SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549



                                    FORM 10-Q


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


For the quarter ended                     Commission File Number
    June 30, 1999                                0-10478



                         DYCO OIL AND GAS PROGRAM 1981-2
                             (A LIMITED PARTNERSHIP)
             (Exact Name of Registrant as specified in its charter)



         Minnesota                                  41-1411952
(State or other jurisdiction    (I.R.S. Employer Identification
   of incorporation or                         Number)
     organization)



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



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


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.

                        Yes     X               No
                            ------                    ------




                                      -1-
<PAGE>




                          PART I. FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

                    DYCO OIL AND GAS PROGRAM 1981-2 LIMITED PARTNERSHIP
                                 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                                June 30,       December 31,
                                                  1999            1998
                                               -----------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                     $100,919         $ 61,066
   Accrued oil and gas sales                       50,123           49,791
                                                 --------         --------
      Total current assets                       $151,042         $110,857

NET OIL AND GAS PROPERTIES, utilizing
   the full cost method                            99,555          111,301

DEFERRED CHARGE                                    47,498           47,498
                                                 --------         --------
                                                 $298,095         $269,656
                                                 ========         ========

                        LIABILITIES AND PARTNERS' CAPITAL

CURRENT LIABILITIES:
   Accounts payable                              $  9,221         $  9,681
   Gas imbalance payable                            2,685            2,685
                                                 --------         --------
      Total current liabilities                  $ 11,906         $ 12,366

ACCRUED LIABILITY                                $170,564         $170,564

PARTNERS' CAPITAL:
   General Partner, 74 general
      partner units                              $  1,157         $    868
   Limited Partners, issued and
      outstanding, 6,000 Units                    114,468           85,858
                                                 --------         --------
      Total Partners' capital                    $115,625         $ 86,726
                                                 --------         --------
                                                 $298,095         $269,656
                                                 ========         ========

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



                                      -2-
<PAGE>



               DYCO OIL AND GAS PROGRAM 1981-2 LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                FOR THE THREE MONTHS ENDED JUNE 30, 1999 AND 1998
                                   (Unaudited)

                                                  1999              1998
                                                --------          --------

REVENUES:
   Oil and gas sales                             $77,613           $67,257
   Interest                                          905             1,927
                                                 -------           -------
                                                 $78,518           $69,184

COSTS AND EXPENSES:
   Oil and gas production                        $28,977           $21,207
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                   5,313             8,502
   General and administrative
      (Note 2)                                    12,923            13,157
                                                 -------           -------
                                                 $47,213           $42,866
                                                 -------           -------

NET INCOME                                       $31,305           $26,318
                                                 =======           =======
GENERAL PARTNER (1%) - net
   income                                        $   313           $   264
                                                 =======           =======
LIMITED PARTNERS (99%) - net
   income                                        $30,992           $26,054
                                                 =======           =======
NET INCOME PER UNIT                              $  5.16           $  4.33
                                                 =======           =======
UNITS OUTSTANDING                                  6,074             6,074
                                                 =======           =======



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



                                      -3-
<PAGE>



               DYCO OIL AND GAS PROGRAM 1981-2 LIMITED PARTNERSHIP
                            STATEMENTS OF OPERATIONS
                 FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998
                                   (Unaudited)

                                                  1999               1998
                                                ---------         ---------

REVENUES:
   Oil and gas sales                             $137,125          $142,969
   Interest                                         1,643             3,365
                                                 --------          --------
                                                 $138,768          $146,334

COSTS AND EXPENSES:
   Oil and gas production                        $ 60,838          $ 51,790
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                   12,880            16,387
   General and administrative
      (Note 2)                                     36,151            36,600
                                                 --------          --------
                                                 $109,869          $104,777
                                                 --------          --------

NET INCOME                                       $ 28,899          $ 41,557
                                                 ========          ========
GENERAL PARTNER (1%) - net
   income                                        $    289          $    416
                                                 ========          ========
LIMITED PARTNERS (99%) - net
   income                                        $ 28,610          $ 41,141
                                                 ========          ========
NET INCOME PER UNIT                              $   4.76          $   6.84
                                                 ========          ========
UNITS OUTSTANDING                                   6,074             6,074
                                                 ========          ========



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



                                      -4-
<PAGE>



               DYCO OIL AND GAS PROGRAM 1981-2 LIMITED PARTNERSHIP
                            STATEMENTS OF CASH FLOWS
                 FOR THE SIX MONTHS ENDED JUNE 30, 1999 AND 1998
                                   (Unaudited)


                                                  1999             1998
                                                ---------       ----------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $ 28,899          $ 41,557
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                12,880            16,387
      (Increase) decrease in accrued
        oil and gas sales                      (     332)           28,764
      Decrease in accounts payable             (     460)        (  33,269)
      Decrease in accrued liability                    -         (   3,839)
                                                --------          --------
      Net cash provided by operating
        activities                              $ 40,987          $ 49,600
                                                --------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from sale of oil and gas
      properties                                $      -          $ 22,548
   Additions to oil and gas
      properties                               (   1,134)                -
                                                --------          --------
   Net cash provided (used) by
      investing activities                     ($  1,134)         $ 22,548
                                                --------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           $      -         ($121,480)
                                                --------          --------
   Net cash used by financing
      activities                                $      -         ($121,480)
                                                --------          --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                             $ 39,853         ($ 49,332)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            61,066           116,852
                                                --------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $100,919          $ 67,520
                                                ========          ========



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


                                      -5-
<PAGE>



               DYCO OIL AND GAS PROGRAM 1981-2 LIMITED PARTNERSHIP
                     CONDENSED NOTES TO FINANCIAL STATEMENTS
                                  JUNE 30, 1999
                                   (Unaudited)


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

      The balance sheet as of June 30, 1999,  statements  of operations  for the
      three and six months ended June 30, 1999 and 1998,  and statements of cash
      flows for the six months  ended June 30, 1999 and 1998 have been  prepared
      by Dyco Petroleum  Corporation  ("Dyco"),  the General Partner of the Dyco
      Oil and Gas Program 1981-2 Limited  Partnership (the  "Program"),  without
      audit.  In the opinion of management all  adjustments  (which include only
      normal  recurring  adjustments)  necessary to present fairly the financial
      position at June 30,  1999,  results of  operations  for the three and six
      months ended June 30, 1999 and 1998, and changes in cash flows for the six
      months ended June 30, 1999 and 1998 have been made.

      Information  and  footnote  disclosures  normally  included  in  financial
      statements  prepared in  accordance  with  generally  accepted  accounting
      principles  have been  condensed or omitted.  It is  suggested  that these
      financial  statements be read in conjunction with the financial statements
      and notes thereto included in the Program's Annual Report on Form 10-K for
      the year ended December 31, 1998. The results of operations for the period
      ended June 30, 1999 are not  necessarily  indicative  of the results to be
      expected for the full year.


      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.  The Program's  calculation of depreciation,  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),  the excess is
      charged to expense in the period  during which such excess  occurs.  Sales
      and abandonments of




                                      -6-
<PAGE>




      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.

      The provision for depreciation, depletion, and amortization of oil and gas
      properties is calculated by dividing the oil and gas sales dollars  during
      the  period by the  estimated  future  gross  income  from the oil and gas
      properties and applying the resulting  rate to the net remaining  costs of
      oil and gas properties that have been  capitalized,  plus estimated future
      development costs.


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

      Under the terms of the Program's partnership  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 three  months  ended June 30,  1999 and 1998 the
      Program incurred such expenses totaling $12,923 and $13,157, respectively,
      of which $11,988 was paid each period to Dyco and its  affiliates.  During
      the six months  ended June 30,  1999 and 1998 the  Program  incurred  such
      expenses totaling $36,151 and $36,600,  respectively, of which $23,976 was
      paid each period to Dyco and its affiliates.

      Affiliates of the Program  operate  certain of the  Program's  properties.
      Their  policy is to bill the  Program for all  customary  charges and cost
      reimbursements associated with these activities.





                                      -7-
<PAGE>



ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
            AND RESULTS OF OPERATIONS

USE OF FORWARD-LOOKING STATEMENTS AND ESTIMATES
-----------------------------------------------

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

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


LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

      Net  proceeds  from the  Program's  operations  less  necessary  operating
      capital  are  distributed  to  investors  on a  quarterly  basis.  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 the Program's reserves which
      would result in a positive economic impact.




                                      -8-
<PAGE>




      The Program's  available capital from  subscriptions has been spent on oil
      and gas  drilling  activities.  There  should not be any further  material
      capital  resource  commitments  in the  future.  The  Program  has no debt
      commitments. Cash for operational purposes will be provided by current oil
      and gas production.


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

      GENERAL DISCUSSION

      The following  general  discussion  should be read in conjunction with the
      analysis  of results of  operations  provided  below.  The most  important
      variable  affecting the Program's  revenues is the prices received for the
      sale  of oil  and  gas.  Due to the  volatility  of oil  and  gas  prices,
      forecasting  future prices is subject to great uncertainty and inaccuracy.
      Substantially  all of the  Program's  gas  reserves  are being sold on the
      "spot market".  Prices on the spot market are subject to wide seasonal and
      regional pricing  fluctuations due to the highly competitive nature of the
      spot market. Such spot market sales are generally short-term in nature and
      are dependent upon the obtaining of  transportation  services  provided by
      pipelines.  In addition,  crude oil prices were  recently at or near their
      lowest  level in the past decade due  primarily  to the global  surplus of
      crude oil.  However,  oil prices have  rebounded  during the first half of
      1999  primarily due to a decrease in the global oil surplus as a result of
      production curtailments by several major oil producing nations. Management
      is unable to predict whether future oil and gas prices will (i) stabilize,
      (ii) increase, or (iii) decrease.

      THREE MONTHS  ENDED JUNE 30, 1999  COMPARED TO THE THREE MONTHS ENDED JUNE
      30, 1998.

                                                 Three Months Ended June 30,
                                                 ---------------------------
                                                    1999            1998
                                                  -------          -------
      Oil and gas sales                           $77,613          $67,257
      Oil and gas production expenses             $28,977          $21,207
      Barrels produced                                318              184
      Mcf produced                                 38,316           31,421
      Average price/Bbl                           $ 13.03          $ 12.14
      Average price/Mcf                           $  1.92          $  2.07

      As shown in the table  above,  total oil and gas sales  increased  $10,356
      (15.4%) for the three  months ended June 30, 1999 as compared to the three
      months ended June 30, 1998.  Of this  increase,  approximately  $2,000 and
      $14,000,



                                      -9-
<PAGE>



      respectively,  were  related to  increases in volumes of oil and gas sold,
      which  increases  were  partially  offset by a decrease  of  approximately
      $6,000 related to a decrease in the average price of gas sold.  Volumes of
      oil and gas sold  increased 134 barrels and 6,895 Mcf,  respectively,  for
      the three months ended June 30, 1999 as compared to the three months ended
      June 30, 1998.  The increase in volumes of oil sold was  primarily  due to
      the  successful  completion  of a new well in late 1998.  The  increase in
      volumes of gas sold was primarily due to (i) the successful  completion of
      a new well in late 1998 and (ii) receipt of a reduced  percentage of sales
      on one well  during  the  three  months  ended  June  30,  1998 due to the
      Program's  overproduced gas balancing  position in that well.  Average oil
      prices  increased to $13.03 per barrel for the three months ended June 30,
      1999 from  $12.14  per barrel for the three  months  ended June 30,  1998.
      Average gas prices  decreased  to $1.92 per Mcf for the three months ended
      June 30, 1999 from $2.07 per Mcf for the three months ended June 30, 1998.

      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) increased $7,770 (36.6%) for the three months ended June
      30,  1999 as  compared  to the three  months  ended  June 30,  1998.  This
      increase  was  primarily  due to (i) an increase in legal fees on one well
      during the three months ended June 30, 1999 related to a gas balancing and
      collections  matter  initiated  by the  operator  of the  well and (ii) an
      increase  in lease  operating  expenses  associated  with the  increase in
      volumes  of oil and gas sold.  This  increase  was  partially  offset by a
      decrease  primarily  due to the sale of one well  during  late 1998.  As a
      percentage of oil and gas sales, these expenses increased to 37.3% for the
      three  months  ended June 30, 1999 from 31.5% for the three  months  ended
      June 30, 1998.  This  percentage  increase was primarily due to the dollar
      increase  in oil and gas  production  expenses  and  the  decrease  in the
      average price of gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $3,189  (37.5%)  for the three  months  ended June 30,  1999 as
      compared  to the three  months  ended June 30,  1998.  This  decrease  was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas  reserves at December 31, 1998 and (ii) an increase in the oil and
      gas prices used in the  valuation of reserves at June 30, 1999 as compared
      to March 31,  1999.  This  decrease  was  partially  offset by an increase
      associated  with  the  increase  in  volumes  of oil  and gas  sold.  As a
      percentage  of oil and gas sales,  this expense  decreased to 6.8% for the
      three  months  ended June 30, 1999 from 12.6% for the three  months  ended
      June 30, 1998.  This  percentage  decrease was primarily due to the dollar
      decrease in depreciation, depletion, and amortization.




                                      -10-
<PAGE>




      General and  administrative  expenses  decreased $234 (1.8%) for the three
      months  ended June 30, 1999 as compared to the three months ended June 30,
      1998. As a percentage of oil and gas sales,  these  expenses  decreased to
      16.7% for the three  months  ended June 30,  1999 from 19.6% for the three
      months ended June 30, 1998. This percentage  decrease was primarily due to
      the increase in oil and gas sales.

      SIX MONTHS  ENDED JUNE 30, 1999  COMPARED TO THE SIX MONTHS ENDED JUNE 30,
      1998.

                                                  Six Months Ended June 30,
                                                  -------------------------
                                                    1999             1998
                                                  --------         --------
      Oil and gas sales                           $137,125         $142,969
      Oil and gas production expenses             $ 60,838         $ 51,790
      Barrels produced                                 522              441
      Mcf produced                                  74,540           68,752
      Average price/Bbl                           $  11.54         $  12.39
      Average price/Mcf                           $   1.76         $   2.00

      As shown in the table  above,  total oil and gas  sales  decreased  $5,844
      (4.1%)  for the six  months  ended June 30,  1999 as  compared  to the six
      months ended June 30, 1998. Of this  decrease,  approximately  $18,000 was
      related to a decrease in the average price of gas sold.  This decrease was
      partially  offset  by  increases  of  approximately  $1,000  and  $12,000,
      respectively, related to increases in volumes of oil and gas sold. Volumes
      of oil and gas sold increased 81 barrels and 5,788 Mcf, respectively,  for
      the six months  ended June 30, 1999 as  compared  to the six months  ended
      June 30, 1998. The increases in volumes of oil and gas sold were primarily
      due to the successful  completion of a new gas well in late 1998.  Average
      oil and gas  prices  decreased  to $11.54  per  barrel  and $1.76 per Mcf,
      respectively,  for the six  months  ended  June 30,  1999 from  $12.39 per
      barrel and $2.00 per Mcf, respectively,  for the six months ended June 30,
      1998.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased $9,048 (17.5%) for the six months ended June
      30, 1999 as compared to the six months ended June 30, 1998.  This increase
      was  primarily due to an increase in legal fees on one well during the six
      months  ended June 30, 1999  related to a gas  balancing  and  collections
      matter initiated by the operator of that well. This increase was partially
      offset by a decrease  primarily  due to the sale of one well  during  late
      1998. As a percentage of oil and gas sales,  these  expenses  increased to
      44.4% for the six months ended June 30, 1999 from 36.2% for the six months
      ended June 30, 1998.  This  percentage  increase was  primarily due to the
      decreases in the average prices of



                                      -11-
<PAGE>



      oil  and  gas  sold  and  the  dollar  increase  in oil and gas production
      expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $3,507  (21.4%)  for the six  months  ended  June  30,  1999 as
      compared  to the six  months  ended  June  30,  1998.  This  decrease  was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas  reserves at December 31, 1998 and (ii) an increase in the oil and
      gas prices used in the  valuation of reserves at June 30, 1999 as compared
      to June 30,  1998.  This  decrease  was  partially  offset by an  increase
      associated  with  the  increase  in  volumes  of oil  and gas  sold.  As a
      percentage  of oil and gas sales,  this expense  decreased to 9.4% for the
      six months  ended June 30,  1999 from 11.5% for the six months  ended June
      30,  1998.  This  percentage  decrease  was  primarily  due to the  dollar
      decrease in depreciation, depletion, and amortization.

      General  and  administrative  expenses  decreased  $449 (1.2%) for the six
      months  ended June 30, 1999 as  compared to the six months  ended June 30,
      1998. As a percentage of oil and gas sales,  these  expenses  increased to
      26.4% for the six months ended June 30, 1999 from 25.6% for the six months
      ended June 30, 1998.  This  percentage  increase was  primarily due to the
      decrease in oil and gas sales.

YEAR 2000 COMPUTER ISSUES
-------------------------

      IN GENERAL

      The Year 2000 Issue ("Y2K")  refers to the inability of computer and other
      information   technology   systems  to  properly  process  date  and  time
      information,  stemming from the earlier programming  practice of using two
      digits  rather than four to  represent  the year in a date.  For  example,
      computer programs and imbedded chips that are date sensitive may recognize
      a date  using  (00) as the  year  1900  rather  than the  year  2000.  The
      consequence of Y2K is that computer and imbedded processing systems may be
      at risk of malfunctioning, particularly during the transition from 1999 to
      2000.

      The effects of Y2K are exacerbated by the  interdependence of computer and
      telecommunication  systems throughout the world. This interdependence also
      exists among the Program,  Samson  Investment  Company and its  affiliates
      ("Samson"),  and their vendors,  customers, and business partners, as well
      as with regulators. The potential risks associated with Y2K for an oil and
      gas  production  company fall into three  general  areas:  (i)  financial,
      leasehold and  administrative  computer systems,  (ii) imbedded systems in
      field process control units, and (iii) third party exposures. As discussed
      below,



                                      -12-
<PAGE>



      Dyco does not believe  that these risks will be material to the  Program's
      operations.

      The Program's business is producing oil and gas. The day-to-day production
      of the  Program's  oil and gas is not  dependent on computers or equipment
      with imbedded chips. As further  discussed below,  management  anticipates
      that the  Program's  daily  business  activities  will  not be  materially
      affected by Y2K.

      The  Program  relies on  Samson  to  provide  all of its  operational  and
      administrative  services on either a direct or indirect  basis.  Samson is
      addressing each of the three Y2K areas discussed above through a readiness
      process that seeks to:

      1.    increase the awareness of the issue among key employees;
      2.    identify areas of potential risk;
      3.    assess  the relative  impact of these risks and Samson's  ability to
            manage them; and
      4.    remediate these risks on a priority basis wherever possible.

      One  of  Samson   Investment   Company's   Executive  Vice  Presidents  is
      responsible  for  communicating  to its Board of Directors Y2K actions and
      for the  ultimate  implementation  of its Y2K plan.  He has  delegated  to
      Samson   Investment   Company's  Senior  Vice   President-Technology   and
      Administrative  Services   principal   responsibility  for  ensuring   Y2K
      compliance within Samson.

      Samson  has  been  planning  for  the  impact  of Y2K  on its  information
      technology systems since 1993. As of July 15, 1999, Samson is in the final
      stages of implementation of a Y2K plan, as summarized below:


      FINANCIAL AND ADMINISTRATIVE SYSTEMS

      1. Awareness. Samson has alerted its officers, managers and supervisors of
      Y2K  issues  and asked them to have  their  employees  participate  in the
      identification  of potential Y2K risks which might  otherwise go unnoticed
      by higher level  employees  and  officers.  As a result,  awareness of the
      issue is considered high.

      2.  Risk   Identification.   Samson's  most   significant   financial  and
      administrative  systems  exposure is the Y2K status of the  accounting and
      land  administration  system used to collect and manage data for  internal
      management  decision making and for external  revenue and accounts payable
      purposes. Other concerns include network hardware and



                                      -13-
<PAGE>



      software,  desktop  computing  hardware and software,  telecommunications,
      and office space readiness.

      3. Risk  Assessment.  The failure to identify  and correct a material  Y2K
      problem could result in inaccurate or untimely  financial  information for
      management  decision-making  or cash flow and payment purposes,  including
      maintaining oil and gas leases.

      4.  Remediation.  Since 1993, Samson has been upgrading its accounting and
      land administration  software.  Substantially all of the Y2K upgrades have
      been completed,  with the remainder  scheduled to be completed  during the
      3rd quarter of 1999.  In  addition,  in 1997 and 1998  Samson  replaced or
      applied software  patches to substantially  all of its network and desktop
      software  applications  and believes them to be generally  Y2K  compliant.
      Additional  patches  or  software  upgrades  will be applied no later than
      September 30, 1999 to complete  this  process.  The costs of all such risk
      assessments  and  remediation  are  not  expected  to be  material  to the
      Program.

      5. Contingency  Planning.  Notwithstanding the foregoing,  should there be
      significant   unanticipated   disruptions   in  Samson's   financial   and
      administrative systems, all of the accounting processes that are currently
      automated will need to be performed  manually.  Samson has communicated to
      its management  team the importance of having  adequate staff available to
      manually perform necessary functions to minimize disruptions.


      IMBEDDED SYSTEMS

      1.  Awareness.  Samson's  Y2K  program  has  involved  all levels of field
      personnel from production  foremen and higher.  Employees at all levels of
      the organization  have been asked to participate in the  identification of
      potential  Y2K risks,  which might  otherwise go unnoticed by higher level
      employees and officers of Samson, and as a result,  awareness of the issue
      is considered high.

      2. Risk  Identification.  Samson has inventoried all possible exposures to
      imbedded chips and systems. Such exposures can be classified as either (i)
      oil and gas production and  processing  equipment or (ii) office  machines
      such as faxes, copiers, phones, etc.

      With respect to oil and gas production and processing  equipment,  neither
      Samson nor the Program  operate  offshore  wells,  significant  processing
      plants, or wells with older electronic  monitoring  systems.  As a result,
      Samson's  inventory  identified less than 10  applications  using imbedded
      chips. All of these have been tested by the



                                      -14-
<PAGE>



      respective  vendors and have been found to be Y2K  compliant  or have been
      upgraded or replaced.

      Office machines have been tested by Samson and vendors and are believed to
      be compliant.

      3. Risk Assessment and Remediation.  The failure to identify and correct a
      material  Y2K  problem in an  imbedded  system  could  result in  outcomes
      ranging  from errors in data  reporting  to  curtailments  or shutdowns in
      production.  As noted above,  Samson has identified  less than 10 imbedded
      system  applications  all of which have been made  compliant  or replaced.
      Samson believes that sufficient manual processes are available to minimize
      any field  level  risk and that there  will be no  material  impact on the
      Program with respect to these applications.

      4. Contingency Planning. Should material production disruptions occur as a
      result of Y2K  failures  in field  operations,  Samson  will  utilize  its
      existing  field  personnel in an attempt to avoid any  material  impact on
      operating cash flow. Samson is not able to quantify any potential exposure
      in the event of systems failure or inadequate manual alternatives.


      THIRD PARTY EXPOSURES

      1. Awareness.  Samson has advised  management to consider Y2K implications
      with its outside vendors, customers, and business partners. Management has
      been asked to participate in the  identification  of potential third party
      Y2K risks and, as a result, awareness of the issue is considered high.

      2. Risk Identification. Samson's most significant third party Y2K exposure
      is its  dependence  on third  parties for the receipt of revenues from oil
      and gas sales.  However,  virtually all of these purchasers are very large
      and sophisticated  companies.  Other Y2K concerns include the availability
      of  electric  power  to  Samson's  field  operations,   the  integrity  of
      telecommunication  systems,  and the  readiness  of  commercial  banks  to
      execute electronic fund transfers.

      3. Risk  Assessment.  Because of the high  awareness of the Y2K problem in
      the U.S.,  Samson  has not  undertaken  and does not plan to  undertake  a
      formal company wide plan to make inquiries of third parties on the subject
      of Y2K readiness. If it did so, Samson has no ability to require responses
      to such inquiries or to independently  verify their accuracy.  Samson has,
      however,  received  oral  assurances  from  its  significant  oil  and gas
      purchasers  of Y2K  compliance.  If  significant  disruptions  from  major
      purchasers were to occur,  however,  there could be a material and adverse
      impact on the



                                      -15-
<PAGE>



      Program's results of operations, liquidity, and financial conditions.

      It is  important  to note that  third  party oil and gas  purchasers  have
      significant  incentives to avoid  disruptions  arising from a Y2K failure.
      For example,  most of these parties are under  contractual  obligations to
      purchase oil and gas or disperse revenues to Samson.  The failure to do so
      will result in  contractual  and statutory  penalties.  Therefore,  Samson
      believes  that it is  unlikely  that there will be  material  third  party
      non-compliance with purchase and remittance obligations as a result of Y2K
      issues.

      4.   Remediation.   Where  Samson   perceives   significant  risk  of  Y2K
      non-compliance  that may have a  material  impact  on it,  and  where  the
      relationship  between Samson and a vendor,  customer,  or business partner
      permits,  joint testing may be undertaken  during the remainder of 1999 to
      further identify these risks.

      5. Contingency  Planning.  In the unlikely event that material  production
      disruptions  occur as a result  of Y2K  failures  of  third  parties,  the
      Program's operating cash flow could be impacted.  This contingency will be
      factored into  deliberations on the level of quarterly cash  distributions
      paid out during any such period of cash flow disruption.




                                      -16-
<PAGE>



ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK.

            The Program does not hold any market risk sensitive instruments.




                                      -17-
<PAGE>



                           PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)   Exhibits

27.1  Financial Data Schedule containing summary financial information extracted
      from the Dyco Oil and Gas Program 1981-2 Limited  Partnership's  financial
      statements as of June 30, 1999 and for the six months ended June 30, 1999,
      filed herewith.

      All other exhibits are omitted as inapplicable.

(b)   Reports on Form 8-K.

      None.






                                      -18-
<PAGE>




                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned, thereunto duly authorized.


                              DYCO OIL AND GAS PROGRAM 1981-2 LIMITED
                              PARTNERSHIP

                                    (Registrant)

                                    BY:   DYCO PETROLEUM CORPORATION

                                          General Partner


Date:  August 2, 1999        By:         /s/Dennis R. Neill
                                       -------------------------------
                                              (Signature)
                                              Dennis R. Neill
                                              President


Date:  August 2, 1999        By:         /s/Patrick M. Hall
                                       -------------------------------
                                              (Signature)
                                              Patrick M. Hall
                                              Chief Financial Officer



                                      -19-
<PAGE>



INDEX TO EXHIBITS


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

27.1        Financial Data Schedule  containing  summary  financial  information
            extracted   from  the  Dyco  Oil  and  Gas  Program  1981-2  Limited
            Partnership's  financial  statements as of June 30, 1999 and for the
            six months ended June 30, 1999, filed herewith.

            All other exhibits are omitted as inapplicable.



                                      -20-