GEODYNE INSTITUTIONAL PENSION ENERGY INCOME P-1 LTD PTNSHIP
10-Q, 2000-11-13
CRUDE PETROLEUM & NATURAL GAS
Previous: HORACE MANN EDUCATORS CORP /DE/, 10-Q, EX-27, 2000-11-13
Next: GEODYNE INSTITUTIONAL PENSION ENERGY INCOME P-1 LTD PTNSHIP, 10-Q, EX-27.1, 2000-11-13



                       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 September 30, 2000

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


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

CURRENT ASSETS:
   Cash and cash equivalents                  $  277,069        $  182,743
   Accounts receivable:
      Net Profits                                244,038           167,901
                                              ----------        ----------
        Total current assets                  $  521,107        $  350,644

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                 913,247         1,003,826
                                              ----------        ----------
                                              $1,434,354        $1,354,470
                                              ==========        ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   67,812)      ($   77,417)
   Limited Partners, issued and
      outstanding, 108,074 units               1,502,166         1,431,887
                                              ----------        ----------
        Total Partners' capital               $1,434,354        $1,354,470
                                              ==========        ==========





         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 SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

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

REVENUES:
   Net Profits                                  $312,575          $229,741
   Interest income                                 2,812             1,119
   Gain on sale of Net Profits
      Interests                                   23,453                 -
                                                --------          --------
                                                $338,840          $230,860

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 32,165          $ 43,410
   General and administrative
      (Note 2)                                    31,296            29,901
                                                --------          --------
                                                $ 63,461          $ 73,311
                                                --------          --------

NET INCOME                                      $275,379          $157,549
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 30,152          $ 19,550
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $245,227          $137,999
                                                ========          ========
NET INCOME per unit                             $   2.27          $   1.28
                                                ========          ========
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 OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                  $896,241          $585,395
   Interest income                                 7,152             3,063
   Gain on sale of Net Profits
      Interests                                   36,401               698
                                                --------          --------
                                                $939,794          $589,156

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $106,361          $160,727
   General and administrative
      (Note 2)                                    99,948            98,421
                                                --------          --------
                                                $206,309          $259,148
                                                --------          --------

NET INCOME                                      $733,485          $330,008
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 82,206          $ 47,160
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $651,279          $282,848
                                                ========          ========
NET INCOME per unit                             $   6.03          $   2.62
                                                ========          ========
UNITS OUTSTANDING                                108,074           108,074
                                                ========          ========





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



                                      -4-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-1
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)

                                                  2000              1999
                                                ---------         ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $733,485          $330,008
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depletion of Net Profits
        Interests                                106,361           160,727
      Gain on sale of Net Profits
        Interests                              (  36,401)        (     698)
      Increase in accounts receivable -
        Net Profits                            (  76,137)        (  74,319)
                                                --------          --------
Net cash provided by operating
   activities                                   $727,308          $415,718
                                                --------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($ 17,832)        ($ 10,863)
   Proceeds from sale of Net Profits
      Interests                                   38,451             2,858
                                                --------          --------
Net cash provided (used) by investing
   activities                                   $ 20,619         ($  8,005)
                                                --------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($653,601)        ($358,102)
                                                --------          --------
Net cash used by financing activities          ($653,601)        ($358,102)
                                                --------          --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $ 94,326          $ 49,611

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           182,743            99,454
                                                --------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $277,069          $149,065
                                                ========          ========




         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 BALANCE SHEETS
                                   (Unaudited)


                                     ASSETS


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

CURRENT ASSETS:
   Cash and cash equivalents                   $  220,121       $  148,106
   Accounts receivable:
      Net Profits                                 195,680          135,136
                                               ----------       ----------
        Total current assets                   $  415,801       $  283,242

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                  777,444          856,093
                                               ----------       ----------
                                               $1,193,245       $1,139,335
                                               ==========       ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   51,461)     ($   56,585)
   Limited Partners, issued and
      outstanding, 90,094 units                 1,244,706        1,195,920
                                               ----------       ----------
        Total Partners' capital                $1,193,245       $1,139,335
                                               ==========       ==========




         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 OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                 $249,058          $173,641
   Interest income                                2,170               942
   Gain on sale of Net Profits
      Interests                                  17,091                 -
                                               --------          --------
                                               $268,319          $174,583

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                $ 27,032          $ 35,812
   General and administrative
      (Note 2)                                   26,219            24,932
                                               --------          --------
                                               $ 53,251          $ 60,744
                                               --------          --------

NET INCOME                                     $215,068          $113,839
                                               ========          ========
GENERAL PARTNER - NET INCOME                   $ 23,723          $  7,078
                                               ========          ========
LIMITED PARTNERS - NET INCOME                  $191,345          $106,761
                                               ========          ========
NET INCOME per unit                            $   2.12          $   1.18
                                               ========          ========
UNITS OUTSTANDING                                90,094            90,094
                                               ========          ========





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


                                      -7-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-2
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                 $687,453          $455,894
   Interest income                                5,552             2,458
   Gain on sale of Net Profits
      Interests                                  26,051               652
                                               --------          --------
                                               $719,056          $459,004

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                $ 87,584          $131,364
   General and administrative
      (Note 2)                                   83,568            82,061
                                               --------          --------
                                               $171,152          $213,425
                                               --------          --------

NET INCOME                                     $547,904          $245,579
                                               ========          ========
GENERAL PARTNER - NET INCOME                   $ 62,118          $ 17,411
                                               ========          ========
LIMITED PARTNERS - NET INCOME                  $485,786          $228,168
                                               ========          ========
NET INCOME per unit                            $   5.39          $   2.53
                                               ========          ========
UNITS OUTSTANDING                                90,094            90,094
                                               ========          ========





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


                                      -8-
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-2
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


                                                  2000               1999
                                                --------          ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $547,904           $245,579
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depletion of Net Profits
        Interests                                 87,584            131,364
      Gain on sale of Net Profits
        Interests                              (  26,051)         (     652)
      Increase in accounts receivable -
        Net Profits                            (  60,544)         (  58,024)
                                                --------           --------
Net cash provided by operating
   activities                                   $548,893           $318,267
                                                --------           --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($ 12,176)         ($  8,846)
   Proceeds from sale of Net Profits
      Interests                                   29,292              2,670
                                                --------           --------
Net cash provided (used) by investing
   activities                                   $ 17,116          ($  6,176)
                                                --------           --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($493,994)         ($265,417)
                                                --------           --------
Net cash used by financing activities          ($493,994)         ($265,417)
                                                --------           --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $ 72,015           $ 46,674

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           148,106             78,435
                                                --------           --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $220,121           $125,109
                                                ========           ========



         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


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

CURRENT ASSETS:
   Cash and cash equivalents                  $  409,203        $  284,040
   Accounts receivable:
      Net Profits                                365,337           251,484
                                              ----------        ----------
        Total current assets                  $  774,540        $  535,524

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               1,449,508         1,595,636
                                              ----------        ----------
                                              $2,224,048        $2,131,160
                                              ==========        ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   78,257)      ($  113,709)
   Limited Partners, issued and
      outstanding, 169,637 units               2,302,305         2,244,869
                                              ----------        ----------
        Total Partners' capital               $2,224,048        $2,131,160
                                              ==========        ==========




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



                                      -10-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                  $464,186          $322,339
   Interest income                                 4,235             1,866
   Gain on sale of Net Profits
      Interests                                   31,644                 -
                                                --------          --------
                                                $500,065          $324,205

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 50,181          $ 66,778
   General and administrative
      (Note 2)                                    48,514            46,938
                                                --------          --------
                                                $ 98,695          $113,716
                                                --------          --------

NET INCOME                                      $401,370          $210,489
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 44,230          $ 13,103
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $357,140          $197,386
                                                ========          ========
NET INCOME per unit                             $   2.11          $   1.16
                                                ========          ========
UNITS OUTSTANDING                                169,637           169,637
                                                ========          ========



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



                                      -11-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                  $1,276,693        $852,103
   Interest income                                  11,009           4,856
   Gain on sale of Net Profits
      Interests                                     48,189           1,252
                                                ----------        --------
                                                $1,335,891        $858,211

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $  162,410        $245,727
   General and administrative
      (Note 2)                                     155,757         154,359
                                                ----------        --------
                                                $  318,167        $400,086
                                                ----------        --------

NET INCOME                                      $1,017,724        $458,125
                                                ==========        ========
GENERAL PARTNER - NET INCOME                    $  100,932        $ 32,493
                                                ==========        ========
LIMITED PARTNERS - NET INCOME                   $  916,792        $425,632
                                                ==========        ========
NET INCOME per unit                             $     5.41        $   2.51
                                                ==========        ========
UNITS OUTSTANDING                                  169,637         169,637
                                                ==========        ========





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


                                      -12-
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


                                                   2000            1999
                                                ----------       ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $1,017,724        $458,125
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depletion of Net Profits
        Interests                                  162,410         245,727
      Gain on sale of Net Profits
        Interests                              (    48,189)      (   1,252)
      Increase in accounts receivable -
        Net Profits                            (   113,853)      ( 109,522)
                                                ----------        --------
Net cash provided by operating
   activities                                   $1,018,092        $593,078
                                                ----------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   22,468)      ($ 16,469)
   Proceeds from sale of Net Profits
      Interests                                     54,375           4,849
                                                ----------        --------
Net cash provided (used) by investing
   activities                                   $   31,907       ($ 11,620)
                                                ----------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($  924,836)      ($493,596)
                                                ----------        --------
Net cash used by financing activities          ($  924,836)      ($493,596)
                                                ----------        --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $  125,163        $ 87,862

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             284,040         146,246
                                                ----------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  409,203        $234,108
                                                ==========        ========



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


                                      -13-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


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

CURRENT ASSETS:
   Cash and cash equivalents                  $  339,654        $  188,928
   Accounts receivable:
      Net Profits                                406,106           255,972
                                              ----------        ----------
        Total current assets                  $  745,760        $  444,900

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                 738,094           892,659
                                              ----------        ----------
                                              $1,483,854        $1,337,559
                                              ==========        ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   66,856)      ($   80,321)
   Limited Partners, issued and
      outstanding, 126,306 units               1,550,710         1,417,880
                                              ----------        ----------
        Total Partners' capital               $1,483,854        $1,337,559
                                              ==========        ==========





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



                                      -14-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                  $426,208          $215,501
   Interest income                                 3,188             1,321
   Gain on sale of Net
      Profits Interests                            4,702                 -
                                                --------          --------
                                                $434,098          $216,822

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 49,206          $ 50,628
   General and administrative
      (Note 2)                                    36,303            34,958
                                                --------          --------
                                                $ 85,509          $ 85,586
                                                --------          --------

NET INCOME                                      $348,589          $131,236
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 38,968          $  8,521
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $309,621          $122,175
                                                ========          ========
NET INCOME per unit                             $   2.45          $    .97
                                                ========          ========
UNITS OUTSTANDING                                126,306           126,306
                                                ========          ========



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



                                      -15-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                  $968,966          $546,129
   Interest income                                 7,715             3,190
   Gain on sale of Net
      Profits Interests                            5,225               410
                                                --------          --------
                                                $981,906          $549,729

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $139,323          $164,883
   General and administrative
      (Note 2)                                   116,364           114,567
                                                --------          --------
                                                $255,687          $279,450
                                                --------          --------

NET INCOME                                      $726,219          $270,279
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 84,389          $ 19,950
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $641,830          $250,329
                                                ========          ========
NET INCOME per unit                             $   5.08          $   1.98
                                                ========          ========
UNITS OUTSTANDING                                126,306           126,306
                                                ========          ========






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



                                      -16-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


                                                  2000            1999
                                                ---------       --------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $726,219        $270,279
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depletion of Net Profits
        Interests                                139,323         164,883
      Gain on sale of Net Profits
        Interests                              (   5,225)      (     410)
      Increase in accounts receivable -
        Net Profits                            ( 150,134)      (  62,745)
                                                --------        --------
Net cash provided by operating
   activities                                   $710,183        $372,007
                                                --------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($    594)      ($  6,102)
   Proceeds from sale of Net Profits
      Interests                                   21,061           5,080
                                                --------        --------
Net cash provided (used) by investing
   activities                                   $ 20,467       ($  1,022)
                                                --------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($579,924)      ($301,661)
                                                --------        --------
Net cash used by financing activities          ($579,924)      ($301,661)
                                                --------        --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $150,726        $ 69,324

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           188,928         101,652
                                                --------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $339,654        $170,976
                                                ========        ========






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


                                      -17-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


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

CURRENT ASSETS:
   Cash and cash equivalents                   $  351,378       $  217,441
   Accounts receivable:
      Net Profits                                 307,727          180,909
                                               ----------       ----------
        Total current assets                   $  659,105       $  398,350

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                  727,203          836,971
                                               ----------       ----------
                                               $1,386,308       $1,235,321
                                               ==========       ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   63,397)     ($   68,638)
   Limited Partners, issued and
      outstanding, 118,449 units                1,449,705        1,303,959
                                               ----------       ----------
        Total Partners' capital                $1,386,308       $1,235,321
                                               ==========       ==========







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



                                      -18-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)



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

REVENUES:
   Net Profits                                  $404,290          $230,347
   Interest income                                 3,796             1,554
                                                --------          --------
                                                $408,086          $231,901

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 39,905          $ 49,457
   General and administrative
      (Note 2)                                    34,101            32,777
                                                --------          --------
                                                $ 74,006          $ 82,234
                                                --------          --------

NET INCOME                                      $334,080          $149,667
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 18,110          $  9,384
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $315,970          $140,283
                                                ========          ========
NET INCOME per unit                             $   2.67          $   1.19
                                                ========          ========
UNITS OUTSTANDING                                118,449           118,449
                                                ========          ========








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



                                      -19-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)



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

REVENUES:
   Net Profits                                  $941,069          $574,192
   Interest income                                 9,118             4,167
   Gain on sale of Net Profits
      Interests                                   49,040                 -
                                                --------          --------
                                                $999,227          $578,359

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $112,605          $154,448
   General and administrative
      (Note 2)                                   109,261           107,702
                                                --------          --------
                                                $221,866          $262,150
                                                --------          --------

NET INCOME                                      $777,361          $316,209
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 41,615          $ 21,780
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $735,746          $294,429
                                                ========          ========
NET INCOME per unit                             $   6.21          $   2.49
                                                ========          ========
UNITS OUTSTANDING                                118,449           118,449
                                                ========          ========






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


                                      -20-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


                                                  2000             1999
                                                ---------       ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $777,361        $316,209
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depletion of Net Profits
        Interests                                112,605         154,448
      Gain on sale of Net Profits
        Interests                              (  49,040)              -
      Increase in accounts receivable -
        Net Profits                            ( 126,818)      (  40,267)
                                                --------        --------
Net cash provided by operating
   activities                                   $714,108        $430,390
                                                --------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($  2,837)      ($ 10,458)
   Proceeds from sale of Net Profits
      Interests                                   49,040               -
                                                --------        --------
Net cash provided (used) by investing
   activities                                   $ 46,203       ($ 10,458)
                                                --------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($626,374)      ($399,110)
                                                --------        --------
Net cash used by financing activities          ($626,374)      ($399,110)
                                                --------        --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $133,937        $ 20,822

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           217,441         166,487
                                                --------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $351,378        $187,309
                                                ========        ========






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


                                      -21-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS


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

CURRENT ASSETS:
   Cash and cash equivalents                   $  599,951       $  339,386
   Accounts receivable:
      Net Profits                                 399,380          177,661
                                               ----------       ----------
        Total current assets                   $  999,331       $  517,047

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                1,616,108        1,797,167
                                               ----------       ----------
                                               $2,615,439       $2,314,214
                                               ==========       ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   76,110)     ($   86,400)
   Limited Partners, issued and
      outstanding, 143,041 units                2,691,549        2,400,614
                                               ----------       ----------
        Total Partners' capital                $2,615,439       $2,314,214
                                               ==========       ==========






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



                                      -22-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                  $722,132          $440,245
   Interest income                                 5,857             2,362
                                                --------          --------
                                                $727,989          $442,607

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 79,141          $101,854
   General and administrative
      (Note 2)                                    41,038            39,578
                                                --------          --------
                                                $120,179          $141,432
                                                --------          --------

NET INCOME                                      $607,810          $301,175
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 33,263          $ 19,015
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $574,547          $282,160
                                                ========          ========
NET INCOME per unit                             $   4.02          $   1.97
                                                ========          ========
UNITS OUTSTANDING                                143,041           143,041
                                                ========          ========




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



                                      -23-
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                                $1,689,429        $  996,224
   Interest income                                13,632             6,497
   Gain on sale of Net Profits
      Interests                                   21,094                 -
                                              ----------        ----------
                                              $1,724,155        $1,002,721

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                               $  223,350        $  306,049
   General and administrative
      (Note 2)                                   131,600           130,369
                                              ----------        ----------
                                              $  354,950        $  436,418
                                              ----------        ----------

NET INCOME                                    $1,369,205        $  566,303
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   76,270        $   40,232
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,292,935        $  526,071
                                              ==========        ==========
NET INCOME per unit                           $     9.04        $     3.68
                                              ==========        ==========
UNITS OUTSTANDING                                143,041           143,041
                                              ==========        ==========




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


                                      -24-
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2000 AND 1999
                                   (Unaudited)


                                                2000               1999
                                              ---------         ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $1,369,205          $566,303
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depletion of Net Profits
        Interests                                223,350           306,049
      Gain on sale of Net Profits
        Interests                            (    21,094)                -
      Increase in accounts receivable -
         Net Profits                         (   221,719)        ( 122,947)
                                              ----------          --------
Net cash provided by operating
   activities                                 $1,349,742          $749,405
                                              ----------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   42,291)        ($ 11,281)
   Proceeds from sale of Net Profits
      Interests                                   21,094             1,491
                                              ----------          --------
Net cash used by investing activities        ($   21,197)        ($  9,790)
                                              ----------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,067,980)        ($728,794)
                                              ----------          --------
Net cash used by financing activities        ($1,067,980)        ($728,794)
                                              ----------          --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                $  260,565          $ 10,821

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           339,386           300,324
                                              ----------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  599,951          $311,145
                                              ==========          ========



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



                                      -25-
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS
             CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000
                                   (Unaudited)

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

      The combined balance sheets as of September 30, 2000,  combined statements
      of operations  for the three and nine months ended  September 30, 2000 and
      1999,  and  combined  statements  of cash flows for the nine months  ended
      September 30, 2000 and 1999 have been prepared by Geodyne Resources, Inc.,
      the General  Partner of the Geodyne  Institutional/Pension  Energy  Income
      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 September 30, 2000,  the combined  results of operations  for the three
      and nine months ended  September 30, 2000 and 1999,  and the combined cash
      flows for the nine months ended September 30, 2000 and 1999.

      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, 1999. The
      results of  operations  for the period  ended  September  30, 2000 are not
      necessarily indicative of the results to be expected for the full year.

      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 the  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.





                                      -26-
<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.

      The  Partnerships  do  not  directly  bear  capital  costs.  However,  the
      Partnerships  indirectly bear certain capital costs incurred by the owners
      of the  Working  Interests  to the extent such  capital  costs are charged
      against the applicable oil and gas revenues in calculating the Net Profits
      payable to the Partnerships.  For financial  reporting purposes only, such
      capital costs are reported as capital  expenditures  in the  Partnerships'
      Statements of Cash Flows.


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  September 30, 2000 the following  payments were made to the General
      Partner or its affiliates by the Partnerships:




                                      -27-
<PAGE>




                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               P-1                   $2,856                  $28,440
               P-2                    2,510                   23,709
               P-3                    3,874                   44,640
               P-4                    3,063                   33,240
               P-5                    2,931                   31,170
               P-6                    3,397                   37,641

      During the nine months ended  September  30, 2000 the  following  payments
      were made to the General Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               P-1                  $14,628                 $ 85,320
               P-2                   12,441                   71,127
               P-3                   21,837                  133,920
               P-4                   16,644                   99,720
               P-5                   15,751                   93,510
               P-6                   18,677                  112,923

      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.





                                      -28-
<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 Partnerships.

      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



                                      -29-
<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 September 30, 2000 and the
      net revenue  generated  from future  operations  will  provide  sufficient
      working capital to meet current and future obligations.





                                      -30-
<PAGE>




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

      GENERAL DISCUSSION

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

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

      P-1 PARTNERSHIP

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

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $312,575         $229,741
      Barrels produced                               4,127            5,492
      Mcf produced                                  73,707           72,924
      Average price/Bbl                           $  28.42         $  21.48
      Average price/Mcf                           $   3.41         $   2.30

      As shown in the table above,  total Net Profits  increased $82,834 (36.1%)
      for the three  months  ended  September  30, 2000 as compared to the three
      months ended September 30, 1999. Of this increase,  approximately  $29,000
      and $82,000, respectively, were related to increases in the average prices
      of oil and gas sold.  These increases were partially  offset by a decrease
      of approximately $29,000 related to a



                                      -31-
<PAGE>



      decrease  in volumes  of oil sold.  Volumes  of oil sold  decreased  1,365
      barrels,  while volumes of gas sold increased 783 Mcf for the three months
      ended  September 30, 2000 as compared to the three months ended  September
      30,  1999.  The decrease in volumes of oil sold was  primarily  due to (i)
      positive  prior period  volume  adjustments  made by the  operators on two
      significant  wells during the three months  ended  September  30, 1999 and
      (ii) normal declines in production.  Average oil and gas prices  increased
      to $28.42 per barrel and $3.41 per Mcf, respectively, for the three months
      ended  September  30,  2000  from  $21.48  per  barrel  and $2.30 per Mcf,
      respectively, for the three months ended September 30, 1999.

      Depletion of Net Profits Interests decreased $11,245 (25.9%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the  estimates of remaining  oil and gas reserves at December 31, 1999 and
      the decrease in volumes of oil sold. As a percentage of Net Profits,  this
      expense  decreased to 10.3% for the three months ended  September 30, 2000
      from 18.9% for the three months ended  September 30, 1999. This percentage
      decrease was primarily  due to the increases in the average  prices of oil
      and gas sold.

      General and administrative  expenses increased $1,395 (4.7%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased  to 10.0% for the three  months  ended  September  30, 2000 from
      13.0% for the three  months ended  September  30,  1999.  This  percentage
      decrease was primarily due to the increase in Net Profits.

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

                                               Nine Months Ended September 30,
                                               -------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $896,241         $585,395
      Barrels produced                              14,610           19,288
      Mcf produced                                 237,938          276,290
      Average price/Bbl                           $  27.92         $  15.00
      Average price/Mcf                           $   2.85         $   1.81

      As shown in the table above,  total Net Profits increased $310,846 (53.1%)
      for the nine  months  ended  September  30,  2000 as  compared to the nine
      months ended September 30, 1999. Of this increase,  approximately $189,000
      and  $248,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas  sold.  These  increases  were  partially  offset by
      decreases of approximately $70,000 and



                                      -32-
<PAGE>



      $69,000,  respectively,  related  to  decreases  in volumes of oil and gas
      sold.  Volumes of oil and gas sold decreased 4,678 barrels and 38,352 Mcf,
      respectively,  for the nine months ended September 30, 2000 as compared to
      the nine months ended  September 30, 1999.  The decrease in volumes of oil
      sold was  primarily due to (i) positive  prior period  volume  adjustments
      made by the  operators  on  several  wells  during the nine  months  ended
      September 30, 1999 and (ii) normal declines in production. The decrease in
      volumes  of gas sold was  primarily  due to (i) a  positive  prior  period
      volume  adjustment made by the operator on one significant well during the
      nine months ended September 30, 1999, (ii) the P-1  Partnership's  receipt
      of a decreased percentage of sales due to gas balancing on two significant
      wells during the nine months ended  September  30, 2000,  and (iii) normal
      declines in production. Average oil and gas prices increased to $27.92 per
      barrel  and  $2.85  per  Mcf,  respectively,  for the  nine  months  ended
      September 30, 2000 from $15.00 per barrel and $1.81 per Mcf, respectively,
      for the nine months ended September 30, 1999.

      Depletion of Net Profits Interests  decreased $54,366 (33.8%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30, 1999.  This  decrease was primarily due to the decreases in
      volumes  of oil and gas sold and  upward  revisions  in the  estimates  of
      remaining  oil and gas reserves at December 31, 1999.  As a percentage  of
      Net  Profits,  this  expense  decreased to 11.9% for the nine months ended
      September  30, 2000 from 27.5% for the nine  months  ended  September  30,
      1999. This  percentage  decrease was primarily due to the increases in the
      average prices of oil and gas sold.

      General and  administrative  expenses increased $1,527 (1.6%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 11.2% for the nine months ended September 30, 2000 from 16.8%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2000 were  $12,530,558  or 115.94% of the Limited  Partners'  capital
      contributions.





                                      -33-
<PAGE>




      P-2 PARTNERSHIP

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

                                               Three Months Ended September 30,
                                               --------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $249,058         $173,641
      Barrels produced                               2,913            3,869
      Mcf produced                                  60,875           60,719
      Average price/Bbl                           $  28.45         $  21.55
      Average price/Mcf                           $   3.51         $   2.29

      As shown in the table above,  total Net Profits  increased $75,417 (43.4%)
      for the three  months  ended  September  30, 2000 as compared to the three
      months ended September 30, 1999. Of this increase,  approximately  $20,000
      and $74,000, respectively, were related to increases in the average prices
      of oil and gas sold.  These increases were partially  offset by a decrease
      of  approximately  $21,000  related to a decrease  in volumes of oil sold.
      Volumes  of oil sold  decreased  956  barrels,  while  volumes of gas sold
      increased  156  Mcf for the  three  months  ended  September  30,  2000 as
      compared to the three months  ended  September  30, 1999.  The decrease in
      volumes of oil sold was primarily due to (i) positive  prior period volume
      adjustments  made by the  operators  on two  significant  wells during the
      three  months  ended  September  30,  1999 and  (ii)  normal  declines  in
      production.  Average oil and gas prices increased to $28.45 per barrel and
      $3.51 per Mcf, respectively, for the three months ended September 30, 2000
      from  $21.55  per barrel  and $2.29 per Mcf,  respectively,  for the three
      months ended September 30, 1999.

      Depletion of Net Profits Interests  decreased $8,780 (24.5%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the  estimates of remaining  oil and gas reserves at December 31, 1999 and
      the decrease in volumes of oil sold. As a percentage of Net Profits,  this
      expense  decreased to 10.9% for the three months ended  September 30, 2000
      from 20.6% for the three months ended  September 30, 1999. This percentage
      decrease was primarily  due to the increases in the average  prices of oil
      and gas sold.





                                      -34-
<PAGE>




      General and administrative  expenses increased $1,287 (5.2%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased  to 10.5% for the three  months  ended  September  30, 2000 from
      14.4% for the three  months ended  September  30,  1999.  This  percentage
      decrease was primarily due to the increase in Net Profits.

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

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                   2000             1999
                                                 --------         --------
      Net Profits                                $687,453         $455,894
      Barrels produced                             10,274           13,756
      Mcf produced                                192,221          225,347
      Average price/Bbl                          $  27.92         $  14.99
      Average price/Mcf                          $   2.91         $   1.86

      As shown in the table above,  total Net Profits increased $231,559 (50.8%)
      for the nine  months  ended  September  30,  2000 as  compared to the nine
      months ended September 30, 1999. Of this increase,  approximately $133,000
      and  $200,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas  sold.  These  increases  were  partially  offset by
      decreases of approximately $52,000 and $62,000,  respectively,  related to
      decreases  in  volumes  of oil and gas sold.  Volumes  of oil and gas sold
      decreased 3,482 barrels and 33,126 Mcf, respectively,  for the nine months
      ended  September  30, 2000 as compared to the nine months ended  September
      30,  1999.  The decrease in volumes of oil sold was  primarily  due to (i)
      positive prior period volume  adjustments made by the operators on several
      wells  during the nine  months  ended  September  30, 1999 and (ii) normal
      declines in production.  The decrease in volumes of gas sold was primarily
      due to (i) a positive prior period volume  adjustment made by the operator
      on one  significant  well during the nine months ended September 30, 1999,
      (ii) the P-2 Partnership's  receipt of a decreased percentage of sales due
      to gas  balancing  on two  significant  wells during the nine months ended
      September 30, 2000, and (iii) normal  declines in production.  Average oil
      and gas  prices  increased  to  $27.92  per  barrel  and  $2.91  per  Mcf,
      respectively, for the nine months ended September 30, 2000 from $14.99 per
      barrel  and  $1.86  per  Mcf,  respectively,  for the  nine  months  ended
      September 30, 1999.




                                      -35-
<PAGE>




      Depletion of Net Profits Interests  decreased $43,780 (33.3%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30, 1999.  This  decrease was primarily due to the decreases in
      volumes  of oil and gas sold and  upward  revisions  in the  estimates  of
      remaining  oil and gas reserves at December 31, 1999.  As a percentage  of
      Net  Profits,  this  expense  decreased to 12.7% for the nine months ended
      September  30, 2000 from 28.8% for the nine  months  ended  September  30,
      1999. This  percentage  decrease was primarily due to the increases in the
      average prices of oil and gas sold.

      General and  administrative  expenses increased $1,507 (1.8%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 12.2% for the nine months ended September 30, 2000 from 18.0%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2000 were  $9,541,561  or 105.91% of the  Limited  Partners'  capital
      contributions.

      P-3 PARTNERSHIP

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

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $464,186         $322,339
      Barrels produced                               5,385            7,152
      Mcf produced                                 113,848          113,597
      Average price/Bbl                           $  28.44         $  21.57
      Average price/Mcf                           $   3.51         $   2.29

      As shown in the table above,  total Net Profits increased $141,847 (44.0%)
      for the three  months  ended  September  30, 2000 as compared to the three
      months ended September 30, 1999. Of this increase,  approximately  $37,000
      and  $140,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas sold.  These  increases were  partially  offset by a
      decrease of approximately  $38,000 related to a decrease in volumes of oil
      sold.  Volumes of oil sold decreased  1,767 barrels,  while volumes of gas
      sold  increased  251 Mcf for the three months ended  September 30, 2000 as
      compared to the three months  ended  September  30, 1999.  The decrease in
      volumes of oil sold was primarily due to (i) positive  prior period volume
      adjustments  made by the  operators  on two  significant  wells during the
      three months



                                      -36-
<PAGE>



      ended September 30, 1999 and (ii) normal  declines in production.  Average
      oil and gas  prices  increased  to $28.44  per  barrel  and $3.51 per Mcf,
      respectively,  for the three months ended  September  30, 2000 from $21.57
      per barrel and $2.29 per Mcf,  respectively,  for the three  months  ended
      September 30, 1999.

      Depletion of Net Profits Interests decreased $16,597 (24.9%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the  estimates of remaining  oil and gas reserves at December 31, 1999 and
      the decrease in volumes of oil sold. As a percentage of Net Profits,  this
      expense  decreased to 10.8% for the three months ended  September 30, 2000
      from 20.7% for the three months ended  September 30, 1999. This percentage
      decrease was primarily  due to the increases in the average  prices of oil
      and gas sold.

      General and administrative  expenses increased $1,576 (3.4%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased  to 10.5% for the three  months  ended  September  30, 2000 from
      14.6% for the three  months ended  September  30,  1999.  This  percentage
      decrease was primarily due to the increase in Net Profits.

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

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                   2000              1999
                                                ----------         --------
      Net Profits                               $1,276,693         $852,103
      Barrels produced                              18,997           25,502
      Mcf produced                                 359,055          422,909
      Average price/Bbl                         $    27.92         $  14.98
      Average price/Mcf                         $     2.90         $   1.87

      As shown in the table above,  total Net Profits increased $424,590 (49.8%)
      for the nine  months  ended  September  30,  2000 as  compared to the nine
      months ended September 30, 1999. Of this increase,  approximately $246,000
      and  $372,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas  sold.  These  increases  were  partially  offset by
      decreases of approximately $97,000 and $119,000, respectively,  related to
      decreases  in  volumes  of oil and gas sold.  Volumes  of oil and gas sold
      decreased 6,505 barrels and 63,854 Mcf, respectively,  for the nine months
      ended  September  30, 2000 as compared to the nine months ended  September
      30,  1999.  The decrease in volumes of oil sold was  primarily  due to (i)
      positive prior period volume  adjustments made by the operators on several
      wells



                                      -37-
<PAGE>



      during the nine months ended  September 30, 1999 and (ii) normal  declines
      in  production.  The decrease in volumes of gas sold was  primarily due to
      (i) a positive prior period volume  adjustment made by the operator on one
      significant well during the nine months ended September 30, 1999, (ii) the
      P-3  Partnership's  receipt of a decreased  percentage of sales due to gas
      balancing on two significant  wells during the nine months ended September
      30, 2000,  and (iii) normal  declines in  production.  Average oil and gas
      prices increased to $27.92 per barrel and $2.90 per Mcf, respectively, for
      the nine months ended  September 30, 2000 from $14.98 per barrel and $1.87
      per Mcf, respectively, for the nine months ended September 30, 1999.

      Depletion of Net Profits Interests  decreased $83,317 (33.9%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30, 1999.  This  decrease was primarily due to the decreases in
      volumes  of oil and gas sold and  upward  revisions  in the  estimates  of
      remaining  oil and gas reserves at December 31, 1999.  As a percentage  of
      Net  Profits,  this  expense  decreased to 12.7% for the nine months ended
      September  30, 2000 from 28.8% for the nine  months  ended  September  30,
      1999. This  percentage  decrease was primarily due to the increases in the
      average prices of oil and gas sold.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2000 as compared to the nine months ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 12.2% for the nine months ended September 30, 2000 from 18.1%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in Net Profits.

      The P-3 Partnership achieved payout during the nine months ended September
      30, 2000.  After payout,  operations and revenues for the P-3  Partnership
      have been and will be allocated using the after payout percentages.  After
      payout  percentages  allocate  operating  income and  expenses  10% to the
      General Partner and 90% to the Limited Partners.  Before payout, operating
      income and expenses  were  allocated 5% to the General  Partner and 95% to
      the Limited Partners. See the Partnerships' Annual Report on Form 10-K for
      the year ended December 31, 1999 for a further  discussion of pre and post
      payout allocations of income and expense.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2000 were  $17,311,401  or 102.05% of the Limited  Partners'  capital
      contributions.




                                      -38-
<PAGE>




      P-4 PARTNERSHIP

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

                                             Three Months Ended September 30,
                                             --------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $426,208         $215,501
      Barrels produced                               6,218            4,416
      Mcf produced                                  87,791           81,223
      Average price/Bbl                           $  29.33         $  20.10
      Average price/Mcf                           $   4.13         $   2.51

      As shown in the table above,  total Net Profits increased $210,707 (97.8%)
      for the three  months  ended  September  30, 2000 as compared to the three
      months ended September 30, 1999. Of this increase,  approximately  $57,000
      and  $143,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas sold and  approximately  $36,000  was  related to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $42,000 related to an increase in production
      expenses.  Volumes of oil and gas sold  increased  1,802 barrels and 6,568
      Mcf,  respectively,  for the three  months  ended  September  30,  2000 as
      compared to the three months  ended  September  30, 1999.  The increase in
      volumes of oil sold was primarily due to increased production on two wells
      following successful workovers completed during late 1999. The increase in
      production  expenses was  primarily  due to (i) an increase in  production
      taxes  associated  with the increases in the average prices of oil and gas
      sold and (ii) workover  expenses  incurred on two significant wells during
      the three months  ended  September  30,  2000.  Average oil and gas prices
      increased  to $29.33 per barrel and $4.13 per Mcf,  respectively,  for the
      three months ended September 30, 2000 from $20.10 per barrel and $2.51 per
      Mcf, respectively, for the three months ended September 30, 1999.

      Depletion of Net Profits  Interests  decreased $1,422 (2.8%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. As a percentage of Net Profits, this expense decreased
      to 11.5% for the three months ended  September 30, 2000 from 23.5% for the
      three  months  ended  September  30, 1999.  This  percentage  decrease was
      primarily due to the increases in the average prices of oil and gas sold.




                                      -39-
<PAGE>




      General and administrative  expenses increased $1,345 (3.8%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 8.5% for the three months ended September 30, 2000 from 16.2%
      for the three months ended September 30, 1999.  This  percentage  decrease
      was primarily due to the increase in Net Profits.

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

                                              Nine Months Ended September 30,
                                              ------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $968,966         $546,129
      Barrels produced                              17,186           13,493
      Mcf produced                                 251,091          269,857
      Average price/Bbl                           $  28.62         $  15.28
      Average price/Mcf                           $   3.27         $   2.10

      As shown in the table above,  total Net Profits increased $422,837 (77.4%)
      for the nine  months  ended  September  30,  2000 as  compared to the nine
      months ended September 30, 1999. Of this increase,  approximately $229,000
      and  $294,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas sold and  approximately  $56,000  was  related to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of approximately  $118,000 related to an increase in production
      expenses.  Volumes of oil sold increased  3,693 barrels,  while volumes of
      gas sold decreased 18,766 Mcf for the nine months ended September 30, 2000
      as compared to the nine months ended  September 30, 1999.  The increase in
      volumes of oil sold was primarily due to increased production on two wells
      following successful workovers completed during late 1999. The increase in
      production  expenses was  primarily  due to (i) an increase in  production
      taxes  associated  with the increases in the average prices of oil and gas
      sold and (ii) workover expenses incurred on three significant wells during
      the nine  months  ended  September  30,  2000.  Average oil and gas prices
      increased  to $28.62 per barrel and $3.27 per Mcf,  respectively,  for the
      nine months ended  September 30, 2000 from $15.28 per barrel and $2.10 per
      Mcf, respectively, for the nine months ended September 30, 1999.

      Depletion of Net Profits Interests  decreased $25,560 (15.5%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the  estimates of remaining  oil and gas reserves at December 31, 1999 and
      the decrease in volumes of gas sold. As a percentage of Net Profits,  this
      expense decreased to 14.4% for the nine months



                                      -40-
<PAGE>



      ended  September  30, 2000 from 30.2% for the nine months ended  September
      30, 1999. This  percentage  decrease was primarily due to the increases in
      the average prices of oil and gas sold.

      General and  administrative  expenses increased $1,797 (1.6%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 12.0% for the nine months ended September 30, 2000 from 21.0%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2000 were  $13,143,945  or 104.06% of the Limited  Partners'  capital
      contributions.

      P-5 PARTNERSHIP

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

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $404,290         $230,347
      Barrels produced                               1,143            1,417
      Mcf produced                                 124,702          116,176
      Average price/Bbl                           $  31.93         $  21.56
      Average price/Mcf                           $   3.84         $   2.32

      As shown in the table above,  total Net Profits increased $173,943 (75.5%)
      for the three  months  ended  September  30, 2000 as compared to the three
      months ended September 30, 1999. Of this increase,  approximately $190,000
      was  related  to an  increase  in  the  average  price  of  gas  sold  and
      approximately  $20,000  was related to an increase in volumes of gas sold.
      These  increases  were  partially  offset by a decrease  of  approximately
      $42,000 related to an increase in production expenses. Volumes of oil sold
      decreased 274 barrels,  while volumes of gas sold increased  8,526 Mcf for
      the three months ended  September 30, 2000 as compared to the three months
      ended  September  30,  1999.  The  decrease  in  volumes  of oil  sold was
      primarily due to normal declines in production. The increase in production
      expenses  was  primarily  due to  (i)  an  increase  in  production  taxes
      associated  with the increases in the average  prices of oil and gas sold,
      (ii) positive prior period lease operating expense adjustments made by the
      operator on several  wells  during the three months  ended  September  30,
      2000, and (iii) workover  expenses incurred on one significant well during
      the three months  ended  September  30,  2000.  Average oil and gas prices
      increased to $31.93 per barrel and $3.84 per Mcf,



                                      -41-
<PAGE>



      respectively,  for the three months ended  September  30, 2000 from $21.56
      per barrel and $2.32 per Mcf,  respectively,  for the three  months  ended
      September 30, 1999.

      Depletion of Net Profits Interests  decreased $9,552 (19.3%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the estimates of remaining oil and gas reserves at December 31, 1999. As a
      percentage  of Net Profits,  this expense  decreased to 9.9% for the three
      months  ended  September  30, 2000 from 21.5% for the three  months  ended
      September  30, 1999.  This  percentage  decrease was  primarily due to the
      increases in the average prices of oil and gas sold.

      General and administrative  expenses increased $1,324 (4.0%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 8.4% for the three months ended September 30, 2000 from 14.2%
      for the three months ended September 30, 1999.  This  percentage  decrease
      was primarily due to the increase in Net Profits.

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

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $941,069         $574,192
      Barrels produced                               4,361            5,378
      Mcf produced                                 345,062          357,095
      Average price/Bbl                           $  28.89         $  15.84
      Average price/Mcf                           $   3.15         $   1.89

      As shown in the table above,  total Net Profits increased $366,877 (63.9%)
      for the nine  months  ended  September  30,  2000 as  compared to the nine
      months ended September 30, 1999. Of this increase,  approximately  $57,000
      and  $437,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas sold.  These  increases were  partially  offset by a
      decrease of  approximately  $88,000  related to an increase in  production
      expenses.  Volumes of oil and gas sold decreased  1,017 barrels and 12,033
      Mcf,  respectively,  for the  nine  months  ended  September  30,  2000 as
      compared to the nine months  ended  September  30,  1999.  The decrease in
      volumes of oil sold was  primarily due to normal  declines in  production.
      The increase in  production  expenses was primarily due to (i) an increase
      in production taxes associated with the increases in the average prices of
      oil and gas sold and (ii) workover  expenses  incurred on one  significant
      well during the nine months ended September 30, 2000.  Average oil and gas
      prices increased to $28.89 per



                                      -42-
<PAGE>



      barrel  and  $3.15  per  Mcf,  respectively,  for the  nine  months  ended
      September 30, 2000 from $15.84 per barrel and $1.89 per Mcf, respectively,
      for the nine months ended September 30, 1999.

      Depletion of Net Profits Interests  decreased $41,843 (27.1%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the  estimates of remaining  oil and gas reserves at December 31, 1999 and
      the  decreases  in volumes  of oil and gas sold.  As a  percentage  of Net
      Profits,  this  expense  decreased  to  12.0%  for the nine  months  ended
      September  30, 2000 from 26.9% for the nine  months  ended  September  30,
      1999. This  percentage  decrease was primarily due to the increases in the
      average prices of oil and gas sold.

      General and  administrative  expenses increased $1,559 (1.4%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 11.6% for the nine months ended September 30, 2000 from 18.8%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2000  were  $8,567,759  or 72.33% of the  Limited  Partners'  capital
      contributions.

      P-6 PARTNERSHIP

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

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2000             1999
                                                  --------         --------
      Net Profits                                 $722,132         $440,245
      Barrels produced                               2,971            5,560
      Mcf produced                                 220,785          215,064
      Average price/Bbl                           $  27.52         $  19.42
      Average price/Mcf                           $   3.79         $   2.36

      As shown in the table above,  total Net Profits increased $281,887 (64.0%)
      for the three  months  ended  September  30, 2000 as compared to the three
      months ended September 30, 1999. Of this increase,  approximately $318,000
      was  related  to an  increase  in the  average  price of gas  sold,  which
      increase  was  partially  offset by a decrease  of  approximately  $50,000
      related  to a  decrease  in  volumes  of oil  sold.  Volumes  of oil  sold
      decreased 2,589 barrels, while volumes of gas sold increased 5,721 Mcf for
      the three months ended  September 30, 2000 as compared to the three months
      ended



                                      -43-
<PAGE>



      September 30, 1999.  The decrease in volumes of oil sold was primarily due
      to (i) positive prior period volume  adjustments made by the purchasers on
      several  wells  during the three  months ended  September  30, 1999,  (ii)
      sporadic oil sales in 2000 on several wells in one field, and (iii) normal
      declines in production. Average oil and gas prices increased to $27.52 per
      barrel  and  $3.79  per Mcf,  respectively,  for the  three  months  ended
      September 30, 2000 from $19.42 per barrel and $2.36 per Mcf, respectively,
      for the three months ended September 30, 1999.

      Depletion of Net Profits Interests decreased $22,713 (22.3%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September 30, 1999. This decrease was primarily due to upward revisions in
      the estimates of remaining oil and gas reserves at December 31, 1999. As a
      percentage of Net Profits,  this expense  decreased to 11.0% for the three
      months  ended  September  30, 2000 from 23.1% for the three  months  ended
      September  30, 1999.  This  percentage  decrease was  primarily due to the
      increases in the average prices of oil and gas sold.

      General and administrative  expenses increased $1,460 (3.7%) for the three
      months  ended  September  30, 2000 as compared to the three  months  ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 5.7% for the three months ended  September 30, 2000 from 9.0%
      for the three months ended September 30, 1999.  This  percentage  decrease
      was primarily due to the increase in Net Profits.

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

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                     2000            1999
                                                  ----------       --------
      Net Profits                                 $1,689,429       $996,224
      Barrels produced                                10,647         14,798
      Mcf produced                                   609,532        657,672
      Average price/Bbl                           $    27.74       $  15.27
      Average price/Mcf                           $     3.16       $   1.88

      As shown in the table above,  total Net Profits increased $693,205 (69.6%)
      for the nine  months  ended  September  30,  2000 as  compared to the nine
      months ended September 30, 1999. Of this increase,  approximately $133,000
      and  $780,000,  respectively,  were  related to  increases  in the average
      prices of oil and gas sold.  These  increases were  partially  offset by a
      decrease of approximately  $91,000 related to a decrease in volumes of gas
      sold.  Volumes of oil and gas sold decreased 4,151 barrels and 48,140 Mcf,
      respectively,  for the nine months ended September 30, 2000 as compared to
      the nine months ended September 30, 1999.



                                      -44-
<PAGE>



      The  decrease  in volumes of oil sold was  primarily  due to (i)  positive
      prior period volume  adjustments  made by the  purchasers on several wells
      during the three months ended  September 30, 1999, (ii) sporadic oil sales
      in 2000 on  several  wells in one  field,  and (iii)  normal  declines  in
      production.  Average oil and gas prices increased to $27.74 per barrel and
      $3.16 per Mcf, respectively,  for the nine months ended September 30, 2000
      from  $15.27  per  barrel  and $1.88 per Mcf,  respectively,  for the nine
      months ended September 30, 1999.

      Depletion of Net Profits Interests  decreased $82,699 (27.0%) for the nine
      months  ended  September  30, 2000 as  compared  to the nine months  ended
      September  30, 1999.  This  decrease was primarily due to the decreases in
      volumes  of oil and gas sold and  upward  revisions  in the  estimates  of
      remaining  oil and gas reserves at December 31, 1999.  As a percentage  of
      Net  Profits,  this  expense  decreased to 13.2% for the nine months ended
      September  30, 2000 from 30.7% for the nine  months  ended  September  30,
      1999. This  percentage  decrease was primarily due to the increases in the
      average prices of oil and gas sold.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2000 as compared to the nine months ended
      September  30,  1999.  As a  percentage  of Net  Profits,  these  expenses
      decreased to 7.8% for the nine months ended  September 30, 2000 from 13.1%
      for the nine months ended September 30, 1999. This percentage decrease was
      primarily due to the increase in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2000 were  $11,794,248  or 82.45% of the  Limited  Partners'  capital
      contributions.




                                      -45-
<PAGE>



ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK.

            The Partnerships do not hold any market risk sensitive instruments.




                                      -46-
<PAGE>



                          PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

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

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

     27.3 Financial  Data  Schedule  containing  summary  financial  information
          extracted  from  the  P-3  Partnership's  financial  statements  as of
          September  30, 2000 and for the nine months ended  September 30, 2000,
          filed herewith.

     27.4 Financial  Data  Schedule  containing  summary  financial  information
          extracted  from  the  P-4  Partnership's  financial  statements  as of
          September  30, 2000 and for the nine months ended  September 30, 2000,
          filed herewith.

     27.5 Financial  Data  Schedule  containing  summary  financial  information
          extracted  from  the  P-5  Partnership's  financial  statements  as of
          September  30, 2000 and for the nine months ended  September 30, 2000,
          filed herewith.

     27.6 Financial  Data  Schedule  containing  summary  financial  information
          extracted  from  the  P-6  Partnership's  financial  statements  as of
          September  30, 2000 and for the nine months ended  September 30, 2000,
          filed herewith.

          All other exhibits are omitted as inapplicable.

(b)  Reports on Form 8-K.

          None.



                                      -47-
<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:  November 13, 2000            By:       /s/Dennis R. Neill
                                       --------------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             President


Date:  November 13, 2000            By:      /s/Patrick M. Hall
                                       --------------------------------
                                            (Signature)
                                            Patrick M. Hall
                                            Principal Accounting Officer



                                      -48-
<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 September 30, 2000
            and for the nine months ended September 30, 2000, filed herewith.

27.2        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne  Institutional/Pension  Energy Income P-2
            Limited Partnership's  financial statements as of September 30, 2000
            and for the nine months ended September 30, 2000, 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 September 30,
            2000  and for the  nine  months  ended  September  30,  2000,  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 September 30,
            2000  and for the  nine  months  ended  September  30,  2000,  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 September 30,
            2000  and for the  nine  months  ended  September  30,  2000,  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 September 30,
            2000  and for the  nine  months  ended  September  30,  2000,  filed
            herewith.

            All other exhibits are omitted as inapplicable.





                                      -49-


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission