GEODYNE ENERGY INCOME LTD PARTNERSHIP III-A
10-Q, 1997-11-13
CRUDE PETROLEUM & NATURAL GAS
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<PAGE>


                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                               FORM 10-Q

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

For the quarter ended September 30, 1997

Commission File Number:
    III-A:  0-18302   III-B:  0-18636   III-C:  0-18634   
    III-D:  0-18936   III-E:  0-19010   III-F:  0-19102  
    III-G:  0-19563

            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
        ------------------------------------------------------
        (Exact name of Registrant as specified in its Articles)

                                     III-A 73-1352993
                                     III-B 73-1358666
                                     III-C 73-1356542
                                     III-D 73-1357374
                                     III-E 73-1367188
                                     III-F 73-1377737
         Oklahoma                    III-G 73-1377828
- ----------------------------  -----------------------------------
(State or other jurisdiction   (I.R.S. Employer Identification No.)   
of incorporation or 
     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  the filing requirements for  the past 90
days.  


               Yes    X       No
                    -----        ----
<PAGE>
<PAGE>
                    PART I.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS
                                       September 30, December 31,
                                           1997         1996
                                       ------------- -----------

CURRENT ASSETS:
  Cash and cash equivalents              $  536,791   $  610,116
  Accounts receivable:
   Oil and gas sales                        496,457      680,167
                                         ----------   ----------
       Total current assets              $1,033,248   $1,290,283

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method          $2,557,658   $5,360,656

DEFERRED CHARGE                          $  244,220   $  244,220
                                         ----------   ----------
                                         $3,835,126   $6,895,159
                                         ==========   ==========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                       $   34,556   $   50,726
  Gas imbalance payable                      76,797       76,797
                                         ----------   ----------
       Total current liabilities         $  111,353   $  127,523
 
ACCRUED LIABILITY                        $   80,396   $   80,396

PARTNERS' CAPITAL (DEFICIT):
  General Partner                       ($  205,964) ($  198,911)
  Limited Partners, issued and
   outstanding, 263,976 units             3,849,341    6,886,151 
                                         ----------   ----------
       Total Partners' capital           $3,643,377   $6,687,240
                                         ----------   ----------
                                         $3,835,126   $6,895,159
                                         ==========   ==========

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

                                  -2-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                            1997          1996
                                          --------     ----------

REVENUES:
  Oil and gas sales                       $712,026      $811,194 
  Interest and other income                  9,002         6,108
  Loss on sale of oil and gas
   properties                            (     387)    (  91,366)
                                          --------      --------
                                          $720,641      $725,936

COSTS AND EXPENSES:
  Lease operating                         $ 76,887      $166,628
  Production tax                            54,458        50,594
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              205,936       295,530
  General and administrative (Note 2)       74,192        81,200
                                          --------      --------
                                          $411,473      $593,952
                                          --------      --------

NET INCOME                                $309,168      $131,984 
                                          ========      ========
GENERAL PARTNER - NET INCOME              $ 23,246      $ 18,115 
                                          ========      ========
LIMITED PARTNERS - NET INCOME             $285,922      $113,869 
                                          ========      ========
NET INCOME per unit                       $   1.08      $    .43 
                                          ========      ========
UNITS OUTSTANDING                          263,976       263,976
                                          ========      ========

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

                                  -3-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                        ----------    -----------

REVENUES:
  Oil and gas sales                     $2,578,627    $2,718,110 
  Interest and other income                 22,480        15,928
  Loss on sale of oil and gas
   properties                          (    10,842)  (    91,216)
                                        ----------    ----------
                                        $2,590,265    $2,642,822

COSTS AND EXPENSES:
  Lease operating                       $  338,876    $  497,018
  Production tax                           202,696       186,883
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              691,287     1,002,017
  Impairment provision                   1,617,006           -
  General and administrative (Note 2)      238,929       246,014
                                        ----------    ----------
                                        $3,088,794    $1,931,932
                                        ----------    ----------

NET INCOME (LOSS)                      ($  498,529)   $  710,890 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   66,281    $   74,829 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($  564,810)   $  636,061 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($     2.14)   $     2.41 
                                        ==========    ==========
UNITS OUTSTANDING                          263,976       263,976
                                        ==========    ==========

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

                                  -4-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-A
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)
                                           1997           1996
                                       ------------   -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($  498,529)   $  710,890 
  Adjustments to reconcile net income
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                            691,287     1,002,017
   Impairment provision                  1,617,006           -
   Loss on sale of oil and gas
     properties                             10,842        91,216 
   Increase in accounts receivable -
      General Partner                          -     (     8,471)
   Decrease in accounts receivable -
     oil and gas sales                     183,710        93,416 
   Decrease in accounts payable        (    16,170)  (    30,983)
                                        ----------    ----------
  Net cash provided by operating
   activities                           $1,988,146    $1,858,085

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($   36,054)  ($    5,766)
  Proceeds from sale of oil and
   gas properties                          519,917       264,666
                                        ----------    ----------
  Net cash provided by investing
   activities                           $  483,863    $  258,900 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($2,545,334)  ($1,814,617)
                                        ----------    ----------
  Net cash used by financing 
   activities                          ($2,545,334)  ($1,814,617)
                                        ----------    ----------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($   73,325)   $  302,368 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                      610,116       560,906
                                        ----------    ----------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  536,791    $  863,274
                                        ==========    ==========

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

                                  -5-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                       September 30, December 31,
                                           1997         1996
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents              $  298,551   $  376,603
  Accounts receivable:
   Oil and gas sales                        294,179      396,970
                                         ----------   ----------
       Total current assets              $  592,730   $  773,573

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method          $1,503,478   $2,854,520

DEFERRED CHARGE                          $  144,819   $  144,819
                                         ----------   ----------
                                         $2,241,027   $3,772,912
                                         ==========   ==========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                       $   37,720   $   27,983
  Gas imbalance payable                      26,735       26,735
                                         ----------   ----------
       Total current liabilities         $   64,455   $   54,718 

ACCRUED LIABILITY                        $   38,690   $   38,690

PARTNERS' CAPITAL (DEFICIT):
  General Partner                       ($  101,600) ($   97,092)
  Limited Partners, issued and
   outstanding, 138,336 units             2,239,482    3,776,596
                                         ----------   ----------
       Total Partners' capital           $2,137,882   $3,679,504
                                         ----------   ----------
                                         $2,241,027   $3,772,912
                                         ==========   ==========

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

                                  -6-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997           1996
                                         ---------      --------

REVENUES:
  Oil and gas sales                       $428,266      $473,499
  Interest and other income                  4,890         3,035
  Loss on sale of oil and gas
   properties                            (     159)    (  53,397)
                                          --------      --------
                                          $432,997      $423,137

COSTS AND EXPENSES:
  Lease operating                         $ 52,059      $ 92,928
  Production tax                            32,868        30,780
  Depreciation, depletion, and 
   amortization of oil and gas
   properties                              118,845       165,720
  General and administrative (Note 2)       38,884        42,685
                                          --------      --------
                                          $242,656      $332,113
                                          --------      --------

NET INCOME                                $190,341      $ 91,024 
                                          ========      ========
GENERAL PARTNER - NET                     $ 14,026      $ 11,028 
                                          ========      ========
LIMITED PARTNERS - NET INCOME             $176,315      $ 79,996 
                                          ========      ========
NET INCOME per unit                       $   1.27      $    .58 
                                          ========      ========
UNITS OUTSTANDING                          138,336       138,336
                                          ========      ========

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

                                  -7-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                       -----------    ----------

REVENUES:
  Oil and gas sales                     $1,522,622    $1,559,625
  Interest and other income                 12,551         8,429
  Loss on sale of oil and gas
   properties                          (     7,832)  (    53,334)
                                        ----------    ----------
                                        $1,527,341    $1,514,720

COSTS AND EXPENSES:
  Lease operating                       $  210,321    $  265,622
  Production tax                           118,418       110,478
  Depreciation, depletion, and 
   amortization of oil and gas
   properties                              394,554       558,854
  Impairment provision                     738,122           -
  General and administrative (Note 2)      125,331       129,564
                                        ----------    ----------
                                        $1,586,746    $1,064,518
                                        ----------    ----------

NET INCOME (LOSS)                      ($   59,405)   $  450,202 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   41,709    $   44,443 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($  101,114)   $  405,759 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($      .73)   $     2.93 
                                        ==========    ==========
UNITS OUTSTANDING                          138,336       138,336
                                        ==========    ==========

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

                                  -8-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)
                                           1997          1996
                                        ----------    ---------- 

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($   59,405)   $  450,202 
  Adjustments to reconcile net income
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                            394,554       558,854
   Impairment provision                    738,122           -  
   Loss on sale of oil and gas
     properties                              7,832        53,334
   Increase in accounts receivable -
     General Partner                           -     (    23,982)
   Decrease in accounts receivable -
     oil and gas sales                     102,791        56,774 
   Increase (decrease) in accounts 
     payable                                 9,737   (    17,063)
                                        ----------    ----------
  Net cash provided by operating
   activities                           $1,193,631    $1,078,119

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($   41,925)  ($   22,206)
  Proceeds from sale of oil and
   gas properties                          252,459       120,876
                                        ----------    ----------
  Net cash provided by investing 
   activities                           $  210,534    $   98,670 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($1,482,217)  ($1,054,517)
                                        ----------    ----------
  Net cash used by financing 
   activities                          ($1,482,217)  ($1,054,517)
                                        ----------    ----------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($   78,052)   $  122,272 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                      376,603       311,585 
                                        ----------    ----------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  298,551    $  433,857
                                        ==========    ==========

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

                                  -9-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                       September 30, December 31,
                                           1997         1996
                                       ------------- -----------

CURRENT ASSETS:
  Cash and cash equivalents               $  359,586  $  537,233
  Accounts receivable:
   General Partner (Note 2)                    9,176      40,940
   Oil and gas sales                         445,290     627,697
                                          ----------  ----------
       Total current assets               $  814,052  $1,205,870

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method           $3,443,731  $5,727,898

DEFERRED CHARGE                           $   76,014  $   76,014
                                          ----------  ----------
                                          $4,333,797  $7,009,782
                                          ==========  ==========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                        $   35,965  $   57,357
  Gas imbalance payable                       30,749      30,749
                                          ----------  ----------
       Total current liabilities          $   66,714  $   88,106

ACCRUED LIABILITY                         $  141,394  $  141,394

PARTNERS' CAPITAL (DEFICIT):
  General Partner                        ($  174,245)($  143,741)
  Limited Partners, issued and
   outstanding, 244,536 units              4,299,934   6,924,023
                                          ----------  ----------
       Total Partners' capital            $4,125,689  $6,780,282
                                          ----------  ----------
                                          $4,333,797  $7,009,782
                                          ==========  ==========      

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

                                 -10-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997           1996
                                         ---------      -------- 

REVENUES:
  Oil and gas sales                       $633,934      $694,017
  Interest and other income                  5,071         4,680
  Gain on sale of oil and gas
   properties                               17,697        31,285 
                                          --------      --------
                                          $656,702      $729,982

COSTS AND EXPENSES:
  Lease operating                         $102,256      $123,204
  Production tax                            46,589        50,332
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              176,829       262,973
  General and administrative (Note 2)       68,732        69,817
                                          --------      --------
                                          $394,406      $506,326
                                          --------      --------

NET INCOME                                $262,296      $223,656 
                                          ========      ========
GENERAL PARTNER - NET INCOME              $ 19,934      $ 21,468 
                                          ========      ========
LIMITED PARTNERS - NET INCOME             $242,362      $202,188 
                                          ========      ========
NET INCOME per unit                       $    .99      $    .83
                                          ========      ========
UNITS OUTSTANDING                          244,536       244,536
                                          ========      ========

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

                                 -11-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                       -----------    ---------- 

REVENUES:
  Oil and gas sales                     $2,234,020    $2,309,688
  Interest and other income                 15,763        11,181
  Gain on sale of oil and gas
   properties                               73,369        31,311 
                                        ----------    ----------
                                        $2,323,152    $2,352,180

COSTS AND EXPENSES:
  Lease operating                       $  354,901    $  404,017
  Production tax                           166,831       166,832
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              564,045       880,871
  Impairment provision                   1,696,418           -
  General and administrative (Note 2)      226,703       222,156
                                        ----------    ----------
                                        $3,008,898    $1,673,876
                                        ----------    ----------

NET INCOME (LOSS)                      ($  685,746)   $  678,304 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   55,343    $   68,591 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($  741,089)   $  609,713 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($     3.03)   $     2.49
                                        ==========    ==========
UNITS OUTSTANDING                          244,536       244,536
                                        ==========    ==========


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

                                 -12-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                       ------------   -----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($  685,746)   $  678,304 
  Adjustments to reconcile net income
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                            564,045       880,871
   Impairment provision                  1,696,418           -
   Gain on sale of oil and gas
     properties                        (    73,369)  (    31,311)
   Increase (decrease) in accounts 
     receivable - General Partner           31,764   (     4,958)
   Decrease in accounts receivable - 
     oil and gas sales                     182,407         4,763 
   Decrease in accounts payable        (    21,392)  (    40,190)
                                        ----------    ----------
  Net cash provided by operating
   activities                           $1,694,127    $1,487,479

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($   69,357)  ($   13,053)
  Proceeds from sale of oil and
   gas properties                          166,430        99,500
                                        ----------    ----------
  Net cash provided by investing 
   activities                           $   97,073    $   86,447 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($1,968,847)  ($1,294,541)
                                        ----------    ----------
  Net cash used by financing 
   activities                          ($1,968,847)  ($1,294,541)
                                        ----------    ----------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($  177,647)   $  279,385 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                      537,233       319,730
                                        ----------    ----------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  359,586    $  599,115
                                        ==========    ==========

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

                                 -13-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                       September 30, December 31,
                                           1997         1996
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents               $  257,226  $  319,245
  Accounts receivable:
   General Partner (Note 2)                    1,314         -
   Oil and gas sales                         318,724     425,312
                                          ----------  ----------
       Total current assets               $  577,264  $  744,557

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method           $2,220,218  $3,470,494 

DEFERRED CHARGE                           $   26,139  $   26,139
                                          ----------  ----------
                                          $2,823,621  $4,241,190
                                          ==========  ==========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                        $   50,062  $  112,221
  Gas imbalance payable                        5,694       5,694
                                          ----------  ----------
       Total current liabilities          $   55,756  $  117,915

ACCRUED LIABILITY                         $  220,286  $  220,286

PARTNERS' CAPITAL (DEFICIT):
  General Partner                        ($   61,725)($   50,214)
  Limited Partners, issued and
   outstanding, 131,008 units              2,609,304   3,953,203
                                          ----------  ----------
       Total Partners' capital            $2,547,579  $3,902,989
                                          ----------  ----------
                                          $2,823,621  $4,241,190
                                          ==========  ==========

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

                                 -14-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                            1997          1996
                                          --------      -------- 

REVENUES:
  Oil and gas sales                       $472,603      $567,772
  Interest and other income                  3,042         2,658
  Gain on sale of oil and
   gas properties                            3,234        36,370
                                          --------      --------
                                          $478,879      $606,800

COSTS AND EXPENSES:
  Lease operating                         $149,391      $166,278 
  Production tax                            35,345        41,391
  Depreciation, depletion, and
   amortization of oil and gas
   properties                               99,845       134,379
  General and administrative (Note 2)       36,823        38,116
                                          --------      --------
                                          $321,404      $380,164
                                          --------      --------

NET INCOME                                $157,475      $226,636  
                                          ========      ========
GENERAL PARTNER - NET INCOME              $ 11,715      $ 16,574 
                                          ========      ========
LIMITED PARTNERS - NET INCOME             $145,760      $210,062 
                                          ========      ========
NET INCOME per unit                       $   1.11      $   1.60 
                                          ========      ========
UNITS OUTSTANDING                          131,008       131,008
                                          ========      ========

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

                                 -15-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                        ----------    ---------- 

REVENUES:
  Oil and gas sales                     $1,734,127    $1,665,188
  Interest and other income                  9,459         6,531
  Gain on sale of oil and
   gas properties                           23,702        36,370 
                                        ----------    ----------
                                        $1,767,288    $1,708,089

COSTS AND EXPENSES:
  Lease operating                       $  474,265    $  479,936
  Production tax                           124,947       118,072
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              317,302       407,855
  Impairment provision                     932,243           -
  General and administrative (Note 2)      122,100       120,057
                                        ----------    ----------
                                        $1,970,857    $1,125,920
                                        ----------    ----------

NET INCOME (LOSS)                      ($  203,569)   $  582,169
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   39,330    $   45,096 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($  242,899)   $  537,073 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($     1.85)   $     4.10 
                                        ==========    ==========
UNITS OUTSTANDING                          131,008       131,008
                                        ==========    ==========

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

                                 -16-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997           1996
                                       ------------    ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($  203,569)     $582,169 
  Adjustments to reconcile net income
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                            317,302       407,855
   Impairment provision                    932,243           -
   Gain on sale of oil and gas
     properties                        (    23,702)    (  36,370)
   Increase in accounts receivable -
     General Partner                   (     1,314)    (   3,020)
   Decrease in accounts receivable -
     oil and gas sales                     106,588        30,427 
   Decrease in accounts payable        (    62,159)    (  13,432)
                                        ----------      --------
  Net cash provided by operating
   activities                           $1,065,389      $967,629

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($      670)    ($ 15,057)
  Proceeds from sale of oil and gas
   properties                               25,103        37,183
                                        ----------      --------
  Net cash provided by investing 
   activities                           $   24,433      $ 22,126 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($1,151,841)    ($798,492)
                                        ----------      --------
  Net cash used by financing 
   activities                          ($1,151,841)    ($798,492)
                                        ----------      --------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($   62,019)     $191,263 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                      319,245       169,395
                                        ----------      --------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  257,226      $360,658
                                        ==========      ========

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

                                 -17-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                      September 30,  December 31,
                                          1997          1996
                                      -------------  ------------

CURRENT ASSETS:
  Cash and cash equivalents            $   930,517   $ 1,243,143
  Accounts receivable:
   Oil and gas sales                     1,216,977     1,554,748
                                       -----------   -----------

       Total current assets            $ 2,147,494   $ 2,797,891

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method        $ 8,635,548   $12,822,109

DEFERRED CHARGE                        $   298,358   $   298,358
                                       -----------   -----------
                                       $11,081,400   $15,918,358
                                       ===========   ===========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                     $   348,127   $   623,087
  Gas imbalance payable                    156,497       156,497
                                       -----------   -----------
       Total current liabilities       $   504,624   $   779,584

ACCRUED LIABILITY                      $   355,235   $   355,235

PARTNERS' CAPITAL (DEFICIT):
  General Partner                     ($   194,628) ($   187,947) 
  Limited Partners, issued and
   outstanding, 418,266 units           10,416,169    14,971,486
                                       -----------   -----------
       Total Partners' capital         $10,221,541   $14,783,539
                                       -----------   -----------
                                       $11,081,400   $15,918,358
                                       ===========   ===========

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

                                 -18-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                        ----------    ---------- 

REVENUES:
  Oil and gas sales                     $1,878,608    $2,529,876
  Interest and other income                 11,414         9,143
  Gain on sale of oil and gas
   properties                                  136        23,687
                                        ----------    ----------
                                        $1,890,158    $2,562,706

COSTS AND EXPENSES:
  Lease operating                       $  901,133    $  936,336
  Production tax                           137,778       183,359
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              426,859       564,377
  General and administrative (Note 2)      117,537       119,439
                                        ----------    ----------
                                        $1,583,307    $1,803,511
                                        ----------    ----------

NET INCOME                              $  306,851    $  759,195 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   31,846    $   59,269 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME           $  275,005    $  699,926 
                                        ==========    ==========
NET INCOME per unit                     $      .66    $     1.67 
                                        ==========    ==========
UNITS OUTSTANDING                          418,266       418,266
                                        ==========    ==========

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

                                 -19-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                        ----------    ---------- 

REVENUES:
  Oil and gas sales                     $6,914,717    $6,685,261
  Interest and other income                 34,775        25,319
  Gain (loss) on sale of oil and 
   gas properties                      (       174)       23,687
                                        ----------    ----------
                                        $6,949,318    $6,734,267

COSTS AND EXPENSES:
  Lease operating                       $2,703,699    $2,707,858
  Production tax                           493,049       465,768
  Depreciation, depletion, and
   amortization of oil and gas
   properties                            1,356,502     1,528,296
  Impairment provision                   2,893,741           -
  General and administrative (Note 2)      388,691       379,825
                                        ----------    ----------
                                        $7,835,682    $5,081,747
                                        ----------    ----------

NET INCOME (LOSS)                      ($  886,364)   $1,652,520 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $  123,953    $  142,492 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($1,010,317)   $1,510,028 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($     2.42)   $     3.61 
                                        ==========    ==========
UNITS OUTSTANDING                          418,266       418,266
                                        ==========    ==========

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

                                 -20-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                       ------------  ------------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($  886,364)   $1,652,520 
  Adjustments to reconcile net income
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                          1,356,502     1,528,296
   Impairment provision                  2,893,741           -
   (Gain) loss on sale of oil and
     gas properties                            174   (    23,687)
   Increase in accounts receivable -
     General Partner                           -     (    18,745)
   Decrease in accounts receivable -
     oil and gas sales                     337,771       208,915 
   Decrease in accounts payable        (   274,960)  (    35,918)
                                        ----------    ----------
  Net cash provided by operating
   activities                           $3,426,864    $3,311,381

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($   70,042)  ($   26,766)
  Proceeds from sale of oil and
   gas properties                            6,186        27,959
                                        ----------    ----------
  Net cash provided (used) by 
   investing activities                ($   63,856)   $    1,193 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($3,675,634)  ($2,832,352)
                                        ----------    ----------
  Net cash used by financing 
   activities                          ($3,675,634)  ($2,832,352)
                                        ----------    ----------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($  312,626)   $  480,222 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                    1,243,143       665,050
                                        ----------    ----------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  930,517    $1,145,272
                                        ==========    ==========

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

                                 -21-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                       September 30, December 31,
                                           1997         1996
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents               $  405,896  $  504,658
  Accounts receivable:
   Oil and gas sales                         456,349     661,215
                                          ----------  ----------
       Total current assets               $  862,245  $1,165,873

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method           $3,645,290  $7,307,487

DEFERRED CHARGE                           $  159,453  $  159,453
                                          ----------  ----------
                                          $4,666,988  $8,632,813
                                          ==========  ==========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                        $  145,802  $  168,316
  Gas imbalance payable                      109,044     109,044
                                          ----------  ----------
       Total current liabilities          $  254,846  $  277,360

ACCRUED LIABILITY                         $  142,686  $  142,686

PARTNERS' CAPITAL (DEFICIT):
  General Partner                        ($  139,777)($   97,523)
  Limited Partners, issued and
   outstanding, 221,484 units              4,409,233   8,310,290
                                          ----------  ----------
       Total Partners' capital            $4,269,456  $8,212,767
                                          ----------  ----------
                                          $4,666,988  $8,632,813
                                          ==========  ==========

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

                                 -22-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                         ---------     --------- 

REVENUES:
  Oil and gas sales                       $656,490      $801,543
  Interest and other income                  5,029         3,735
  Gain on sale of oil and gas 
   properties                                  113         5,951
                                          --------      --------
                                          $661,632      $811,229

COSTS AND EXPENSES:
  Lease operating                         $295,930      $180,805
  Production tax                            37,135        34,058
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              268,417       307,634
  General and administrative (Note 2)       62,247        63,302
                                          --------      --------
                                          $663,729      $585,799
                                          --------      --------

NET INCOME (LOSS)                        ($  2,097)     $225,430 
                                          ========      ========
GENERAL PARTNER - NET INCOME              $ 10,380      $ 23,135 
                                          ========      ========
LIMITED PARTNERS - NET INCOME (LOSS)     ($ 12,477)     $202,295 
                                          ========      ========
NET INCOME (LOSS) per unit               ($    .06)     $    .91 
                                          ========      ========
UNITS OUTSTANDING                          221,484       221,484
                                          ========      ========

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

                                 -23-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                        ----------    ---------- 

REVENUES:
  Oil and gas sales                     $2,281,635    $2,257,857
  Interest and other income                 16,453         8,839
  Gain (loss) on sale of oil and 
   gas properties                      (       120)        5,951
                                        ----------    ----------
                                        $2,297,968    $2,272,647

COSTS AND EXPENSES:
  Lease operating                       $  826,588    $  813,473
  Production tax                           123,883       112,583
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              803,335       957,920
  Impairment provision                   2,884,405           -
  General and administrative (Note 2)      205,410       201,404
                                        ----------    ----------
                                        $4,843,621    $2,085,380
                                        ----------    ----------

NET INCOME (LOSS)                      ($2,545,653)   $  187,267 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   19,404    $   47,238 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($2,565,057)   $  140,029 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($    11.58)   $      .63 
                                        ==========    ==========
UNITS OUTSTANDING                          221,484       221,484
                                        ==========    ==========

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

                                 -24-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)
                                           1997          1996
                                       ------------   -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($2,545,653)   $  187,267 
  Adjustments to reconcile net income
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                            803,335       957,920 
   Impairment provision                  2,884,405           -
   (Gain) loss on sale of oil and
     gas properties                            120   (     5,951)
   Increase in accounts receivable -
     General Partner                            -    (     2,786)
   (Increase) decrease in accounts 
     receivable - oil and gas sales        204,866   (    81,477)
   Decrease in accounts payable        (    22,514)  (    26,023)
                                        ----------    ----------
  Net cash provided by operating
   activities                           $1,324,559    $1,028,950

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($   31,343)  ($    5,535)
  Proceeds from sale of oil and
   gas properties                            5,680        39,038
                                        ----------    ----------
  Net cash provided (used) by 
   investing activities                ($   25,663)   $   33,503 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($1,397,658)  ($  850,474)
                                        ----------    ----------
  Net cash used by financing 
   activities                          ($1,397,658)  ($  850,474)
                                        ----------    ----------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($   98,762)   $  211,979 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                      504,658       324,616
                                        ----------    ----------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  405,896    $  536,595
                                        ==========    ==========

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

                                 -25-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
                            BALANCE SHEETS
                              (Unaudited)

                                ASSETS

                                       September 30, December 31,
                                           1997         1996
                                       ------------- ------------

CURRENT ASSETS:
  Cash and cash equivalents              $  276,403   $  315,955
  Accounts receivable:
   Oil and gas sales                        278,512      408,115
                                         ----------   ----------
       Total current assets              $  554,915   $  724,070

NET OIL AND GAS PROPERTIES, utilizing    
  the successful efforts method          $2,272,475   $4,150,885

DEFERRED CHARGE                          $  102,775   $  102,775
                                         ----------   ----------
                                         $2,930,165   $4,977,730
                                         ==========   ==========

              LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
  Accounts payable                       $   85,118   $   99,540
  Gas imbalance payable                      54,219       54,219
                                         ----------   ----------
       Total current liabilities         $  139,337   $  153,759

ACCRUED LIABILITY                        $   86,853   $   86,853

PARTNERS' CAPITAL (DEFICIT):
  General Partner                       ($   80,924) ($   58,669)
  Limited Partners, issued and
   outstanding, 121,925 units             2,784,899    4,795,787
                                         ----------   ----------
       Total Partners' capital           $2,703,975   $4,737,118
                                         ----------   ----------
                                         $2,930,165   $4,977,730
                                         ==========   ==========

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

                                 -26-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
                       STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                            1997          1996
                                         ---------     --------- 

REVENUES:
  Oil and gas sales                       $398,505      $506,885
  Interest and other income                  3,501         2,212
  Gain on sale of oil and gas
   properties                                   31         6,500 
                                          --------      --------
                                          $402,037      $515,597

COSTS AND EXPENSES:
  Lease operating                         $186,212      $123,955
  Production tax                            21,738        20,931
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              147,446       192,679
  General and administrative (Note 2)       34,269        34,858
                                          --------      --------
                                          $389,665      $372,423
                                          --------      --------

NET INCOME                                $ 12,372      $143,174 
                                          ========      ========
GENERAL PARTNER - NET INCOME              $  6,341      $ 14,623 
                                          ========      ========
LIMITED PARTNERS - NET INCOME             $  6,031      $128,551 
                                          ========      ========
NET INCOME per unit                       $   0.05      $   1.05 
                                          ========      ========
UNITS OUTSTANDING                          121,925       121,925
                                          ========      ========

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

                                 -27-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
                       STATEMENTS OF OPERATIONS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)

                                           1997          1996
                                       ------------   ---------- 

REVENUES:
  Oil and gas sales                     $1,405,635    $1,430,150
  Interest and other income                 10,893         4,867
  Gain on sale of oil and gas
   properties                                4,974        10,996 
                                        ----------    ----------
                                        $1,421,502    $1,446,013

COSTS AND EXPENSES:
  Lease operating                       $  531,400    $  539,372
  Production tax                            74,160        70,037
  Depreciation, depletion, and
   amortization of oil and gas
   properties                              447,642       597,397
  Impairment provision                   1,449,404           -
  General and administrative (Note 2)      113,160       110,960
                                        ----------    ----------
                                        $2,615,766    $1,317,766
                                        ----------    ----------

NET INCOME (LOSS)                      ($1,194,264)   $  128,247 
                                        ==========    ==========
GENERAL PARTNER - NET INCOME            $   15,624    $   30,065 
                                        ==========    ==========
LIMITED PARTNERS - NET INCOME (LOSS)   ($1,209,888)   $   98,182 
                                        ==========    ==========
NET INCOME (LOSS) per unit             ($     9.92)   $      .81 
                                        ==========    ==========
UNITS OUTSTANDING                          121,925       121,925
                                        ==========    ==========

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

                                 -28-
<PAGE>
<PAGE>
            GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G
                       STATEMENTS OF CASH FLOWS
         FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
                              (Unaudited)
                                           1997           1996
                                       ------------    ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                    ($1,194,264)     $128,247 
  Adjustments to reconcile net income 
   (loss) to net cash provided by
   operating activities:
   Depreciation, depletion, and 
     amortization of oil and gas
     properties                            447,642       597,397
   Impairment provision                  1,449,404           -  
   Gain on sale of oil and gas
     properties                        (     4,974)    (  10,996)
   Increase in accounts receivable -
     General Partner                           -       (   2,101)
   (Increase) decrease in accounts 
     receivable - oil and gas sales        129,603     (  55,496)
   Decrease in accounts payable        (    14,422)    (  16,378)
                                        ----------      --------
  Net cash provided by operating
   activities                           $  812,989      $640,673

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                 ($   26,510)    ($ 11,628)
  Proceeds from sale of oil and
   gas properties                           12,848        44,321
                                        ----------      --------
  Net cash provided (used) by 
   investing activities                ($   13,662)     $ 32,693 

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   ($  838,879)    ($523,067)
                                        ----------      --------
  Net cash used by financing 
   activities                          ($  838,879)    ($523,067)
                                        ----------      --------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     ($   39,552)     $150,299 

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                      315,955       188,474
                                        ----------      --------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                         $  276,403      $338,773
                                        ==========      ========

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

                                 -29-
<PAGE>
<PAGE>
        GEODYNE ENERGY INCOME PROGRAM III LIMITED PARTNERSHIPS
              CONDENSED NOTES TO THE FINANCIAL STATEMENTS
                          SEPTEMBER 30, 1997
                              (Unaudited)


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

     The  balance  sheets  as of  September  30,  1997, statements  of
     operations for the three and nine months ended September 30, 1997
     and 1996  and statements of cash flows  for the nine months ended
     September  30,  1997 and  1996  have  been  prepared  by  Geodyne
     Resources,  Inc., the  general partner  of the  Partnerships (the
     "General Partner"), without audit.  In the  opinion of management
     the financial statements referred  to above include all necessary
     adjustments,  consisting  of  normal  recurring  adjustments,  to
     present fairly the financial position  at September 30, 1997, the
     results  of  operations  for  the  three and  nine  months  ended
     September  30, 1997  and 1996  and the  cash flows  for  the nine
     months ended September 30, 1997 and 1996.

     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, 1996.   The  results of
     operations for  the  period  ended  September 30,  1997  are  not
     necessarily indicative of the results to be expected for the full
     year.

     The Limited Partners' net income  or loss per unit is based  upon
     each $100 initial capital contribution.

     OIL AND GAS PROPERTIES
     ----------------------

     The  Partnerships  follow   the  successful  efforts  method   of
     accounting  for  their   oil  and  gas  properties.    Under  the
     successful  efforts  method,   the  Partnerships  capitalize  all
     property  acquisition costs  and  development  costs incurred  in
     connection with the further development of oil and gas  reserves.
     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 Partnerships  of properties
     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.    Leasehold  impairment  is
     recognized  based  upon  an  individual  property assessment  and
     exploratory experience.   Upon discovery of  commercial reserves,
     leasehold costs are transferred to producing properties.

     Depletion  of the  costs  of producing  oil  and gas  properties,
     amortization  of  related  intangible  drilling  and  development
     costs, and depreciation of tangible lease and well equipment  are

                                 -30-
<PAGE>
<PAGE>
     computed  on the  unit-of-production  method.   The Partnerships'
     depletion,  depreciation,  and  amortization  includes  estimated
     dismantlement and  abandonment costs,  net  of estimated  salvage
     value.

     When complete units of depreciable property are  retired or sold,
     the  asset   cost  and   related  accumulated   depreciation  are
     eliminated with  any gain or loss reflected in income.  When less
     than complete units of depreciable  property are retired or sold,
     the difference between asset cost and salvage value is charged or
     credited to accumulated depreciation.

     Statement of  Financial  Accounting Standards  ("SFAS") No.  121,
     "Accounting for  the Impairment of  Long Lived Assets  and Assets
     Held for  Disposal", requires successful  efforts companies, like
     the Partnerships, to evaluate  the recoverability of the carrying
     costs of their proved oil and gas properties at  the lowest level
     for  which there  are identifiable  cash flows  that are  largely
     independent of  the cash  flows of  other groups of  oil and  gas
     properties.   With  respect  to  the Partnerships'  oil  and  gas
     properties, this evaluation  was performed for each field.   SFAS
     No.  121 provides that  if the unamortized  costs of  oil and gas
     properties for each field exceed the expected undiscounted future
     cash  flows from such properties,  the cost of  the properties is
     written  down to  fair value,  which is  determined by  using the
     discounted  future   cash  flows   from  the  properties.     The
     Partnerships   recorded  a   non-cash  charge   against  earnings
     (impairment provision) during the nine months ended September 30,
     1997 pursuant to SFAS No. 121 as follows:

                Partnership               Amount
                -----------            ------------
                   III-A               $1,617,006
                   III-B                  738,122
                   III-C                1,696,418
                   III-D                  932,243
                   III-E                2,893,741
                   III-F                2,884,405 
                   III-G                1,449,404

     The  risk that the Partnerships  will be required  to record such
     impairment  provisions in the  future increases when  oil and gas
     prices are depressed.


2.   TRANSACTIONS WITH RELATED PARTIES
     ---------------------------------

     The Partnership Agreements governing the Partnerships 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 by  the General Partner.  During  the three
     months ended September 30, 1997  the following payments were made
     to the General Partner or its affiliates by the Partnerships:

                             Direct General       Administrative
          Partnership      and Administrative       Overhead    
          -----------      -----------------      --------------
             III-A              $4,724              $ 69,468
             III-B               2,479                36,405

                                 -31-
<PAGE>
<PAGE>
             III-C               4,379                64,353
             III-D               2,347                34,476
             III-E               7,467               110,070
             III-F               3,963                58,284
             III-G               2,184                32,085

     During  the nine  months ended September  30, 1997  the following
     payments  were made to the  General Partner or  its affiliates by
     the Partnerships:

                             Direct General       Administrative
          Partnership      and Administrative       Overhead    
          -----------      -----------------      --------------
             III-A             $30,525              $208,404
             III-B              16,116               109,215  
             III-C              33,644               193,059
             III-D              18,672               103,428
             III-E              58,481               330,210
             III-F              30,558               174,852
             III-G              16,905                96,255


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

     The  receivable from the General Partner at December 31, 1996 for
     the  III-C Partnership  represented proceeds  due to  the   III-C
     Partnership for the  sale of  oil and gas  properties during  the
     fourth quarter of  1996.   Subsequent to December  31, 1996  such
     receivable was collected by the III-C Partnership.

     The receivable from the General Partner at September 30, 1997 for
     the III-C and III-D Partnerships represents  proceeds due to such
     Partnerships  for the sale of  oil and gas  properties during the
     third quarter of  1997.   Subsequent to September  30, 1997  such
     receivable was collected by the III-C and III-D Partnerships.

                                 -32-
<PAGE>
<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, or otherwise indicated.

GENERAL
- -------

     The  Partnerships are engaged in the business of owning interests
     in producing oil  and gas properties  located in the  continental
     United  States.   In  general, a  Partnership acquired  producing
     properties  and  has  not  engaged  in  development  drilling  or
     enhanced recovery  projects, except as an incidental  part of the
     management of the producing  properties acquired.  Therefore, the
     economic life of  each Partnership  is limited to  the period  of
     time required to fully produce its acquired oil and gas reserves.
     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 Partnership  Agreements  governing  the
     Partnerships.

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

                                 -33-
<PAGE>
<PAGE>
          -----------     ------------------     ---------------

           III-A          November 21, 1989        $26,397,600
           III-B          January 24, 1990          13,833,600
           III-C          February 27, 1990         24,453,600
           III-D          September 5, 1990         13,100,800
           III-E          December 26, 1990         41,826,600
           III-F          March 7, 1991             22,148,400
           III-G          September 20, 1991        12,192,500

     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 operations less necessary operating capital are
     distributed to Limited  Partners on a quarterly  basis.  Revenues
     and  net proceeds of a Partnership are largely dependent upon the
     volumes of oil and gas sold  and the prices received for such oil
     and gas.  While the General Partner cannot predict future pricing
     trends, it believes the working capital available as of September
     30, 1997  and the  net revenue  generated from  future operations
     will  provide  sufficient working  capital  to  meet current  and
     future obligations of the Partnerships.


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

     GENERAL DISCUSSION

     The following  general discussion  should be read  in conjunction
     with the analysis of  results of operations provided below.   The
     most important  variable affecting the Partnerships'  revenues is
     the  prices received  for the  sale of  oil and gas.   Predicting
     future  prices  is  very difficult.    Substantially  all of  the
     Partnerships'  gas reserves are being sold  in the "spot market".
     Prices  on the  spot  market are  subject  to wide  seasonal  and
     regional  pricing fluctuations  due  to  the  highly  competitive
     nature of the spot market.   In addition, such spot  market sales
     are  generally short-term in  nature and  are dependent  upon the
     obtaining  of  transportation  services  provided  by  pipelines.
     Management is unable to predict whether future oil and gas prices
     will (i) stabilize, (ii) increase, or (iii) decrease.

     PARTNERSHIP III-A            

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                   Three Months Ended September 30,
                                   --------------------------------
                                          1997            1996
                                        --------        --------
      Oil and gas sales                 $712,026        $811,194
      Oil and gas production expenses   $131,345        $217,222
      Barrels produced                     9,074          10,526
      Mcf produced                       238,355         310,142
      Average price/Bbl                 $  19.21        $  21.53
      Average price/Mcf                 $   2.26        $   1.88

                                 -34-
<PAGE>
<PAGE>
     As shown in  the above table,  total oil and gas  sales decreased
     $99,168  (12.2%) for the three months ended September 30, 1997 as
     compared to the three months ended  September 30, 1996.  Of  this
     decrease,  approximately $31,000 and $135,000, respectively, were
     related  to  decreases in  volumes  of  oil and  gas  sold  and a
     decrease  of approximately $21,000  was related to  a decrease in
     the  average price  of oil sold,  which decreases  were partially
     offset by  an increase  of approximately  $91,000  related to  an
     increase in  the average price of  gas sold.  Volumes  of oil and
     gas sold  decreased 1,452  barrels and 71,787  Mcf, respectively,
     for the three months ended September 30, 1997  as compared to the
     three months ended September 30, 1996. The decrease in volumes of
     oil sold resulted  from a negative prior period volume adjustment
     made by the purchaser on one  well during the three months  ended
     September 30, 1997.  The decrease in volumes of gas sold resulted
     primarily  from   (i)  normal  declines  in   production  due  to
     diminished  reserves on  several wells and (ii) a  positive prior
     period volume adjustment made by the purchaser on one well during
     the  three months ended September  30, 1996.   Average oil prices
     decreased  to  $19.21  per  barrel  for  the  three months  ended
     September  30, 1997 from $21.53  per barrel for  the three months
     ended  September 30, 1996, while  average gas prices increased to
     $2.26 per Mcf for the three months ended September 30,  1997 from
     $1.88 per Mcf for the three months ended September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  decreased $85,877 (39.5%) for the
     three  months ended September 30,  1997 as compared  to the three
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily from (i) workover expenses incurred on two wells during
     the three months ended September 30, 1996 in order to improve the
     recovery of reserves and (ii) decreases in volumes of oil and gas
     sold during the three months ended September 30, 1997 as compared
     to the three  months ended September 30, 1996. As a percentage of
     oil  and gas  sales, these  expenses decreased  to 18.4%  for the
     three  months ended September 30,  1997 from 26.8%  for the three
     months  ended September 30,  1996.  This  percentage decrease was
     primarily  due to the dollar  decrease in oil  and gas production
     expenses discussed above and the increase in the average price of
     gas  sold during  the three  months ended  September 30,  1997 as
     compared to the three months ended September 30, 1996.
 
     Depreciation,  depletion,  and   amortization  of  oil   and  gas
     properties decreased  $89,594 (30.3%) for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September  30,  1996.    This decrease  resulted  primarily  from
     decreases in volumes of oil and gas  sold during the three months
     ended  September 30, 1997 as  compared to the  three months ended
     September 30, 1996.  As  a percentage of oil and gas  sales, this
     expense decreased  to 28.9% for the three  months ended September
     30,  1997 from  36.4% for  the three  months ended  September 30,
     1996.  This percentage decrease was primarily due to the increase
     in  the average price  of gas sold during  the three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30, 1996.

     General and administrative  expenses decreased $7,008  (8.6%) for
     the  three months  ended September  30, 1997  as compared  to the
     three months ended  September 30, 1996.   This decrease  resulted

                                 -35-
<PAGE>
<PAGE>
     primarily from a decrease  in professional fees and  printing and
     postage expenses during the three months ended September 30, 1997
     as compared to the three  months ended September 30, 1996.   As a
     percentage  of  oil  and   gas  sales,  these  expenses  remained
     relatively constant at 10.4% for the three months ended September
     30, 1997 and 10.0% for the three months ended September 30, 1996.


     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                    Nine Months Ended September 30,
                                    -------------------------------
                                         1997           1996
                                      ----------     ----------
      Oil and gas sales               $2,578,627     $2,718,110
      Oil and gas production expenses $  541,572     $  683,901
      Barrels produced                    30,701         35,808
      Mcf produced                       798,664      1,050,856
      Average price/Bbl               $    20.01     $    20.22
      Average price/Mcf               $     2.46     $     1.90

     As shown in  the above table,  total oil and gas  sales decreased
     $139,483 (5.1%) for the  nine months ended September 30,  1997 as
     compared to the  nine months ended September  30, 1996.   Of this
     decrease, approximately $103,000 and $479,000, respectively, were
     related  to decreases  in  volumes of  oil  and gas  sold,  which
     decrease  was partially  offset by  an increase  of approximately
     $447,000 related to an increase in the average price of gas sold.
     Volumes of oil and  gas sold decreased 5,107 barrels  and 252,192
     Mcf,  respectively, for the nine  months ended September 30, 1997
     as compared  to the nine  months ended  September 30, 1996.   The
     decrease in  volumes  of oil  sold  resulted primarily  from  (i)
     normal declines  in production due to diminished  reserves on two
     wells  and (ii) a negative prior period volume adjustment made by
     the  purchaser on one well during the nine months ended September
     30, 1997.  The decrease in volumes of gas sold resulted primarily
     from (i) normal declines in production due to diminished reserves
     on  several  wells  and  (ii)  a  positive  prior  period  volume
     adjustment  made by  the purchaser  on one  well during  the nine
     months ended September 30, 1996.  Average oil prices decreased to
     $20.01  per barrel for the  nine months ended  September 30, 1997
     from  $20.22 per barrel for  the nine months  ended September 30,
     1996, while average gas prices increased to $2.46 per Mcf for the
     nine months  ended September 30, 1997 from  $1.90 per Mcf for the
     nine months ended September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes) decreased $142,329 (20.8%) for the
     nine  months ended  September 30,  1997 as  compared to  the nine
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily  from decreases in volumes  of oil and  gas sold during
     the nine months ended  September 30, 1997 as compared to the nine
     months ended September  30, 1996. As a percentage of  oil and gas
     sales,  these  expenses decreased  to 21.0%  for the  nine months
     ended September 30,  1997 from  25.2% for the  nine months  ended
     September 30, 1996.   This percentage decrease was  primarily due
     to the increase in the average price of gas sold  during the nine
     months  ended September 30, 1997  as compared to  the nine months
     ended September 30, 1996.

                                 -36-
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
     properties decreased  $310,730 (31.0%) for the  nine months ended
     September 30, 1997 as compared to the nine months ended September
     30, 1996.   This  decrease resulted  primarily from decreases  in
     volumes  of oil  and  gas  sold  during  the  nine  months  ended
     September 30, 1997 as compared to the nine months ended September
     30, 1996.   As a percentage  of oil and  gas sales, this  expense
     decreased to 26.8% for  the nine months ended September  30, 1997
     from 36.9% for the  nine months ended September  30, 1996.   This
     percentage  decrease  was primarily  due to  the increase  in the
     average  price of gas sold during the nine months ended September
     30, 1997 as compared to the nine months ended September 30, 1996.

     As  set forth  under  "Results of  Operations"  above, the  III-A
     Partnership  recognized a  non-cash  charge against  earnings  of
     $1,617,006  for the nine months  ended September 30,  1997.  This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-A Partnership's adoption of SFAS No. 121.
     Of this  amount, $184,644 was related  to the decline in  oil and
     gas  prices used to determine  the recoverability of  oil and gas
     reserves  at  March  31,  1997  and  $1,432,362  was  related  to
     impairment  of  unproved  properties.    No  similar  charge  was
     necessary during  the nine months ended September  30, 1996 under
     SFAS No. 121.

     General  and administrative expenses remained relatively constant
     for the nine  months ended September 30, 1997  as compared to the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  remained relatively constant  at 9.3%
     for the  nine months ended  September 30,  1997 and 9.1%  for the
     nine months ended September 30, 1996. 

     The  Limited Partners  have received  cash distributions  through
     September  30, 1997  totaling  $23,102,701 or  87.52% of  Limited
     Partners' capital contributions.

PARTNERSHIP III-B            

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                   Three Months Ended September 30,
                                   --------------------------------
                                          1997            1996
                                        --------        --------
      Oil and gas sales                 $428,266        $473,499
      Oil and gas production expenses   $ 84,927        $123,708
      Barrels produced                     8,405           8,474
      Mcf produced                       120,161         156,741
      Average price/Bbl                 $  19.16        $  21.57
      Average price/Mcf                 $   2.22        $   1.85

     As  shown in the  above table, total oil  and gas sales decreased
     $45,233 (9.6%) for the  three months ended September 30,  1997 as
     compared to the three  months ended September 30, 1996.   Of this
     decrease,  approximately $68,000  was  related to  a decrease  in
     volumes  of gas sold and  approximately $20,000 was  related to a
     decrease in the average  price of oil sold, which  decreases were
     partially offset by an  increase of approximately $44,000 related

                                 -37-
<PAGE>
<PAGE>
     to an increase in the average price of gas sold.  Volumes of  oil
     and  gas sold decreased 69 barrels  and 36,580 Mcf, respectively,
     for the three  months ended September 30, 1997 as compared to the
     three months ended September  30, 1996.  The decrease  in volumes
     of  gas  sold resulted  primarily  from  (i) normal  declines  in
     production  due to diminished  gas reserves on  several wells and
     (ii)  a positive  prior  period  volume  adjustment made  by  the
     purchaser on one well during the three months ended September 30,
     1996.  Average oil  prices decreased to $19.16 per barrel for the
     three  months ended September 30, 1997 from $21.57 per barrel for
     the  three months  ended  September 30,  1996, while  average gas
     prices  increased to  $2.22 per  Mcf for  the three  months ended
     September  30, 1997 from $1.85 per Mcf for the three months ended
     September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  decreased $38,781 (31.3%) for the
     three  months ended September 30,  1997 as compared  to the three
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily from (i) workover expenses incurred on two wells during
     the three months ended September 30, 1996 in order to improve the
     recovery of reserves and (ii) decreases in volumes of oil and gas
     sold during the three months ended September 30, 1997 as compared
     to  the three months ended September 30, 1996. As a percentage of
     oil  and gas  sales, these  expenses decreased  to 19.8%  for the
     three  months ended September 30,  1997 from 26.1%  for the three
     months ended  September 30, 1996.   This percentage  decrease was
     primarily  due to the dollar  decrease in oil  and gas production
     expenses discussed above and the increase in the average price of
     gas  sold during  the three  months ended  September 30,  1997 as
     compared to the three months ended September 30, 1996.  

     Depreciation,  depletion,  and  amortization   of  oil  and   gas
     properties decreased  $46,875 (28.3%) for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30,  1996.  This  decrease resulted primarily  from (i)
     upward  revisions  in  the estimates  of  remaining  oil and  gas
     reserves  at December 31, 1996  and (ii) decreases  in volumes of
     oil and gas sold during the three months ended September 30, 1997
     as  compared to the three months ended  September 30, 1996.  As a
     percentage  of oil and gas sales, this expense decreased to 27.8%
     for the three months  ended September 30, 1997 from 35.0% for the
     three months ended September 30, 1996.  This percentage  decrease
     was  primarily  due  to  the  dollar  decrease  in  depreciation,
     depletion, and  amortization discussed above and  the increase in
     the  average  price of  gas sold  during  the three  months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30, 1996.  

     General and  administrative expenses decreased  $3,801 (8.9%) for
     the  three months  ended September  30, 1997  as compared  to the
     three months ended  September 30, 1996.   This decrease  resulted
     primarily from a decrease  in professional fees and printing  and
     postage expenses during the three months ended September 30, 1997
     as  compared to the three months ended  September 30, 1996.  As a
     percentage  of  oil  and   gas  sales,  these  expenses  remained
     relatively  constant at 9.1% for the three months ended September
     30, 1997 and 9.0% for the three months ended September 30, 1996.

     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                 -38-
<PAGE>
<PAGE>
                                    Nine Months Ended September 30,
                                    -------------------------------
                                         1997             1996
                                      ----------       ----------
      Oil and gas sales               $1,522,622       $1,559,625
      Oil and gas production expenses $  328,739       $  376,100
      Barrels produced                    27,663           27,882
      Mcf produced                       400,369          532,735
      Average price/Bbl               $    20.06       $    20.30
      Average price/Mcf               $     2.42       $     1.87

     As shown in  the table above,  total oil and gas  sales decreased
     $37,003  (2.4%) for the nine  months ended September  30, 1997 as
     compared to the  nine months ended September  30, 1996.   Of this
     decrease,  approximately $4,000 and  $248,000, respectively, were
     related  to  decreases  in  volumes  of  oil  and  gas  sold  and
     approximately  $7,000 was  related to  a decrease in  the average
     price  of oil sold, which  decreases were partially  offset by an
     increase of approximately $220,000 related to  an increase in the
     average price of  gas sold.  The decrease in  volumes of gas sold
     resulted  primarily from (i) normal declines in production due to
     diminished  gas reserves  on several  wells and  (ii)  a positive
     prior  period volume adjustment made by the purchaser on one well
     during the nine  months ended  September 30, 1996.   Average  oil
     prices decreased to $20.06  per barrel for the nine  months ended
     September 30, 1997  from $20.30  per barrel for  the nine  months
     ended September 30,  1996, while average gas  prices increased to
     $2.42  per Mcf for the nine  months ended September 30, 1997 from
     $1.87 per Mcf  for the nine months ended September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  decreased $47,361 (12.6%) for the
     nine  months ended  September 30,  1997 as  compared to  the nine
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily  from decreases in volumes  of oil and  gas sold during
     the nine months  ended September 30, 1997 as compared to the nine
     months ended September 30, 1996.  As a percentage of  oil and gas
     sales,  these expenses  decreased  to 21.6%  for the  nine months
     ended September 30,  1997 from  24.1% for the  nine months  ended
     September 30, 1996. This percentage decrease was primarily due to
     the  increase in  the average price  of gas sold  during the nine
     months  ended September 30, 1997  as compared to  the nine months
     ended September 30, 1996.

     Depreciation,  depletion,  and   amortization  of  oil   and  gas
     properties decreased  $164,300 (29.4%) for the  nine months ended
     September 30, 1997 as compared to the nine months ended September
     30, 1996.    This decrease  resulted  primarily from  (i)  upward
     revisions in the estimates  of remaining oil and gas  reserves at
     December 31,  1996 and (ii)  decreases in volumes of  oil and gas
     sold  during the nine months ended September 30, 1997 as compared
     to the nine months ended September 30, 1996.  As  a percentage of
     oil  and gas sales, this expense decreased  to 25.9% for the nine
     months  ended September 30, 1997  from 35.8% for  the nine months
     ended September 30, 1996.  This percentage decrease was primarily
     due  to  the  dollar  decrease in  depreciation,  depletion,  and
     amortization  discussed above  and  the increase  in the  average
     price of gas sold during the nine months ended September 30, 1997
     as compared to the nine months ended September 30, 1996.  

                                 -39-
<PAGE>
<PAGE>


     As  set  forth under  "Results  of Operations"  above,  the III-B
     Partnership  recognized  a  non-cash charge  against  earnings of
     $738,122  for the  nine months  ended September  30, 1997.   This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-B Partnership's adoption of SFAS No. 121.
     Of this amount, $77,653 was related to the decline in oil and gas
     prices  used  to determine  the  recoverability  of  oil and  gas
     reserves at March 31, 1997 and $660,469 was related to impairment
     of unproved properties.   No similar charge  was necessary during
     the nine months ended September 30, 1996 under SFAS No. 121.

     General and administrative  expenses remained relatively constant
     for the nine  months ended September 30, 1997  as compared to the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  remained relatively constant  at 8.2%
     for the  nine months ended  September 30,  1997 and 8.3%  for the
     nine months ended September 30, 1996.

     The Limited  Partners have  received  cash distributions  through
     September  30, 1997  totaling  $13,445,353 or  97.19% of  Limited
     Partners' capital contributions.

     PARTNERSHIP III-C

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                   Three Months Ended September 30,
                                   --------------------------------
                                          1997            1996
                                        --------        --------
      Oil and gas sales                 $633,934        $694,017
      Oil and gas production expenses   $148,845        $173,536
      Barrels produced                     6,175           3,938
      Mcf produced                       263,504         325,447
      Average price/Bbl                 $  19.01        $  22.23
      Average price/Mcf                 $   1.96        $   1.86

     As  shown in the  above table, total oil  and gas sales decreased
     $60,084 (8.7%) for the  three months ended September 30,  1997 as
     compared to the three  months ended September 30, 1996.   Of this
     decrease,  approximately $115,000  was related  to a  decrease in
     volumes  of gas sold and  approximately $20,000 was  related to a
     decrease in the average  price of oil sold, which  decreases were
     partially offset by increases of approximately $50,000 related to
     an  increase in the volumes of oil sold and approximately $26,000
     related to an increase in the average price of gas sold.  Volumes
     of  oil sold increased 2,237  barrels for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September  30, 1996. Volumes of gas sold decreased 61,943 Mcf for
     the  three months  ended September  30, 1997  as compared  to the
     three months ended September  30, 1996.  The increase  in volumes
     of oil sold  resulted primarily from positive prior period volume
     adjustments  made by the purchaser  on two wells  during the nine
     months ended September 30,  1997. The decrease in volumes  of gas
     sold  resulted primarily  from (i)  negative prior  period volume

                                 -40-
<PAGE>
<PAGE>
     adjustments made by the  purchaser on two wells during  the three
     months ended  September 30, 1997,  (ii) a  positive prior  period
     volume  adjustment made by the  purchaser on one  well during the
     three months ended  September 30, 1996, and (iii) normal declines
     in production  due to diminished  gas reserves on  several wells.
     Average oil prices decreased  to $19.01 per barrel for  the three
     months  ended September 30, 1997  from $22.23 per  barrel for the
     three months ended September  30, 1996, while average gas  prices
     increased to $1.96 per  Mcf for the three months  ended September
     30, 1997 from $1.86 per Mcf  for the three months ended September
     30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  decreased $24,691 (14.2%) for the
     three  months ended September 30,  1997 as compared  to the three
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily  from decreases in volumes of gas sold during the three
     months ended September 30,  1997 as compared to the  three months
     ended September 30, 1996.  As a percentage of oil  and gas sales,
     these  expenses remained  relatively  constant at  23.5% for  the
     three months ended  September 30,  1997 and 25.0%  for the  three
     months ended September 30, 1996.

     Depreciation,  depletion,  and   amortization  of  oil   and  gas
     properties decreased  $86,144 (32.8%) for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30,  1996.  This  decrease resulted primarily  from (i)
     upward  revisions  in  the estimates  of  remaining  oil and  gas
     reserves  at December  31,  1996 and  (ii)  the decrease  in  the
     volumes of gas sold  during the three months ended  September 30,
     1997  as compared to the  three months ended  September 30, 1996.
     As a percentage  of oil and gas sales, this  expense decreased to
     27.9%  for the three months  ended September 30,  1997 from 37.9%
     for the three months  ended September 30, 1996.   This percentage
     decrease   was  primarily   due   to  the   dollar  decrease   in
     depreciation, depletion, and amortization discussed above and the
     increase in the average price of gas sold during the three months
     ended  September 30, 1997 as  compared to the  three months ended
     September 30, 1996.

     General and administrative expenses remained  relatively constant
     for the three months ended September  30, 1997 as compared to the
     three  months ended September  30, 1996.  As  a percentage of oil
     and gas sales, this expense remained relatively constant at 10.8%
     for the three months  ended September 30, 1997 and  10.1% for the
     three months ended September 30, 1996.

     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                    Nine Months Ended September 30,
                                    -------------------------------
                                           1997           1996
                                        ----------     ----------
      Oil and gas sales                 $2,234,020     $2,309,688
      Oil and gas production expenses   $  521,732     $  570,849
      Barrels produced                      19,357         18,618
      Mcf produced                         842,571      1,057,587
      Average price/Bbl                 $    20.22     $    19.97
      Average price/Mcf                 $     2.19     $     1.83

                                 -41-
<PAGE>
<PAGE>
     As shown in  the table above,  total oil and gas  sales decreased
     $75,669 (3.3%)for  the nine months  ended September  30, 1997  as
     compared to the  nine months  ended September 30,  1996. Of  this
     decrease,  approximately $393,000  was related  to a  decrease in
     volumes  of gas sold, which  decrease was partially  offset by an
     increase  of  approximately $15,000  related  to  an increase  in
     volumes  of oil  sold and an  increase of  approximately $303,000
     related to  an increase in the average price of gas sold. Volumes
     of  oil sold  increased 739  barrels, while  volumes of  gas sold
     decreased 215,016 Mcf  for the  nine months  ended September  30,
     1997 as compared to the nine months ended September 30, 1996. The
     decrease in  volumes  of gas  sold  resulted primarily  from  (i)
     negative prior period volume adjustments made by the purchaser on
     three wells during the nine months ended September 30, 1997, (ii)
     positive prior period volume adjustments made by the purchaser on
     several wells during  the nine months  ended September 30,  1996,
     (iii) the sale  of several  gas producing wells  during 1996  and
     1997 and (iv) normal declines in production due to diminished gas
     reserves  on several wells.  Average oil and gas prices increased
     to $20.22 per  barrel and  $2.19 per Mcf,  respectively, for  the
     nine months ended September  30, 1997 from $19.97 per  barrel and
     $1.83 per Mcf,  respectively, for the nine months ended September
     30, 1996. 

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and  production taxes) decreased $49,117  (8.6%) for the
     nine  months ended  September 30,  1997 as  compared to  the nine
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily from decreases in  volumes of gas sold during  the nine
     months  ended September 30, 1997  as compared to  the nine months
     ended September 30, 1996.  As a percentage of oil  and gas sales,
     these expenses remained relatively constant at 23.4% for the nine
     months ended September  30, 1997  and 24.7% for  the nine  months
     ended September 30, 1996. 

     Depreciation,  depletion,   and  amortization  of   oil  and  gas
     properties decreased  $316,826 (36.0%) for the  nine months ended
     September 30, 1997 as compared to the nine months ended September
     30, 1996.    This decrease  resulted  primarily from  (i)  upward
     revisions in the estimates  of remaining oil and gas  reserves at
     December  31,  1996 and  (ii) decreases  in  volumes of  gas sold
     during  the nine months ended  September 30, 1997  as compared to
     the nine months ended September 30, 1996.  As a percentage of oil
     and  gas  sales, this  expense decreased  to  25.2% for  the nine
     months  ended September 30, 1997  from 38.1% for  the nine months
     ended September 30, 1996.  This percentage decrease was primarily
     due  to  the  dollar  decrease in  depreciation,  depletion,  and
     amortization  discussed above  and the  increases in  the average
     prices of oil and gas sold during the nine months ended September
     30, 1997 as compared to the nine months ended September 30, 1996.

     As  set  forth under  "Results  of Operations"  above,  the III-C
     Partnership  recognized  a non-cash  charge  against  earnings of
     $1,696,418  for the nine months  ended September 30,  1997.  This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-C Partnership's adoption of SFAS No. 121.
     Of this  amount, $234,271 was related  to the decline in  oil and
     gas  prices used to determine  the recoverability of  oil and gas
     reserves  at  March  31,  1997  and  $1,462,147  was  related  to

                                 -42-
<PAGE>
<PAGE>
     impairment  of  unproved  properties.    No  similar  charge  was
     necessary during the nine months ended September 30, 1996.

     General and administrative expenses  remained relatively constant
     for the nine months  ended September 30, 1997 as compared  to the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  also remained relatively  constant at
     10.1% for the nine months  ended September 30, 1997 and  9.6% for
     the nine months ended September 30, 1996. 

     The  Limited  Partners have  received cash  distributions through
     September  30, 1997  totaling  $14,811,795 or  60.57% of  Limited
     Partners' capital contributions.

     PARTNERSHIP III-D            

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                   Three Months Ended September 30,
                                   --------------------------------
                                          1997             1996
                                        --------         --------
      Oil and gas sales                 $472,603         $567,772
      Oil and gas production expenses   $184,736         $207,669
      Barrels produced                     9,749           10,991
      Mcf produced                       168,424          186,913
      Average price/Bbl                 $  17.46         $  20.62
      Average price/Mcf                 $   1.80         $   1.82

     As shown in the  table above, total oil  and gas sales  decreased
     $95,169  (16.8%) for the three months ended September 30, 1997 as
     compared to the three months  ended September 30, 1996.  Of  this
     decrease, approximately $26,000  and $34,000, respectively,  were
     related to  decreases in  the volumes  of  oil and  gas sold  and
     approximately $31,000  was related to  a decrease in  the average
     price  of oil sold.  Volumes of  oil and gas sold decreased 1,242
     barrels and 18,489 Mcf, respectively, for the three  months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September  30, 1996.   Average  oil and  gas prices  decreased to
     $17.46  per barrel and $1.80 per Mcf, respectively, for the three
     months  ended September 30, 1997 from $20.62 per barrel and $1.82
     per Mcf,  respectively, for the three months  ended September 30,
     1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  decreased $22,933 (11.0%) for the
     three  months ended September 30,  1997 as compared  to the three
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily  from  (i) decreases  in volumes  of  oil and  gas sold
     during the three months  ended September 30, 1997 as  compared to
     the three  months ended September 30, 1996 and (ii) a decrease in
     production taxes  associated with  the decrease  in  oil and  gas
     sales discussed  above.  As  a percentage  of oil and  gas sales,
     these  expenses  increased to  39.1% for  the three  months ended
     September  30,  1997  from  36.6%  for  the  three  months  ended
     September 30, 1996.   This percentage increase was  primarily due
     to the decreases in the average prices of oil and gas sold during
     the  three months  ended September  30, 1997  as compared  to the
     three months ended September 30, 1996.

                                 -43-
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
     properties decreased  $34,534 (25.7%) for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30, 1996.   This decrease  resulted primarily from  (i)
     upward  revisions  in the  estimates  of  remaining oil  and  gas
     reserves  at December 31, 1996  and (ii) decreases  in volumes of
     oil and gas sold during the three months ended September 30, 1997
     as compared to  the three months ended September 30,  1996.  As a
     percentage  of oil and gas sales, this expense decreased to 21.1%
     for the three months ended September  30, 1997 from 23.7% for the
     three months ended September 30, 1996.  This  percentage decrease
     was  primarily  due  to  the  dollar  decrease  in  depreciation,
     depletion, and amortization discussed above.

     General and administrative expenses remained  relatively constant
     for the three months ended September 30,  1997 as compared to the
     three months ended September 30, 1996. As a percentage of oil and
     gas  sales, these expenses increased to 7.8% for the three months
     ended September 30,  1997 from  6.7% for the  three months  ended
     September  30, 1996.  This percentage  increase was primarily due
     to the decrease in oil and gas sales discussed above.

     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                    Nine Months Ended September 30,
                                    -------------------------------
                                           1997           1996
                                        ----------     ----------
      Oil and gas sales                 $1,734,127     $1,665,188
      Oil and gas production expenses   $  599,212     $  598,008
      Barrels produced                      31,704         33,069
      Mcf produced                         530,916        565,614
      Average price/Bbl                 $    19.51     $    19.47
      Average price/Mcf                 $     2.10     $     1.81

     As shown  in the table above,  total oil and gas  sales increased
     $68,938  (4.1%) for the nine  months ended September  30, 1997 as
     compared to  the nine months  ended September 30, 1996.   Of this
     increase, approximately  $154,000 was  related to an  increase in
     the  average price  of  gas sold,  which  increase was  partially
     offset  by  decreases  of   approximately  $27,000  and  $63,000,
     respectively, related  to decreases  in  volumes of  oil and  gas
     sold.   Volumes of  oil and gas sold  decreased 1,365 barrels and
     34,698 Mcf, respectively, for the nine months ended September 30,
     1997 as compared  to the  nine months ended  September 30,  1996.
     Average oil and  gas prices  increased to $19.51  per barrel  and
     $2.10  per Mcf, respectively, for the nine months ended September
     30,  1997 from $19.47 per barrel and $1.81 per Mcf, respectively,
     for the nine months ended September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production  taxes) remained relatively constant  for
     the nine months ended September 30,  1997 as compared to the nine
     months ended September 30, 1996.  As a percentage of  oil and gas
     sales, these expenses also  remained relatively constant at 34.6%
     for  the nine months ended  September 30, 1997  and 35.9% for the
     nine months ended September 30, 1996.

     Depreciation,  depletion,  and   amortization  of  oil  and   gas
     properties decreased  $90,553 (22.2%)  for the nine  months ended

                                 -44-
<PAGE>
<PAGE>
     September 30, 1997 as compared to the nine months ended September
     30,  1996.   This  decrease resulted  primarily  from (i)  upward
     revisions in the estimates  of remaining oil and gas  reserves at
     December 31,  1996 and (ii) decreases  in volumes of oil  and gas
     sold  during the nine months ended September 30, 1997 as compared
     to the  nine months ended September 30, 1996.  As a percentage of
     oil and gas  sales, this expense decreased to  18.3% for the nine
     months  ended September 30, 1997  from 24.5% for  the nine months
     ended September 30, 1996.  This percentage decrease was primarily
     due  to  the  dollar  decrease in  depreciation,  depletion,  and
     amortization  discussed above  and  the increase  in the  average
     price of gas sold during the nine months ended September 30, 1997
     as compared to the nine months ended September 30, 1996.

     As set  forth  under "Results  of  Operations" above,  the  III-D
     Partnership  recognized a  non-cash  charge  against earnings  of
     $932,243  for the  nine months  ended September  30, 1997.   This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-D Partnership's adoption of SFAS No. 121.
     Of  this amount, $485,820  was related to the  decline in oil and
     gas  prices used to determine  the recoverability of  oil and gas
     reserves at March 31, 1997 and $446,423 was related to impairment
     of unproved  properties.  No similar charge  was necessary during
     the nine months ended September 30, 1996.

     General  and administrative expenses remained relatively constant
     for the nine  months ended September 30, 1997  as compared to the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  also remained relatively  constant at
     7.0% for  the nine months ended  September 30, 1997 and  7.2% for
     the nine months ended September 30, 1996.  

     The  Limited Partners  have received  cash distributions  through
     September  30,  1997 totaling  $7,244,669  or  55.30% of  Limited
     Partners' capital contributions.


     PARTNERSHIP III-E            

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                   Three Months Ended September 30,
                                   --------------------------------
                                         1997             1996
                                      ----------       ----------
      Oil and gas sales               $1,878,608       $2,529,876
      Oil and gas production expenses $1,038,911       $1,119,695
      Barrels produced                    56,012           65,854
      Mcf produced                       544,047          624,833
      Average price/Bbl               $    17.24       $    20.33
      Average price/Mcf               $     1.68       $     1.91

     As shown in  the table above,  total oil and gas  sales decreased
     $651,268 (25.7%) for the three months ended September 30, 1997 as
     compared to the three months ended  September 30, 1996.  Of  this
     decrease, approximately $200,000 and $154,000, respectively, were
     related  to  decreases  in  volumes  of  oil  and  gas  sold  and
     approximately $173,000 and  $125,000, respectively, were  related

                                 -45-
<PAGE>
<PAGE>
     to  decreases in the average price of  oil and gas sold.  Volumes
     of  oil  and gas  sold decreased  9,842  barrels and  80,786 Mcf,
     respectively,  for the three  months ended September  30, 1997 as
     compared  to  the three  months ended  September  30, 1996.   The
     decrease  in volumes  of  oil sold  resulted  primarily from  (i)
     positive prior period volume adjustments made by the purchaser on
     one well during the  three months ended September 30,  1996, (ii)
     normal declines in production  due to diminished oil reserves  on
     three wells,  (iii) diminished production  on one well  which was
     shut-in during the three  months ended September 30, 1997  due to
     mechanical  difficulties  and (iv)  negative prior  period volume
     adjustments made by  the operator  on one well  during the  three
     months  ended September  30, 1997.   Average  oil and  gas prices
     decreased to $17.24  per barrel and $1.68  per Mcf, respectively,
     for the three  months ended  September 30, 1997  from $20.33  per
     barrel and  $1.91 per  Mcf,  respectively, for  the three  months
     ended September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and  production taxes) decreased $80,784  (7.2%) for the
     three  months ended September 30,  1997 as compared  to the three
     months  ended  September  30,   1996.    This  decrease  resulted
     primarily  from decreases in volumes  of oil and  gas sold during
     the  three months  ended September  30, 1997  as compared  to the
     three  months  ended  September  30,  1996,  which  decrease  was
     partially offset  by (i) workover  expenses incurred on  one well
     during  the three  months ended  September 30,  1997 in  order to
     improve the  recovery of reserves, (ii)  increased legal expenses
     incurred  on one well during the three months ended September 30,
     1997 as compared to the three months ended September 30, 1996 and
     (iii) increased general  repair and maintenance  expense incurred
     on one well  during the three months ended September  30, 1997 as
     compared  to the three  months ended  September 30,  1996.   As a
     percentage of  oil and  gas  sales, these  expenses increased  to
     55.3%  for the three months  ended September 30,  1997 from 44.3%
     for the three months  ended September 30, 1996.   This percentage
     increase was primarily due to the decreases in the average prices
     of oil and gas  sold during the three months ended  September 30,
     1997 as compared to the three months ended September 30, 1996.

     Depreciation,   depletion,  and  amortization   of  oil  and  gas
     properties decreased $137,518 (24.4%)  for the three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30, 1996.  This decrease resulted primarily from (i) an
     upward  revision in  the estimate  of remaining  oil reserves  at
     December  31, 1996 and (ii)  decreases in volumes  of oil and gas
     sold during the three months ended September 30, 1997 as compared
     to the three months ended September 30, 1996.  As a percentage of
     oil  and gas sales, this  expense remained relatively constant at
     22.7% for the three months ended September 30, 1997 and 22.3% for
     the three months ended September 30, 1996. 

     General and administrative  expenses remained relatively constant
     for the three months ended September  30, 1997 as compared to the
     three months ended September 30, 1996. As a percentage of oil and
     gas  sales, these expenses increased to 6.3% for the three months
     ended September 30,  1997 from  4.7% for the  three months  ended
     September  30, 1996.  This  percentage increase was primarily due
     to the decrease in oil and gas sales discussed above.

                                 -46-
<PAGE>
<PAGE>
     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                    Nine Months Ended September 30,
                                    -------------------------------
                                           1997          1996
                                        ----------    ----------
      Oil and gas sales                 $6,914,717    $6,685,261
      Oil and gas production expenses   $3,196,748    $3,173,626
      Barrels produced                     183,253       186,855
      Mcf produced                       1,697,392     1,640,848 
      Average price/Bbl                 $    19.30    $    19.32
      Average price/Mcf                 $     1.99    $     1.87

     As shown  in the table above,  total oil and gas  sales increased
     $229,456 (3.4%) for the  nine months ended September 30,  1997 as
     compared to  the nine months  ended September 30, 1996.   Of this
     increase, approximately $106,000 and $204,000, respectively, were
     related to increases in both the volumes and average price of gas
     sold,  which increases  were  partially offset  by a  decrease of
     approximately $70,000  related to  a decrease in  volumes of  oil
     sold.  Volumes of oil sold decreased 3,602 barrels, while volumes
     of  gas sold  increased  56,544 Mcf  for  the nine  months  ended
     September 30, 1997 as compared to the nine months ended September
     30, 1996.   Average oil prices decreased to $19.30 per barrel for
     the nine months ended  September 30, 1997 from $19.32  per barrel
     for the nine months ended September 30, 1996.  Average gas prices
     increased  to $1.99 per Mcf  for the nine  months ended September
     30, 1997 from  $1.87 per Mcf for the  nine months ended September
     30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  remained relatively constant  for
     the nine months ended September 30, 1997 as compared to  the nine
     months ended September 30, 1996.   As a percentage of oil and gas
     sales,  these expenses  decreased to  19.6% for  the nine  months
     ended September 30,  1997 from  22.9% for the  nine months  ended
     September  30, 1996.  This percentage  decrease was primarily due
     to the  increase in the average price of gas sold during the nine
     months  ended September 30, 1997  as compared to  the nine months
     ended September 30, 1996.

     Depreciation,  depletion,   and  amortization  of   oil  and  gas
     properties decreased  $171,794 (11.2%) for the  nine months ended
     September 30, 1997 as compared to the nine months ended September
     30,  1996.    This decrease  resulted  primarily  from an  upward
     revision in  the estimate of  remaining oil reserves  at December
     31,  1996.  As  a percentage of  oil and gas  sales, this expense
     decreased to 19.6% for  the nine months ended September  30, 1997
     from 22.9%  for the nine  months ended September 30,  1996.  This
     percentage decrease was primarily due  to the dollar decrease  in
     depreciation, depletion, and amortization discussed above and the
     increase in the average  price of gas sold during the nine months
     ended September 30,  1997 as  compared to the  nine months  ended
     September 30, 1996.

     As set  forth  under "Results  of  Operations" above,  the  III-E
     Partnership  recognized a  non-cash  charge  against earnings  of
     $2,893,741  for the nine months  ended September 30,  1997.  This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted

                                 -47-
<PAGE>
<PAGE>
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-E Partnership's adoption of SFAS No. 121.
     Of this amount,  $2,042,775 was related to the decline in oil and
     gas  prices used to determine  the recoverability of  oil and gas
     reserves at March 31, 1997 and $850,966 was related to impairment
     of unproved properties.  No  similar charge was necessary  during
     the nine months ended September 30, 1996.

     General and administrative expenses remained  relatively constant
     for the nine  months ended September 30, 1997 as  compared to the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  remained relatively constant  at 5.6%
     for the  nine months ended  September 30, 1997  and 5.7% for  the
     nine months ended September 30, 1996.  

     The  Limited Partners  have received  cash distributions  through
     September  30, 1997  totaling  $26,392,016 or  63.10% of  Limited
     Partners' capital contributions.

     PARTNERSHIP III-F            

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                  Three Months Ended September 30,
                                  --------------------------------
                                          1997             1996
                                        --------         --------
      Oil and gas sales                 $656,490         $801,543
      Oil and gas production expenses   $333,065         $214,863
      Barrels produced                    14,744           20,248
      Mcf produced                       252,745          221,599
      Average price/Bbl                 $  17.82         $  21.40
      Average price/Mcf                 $   1.56         $   1.66

     As shown in  the table above, total  oil and gas  sales decreased
     $145,053 (18.1%) for the three months ended September 30, 1997 as
     compared to the three  months ended September 30, 1996.   Of this
     decrease, approximately $118,000 was related to a decrease in the
     volumes  of  oil  sold  and approximately  $53,000  and  $25,000,
     respectively, were related to decreases  in the average prices of
     oil and gas  sold, which  decreases were partially  offset by  an
     increase  of  approximately $52,000  related  to  an increase  in
     volumes  of  gas  sold.   Volumes  of  oil  sold decreased  5,504
     barrels, while volumes of  gas sold increased 31,146 Mcf  for the
     three  months ended September 30,  1997 as compared  to the three
     months ended September  30, 1996.  The decrease in volumes of oil
     sold was primarily due  to (i) normal declines in  production due
     to diminished oil reserves  on several wells and (ii)  a positive
     prior  period volume adjustment made by the purchaser on one well
     during the nine months ended September 30, 1996.  Average oil and
     gas  prices decreased  to $17.82  per barrel  and $1.56  per Mcf,
     respectively, for  the three months ended September 30, 1997 from
     $21.40  per barrel and $1.66 per Mcf, respectively, for the three
     months ended September 30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes) increased $118,202 (55.0%) for the
     three  months ended September 30,  1997 as compared  to the three
     months  ended  September  30,   1996.    This  increase  resulted

                                 -48-
<PAGE>
<PAGE>
     primarily from (i) workover expenses incurred  on one well during
     the three months ended September 30, 1997 in order to improve the
     recovery of  reserves and (ii) subsurface  repair and maintenance
     expenses  incurred on another well  during the three months ended
     September 30, 1997.  As a  percentage of oil and gas sales, these
     expenses increased to 50.7% for the three  months ended September
     30,  1997 from  26.8% for  the three  months ended  September 30,
     1996.  This percentage  increase was primarily due to  the dollar
     increase in oil  and gas production expenses  discussed above and
     the decreases  in the average prices  of oil and gas  sold during
     the  three months  ended September  30, 1997  as compared  to the
     three months ended September 30, 1996.

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
     properties decreased  $39,217 (12.7%) for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September  30, 1996.   This  decrease resulted primarily  from an
     upward  revision in  the estimate  of remaining  oil reserves  at
     December 31,  1996.  As a  percentage of oil and  gas sales, this
     expense  increased to 40.9% for the  three months ended September
     30,  1997 from  38.4% for  the three  months ended  September 30,
     1996.    This  percentage  increase  was  primarily  due  to  the
     decreases in the  average prices of  oil and gas sold  during the
     three  months ended September 30,  1997 as compared  to the three
     months ended September 30, 1996.

     General and administrative expenses remained  relatively constant
     for the three months ended September 30, 1997 as  compared to the
     three months ended September  30, 1996.   As a percentage of  oil
     and gas sales,  these expenses  increased to 9.5%  for the  three
     months  ended September 30, 1997  from 7.9% for  the three months
     ended September 30, 1996.  This percentage increase was primarily
     due to the decrease in oil and gas sales discussed above.


     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                    Nine Months Ended September 30,
                                    -------------------------
                                           1997           1996
                                        ----------     ----------
      Oil and gas sales                 $2,281,635     $2,257,857
      Oil and gas production expenses   $  950,471     $  926,056
      Barrels produced                      49,722         58,207
      Mcf produced                         722,858        719,068
      Average price/Bbl                 $    19.30     $    19.55
      Average price/Mcf                 $     1.83     $     1.56

     As shown  in the table  above, total oil and  gas sales increased
     $23,778  (1.1%) for the nine  months ended September  30, 1997 as
     compared to  the nine months ended  September 30, 1996.   Of this
     increase, approximately  $6,000 and $195,000,  respectively, were
     related  to increases  in the  volumes and  average price  of gas
     sold,  which  increases were  partially  offset  by decreases  of
     approximately  $166,000  and  $12,000, respectively,  related  to
     decreases in the volumes  and average price of oil  sold. Volumes
     of  oil sold decreased 8,485  barrels, while volumes  of gas sold
     increased  3,790 Mcf for the nine months ended September 30, 1997
     as compared to  the nine months  ended September  30, 1996.   The
     decrease  in volumes of oil sold  was primarily due to (i) normal

                                 -49-
<PAGE>
<PAGE>
     declines in production due to diminished  oil reserves on several
     wells  and (ii) a positive prior period volume adjustment made by
     the  purchaser on one well during the nine months ended September
     30, 1996.  Average oil prices  decreased to $19.30 per barrel for
     the nine months ended  September 30, 1997 from $19.55  per barrel
     for  the nine months ended September 30, 1996. Average gas prices
     increased  to $1.83 per Mcf  for the nine  months ended September
     30, 1997 from $1.56 per  Mcf for the nine months  ended September
     30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and  production taxes) increased $24,415  (2.6%) for the
     nine  months ended  September 30,  1997 as  compared to  the nine
     months  ended  September  30,   1996.    This  increase  resulted
     primarily from workover expenses incurred on two wells during the
     nine  months ended  September 30,  1997 in  order to  improve the
     recovery of  reserves, which increase was partially offset by the
     decrease  in volumes  of oil  sold during  the nine  months ended
     September 30, 1997 as compared to the nine months ended September
     30, 1996.   As a percentage of oil and  gas sales, these expenses
     remained relatively constant  at 41.7% for the nine  months ended
     September  30, 1997 and 41.0% for the nine months ended September
     30, 1996.

     Depreciation,  depletion,  and   amortization  of  oil  and   gas
     properties decreased  $154,585 (16.1%) for the  nine months ended
     September 30, 1997 as compared to the nine months ended September
     30,  1996.  This decrease  resulted primarily from  (i) an upward
     revision in  the estimate of  remaining oil reserves  at December
     31,  1996 and  (ii) decreases in  volumes of oil  sold during the
     nine  months ended  September 30,  1997 as  compared to  the nine
     months ended September 30, 1996.   As a percentage of oil and gas
     sales,  this expense decreased to 35.2% for the nine months ended
     September 30, 1997 from 42.4% for the nine months ended September
     30,  1996.   This percentage  decrease was  primarily due  to the
     dollar  decrease  in  depreciation,  depletion,  and amortization
     discussed above and the increase in the average price of gas sold
     during  the nine months ended  September 30, 1997  as compared to
     the nine months ended September 30, 1996.

     As  set forth  under  "Results of  Operations"  above, the  III-F
     Partnership  recognized a  non-cash  charge  against earnings  of
     $2,884,405  for the nine months  ended September 30,  1997.  This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-F Partnership's adoption of SFAS No. 121.
     Of this amount, $2,078,019 was related  to the decline in oil and
     gas  prices used to determine  the recoverability of  oil and gas
     reserves at March 31, 1997 and $806,386 was related to impairment
     of unproved properties.  No  similar charge was necessary  during
     the nine months ended September 30, 1996.

     General and administrative expenses remained  relatively constant
     for the nine months ended  September 30, 1997 as compared to  the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  also remained relatively  constant at
     9.0% for the  nine months ended September  30, 1997 and  8.9% for
     the nine months ended September 30, 1996.

                                 -50-
<PAGE>
<PAGE>
     The  Limited Partners  have  received cash  distributions through
     September  30,  1997 totaling  $9,702,904  or  43.81% of  Limited
     Partners' capital contributions.

     PARTNERSHIP III-G            

     THREE  MONTHS ENDED SEPTEMBER 30,  1997 AS COMPARED  TO THE THREE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                   Three Months Ended September 30,
                                   --------------------------------
                                          1997             1996
                                        --------         --------
      Oil and gas sales                 $398,505         $506,885
      Oil and gas production expenses   $207,950         $144,886
      Barrels produced                    10,451           14,165 
      Mcf produced                       134,769          121,454
      Average price/Bbl                 $  17.74         $  21.50
      Average price/Mcf                 $   1.58         $   1.67

     As shown  in the table above,  total oil and gas  sales decreased
     $108,380 (21.4%) for the three months ended September 30, 1997 as
     compared to  the three months ended September  30, 1996.  Of this
     decrease,  approximately $80,000  was  related to  a decrease  in
     volumes  of  oil  sold  and approximately  $39,000  and  $12,000,
     respectively, were  related to decreases in the average prices of
     oil and gas  sold, which  decreases were partially  offset by  an
     increase of approximately $22,000  related to an increase  in the
     volumes of gas sold.  Volumes of oil sold decreased 3,714 barrels
     while  volumes of  gas sold  increased 13,315  Mcf for  the three
     months ended September 30,  1997 as compared to the  three months
     ended September  30, 1996.  The  decrease in volumes of  oil sold
     resulted  primarily  from  (i)   positive  prior  period   volume
     adjustments  on  several  wells  during the  three  months  ended
     September  30, 1996 and (ii) normal declines in production due to
     diminished  oil  reserves on  several  wells.   The  increase  in
     volumes of gas  sold resulted primarily  from the shutting-in  of
     two  wells during  the  three months  ended  September 30,  1996.
     Average oil prices decreased  to $17.74 per barrel for  the three
     months  ended September 30, 1997  from $21.50 per  barrel for the
     three  months  ended September  30,  1996.   Average  gas  prices
     decreased to $1.58 per  Mcf for the three months  ended September
     30, 1997 from $1.67 per Mcf  for the three months ended September
     30, 1996.

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and production taxes)  increased $63,064 (43.5%) for the
     three  months ended September 30,  1997 as compared  to the three
     months ended September  30, 1996.   This increase  was due to  an
     increase in  general repair  and maintenance expenses  during the
     three  months ended September 30,  1997 as compared  to the three
     months ended September 30, 1996.  As a percentage of  oil and gas
     sales,  these expenses  increased to  52.2% for the  three months
     ended  September 30, 1997 from  28.6% for the  three months ended
     September  30,  1996.   This increase  was  primarily due  to the
     dollar  increase in  oil  and gas  production expenses  discussed
     above and  the decreases in the average price of oil and gas sold
     during the three months  ended September 30, 1997 as  compared to
     the three months ended September 30, 1996.

                                 -51-
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
     properties decreased  $45,233 (23.5%) for the  three months ended
     September  30,  1997  as  compared  to  the  three  months  ended
     September 30, 1996.  This decrease resulted primarily from (i) an
     upward  revision in  the estimate  of remaining  oil reserves  at
     December 31,  1996 and (ii)  a decrease  in volumes  of oil  sold
     during the three months  ended September 30, 1997 as  compared to
     the three  months ended September 30,  1996.  As  a percentage of
     oil and gas  sales, this expense remained  relatively constant at
     38.0% for the three months ended September 30, 1997 and 37.0% for
     the three months ended September 30, 1996. 

     General  and administrative expenses remained relatively constant
     for the three  months ended September 30, 1997 as compared to the
     three months ended September 30, 1996. As a percentage of oil and
     gas  sales, these expenses increased to 8.6% for the three months
     ended September 30,  1997 from  6.9% for the  three months  ended
     September 30, 1996.   This percentage increase  was primarily due
     to the decrease in oil sales discussed above.

     NINE  MONTHS ENDED  SEPTEMBER 30,  1997 AS  COMPARED TO  THE NINE
     MONTHS ENDED SEPTEMBER 30, 1996.

                                    Nine Months Ended September 30,
                                    -------------------------------
                                           1997           1996
                                        ----------     ----------
      Oil and gas sales                 $1,405,635     $1,430,150
      Oil and gas production expenses   $  605,560     $  609,409
      Barrels produced                      35,841         41,945
      Mcf produced                         384,476        388,400
      Average price/Bbl                 $    19.35     $    19.58
      Average price/Mcf                 $     1.85     $     1.57

     As shown  in the table  above, total oil  and gas sales  remained
     relatively constant for the nine  months ended September 30, 1997
     as compared to  the nine months ended September 30,  1996.  While
     decreases in volumes of oil and gas sold resulted in decreases of
     approximately $120,000 and  $6,000, respectively, and a  decrease
     of  approximately $8,000 was related to a decrease in the average
     price of  oil sold, any resulting  decrease in oil  and gas sales
     was  mostly  offset  by  an increase  of  approximately  $108,000
     related to an increase in the  average price of gas sold. Volumes
     of  oil and  gas  sold decreased  6,104  barrels and  3,924  Mcf,
     respectively, for  the nine  months ended  September 30,  1997 as
     compared  to the  nine  months ended  September  30, 1996.    The
     decrease  in volumes  of  oil sold  resulted  primarily from  (i)
     normal declines in  production due to diminished oil  reserves on
     several wells and  (ii) the  sale of  several wells  in the  nine
     months ended September 30, 1996.  Average oil prices decreased to
     $19.35  per barrel for the  nine months ended  September 30, 1997
     from  $19.58 per barrel for  the nine months  ended September 30,
     1996, while average gas prices increased to $1.85 per Mcf for the
     nine months ended  September 30, 1997 from $1.57 per  Mcf for the
     nine months ended September 30, 1996.  

     Oil  and  gas  production  expenses  (including  lease  operating
     expenses and  production taxes) remained relatively  constant for
     the nine months ended September 30,  1997 as compared to the nine
     months ended September 30,  1996. As a percentage of oil  and gas
     sales, these expenses also  remained relatively constant at 43.1%

                                 -52-
<PAGE>
<PAGE>
     for the nine  months ended September  30, 1997 and 42.6%  for the
     nine months ended September 30, 1996. 

     Depreciation,  depletion,  and   amortization  of  oil  and   gas
     properties decreased  $149,755 (25.1%) for the  nine months ended
     September 30, 1997 as compared to the nine months ended September
     30,  1996.  This decrease  resulted primarily from  (i) an upward
     revision in  the estimate of  remaining oil reserves  at December
     31, 1996 and (ii) decreases in volumes of oil and gas sold during
     the nine months ended September 30,  1997 as compared to the nine
     months ended September 30, 1996.   As a percentage of oil and gas
     sales,  this expense decreased to 31.8% for the nine months ended
     September 30, 1997 from 41.8% for the nine months ended September
     30,  1996.   This percentage  decrease was  primarily due  to the
     dollar  decrease  in  depreciation,  depletion,  and amortization
     discussed above and the increase in the average price of gas sold
     during  the nine months ended  September 30, 1997  as compared to
     the nine months ended September 30, 1996.

     As  set forth  under  "Results of  Operations"  above, the  III-G
     Partnership  recognized a  non-cash  charge  against earnings  of
     $1,449,404  for the nine months  ended September 30,  1997.  This
     impairment provision  was necessary due to  the unamortized costs
     of  oil and  gas properties  exceeding the  expected undiscounted
     future  net  revenues  from  such  oil  and  gas  properties,  in
     accordance with the III-G Partnership's adoption of SFAS No. 121.
     Of this amount, $1,010,738 was related to  the decline in oil and
     gas  prices used to determine  the recoverability of  oil and gas
     reserves  at March  31, 1997.   No  similar charge  was necessary
     during the nine months ended September 30, 1996.

     General and administrative expenses remained  relatively constant
     for the  nine months ended September 30,  1997 as compared to the
     nine months ended September 30, 1996.  As a percentage of oil and
     gas sales,  these expenses  also remained relatively  constant at
     8.1% for  the nine months ended  September 30, 1997 and  7.8% for
     the nine months ended September 30, 1996.  

     The  Limited Partners  have received  cash  distributions through
     September  30,  1997 totaling  $4,970,287  or  40.77% of  Limited
     Partners' capital contributions.

                                 -53-
<PAGE>
<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  III-A  Partnership's
               financial statements  as of September 30,  1997 and for
               the  nine  months  ended  September   30,  1997,  filed
               herewith.

          27.2 Financial  Data  Schedule containing  summary financial
               information  extracted  from  the  III-B  Partnership's
               financial statements  as of September 30,  1997 and for
               the   nine  months  ended  September  30,  1997,  filed
               herewith.

          27.3 Financial  Data  Schedule containing  summary financial
               information  extracted  from  the  III-C  Partnership's
               financial statements  as of September 30,  1997 and for
               the  nine  months  ended   September  30,  1997,  filed
               herewith.

          27.4 Financial  Data  Schedule containing  summary financial
               information  extracted  from  the  III-D  Partnership's
               financial statements  as of September 30,  1997 and for
               the  nine  months  ended  September  30,  1997,   filed
               herewith.

          27.5 Financial  Data  Schedule containing  summary financial
               information  extracted  from  the  III-E  Partnership's
               financial statements  as of September 30,  1997 and for
               the  nine  months  ended   September  30,  1997,  filed
               herewith.

          27.6 Financial  Data  Schedule containing  summary financial
               information  extracted  from  the  III-F  Partnership's
               financial statements  as of September 30,  1997 and for
               the  nine  months  ended  September  30,   1997,  filed
               herewith.

          27.7 Financial  Data  Schedule containing  summary financial
               information  extracted  from  the  III-G  Partnership's
               financial statements  as of September 30,  1997 and for
               the  nine   months  ended  September  30,  1997,  filed
               herewith.

               All other exhibits are omitted as inapplicable.


     (b)  Reports on Form 8-K:

          None.

                                 -54-
<PAGE>
<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 ENERGY INCOME LIMITED PARTNERSHIP III-A 
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-B 
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-C 
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-D 
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-E 
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-F 
                    GEODYNE ENERGY INCOME LIMITED PARTNERSHIP III-G

                              (Registrant)

                              By:  GEODYNE RESOURCES, INC.            
    
                                   General Partner




Date:  November 13, 1997      By:    /s/Dennis R. Neill
                                 -------------------------------
                                    (Signature)
                                    Dennis R. Neill
                                    President



Date:  November 13, 1997      By:    /s/Patrick M. Hall
                                 --------------------------------    
                                    (Signature)
                                    Patrick M. Hall
                                    Principal Accounting Officer

                                 -63-
<PAGE>
<PAGE>
                           INDEX TO EXHIBITS
                           -----------------

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

27.1      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-A's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

27.2      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-B's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

27.3      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-C's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

27.4      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-D's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

27.5      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-E's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

27.6      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-F's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

27.7      Financial   Data   Schedule  containing   summary  financial
          information extracted from the Geodyne Energy Income Limited
          Partnership III-G's financial statements as of September 30,
          1997 and for the nine months ended September 30, 1997, filed
          herewith.

          All other exhibits are omitted as inapplicable.
<PAGE>

<TABLE> <S> <C>

<ARTICLE> 5
<CIK> 0000860745
<NAME> GEODYNE ENERGY INCOME LTD. PARTNERSHIP III-A
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1997
<PERIOD-START>                             JAN-01-1997
<PERIOD-END>                               SEP-30-1997
<CASH>                                         536,791
<SECURITIES>                                         0
<RECEIVABLES>                                  496,457
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                             1,033,248
<PP&E>                                      17,578,197
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<NAME> GEODYNE ENERGY INCOME LTD. PARTNERSHIP III-B
       
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<NAME> GEODYNE ENERGY INCOME LTD. PARTNERSHIP III-C
       
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<NAME> GEODYNE ENERGY INCOME LTD. PARTNERSHIP III-F
       
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