<PAGE>

                             FORM 10-K405

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

           Annual Report Pursuant to Section 13 or 15(d) of
                  the Securities Exchange Act of 1934

For the fiscal year ended December 31, 1996

Commission File Number 0-12093

                    DYCO OIL AND GAS PROGRAM 1983-2
                        (A LIMITED PARTNERSHIP)
        (Exact name of registrant as specified in its charter)

           Minnesota                       41-1454574
(State or other jurisdiction of         (I.R.S. Employer
incorporation or organization)       Identification Number)

         Samson Plaza
   Two West Second Street
        Tulsa, Oklahoma                      74103
     (Address of principal                (Zip Code)
      executive offices)

Registrant's telephone number, including area code: (918) 583-1791

Securities registered pursuant to Section 12(b) of the Act:  None.

Securities registered pursuant to Section 12(g) of the Act:  
     Units of limited partnership interest

     Indicate by check mark  whether the registrant (1) has  filed all
reports required to be filed by  Section 13 or 15(d) of the Securities
Exchange Act  of 1934  during the  preceding 12  months  (or for  such
shorter period that the registrant was required to file such reports),
and (2)  has been subject to  the filing requirements for  the past 90
days.  Yes       X       No
               -----          -----

     Indicate  by  check  mark  if  disclosure  of  delinquent  filers
pursuant to  Item 405 of Regulation  S-K is not contained  herein, and
will  not  be contained,  to the  best  of registrant's  knowledge, in
definitive proxy or  information statements incorporated  by reference
in Part  III of this Form  10-K405 or any  amendment to this  Form 10-
K405.  Yes   X   No        (Disclosure is contained herein)
           -----    -----

     The  units  of  limited  partnership  are  not  publicly  traded,
therefore, registrant cannot compute the aggregate market value of the
voting units held by non-affiliates of the registrant.

     DOCUMENTS INCORPORATED BY REFERENCE:  None.
<PAGE>
<PAGE>
                             FORM 10-K405

                    DYCO OIL AND GAS PROGRAM 1983-2
                   (a Minnesota limited partnership)


                           TABLE OF CONTENTS



PART I  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1
     ITEM 1.   BUSINESS . . . . . . . . . . . . . . . . . . . . .    1
     ITEM 2.   PROPERTIES . . . . . . . . . . . . . . . . . . . .    6
     ITEM 3.   LEGAL PROCEEDINGS  . . . . . . . . . . . . . . . .   10
     ITEM 4.   SUBMISSION  OF  MATTERS  TO  A  VOTE  OF   LIMITED
               PARTNERS . . . . . . . . . . . . . . . . . . . . .   10

PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   10
     ITEM 5.   MARKET  FOR  THE REGISTRANT'S  LIMITED PARTNERSHIP
               UNITS AND RELATED LIMITED PARTNER MATTERS  . . . .   10
     ITEM 6.   SELECTED FINANCIAL DATA  . . . . . . . . . . . . .   12
     ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS  OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS  . . . . . . .   13
     ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA  . . .   20
     ITEM 9.   CHANGES IN AND  DISAGREEMENTS WITH ACCOUNTANTS  ON
               ACCOUNTING AND FINANCIAL DISCLOSURE  . . . . . . .   32

PART III  . . . . . . . . . . . . . . . . . . . . . . . . . . . .   32
     ITEM 10.  DIRECTORS   AND   EXECUTIVE   OFFICERS    OF   THE
               REGISTRANT . . . . . . . . . . . . . . . . . . . .   32
     ITEM 11.  EXECUTIVE COMPENSATION . . . . . . . . . . . . . .   33
     ITEM 12.  SECURITY  OWNERSHIP  OF CERTAIN  BENEFICIAL OWNERS
               AND MANAGEMENT . . . . . . . . . . . . . . . . . .   37
     ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS . .   38

PART IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   39
     ITEM 14.  EXHIBITS,   FINANCIAL  STATEMENT   SCHEDULES,  AND
               REPORTS ON FORM 8-K  . . . . . . . . . . . . . . .   39
     SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . .   41


                                  ii
<PAGE>
<PAGE>
                                PART I


ITEM 1.   BUSINESS

     General

     The Dyco  Oil and  Gas Program  1983-2  Limited Partnership  (the
"Program")  is   a  Minnesota  limited  partnership   engaged  in  the
production of oil and gas.  The Program commenced operations on August
15, 1983 with the primary financial objective of investing its limited
partners' subscriptions in the  drilling of oil and gas  prospects and
then distributing to its limited partners all available cash flow from
the  Program's   on-going  production  operations.     Dyco  Petroleum
Corporation  ("Dyco") serves as  the General  Partner of  the Program.
See "Item 2. Properties"  for a description of the  Program's reserves
and properties.

     The limited  partnership agreement for the  Program (the "Program
Agreement") provides  that limited partners  are allocated 99%  of all
Program  costs and revenues and Dyco, as General Partner, is allocated
1% of all Program  costs and revenues.  Included in such  costs is the
Program's reimbursement  to Dyco of the  Program's proportionate share
of  Dyco's  geological, engineering,  and  general and  administrative
expenses.

     Dyco  serves  as  General  Partner of  32  limited  partnerships,
including  the Program.  Dyco  is a wholly-owned  subsidiary of Samson
Investment  Company.    Samson  Investment  Company  and  its  various
corporate subsidiaries,  including  Dyco, (collectively,  the  "Samson
Companies")  are  engaged in  the  production and  development  of and
exploration for oil and gas reserves and the acquisition and operation
of producing properties.   At December 31, 1996, the  Samson Companies
owned interests in approximately  16,000 oil and gas wells  located in
19 states of the United States  and Canada, Venezuela, and Russia.  At
December 31,  1996, the Samson Companies  operated approximately 2,600
oil and  gas wells  located  in 15  states of  the  United States  and
Canada, Venezuela, and Russia.

     As a limited partnership, the Program has no officers, directors,
or employees.   It  relies instead  on the personnel  of Dyco  and the
other Samson Companies.   As of February 1, 1997, the Samson Companies
employed  approximately 780  persons.    No  employees are  covered by
collective  bargaining agreements,  and management  believes that  the
Samson Companies provide a sound  employee relations environment.  For
information regarding the  executive officers of  Dyco, see "Item  10.
Directors and Executive Officers of the Registrant."


                                   1
<PAGE>
<PAGE>
     Dyco's and the Program's  principal place of business  is located
at  Samson Plaza, Two West  Second Street, Tulsa,  Oklahoma 74103, and
their telephone number is (918) 583-1791 or (800) 283-1791.


     Funding

     Although  the  Program Agreement  permits  the  Program to  incur
borrowings, the Program's operations and expenses are currently funded
out of the Program's  revenues from oil and gas sales.   Dyco may, but
is not required to, advance funds to the Program for the same purposes
for which Program borrowings are authorized.


     Principal Products Produced and Services Rendered

     The Program's  sole business is the development and production of
oil and gas with a  concentration on gas.   The Program  does not hold
any patents, trademarks, licenses,  or concessions and is not  a party
to any government contracts.  The Program has no backlog of orders and
does  not participate  in research  and  development activities.   The
Program is  not presently  encountering shortages of  oilfield tubular
goods, compressors, production material, or other equipment.


     Oil, Gas, and Environmental Control Regulations

     Regulation of Production Operations -- The  production of oil and
gas is subject  to extensive  federal and state  laws and  regulations
governing  a  wide variety  of  matters,  including  the drilling  and
spacing  of wells, allowable rates  of production, prevention of waste
and pollution, and protection of the  environment.  In addition to the
direct costs borne in complying with such  regulations, operations and
revenues  may be impacted to the extent that certain regulations limit
oil and gas production to below economic levels.

                                   2
<PAGE>
<PAGE>
     Regulation of Sales and Transportation of Oil and Gas -- Sales of
crude oil and condensate are made  by the Program at market prices and
are not subject to price controls.  The sale of gas  may be subject to
both federal  and  state  laws and  regulations,  including,  but  not
limited to, the  Natural Gas Act of 1938 (the  "NGA"), the Natural Gas
Policy  Act of 1978 (the  "NGPA"), and regulations  promulgated by the
Federal Energy  Regulatory Commission (the "FERC") under  the NGA, the
NGPA, and other statutes.  The provisions of the  NGA and the NGPA, as
well as the  regulations thereunder,  are complex and  affect all  who
produce, resell,  transport, or  purchase gas, including  the Program.
Although  virtually all of the Program's gas production is not subject
to  price regulation, the NGA,  NGPA, and FERC  regulations affect the
availability of  gas transportation  services and  the ability of  gas
consumers  to continue  to  purchase or  use  gas at  current  levels.
Accordingly,  such  regulations  may  have a  material  effect  on the
Program's operations and projections of future oil and gas  production
and revenues.

     Future  Legislation  -- Legislation  affecting  the  oil and  gas
industry is under constant review for amendment or expansion.  Because
laws  and   regulations  are  frequently  amended   or  reinterpreted,
management is unable to predict what additional energy legislation may
be proposed or enacted or the future cost and impact of complying with
existing or future regulations.

     Regulation  of the  Environment --  The Program's  operations are
subject to  numerous laws and  regulations governing the  discharge of
materials into the environment  or otherwise relating to environmental
protection.  Compliance with such laws and regulations,  together with
any penalties resulting from noncompliance therewith, may increase the
cost of the Program's  operations or may affect the  Program's ability
to  complete, in  a  timely fashion,  existing  or future  activities.
Management  anticipates  that  various   local,  state,  and   federal
environmental control  agencies will have an increasing  impact on oil
and gas operations.  

     Significant Customers

     Purchases  of gas by El Paso Energy Marketing Company ("El Paso")
and Kaiser-Francis  Oil Company accounted for  approximately 67.1% and
15.6%,  respectively, of the Program's oil and gas revenues during the
year ended  December 31, 1996.   In the event of  interruption of pur-
chases  by these  significant customers or  the cessation  or material
change in availability of  open-access transportation by the Program's
pipeline   transporters,  the  Program  may  encounter  difficulty  in
marketing  its   gas  and   in  maintaining  historic   sales  levels.
Alternative purchasers or transporters may not be readily available.

                                   3
<PAGE>
<PAGE>
     The Program's  principal customers  for crude oil  production are
refiners  and other companies which have  pipeline facilities near the
producing properties of the Program.  In the event pipeline facilities
are  not  conveniently available  to  production areas,  crude  oil is
usually trucked by purchasers to storage facilities.

     Competition and Marketing

     The domestic oil and  gas industry is highly competitive,  with a
large number of companies  and individuals engaged in  the exploration
and development of oil and gas properties.  The ability of the Program
to produce  and market oil and  gas profitably depends on  a number of
factors that  are beyond the  control of the  Program.  These  factors
include worldwide  political instability (especially  in oil-producing
regions),  United Nations export  embargoes, the  supply and  price of
foreign imports of oil  and gas, the level of consumer  product demand
(which  can be  heavily  influenced by  weather patterns),  government
regulations  and  taxes, the  price  and  availability of  alternative
fuels,  the overall  economic  environment, and  the availability  and
capacity  of transportation and processing facilities.   The effect of
these  factors on  future  oil  and  gas  industry  trends  cannot  be
accurately predicted or anticipated.

     The most  important variable affecting the  Program's revenues is
the prices  received for the sale  of oil and gas.   Predicting future
prices is  very difficult.   Concerning  past  trends, average  yearly
wellhead gas prices in the United States have been relatively volatile
for a  number of  years.   For the  past ten  years, such prices  have
generally  been in  the $1.40  to $2.00  per Mcf  range, significantly
below prices received in the  early 1980s.  Average gas prices  in the
last several  months have,  however, been  somewhat higher than  those
yearly averages.   It is not known whether this  is a short-term trend
or will lead to higher average gas prices on a longer-term basis.

     Substantially all of the Program's 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.   Spot
prices for  the Program's gas  increased from approximately  $2.00 per
Mcf at December 31,  1995 to approximately $3.57  per Mcf at  December
31, 1996.   Such prices  were on  an MMBTU basis  and differ  from the
prices actually  received by  the Program  due  to transportation  and
marketing  costs,  BTU adjustments,  and  regional  price and  quality
differences.

                                   4
<PAGE>
<PAGE>
     Due to global consumption and supply trends over the last several
months, oil prices have  recently been higher than the  yearly average
prices of  the late to  mid-1980s and  early 1990s.   It is not  known
whether  this trend  will  continue.   Prices  for the  Program's  oil
increased from approximately $18.50 per barrel at December 31, 1995 to
approximately $23.75 per barrel at December 31, 1996.  

     Future prices  for both oil and gas will likely be different from
(and  may be lower  than) the prices  in effect on  December 31, 1996.
Primarily due to heating  season demand, year-end prices in  many past
years  have tended  to  be higher,  and  in some  cases  significantly
higher, than the yearly average price actually received by the Program
for at  least the following year.   In particular, it  should be noted
that  December 31, 1996 prices  were much higher  than year-end prices
for the last several  years and substantially higher than  the average
prices received in each of the last several years.  It is not possible
to predict whether the December 1996 pricing level is  indicative of a
new trend toward higher  energy prices or a short-term  deviation from
the recent history of low to moderate prices; therefore, management is
unable  to  predict  whether  future  oil  and  gas  prices  will  (i)
stabilize, (ii) increase, or (iii) decrease.

     Insurance Coverage 

     The  Program is  subject to  all  of the  risks  inherent in  the
exploration  for and  production of  oil and gas,  including blowouts,
pollution,  fires,  and  other  casualties.    The  Program  maintains
insurance  coverage as  is customary  for entities  of a  similar size
engaged in operations  similar to that of the  Program, but losses can
occur  from  uninsurable risks  or in  amounts  in excess  of existing
insurance coverage.   The occurrence  of an event  which is not  fully
covered  by  insurance could  have a  material  adverse effect  on the
Program's financial position and results of operations.

                                   5
<PAGE>
<PAGE>
ITEM 2.   PROPERTIES

     Well Statistics

     The  following  table sets  forth the  numbers  of gross  and net
productive wells of the Program as of December 31, 1996.

                          Well Statistics(1)

                        As of December 31, 1996

              Gross productive wells(2):
                Oil                              2
                Gas                             15
                                                --
                  Total                         17

              Net productive wells(3):
                Oil                            .30
                Gas                           2.41
                                              ----
                  Total                       2.71

----------
(1)  The designation of a well  as an oil well or gas well  is made by
     Dyco based on the relative amount of oil and gas reserves for the
     well.  Regardless  of a  well's oil  or gas  designation, it  may
     produce oil, gas, or both oil and gas.
(2)  As  used throughout  this  Annual Report  on  Form 10-K  ("Annual
     Report"),  "Gross Well"  refers  to a  well  in which  a  working
     interest is owned.  The number of gross wells is the total number
     of wells in which a working interest is owned.
(3)  As used throughout this  Annual Report, "Net Well" refers  to the
     sum of  the fractional  working  interests owned  in gross  wells
     expressed as whole numbers and fractions thereof.  For example, a
     15% leasehold interest in  a well represents one Gross  Well, but
     0.15 Net Well.


     Drilling Activities

     The Program participated in no  drilling activities for the  year
ended December 31, 1996.


     Oil and Gas Production, Revenue, and Price History 

     The following  table  sets forth  certain historical  information
concerning the oil  (including condensates) and gas production, net of
all royalties, overriding royalties,  and other third party interests,
of the Program, revenues attributable to such  production, and certain
price and cost information.  

                                   6
<PAGE>
<PAGE>
                          Net Production Data

                                        Year Ended December 31,
                                     ----------------------------
                                       1996      1995      1994
                                     --------  --------  --------

Production:
  Oil (Bbls)(1)                         1,306       828     1,343
  Gas (Mcf)(2)                        124,831   216,085   156,344

Oil and gas sales:
  Oil                                $ 25,610  $ 11,514  $ 15,279
  Gas                                 268,001   293,752   259,787
                                     --------   -------   -------
    Total                            $293,611  $305,266  $275,066
                                     ========   =======   =======

Total direct operating expenses      $104,422  $217,299  $ 84,252
                                     ========   =======   =======

Direct operating expenses as a
  percentage of oil and
  gas sales                             35.6%     71.2%     30.6%

Average sales price:
  Per barrel of oil                    $19.61    $13.91    $11.38
  Per Mcf of gas                         2.15      1.36      1.66

Direct operating expenses per
  equivalent Mcf of gas(3)             $  .79    $  .98    $  .51


----------

(1)  As used throughout this  Annual Report, "Bbls" refers  to barrels
     of  42 U.S. gallons and  represents the basic  unit for measuring
     the production of crude oil and condensate oil.
(2)  As  used throughout this Annual Report, "Mcf" refers to volume of
     1,000  cubic feet  under  prescribed conditions  of pressure  and
     temperature  and  represents the  basic  unit  for measuring  the
     production of gas.
(3)  Oil production is converted to gas equivalents at the rate of six
     Mcf  per  barrel,  representing  the  estimated  relative  energy
     content  of gas and oil, which rate is not necessarily indicative
     of the relationship of oil and gas prices.  The respective prices
     of  oil and  gas  are affected  by market  and  other factors  in
     addition to relative energy content.

                                   7
<PAGE>
<PAGE>
     Proved Reserves and Net Present Value

     The following table sets forth the Program's estimated proved oil
and gas  reserves and net present  value therefrom as of  December 31,
1996.  The  schedule of quantities of proved oil  and gas reserves was
prepared  by Dyco  in  accordance with  the  rules prescribed  by  the
Securities and Exchange  Commission (the "SEC").   As used  throughout
this  Annual  Report,  "proved  reserves" refers  to  those  estimated
quantities of crude  oil, gas,  and gas liquids  which geological  and
engineering   data  demonstrate   with  reasonable  certainty   to  be
recoverable  in future years from  known oil and  gas reservoirs under
existing economic and operating conditions.

     Net  present value  represents estimated  future gross  cash flow
from the production and sale of  proved reserves, net of estimated oil
and  gas  production costs  (including  production  taxes, ad  valorem
taxes, and  operating  expenses),  and  estimated  future  development
costs, discounted at 10% per annum.  Net present value attributable to
the Program's proved reserves  was calculated on the basis  of current
costs and prices at December 31, 1996.  Such prices were not escalated
except  in  certain circumstances  where  escalations  were fixed  and
readily   determinable  in   accordance   with   applicable   contract
provisions.  The  prices used by  Dyco in calculating the  net present
value attributable to the Program's proved reserves do not necessarily
reflect  market  prices  for  oil  and  gas  production  subsequent to
December 31, 1996.  Furthermore, gas  prices at December 31, 1996 were
much  higher than  the price  used for  determining the  Program's net
present value of proved reserves for the year ended  December 31, 1995
and  substantially higher  than  the average  prices  received by  the
Program in  each of the last several years.  There can be no assurance
that  the prices  used in  calculating the  net present  value  of the
Program's  proved  reserves at  December  31,  1996 will  actually  be
realized for such production.

     The  process  of  estimating oil  and  gas  reserves  is complex,
requiring  significant  subjective  decisions  in  the  evaluation  of
available  geological,   engineering,  and  economic  data   for  each
reservoir.   The data for  a given reservoir  may change substantially
over time as a  result of, among other things,  additional development
activity,  production  history,  and  viability  of  production  under
varying  economic conditions; consequently,  it is reasonably possible
that material revisions to existing reserve estimates may occur in the
near future.  Although every reasonable effort has been made to ensure
that the reserve estimates reported herein represent the most accurate
assessment  possible,  the significance  of  the subjective  decisions
required and variances in  available data for various  reservoirs make
these estimates generally less  precise than other estimates presented
in connection with financial statement disclosures. 

                                   8
<PAGE>
<PAGE>
                          Proved Reserves and
                           Net Present Value
                         From Proved Reserves

                        As of December 31, 1996

          Estimated proved reserves:
            Gas (Mcf)                          1,115,061
            Oil and liquids (Bbls)                16,867

          Net present value 
            (discounted at 10% per annum)     $2,294,090


     No  estimates of the proved reserves of the Program comparable to
those included herein  have been  included in reports  to any  federal
agency other than  the SEC.   Additional information  relating to  the
Program's  proved reserves  is contained  in Note  4 to  the Program's
financial statements, included in Item 8 of this Annual Report. 


     Significant Properties

     As of December 31, 1996, the Program's properties consisted of 17
gross  (2.71 net) productive wells.  Affiliates of the Program operate
9  (53%)  of its  wells.   As of  December 31,  1996, the  Program had
estimated total proved  reserves of  1,115,061 Mcf of  gas and  16,867
barrels of oil, with a present value (discounted at 10%  per annum) of
estimated  future net cash flow  of $2,294,090.   Substantially all of
the  Program's reserves are located  in the Anadarko  Basin of western
Oklahoma and the Texas  panhandle, which is an established oil and gas
producing  basin.  All of the Program's properties are located onshore
in the continental United States.

     As of December 31, 1996, the Program's properties in the Anadarko
Basin consisted of 14  gross (2.06 net) productive wells.   Affiliates
of the Program  operate 7 (50%)  of its Anadarko  basin wells.  As  of
December  31, 1996, the Program had estimated total proved reserves in
the   Anadarko  Basin  of  approximately  1,049,697  Mcf  of  gas  and
approximately  8,069  barrels of  crude  oil,  with  a  present  value
(discounted  at 10%  per annum) of  estimated future net  cash flow of
approximately $2,161,707.

     Title to Oil and Gas Properties

     Management believes  that the  Program has satisfactory  title to
its oil and gas properties.   Record title to substantially all of the
Program's properties is held by Dyco as nominee.


                                   9
<PAGE>
<PAGE>
     Title  to  the  Program's  properties  is  subject  to  customary
royalty,  overriding  royalty,  carried, working,  and  other  similar
interests  and contractual arrangements  customary in the  oil and gas
industry,  to liens  for  current  taxes not  yet  due,  and to  other
encumbrances.  Management believes that such burdens do not materially
detract  from the  value  of such  properties  or from  the  Program's
interest  therein  or  materially  interfere  with  their  use  in the
operation of the Program's business.  


ITEM 3.   LEGAL PROCEEDINGS  

     To  the  knowledge of  the management  of  Dyco and  the Program,
neither Dyco, the Program, nor the Program's properties are subject to
any litigation, the  results of which would have a  material effect on
the Program's or Dyco's financial condition or operations. 


ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS

     There were no matters submitted to a vote of the limited partners
during 1996.


                                PART II

ITEM 5.   MARKET  FOR THE REGISTRANT'S  LIMITED PARTNERSHIP  UNITS AND
          RELATED LIMITED PARTNER MATTERS

     The Program does not  have an established trading market  for its
units  of limited  partnership interest  ("Units").   Pursuant  to the
terms of the Program Agreement, Dyco, as General Partner, is obligated
to annually issue a repurchase  offer which is based on the  estimated
future net  revenues from  the  Program's reserves  and is  calculated
pursuant to the terms of the Program Agreement.  Such repurchase offer
is recalculated monthly in order to reflect cash distributions made to
the limited partners  and extraordinary events.   The following  table
sets forth,  for the periods  indicated, Dyco's  repurchase offer  per
Unit  and the amount of the  Program's cash distributions per Unit for
the  same  period.    For  purposes  of  this  Annual  Report,  a Unit
represents an initial subscription of $5,000 to a Program.

                                  10
<PAGE>
<PAGE>
                              Repurchase      Cash
                                 Price    Distributions
                              ----------  -------------

        1995:
          First Quarter          $ 67          $ -
          Second Quarter          125            -
          Third Quarter            95           30
          Fourth Quarter           95            -

        1996:
          First Quarter          $ 95          $ -
          Second Quarter           95            -
          Third Quarter           137            -
          Fourth Quarter          137            -

        1997:
          First Quarter          $137           (1)

----------

(1)  To be declared in March 1997.


     The Program  has 6,464 Units outstanding  and approximately 2,283
limited partners of record.

                                  11
<PAGE>
<PAGE>
ITEM 6.   SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
                                    Selected Financial Data

     The following table presents selected financial data for the Program.  This data should be
read in  conjunction with  the financial statements  of the  Program, and the  respective notes
thereto,  included elsewhere  in this  Annual Report.   See  "Item 8. Financial  Statements and
Supplementary Data."  

                                                         December 31,
                                      --------------------------------------------------
                                        1996      1995      1994      1993       1992
                                      --------  --------  --------  --------  ----------
<S>                                   <C>       <C>       <C>       <C>       <C>
Summary of Operations:
  Oil and gas sales                   $293,611  $305,266  $275,066  $336,906  $357,466
  Total revenues                       293,722   310,590   277,746   343,314   595,963

  Lease operating expenses              82,100   195,813    63,343    57,298   132,573
  Production taxes                      22,322    21,486    20,909    12,556    38,355
  General and administrative
    expenses                            59,330    59,874    53,685    55,162    63,136
  Depreciation, depletion, and
    amortization of oil and gas
    properties                          22,505    29,931    53,045    56,726    72,404
  Interest expense                        -         -         -         -          931

  Net income                           107,465     3,486    86,764   161,572   288,564
    per Unit                                17         1        13        25        45
  Cash distributions                      -      193,920   129,280      -      581,760
    per Unit                              -           30        20      -           90

Summary Balance Sheet Data:
  Total assets                         394,464   256,521   400,193   396,531   441,038
  Partners' capital                    263,003   155,538   345,972   388,488   226,916

</TABLE>

                                               12
<PAGE>
<PAGE>
ITEM 7.   MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS

     Use of Forward-Looking Statements and Estimates

     This  Annual Report contains  certain forward-looking statements.
The  words  "anticipate,"   "believe,"  "expect,"  "plan,"   "intend,"
"estimate,"  "project," "could,"  "may,"  and similar  expressions are
intended  to identify  forward-looking  statements.   Such  statements
reflect management's current views  with respect to future  events and
financial  performance.   This  Annual  Report  also includes  certain
information which  is, or  is based upon,  estimates and  assumptions.
Such estimates and assumptions  are management's efforts to accurately
reflect the condition and operation of the Program.

     Use of  forward-looking statements and estimates  and assumptions
involve risks and uncertainties which include, but are not limited to,
the  volatility  of oil  and gas  prices,  the uncertainty  of reserve
information, the operating risk associated with oil and gas properties
(including the risk of personal injury, death, property damage, damage
to the  well or producing reservoir,  environmental contamination, and
other operating risks),  the prospect of  changing tax and  regulatory
laws, the  availability and capacity of  processing and transportation
facilities, the  general  economic climate,  the supply  and price  of
foreign imports of  oil and gas, the level of consumer product demand,
and the  price and availability of  alternative fuels.  Should  one or
more  of these  risks or  uncertainties occur  or should  estimates or
underlying assumptions  prove incorrect, actual conditions  or results
may  vary materially  and  adversely from  those stated,  anticipated,
believed, estimated, or otherwise indicated.

     General Discussion

     The following  general discussion  should be read  in conjunction
with the analysis of  results of operations provided below.   The most
important  variable affecting  the  Program's revenues  is the  prices
received for the  sale of oil  and gas.   Predicting future prices  is
very  difficult.  Concerning past trends,  average yearly wellhead gas
prices in the United States have been relatively volatile for a number
of years.  For the past ten years, such prices have generally been  in
the  $1.40 to $2.00 per Mcf range, significantly below prices received
in  the early 1980s.   Average gas  prices in the  last several months
have, however, been somewhat higher than those yearly averages.  It is
not known  whether this is a  short-term trend or will  lead to higher
average gas prices on a longer-term basis.

                                  13
<PAGE>
<PAGE>
     Substantially all of the Program's 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.   Spot
prices for the  Program's gas increased  from approximately $2.00  per
Mcf at  December 31, 1995 to  approximately $3.57 per  Mcf at December
31,  1996.  Such  prices were  on an MMBTU  basis and  differ from the
prices  actually  received by  the Program  due to  transportation and
marketing  costs,  BTU adjustments,  and  regional  price and  quality
differences.

     Due to global consumption and supply trends over the last several
months, oil prices have  recently been higher than the  yearly average
prices of  the late to  mid-1980s and  early 1990s.   It is not  known
whether  this trend  will  continue.   Prices  for the  Program's  oil
increased from approximately $18.50 per barrel at December 31, 1995 to
approximately $23.75 per barrel at December 31, 1996.  

     Future prices for both oil and  gas will likely be different from
(and may be  lower than) the  prices in effect  on December 31,  1996.
Primarily due to heating  season demand, year-end prices in  many past
years  have tended  to  be higher,  and  in some  cases  significantly
higher, than the yearly average price actually received by the Program
for at  least the following year.   In particular, it  should be noted
that  December 31, 1996 prices  were much higher  than year-end prices
for the last several  years and substantially higher than  the average
prices received in each of the last several years.  It is not possible
to predict  whether the December 1996 pricing level is indicative of a
new trend toward higher  energy prices or a short-term  deviation from
the recent history of low to moderate prices; therefore, management is
unable  to  predict  whether  future  oil  and  gas  prices  will  (i)
stabilize, (ii) increase, or (iii) decrease.

                                  14
<PAGE>
<PAGE>
     Results of Operations

                 Year Ended December 31, 1996 Compared
                    to Year Ended December 31, 1995
                 -------------------------------------

     Total oil and  gas sales  decreased $11,655 (3.8%)  for the  year
ended  December 31,  1996 as compared  to the year  ended December 31,
1995.    Of this  decrease, approximately  $196,000  was related  to a
decrease in volumes  of gas sold, partially offset by  (i) an increase
of approximately $9,000 related to an increase in  volumes of oil sold
and (ii) increases of approximately $5,000 and $171,000, respectively,
related  to increases  in  the average  prices  of oil  and  gas sold.
Volumes of oil sold increased 478  barrels, while volumes of gas  sold
decreased 91,254 Mcf for the year  ended December 31, 1996 as compared
to the year ended December 31, 1995.   The increase in volumes of  oil
sold resulted primarily from  a positive prior period adjustment  made
by the purchaser during  the year ended  December 31, 1996 related  to
one well.  The decrease in volumes of gas sold resulted primarily from
a  positive prior period adjustment  made by the  purchaser during the
year ended December 31, 1995 related to another well.  Average oil and
gas  prices  increased  to  $19.61  per  barrel  and  $2.15  per  Mcf,
respectively, for the  year ended  December 31, 1996  from $13.91  per
barrel  and $1.36 per Mcf,  respectively, for the  year ended December
31, 1995.

     Oil  and  gas  production  expenses  (including  lease  operating
expenses and production taxes) decreased $112,877 (51.9%) for the year
ended  December 31, 1996  as compared to  the year ended  December 31,
1995.    This decrease  resulted primarily  from  (i) the  decrease in
volumes  of  gas  sold during  the  year  ended December  31,  1996 as
compared  to  the  year ended  December  31,  1995  and (ii)  workover
expenses incurred on one well during the year  ended December 31, 1995
in order to improve the recovery of reserves.   As a percentage of oil
and  gas sales, these expenses  decreased to 35.6%  for the year ended
December 31,  1996 from  71.2% for the  year ended December  31, 1995.
This  percentage decrease was primarily  a result of  the increases in
the average prices of oil and  gas sold during the year ended December
31, 1996 as compared to the year ended December 31, 1995.

     Depreciation,   depletion,  and  amortization   of  oil  and  gas
properties  decreased $7,426 (24.8%)  for the year  ended December 31,
1996  as compared to the year ended  December 31, 1995.  This decrease
resulted  primarily from the decreases  in volumes of  gas sold during
the  year  ended December  31,  1996 as  compared  to  the year  ended
December 31, 1995.  As a percentage of oil and gas sales, this expense
decreased to 7.7%  for the year ended December 31,  1996 from 9.8% for
the  year ended  December  31, 1995.    This percentage  decrease  was
primarily  a result of the increases in  the average prices of oil and
gas sold  during the year ended  December 31, 1996 as  compared to the
year ended December 31, 1995.

                                  15
<PAGE>
<PAGE>
     General  and administrative expenses remained relatively constant
for the  year ended December  31, 1996 as  compared to the  year ended
December  31,  1995.   As a  percentage of  oil  and gas  sales, these
expenses  remained relatively  constant at  20.2% for  the  year ended
December 31, 1996 and 19.6% for the year ended December 31, 1995.


                Year Ended December 31, 1995 Compared 
                    to Year Ended December 31, 1994
                 ------------------------------------

     Total  oil and gas sales  increased $30,200 (11.0%)  for the year
ended December  31, 1995 as  compared to the  year ended December  31,
1994.    Of this  increase, approximately  $81,000  was related  to an
increase in volumes of  gas sold and approximately $3,000  was related
to an increase in the average price of oil sold, partially offset by a
decrease of approximately $7,000  related to a decrease in  volumes of
oil sold and a decrease of approximately $47,000 related to a decrease
in the  average price of gas sold.  Volumes  of oil sold decreased 515
barrels and  volumes of  gas sold  increased 59,741  Mcf for the  year
ended December  31, 1995 as  compared to  the year ended  December 31,
1994.   The decrease  in  volumes of  oil sold  was  primarily due  to
positive  prior period volume adjustments made by the purchaser on one
significant  well during the year ended December 31, 1994.  Volumes of
gas  sold  increased primarily  due  to positive  prior  period volume
adjustments made by the  purchaser on one significant well  during the
year ended December 31, 1995.  Average  oil prices increased to $13.91
per barrel for the year ended December 31, 1995 from $11.38 per barrel
for the year ended December 31, 1994.  Average gas prices decreased to
$1.36 per  Mcf for the year ended December 31, 1995 from $1.66 per Mcf
for the year ended December 31, 1994.  

     Oil  and  gas  production  expenses  (including  lease  operating
expenses  and production  taxes) increased  $133,047 (157.9%)  for the
year  ended December 31, 1995  as compared to  the year ended December
31, 1994.   This increase  was primarily  due to (i)  the increase  in
volumes  of gas sold during the year  ended December 31, 1995 and (ii)
workover  expenses and  subsurface  repairs incurred  during the  year
ended December 31, 1995.  As a percentage  of oil and gas sales, these
expenses increased to 71.2% for the year ended December 31, 1995  from
30.6% for  the year ended December 31, 1994.  This percentage increase
was primarily  a  result  of  the  dollar increases  in  oil  and  gas
production expenses discussed  above and the  decrease in the  average
price of gas sold during the year ended December 31, 1995.  

                                  16
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties  decreased $23,114 (43.6%) for the  year ended December 31,
1995 as compared to the  year ended December 31, 1994.   This decrease
was primarily  a result of a  significant increase in the  estimate of
remaining gas reserves at  December 31, 1995, partially offset  by the
increase in  oil and gas sales during the year ended December 31, 1995
discussed  above.  As a percentage of  oil and gas sales, this expense
decreased to 9.8% for the year  ended December 31, 1995 from 19.3% for
the  year ended  December  31, 1994.    This percentage  decrease  was
primarily due to the  dollar decrease in depreciation,  depletion, and
amortization discussed above.

     General and administrative expenses increased $6,189  (11.5%) for
the  year  ended December  31,  1995  as compared  to  the year  ended
December  31, 1994.  This  dollar increase resulted  primarily from an
increase in  both professional fees and printing  and postage expenses
during the  year ended December  31, 1995 as  compared to  the similar
period in 1994.   As a percentage  of oil and gas  sales, this expense
remained relatively constant at approximately 19.6% for the year ended
December 31, 1995 and 19.5% for the year ended December 31, 1994.  

     Liquidity and Capital Resources 

     Net proceeds from operations less necessary operating capital are
distributed to the limited partners on  a quarterly basis.  See  "Item
5. Market for the  Registrant's Limited Partnership Units and  Related
Limited  Partner Matters."  The  net proceeds from  production are not
reinvested in productive assets,  except to the extent  that producing
wells  are  improved, or  where methods  are  employed to  permit more
efficient  recovery  of  reserves,  thereby resulting  in  a  positive
economic impact.    Assuming  production levels  for  the  year  ended
December 31, 1996, the Program's proved reserve quantities at December
31, 1996 would have a life of approximately 8.9 years for gas reserves
and 12.9 years for oil reserves.  However, since the Program's reserve
estimates  are based on oil and gas prices at December 31, 1996, it is
possible  that a  significant  decrease in  oil  and gas  prices  from
December  31,  1996  levels  will  reduce   such  reserves  and  their
corresponding life-span.

     The  Program's  available  capital  from  the  limited  partners'
subscriptions  has been spent on  oil and gas  drilling activities and
there  should be no  further material capital  resource commitments in
the future.  Cash for operational purposes has generally been provided
by  current oil  and  gas production;  however,  in 1996  the  Program
received an advance from Dyco  as the General Partner in order  to pay
for workover activities on  one well.  As  of the date of this  Annual
Report,  the Program has not repaid such advance.  Management believes
that  cash for  ordinary operational  purposes in  the future  will be
provided by current oil and gas production.

                                  17
<PAGE>
<PAGE>
     The Samson Companies are  currently in the process  of evaluating
certain oil and gas properties owned by the Program and other entities
of  the  Samson Companies.   As  a result  of  such evaluation,  it is
expected  that certain  of  these properties  will  be placed  in  bid
packages and offered  for sale during the  first half of 1997.   It is
likely  that  the  Program  will  have  an  interest  in some  of  the
properties being sold.   It is currently  estimated that the value  of
such sales, as a percentage  of total proved reserves of  the Program,
will range from 1% to 10%.

     The  decision to accept  any offer for the  purchase of a Program
property will be  made by Dyco  after giving due consideration  to the
offer  price  and Dyco's  estimate  of both  the  property's remaining
proved reserves and  future operating  costs.  Net  proceeds from  the
sale of  any such properties  will be  distributed to the  Program and
will   be  included   in  the  calculation   of  the   Program's  cash
distributions  for  the quarter  immediately  following the  Program's
receipt of the proceeds.

     Following  completion  of any  sale,  the  Program's quantity  of
proved  reserves will  be  reduced.   It  is  also  possible that  the
Program's  repurchase  values  and  future  cash  distributions  could
decline as a result of a reduction  of the Program's reserve base.  On
the other  hand,  Dyco believes  there  will be  beneficial  operating
efficiencies  related to the Program's remaining properties.   This is
primarily due to  the fact  that the properties  being considered  for
sale are more likely to  bear a higher ratio of operating  expenses as
compared  to  reserves than  the properties  not being  considered for
sale.  The  net effect of such property sales  is difficult to predict
as of the date of this Annual Report.

     There  can be  no assurance  as to  the amount  of the  Program's
future  cash  distributions.    The  Program's  ability to  make  cash
distributions depends primarily upon the level of available cash  flow
generated  by  the  Program's  operating  activities,  which  will  be
affected (either positively or negatively)  by many factors beyond the
control of the Program, including the price of and demand  for oil and
gas and other  market and  economic conditions.   Even  if prices  and
costs  remain stable, the  amount of cash  available for distributions
will decline over  time (as  the volume of  production from  producing
properties  declines) since  the Program  is not  replacing production
through  acquisitions of producing  properties and  drilling.   If the
Program  sells any of its properties as discussed above, the Program's
quantity of proved reserves will be reduced; therefore, it is possible
that the Program's future cash distributions could decline as a result
of a reduction of the Program's reserve base.

                                  18
<PAGE>
<PAGE>
     Inflation and Changing Prices

     Prices obtained for  oil and gas production depend  upon numerous
factors,  including the  extent  of domestic  and foreign  production,
foreign imports of  oil, market demand, domestic  and foreign economic
conditions in general, and governmental regulations and tax laws.  The
general level  of inflation  in the economy  did not  have a  material
effect on the operations of the  Program in 1996.  Oil and  gas prices
have fluctuated  during recent years  and generally have  not followed
the same pattern as inflation.  See  "Item 2. Properties - Oil and Gas
Production, Revenue, and Price History."  

                                  19
<PAGE>
<PAGE>
ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA




                   REPORT OF INDEPENDENT ACCOUNTANTS



TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1983-2 LIMITED PARTNERSHIP


     We have audited the financial statements  of the Dyco Oil and Gas
Program 1983-2  Limited Partnership (a Minnesota  limited partnership)
as  listed in  Item  14(a) of  this  Annual Report.   These  financial
statements are  the responsibility of  the Program's management.   Our
responsibility is to express an opinion  on these financial statements
based on our audits.

     We  conducted our  audits in  accordance with  generally accepted
auditing  standards.  Those standards require that we plan and perform
the audit to obtain reasonable  assurance about whether the  financial
statements  are  free of  material  misstatement.   An  audit includes
examining, on a test  basis, evidence supporting the amounts  and dis-
closures  in  the  financial  statements.    An  audit  also  includes
assessing  the accounting  principles used  and significant  estimates
made by  management,  as  well  as evaluating  the  overall  financial
statement  presentation.    We  believe  that  our  audits  provide  a
reasonable basis for our opinion.  

     In  our  opinion,  the  financial statements  referred  to  above
present fairly, in  all material respects,  the financial position  of
the  Dyco Oil and Gas  Program 1983-2 Limited  Partnership at December
31, 1996  and 1995, and the  results of its operations  and cash flows
for each of the three years in the period ended December  31, 1996, in
conformity with generally accepted accounting principles.  







                                   COOPERS & LYBRAND L.L.P.


Tulsa, Oklahoma
February 10, 1997

                                  20
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1983-2 LIMITED PARTNERSHIP
                            Balance Sheets
                      December 31, 1996 and 1995

                                ASSETS
                                ------
                                                 1996      1995
                                               --------  --------
CURRENT ASSETS:
  Cash and cash equivalents                    $ 22,434  $    314
  Accounts receivable - General Partner          18,220      -
  Accrued oil and gas sales, including
    $14,318 due from related
    parties at 1995 (Note 2)                     66,746    27,839
                                                -------   -------

    Total current assets                       $107,400  $ 28,153

NET OIL AND GAS PROPERTIES, utilizing the
  full cost method                              202,453   136,757

DEFERRED CHARGE                                  84,611    91,611
                                                -------   -------

                                               $394,464  $256,521
                                                =======   =======

                   LIABILITIES AND PARTNERS' CAPITAL
                   ---------------------------------

CURRENT LIABILITIES:
  Accounts payable                             $ 53,458  $ 21,322
  Gas imbalance payable                          14,637      -
                                                -------   -------
    Total current liabilities                  $ 68,095  $ 21,322

ACCRUED LIABILITY                                63,366    79,661

PARTNERS' CAPITAL:
  General Partner, issued and
    outstanding, 64 Units                         2,630     1,555
  Limited Partners, issued and
    outstanding, 6,400 Units                    260,373   153,983
                                                -------   -------

    Total partners' capital                    $263,003  $155,538
                                                -------   -------
                                               $394,464  $256,521
                                                =======   =======

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

                                  21
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1983-2 LIMITED PARTNERSHIP
                       Statements of Operations
         For the Years Ended December 31, 1996, 1995, and 1994


                                       1996      1995      1994
                                     --------  --------  --------

REVENUES:
  Oil and gas sales, including 
    $158,813 and $156,230  
    of sales to related parties
    in 1995 and 1994 (Note 2)        $293,611  $305,266  $275,066
  Interest                                111     5,324     2,680
                                      -------   -------   -------
                                     $293,722  $310,590  $277,746

COSTS AND EXPENSES:
  Lease operating                    $ 82,100  $195,813  $ 63,343
  Production taxes                     22,322    21,486    20,909
  Depreciation, depletion, and
    amortization of oil and gas
    properties                         22,505    29,931    53,045
  General and administrative           59,330    59,874    53,685
                                      -------   -------   -------

                                     $186,257  $307,104  $190,982
                                      -------   -------   -------

NET INCOME                           $107,465  $  3,486  $ 86,764
                                      =======   =======   =======

GENERAL PARTNER (1%) - NET INCOME    $  1,075  $     35  $    868
                                      =======   =======   =======

LIMITED PARTNER (99%) - NET INCOME   $106,390  $  3,451  $ 85,896
                                      =======   =======   =======

NET INCOME per Unit                  $     17  $      1  $     13
                                      =======   =======   =======

UNITS OUTSTANDING                       6,464     6,464     6,464
                                      =======   =======   =======

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

                                  22
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1983-2 LIMITED PARTNERSHIP
                    Statements of Partners' Capital
         For the Years Ended December 31, 1996, 1995, and 1994


                                  General    Limited
                                  Partner   Partners      Total
                                 --------  ----------  ----------

Balances at December 31, 1993     $3,885    $384,603    $388,488
  Cash distributions             ( 1,293)  ( 127,987)  ( 129,280)
  Net income                         868      85,896      86,764
                                   -----     -------     -------

Balances at December 31, 1994     $3,460    $342,512    $345,972
  Cash distributions             ( 1,940)  ( 191,980)  ( 193,920)
  Net income                          35       3,451       3,486
                                   -----     -------     -------

Balances at December 31, 1995     $1,555    $153,983    $155,538
  Net income                       1,075     106,390     107,465
                                   -----     -------     -------

Balances at December 31, 1996     $2,630    $260,373    $263,003
                                   =====     =======     =======

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

                                  23
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1983-2 LIMITED PARTNERSHIP
                       Statements of Cash Flows
         For the Years Ended December 31, 1996, 1995, and 1994

                                         1996       1995       1994
                                      ---------- ---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                           $107,465   $  3,486   $ 86,764
  Adjustments to reconcile net income
    to net cash provided by operating
    activities:
    Depreciation, depletion, and amorti-
      zation of oil and gas properties   22,505     29,931     53,045
    Increase in accounts receivable
      - General Partner               (  18,220)      -          -
    (Increase) decrease in accrued 
      oil and gas sales               (  38,907)     5,769  (   4,595)
    (Increase) decrease in 
      deferred charge                     7,000  (   1,727) (  87,354)
    Increase in accounts payable         32,136     12,295        984
    Increase (decrease) in gas imbalance
      payable                            14,637  (   7,775)     7,775
    Increase (decrease) in accrued 
      liability                       (  16,295)    42,242     37,419
                                        -------    -------    -------
  Net cash provided by operating 
    activities                         $110,321   $ 84,221   $ 94,038
                                        -------    -------    -------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from the sale of oil and 
    gas properties                     $ 19,623   $  2,339   $   -
  Additions to oil and gas properties ( 107,824) (     425) (     440)
                                        -------    -------    -------

  Net cash provided (used) by investing
    activities                        ($ 88,201)  $  1,914  ($    440)
                                       --------    -------    -------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                   $   -     ($193,920) ($129,280)
                                        -------    -------    -------
  Net cash used by financing 
    activities:                        $   -     ($193,920) ($129,280)
                                        -------    -------    -------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                     $ 22,120  ($107,785) ($ 35,682)

CASH AND CASH EQUIVALENTS AT BEGINNING
  OF PERIOD                                 314    108,099    143,781
                                        -------    -------    -------
CASH AND CASH EQUIVALENTS AT END OF
  PERIOD                               $ 22,434   $    314   $108,099
                                        =======    =======    =======

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

                                  24
<PAGE>
<PAGE>
          DYCO OIL AND GAS PROGRAM 1983-2 LIMITED PARTNERSHIP
                     Notes to Financial Statements
         For the Years Ended December 31, 1996, 1995, and 1994


1.   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization and Nature of Operations

     The  Dyco  Oil and  Gas Program  1983-2 Limited  Partnership (the
     "Program"), a Minnesota limited partnership, commenced operations
     on August 15, 1983.   Dyco Petroleum Corporation ("Dyco")  is the
     General  Partner  of the  Program.    Affiliates  of  Dyco  owned
     2,343.70 (36.3%) of the Program's Units at December 31, 1996.

     The Program's sole business is the development and production  of
     oil and  gas with a  concentration on gas.   Substantially all of
     the Program's gas reserves are being sold regionally in the "spot
     market."   Due  to  the highly  competitive  nature of  the  spot
     market,  prices on the spot  market are subject  to wide seasonal
     and regional pricing fluctuations.  In addition, such spot market
     sales  are generally short-term in  nature and are dependent upon
     the obtaining of transportation services provided by pipelines.  


     Cash and Cash Equivalents

     The  Program  considers  all  highly liquid  investments  with  a
     maturity  of three  months  or less  when  purchased to  be  cash
     equivalents.  Cash  equivalents are not insured, which  cause the
     Program to be subject to risk.


     Credit Risk

     Accrued oil and gas sales which are due from a variety of oil and
     gas purchasers subject the  Program to a concentration  of credit
     risk.  Some  of these purchasers are discussed in  Note 3 - Major
     Customers. 

                                  25
<PAGE>
<PAGE>
     Oil and Gas Properties 

     Oil  and gas  operations are  accounted for  using the  full cost
     method of  accounting.   All productive and  non-productive costs
     associated with  the acquisition, exploration, and development of
     oil and  gas  reserves are  capitalized.   Capitalized costs  are
     depleted on  a gross  revenue  method using  estimates of  proved
     reserves.  The full cost amortization rates per equivalent Mcf of
     gas  produced during the years ended December 31, 1996, 1995, and
     1994 were $0.17, $0.14,  and $0.32, respectively.   The Program's
     calculation   of   depreci-ation,  depletion,   and  amortization
     includes  estimated  future  expenditures   to  be  incurred   in
     developing   proved  reserves  and  estimated  dismantlement  and
     abandonment costs, net of estimated salvage values.  In the event
     the  unamortized cost of  oil and gas  properties being amortized
     exceeds the full cost  ceiling (as defined by the  Securities and
     Exchange Commission  ("SEC")) the excess is charged to expense in
     the year during  which such excess occurs.   In addition, the SEC
     rules  provide that if prices decline subsequent to year end, any
     excess  that results from these  declines may also  be charged to
     expense during  the  current year.    Sales and  abandonments  of
     properties are accounted for  as adjustments of capitalized costs
     with no  gain or loss  recognized, unless such  adjustments would
     significantly  alter the  relationship between  capitalized costs
     and proved oil and gas reserves.


     Deferred Charge 

     The  Deferred Charge  at December  31,  1996 and  1995 represents
     costs   deferred  for   lease  operating  expenses   incurred  in
     connection  with   the  Program's  underproduced   gas  imbalance
     position.   At  December 31,  1996,  cumulative total  gas  sales
     volumes for underproduced wells were less than the Program's pro-
     rata  share of total gas  production from these  wells by 126,948
     Mcf, resulting  in prepaid  lease operating expenses  of $84,611.
     At  December  31, 1995,  cumulative total  gas sales  volumes for
     underproduced wells  were less than the  Program's pro-rata share
     of  total gas production on these wells by 132,080 Mcf, resulting
     in prepaid lease operating expenses of $91,611.  


                                  26
<PAGE>
<PAGE>
     Accrued Liability  

     The  Accrued Liability at  December 31, 1996  and 1995 represents
     charges  accrued  for   lease  operating  expenses  incurred   in
     connection   with  the   Program's  overproduced   gas  imbalance
     position.   At  December 31,  1996,  cumulative total  gas  sales
     volumes for  overproduced wells  exceeded the  Program's pro-rata
     share of total  gas production  from these wells  by 95,073  Mcf,
     resulting in  accrued lease  operating expenses  of $63,366.   At
     December  31,  1995,  cumulative  total  gas  sales  volumes  for
     overproduced wells exceeded the Program's pro-rata share of total
     gas  production from  these wells  by  114,852 Mcf,  resulting in
     accrued lease operating expenses of $79,661.  


     Oil and Gas Sales and Gas Imbalance Payable  

     The  Program's  oil  and  condensate production  is  sold,  title
     passed, and revenue  recognized at  or near  the Program's  wells
     under  short-term  purchase  contracts  at  prevailing prices  in
     accordance  with  arrangements which  are  customary  in the  oil
     industry.  Sales of  gas applicable to the Program's  interest in
     producing oil and gas leases are recorded as income when  the gas
     is  metered  and  title  transferred pursuant  to  the  gas sales
     contracts  covering  the  Program's  interest  in  gas  reserves.
     During such  times as the Program's  sales of gas exceed  its pro
     rata  ownership  in a  well, such  sales  are recorded  as income
     unless  total  sales from  the well  have exceeded  the Program's
     share of estimated total gas reserves underlying the  property at
     which time such excess is  recorded as a liability.   At December
     31,  1996, total sales exceeded  the Program's share of estimated
     total gas  reserves on two  wells by  $14,637 (9,758 Mcf).   This
     amount was recorded as a gas imbalance payable in accordance with
     the sales method.   At December  31, 1995, no such  liability was
     recorded.

                                  27
<PAGE>
<PAGE>
     Use of Estimates in Financial Statements

     The  preparation  of  financial  statements  in  conformity  with
     generally accepted accounting  principles requires management  to
     make estimates  and assumptions that affect  the reported amounts
     of assets and liabilities and disclosure of contingent assets and
     liabilities  at  the date  of  the financial  statements  and the
     reported amounts  of revenues  and expenses during  the reporting
     period.    Actual  results  could differ  from  those  estimates.
     Further,  accrued oil and gas sales, the deferred charge, the gas
     imbalance  payable,  and   the  accrued  liability  all   involve
     estimates which  could materially differ from  the actual amounts
     ultimately  realized or incurred in  the near term.   Oil and gas
     reserves (see  Note 4)  also involve significant  estimates which
     could  materially  differ  from  the  actual  amounts  ultimately
     realized.


     Income Taxes

     Income  or  loss for  income tax  purposes  is includable  in the
     income tax returns  of the partners.  Accordingly, no recognition
     has  been given  to income  taxes in  the accompanying  financial
     statements.


2.   TRANSACTIONS WITH RELATED PARTIES 

     Under the terms  of the  Program Agreement, Dyco  is entitled  to
     receive a reimbursement  for all direct expenses and  general and
     administrative, geological, and engineering expenses it incurs on
     behalf of the Program.  During the years ended December 31, 1996,
     1995,  and  1994, such  expenses  totaled  $59,330, $59,874,  and
     $53,685,  respectively, of  which $43,164 was  paid each  year to
     Dyco and its affiliates.

     Affiliates of the  Program are  the operators of  certain of  the
     Program's  properties.  Their policy  is to bill  the Program for
     all  customary  charges and  cost reimbursements  associated with
     these   activities,   together  with   any   compressor  rentals,
     consulting, or other services provided.

     During 1994 and 1995 the Program sold gas at market  prices to El
     Paso  Energy Marketing  Company,  formerly known  as Premier  Gas
     Company ("El Paso").   El Paso, like other similar  gas marketing
     firms,  then resold such gas  to third parties  at market prices.
     El Paso was an affiliate of  the Program until December 6,  1995.
     During  1995 and 1994, these sales totaled $158,813 and $156,230,
     respectively.   At December 31,  1995, accrued oil  and gas sales
     included $14,318 due from El Paso.

                                  28
<PAGE>
<PAGE>
     The  Program had a payable due to  Dyco as the General Partner of
     $45,000  at December 31, 1996 included in accounts payable.  This
     payable represents  an advance  made by the  General Partner  for
     working capital needs.


3.   MAJOR CUSTOMERS

     The following purchasers individually accounted for more than 10%
     of the combined oil and gas revenues of the Program for the years
     ended December 31, 1996, 1995, and 1994:


      Purchaser                      1996    1995   1994
      ----------                     -----   -----  -----

      El Paso                        67.1%   52.0%  56.8%
      Kaiser-Francis Oil Company     15.6%   12.9%  28.8%
      ANR Pipeline                     - %   28.6%    - %


     In the event  of interruption of  purchases by these  significant
     customers or the cessation or  material change in availability of
     open-access    transportation    by   the    Program's   pipeline
     transporters, the Program  may encounter difficulty in  marketing
     its gas  and in maintaining  historic sales levels.   Alternative
     purchasers or transporters may not be readily available.  


4.   SUPPLEMENTAL OIL AND GAS INFORMATION

     The following supplemental information  regarding the oil and gas
     activities of the Program is presented pursuant to the disclosure
     requirements promulgated by the SEC.

                                  29
<PAGE>
<PAGE>
     Capitalized Costs

     The Program's  capitalized  costs and  accumulated  depreciation,
     depletion, amortization, and valuation allowance were as follows:


                                            December 31,
                                    ----------------------------
                                        1996           1995
                                    -------------  -------------

     Proved properties               $31,388,104    $31,299,903

     Unproved properties, not
       subject to depreciation,
       depletion, and amortization         -               -
                                      ----------     ----------

                                     $31,388,104    $31,299,903

     Less accumulated depreciation,
       depletion, amortization, and
       valuation allowance          ( 31,185,651)  ( 31,163,146)
                                      ----------     ----------

     Net oil and gas properties      $   202,453    $   136,757
                                      ==========     ==========

     Costs Incurred

     Costs incurred by the  Program in connection with its oil and gas
     property  acquisition,  exploration,  and development  activities
     were as follows:


                                        December 31,
                                   ----------------------
                                     1996    1995    1994
                                   --------  ----    ----

      Acquisition of properties    $   -     $ -     $ -
      Exploration costs                -       -       -
      Development costs             107,824   425     440
                                    -------   ---     ---

      Total costs incurred         $107,824  $425    $440
                                    =======   ===     ===

                                  30
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
     Quantities of Proved Oil and Gas Reserves - Unaudited

     Set forth below is a summary of the changes in the net quantities of the Program's  proved
     crude oil and gas reserves for the years  ended December 31, 1996, 1995, and 1994.  Proved
     reserves were estimated by petroleum engineers employed by affiliates of Dyco.  All of the
     Program's reserves are located in the United States.


                                     1996                    1995                   1994
                             ---------------------    -------------------    ------------------
                                Oil        Gas           Oil       Gas         Oil       Gas
                              (Bbls)      (Mcf)        (Bbls)     (Mcf)      (Bbls)     (Mcf)
                             --------  -----------    --------  ---------    -------  ---------
<S>                          <C>       <C>            <C>       <C>          <C>      <C>           
Proved reserves,
  beginning of year            9,013    1,105,349      10,080      606,819     8,385   661,062

Revisions of previous
  estimates                    3,010      134,543     (   239)     714,615     3,038   102,101

Sales of reserves               -            -           -            -         -         -

Extensions and
  discoveries                  6,150         -           -            -         -         -

Production                   ( 1,306)  (  124,831)    (   828)  (  216,085)  ( 1,343) (156,344)
                              ------    ---------      ------    ---------    ------   -------

Proved reserves,
  end of year                 16,867    1,115,061       9,013    1,105,349    10,080   606,819
                              ======    =========      ======    =========    ======   =======

Proved developed reserves:
  Beginning of year            9,013    1,105,349      10,080      606,819     8,385   571,870
                              ------    ---------      ------    ---------    ------   -------
  End of year                 16,867    1,115,061       9,013    1,105,349    10,080   606,819
                              ======    =========      ======    =========    ======   =======

</TABLE>

                                               31
<PAGE>
<PAGE>
     The  process  of  estimating oil  and  gas  reserves is  complex,
     requiring significant  subjective decisions in the  evaluation of
     available geological,  engineering, and  economic  data for  each
     reservoir.    The   data  for  a   given  reservoir  may   change
     substantially  over time  as  a result  of,  among other  things,
     additional   development   activity,   production  history,   and
     viability of  production under varying economic  conditions; con-
     sequently, it  is reasonably possible that  material revisions to
     existing  reserve  estimates  may   occur  in  the  near  future.
     Although every reasonable effort has been made to ensure that the
     reserve  estimates  reported herein  represent the  most accurate
     assessment possible, the significance of the subjective decisions
     required and  variances in available data  for various reservoirs
     make these estimates generally  less precise than other estimates
     presented in connection with financial statement disclosures.


ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH  ACCOUNTANTS ON ACCOUNTING
          AND FINANCIAL DISCLOSURE

     None.

                               PART III


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The  Program is  a limited  partnership and  has no  directors or
executive  officers.   The  following  individuals  are directors  and
executive officers of Dyco, the General Partner.  The business address
of  such directors and executive  officers is Two  West Second Street,
Tulsa, Oklahoma  74103.

           NAME        AGE         POSITION WITH DYCO
     ----------------  ---  --------------------------------
     Dennis R. Neill    44  President and Director

     Patrick M. Hall    38  Chief Financial Officer

     Judy K. Fox        45  Secretary

     The  director will hold office  until the next  annual meeting of
shareholders of Dyco and until his successor has been duly elected and
qualified.   All  executive officers  serve at  the discretion  of the
Board of Directors.

                                  32
<PAGE>
<PAGE>
     Dennis  R. Neill joined the  Samson Companies in  1981, was named
Senior Vice President  and Director of Dyco on June  18, 1991, and was
named President of Dyco on June 30, 1996.  Prior to joining the Samson
Companies,  he  was  associated with  a  Tulsa  law  firm, Conner  and
Winters, where his principal practice was in  the securities area.  He
received  a Bachelor of Arts degree in political science from Oklahoma
State University and a  Juris Doctorate degree from the  University of
Texas.   Mr.  Neill also  serves as  Senior  Vice President  of Samson
Investment  Company;  President  and  Director  of  Samson  Properties
Incorporated, Samson Hydrocarbons Company, Geodyne Resources, Inc. and
its subsidiaries,  Berry Gas Company,  Circle L Drilling  Company, and
Compression,  Inc.;  and  President  and  Chairman  of  the  Board  of
Directors of Samson Securities Company.

     Patrick M. Hall joined the Samson  Companies in 1983, was named a
Vice President of Dyco on June 18, 1991, and was named Chief Financial
Officer  of Dyco  on  June 30,  1996.   Prior  to  joining the  Samson
Companies he was a senior  accountant with Peat Marwick Main &  Co. in
Tulsa.   He  holds a  Bachelor of  Science  degree in  accounting from
Oklahoma State University and  is a Certified Public Accountant.   Mr.
Hall  also  serves as  Senior Vice  President  - Controller  of Samson
Investment Company.

     Judy K.  Fox joined the  Samson Companies in  1990 and was  named
Secretary  of Dyco  on June  30, 1996.   Prior  to joining  the Samson
Companies,  she served as Gas Contract Manager for Ely Energy Company.
Ms. Fox is  also Secretary  of Berry  Gas Company,  Circle L  Drilling
Company,   Compression,  Inc.,   Geodyne  Resources,   Inc.  and   its
subsidiaries,  Samson  Hydrocarbons  Company,  and  Samson  Properties
Incorporated.

ITEM 11.  EXECUTIVE COMPENSATION

     The  Program  is a  limited  partnership and,  therefore,  has no
officers  or directors.   The  following table summarizes  the amounts
paid by the Program as compensation and reimbursements to Dyco and its
affiliates for the three years ended December 31, 1996:


                                  33
<PAGE>
<PAGE>
         Compensation/Reimbursement to Dyco and its affiliates
                  Three Years Ended December 31, 1996

Type of Compensation/Reimbursement(1)            Expense
-------------------------------------   -------------------------
                                         1996     1995     1994
                                        -------  -------  -------

Compensation:
  Operations                            $   (2)  $   (2)  $   (2)
  Gas Marketing                         $   (3)  $   (3)  $   (3)

Reimbursements:
  General and Administrative, 
    Geological, and Engineering
    Expenses and Direct 
    Expenses(4)                         $43,164  $43,164  $43,164

----------

(1)  The authority for  all of such compensation and  reimbursement is
     the Program Agreement.  With respect to the Operations activities
     noted in the table, management believes that such compensation is
     equal to or less than that charged by unaffiliated persons in the
     same geographic areas and under the same conditions.
(2)  Affiliates of the Program serve as  operator of a majority of the
     Program's wells.   Dyco, as General Partner,  contracts with such
     affiliates for services as  operator of the wells.   As operator,
     such  affiliates  are  compensated   at  rates  provided  in  the
     operating agreements in effect and charged to all parties to such
     agreement.   The dollar amount  of such compensation  paid by the
     Program  to such affiliates is  impossible to quantify  as of the
     date of this Annual Report. 
(3)  During 1994  and 1995 El Paso, an  affiliate of the Program until
     December 6, 1995,  purchased a  portion of the  Program's gas  at
     market  prices and resold such  gas at market  prices directly to
     end-users and local distribution companies.   For the years ended
     December  31,  1995  and  1994,  the  Program  sold $158,813  and
     $156,230, respectively, of  gas to  El Paso.   After December  6,
     1995,  the Program's gas was marketed by Dyco and its affiliates,
     who  were   reimbursed  for   such  activities  as   general  and
     administrative expenses.
(4)  The Program reimburses Dyco and its affiliates for reasonable and
     necessary general and administrative, geological, and engineering
     expenses and  direct expenses  incurred in connection  with their
     management  and  operation  of   the  Program.    The  directors,
     officers, and  employees of Dyco  and its  affiliates receive  no
     direct  remuneration from the  Program for their  services to the
     Program.  See  "Salary Reimbursement Table" below.  The allocable
     general and administrative,  geological, and engineering expenses
     are  apportioned  on a  reasonable  basis  between the  Program's
     business  and all  other oil and  gas activities of  Dyco and its
     affiliates,   including  Dyco's   management  and   operation  of
     affiliated oil and  gas limited partnerships.   The allocation to
     the Program of these costs is made by Dyco as General Partner.

     As  noted  in  the  Compensation/Reimbursement  Table  above, the
directors,  officers,  and  employees  of Dyco  and  their  affiliates
receive no  direct remuneration from  the Program for  their services.
However, to the extent such services represent direct involvement with
the Program, as opposed to general corporate functions, such  persons'
salaries  are  allocated  to and  reimbursed  by  the  Program.   Such
allocation to  the Program's  general and  administrative, geological,
and engineering expenses of  the salaries of directors,  officers, and

                                  34
<PAGE>
<PAGE>
employees  of Dyco  and its  affiliates is  based on  internal records
maintained  by  Dyco  and  its  affiliates,  and  represents  investor
relations,   legal,  accounting,  data   processing,  management,  gas
marketing, and other functions  directly attributable to the Program's
operations.  The  following table indicates the  approximate amount of
general  and administrative expense  reimbursement attributable to the
salaries of the  directors, officers,  and employees of  Dyco and  its
affiliates for the three years ended December 31, 1996:

                                  35
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                      Salary Reimbursement
                              Three Years Ended December 31, 1996

                                                         Long Term Compensation
                                                     -------------------------------
                            Annual Compensation             Awards           Payouts
                         -------------------------   ---------------------   -------
                                                                   Securi-
                                            Other                   ties                 All
     Name                                   Annual   Restricted    Under-               Other
      and                                  Compen-     Stock       lying      LTIP     Compen-
   Principal             Salary     Bonus  sation     Award(s)    Options/   Payouts   sation
   Position       Year     ($)       ($)     ($)        ($)        SARs(#)     ($)       ($)
---------------   ----   -------   ------- -------   ----------   --------   -------   -------
<S>               <C>    <C>       <C>     <C>       <C>          <C>        <C>       <C>      
C. Philip 
Tholen,
President,
Chief Executive
Officer(1)(2)     1994     -         -       -         -            -          -         -
                  1995     -         -       -         -            -          -         -
                  1996     -         -       -         -            -          -         -

Dennis R. Neill,
President(2)(3)   1996     -         -       -         -            -          -         -

All Executive
Officers, 
Directors,
and Employees
as a group(4)     1994   $23,524     -       -         -            -          -         -
                  1995   $23,568     -       -         -            -          -         -
                  1996   $25,251     -       -         -            -          -         -

----------
(1)  Mr. Tholen served as President and Chief Executive Officer of Dyco until June 30, 1996.
(2)  The general and  administrative expenses paid  by the Program  and attributable to  salary
     reimbursements do not include any salary  or other compensation attributable to Mr. Tholen
     or Mr. Neill.
(3)  Mr. Neill became President of Dyco on June 30, 1996.
(4)  No  officer or  director of  Dyco or  its affiliates  provides full-time  services  to the
     Program and no individual's  salary or other compensation  reimbursement from the  Program
     equals or exceeds $100,000 per annum.  
</TABLE>

                                               36
<PAGE>
<PAGE>
     In  addition  to  the  compensation/reimbursements  noted  above,
during the three years  ended December 31, 1996, the  Samson Companies
were in the  business of  supplying field and  drilling equipment  and
services to affiliated and unaffiliated parties in the industry.  Such
companies  may have provided equipment and services for wells in which
the  Program has  an  interest.   These  equipment and  services  were
provided  at prices  or rates  equal  to or  less than  those normally
charged in  the same  or comparable  geographic  area by  unaffiliated
persons or companies dealing  at arm's length.  The operators of these
wells  bill the  Program for a  portion of  such costs  based upon the
Program's interest in the well.


ITEM 12.  SECURITY   OWNERSHIP  OF   CERTAIN  BENEFICIAL   OWNERS  AND
          MANAGEMENT

     The  following table  provides information  as to  the beneficial
ownership of  the  Program's Units  as  of January  31,  1997 by  each
beneficial owner of more than  5% of the issued and  outstanding Units
and  by the directors, officers, and affiliates  of Dyco.  The address
of  each of  such persons  is Samson  Plaza, Two  West Second  Street,
Tulsa, Oklahoma 74103.


                                            Number of Units
                                             Beneficially
                                            Owned (Percent
            Beneficial Owner                of Outstanding)
     ------------------------------        -----------------

     Samson Resources Company              2,345.70  (36.3%)

     All directors, officers, and 
       affiliates of Dyco as a group
       and Dyco (5 persons)                2,345.70  (36.3%)


     To the best  knowledge of  the Program  and Dyco,  there were  no
officers,  directors,  or 5%  owners  who  were  delinquent filers  of
reports  required under section 16  of the Securities  Exchange Act of
1934.

                                  37
<PAGE>
<PAGE>
ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Certain affiliates  of  Dyco engage  in  oil and  gas  activities
independently of  the Program  which result  in conflicts of  interest
that  cannot be totally eliminated.  The allocation of acquisition and
drilling opportunities and the nature of the compensation arrangements
between  the  Program  and   such  affiliates  also  create  potential
conflicts of interest.  An affiliate of the program owns a significant
amount  of the  Program's Units  of limited  partnership interest  and
therefore has an identity of interest with other limited partners with
respect to the operations of the Program. 

     In  order  to attempt  to  assure limited  liability  for limited
partners as well  as an orderly conduct of business, management of the
Program is exercised  solely by  Dyco.  The  Program Agreement  grants
Dyco  broad  discretionary authority  with  respect  to the  Program's
participation  in drilling  prospects and  expenditure and  control of
funds, including  borrowings.  These  provisions are similar  to those
contained in prospectuses and  partnership agreements for other public
oil and gas partnerships.   Broad discretion as to  general management
of  the Program  involves circumstances  where  Dyco has  conflicts of
interest  and  where   it  must  allocate   costs  and  expenses,   or
opportunities, among the Program and other competing interests. 

     Dyco  does not  devote all  of its  time, efforts,  and personnel
exclusively  to the Program.   Furthermore, the Program  does not have
any  employees,  but instead  relies on  the  personnel of  the Samson
Companies.    The  Program thus  competes  with  the Samson  Companies
(including other  currently sponsored oil  and gas  programs) for  the
time and resources  of such  personnel.  The  Samson Companies  devote
such  time  and personnel  to the  management  of the  Program  as are
indicated  by the  circumstances  and as  are  consistent with  Dyco's
fiduciary duties. 

     Affiliates  of  the  Program   are  solely  responsible  for  the
negotiation,  administration, and  enforcement  of oil  and gas  sales
agreements  covering  the  Program's  leasehold  interests.    Because
affiliates of the  Program who  provide services to  the Program  have
fiduciary  or other duties to  other members of  the Samson Companies,
contract  amendments and negotiating positions  taken by them in their
effort to enforce contracts with purchasers may not necessarily repre-
sent  the  positions  that the  Program  would  take  if  it  were  to
administer its own contracts without involvement with other members of
the Samson Companies.  On the other hand, management believes that the
Program's negotiating  strength and  contractual  positions have  been
enhanced by virtue of its affiliation with the Samson Companies. 

     For  a description  of  certain other  relationships and  related
transactions see "Item 11. Executive Compensation."


                                  38
<PAGE>
<PAGE>
                                PART IV


ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM
          8-K

     (a)  Financial  Statements,  Financial  Statement Schedules,  and
          Exhibits.  

          (1)  Financial   Statements:      The  following   financial
               statements for the Program as of December 31,  1996 and
               1995 and for  the years ended December 31,  1996, 1995,
               and 1994 are filed as part of this report:

                    Report of Independent Accountants
                    Balance Sheets
                    Statements of Operations
                    Statements of Partners' Capital
                    Statements of Cash Flows
                    Notes to Financial Statements

          (2)  Financial Statement Schedules:

                    None.

          (3)  Exhibits:

               4.1  Drilling  Agreement dated  July 1,  1983 for  Dyco
                    Drilling Program  1983-2 by and  between Dyco  Oil
                    and   Gas   Program    1983-2,   Dyco    Petroleum
                    Corporation, and Jaye F. Dyer filed as Exhibit 4.1
                    to Annual Report  on Form 10-K for  the year ended
                    December 31, 1991 on April  4, 1992 and is  hereby
                    incorporated by reference.

               4.2  Program Agreement dated July  1, 1983 for Dyco Oil
                    and  Gas  Program  1983-2   by  and  between  Dyco
                    Petroleum Corporation and  the Participants  filed
                    as Exhibit 4.2  to Annual Report on Form  10-K for
                    the year ended  December 31, 1991 on April 4, 1992
                    and is hereby incorporated by reference.

               4.3  Amendment to  Program Agreement for  Dyco Oil  and
                    Gas Program 1983-2 dated February 9, 1989 filed as
                    Exhibit 4.3 to Annual Report  on Form 10-K for the
                    year ended December 31, 1991 on  April 4, 1992 and
                    is hereby incorporated by reference.

                                  39
<PAGE>
<PAGE>
               4.4  Certificate  of  Limited Partnership,  as amended,
                    for Dyco Oil and  Gas Program 1983-2 Limited filed
                    as Exhibit 4.4  to Annual Report on Form  10-K for
                    the year ended  December 31, 1991 on April 4, 1992
                    and is hereby incorporated by reference.

              *27.1 Financial   Data   Schedule   containing   summary
                    financial information extracted  from the Dyco Oil
                    and  Gas  Program  1983-2   Limited  Partnership's
                    financial statements as  of December 31,  1996 and
                    for the year ended December 31, 1996.  

               All other Exhibits are omitted as inapplicable. 


               ------------------
               *  Filed herewith.



     (b)  Reports on Form 8-K for the fourth quarter of 1996:

               None.

                                  40
<PAGE>
<PAGE>
                              SIGNATURES

Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly organized.

                              DYCO OIL AND GAS PROGRAM 1983-2 
                              LIMITED PARTNERSHIP

                              By:  DYCO PETROLEUM CORPORATION
                                   General Partner
                                   February 20, 1997


                              By:  /s/Dennis R. Neill
                                   ------------------------------
                                   Dennis R. Neill 
                                   President

Pursuant to the requirements  of the Securities Exchange Act  of 1934,
this  report has been signed below by  the following persons on behalf
of the registrant and in the capacities on the dates indicated.

By:  /s/Dennis R. Neill     President and          Feb. 20, 1997 
     -------------------    Director (Principal
        Dennis R. Neill     Executive Officer)

     /s/Patrick M. Hall     Chief Financial        Feb. 20, 1997
     -------------------    Officer (Principal
        Patrick M. Hall     Financial and  
                            Accounting Officer)

     /s/Judy K. Fox         Secretary              Feb. 20, 1997
     -------------------
        Judy K. Fox

                                  41
<PAGE>
<PAGE>
                           INDEX TO EXHIBITS


Exhibit
Number    Description
-------   -----------

4.1       Drilling  Agreement dated  July  1, 1983  for Dyco  Drilling
          Program  1983-2 by  and  between Dyco  Oil  and Gas  Program
          1983-2, Dyco  Petroleum Corporation, and Jaye  F. Dyer filed
          as  Exhibit 4.1 to  Annual Report on Form  10-K for the year
          ended  December  31, 1991  on April  4,  1992 and  is hereby
          incorporated by reference.

4.2       Program  Agreement dated July 1,  1983 for Dyco  Oil and Gas
          Program 1983-2 by and between Dyco Petroleum Corporation and
          the Participants  filed as Exhibit  4.2 to Annual  Report on
          Form 10-K for  the year ended December 31,  1991 on April 4,
          1992 and is hereby incorporated by reference.

4.3       Amendment  to Program Agreement for Dyco Oil and Gas Program
          1983-2 dated February 9, 1989 filed as Exhibit 4.3 to Annual
          Report on Form 10-K for the year ended December 31,  1991 on
          April 4, 1992 and is hereby incorporated by reference.

4.4       Certificate of Limited Partnership, as amended, for Dyco Oil
          and  Gas Program  1983-2  Limited filed  as  Exhibit 4.4  to
          Annual Report on Form  10-K for the year ended  December 31,
          1991  on  April  4,  1992  and  is  hereby  incorporated  by
          reference.

*27.1     Financial   Data   Schedule  containing   summary  financial
          information  extracted from  the  Dyco Oil  and Gas  Program
          1983-2  Limited Partnership's  financial  statements  as  of
          December  31, 1996 and for the year ended December 31, 1996.



------------------
*  Filed herewith.


                                  42
<PAGE>