GEODYNE INSTITUTIONAL PENSION ENERGY INCOME P-1 LTD PTNSHIP
10-Q, 2000-08-14
CRUDE PETROLEUM & NATURAL GAS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

               QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                    OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarter ended June 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


                                         June 30,     December 31,
                                           2000           1999
                                        -----------   ------------

CURRENT ASSETS:
   Cash and cash equivalents            $  208,577     $  182,743
   Accounts receivable:
     Net Profits                           249,221        167,901
                                        ----------     ----------
       Total current assets             $  457,798     $  350,644

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method           938,097      1,003,826
                                        ----------     ----------
                                        $1,395,895     $1,354,470
                                        ==========     ==========

                          PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                     ($   67,044)   ($   77,417)
   Limited Partners, issued and
     outstanding, 108,074 units          1,462,939      1,431,887
                                        ----------     ----------
       Total Partners' capital          $1,395,895     $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 JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $293,033       $198,189
   Interest income                           2,352            828
   Gain on sale of Net Profits
     Interests                               6,618             34
                                          --------       --------
                                          $302,003       $199,051

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 32,748       $ 50,321
   General and administrative
     (Note 2)                               30,019         30,359
                                          --------       --------
                                          $ 62,767       $ 80,680
                                          --------       --------

NET INCOME                                $239,236       $118,371
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 26,635       $ 16,283
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $212,601       $102,088
                                          ========       ========
NET INCOME per unit                       $   1.97       $    .94
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $583,666       $355,654
   Interest income                           4,340          1,944
   Gain on sale of Net Profits
     Interests                              12,948            698
                                          --------       --------
                                          $600,954       $358,296

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 74,196       $117,317
   General and administrative
     (Note 2)                               68,652         68,520
                                          --------       --------
                                          $142,848       $185,837
                                          --------       --------

NET INCOME                                $458,106       $172,459
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 52,054       $ 27,610
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $406,052       $144,849
                                          ========       ========
NET INCOME per unit                       $   3.76       $   1.34
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)

                                            2000           1999
                                          ---------      ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $458,106       $172,459
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Depletion of Net Profits
       Interests                            74,196        117,317
     Gain on sale of Net Profits
       Interests                         (  12,948)     (     698)
     Increase in accounts receivable -
       Net Profits                       (  81,320)     (  43,286)
                                          --------       --------
Net cash provided by operating
   activities                             $438,034       $245,792
                                          --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                  ($ 10,239)     ($  5,410)
   Proceeds from sale of Net Profits
     Interests                              14,720          2,904
                                          --------       --------
Net cash provided (used) by investing
   activities                             $  4,481      ($  2,506)
                                          --------       --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                    ($416,681)     ($228,422)
                                          --------       --------
Net cash used by financing activities    ($416,681)     ($228,422)
                                          --------       --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                            $ 25,834       $ 14,864

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                     182,743         99,454
                                          --------       --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $208,577       $114,318
                                          ========       ========



         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


                                         June 30,     December 31,
                                           2000           1999
                                        ------------  ------------

CURRENT ASSETS:
   Cash and cash equivalents             $  157,446    $  148,106
   Accounts receivable:
     Net Profits                            198,165       135,136
                                         ----------    ----------
       Total current assets              $  355,611    $  283,242

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method            800,772       856,093
                                         ----------    ----------
                                         $1,156,383    $1,139,335
                                         ==========    ==========

                          PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                      ($   50,978)  ($   56,585)
   Limited Partners, issued and
     outstanding, 90,094 units            1,207,361     1,195,920
                                         ----------    ----------
       Total Partners' capital           $1,156,383    $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 JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                           $249,167       $161,948
   Interest income                          1,763            669
   Gain on sale of Net Profits
     Interests                              4,638            198
                                         --------       --------
                                         $255,568       $162,815

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                           $ 26,972       $ 41,367
   General and administrative
     (Note 2)                              25,164         25,268
                                         --------       --------
                                         $ 52,136       $ 66,635
                                         --------       --------

NET INCOME                               $203,432       $ 96,180
                                         ========       ========
GENERAL PARTNER - NET INCOME             $ 22,594       $  6,430
                                         ========       ========
LIMITED PARTNERS - NET INCOME            $180,838       $ 89,750
                                         ========       ========
NET INCOME per unit                      $   2.01       $   1.00
                                         ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                           $438,395       $282,253
   Interest income                          3,382          1,516
   Gain on sale of Net Profits
     Interests                              8,960            652
                                         --------       --------
                                         $450,737       $284,421

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                           $ 60,552       $ 95,552
   General and administrative
     (Note 2)                              57,349         57,129
                                         --------       --------
                                         $117,901       $152,681
                                         --------       --------

NET INCOME                               $332,836       $131,740
                                         ========       ========
GENERAL PARTNER - NET INCOME             $ 38,395       $ 10,333
                                         ========       ========
LIMITED PARTNERS - NET INCOME            $294,441       $121,407
                                         ========       ========
NET INCOME per unit                      $   3.27       $   1.35
                                         ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


                                            2000            1999
                                          --------       ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $332,836        $131,740
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Depletion of Net Profits
       Interests                            60,552          95,552
     Gain on sale of Net Profits
       Interests                         (   8,960)      (     652)
     Increase in accounts receivable -
       Net Profits                       (  63,029)      (  36,824)
                                          --------        --------
Net cash provided by operating
   activities                             $321,399        $189,816
                                          --------        --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                  ($  6,992)      ($  5,124)
   Proceeds from sale of Net Profits
     Interests                              10,721           2,692
                                          --------        --------
Net cash provided (used) by investing
   activities                             $  3,729       ($  2,432)
                                          --------        --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                    ($315,788)      ($169,417)
                                          --------        --------
Net cash used by financing activities    ($315,788)      ($169,417)
                                          --------        --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                            $  9,340        $ 17,967

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                     148,106          78,435
                                          --------        --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $157,446        $ 96,402
                                          ========        ========



         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


                                         June 30,     December 31,
                                           2000           1999
                                       ------------   ------------

CURRENT ASSETS:
   Cash and cash equivalents            $  305,116     $  284,040
   Accounts receivable:
     Net Profits                           369,652        251,484
                                        ----------     ----------
       Total current assets             $  674,768     $  535,524

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method         1,493,009      1,595,636
                                        ----------     ----------
                                        $2,167,777     $2,131,160
                                        ==========     ==========

                          PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                     ($   91,744)   ($  113,709)
   Limited Partners, issued and
     outstanding, 169,637 units          2,259,521      2,244,869
                                        ----------     ----------
       Total Partners' capital          $2,167,777     $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 JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $472,733       $306,585
   Interest income                           3,525          1,323
   Gain on sale of Net Profits
     Interests                               8,570            415
                                          --------       --------
                                          $484,828       $308,323

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 50,023       $ 78,177
   General and administrative
     (Note 2)                               46,631         47,543
                                          --------       --------
                                          $ 96,654       $125,720
                                          --------       --------

NET INCOME                                $388,174       $182,603
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 42,967       $ 12,191
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $345,207       $170,412
                                          ========       ========
NET INCOME per unit                       $   2.04       $   1.04
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $812,507       $529,764
   Interest income                           6,774          2,990
   Gain on sale of Net Profits
     Interests                              16,545          1,252
                                          --------       --------
                                          $835,826       $534,006

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $112,229       $178,949
   General and administrative
     (Note 2)                              107,243        107,421
                                          --------       --------
                                          $219,472       $286,370
                                          --------       --------

NET INCOME                                $616,354       $247,636
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 56,702       $ 19,390
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $559,652       $228,246
                                          ========       ========
NET INCOME per unit                       $   3.30       $   1.35
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


                                            2000          1999
                                          ---------     ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $616,354       $247,636
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Depletion of Net Profits
       Interests                           112,229        178,949
     Gain on sale of Net Profits
       Interests                         (  16,545)     (   1,252)
     Increase in accounts receivable -
       Net Profits                       ( 118,168)     (  70,491)
                                          --------       --------
Net cash provided by operating
   activities                             $593,870       $354,842
                                          --------       --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                  ($ 12,902)     ($  9,601)
   Proceeds from sale of Net Profits
     Interests                              19,845          4,927
                                          --------       --------
Net cash provided (used) by investing
   activities                             $  6,943      ($  4,674)
                                          --------       --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                    ($579,737)     ($313,596)
                                          --------       --------
Net cash used by financing activities    ($579,737)     ($313,596)
                                          --------       --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                            $ 21,076       $ 36,572

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                     284,040        146,246
                                          --------       --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $305,116       $182,818
                                          ========       ========


         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


                                          June 30,    December 31,
                                            2000          1999
                                        -----------   ------------

CURRENT ASSETS:
   Cash and cash equivalents            $  213,147     $  188,928
   Accounts receivable:
     Net Profits                           368,581        255,972
                                        ----------     ----------
       Total current assets             $  581,728     $  444,900

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method           787,246        892,659
                                        ----------     ----------
                                        $1,368,974     $1,337,559
                                        ==========     ==========

                          PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                     ($   70,115)   ($   80,321)
   Limited Partners, issued and
     outstanding, 126,306 units          1,439,089      1,417,880
                                        ----------     ----------
       Total Partners' capital          $1,368,974     $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 JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $327,858       $201,247
   Interest income                           2,326            921
   Gain on sale of Net
     Profits Interests                         523            410
                                          --------       --------
                                          $330,707       $202,578

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 45,039       $ 54,369
   General and administrative
     (Note 2)                               34,939         35,028
                                          --------       --------
                                          $ 79,978       $ 89,397
                                          --------       --------

NET INCOME                                $250,729       $113,181
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 28,894       $  7,788
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $221,835       $105,393
                                          ========       ========
NET INCOME per unit                       $   1.76       $    .83
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $542,758       $330,628
   Interest income                           4,527          1,869
   Gain on sale of Net
     Profits Interests                         523            410
                                          --------       --------
                                          $547,808       $332,907

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 90,117       $114,255
   General and administrative
     (Note 2)                               80,061         79,609
                                          --------       --------
                                          $170,178       $193,864
                                          --------       --------

NET INCOME                                $377,630       $139,043
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 45,421       $ 11,429
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $332,209       $127,614
                                          ========       ========
NET INCOME per unit                       $   2.63       $   1.01
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


                                            2000         1999
                                          ---------    --------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $377,630     $139,043
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Depletion of Net Profits
       Interests                            90,117      114,255
     Gain on sale of Net Profits
       Interests                         (     523)  (     410)
     Increase in accounts receivable -
       Net Profits                       ( 112,609)   (  38,214)
                                          --------     --------
Net cash provided by operating
   activities                             $354,615     $214,674
                                          --------     --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                  ($     11)   ($  6,101)
   Proceeds from sale of Net Profits
     Interests                              15,830        6,530
                                          --------     --------
Net cash provided by investing
   activities                             $ 15,819     $    429
                                          --------     --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                    ($346,215)   ($191,661)
                                          --------     --------
Net cash used by financing activities    ($346,215)   ($191,661)
                                          --------     --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                            $ 24,219     $ 23,442

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                     188,928      101,652
                                          --------     --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $213,147     $125,094
                                          ========     ========



         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


                                          June 30,    December 31,
                                            2000          1999
                                        ------------  ------------

CURRENT ASSETS:
   Cash and cash equivalents             $  268,596    $  217,441
   Accounts receivable:
     Net Profits                            267,850       180,909
                                         ----------    ----------
       Total current assets              $  536,446    $  398,350

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method            764,271       836,971
                                         ----------    ----------
                                         $1,300,717    $1,235,321
                                         ==========    ==========

                          PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                      ($   65,018)  ($   68,638)
   Limited Partners, issued and
     outstanding, 118,449 units           1,365,735     1,303,959
                                         ----------    ----------
       Total Partners' capital           $1,300,717    $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 JUNE 30, 2000 AND 1999
                                   (Unaudited)



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

REVENUES:
   Net Profits                            $298,226       $199,402
   Interest income                           2,772          1,257
   Gain on sale of Net Profits
     Interests                              49,040              -
                                          --------       --------
                                          $350,038       $200,659

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 33,384       $ 51,574
   General and administrative
     (Note 2)                               32,818         33,072
                                          --------       --------
                                          $ 66,202       $ 84,646
                                          --------       --------

NET INCOME                                $283,836       $116,013
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 14,088       $  7,801
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $269,748       $108,212
                                          ========       ========
NET INCOME per unit                       $   2.27       $    .91
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)



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

REVENUES:
   Net Profits                            $536,779       $343,845
   Interest income                           5,322          2,613
   Gain on sale of Net Profits
     Interests                              49,040              -
                                          --------       --------
                                          $591,141       $346,458

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 72,700       $104,991
   General and administrative
     (Note 2)                               75,160         74,925
                                          --------       --------
                                          $147,860       $179,916
                                          --------       --------

NET INCOME                                $443,281       $166,542
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 23,505       $ 12,396
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $419,776       $154,146
                                          ========       ========
NET INCOME per unit                       $   3.54       $   1.30
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


                                            2000          1999
                                          ---------    ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                             $443,281     $166,542
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Depletion of Net Profits
       Interests                            72,700      104,991
     Gain on sale of Net Profits
       Interests                         (  49,040)           -
     Increase in accounts receivable -
       Net Profits                       (  86,941)   (   7,861)
                                          --------     --------
Net cash provided by operating
   activities                             $380,000     $263,672
                                          --------     --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                   $      -    ($ 10,459)
   Proceeds from sale of Net Profits
     Interests                              49,040            -
                                          --------     --------
Net cash provided (used) by investing
   activities                             $ 49,040    ($ 10,459)
                                          --------     --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                    ($377,885)   ($273,949)
                                          --------     --------
Net cash used by financing activities    ($377,885)   ($273,949)
                                          --------     --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                       $ 51,155    ($ 20,736)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                     217,441      166,487
                                          --------     --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                          $268,596     $145,751
                                          ========     ========



         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


                                          June 30,    December 31,
                                            2000          1999
                                        ------------  ------------

CURRENT ASSETS:
   Cash and cash equivalents             $  365,717    $  339,386
   Accounts receivable:
     Net Profits                            345,699       177,661
                                         ----------    ----------
       Total current assets              $  711,416    $  517,047

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method          1,689,528     1,797,167
                                         ----------    ----------
                                         $2,400,944    $2,314,214
                                         ==========    ==========

                          PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                      ($   78,058)  ($   86,400)
   Limited Partners, issued and
     outstanding, 143,041 units           2,479,002     2,400,614
                                         ----------    ----------
       Total Partners' capital           $2,400,944    $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 JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $512,237       $348,435
   Interest income                           4,062          1,748
   Gain on sale of Net Profits
     Interests                              21,094              -
                                          --------       --------
                                          $537,393       $350,183

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $ 64,251       $101,126
   General and administrative
     (Note 2)                               39,453         40,291
                                          --------       --------
                                          $103,704       $141,417
                                          --------       --------

NET INCOME                                $433,689       $208,766
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 23,609       $ 14,395
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $410,080       $194,371
                                          ========       ========
NET INCOME per unit                       $   2.86       $   1.36
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


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

REVENUES:
   Net Profits                            $967,297       $555,979
   Interest income                           7,775          4,135
   Gain on sale of Net Profits
     Interests                              21,094              -
                                          --------       --------
                                          $996,166       $560,114

COSTS AND EXPENSES:
   Depletion of Net Profits
     Interests                            $144,209       $204,195
   General and administrative
     (Note 2)                               90,562         90,791
                                          --------       --------
                                          $234,771       $294,986
                                          --------       --------

NET INCOME                                $761,395       $265,128
                                          ========       ========
GENERAL PARTNER - NET INCOME              $ 43,007       $ 21,217
                                          ========       ========
LIMITED PARTNERS - NET INCOME             $718,388       $243,911
                                          ========       ========
NET INCOME per unit                       $   5.02       $   1.71
                                          ========       ========
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 SIX MONTHS ENDED JUNE 30, 2000 AND 1999
                                   (Unaudited)


                                          2000            1999
                                        ---------      ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                           $761,395         $265,128
   Adjustments to reconcile net income
     to net cash provided by operating
     activities:
     Depletion of Net Profits
       Interests                         144,209          204,195
     Gain on sale of Net Profits
       Interests                       (  21,094)               -
     Increase in accounts receivable -
        Net Profits                    ( 168,038)       (  27,346)
                                        --------         --------
Net cash provided by operating
   activities                           $716,472         $441,977
                                        --------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                ($ 38,134)       ($ 11,281)
   Proceeds from sale of Net Profits
     Interests                            22,658            1,491
                                        --------         --------
Net cash used by investing activities  ($ 15,476)       ($  9,790)
                                        --------         --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                  ($674,665)       ($511,794)
                                        --------         --------
Net cash used by financing activities  ($674,665)       ($511,794)
                                        --------         --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                     $ 26,331        ($ 79,607)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                   339,386          300,324
                                        --------         --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                        $365,717         $220,717
                                        ========         ========


         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
                                  JUNE 30, 2000
                                   (Unaudited)

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

      The combined  balance sheets as of June 30, 2000,  combined  statements of
      operations  for the three and six months ended June 30, 2000 and 1999, and
      combined  statements  of cash flows for the six months ended June 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 June 30, 2000, the combined results of operations for the three and six
      months ended June 30, 2000 and 1999,  and the combined  cash flows for the
      six months ended June 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  June  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  June 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                $1,579              $28,440
              P-2                 1,455               23,709
              P-3                 1,991               44,640
              P-4                 1,699               33,240
              P-5                 1,648               31,170
              P-6                 1,812               37,641

      During the six months ended June 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               $11,772              $56,880
              P-2                 9,931               47,418
              P-3                17,963               89,280
              P-4                13,581               66,480
              P-5                12,820               62,340
              P-6                15,280               75,282

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

      The P-5  Partnership's  Statement  of Cash Flows for the six months  ended
      June 30, 2000 includes  proceeds  from the sale of oil and gas  properties
      during the six months ended June 30, 2000. These proceeds will be included
      in the Partnership's cash distributions to be paid in August 2000.





                                      -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  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 JUNE 30, 2000  COMPARED TO THE THREE MONTHS ENDED JUNE
      30, 1999.

                                       Three Months Ended June 30,
                                       ---------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $293,033       $198,189
      Barrels produced                        4,751          6,370
      Mcf produced                           71,744         84,519
      Average price/Bbl                    $  28.20       $  14.98
      Average price/Mcf                    $   3.05       $   1.78

      As shown in the table above,  total Net Profits  increased $94,844 (47.9%)
      for the three  months  ended June 30, 2000 as compared to the three months
      ended June 30, 1999. Of this increase,  approximately $63,000 and $91,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately (i) $24,000 and $23,000, respectively,  related to decreases
      in volumes of oil and gas




                                      -31-
<PAGE>




      sold and (ii)  $12,000  related to an  increase  in  production  expenses.
      Volumes  of oil and gas sold  decreased  1,619  barrels  and  12,775  Mcf,
      respectively,  for the three months ended June 30, 2000 as compared to the
      three months ended June 30, 1999.  The decrease in volumes of oil sold was
      primarily due to normal declines in production. The decrease in volumes of
      gas sold  was  primarily  due to (i) the P-1  Partnership's  receipt  of a
      decreased  percentage of sales on two  significant  wells during the three
      months ended June 30, 2000 due to its overproduced gas balancing  position
      in those wells and (ii) 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) a positive  prior  period  production  tax  adjustment  on one
      significant  well during the three months ended June 30, 2000, and (iii) a
      negative prior period  production  tax adjustment  made by the operator on
      another  significant  well during the three  months  ended June 30,  1999.
      Average  oil and gas prices  increased  to $28.20 per barrel and $3.05 per
      Mcf,  respectively,  for the three  months ended June 30, 2000 from $14.98
      per barrel and $1.78 per Mcf,  respectively,  for the three  months  ended
      June 30, 1999.

      Depletion of Net Profits Interests decreased $17,573 (34.9%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 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 11.2% for the three months ended June 30, 2000 from
      25.4% for the three months ended June 30, 1999. This  percentage  decrease
      was primarily  due to the  increases in the average  prices of oil and gas
      sold.

      General and  administrative  expenses  decreased $340 (1.1%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 30,
      1999. As a percentage of Net Profits,  these  expenses  decreased to 10.2%
      for the three  months  ended June 30, 2000 from 15.3% for the three months
      ended June 30, 1999.  This  percentage  decrease was  primarily due to the
      increase in Net Profits.





                                      -32-
<PAGE>





      SIX MONTHS  ENDED JUNE 30, 2000  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1999.

                                         Six months Ended June 30,
                                         -------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $583,666       $355,654
      Barrels produced                       10,483         13,796
      Mcf produced                          164,231        203,366
      Average price/Bbl                    $  27.72       $  12.42
      Average price/Mcf                    $   2.60       $   1.64

      As shown in the table above,  total Net Profits increased $228,012 (64.1%)
      for the six months ended June 30, 2000 as compared to the six months ended
      June 30, 1999.  Of this  increase,  approximately  $160,000 and  $158,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately $41,000 and $64,000,  respectively,  related to decreases in
      volumes of oil and gas sold.  Volumes of oil and gas sold decreased  3,313
      barrels and 39,135 Mcf,  respectively,  for the six months  ended June 30,
      2000 as compared to the six months  ended June 30,  1999.  The decrease in
      volumes of oil sold was primarily due to (i) positive  prior period payout
      volume  adjustments on two  significant  wells during the six months ended
      June 30, 1999 and (ii)  normal  declines in  production.  The  decrease in
      volumes  of gas sold was  primarily  due to (i) a  positive  prior  period
      payout  volume  adjustment on one  significant  well during the six months
      ended June 30,  1999,  (ii) the P-1  Partnership's  receipt of a decreased
      percentage of sales on two  significant  wells during the six months ended
      June 30,  2000 due to its  overproduced  gas  balancing  position in those
      wells, and (iii) normal declines in production. The decrease in production
      expenses was primarily due to (i) a decrease in lease  operating  expenses
      associated  with  the  decreases  in  volumes  of oil and gas  sold,  (ii)
      workover  expenses  incurred on one significant well during the six months
      ended June 30, 1999 in order to improve  the  recovery  of  reserves,  and
      (iii) a positive  prior  period  lease  operating  expense  adjustment  on
      another  significant well during the six months ended June 30, 1999. These
      decreases in production  expenses were partially  offset by an increase in
      production  taxes  associated  with the increases in the average prices of
      oil and gas sold.  Average  oil and gas  prices  increased  to $27.72  per
      barrel and $2.60 per Mcf, respectively,  for the six months ended June 30,
      2000 from $12.42 per barrel and $1.64 per Mcf,  respectively,  for the six
      months ended June 30, 1999.




                                      -33-
<PAGE>





      Depletion of Net Profits  Interests  decreased $43,121 (36.8%) for the six
      months  ended June 30, 2000 as  compared to the six months  ended June 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 six months  ended June 30,  2000 from
      33.0% for the six months ended June 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
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999.  As a percentage  of Net Profits,  these  expenses  decreased to
      11.8% for the six months ended June 30, 2000 from 19.3% for the six months
      ended June 30, 1999.  This  percentage  decrease was  primarily due to the
      increase in Net Profits.

      Cumulative cash  distributions  to the Limited  Partners  through June 30,
      2000  were  $12,324,558  or  114.04%  of  the  Limited  Partners'  capital
      contributions.

      P-2 PARTNERSHIP

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

                                       Three Months Ended June 30,
                                       ---------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $249,167       $161,948
      Barrels produced                        3,342          4,545
      Mcf produced                           58,126         69,686
      Average price/Bbl                    $  28.17       $  14.93
      Average price/Mcf                    $   3.55       $   1.95

      As shown in the table above,  total Net Profits  increased $87,219 (53.9%)
      for the three  months  ended June 30, 2000 as compared to the three months
      ended June 30, 1999. Of this increase,  approximately $44,000 and $93,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately (i) $18,000 and $22,000, respectively,  related to decreases
      in volumes of oil and gas sold and (ii) $10,000  related to an increase in
      production  expenses.  Volumes of oil and gas sold decreased 1,203 barrels
      and 11,560 Mcf, respectively,  for the three months ended June 30, 2000 as
      compared to the three months ended June 30, 1999.  The decrease in volumes
      of oil sold was  primarily  due to  normal  declines  in  production.  The
      decrease in volumes of gas sold was primarily due to (i) the




                                      -34-
<PAGE>




      P-2  Partnership's  receipt  of a  decreased  percentage  of  sales on two
      significant  wells  during the three months ended June 30, 2000 due to its
      overproduced  gas  balancing  position  in those  wells  and  (ii)  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) a positive  prior period
      production  tax  adjustment on another  significant  well during the three
      months ended June 30, 2000, and (iii) a negative  prior period  production
      tax adjustment made by the operator on another significant well during the
      three months ended June 30, 1999.  Average oil and gas prices increased to
      $28.17 per barrel and $3.55 per Mcf,  respectively,  for the three  months
      ended  June  30,   2000  from   $14.93  per  barrel  and  $1.95  per  Mcf,
      respectively, for the three months ended June 30, 1999.

      Depletion of Net Profits Interests decreased $14,395 (34.8%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 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 10.8% for the three months ended June 30, 2000 from
      25.5% for the three months ended June 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
      three  months  ended June 30, 2000 as compared to the three  months  ended
      June 30, 1999. As a percentage of Net Profits, these expenses decreased to
      10.1% for the three  months  ended June 30,  2000 from 15.6% for the three
      months ended June 30, 1999. This percentage  decrease was primarily due to
      the increase in Net Profits.

      SIX MONTHS  ENDED JUNE 30, 2000  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1999.

                                        Six months Ended June 30,
                                        -------------------------
                                            2000           1999
                                          --------       --------
      Net Profits                         $438,395       $282,253
      Barrels produced                       7,361          9,887
      Mcf produced                         131,346        164,628
      Average price/Bbl                   $  27.71       $  12.42
      Average price/Mcf                   $   2.63       $   1.71

      As shown in the table above,  total Net Profits increased $156,142 (55.3%)
      for the six months ended June 30, 2000 as compared to the six months ended
      June 30, 1999.  Of this  increase,  approximately  $113,000 and  $121,000,
      respectively,




                                      -35-
<PAGE>




      were related to increases in the average prices of oil and gas sold. These
      increases were partially offset by decreases of approximately  $31,000 and
      $57,000,  respectively,  related  to  decreases  in volumes of oil and gas
      sold.  Volumes of oil and gas sold decreased 2,526 barrels and 33,282 Mcf,
      respectively,  for the six months  ended June 30,  2000 as compared to the
      six months  ended June 30,  1999.  The decrease in volumes of oil sold was
      primarily due to (i) positive  prior period payout volume  adjustments  on
      two  significant  wells during the six months ended June 30, 1999 and (ii)
      normal  declines in  production.  The  decrease in volumes of gas sold was
      primarily due to (i) a positive  prior period payout volume  adjustment on
      one  significant  well during the six months ended June 30, 1999, (ii) the
      P-2  Partnership's  receipt  of a  decreased  percentage  of  sales on two
      significant  wells  during the six months  ended June 30,  2000 due to its
      overproduced  gas  balancing  position in those  wells,  and (iii)  normal
      declines in production.  The decrease in production expenses was primarily
      due to (i) a decrease  in lease  operating  expenses  associated  with the
      decreases in volumes of oil and gas sold, (ii) workover  expenses incurred
      during the six months ended June 30, 1999 on one significant well in order
      to improve the  recovery of  reserves,  and (iii) a positive  prior period
      lease  operating  expense  adjustment  made  by the  operator  on  another
      significant  well  during  the six  months  ended  June  30,  1999.  These
      decreases in production  expenses were partially  offset by an increase in
      production  taxes  associated  with the increases in the average prices of
      oil and gas sold.  Average  oil and gas  prices  increased  to $27.71  per
      barrel and $2.63 per Mcf, respectively,  for the six months ended June 30,
      2000 from $12.42 per barrel and $1.71 per Mcf,  respectively,  for the six
      months ended June 30, 1999.

      Depletion of Net Profits  Interests  decreased $35,000 (36.6%) for the six
      months  ended June 30, 2000 as  compared to the six months  ended June 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 13.8% for the six months  ended June 30,  2000 from
      33.9% for the six months ended June 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
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999.  As a percentage  of Net Profits,  these  expenses  decreased to
      13.1% for the six months ended June 30, 2000 from 20.2% for the six months
      ended June 30, 1999.  This  percentage  decrease was  primarily due to the
      increase in Net Profits.





                                      -36-
<PAGE>




      Cumulative cash  distributions  to the Limited  Partners  through June 30,
      2000  were  $9,387,561  or  104.20%  of  the  Limited   Partners'  capital
      contributions.

      P-3 PARTNERSHIP

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

                                       Three Months Ended June 30,
                                       ---------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $472,733       $306,585
      Barrels produced                        6,181          8,483
      Mcf produced                          108,613        132,329
      Average price/Bbl                    $  28.17       $  14.88
      Average price/Mcf                    $   3.64       $   1.95

      As shown in the table above,  total Net Profits increased $166,148 (54.2%)
      for the three  months  ended June 30, 2000 as compared to the three months
      ended June 30, 1999. Of this increase, approximately $82,000 and $183,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately (i) $34,000 and $46,000, respectively,  related to decreases
      in volumes of oil and gas sold and (ii) $19,000  related to an increase in
      production  expenses.  Volumes of oil and gas sold decreased 2,302 barrels
      and 23,716 Mcf, respectively,  for the three months ended June 30, 2000 as
      compared to the three months ended June 30, 1999.  The decrease in volumes
      of oil sold was  primarily  due to  normal  declines  in  production.  The
      decrease  in  volumes  of gas  sold  was  primarily  due to  (i)  the  P-3
      Partnership's   receipt  of  a  decreased   percentage  of  sales  on  two
      significant  wells  during the three months ended June 30, 2000 due to its
      overproduced  gas  balancing  position  in those  wells  and  (ii)  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) a positive  prior period
      production tax adjustment on one significant  well during the three months
      ended June 30,  2000,  and (iii) a negative  prior period  production  tax
      adjustment  made by the  operator on another  significant  well during the
      three months ended June 30, 1999.  Average oil and gas prices increased to
      $28.17 per barrel and $3.64 per Mcf,  respectively,  for the three  months
      ended  June  30,   2000  from   $14.88  per  barrel  and  $1.95  per  Mcf,
      respectively, for the three months ended June 30, 1999.





                                      -37-
<PAGE>





      Depletion of Net Profits Interests decreased $28,154 (36.0%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 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 10.6% for the three months ended June 30, 2000 from
      25.5% for the three months ended June 30, 1999. This  percentage  decrease
      was primarily  due to the  increases in the average  prices of oil and gas
      sold.

      General and  administrative  expenses  decreased $912 (1.9%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 30,
      1999. As a percentage of Net Profits, these expenses decreased to 9.9% for
      the three months ended June 30, 2000 from 15.5% for the three months ended
      June 30, 1999. This percentage  decrease was primarily due to the increase
      in Net Profits.

      The P-3 Partnership achieved payout during the three months ended June 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.

      SIX MONTHS  ENDED JUNE 30, 2000  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1999.

                                         Six Months Ended June 30,
                                         -------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $812,507       $529,764
      Barrels produced                       13,612         18,350
      Mcf produced                          245,207        309,312
      Average price/Bbl                    $  27.71       $  12.41
      Average price/Mcf                    $   2.62       $   1.71

      As shown in the table above,  total Net Profits increased $282,743 (53.4%)
      for the six months ended June 30, 2000 as compared to the six months ended
      June 30, 1999.  Of this  increase,  approximately  $208,000 and  $223,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately $58,000 and $110,000, respectively,  related to decreases in
      volumes of oil and gas




                                      -38-
<PAGE>




      sold.  Volumes of oil and gas sold decreased 4,738 barrels and 64,105 Mcf,
      respectively,  for the six months  ended June 30,  2000 as compared to the
      six months  ended June 30,  1999.  The decrease in volumes of oil sold was
      primarily due to (i) positive  prior period payout volume  adjustments  on
      two  significant  wells during the six months ended June 30, 1999 and (ii)
      normal  declines in  production.  The  decrease in volumes of gas sold was
      primarily due to (i) a positive  prior period payout volume  adjustment on
      one  significant  well during the six months ended June 30, 1999, (ii) the
      P-3  Partnership's  receipt  of a  decreased  percentage  of  sales on two
      significant  wells  during the six months  ended June 30,  2000 due to its
      overproduced  gas  balancing  position in those  wells,  and (iii)  normal
      declines in production.  The decrease in production expenses was primarily
      due to (i) a decrease  in lease  operating  expenses  associated  with the
      decreases in volumes of oil and gas sold, (ii) workover  expenses incurred
      during the six months ended June 30, 1999 on one significant well in order
      to improve the  recovery of  reserves,  and (iii) a positive  prior period
      lease  operating  expense  adjustment  made  by the  operator  on  another
      significant  well  during  the six  months  ended  June  30,  1999.  These
      decreases in production  expenses were partially  offset by an increase in
      production  taxes  associated  with the increases in the average prices of
      oil and gas sold.  Average  oil and gas  prices  increased  to $27.71  per
      barrel and $2.62 per Mcf, respectively,  for the six months ended June 30,
      2000 from $12.41 per barrel and $1.71 per Mcf,  respectively,  for the six
      months ended June 30, 1999.

      Depletion of Net Profits  Interests  decreased $66,720 (37.3%) for the six
      months  ended June 30, 2000 as  compared to the six months  ended June 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 13.8% for the six months  ended June 30,  2000 from
      33.8% for the six months ended June 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
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999.  As a percentage  of Net Profits,  these  expenses  decreased to
      13.2% for the six months ended June 30, 2000 from 20.3% for the six months
      ended June 30, 1999.  This  percentage  decrease was  primarily due to the
      increase in Net Profits.





                                      -39-
<PAGE>




      The P-3  Partnership  achieved payout during the six months ended June 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 June 30,
      2000  were  $17,011,401  or  100.28%  of  the  Limited  Partners'  capital
      contributions.

      P-4 PARTNERSHIP

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

                                       Three Months Ended June 30,
                                       ---------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $327,858       $201,247
      Barrels produced                        4,818          4,444
      Mcf produced                           85,597         89,014
      Average price/Bbl                    $  30.13       $  15.05
      Average price/Mcf                    $   3.49       $   2.21

      As shown in the table above,  total Net Profits increased $126,611 (62.9%)
      for the three  months  ended June 30, 2000 as compared to the three months
      ended June 30, 1999. Of this increase, approximately $73,000 and $110,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.  These  increases  were  partially  offset  by  a  decrease  of
      approximately  $54,000  related to an  increase  in  production  expenses.
      Volumes  of oil sold  increased  374  barrels,  while  volumes of gas sold
      decreased  3,417 Mcf for the three  months ended June 30, 2000 as compared
      to the three  months  ended June 30,  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 during the three months ended June 30,
      2000 on two  significant  wells  in  order  to  improve  the  recovery  of
      reserves.  Average oil and gas prices  increased  to $30.13 per barrel and
      $3.49 per Mcf, respectively, for the three months ended June 30, 2000 from
      $15.05 per barrel and $2.21 per Mcf,  respectively,  for the three  months
      ended June 30, 1999.





                                      -40-
<PAGE>





      Depletion of Net Profits Interests  decreased $9,330 (17.2%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 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 13.7% for the three months ended
      June 30, 2000 from 27.0% for the three months  ended June 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
      three  months  ended June 30, 2000 as compared to the three  months  ended
      June 30, 1999. As a percentage of Net Profits, these expenses decreased to
      10.7% for the three  months  ended June 30,  2000 from 17.4% for the three
      months ended June 30, 1999. This percentage  decrease was primarily due to
      the increase in Net Profits.

      SIX MONTHS  ENDED JUNE 30, 2000  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1999.

                                         Six Months Ended June 30,
                                         -------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $542,758       $330,628
      Barrels produced                       10,968          9,077
      Mcf produced                          163,300        188,634
      Average price/Bbl                    $  28.21       $  12.93
      Average price/Mcf                    $   2.81       $   1.92

      As shown in the table above,  total Net Profits increased $212,130 (64.2%)
      for the six months ended June 30, 2000 as compared to the six months ended
      June 30, 1999.  Of this  increase,  approximately  $168,000 and  $144,000,
      respectively,  were related to increases in the average  prices of oil and
      gas sold and  approximately  $25,000 was related to an increase in volumes
      of oil  sold.  These  increases  were  partially  offset by  decreases  of
      approximately  (i) $76,000  related to an increase in production  expenses
      and (ii) $49,000 related to a decrease in volumes of gas sold.  Volumes of
      oil sold  increased  1,891  barrels,  while volumes of gas sold  decreased
      25,334 Mcf for the six months  ended June 30,  2000 as compared to the six
      months  ended  June 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 decrease in volumes of gas 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 during the




                                      -41-
<PAGE>




      six  months  ended  June  30,  2000 on two  significant  wells in order to
      improve the recovery of reserves.  Average oil and gas prices increased to
      $28.21  per  barrel  and $2.81 per Mcf,  respectively,  for the six months
      ended  June  30,   2000  from   $12.93  per  barrel  and  $1.92  per  Mcf,
      respectively, for the six months ended June 30, 1999.

      Depletion of Net Profits  Interests  decreased $24,138 (21.1%) for the six
      months  ended June 30, 2000 as  compared to the six months  ended June 30,
      1999.  This  decrease was  primarily due to the decrease in volumes of 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 16.6% for the six months  ended June 30,  2000 from
      34.6% for the six months ended June 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
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999.  As a percentage  of Net Profits,  these  expenses  decreased to
      14.8% for the six months ended June 30, 2000 from 24.1% for the six months
      ended June 30, 1999.  This  percentage  decrease was  primarily due to the
      increase in Net Profits.

      Cumulative cash  distributions  to the Limited  Partners  through June 30,
      2000  were  $12,945,945  or  102.50%  of  the  Limited  Partners'  capital
      contributions.

      P-5 PARTNERSHIP

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

                                       Three Months Ended June 30,
                                       ---------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $298,226       $199,402
      Barrels produced                        1,528          2,396
      Mcf produced                          100,891        115,648
      Average price/Bbl                    $  27.25       $  15.29
      Average price/Mcf                    $   3.26       $   1.89

      As shown in the table above,  total Net Profits  increased $98,824 (49.6%)
      for the three  months  ended June 30, 2000 as compared to the three months
      ended June 30, 1999. Of this increase, approximately $18,000 and $139,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately (i) $13,000 and $28,000, respectively,  related to decreases
      in volumes of oil and gas sold and (ii) $17,000  related to an increase in
      production




                                      -42-
<PAGE>




      expenses.  Volumes of oil and gas sold  decreased  868  barrels and 14,757
      Mcf, respectively, for the three months ended June 30, 2000 as compared to
      the three months ended June 30, 1999.  The decrease in volumes of oil sold
      was primarily due to (i) a positive prior period payout volume  adjustment
      during the three  months  ended June 30, 1999 and (ii) normal  declines in
      production. The decrease in volumes of gas sold was primarily due to (i) a
      negative  prior  period  volume  adjustment  made by the  purchaser on one
      significant  well  during the three  months  ended June 30,  2000 and (ii)
      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)  workover
      expenses  incurred  during the three  months  ended  June 30,  2000 on one
      significant  well in order to improve the recovery of reserves,  and (iii)
      an  increase  in repair  and  maintenance  expenses  incurred  on  another
      significant well during the three months ended June 30, 2000.  Average oil
      and gas  prices  increased  to  $27.25  per  barrel  and  $3.26  per  Mcf,
      respectively,  for the three  months  ended June 30,  2000 from $15.29 per
      barrel and $1.89 per Mcf,  respectively,  for the three  months ended June
      30, 1999.

      The P-5 Partnership  sold certain Net Profits  Interests  during the three
      months ended June 30, 2000 and recognized a gain of $49,040 on such sales.
      No such sales of Net Profits  Interests  occurred  during the three months
      ended June 30, 1999.

      Depletion of Net Profits Interests decreased $18,190 (35.3%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 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 11.2% for the three months ended June 30, 2000 from
      25.9% for the three months ended June 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
      three  months  ended June 30, 2000 as compared to the three  months  ended
      June 30, 1999. As a percentage of Net Profits, these expenses decreased to
      11.0% for the three  months  ended June 30,  2000 from 16.6% for the three
      months ended June 30, 1999. This percentage  decrease was primarily due to
      the increase in Net Profits.





                                      -43-
<PAGE>





      SIX MONTHS  ENDED JUNE 30, 2000  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1999.

                                         Six Months Ended June 30,
                                         ------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $536,779       $343,845
      Barrels produced                        3,218          3,961
      Mcf produced                          220,360        240,919
      Average price/Bbl                    $  27.80       $  13.79
      Average price/Mcf                    $   2.76       $   1.68

      As shown in the table above,  total Net Profits increased $192,934 (56.1%)
      for the six months ended June 30, 2000 as compared to the six months ended
      June 30,  1999.  Of this  increase,  approximately  $45,000 and  $239,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately (i) $35,000 related to a decrease in volumes of gas sold and
      (ii) $46,000 related to an increase in production expenses. Volumes of oil
      and gas sold decreased 743 barrels and 20,559 Mcf,  respectively,  for the
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999.  The decrease in volumes of oil sold was  primarily due to (i) a
      positive prior period payout volume adjustment during the six months ended
      June 30, 1999 and (ii)  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) the timing of payment of ad valorem taxes on three  significant
      wells,  and (iii) workover  expenses  incurred during the six months ended
      June 30, 2000 on one significant  well in order to improve the recovery of
      reserves.  Average oil and gas prices  increased  to $27.80 per barrel and
      $2.76 per Mcf,  respectively,  for the six months ended June 30, 2000 from
      $13.79  per  barrel  and $1.68 per Mcf,  respectively,  for the six months
      ended June 30, 1999.

      The P-5  Partnership  sold  certain Net Profits  Interests  during the six
      months ended June 30, 2000 and recognized a gain of $49,040 on such sales.
      No such  sales of Net  Profits  Interests  occurred  during the six months
      ended June 30, 1999.

      Depletion of Net Profits  Interests  decreased $32,291 (30.8%) for the six
      months  ended June 30, 2000 as  compared to the six months  ended June 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 13.5% for the six months




                                      -44-
<PAGE>




      ended June 30,  2000 from 30.5% for the six  months  ended June 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
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999.  As a percentage  of Net Profits,  these  expenses  decreased to
      14.0% for the six months ended June 30, 2000 from 21.8% for the six months
      ended June 30, 1999.  This  percentage  decrease was  primarily due to the
      increase in Net Profits.

      Cumulative cash  distributions  to the Limited  Partners  through June 30,
      2000  were  $8,335,759  or  70.37%  of  the  Limited   Partners'   capital
      contributions.

      P-6 PARTNERSHIP

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

                                       Three Months Ended June 30,
                                       ---------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $512,237       $348,435
      Barrels produced                        3,473          6,524
      Mcf produced                          172,886        207,505
      Average price/Bbl                    $  29.04       $  13.61
      Average price/Mcf                    $   3.25       $   1.91

      As shown in the table above,  total Net Profits increased $163,802 (47.0%)
      for the three  months  ended June 30, 2000 as compared to the three months
      ended June 30, 1999. Of this increase, approximately $54,000 and $233,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately $42,000 and $66,000,  respectively,  related to decreases in
      volumes of oil and gas sold.  Volumes of oil and gas sold decreased  3,051
      barrels and 34,619 Mcf, respectively,  for the three months ended June 30,
      2000 as compared to the three months ended June 30, 1999.  The decrease in
      volumes of oil sold was primarily due to (i) sporadic oil sales in 2000 on
      several  wells in one field,  (ii) a positive  prior period  payout volume
      adjustment on one significant  well during the three months ended June 30,
      1999, and (iii) normal declines in production.  The decrease in volumes of
      gas sold was primarily due to (i) negative prior period volume adjustments
      made by the  purchasers on two  significant  wells during the three months
      ended June 30, 2000 and (ii) 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)




                                      -45-
<PAGE>




      an  increase  in  repair  and  maintenance   expenses  incurred  on  three
      significant wells during the three months ended June 30, 2000. Average oil
      and gas  prices  increased  to  $29.04  per  barrel  and  $3.25  per  Mcf,
      respectively,  for the three  months  ended June 30,  2000 from $13.61 per
      barrel and $1.91 per Mcf,  respectively,  for the three  months ended June
      30, 1999.

      Depletion of Net Profits Interests decreased $36,875 (36.5%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 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 12.5% for the three months ended June 30, 2000 from
      29.0% for the three months ended June 30, 1999. This  percentage  decrease
      was primarily  due to the  increases in the average  prices of oil and gas
      sold.

      General and  administrative  expenses  decreased $838 (2.1%) for the three
      months  ended June 30, 2000 as compared to the three months ended June 30,
      1999. As a percentage of Net Profits, these expenses decreased to 7.7% for
      the three months ended June 30, 2000 from 11.6% for the three months ended
      June 30, 1999. This percentage  decrease was primarily due to the increase
      in Net Profits.

      SIX MONTHS  ENDED JUNE 30, 2000  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1999.

                                         Six Months Ended June 30,
                                         -------------------------
                                             2000           1999
                                           --------       --------
      Net Profits                          $967,297       $555,979
      Barrels produced                        7,676          9,238
      Mcf produced                          388,747        442,608
      Average price/Bbl                    $  27.82       $  12.77
      Average price/Mcf                    $   2.80       $   1.65

      As shown in the table above,  total Net Profits increased $411,318 (74.0%)
      for the six months ended June 30, 2000 as compared to the six months ended
      June 30, 1999.  Of this  increase,  approximately  $116,000 and  $447,000,
      respectively,  were related to increases in the average  prices of oil and
      gas  sold.   These  increases  were  partially   offset  by  decreases  of
      approximately (i) $89,000 related to a decrease in volumes of gas sold and
      (ii) $42,000 related to an increase in production expenses. Volumes of oil
      and gas sold decreased 1,562 barrels and 53,861 Mcf, respectively, for the
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30,  1999.  The decrease in volumes of oil sold was  primarily  due to (i)
      sporadic oil sales in 2000




                                      -46-
<PAGE>




      on several wells in one field, (ii) a positive prior period payout related
      volume  adjustment made by the operator on one significant well during the
      six months ended June 30, 1999,  and (iii) normal  declines in production.
      The  decrease  in volumes of gas sold was  primarily  due to (i)  negative
      prior period volume  adjustments made by the purchasers on two significant
      wells during the three months ended June 30, 2000 and (ii) 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) the  timing  of  payment  of ad
      valorem taxes on two  significant  wells,  and (iii) an increase in repair
      and maintenance  expenses  incurred on three  significant wells during the
      six months  ended June 30, 2000.  Average oil and gas prices  increased to
      $27.82  per  barrel  and $2.80 per Mcf,  respectively,  for the six months
      ended  June  30,   2000  from   $12.77  per  barrel  and  $1.65  per  Mcf,
      respectively, for the six months ended June 30, 1999.

      Depletion of Net Profits  Interests  decreased $59,986 (29.4%) for the six
      months  ended June 30, 2000 as  compared to the six months  ended June 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 14.9% for the six months  ended June 30,  2000 from
      36.7% for the six months ended June 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
      six months  ended June 30, 2000 as  compared to the six months  ended June
      30, 1999. As a percentage of Net Profits, these expenses decreased to 9.4%
      for the six months ended June 30, 2000 from 16.3% for the six months ended
      June 30, 1999. This percentage  decrease was primarily due to the increase
      in Net Profits.

      Cumulative cash  distributions  to the Limited  Partners  through June 30,
      2000  were  $11,432,248  or  79.92%  of  the  Limited   Partners'  capital
      contributions.







                                      -47-
<PAGE>




ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
           RISK.

           The Partnerships do not hold any market risk sensitive instruments.





                                      -48-
<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 June 30, 2000 and for the six months ended
                     June 30, 2000, filed herewith.

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

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

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

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

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

                     All other exhibits are omitted as inapplicable.

(b)   Reports on Form 8-K.

           None.



                                      -49-
<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:  August 14, 2000         By:      /s/Dennis R. Neill
                                  --------------------------------
                                       (Signature)
                                       Dennis R. Neill
                                       President


Date:  August 14, 2000         By:     /s/Patrick M. Hall
                                  --------------------------------
                                      (Signature)
                                      Patrick M. Hall
                                      Principal Accounting Officer




                                      -50-
<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 June 30, 2000 and
           for the six months ended June 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 June 30, 2000 and
           for the six months ended June 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 June 30, 2000
           and for the six months ended June 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 June 30, 2000
           and for the six months ended June 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 June 30, 2000
           and for the six months ended June 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 June 30, 2000
           and for the six months ended June 30, 2000, filed herewith.

           All other exhibits are omitted as inapplicable.



                                      -51-


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