<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                ----------------

                                    FORM 10-K

(Mark One)

[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                   FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000

                                       OR

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

              FOR THE TRANSITION PERIOD FROM           TO

                         COMMISSION FILE NO. 2-84452-01

                       STERLING DRILLING FUND 1983-2, L.P.
             (Exact name of Registrant as specified in its charter)

          NEW YORK                                     13-3167551
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

         ONE LANDMARK SQUARE
        STAMFORD, CONNECTICUT                             06901
(Address of principal executive offices)               (Zip Code)

       Registrant's telephone number, including area code: (203) 358-5700

          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
                                (Title of Class)

         Indicate by check mark whether 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

         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-K or any
amendment to this Form 10-K. [ ]

         The Registrant has no voting stock. There is no market for the Units
and therefore no market value of the Units is reported.

         The number of Units of the Registrant outstanding as of March 15, 2001,
was: 15,697.

                       DOCUMENTS INCORPORATED BY REFERENCE

                                      NONE

================================================================================

<PAGE>   2




                       STERLING DRILLING FUND 1983-2, L.P.

                             FORM 10-K ANNUAL REPORT
                            FOR THE FISCAL YEAR ENDED
                                DECEMBER 31, 2000

                                     PART I

ITEM 1.  BUSINESS

         Sterling Drilling Fund 1983-2, L.P., formerly Sterling-Fuel Resources
Drilling Fund 1983-2 (the "Registrant" or the "Partnership") is a limited
partnership formed under the laws of the State of New York on May 26, 1983. The
sole business of the Partnership was the drilling of formation extension wells
principally for natural gas in various locations in the State of West Virginia.
No exploratory drilling was undertaken.

         The principal place of business of the Partnership is at One Landmark
Square, Stamford, Connecticut 06901, telephone (203) 358-5700. The Managing
General Partner of the Partnership is PrimeEnergy Management Corporation, a New
York corporation, which is a wholly-owned subsidiary of PrimeEnergy Corporation,
a publicly held Delaware corporation. Messrs. Charles E. Drimal, Jr., Oliver J.
Sterling and Samuel R. Campbell also are General Partners. Mr. Drimal is a
Director, President and Chief Executive Officer of PrimeEnergy Management
Corporation and PrimeEnergy Corporation, and Mr. Campbell is a Director of
PrimeEnergy Corporation.

         The aggregate contributions to the Partnership were $15,697,000, all of
which, net of the organization expenses of the Partnership, was expended in the
drilling of such formation extension wells. Such properties are located in Clay,
Roane, Calhoun, Wirt, Kanawha, Lincoln and Putnam Counties, West Virginia. The
Partnership does not operate any of the properties in which it has an interest,
but generally such properties are operated and serviced by Prime Operating
Company, a Texas corporation, and Eastern Oil Well Service Company, a West
Virginia corporation, both wholly-owned subsidiaries of PrimeEnergy Corporation.

         During 2000, the Partnership did not engage in any other development
drilling activities or the acquisition of any significant additional properties,
but engaged in the production of oil and gas from its producing properties in
the usual and customary course. Since January 1, 2001, and to the date of this
Report, the Partnership has not engaged in any drilling activities nor
participated in the acquisition of any material producing oil and gas
properties.

         During 2000, PrimeEnergy Management negotiated a Farmout Agreement with
Columbia Natural Resources, Inc. (CNR) covering leasehold interests in
approximately 5,000 acres in Clay County, West Virginia. Acreage held by
Sterling Drilling Fund 1983-2 Limited Partnership has been included in the
Farmout Agreement. Pursuant to this agreement, CNR has the right but not the
obligation to select acreage and drill a deep well on the selected acreage,
subject to an overriding royalty interest due to the leasehold owners. This
agreement terminates in April 2001. At this time it is unlikely that CNR will
exercise their rights to select acreage and drill a well. If CNR does not



<PAGE>   3


exercise their rights under this agreement PrimeEnergy will attempt to find
other parties interested in this acreage, however there is no guarantee that a
new agreement will be made.

COMPETITION AND MARKETS

         Competitors of the Partnership in the marketing of its oil and gas
production include oil and gas companies, independent concerns, and individual
producers and operators, many of which have financial resources, staffs and
facilities substantially greater than those available to the Partnership.
Furthermore, domestic producers of oil and gas must not only compete with each
other in marketing their output, but must also compete with producers of
imported oil and gas and alternative energy sources such as coal, nuclear power
and hydro-electric power.

         The availability of a ready market for any oil and gas produced by the
Partnership at acceptable prices per unit of production will depend upon
numerous factors beyond the control of the Partnership, including the extent of
domestic production and importation of oil and gas, the proximity of the
Partnership's producing properties to gas pipelines and the availability and
capacity of such pipelines, the marketing of other competitive fuels,
fluctuation in demand, governmental regulation of production, refining,
transportation and sales, general national and worldwide economic conditions,
and pricing, use and allocation of oil and gas and their substitute fuels.

         The Partnership does not currently own or lease any bulk storage
facilities or pipelines, other than adjacent to and used in connection with
producing wells. The Partnership deals with a number of major and independent
companies for the purchase of its oil and gas production, in the areas of
production. In 2000, approximately $422,078 or 83.85% and $74,873 or 14.87% of
the Partnership's gas production was sold to Phoenix Diversified and Cabot Oil &
Marketing Corporation, respectively, and about $50,074 or 100% of the
Partnership's oil production was sold to the American Refining Group. None of
the purchasers has any relationship or is otherwise affiliated with the
Partnership. The Partnership believes that its current purchasers will continue
to purchase oil and gas products and, if not, could be replaced by other
purchasers.

ENVIRONMENTAL MATTERS

         The petroleum industry is subject to numerous federal and state
environmental statutes, regulations and other pollution controls. In general,
the Partnership is, and will be subject to, present and future environmental
statutes and regulations, and in the future the cost of its activities may
materially increase as a result thereof. The Partnership's expenses relating to
preserving the environment during 2000 as they relate to its oil and gas
operations were not significant in relation to operating costs and the
Partnership expects no material change in the near future. The Partnership
believes that environmental regulations should not, in the future, result in a
curtailment of production or otherwise have a materially adverse effect on the
Partnership's operations or financial condition.

REGULATION

         The Partnership's oil and gas operations are subject to a wide variety
of federal, state and local regulations. Administrative agencies in such
jurisdictions may promulgate and enforce rules and regulations relating to,
among other things, drilling and spacing of oil and gas wells, production rates,
prevention of waste, conservation of natural gas and oil, pollution control, and
various other



<PAGE>   4



matters, all of which may affect the Partnership's future operations and
production of oil and gas. The Partnership's natural gas production and prices
received for natural gas are regulated by the Federal Energy Regulatory
Commission ("FERC") and the Natural Gas Policy Act of 1978 and various state
regulations. The Partnership is also subject to state drilling and proration
regulations affecting its drilling operations and production rates.

     The FERC continues to regulate interstate natural gas pipeline
transportation rates and service conditions pursuant to the NGA and NGPA.
Federal regulation of interstate transporter's affects the marketing of natural
gas produced by the Partnership as well as the revenues received by the
Partnership for sales of such natural gas. Since the latter part of 1985,
through its Order Nos. 436, 500 and 636 rulemakings, the FERC has endeavored to
make natural gas transportation accessible to gas buyers and sellers on an open
and non-discriminatory basis. The FERC's efforts have significantly altered the
marketing and pricing of natural gas. No prediction can be made as to what
additional legislation may be proposed, if any, affecting the competitive status
of a gas producer, restricting the prices at which a producer may sell its gas,
or the market demand for gas, nor can it be predicted which proposals, including
those presently under consideration, if enacted, might be effective.

         Additional proposals and proceedings that might affect the natural gas
industry are considered from time to time by Congress, the FERC, state
regulatory bodies and the courts. The Partnership cannot predict when or if any
such proposals might become effective, or their effect, if any, on the
Partnership's operations. The Partnership believes that it will comply with all
orders and regulation changes applicable to its operations. However, in view of
the many uncertainties with respect to the current controls, including their
duration and possible modification together with any new proposals that may be
enacted, the Partnership cannot predict the overall effect, if any, of such
controls on its operations.

TAXATION

         The Partnership received an opinion of its counsel that the Partnership
would be classified as a partnership and the holders of Partnership Units would
be treated as limited partners for federal income tax purposes. The Partnership
itself, to the extent that it is treated for federal income tax purposes as a
partnership, is not subject to any federal income taxation, but it is required
to file annual partnership returns. Each holder of Partnership Units will be
allocated his distributive shares of the Partnership's income, gain, profit,
loss, deductions, credits, tax preference items and distributions for any
taxable year of the Partnership ending within or with his taxable year without
regard as to whether such holder has received or will receive any cash
distributions from the Partnership.

ITEM 2.  PROPERTIES

         The Partnership has no interest in any properties other than its oil
and gas properties. The information set forth below summarizes the Partnership's
oil and gas wells, production and reserves, for the periods indicated.



<PAGE>   5

PRODUCING WELLS AND OPERATING INFORMATION

         The Partnership, following its formation, and in December, 1983,
contracted for the drilling of 52 development wells, which resulted in 51
producing wells and one dry hole.

         As of December 31, 2000, the Partnership had ownership interests in the
following gross and net producing oil and gas wells and gross and net producing
acres.(1) The Partnership has no material undeveloped leasehold, mineral or
royalty acreage.

<TABLE>
<CAPTION>

         Producing wells:
                                                        Gross           Net
                                                        -----          -----
<S>                                                   <C>              <C>
                  Oil Wells.................................1                1
                  Gas Wells................................60             48.3
                  Producing acres.......................6,086            4,898
</TABLE>

-------------

         (1)      A gross well is a well in which an interest is owned; a net
                  well is the sum of the interests owned in gross wells. Wells
                  are classified by their primary product. Some wells produce
                  both oil and gas.

         The following table sets forth the Partnership's oil and gas
production, average sales prices and average production costs as of and for the
periods indicated:

<TABLE>
<CAPTION>

                                                   YEAR ENDED DECEMBER 31,
                                --------------------------------------------------------------
                                   2000         1999         1998         1997         1996
                                ----------   ----------   ----------   ----------   ----------

<S>                                <C>          <C>          <C>          <C>          <C>
Production:
Oil and Condensate (bbl)             1,861        1,790        2,049        2,158        1,598
Gas (Mcf)                          141,004      118,204      114,667      121,542      129,675
Average Price of Sales:
Oil and Condensate (bbl)             26.91        15.63        12.14        18.50        19.45
Gas (Mcf)                             3.57         2.48         2.95         3.11         2.43
Production Expense per Dollar
    Of Operating Revenue              0.43         0.47         0.51         0.46         0.44
</TABLE>


OIL AND GAS RESERVES

         The Partnership's interests in proved developed oil and gas properties
have been evaluated by Ryder Scott Company,L.P. for the periods indicated below.
All of the Partnership's reserves are located in the continental United States.
The following table summarizes the Partnership's oil and gas reserves at the
dates shown (figures rounded):

<TABLE>
<CAPTION>
                           Proved Developed
     As of          --------------------------------
     12-31          Oil (bbls)          Gas (Mcf)
     -----          ----------      ----------------

<S>                 <C>              <C>
     1996             19,500           2,535,000
     1997             21,000           2,384,000
     1998             17,700           2,165,400
     1999             21,460           1,954,600
     2000             20,400           2,321,540
</TABLE>


<PAGE>   6

         The estimated future net revenue using current prices and costs as of
the dates indicated, exclusive of income taxes (at a 10% discount for estimated
timing of cash flow) for the Partnership's proved developed oil and gas reserves
for the periods indicated are summarized as follows (figures rounded):

<TABLE>
<CAPTION>

                                       Proved Developed
                                     --------------------
     As of          Future Net         Present Value of
     12-31           Revenue          Future Net Revenue
     -----          ----------       --------------------

<S>                 <C>               <C>
     1996          $ 3,967,000          $  1,578,300
     1997            3,351,400             1,288,800
     1998            2,708,600             1,009,000
     1999            3,051,300             1,368,500
     2000           19,003,750             7,413,300
</TABLE>

         The estimated reserve quantities and future income quantities are
related to hydrocarbon prices. Therefore, volumes of reserves actually recovered
and amounts of income actually received may differ significantly from the
estimated quantities presented in this report.

         In accordance with FASB Statement No. 69, December 31, 2000 market
prices were determined using the daily oil price or daily gas sales price ("spot
price") adjusted for oilfield or gas gathering hub and wellhead price
differentials (e.g. grade, transportation, gravity, sulfur, and BS&W) as
appropriate. Also, in accordance with SEC and FASB specifications, changes in
market prices subsequent to December 31, 2000 were not considered. The spot
price for gas at December 31, 2000 was $9.23 per MMBTU. The range of spot prices
during the year 2000 was a low of $2.14 and a high of $10.50 and the average was
$4.28. The range during the first quarter of 2001 has been from $4.67 to $10.69
with an average of $6.42. The recent futures market prices have been in the
$5.00 range. While it may reasonably be anticipated that the prices received by
Sterling Drilling Fund 1983-2 for the sale of its production may be higher or
lower than the prices used in this evaluation, as described above, and the
operating costs relating to such production may also increase or decrease from
existing levels, such possible changes in prices and costs were, in accordance
with rules adopted by the SEC, omitted from consideration in making this
evaluation for the SEC case. Actual volumes produced, prices received and costs
incurred by the partnership may vary significantly from the SEC case.

         Since January 1, 2000, the Partnership has not filed any estimates of
its oil and gas reserves with, nor were any such estimates included in any
reports, to any federal authority or agency, other than the Securities and
Exchange Commission.

ITEM 3.  LEGAL PROCEEDINGS

         The Partnership is not a party to, nor is any of its property the
subject of, any legal proceedings actual or threatened, which would have a
material adverse effect on the business and affairs of the Partnership.


<PAGE>   7


ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         There were no matters submitted during 2000 for vote by the holders of
Partnership Units.

                                     PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
         MATTERS

         There is no market for the Limited Partnership Units (the "Units) of
the Partnership. As of March 15, 2001, there were 956 holders of record of the
Units.

         The Units are not regarded as stock and payments or distributions to
holders of Units are not made in the form of dividends. Cash distributions to
the holders of Units for 2000 aggregated $39,242. Aggregate cash distributions
to the holders of the Units as of December 31, 2000, is $1,828,701.

         The Managing General Partner may purchase Units directly from the unit
holders if presented to the Managing General Partner, subject to conditions,
including limitations on numbers of Units, and at a price to be fixed by the
Managing General Partner in accordance with certain procedures, all as provided
for in the Limited Partnership Agreement of the Partnership.

ITEM 6.  SELECTED FINANCIAL DATA

         The information required hereunder is set forth under "Selected
Financial Data" in the Financial Information section included in this Report.
The index to the Financial Information section is at page F-1.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

         The information required hereunder is set forth under "Management's
Discussion and Analysis of Financial Condition and Results of Operations" in the
Financial Information section included in this Report. The index to the
Financial Information section is at page F-1.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         Registrant is a "small business issuer" as defined in the Securities
and Exchange Act Rule 12b-2 and no information is required to be provided by
this Item 7A.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         The information required hereunder is set forth under "Report of
Independent Public Accountants," "Balance Sheets," "Statements of Operations,"
"Statements of Changes in Partners' Equity," "Statements of Cash Flows" and
"Notes to Financial Statements" in the Financial




<PAGE>   8


Information section included in this Report. The index to the Financial
Information section is at page F-1.

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

         There was no disagreement between the Partnership and its certified
public accountants on any matter of accounting principles or practices or
financial statement disclosure.

                                    PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         The Managing General Partner of the Partnership is PrimeEnergy
Management Corporation, a New York corporation ("Management"). The principal
business of Management is the management of the Partnership and other publicly
and privately held exploration and development limited partnerships and joint
ventures and publicly held asset and income fund limited partnerships. As of
March 15, 2001, Management acts as the Managing General Partner in a total of 47
limited partnerships and joint ventures, of which 5 are publicly held, and is
the Managing Trustee of 2 Delaware Business Trusts. The primary activity of such
Partnerships, joint ventures and trusts is the production of oil and gas and
Management, as the Managing General Partner of the Partnership, will devote such
of its time as it believes necessary in the conduct and management of the
business and affairs of the Partnership. Management, and other of the General
Partners of the Partnership, are engaged in and intend to continue to engage in
the oil and gas business for their own accounts and for the accounts of others.

         Management, which provides all of the executive, management and
administrative functions of the Partnership, is a wholly owned subsidiary of
PrimeEnergy Corporation ("PrimeEnergy"), a publicly held Delaware corporation.
The principal offices of PrimeEnergy and Management are in Stamford,
Connecticut. The operating subsidiaries of PrimeEnergy, Prime Operating Company
and Eastern Oil Well Service Company maintain their principal offices in
Houston, Texas, with district offices in Midland, Texas, Oklahoma City,
Oklahoma, and Charleston, West Virginia. PrimeEnergy and its subsidiaries have
about 180 employees, including their principal officers, providing management
and administrative services, accounting, engineers, geologists, production
engineers, land department personnel and field employees.

         Set forth below is information concerning the directors and executive
officers of Management and PrimeEnergy that are involved with the conduct of the
business and operations of the Partnership.

         Charles E. Drimal, Jr., age 53, is a Director and President of
Management and has held those positions since May 1983. He is also a Director
and President of Prime Energy and the operating subsidiaries. He graduated from
the University of Maryland in 1970 and from Samford University School of Law in
1973 and is a member of the New York State Bar.

         Beverly A. Cummings, age 48, has been a Director, Executive Vice
President and Treasurer of Management since August 1985. She is also a Director,
Executive Vice President, and Treasurer

<PAGE>   9


of PrimeEnergy and the operating subsidiaries. Ms. Cummings is a Certified
Public Accountant and holds a Bachelor of Science degree from the State
University of New York and a Master in Business Administration from Rutgers
University.

         Lynne G. Pizor, age 41, has been Controller of Prime Operating Company
since January 1992, and Eastern Oil Well Service Company since September 1990.
She also held that position with Management from January 1986, through August
1994, and PrimeEnergy from May 1990, through August 1994. She joined Management
in October 1984, as Manager of Partnership Accounting. She is a graduate of
Wagner College with a Bachelor of Science degree in Economics and Business
Administration and is a Certified Public Accountant.

         James F. Gilbert, age 68, has been Secretary of Management since June
1990, and has been Secretary of PrimeEnergy since March 1973, and was a Director
of PrimeEnergy from that date to October 1987. He also serves as Secretary of
the operating subsidiaries. He is an attorney in Dallas, Texas.

ITEM 11. EXECUTIVE COMPENSATION

         The Partnership has no officers, directors or employees. The officers
and employees of the Managing General Partner and PrimeEnergy perform all
management and operational functions of the Partnership. The Partnership does
not pay any direct salaries or other remuneration to the officers, directors or
employees of the Managing General Partner or PrimeEnergy. The Managing General
Partner is reimbursed for the general and administrative expenses of the
Partnership, which are allocated to the Partnership, together with
administrative work by third parties limited annually to 5% of the aggregate
capital contribution of the holders of the Partnership Units. During 2000, the
allocation of general and administrative expenses to the Partnership was
approximately $100,000.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table shows as of March 16, 2000, the name and address
and the number and percent of Units beneficially and directly owned by each
person, entity or group, known to the Partnership to own more than 5% of the
Units.


<TABLE>
<CAPTION>

                                                                               NUMBER
         NAME AND ADDRESS OF BENEFICIAL OWNER                                 OF UNITS             PERCENT
         ------------------------------------                                 --------             -------

<S>                                                                      <C>               <C>
         PrimeEnergy Management Corporation
                  One Landmark Square
                  Stamford, CT 06901.............................               1,171                7.46%

         PrimeEnergy Corporation
                  One Landmark Square
                  Stamford, CT 06901.............................               3,261               20.77%

</TABLE>


<PAGE>   10

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         Prime Operating Company acts as the operator for most of the producing
oil and gas wells of the Partnership pursuant to operating agreements with the
Partnership and other working interest owners, including other partnerships
managed by the Managing General Partner. PrimeOperating Company was paid, in
2000, well operating fees ranging from about $467 to $647 per month per well.
Well operating supplies and equipment and related servicing operations are
generally provided by Eastern Oil Well Service Company. The Partnership pays its
proportionate part of such operating fees and expenses. Such fees and expenses
vary depending on such matters as the location of the well, the complexity of
the producing equipment, whether wells produce oil or gas or both and similar
factors. The Partnership believes that such services are as favorable to the
Partnership as they would be if the Partnership entered into such transactions
with unaffiliated third parties. In 2000 and 1999, the Partnership paid an
aggregate of $147,899 and $103,521, respectively, in such fees and expenses.






<PAGE>   11


                                     PART IV

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

         (a) The following documents are filed as a part of this Report:

             1. Financial Statements (Index to the Financial Information at page
                F-1)

             2. Financial Statement Schedules:
                Schedule V  Property and Equipment - Oil and Gas Properties
                Schedule VI Accumulated Depreciation, Depletion and Amortization
                            - Oil and Gas Properties

             3. Exhibits:

                (3)  Form of Agreement of Limited Partnership of Sterling
                     Drilling Fund 1983-2 (Incorporated by reference to Exhibit
                     (3) of Sterling Drilling Fund 1983-2 Form 10-K for the year
                     ended December 31, 1994.)

                (23) Consent of Ryder Scott Company, L.P. (filed herewith)


         (b) Reports on Form 8-K:

                No reports on Form 8-K have been filed during the last quarter
                of the year covered by this Report.


<PAGE>   12

                                   SIGNATURES


         Pursuant to the requirements of Section 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 authorized, on the 28th day of
March, 2001.


                           Sterling Drilling Fund 1983-2, L.P.
                           By: PrimeEnergy Management Corporation
                               Managing General Partner

                           By: /s/ Charles E. Drimal Jr.
                               ------------------------------------------------
                               Charles E. Drimal, Jr.
                               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 indicated and on the 28th day of March, 2001.


<TABLE>

<S>                                             <C>
/s/ Charles E. Drimal Jr.                       Director and President,
--------------------------------------          PrimeEnergy Management Corporation;
Charles E. Drimal, Jr.                          The Principal Executive Officer



/s/ Beverly A. Cummings                         Director, Executive Vice President and Treasurer,
--------------------------------------          PrimeEnergy Management Corporation;
Beverly A. Cummings                             The Principal Financial and Accounting Officer

</TABLE>



<PAGE>   13

                      STERLING DRILLING FUND 1983-2, L.P.

                        (A NEW YORK LIMITED PARTNERSHIP)

                   INDEX TO FINANCIAL STATEMENTS AND SCHEDULES


<TABLE>
<CAPTION>

                                                                                  Page No.
                                                                                  --------

<S>                                                                              <C>
Selected Financial Data                                                             F-2

Management's Discussion and Analysis of Financial Condition
and Results of Operations                                                           F-2

Report of Independent Public Accountants                                            F-5

Financial Statements:

       Balance Sheets, December 31, 2000 and 1999                                   F-6

       Statements of Operations for the Years Ended December 31,
       2000, 1999 and 1998                                                          F-7

       Statements of Changes in Partners' Equity for the Years
       Ended December 31, 2000, 1999 and 1998                                       F-8

       Statements of Cash Flow for the Years Ended December 31,
       2000, 1999, and 1998                                                         F-9

       Notes to Financial Statements                                                F-10

Schedules:

       V  -   Property and Equipment - Oil and Gas Properties for
              the Years Ended December 31, 2000, 1999 and 1998                      F-18

       VI -   Accumulated Depreciation, Depletion, and Amortization -
              Oil and Gas Properties for the Years Ended December 31,
              2000, 1999 and 1998                                                   F-19
</TABLE>

All other schedules have been omitted as the information required is either
included in the financial statements, related notes, or is not applicable.


                                      F-1

<PAGE>   14



ITEM 6.  SELECTED FINANCIAL DATA

         The following table summarizes certain selected financial data to
highlight significant trends in the Registrant's financial condition and results
of operations for the periods indicated. The selected financial data should be
read in conjunction with the financial statements and related notes included
elsewhere in this report.

<TABLE>
<CAPTION>

                                     Year Ended December 31, (000's omitted)
                                 ------------------------------------------------
                                  2000      1999       1998       1997      1996
                                 ------    ------     ------     ------    ------

<S>                               <C>       <C>        <C>        <C>       <C>
Revenues:                           553       321        364        431       350
Net Income(Loss)
  Limited Partners                  104       (23)      (0.2)        33        (4)
  General Partners                   44         5         11         22        12
  Per equity unit                  6.61     (1.47)     (0.02)      2.10     (0.23)
Total assets                      1,321     1,224      1,292      1,331     1,327
Cash Distributions:
  Limited Partners                   39        39         39         39        39
  General Partners                   11        11         11         12        12
  Limited partners as a %
   of original contribution        0.25%     0.25%      0.25%      0.25%     0.25%
</TABLE>

ITEM 7.  MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION & RESULTS OF
         OPERATIONS

         1. Liquidity: The oil and gas industry is intensely competitive in all
its phases. There is also competition between this industry and other industries
in supplying energy and fuel requirements of industrial and residential
consumers. It is not possible for the Registrant to calculate its position in
the industry as the Registrant competes with many other companies having
substantially greater financial and other resources. In accordance with the
terms of the Agreement of Limited Partnership of the Partnership, the General
Partners of the Registrant will make cash distributions of as much of the
Partnership cash credited to the capital accounts of the partners as the General
Partners have determined is not necessary or desirable for the payment of any
contingent debts, liabilities or expenses for the conduct of the Partnership
business. As of December 31, 2000, the General partners have distributed
$1,828,701 or 11.65%, of original Limited Partner capital contributions, to the
Limited Partners.

         The net proved oil and gas reserves of the Partnership are considered
to be a primary indicator of financial strength and future liquidity. The
present value of unescalated future net revenues (S.E.C. case) associated with
such reserves, discounted at 10% as of December 31, 2000, was approximately $as
compared to the discounted reserves as of December 31, 1999, which were
approximately $1,368,563. Overall reservoir engineering is a subjective process
of estimating underground accumulations of gas and oil that can not be measured
in an exact manner. The estimated reserve quantities and future income
quantities are related to hydrocarbon prices. Therefore, volumes of reserves
actually recovered and amounts of income actually received may differ
significantly from the estimated quantities presented in this report.




                                      F-2
<PAGE>   15

         In accordance with FASB Statement No. 69, December 31, 2000 market
prices were determined using the daily oil price or daily gas sales price ("spot
price") adjusted for oilfield or gas gathering hub and wellhead price
differentials (e.g. grade, transportation, gravity, sulfur, and BS&W) as
appropriate. Also, in accordance with SEC and FASB specifications, changes in
market prices subsequent to December 31, 2000 were not considered. The spot
price for gas at December 31, 2000 was $9.23 per MMBTU. The range of spot prices
during the year 2000 was a low of $2.14 and a high of $10.50 and the average was
$4.28. The range during the first quarter of 2001 has been from $4.67 to $10.69
with an average of $6.42. The recent futures market prices have been in the
$5.00 range. While it may reasonably be anticipated that the prices received by
Sterling Drilling Fund 1983-2 for the sale of its production may be higher or
lower than the prices used in this evaluation, as described above, and the
operating costs relating to such production may also increase or decrease from
existing levels, such possible changes in prices and costs were, in accordance
with rules adopted by the SEC, omitted from consideration in making this
evaluation for the SEC case. Actual volumes produced, prices received and costs
incurred by the partnership may vary significantly from the SEC case.

         Since January 1, 2000, the Partnership has not filed any estimates of
its oil and gas reserves with, nor were any such estimates included in any
reports, to any federal authority or agency, other than the Securities and
Exchange Commission.

         2. Capital Resources: The Partnership was formed for the sole intention
of drilling oil and gas wells. The Partnership entered into a drilling contract
with an independent contractor in December, 1993, for $13,400,000. Pursuant to
the terms of this contract fifty-two wells were drilled resulting in fifty-one
producing wells and one dry hole.

         3. Results of operations:

         2000 compared to 1999

         The Partnership experienced changes in gas and oil production 118,204
MCF and 1,790 barrels in 1999 to 141,004 MCF and 1,861 barrels in 2000. The
partnership received a significantly higher average price per MCF and per barrel
from $2.48 and $15.63 in 1999 to $3.57 and $26.91 in 2000. The combination of
positive production and prices changes contributed to overall operating revenue
to increase from $321,377 in 1999 to $553,449 in 2000. The Partnership also
received $12,395 as part of a one time settlement from a class action lawsuit it
participated in.

         Interest income fluctuates with changes in the interest rates received
as well as the amount of cash in the bank at any given time.

Some production expenses may be variable in nature, vary with production volumes
or others are directly related to repairs, labor, location costs and maintenance
of the wells and well site. The expenditures made in 1999 were for the general
upkeep and maintenance of the Partnership's wells. Occasionally the Partnership
will expend additional funds on light repairs or capital improvements, which the
operator has deemed necessary. The operator expended funds on capital
improvements in the amount of $87,732. These repairs and capital expenditures
are




                                      F-3

<PAGE>   16


considered an appropriate means to increase, sustain or halt changes in
production. These repairs as well as the additional or replacement equipment
contributed to additional production operating cost incurred during 2000.
The Partnership's production expenses increased from $150,423 in 1999 to
$231,866 in 2000.

         General and administrative costs remained relatively unchanged from
$126,852 in 1999 to $123,270 in 2000. The stable amounts reflect management's
efforts to limit costs, both incurred and allocated to the Partnership.
Management will use in-house resources if it will provide efficient and timely
services to the partnership. Amounts in both years are substantially less than
the $784,850 allocable to the Partnership under the Partnership Agreement.

         The Partnership records additional depreciation, depletion and
amortization to the extent that the net capitalized costs exceed the
undiscounted future net cash flows attributable to the Partnership. No
additional depletion deduction was needed in 1999 or 2000. The overall
Partnership depreciation and depletion expense was consistent with the current
basis in the Partnership properties and the rates applied.

         1999 compared to 1998

         The Partnership experienced changes in gas and oil production 114,667
mcf and 2,049 bbls in 1998 to 118,204 mcf and 1,790 bbls. The partnership
received a lower average price per mcf from $2.95 in 1998 to $2.48 in 1999. The
lower gas prices and gas production resulted in lower gas revenue. Although the
Partnership's main source of income is from its gas production, it did have
slightly higher oil revenue because of the increased oil production and the
increased average price per barrel from $12.14 in 1998 to $15.63 in 1999. The
combination of production and prices changes contributed to overall revenue
decline from $363,714 in 1998 to $321,377 in 1999.

         Interest income fluctuates with changes in the interest rates received
as well as the amount of cash in the bank at any given time.

         Some production expenses may be variable in nature, vary with
production volumes or others are directly related to repairs, labor, location
costs and maintenance of the wells and well site. The expenditures made in 1998
and 1999 were for the general upkeep and maintenance of the Partnership's wells.
The Partnership's production expenses declined from $170,900 in 1998 to $150,423
in 1999.

         General and administrative costs remained relatively unchanged from
$124,413 in 1998 to $126,852 in 1999. The stable amounts reflect management's
efforts to limit costs, both incurred and allocated to the Partnership.
Management will use in-house resources if it will provide efficient and timely
services to the partnership. Amounts in both years are substantially less than
the $784,850 allocable to the Partnership under the Partnership Agreement.

         The Partnership records additional depreciation, depletion and
amortization to the extent that the net capitalized costs exceed the
undiscounted future net cash flows attributable to the Partnership. No
additional depletion deduction was needed in 1998 or 1999. The overall
Partnership depreciation and depletion expense was consistent with the current
basis in the Partnership properties and the rates applied.

                                      F-4



<PAGE>   17

                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)






                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To the Partners of
Sterling Drilling Fund 1983-2, L.P.:


We have audited the accompanying balance sheets of Sterling Drilling Fund
1983-2, L.P. (a New York limited partnership) as of December 31, 2000 and 1999,
and the related statements of operations, changes in partners' equity, and cash
flows for the years ended December 31, 2000, 1999 and 1998. These financial
statements are the responsibility of the Partnership'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 disclosures 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 Sterling Drilling Fund 1983-2,
L.P. as of December 31, 2000 and 1999, and the results of its operations and
cash flows for the years ended December 31, 2000, 1999 and 1998 in conformity
with generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedules listed in the index to
financial statements and schedules are presented for purposes of complying with
the Securities and Exchange Commission's rules and are not part of the basic
financial statements. These schedules have been subjected to the auditing
procedures applied in the examination of the basic financial statements and, in
our opinion, fairly state in all material respects the financial data required
to be set forth therein in relation to the basic financial statements taken as a
whole.



PUSTORINO, PUGLISI & CO., LLP
New York, New York
March 1,2001



                                      F-5

<PAGE>   18





                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                                 BALANCE SHEETS

                           DECEMBER 31, 2000 AND 1999






<TABLE>
<CAPTION>

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


<S>                                                                 <C>             <C>
                                             Assets
Current Assets:
  Cash and cash equivalents (Note 2)                                $    154,612    $     75,872
  Due from affiliate (Note 6)                                             38,446          39,003
                                                                    ------------    ------------
     Total Current Assets                                                193,058         114,875
                                                                    ------------    ------------

Oil and Gas Properties - successful efforts method (Note 3) -
  (Schedules V and VI):
  Leasehold costs                                                        497,639         497,639
  Wells and related facilities                                        13,034,260      12,946,528
                                                                    ------------    ------------
      Total                                                           13,531,899      13,444,167
  Less - Accumulated depreciation, depletion                         (12,403,819)    (12,335,303)
                                                                    ------------    ------------
   and amortization
                                                                       1,128,080       1,108,864
                                                                    ------------    ------------

     Total Assets                                                   $  1,321,138    $  1,223,739
                                                                    ============    ============



                                 Liabilities and Partners' Equity

     Total Current Liabilities                                      $         --    $         --
                                                                    ------------    ------------

Partners' Equity:
  Limited partners                                                     1,281,564       1,216,998
  General partners                                                        39,574           6,741
                                                                    ------------    ------------
     Total Partners' Equity                                            1,321,138       1,223,739
                                                                    ------------    ------------

     Total Liabilities and Partners' Equity                         $  1,321,138    $  1,223,739
                                                                    ============    ============

</TABLE>

  The Notes to Financial Statements are an integral part of these statements.



                                      F-6
<PAGE>   19


                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                            STATEMENTS OF OPERATIONS

              FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998


<TABLE>
<CAPTION>


                                      2000                                 1999                                1998
                          --------------------------------   ---------------------------------   ---------------------------------
                           Limited   General                 Limited      General                 Limited     General
                           Partners  Partners      Total     Partners     Partners     Total      Partners    Partners    Total
                          ---------  ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------

<S>                       <C>        <C>         <C>         <C>         <C>         <C>         <C>         <C>         <C>
Revenues:
  Operating revenues      $ 423,389  $ 130,060   $ 553,449   $ 245,853   $  75,524   $ 321,377   $ 278,241   $  85,473   $ 363,714
  Interest                    5,309        493       5,802       2,686         249       2,935       3,787         352       4,139
  Other (Note 10)             9,482      2,913      12,395       1,854         570       2,424          --          --          --
                          ---------  ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------

     Total Revenues         438,180    133,466     571,646     250,393      76,343     326,736     282,028      85,825     367,853
                          ---------  ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------

Costs and Expenses:
  Production expenses       177,377     54,489     231,866     115,074      35,349     150,423     130,738      40,162     170,900
  Depreciation,
   depletion and
   amortization              62,692      5,824      68,516      61,359       5,700      67,059      56,378       5,237      61,615
  General and
   administrative
   expenses (Note 7)         94,302     28,968     123,270      97,042      29,810     126,852      95,176      29,237     124,413
                          ---------  ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------

    Total Expenses          334,371     89,281     423,652     273,475      70,859     344,334     282,292      74,636     356,928
                          ---------  ---------   ---------   ---------   ---------   ---------   ---------   ---------   ---------

     Net Income (Loss)    $ 103,809  $  44,185   $ 147,994   $ (23,082)  $   5,484   $ (17,598)  $    (264)  $  11,189   $  10,925
                          =========  =========   =========   =========   =========   =========   =========   =========   =========

  Net Income (Loss) Per
   Equity Unit (Note 2)   $    6.61                          $   (1.47)                          $    (.02)
                          =========                          =========                           =========

</TABLE>





  The Notes to Financial Statements are an integral part of these statements.


                                      F-7

<PAGE>   20




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                    STATEMENTS OF CHANGES IN PARTNERS' EQUITY

              FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998




<TABLE>
<CAPTION>


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

<S>                            <C>            <C>            <C>
Balance at December 31, 1997   $ 1,318,829    $    12,525    $ 1,331,354

Partners' Contributions                 --            113            113

Distributions to partners          (39,242)       (11,497)       (50,739)

Net Income (Loss)                     (264)        11,189         10,925
                               -----------    -----------    -----------

Balance at December 31, 1998     1,279,323         12,330      1,291,653

Partners' contributions                 --            112            112

Distributions to partners          (39,243)       (11,185)       (50,428)

Net Income (Loss)                  (23,082)         5,484        (17,598)
                               -----------    -----------    -----------

Balance at December 31, 1999     1,216,998          6,741      1,223,739

Partners' contributions                 --            113            113

Distributions to partners          (39,243)       (11,465)       (50,708)

Net Income                         103,809         44,185        147,994
                               -----------    -----------    -----------

Balance at December 31, 2000   $ 1,281,564    $    39,574    $ 1,321,138
                               ===========    ===========    ===========

</TABLE>




  The Notes to Financial Statements are an integral part of these statements.


                                      F-8

<PAGE>   21




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                            STATEMENTS OF CASH FLOWS

              FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998




<TABLE>
<CAPTION>


                                               2000         1999         1998
                                            ---------    ---------    ---------

<S>                                         <C>          <C>          <C>
Cash Flows From Operating Activities:
 Net income (loss)                          $ 147,994    $ (17,598)   $  10,925
 Adjustments to reconcile net (loss) to
  net cash provided by operating
  activities:
   Depreciation, depletion and
    Amortization                               68,516       67,059       61,615
   Changes in Assets and Liabilities:
   (Increase) decrease due from
    affiliates                                    557          507      (39,510)
    Increase in due to affiliates                  --           --       48,737
                                            ---------    ---------    ---------

      Net Cash Provided by Operating
       Activities                             217,067       49,968       81,767
                                            ---------    ---------    ---------

Cash Flows From Investing Activities:
  Equipment purchases                         (87,732)     (12,334)          --
                                            ---------    ---------    ---------

Cash Flows From Financing Activities:
  Partners' contributions                         113          112          113
  Distributions to partners                   (50,708)     (50,428)     (50,739)
                                            ---------    ---------    ---------
     Net Cash Used in Financing
      Activities                              (50,595)     (50,316)     (50,626)
                                            ---------    ---------    ---------

Net increase (decrease) in cash and cash
 equivalents                                   78,740      (12,682)      31,141

Cash and cash equivalents at beginning of
 year                                          75,872       88,554       57,413
                                            ---------    ---------    ---------

Cash and cash equivalents at end of year    $ 154,612    $  75,872    $  88,554
                                            =========    =========    =========
</TABLE>




  The Notes to Financial Statements are an integral part of these statements.

                                      F-9

<PAGE>   22




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(1)      Organization and Capital Contributions:

         Sterling Drilling Fund 1983-2, L.P., a New York limited partnership
         (the "Partnership"), was formed on May 26, 1983 for the primary purpose
         of acquiring, developing and producing oil and gas in the state of West
         Virginia. The general partners are: PrimeEnergy Management Corporation
         (PEMC), a wholly owned subsidiary of PrimeEnergy Corporation (PEC),
         Charles E. Drimal, Jr., Oliver J. Sterling and Samuel R. Campbell.
         Fifteen thousand six hundred ninety-seven limited partnership units,
         (15,697), were sold at $1,000 per unit aggregating total limited
         partner contributions of $15,697,000. The general partners'
         contributions amounted to $1,284,839. Partnership operations commenced
         on December 22, 1983.


(2)      Summary of Significant Accounting Policies:

         Revenue Recognition:

         The Partnership recognizes operating revenues, consisting of sales of
         oil and gas production, in the month of sale. Uncollected revenue is
         accrued based on known facts and trends of the relevant oil and gas
         properties on a monthly basis.

         Basis of Accounting:

         The accounts of the Partnership are maintained in accordance with
         accounting practices permitted for federal income tax reporting
         purposes. Under this method of accounting, (a) substantially all
         exploration and development costs except leasehold and equipment costs
         are expensed as paid, (b) costs of abandoned leases and equipment are
         expensed when abandoned, and (c) depreciation (for equipment placed in
         service) is provided on an accelerated basis. In order to present the
         accompanying financial statements in accordance with generally accepted
         accounting principles, memorandum adjustments have been made to account
         for oil and gas properties, as discussed below.

         Oil and Gas Producing Activities:

         The Partnership accounts for its oil and gas operations using the
         successful efforts method of accounting on a property by property
         basis. The Partnership only participates in developmental drilling.
         Accordingly, all costs of drilling and equipping these wells, together
         with leasehold acquisition costs, are capitalized. These



                                      F-10

<PAGE>   23




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(2)      Summary of Significant Accounting Policies - (Cont'd):

         capitalized costs are amortized on a property by property basis by the
         unit-of-production method based upon the ratio of production to proved
         oil and gas reserves. Additional depreciation, depletion and
         amortization may be recorded if net capitalized costs exceed the
         undiscounted future net cash flows attributable to Partnership
         properties. (See Note 4)

         Federal Income Taxes:

         As federal income taxes are the liability of the individual partners,
         the accompanying financial statements do not include any provision for
         federal income taxes. (See Note 8)

         Limited Partners' Loss Per Equity Unit:

         The limited partners' income (loss) per equity unit is computed on the
         15,697 limited partner equity units.

         Cash and Cash Equivalents:

         For purposes of the statements of cash flows the Partnership considers
         all highly liquid debt instruments with a maturity of three months or
         less to be cash equivalents.

         Use of Estimates:

         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.



                                      F-11
<PAGE>   24




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(3)      Oil and Gas Properties:

         The Partnership acquired leases or farmouts from PEMC at its cost. Cost
         is defined as any amount paid for delay rentals, lease bonuses, if any,
         surveys and other expenses including such portion of any of the general
         partners', or their affiliates' reasonable, necessary and actual
         expenses for geological, geophysical, seismic, land, engineering,
         drafting, accounting, legal and other services. The Partnership
         currently pays royalties of approximately 12.50% to 18.75% of the
         selling price of the oil and gas extracted.

         The following table sets forth certain revenue and expense data
         concerning the Partnership's oil and gas activities for the years ended
         December 31, 2000, 1999 and 1998:

<TABLE>
<CAPTION>

                                                 2000       1999       1998
                                              --------   --------   --------

<S>                                           <C>        <C>        <C>
Average sales price per MCF of gas            $   3.57   $   2.48   $   2.95
Average sales price per BBL of oil            $  26.91   $  15.63   $  12.14
 and other liquids
Production expense per dollar of              $   0.43   $   0.47   $   0.51
 operating revenue
</TABLE>

(4)      Quantities of Oil and Gas Reserves:

         The amount of proved reserves (all of which are developed) presented
         below has been estimated by an independent firm of petroleum engineers
         as of January 1, 2001. Petroleum engineers on the staff of PEC have
         also reviewed the data presented below, as of December 31, 2000, for
         consistency with current year production and operating history. All of
         the Partnership's oil and gas reserves are located within the United
         States.

<TABLE>
<CAPTION>

                                                (Unaudited)
                                       ----------------------------
                                         GAS (MCF)       OIL (BBL)
                                       ------------    ------------

<S>                                     <C>                <C>
Reserves as of December 31, 1997          2,384,111          21,009
Revisions of previous estimates            (103,995)         (1,239)
Production                                 (114,667)         (2,049)
                                       ------------    ------------

Reserves as of December 31, 1998          2,165,449          17,721
Revisions of previous estimates             (92,642)          5,532
Production                                 (118,204)         (1,790)
                                       ------------    ------------

Reserves as of December 31, 1999          1,954,603          21,463
Revisions of previous estimates             507,945             784
Production                                 (141,004)         (1,861)
                                       ------------    ------------

Reserves as of December 31, 2000          2,321,544          20,386
                                       ============    ============

</TABLE>


                                      F-12

<PAGE>   25




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(4)      Quantities of Oil and Gas Reserves - (Cont'd):

         Should future prices decline, operation of certain wells would become
         uneconomic, on a pretax basis, as production levels decline with age.
         In accordance with the rules and regulations of the Securities and
         Exchange Commission, proved reserves exclude production which would be
         uneconomic. The partners are entitled to certain tax benefits and
         credits which, if available in the future, may result in production
         continuing beyond the level included in the above table.

         Revisions arise from changes in current prices, as well as engineering
         and geological data which would alter the useful life and therefore the
         overall predicted production of each well. Future changes in these
         estimates are common and would impact the reserve quantities used to
         calculate depreciation, depletion and amortization.

         As discussed in Note 2, the Partnership may record additional
         depreciation, depletion and amortization if net capitalized costs
         exceed the undiscounted future net cash flows attributable to
         Partnership properties. Significant price declines affect estimated
         future net revenues both directly and as a consequence of their impact
         on estimates of future production. The Partnership has recorded no
         additional provision for 2000, 1999 and 1998. If the additional
         provision had been computed based on the limited partners' interest in
         capitalized costs and estimated future net revenues, rather than on the
         basis of total Partnership interests, the limited partners income would
         not have been reduced.



                                      F-13

<PAGE>   26




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(5)      Allocation of Partnership Revenues, Costs and Expenses:

         Under the terms of the Limited Partnership Agreement, all Partnership
         revenues and expenses, including deductions attributable thereto, are
         to be allocated as follows:

<TABLE>
<CAPTION>


                                                        Limited        General
                                                        Partners       Partners
                                                        ---------      -------
<S>                                                     <C>            <C>
Participation in Costs:
  Sales commissions and dealer manager fees                100.0%          --%
   in excess of the $50,000 paid by PEMC
  Offering costs other than $75,000
   paid by the Partnership and the
   Sterling Drilling Fund 1983-1, L.P.                        --%       100.0%
  Management fee                                           100.0%          --%
  Lease acquisition costs                                   91.5%         8.5%
  Drilling and completion costs                             91.5%         8.5%
  General and administrative expenses                       76.5%        23.5%
  Production operator's fee                                 76.5%        23.5%
  Operating expenses                                        76.5%        23.5%
  All other costs                                           91.5%         8.5%

Participation in Revenues:
  Sale of production                                        76.5%        23.5%
  Sale of properties                                        91.5%         8.5%
  Sale of equipment                                         91.5%         8.5%
  All other revenues                                        91.5%         8.5%


</TABLE>


(6)      Transactions With Affiliates:

         (a)    The receivable from affiliates at December 2000 and 1999
                represents general and administrative and certain other expenses
                incurred on behalf of the Partnership by PEC and its
                subsidiaries, and amounts due for production operator's fees
                (Note 6(b)), net of production revenues collected on behalf of
                the Partnership.

         (b)    As operator of the Partnership's properties, Prime Operating
                Company (POC), a subsidiary of PEC, receives, as compensation
                from the Partnership, a monthly production operator's fee of
                $467 for each producing gas well and $647 for each producing oil
                or combination gas and oil well, based on the Partnership's


                                      F-14

<PAGE>   27




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(6)      Transactions With Affiliates - (Cont'd):

         percentage of working interest in the well. Such fee is subject to
         annual adjustment by the percentage increase in the Cost of Living
         Index published by the U.S. Department of Labor over the year in which
         production began. During 2000, 1999 and 1998, $132,107, $84,742, and
         $121,816 of production operator's fees were incurred, respectively.

         (c)    In accordance with the terms of the Partnership Agreement, the
                general partners are required to pay 8.5% of drilling and
                completion costs, lease acquisition costs and certain other
                costs, of which 1% will be paid for by the general partners out
                of revenues received by them from the Partnership. At December
                31, 2000, $25,927 was due from certain general partners for such
                costs.

         (d)    Eastern Oil Well Services Company (EOWSC), a subsidiary of PEC,
                provided field services to the Partnership during the years
                ending December 31, 2000, 1999, 1998 for which it was billed
                $15,790, $18,779, and $7,575 respectively.

(7)      General and Administrative Expenses:

         In accordance with the Management Agreement, the general partners will
         be reimbursed for the portion of their in-house overhead, including
         salaries and related benefits, attributable to the affairs and
         operations of the Partnership.

         This amount, combined with certain direct expenses for geology,
         engineering, legal, accounting, auditing, insurance and other items
         shall not exceed an annual amount equal to 5% of limited partner
         capital contributions. Excess expenses shall be borne by the general
         partners in their individual capacity.

         During 2000, 1999 and 1998, the Partnership recognized general and
         administrative expenses incurred on its behalf by a general partner of
         $100,000, for each year.


                                      F-15

<PAGE>   28




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999 AND 1998




(8)      Federal Income Taxes:

         The following is a reconciliation between the net income (loss) as
         reported on the Partnership's federal income tax return and the net
         income (loss) reported in the accompanying financial statements:

<TABLE>
<CAPTION>

                                        Year Ended December 31,
                                   -----------------------------------
                                      2000         1999         1998
                                   ---------    ---------    ---------
<S>                                <C>          <C>          <C>
Net income as reported
 on the Partnership's
 federal income tax
 return                            $ 125,134    $  34,690    $  68,484

Recompletion costs reported
 differently for financial
 reporting purposes and for
 income tax reporting
 purposes                             87,732       12,335           --

Depreciation, depletion and
 amortization for income
 tax purposes in excess
 of (less than) financial
 reporting amount                    (64,872)     (64,623)     (57,559)
                                   ---------    ---------    ---------
Net income (loss) per
 accompanying financial
 statements                        $ 147,994    $ (17,598)   $  10,925
                                   =========    =========    =========
</TABLE>

         The tax returns of the Partnership, the qualifications of the
         Partnership as such for tax purposes, and the amount of Partnership
         income or loss are subject to examination by federal and state taxing
         authorities. If such examinations result in changes with respect to
         Partnership's qualifications or in changes to its income or loss, the
         tax liability of the partners would be changed accordingly.



                                      F-16

<PAGE>   29




                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                          NOTES TO FINANCIAL STATEMENTS

                        DECEMBER 31, 2000, 1999, AND 1998




(9)      Major Customers:

         A schedule of the major purchases of the Partnership's production is as
follows:

<TABLE>
<CAPTION>

Purchaser                       2000         1999         1998
                             ----------   ----------   ----------

<S>                          <C>          <C>          <C>
Phoenix Diversified          $  422,078   $  234,637   $  294,607
Cabot                        $   74,873   $   52,100   $   51,167
American Refining Group      $   53,445   $   27,985   $   24,627
</TABLE>

         The Partnership renewed its gas purchase contracts in December, 2000
         resulting in a fixed price for one year.


(10)     Other Revenue:

         In 2000 the Partnership was a member of Class of Oil Producers involved
         in litigation alleging that the principal refiners of Penn Grade crude
         engaged in a conspiracy to fix, lower, maintain and stabilize the
         purchase prices of crude purchased by the refiners from the oil
         producers. The Partnership received this amount pursuant to the
         Settlement Agreement of this litigation.

         In 1999 other revenue represents settled claims against Columbia Gas
         Transmission Corp. (Columbia) arising from amounts due from Columbia
         when they declared bankruptcy. No significant additional claims are
         expected concerning this matter.


                                      F-17

<PAGE>   30




                                                                      SCHEDULE V

                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

                 PROPERTY AND EQUIPMENT - OIL AND GAS PROPERTIES

              FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998





<TABLE>
<CAPTION>

                                  Balance at                                               Balance
                                  Beginning     Additions                     Other        at End
                                   of Year       at Cost     Retirements     Changes      of Year
                                 -----------   -----------   -----------   -----------   -----------

<S>                              <C>           <C>           <C>           <C>           <C>
Year Ended December 31, 2000:
  Leasehold costs                $   497,639   $        --   $        --   $        --   $   497,639
  Wells and related facilities    12,946,528        87,732            --            --    13,034,260
                                 -----------   -----------   -----------   -----------   -----------
                                 $13,444,167   $    87,732   $        --   $        --   $13,531,899
                                 ===========   ===========   ===========   ===========   ===========

Year Ended December 31, 1999:
  Leasehold costs                $   497,639   $        --   $        --   $        --   $   497,639
  Wells and related facilities    12,934,194        12,334            --            --    12,946,528
                                 -----------   -----------   -----------   -----------   -----------
                                 $13,431,833   $    12,334   $        --   $        --   $13,444,167
                                 ===========   ===========   ===========   ===========   ===========

Year ended December 31, 1998:
  Leasehold costs                $   497,639   $        --   $        --   $        --   $   497,639
  Wells and related facilities    12,934,194            --            --            --    12,934,194
                                 -----------   -----------   -----------   -----------   -----------
                                 $13,431,833   $        --   $        --   $        --   $13,431,833
                                 ===========   ===========   ===========   ===========   ===========
</TABLE>



                                      F-18

<PAGE>   31



                                                                     SCHEDULE VI

                       STERLING DRILLING FUND 1983-2, L.P.
                        (a New York limited partnership)

  ACCUMULATED DEPRECIATION, DEPLETION AND AMORTIZATION - OIL AND GAS PROPERTIES

              FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998





<TABLE>
<CAPTION>


                                       Balance at   Charges to                                  Balance
                                       Beginning    Costs and                     Other          at End
                                        of Year      Expenses     Retirements    Changes        of Year
                                      -----------   -----------   -----------   -----------   -----------

<S>                                   <C>           <C>           <C>           <C>           <C>
Year Ended December 31, 2000:
  Wells and related facilities        $11,845,905   $    68,044   $        --   $        --   $11,913,949
  Leasehold costs                         489,398           472            --            --       489,870
                                      -----------   -----------   -----------   -----------   -----------
                                      $12,335,303   $    68,516   $        --   $        --   $12,403,819
                                      ===========   ===========   ===========   ===========   ===========

Year Ended December 31, 1999:
  Wells and related facilities        $11,779,344   $    66,561   $        --   $        --   $11,845,905
  Leasehold costs                         488,900           498            --            --       489,398
                                      -----------   -----------   -----------   -----------   -----------
                                      $12,268,244   $    67,059   $        --   $        --   $12,335,303
                                      ===========   ===========   ===========   ===========   ===========

Year ended December 31, 1998:
  Wells and related facilities        $11,718,191   $    61,153   $        --   $        --   $11,779,344
  Leasehold costs                         488,438           462            --            --       488,900
                                      -----------   -----------   -----------   -----------   -----------
                                      $12,206,629   $    61,615   $        --   $        --   $12,268,244
                                      ===========   ===========   ===========   ===========   ===========

</TABLE>



                                      F-19

<PAGE>   32


                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>

EXHIBIT
NUMBER         DESCRIPTION
-------        ------------

<S>            <C>

(3)            Form Agreement of Limited Partnership of Sterling-Fuel Resources
               Drilling Fund 1983-1 (now Sterling Drilling Fund 1983-2, L.P.)
               (incorporated by reference to Exhibit (3) of Sterling Gas
               Drilling Fund 1983-2, L.P., Form 10-K for the year ended December
               31, 1994)

(23)           Consent of Ryder Scott Company, L.P. (filed herewith)
</TABLE>