, 1998, filed herewith.
27.3 Financial Data Schedule containing summary financial
information extracted from the P-3 Partnership's
financial statements as of March 31, 1998 and for the
three months ended March 31, 1998, filed herewith.
27.4 Financial Data Schedule containing summary financial
information extracted from the P-4 Partnership's
financial statements as of March 31, 1998 and for the
three months ended March 31, 1998, filed herewith.
27.5 Financial Data Schedule containing summary financial
information extracted from the P-5 Partnership's
financial statements as of March 31, 1998 and for the
three months ended March 31, 1998, filed herewith.
27.6 Financial Data Schedule containing summary financial
information extracted from the P-6 Partnership's
financial statements as of March 31, 1998 and for the
three months ended March 31, 1998, filed herewith.
All other exhibits are omitted as inapplicable.
(b) Reports on Form 8-K.
Current report on Form 8-K filed during the first quarter of 1998:
Date of event: January 29, 1998
Date filed with SEC: January 30, 1998
Items included
Item 5 - Other Events
Item 7 - Exhibits
37
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1
LIMITED PARTNERSHIP
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2
LIMITED PARTNERSHIP
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED
PARTNERSHIP P-3
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED
PARTNERSHIP P-4
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED
PARTNERSHIP P-5
GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED
PARTNERSHIP P-6
(Registrant)
BY: GEODYNE RESOURCES, INC.
General Partner
Date: May 13, 1998 By: /s/Dennis R. Neill
--------------------------------
(Signature)
Dennis R. Neill
President
Date: May 13, 1998 By: /s/Patrick M. Hall
--------------------------------
(Signature)
Patrick M. Hall
Principal Accounting Officer
38
<PAGE>
INDEX TO EXHIBITS
NUMBER DESCRIPTION
- ------ -----------
27.1 Financial Data Schedule containing summary financial information
extracted from the Geodyne Institutional/Pension Energy Income P-1
Limited Partnership's financial statements as of March 31, 1998 and
for the three months ended March 31, 1998, filed herewith.
27.2 Financial Data Schedule containing summary financial information
extracted from the Geodyne Institutional/Pension Energy Income P-2
Limited Partnership's financial statements as of March 31, 1998 and
for the three months ended March 31, 1998, filed herewith.
27.3 Financial Data Schedule containing summary financial information
extracted from the Geodyne Institutional/Pension Energy Income
Limited Partnership P-3's financial statements as of March 31, 1998
and for the three months ended March 31, 1998, filed herewith.
27.4 Financial Data Schedule containing summary financial information
extracted from the Geodyne Institutional/Pension Energy Income
Limited Partnership P-4's financial statements as of March 31, 1998
and for the three months ended March 31, 1998, filed herewith.
27.5 Financial Data Schedule containing summary financial information
extracted from the Geodyne Institutional/Pension Energy Income
Limited Partnership P-5's financial statements as of March 31, 1998
and for the three months ended March 31, 1998, filed herewith.
27.6 Financial Data Schedule containing summary financial information
extracted from the Geodyne Institutional/Pension Energy Income
Limited Partnership P-6's financial statements as of March 31, 1998
and for the three months ended March 31, 1998, filed herewith.
All other exhibits are omitted as inapplicable.
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000850427
<NAME> GEODYNE INST/PENSION ENERGY INCOME P-1 LTD PSHP
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 208,629
<SECURITIES> 0
<RECEIVABLES> 225,108
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 433,737
<PP&E> 7,369,285
<DEPRECIATION> 6,016,737
<TOTAL-ASSETS> 1,786,285
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,786,285
<TOTAL-LIABILITY-AND-EQUITY> 1,786,285
<SALES> 219,128
<TOTAL-REVENUES> 305,972
<CGS> 0
<TOTAL-COSTS> 97,028
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 208,944
<INCOME-TAX> 0
<INCOME-CONTINUING> 208,944
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 208,944
<EPS-PRIMARY> 1.82
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000850428
<NAME> GEODYNE INST/PENSION ENERGY INCOME P-2 LTD PSHP
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 165,411
<SECURITIES> 0
<RECEIVABLES> 173,238
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 338,649
<PP&E> 5,888,261
<DEPRECIATION> 4,752,547
<TOTAL-ASSETS> 1,474,363
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,474,363
<TOTAL-LIABILITY-AND-EQUITY> 1,474,363
<SALES> 167,958
<TOTAL-REVENUES> 228,865
<CGS> 0
<TOTAL-COSTS> 77,191
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 151,674
<INCOME-TAX> 0
<INCOME-CONTINUING> 151,674
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 151,674
<EPS-PRIMARY> 1.58
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000854066
<NAME> GEODYNE INST/PENSION ENERGY INCOME LTD PSHP P-3
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 307,579
<SECURITIES> 0
<RECEIVABLES> 325,147
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 632,726
<PP&E> 11,060,967
<DEPRECIATION> 8,950,134
<TOTAL-ASSETS> 2,743,559
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 2,743,559
<TOTAL-LIABILITY-AND-EQUITY> 2,743,559
<SALES> 313,340
<TOTAL-REVENUES> 427,025
<CGS> 0
<TOTAL-COSTS> 144,031
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 282,994
<INCOME-TAX> 0
<INCOME-CONTINUING> 282,994
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 282,994
<EPS-PRIMARY> 1.57
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000860744
<NAME> GEODYNE INST/PENSION ENERGY INCOME LTD PSHP P-4
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 284,492
<SECURITIES> 0
<RECEIVABLES> 234,667
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 519,159
<PP&E> 8,229,628
<DEPRECIATION> 7,021,475
<TOTAL-ASSETS> 1,727,312
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,727,312
<TOTAL-LIABILITY-AND-EQUITY> 1,727,312
<SALES> 240,392
<TOTAL-REVENUES> 247,501
<CGS> 0
<TOTAL-COSTS> 112,981
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 134,520
<INCOME-TAX> 0
<INCOME-CONTINUING> 134,520
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 134,520
<EPS-PRIMARY> 0.99
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000863832
<NAME> GEODYNE INST/PENSION ENERGY INCOME LTD PSHP P-5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 217,856
<SECURITIES> 0
<RECEIVABLES> 267,180
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 485,036
<PP&E> 10,051,729
<DEPRECIATION> 8,843,872
<TOTAL-ASSETS> 1,692,893
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 1,692,893
<TOTAL-LIABILITY-AND-EQUITY> 1,692,893
<SALES> 248,386
<TOTAL-REVENUES> 387,439
<CGS> 0
<TOTAL-COSTS> 99,107
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 288,332
<INCOME-TAX> 0
<INCOME-CONTINUING> 288,332
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 288,332
<EPS-PRIMARY> 2.29
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000869801
<NAME> GEODYNE INST/PENSION ENERGY INCOME LTD PSHP P-6
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> MAR-31-1998
<CASH> 359,593
<SECURITIES> 0
<RECEIVABLES> 261,475
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 621,068
<PP&E> 12,100,212
<DEPRECIATION> 9,722,376
<TOTAL-ASSETS> 2,998,904
<CURRENT-LIABILITIES> 0
<BONDS> 0
0
0
<COMMON> 0
<OTHER-SE> 2,998,904
<TOTAL-LIABILITY-AND-EQUITY> 2,998,904
<SALES> 338,028
<TOTAL-REVENUES> 408,391
<CGS> 0
<TOTAL-COSTS> 146,329
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 262,062
<INCOME-TAX> 0
<INCOME-CONTINUING> 262,062
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 262,062
<EPS-PRIMARY> 1.71
<EPS-DILUTED> 0
</TABLE>
