<PAGE>


                                     FORM 10-K

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

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

For the fiscal year ended December 31, 1995

Commission File Number 2-92702    (1985-1 Program)
                       2-92702-01 (1985-2 Program)

                    DYCO 1985 OIL AND GAS PROGRAMS
                      (TWO LIMITED PARTNERSHIPS)
        (Exact name of registrant as specified in its charter)
                                        41-1498087 (1985-1 Program)
           Minnesota                    41-1498086 (1985-2 Program)
(State or other jurisdiction of              (I.R.S. Employer
incorporation or organization)            Identification Number)

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

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

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

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

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

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

     The  units  of  limited  partnership  are  not  publicly  traded,
therefore, registrant cannot compute the aggregate market value of the
voting units held by non-affiliates of the registrant.
     DOCUMENTS INCORPORATED BY REFERENCE:  None.
<PAGE>
<PAGE>
                               FORM 10-K

                    DYCO 1985 OIL AND GAS PROGRAMS
                 (Two Minnesota limited partnerships)


                           TABLE OF CONTENTS



PART I  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1
     ITEM 1.   BUSINESS . . . . . . . . . . . . . . . . . . . . .    1
     ITEM 2.   PROPERTIES . . . . . . . . . . . . . . . . . . . .    5
     ITEM 3.   LEGAL PROCEEDINGS  . . . . . . . . . . . . . . . .   11
     ITEM 4.   SUBMISSION  OF  MATTERS  TO  A  VOTE  OF   LIMITED
               PARTNERS . . . . . . . . . . . . . . . . . . . . .   12

PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   12
     ITEM 5.   MARKET  FOR  THE REGISTRANT'S  LIMITED PARTNERSHIP
               UNITS AND RELATED LIMITED PARTNER MATTERS  . . . .   12
     ITEM 6.   SELECTED FINANCIAL DATA  . . . . . . . . . . . . .   14
     ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS  OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS  . . . . . . .   16
     ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA  . . .   23
     ITEM 9.   CHANGES IN AND  DISAGREEMENTS WITH ACCOUNTANTS  ON
               ACCOUNTING AND FINANCIAL DISCLOSURE  . . . . . . .   47

PART III  . . . . . . . . . . . . . . . . . . . . . . . . . . . .   47
     ITEM 10.  DIRECTORS   AND   EXECUTIVE   OFFICERS    OF   THE
               REGISTRANT . . . . . . . . . . . . . . . . . . . .   47
     ITEM 11.  EXECUTIVE COMPENSATION . . . . . . . . . . . . . .   49
     ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
               OWNERS AND MANAGEMENT  . . . . . . . . . . . . . .   54
     ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS . .   55

PART IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   56
     ITEM 14.  EXHIBITS,   FINANCIAL  STATEMENT   SCHEDULES,  AND
               REPORTS ON FORM 8-K  . . . . . . . . . . . . . . .   56
     SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . .   59
<PAGE>
<PAGE>
                                PART I


ITEM 1.   BUSINESS

     General

     The Dyco  Oil and  Gas Program  1985-1  Limited Partnership  (the
"1985-1  Program")  and  Dyco  Oil  and  Gas  Program  1985-2  Limited
Partnership  (the "1985-2 Program") (collectively, the "Programs") are
Minnesota limited  partnerships engaged in  the production of  oil and
gas.   The 1985-1 Program  and 1985-2 Program  commenced operations on
April 1,  1985 and  August 26,  1985, respectively,  with the  primary
financial objective of investing their limited partners' subscriptions
in the  drilling of  oil and  gas prospects  and then  distributing to
their  limited partners all available cash flow from the Program's on-
going  production  operations.   Dyco  Petroleum Corporation  ("Dyco")
serves  as  the  General  Partner  of  the  Programs.    See  "Item 2.
Properties"  for   a  description   of  the  Programs'   reserves  and
properties.

     The  limited  partnership agreements  for  each  of the  Programs
provide that limited partners  are allocated 99% of all  Program costs
and revenues and that Dyco, as General Partner, is allocated 1% of all
Program costs and  revenues.  Included in such costs is each Program's
reimbursement to Dyco of  the Program's proportionate share of  Dyco's
geological, engineering, and general and administrative expenses.

     Dyco  serves  as  General  Partner of  34  limited  partnerships,
including  the Program.  Dyco  is a wholly-owned  subsidiary of Samson
Natural  Gas Company,  which is  a wholly-owned  subsidiary  of Samson
Investment  Company.    Samson  Investment  Company  and  its  various
corporate subsidiaries,  including  Dyco, (collectively,  the  "Samson
Companies")  are  engaged in  the  production and  development  of and
exploration for oil and gas reserves and the acquisition and operation
of producing properties.   At December 31, 1995,  the Samson Companies
owned interests in approximately  18,000 oil and gas wells  located in
19 states  of the  U.S. and  3 provinces of  Canada.   At December 31,
1995,  the Samson Companies  operated approximately 3,100  oil and gas
wells  located in  15 states of  the U.S.  and 2  provinces of Canada,
Venezuela, and Russia.

     As  limited   partnerships,  the  Programs   have  no   officers,
directors, or employees.  They  rely instead on the personnel of  Dyco
and the other  Samson Companies.   As of February 1, 1996,  the Samson
Companies  employed  approximately  830  persons.   No  employees  are
covered by collective bargaining  agreements, and management  believes
that  the   Samson  Companies  provide  a   sound  employee  relations
environment.   For  information  regarding the  executive officers  of
Dyco,  see   "Item  10. Directors   and  Executive  Officers   of  the
Registrant."

                                   1
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<PAGE>
     Dyco's and the Programs'  principal place of business  is located
at  Samson Plaza, Two West  Second Street, Tulsa,  Oklahoma 74103, and
their telephone number is (918) 583-1791 or (800) 535-1791.


     Funding

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


     Principal Products Produced and Services Rendered

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


     Oil, Gas, and Environmental Control Regulations

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

     Regulation  of Sales and Transportation of Oil and Natural Gas --
Sales  of crude oil and condensate are  made by the Programs at market
prices and are not subject to price controls.  The sale of natural gas
may  be  subject  to both  federal  and  state  laws and  regulations,
including,  but not  limited  to, the  Natural Gas  Act  of 1938  (the
"NGA"),  the  Natural  Gas  Policy  Act  of  1978  (the  "NGPA"),  and
regulations  promulgated by  the Federal Energy  Regulatory Commission
(the "FERC")  under  the  NGA, the  NGPA,  and other  statutes.    The
provisions  of  the NGA  and  the  NGPA, as  well  as the  regulations
thereunder, are complex and affect all who produce, resell, transport,
or  purchase natural gas, including  the Programs.  Although virtually
all  of  the  Programs'  gas  production  is  not  subject  to   price


                                   2
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<PAGE>
regulation,   the  NGA,   NGPA,  and   FERC  regulations   affect  the
availability of  gas transportation services  and the  ability of  gas
consumers  to continue  to  purchase or  use  gas at  current  levels.
Accordingly, such  regulations  may  have a  material  effect  on  the
Programs' operations and projections of  future oil and gas production
and revenues.

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

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


     Significant Customers

     Purchases of gas by Premier Gas Company ("Premier") accounted for
approximately 52.4%  of  the 1985-1  Program's  oil and  gas  revenues
during  the year ended December 31, 1995.   With respect to the 1985-2
Program, purchases of gas by Premier accounted for approximately 28.6%
of  the 1985-2 Program's  oil and gas  revenues during  the year ended
December 31, 1995.  Premier was an affiliate of Dyco until December 6,
1995.    See  "Item 11. Executive  Compensation."    In  the event  of
interruption  of  purchases  by   this  significant  customer  or  the
cessation   or  material   change  in   availability  of   open-access
transportation  by the  Programs' pipeline transporters,  the Programs
may encounter  difficulty in  marketing their gas  and in  maintaining
historic sales levels.  Alternative purchasers or transporters may not
be readily available.  

     The Programs'  principal customers  for crude oil  production are
refiners and other companies  which have pipeline facilities near  the
producing properties of  the Programs.   Purchases of oil by  Flying J
Oil  and Gas,  Inc. accounted  for approximately  24.1% of  the 1985-1
Program's  oil and  gas  revenues during  the year  ended December 31,
1995.  With respect to  the 1985-2 Program, purchases of oil  by Mobil
Oil Corporation, National Cooperative Refinery, and Phibro Energy Inc.
accounted for approximately 14.5%,  14.0%, and 10.7%, respectively, of
the  1985-2 Program's  oil  and gas  revenues  during the  year  ended
December  31,  1995.    In  the  event  pipeline  facilities  are  not 

                                   3
<PAGE>
<PAGE>
conveniently  available  to production  areas,  crude  oil is  usually
trucked by purchasers to storage facilities. 


     Competition and Marketing

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

     As  a general  rule, in  recent  years, worldwide  oil production
capacity  and gas production capacity  in certain areas  of the United
States exceeded demand and resulted in a decline in the  average price
of oil  and gas in the United  States.  During the  later part of 1994
and  1995, however, average oil prices in the United States increased.
Oil prices  increased from approximately  $16.50 per barrel  at Decem-
ber 31, 1994 to approximately $18.50  per barrel at December 31, 1995.
Management  is  unable  to  predict  whether future  oil  prices  will
(i) stabilize, (ii) increase, or (iii) decrease.

     Gas sales contract  prices have generally  declined significantly
since the mid-1980s due to a number of factors, including a nationwide
surplus of gas and increased  competition.  Competition has  increased
among United States gas marketers due to the gas surplus,  the partial
deregulation  of gas prices, the conversion by major pipelines to open
access transportation, and  the lack of strong  residential demand for
natural  gas during  the winter  months for  the last  few years  as a
result of  warm winters in much  of the United States.   However, spot
gas prices in the areas where the Programs' gas  is marketed increased
during the later part of 1995
compared to  prices received in the  later part of 1994  and the first
several months of 1995.  

     Substantially all of the Programs' natural gas reserves are being
sold in  the "spot market."   Due to the highly  competitive nature of
the spot  market,  prices  on the  spot  market are  subject  to  wide
seasonal and  regional pricing fluctuations.   In addition,  such spot
market sales are generally short-term in nature and are dependent upon
the obtaining of transportation services provided by pipelines.  

                                   4
<PAGE>
<PAGE>
     The Programs' spot gas  prices increased from approximately $1.67
per  Mcf  at  December 31, 1994  to  approximately  $2.00  per Mcf  at
December 31, 1995.  Such prices were on an MMBTU basis and differ from
the prices actually received by the Programs due to transportation and
marketing  costs,  BTU adjustments,  and  regional  price and  quality
differences.  Future prices will likely be different from  (and may be
lower  than) the prices in effect on  December 31, 1995.  In many past
years,  year-end prices  have tended to  be higher, and  in some cases
significantly higher, than the  yearly average price actually received
by the Programs for at least the year following the year-end valuation
date.  Management is unable to predict whether  future gas prices will
(i) stabilize, (ii) increase, or (iii) decrease.    


     Insurance Coverage 

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


ITEM 2.   PROPERTIES

     Well Statistics

     The  following  table sets  forth the  numbers  of gross  and net
productive wells of the Programs as of December 31, 1995.  

                                   5
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                          Well Statistics(1)

                        As of December 31, 1995

                                       1985-1   1985-2
                                       Program  Program
                                       -------  -------

         Gross productive wells(2):
           Oil                             2        4
           Gas                            10        8
                                          --       --
             Total                        12       12

         Net productive wells(3):
           Oil                           .39     1.30
           Gas                          1.56     1.36
                                        ----     ----
             Total                      1.95     2.66

----------

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


     Drilling Activities

     The Programs participated  in no drilling activities for the year
ended December 31, 1995.  


     Oil and Gas Production, Revenue, and Price History 

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

                                   6
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                          Net Production Data

                                        Year Ended December 31,
                                     ----------------------------
                                       1995      1994      1993
                                     --------  --------  --------
1985-1 Program:
--------------

  Production:
    Oil (Bbls)(1)                       6,393     6,437     4,381
    Gas (Mcf)(2)                      224,539   188,883   243,984

  Oil and gas sales:
    Oil                              $120,523  $112,534  $ 84,312
    Gas                               293,643   332,046   458,206
                                      -------   -------   -------
      Total                          $414,166  $444,580  $542,518
                                      =======   =======   =======

  Total direct operating expenses    $169,295  $157,550  $167,582
                                      =======   =======   =======

  Direct operating expenses as a
    percentage of oil and gas sales     40.9%     35.4%     30.9%

  Average sales price:
    Per barrel of oil                  $18.85    $17.48    $19.24
    Per Mcf of gas                       1.31      1.76      1.88

  Direct operating expenses per
    equivalent Mcf of gas(3)           $  .64    $  .69    $  .62


1985-2 Program:
--------------

  Production:
    Oil (Bbls)(1)                       8,111     9,466     8,687
    Gas (Mcf)(2)                       91,345   129,797    93,256

  Oil and gas sales:
    Oil                              $140,303  $151,246  $149,453
    Gas                               108,931   240,621   178,202
                                      -------   -------   -------
      Total                          $249,234  $391,867  $327,655
                                      =======   =======   =======

  Total direct operating expenses    $130,547  $204,143  $133,302
                                      =======   =======   =======

                                   7
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  Direct operating expenses as a
    percentage of oil and gas sales     52.4%     52.1%     40.7%

  Average sales price:
    Per barrel of oil                  $17.30    $15.98    $17.20
    Per Mcf of gas                       1.19      1.85      1.91

  Direct operating expenses per
    equivalent Mcf of gas(3)           $  .93    $ 1.09    $  .92

----------

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


     Proved Reserves and Net Present Value

     The following table sets forth the Programs' estimated proved oil
and  gas reserves and net  present value therefrom  as of December 31,
1995.  The  schedule of quantities of proved oil  and gas reserves was
prepared  by Dyco  in  accordance with  the  rules prescribed  by  the
Securities and Exchange  Commission (the "SEC").   As used  throughout
this  Annual  Report,  "proved  reserves" refers  to  those  estimated
quantities  of crude oil, natural  gas, and natural  gas liquids which
geological and engineering data  demonstrate with reasonable certainty
to be recoverable  in future years from  known oil and gas  reservoirs
under existing economic and operating conditions.

     Net  present value  represents estimated  future gross  cash flow
from the production and  sale of proved reserves, net of estimated oil
and  gas  production costs  (including  production  taxes, ad  valorem
taxes, and operating expenses), and estimated future development costs
discounted at 10%  per annum.   Net present value attributable  to the
Programs' proved reserves was calculated on the basis of current costs
and  prices  at December 31,  1995.   Such  prices were  not escalated
except  in  certain circumstances  where  escalations  were fixed  and
readily   determinable  in   accordance   with   applicable   contract
provisions.   The prices used  by Dyco in calculating  the net present
value attributable to the Programs' proved reserves do not necessarily

                                   8
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reflect  market  prices  for  oil  and gas  production  subsequent  to
December 31, 1995.  Furthermore, gas prices at December 31,  1995 were
higher than the price  used for determining the Programs'  net present
value of proved reserves for the year ended December 31,  1994.  There
can  be  no assurance  that  the prices  used in  calculating  the net
present  value of the  Programs' proved reserves  at December 31, 1995
will actually be realized for such production.

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


                          Proved Reserves and
                          Net Present Values
                         From Proved Reserves

                        As of December 31, 1995

         1985-1 Program:
         --------------

           Estimated proved reserves:
             Natural gas (Mcf)                  597,729
             Oil and liquids (Bbls)              35,788

           Net present value
             (discounted at 10% per annum)     $704,192

         1985-2 Program:
         --------------

           Estimated proved reserves:
             Natural gas (Mcf)                  353,387
             Oil and liquids (Bbls)              19,285

           Net present value
             (discounted at 10% per annum)     $434,528

                                   9
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     No estimates of the proved reserves of the Programs comparable to
those included herein  have been  included in reports  to any  federal
agency other than  the SEC.   Additional information  relating to  the
Programs'  proved reserves  is contained  in Note  4 to  the Programs'
financial statements, included in Item 8 of this Annual Report. 



     Significant Properties 

                            1985-1 Program
                            --------------

     As  of   December 31,  1995,  the  1985-1   Program's  properties
consisted  of 12 gross (1.95 net) productive wells in which the 1985-1
Program owned a  working interest.   The 1985-1  Program owned a  non-
working  interest in  one additional  gross well.   Affiliates  of the
1985-1 Program operate 6 (46%) of its total wells.  As of December 31,
1995, the 1985-1 Program's net interests in its properties resulted in
estimated  total proved  reserves  of 597,729 Mcf  of natural  gas and
35,788 barrels of oil.  A substantial majority of the 1985-1 Program's
reserves are located in the Anadarko Basin of western Oklahoma and the
Texas  panhandle, which is an established oil and gas producing basin.
All  of the  1985-1 Program's  properties are  located onshore  in the
continental United States.

     As of December 31,  1995, the 1985-1 Program's  properties in the
Anadarko Basin  consisted of 10  gross (1.56 net)  wells in  which the
1985-1 Program owned  a working interest.  The  1985-1 Program owned a
non-working  interest in one additional gross well.  Affiliates of the
1985-1 Program  operate 5  (45%) of  its total  wells in the  Anadarko
Basin.  As of December 31, 1995,  the 1985-1 Program's net interest in
such   wells  resulted   in   estimated  total   proved  reserves   of
approximately  574,871  Mcf of  natural  gas  and approximately  1,215
barrels  of crude  oil, with  a present value  (discounted at  10% per
annum) of estimated future net cash flow of approximately $509,259.

                                  10
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                            1985-2 Program
                            --------------

     As  of  December 31,   1995,  the  1985-2  Program's   properties
consisted  of 12 gross (2.66 net) productive wells in which the 1985-2
Program owned  a working interest.   The 1985-2  Program owned  a non-
working  interest in  one additional  gross well.   Affiliates  of the
1985-2 Program operate 6 (46%) of its total wells.  As of December 31,
1995, the 1985-2 Program's net interests in its properties resulted in
estimated  total  proved reserves  of 353,387 Mcf  of natural  gas and
19,285  barrels of  oil.   Substantially all  of the  1985-2 Program's
reserves  are  located in  the  Anadarko Basin.    All  of the  1985-2
Program's  properties are  located onshore  in the  continental United
States.

     As of  December 31, 1995, the 1985-2 Program's  properties in the
Anadarko  Basin   consisted  of  11  gross  (2.49  net)  total  wells.
Affiliates of the 1985-2 Program operate 5 (45%) of such wells.  As of
December 31, 1995, the  1985-2 Program's  net interest  in such  wells
resulted in  estimated total proved reserves  of approximately 348,839
Mcf of natural gas and approximately 11,556 barrels of crude oil, with
a present value (discounted at 10% per annum)  of estimated future net
cash flow of approximately $399,121.


     Title to Oil and Gas Properties

     Management believes that the  Programs have satisfactory title to
their oil and gas  properties.  Record  title to substantially all  of
the Programs' properties is held by Dyco as nominee.

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


ITEM 3.   LEGAL PROCEEDINGS  

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


                                  11
<PAGE>
<PAGE>
ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS

     There were no matters submitted to a vote of the limited partners
of either Program during 1995.  


                                PART II

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

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

                            1985-1 PROGRAM
                            --------------

                             Repurchase      Cash
                                Price    Distributions
                             ----------  -------------

         1994:
           First Quarter        $134          $ -
           Second Quarter        121           50
           Third Quarter         101           20
           Fourth Quarter        101            -

         1995:
           First Quarter        $101          $ -
           Second Quarter        146            -
           Third Quarter         116           30
           Fourth Quarter        116            -

         1996:
           First Quarter        $116          (1)

----------

(1)  To be declared in March 1996.  


                                  12
<PAGE>
<PAGE>
                            1985-2 PROGRAM
                            --------------

                             Repurchase      Cash
                                Price    Distributions
                             ----------  -------------

         1994:
           First Quarter        $101          $ -
           Second Quarter         48           25
           Third Quarter          48            -
           Fourth Quarter         23           25

         1995:
           First Quarter        $ 23          $ -
           Second Quarter         65            -
           Third Quarter          65            -
           Fourth Quarter         65            -

         1996:
           First Quarter        $ 65          (1)

----------

(1)  To be declared in March 1996.


     The 1985-1 Program has  4,141 Units outstanding and approximately
1,783 limited partners of record.  The 1985-2 Program has 4,374  Units
outstanding and approximately 1,744 limited partners of record.  

                                  13
<PAGE>
<PAGE>
ITEM 6.   SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
                                    Selected Financial Data

     The following table presents  selected financial data for the Programs.   This data should
be read in conjunction with the financial statements of  the Programs, and the respective notes
thereto,  included elsewhere  in this  Annual Report.   See  "Item 8. Financial  Statements and
Supplementary Data."  
                                         1985-1 Program
                                         --------------
                                                           December 31,
                                        --------------------------------------------------
                                          1995      1994      1993      1992       1991
                                        --------  --------  --------  --------  ----------
<S>                                     <C>       <C>       <C>       <C>       <C>
Summary of Operations:
  Oil and gas sales                     $414,166  $444,580  $542,518  $753,638   $625,341
  Total revenues                         416,689   446,882   544,058   756,873    632,909

  Lease operating expenses               130,367   117,846   121,325   151,800    182,766
  Production taxes                        38,928    39,704    46,257    67,278     67,182
  General and administrative
    expenses                              55,314    51,307    54,658    59,664     43,667
  Depreciation, depletion, and
    amortization of oil and gas
    properties                            57,994   119,316   131,014   216,044    234,759
  Valuation allowance for oil 
    and gas properties                    45,262      -         -         -       765,750
  Interest expense                          -         -         -         -         1,665

  Net income (loss)                       88,824   118,709   190,804   262,087  ( 662,880)
    per Unit                                  21        29        46        63  (     160)
  Cash distributions                     124,230   289,870   351,985   496,920    372,690
    per Unit                                  30        70        85       120         90

Summary Balance Sheet Data:
  Total assets                           329,229   344,462   508,388   678,464    906,145
  Partners' capital                      290,844   326,250   497,411   658,592    893,425

</TABLE>
                                               14
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                         1985-2 Program
                                         --------------

                                                          December 31,
                                      ----------------------------------------------------
                                         1995       1994      1993      1992       1991
                                      ----------  --------  --------  --------  ----------
<S>                                    <C>        <C>       <C>       <C>       <C>
Summary of Operations
  Oil and gas sales                    $249,234   $391,867  $327,655  $456,585   $419,420
  Total revenues                        250,411    393,943   329,312   458,228    422,700

  Lease operating expenses              108,975    177,582   107,068   109,688    151,890
  Production taxes                       21,572     26,561    26,234    38,530     47,573
  General and administrative
    expenses                             53,755     49,022    50,984    57,022     49,265
  Depreciation, depletion, and
    amortization of oil and gas
    properties                           23,571    109,543    78,703   124,779    206,239
  Valuation allowance for oil
    and gas properties                     -          -         -         -       364,451
  Interest expense                         -          -         -         -           638

  Net income (loss)                      42,538     31,235    66,323   128,209  ( 397,356)
    per Unit                                 10          7        15        29  (      91)
  Cash distributions                       -       218,700   218,700   153,090    196,830
    per Unit                               -            50        50        35         45

Summary Balance Sheet Data:
  Total assets                          306,398    254,024   442,714   597,439    621,615
  Partners' capital                     287,259    244,721   432,186   584,563    609,444

</TABLE>

                                               15
<PAGE>
<PAGE>
ITEM 7.   MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS


     Results of Operations

                                General
                                -------

     The following  general discussion  should be read  in conjunction
with  the  analysis  of results  of  operations  provided  below.   In
management's view, it is not possible to predict accurately either the
short-term or long-term prices  for oil or gas.   Specifically, due to
the  oversupply of  natural  gas  in  recent  years,  certain  of  the
Programs'  gas producing  properties  have suffered,  and continue  to
suffer  during  portions  of  the year,  production  curtailments  and
seasonal reductions  in the  prices paid  by  purchasers.   Additional
curtailments and seasonal or  regional price reductions will adversely
affect  the operations and financial  condition of the  Programs.  Gas
sales prices,  which have  generally declined significantly  since the
mid-1980s,  increased during the fourth quarter of 1995.  See "Item 1.
Business - Competition and Marketing."   Actual future prices received
by the Programs will likely be  different from (and may be lower than)
the prices  in effect on December 31, 1995.  In many past years, year-
end prices have tended to be  higher, and in some cases  significantly
higher,  than the  yearly  average  price  actually  received  by  the
Programs  for at least the year following the year-end valuation date.
Management is unable  to predict  whether future gas  prices will  (i)
stabilize,  (ii) increase further, or  (iii) decrease.   The amount of
the  Programs' cash  flow, however,  is dependent  on such  future gas
prices.  


                            1985-1 Program
                            --------------

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

     Total  oil  and  gas sales  decreased  6.8%  for  the year  ended
December 31,  1995 as compared  to the  year ended  December 31, 1994.
This decrease was primarily due to a decrease in the  average price of
natural  gas sold,  partially offset  by increases  in the  volumes of
natural gas sold  and the average price of  oil sold.  Volumes  of oil
sold  decreased slightly by 44  barrels, while volumes  of natural gas
sold  increased 35,656  Mcf for  the year  ended December 31,  1995 as
compared to the year ended December 31, 1994.  The increase in volumes
of  natural  gas  sold   was  primarily  due  to  the   recoupment  of
overpayments by a purchaser during 1994.  Average oil prices increased
to $18.85 per barrel for the year ended December 31, 1995 from  $17.48
per barrel for the year ended December 31, 1994, while average natural

                                  16
<PAGE>
<PAGE>
gas prices decreased to $1.31 per Mcf for the year  ended December 31,
1995 from $1.76 per Mcf for the year ended December 31, 1994.  

     Oil  and  gas  production  expenses  (including  lease  operating
expenses  and production  taxes)  increased 7.5%  for  the year  ended
December 31, 1995  as  compared to  the year  ended December 31,  1994
primarily  due to workover expenses on several wells incurred in order
to improve the recovery of reserves.   As a percentage of oil  and gas
sales,  these  expenses   increased  to  40.9%  for   the  year  ended
December 31, 1995 from  35.4% for  the year  ended December 31,  1994.
This percentage increase was primarily due to the  decrease in oil and
gas sales and the dollar increase in oil and gas  production expenses.


     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties decreased  $61,322 for the year ended  December 31, 1995 as
compared  to  the year  ended December 31,  1994.   This  decrease was
primarily due to (i) a valuation allowance for oil and gas  properties
recorded during 1995 which decreased the amortizable capitalized costs
of the oil and  gas properties and (ii)  upward revisions of  previous
reserve estimates.  As a percentage of oil and gas sales, this expense
decreased to 14.0% for the year ended December 31, 1995 from 26.8% for
the  year  ended December 31,  1994.    This percentage  decrease  was
primarily due to the dollar  decrease in depreciation, depletion,  and
amortization  of oil  and  gas  properties,  partially offset  by  the
decrease in oil and gas sales. 

     As a  result of declines  in natural gas prices  during the three
months  ended September 30, 1995, the 1985-1 Program recognized a non-
cash charge against earnings of $45,262.  This valuation allowance for
oil  and gas properties was necessary due  to the unamortized costs of
oil and gas properties exceeding the present value of estimated future
net revenues from the oil  and gas properties.  No similar  charge was
necessary during the year ended December 31, 1994.  

     General and administrative expenses increased $4,007 for the year
ended December 31, 1995  as compared  to the  year ended  December 31,
1994  primarily due  to  an increase  in  both professional  fees  and
printing and  postage expenses.  As a percentage of oil and gas sales,
these expenses increased to 13.4% for the year ended December 31, 1995
from  11.5% for  the year  ended December 31,  1994.   This percentage
increase was primarily due to the decrease in oil and gas sales.  

                                  17
<PAGE>
<PAGE>
                 Year Ended December 31, 1994 Compared
                    to Year Ended December 31, 1993
                 -------------------------------------

     Total oil and gas sales decreased 18.1% for the year ended Decem-
ber 31, 1994  as compared to  the year ended December 31,  1993.  This
decrease  was due  to a decrease  in volumes  of natural  gas sold and
decreases in the average prices of oil and natural gas sold, partially
offset by an  increase in volumes  of oil sold.   Volumes of  oil sold
increased 2,056 barrels, while  volumes of natural gas  sold decreased
55,101  Mcf for the  year ended December 31,  1994 as  compared to the
year ended December 31, 1993.  The decrease in volumes of  natural gas
sold  was primarily  due  to  the  recoupment  of  overpayments  by  a
purchaser  during 1994.    Oil and  natural  gas prices  decreased  to
averages  of $17.48 per  barrel and $1.76  per Mcf for  the year ended
December 31, 1994 from averages of $19.24 per barrel and $1.88 per Mcf
for the year ended December 31, 1993. 

     Oil  and  gas  production  expenses  (including  lease  operating
expenses  and production  taxes)  decreased 6.0%  for  the year  ended
December 31, 1994  as compared  to the year  ended December 31,  1993.
This  percentage decrease was primarily due to workover charges on two
wells  during the year ended December 31, 1993 to improve the recovery
of  reserves.  As  a percentage of  oil and gas  sales, these expenses
increased to 35.4% for the year ended December 31, 1994 from 30.9% for
the  year  ended  December 31, 1993.    This  percentage  increase was
primarily due to  the decreased volumes  of natural  gas sold and  the
decreases in the average prices of oil and natural gas sold.  

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties  decreased $11,698 for the  year ended December 31, 1994 as
compared  to  the year  ended December 31,  1993.   This  decrease was
primarily a  result of the decrease in volumes of natural gas sold and
upward revisions in  the estimates of  the 1985-1 Program's  remaining
oil and natural gas reserves at December 31, 1994, partially offset by
the increase in volumes of oil sold.   As a percentage of oil and  gas
sales, this expense  increased slightly  to 26.8% for  the year  ended
December 31, 1994  from 24.1% for  the year  ended December 31,  1993.
This percentage increase  was primarily  due to the  decreases in  the
average  prices of  oil and  natural  gas sold  during the  year ended
December 31, 1994.  

     General and  administrative expenses decreased by  $3,351 for the
year  ended   December 31,  1994  as   compared  to  the   year  ended
December 31, 1993.   This  dollar decrease  resulted primarily  from a
decrease in professional fees during the  year ended December 31, 1994
as compared to the similar period in 1993.  As a percentage of oil and
gas  sales, these expenses  remained relatively constant  at 11.5% for
the year ended December 31, 1994 compared to  10.1% for the year ended
December 31, 1993.  

                                  18
<PAGE>
<PAGE>
                            1985-2 Program
                            --------------

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

     Total  oil and  gas  sales decreased  36.4%  for the  year  ended
December 31, 1995  as compared  to the  year ended  December 31, 1994.
This decrease  was primarily due to  decreases in both the  volumes of
oil and  natural gas sold and  the average price of  natural gas sold,
partially  offset by  an increase in  the average  price of  oil sold.
Volumes of oil and natural gas sold decreased 1,355 barrels and 38,452
Mcf, respectively, for the year ended December 31, 1995 as compared to
the year ended December 31, 1994.  The decrease in volumes of oil sold
was primarily due to  normal declines in production.  The  decrease in
volumes of natural  gas sold  was primarily due  to revenues  received
during  1994 related to an underproduced gas balancing position on one
well.  Average oil prices increased to $17.30 per barrel  for the year
ended  December 31, 1995  from $15.98  per barrel  for the  year ended
December 31, 1994, while average natural gas prices decreased to $1.19
per Mcf  for the year ended  December 31, 1995 from $1.85  per Mcf for
the year ended December 31, 1994. 

     Oil  and  gas  production  expenses  (including  lease  operating
expenses and  production taxes)  decreased 36.1%  for  the year  ended
December 31, 1995  as compared  to the  year ended  December 31, 1994.
This decrease was primarily due to lease operating expenses recognized
during 1994  associated  with  changes  in the  1985-2  Program's  gas
balancing positions, which  were caused  by reserve revisions.   As  a
percentage of oil  and gas sales,  these expenses remained  relatively
constant at 52.4% for the year  ended December 31, 1995 as compared to
52.1% for the year ended December 31, 1994.   

     Depreciation,  depletion,   and  amortization  of  oil   and  gas
properties decreased $85,972  for the year ended  December 31, 1995 as
compared  to  the year  ended December 31,  1994.   This  decrease was
primarily due to (i) the sale of several of the 1985-2 Program's wells
during 1995 which  decreased the amortizable capitalized costs  of the
oil  and gas  properties, (ii)  upward revisions  of  previous reserve
estimates, and  (iii) the decrease in  the volumes of  oil and natural
gas  sold.   As  a  percentage  of oil  and  gas  sales, this  expense
decreased to 9.5% for the year  ended December 31, 1995 from 28.0% for
the  year  ended  December 31, 1994.    This  percentage  decrease was
primarily due to  the dollar decrease in  depreciation, depletion, and
amortization  of  oil  and gas  properties,  partially  offset by  the
decrease in oil and gas sales.  

                                  19
<PAGE>
<PAGE>
     General and administrative expenses increased $4,733 for the year
ended December 31,  1995 as compared  to the  year ended  December 31,
1994  primarily due  to  an increase  in  both professional  fees  and
printing and postage expenses.  As a percentage of oil  and gas sales,
these expenses increased to 21.6% for the year ended December 31, 1995
from  12.5% for  the year  ended December 31,  1994.   This percentage
increase was primarily due to the decrease in oil and gas sales.  


                 Year Ended December 31, 1994 Compared
                    to Year Ended December 31, 1993
                 -------------------------------------

     Total oil and gas sales increased 19.6% for the year ended Decem-
ber 31, 1994  as compared to the  year ended December 31, 1993.   This
increase  was due  to an increase  in volumes  of oil  and natural gas
sold, partially offset by a decrease  in the average prices of oil and
natural gas  sold.  Volumes of  oil and natural gas  sold increased by
779  barrels  and  36,541  Mcf,  respectively,   for  the  year  ended
December 31, 1994  as compared to  the year  ended December 31,  1993.
The increase  in volumes of natural gas sold was primarily a result of
the receipt  of  revenues  during the  year  ended  December 31,  1994
related  to  an underproduced  gas  balancing  position on  one  well.
Average oil prices decreased  to $15.98 per barrel for  the year ended
December 31,  1994   from  $17.20  per  barrel  for   the  year  ended
December 31, 1993, while average natural gas prices decreased to $1.85
per Mcf during the year ended December 31, 1994 from $1.91 per Mcf for
the similar period in 1993.  

     Oil  and  gas  production  expenses  (including  lease  operating
expenses  and production  taxes) increased  53.1% for  the  year ended
December 31, 1994 as compared to the year ended December 31, 1993.  As
a percentage of oil and  gas sales, these expenses increased to  52.1%
for the year  ended December 31, 1994  from 40.7% for  the year  ended
December 31, 1993.  These  percentage increases were primarily due  to
lease operating expenses recognized during the year ended December 31,
1994 associated with  changes in  the 1985-2  Program's gas  balancing
positions, which was caused by reserve revisions.  

     Depreciation,  depletion,  and  amortization   of  oil  and   gas
properties increased $30,840  for the year ended  December 31, 1994 as
compared  to  the year  ended December 31,  1993.   This  increase was
primarily due to the increase in volumes of oil and  natural gas sold.
As a percentage of oil and  gas sales, this expense increased to 28.0%
for the year  ended December 31, 1994  from 24.0% for  the year  ended
December 31, 1993.  This percentage increase was primarily a result of
the  dollar increase  in  depreciation,  depletion,  and  amortization
expense as discussed above and the  decreases in the average prices of
oil and natural gas sold.  

                                  20
<PAGE>
<PAGE>
     General and administrative expenses decreased slightly by  $1,962
for the  year ended December 31,  1994 as compared  to the year  ended
December 31, 1993.   This  dollar decrease resulted  primarily from  a
decrease in professional fees during the year ended December 31, 1994,
as compared to the similar period in 1993.  As a percentage of oil and
gas sales, these  expenses decreased  slightly to 12.5%  for the  year
ended  December 31, 1994  from 15.6% for  the year  ended December 31,
1993.  


     Liquidity and Capital Resources 

     Net proceeds from operations less necessary operating capital are
distributed to the limited partners on  a quarterly basis.  See  "Item
5. Market for  the Registrant's Limited Partnership  Units and Related
Limited  Partner Matters."  The  net proceeds from  production are not
reinvested in productive assets,  except to the extent that  producing
wells  are  improved, or  where methods  are  employed to  permit more
efficient  recovery  of  reserves,  thereby resulting  in  a  positive
economic impact.    Assuming  production  levels for  the  year  ended
December 31, 1995,  the 1985-1  Program's and 1985-2  Program's proved
reserve  quantities  at   December 31,  1995  would  have  a  life  of
approximately 5.6  and 2.4 years,  respectively, for oil  reserves and
2.7 and 3.9 years, respectively, for gas reserves.

     The  Programs'  available  capital  from  the  limited  partners'
subscriptions  has been spent on  oil and gas  drilling activities and
there should be  no further material  capital resource commitments  in
the  future.   The  Programs  have  no  debt commitments.    Cash  for
operational   purposes  will  be  provided  by  current  oil  and  gas
production.  

     There can  be  no assurance  as to  the amount  of the  Programs'
future  cash  distributions.    The  Programs'  ability  to  make cash
distributions depends  primarily upon the level of available cash flow
generated  by  the  Programs'  operating  activities,  which  will  be
affected (either positively or negatively) by  many factors beyond the
control of the Programs, including the price of and demand for oil and
natural gas and other market and economic conditions.   Even if prices
and  costs   remain  stable,   the  amount   of  cash  available   for
distributions will decline over time (as the volume of production from
producing properties  declines) since  the Programs are  not replacing
production through acquisitions of producing properties and  drilling.

                                  21
<PAGE>
<PAGE>
     Inflation and Changing Prices

     Prices obtained for  oil and gas production depend  upon numerous
factors,  including the  extent  of domestic  and foreign  production,
foreign imports of  oil, market demand, domestic  and foreign economic
conditions in general, and governmental regulations and tax laws.  The
general level  of inflation  in the economy  did not  have a  material
effect on the operations of the Programs in 1995.  Oil and natural gas
prices  have fluctuated  during recent  years and  generally have  not
followed the same pattern as inflation.  See "Item 2. Properties - Oil
and Gas Production, Revenue, and Price History."


                                   22
<PAGE>
<PAGE>
ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA




                   REPORT OF INDEPENDENT ACCOUNTANTS



TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1985-1 LIMITED PARTNERSHIP


     We have audited the financial statements  of the Dyco Oil and Gas
Program 1985-1  Limited Partnership (a Minnesota  limited partnership)
as listed in Item 14(a) of this Form 10-K.  These financial statements
are   the   responsibility  of   the   Program's   management.     Our
responsibility is to express an opinion  on these financial statements
based on our audits.

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

     In  our  opinion,  the  financial statements  referred  to  above
present fairly, in  all material respects,  the financial position  of
the  Dyco   Oil  and  Gas   Program  1985-1  Limited   Partnership  at
December 31, 1995 and 1994, and the results of its operations and cash
flows for  each of the  three years  in the period  ended December 31,
1995, in conformity with generally accepted accounting principles.  



                                   COOPERS & LYBRAND L.L.P.


Tulsa, Oklahoma
February 6, 1996


                                  23
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-1 LIMITED PARTNERSHIP
                            Balance Sheets
                      December 31, 1995 and 1994

                                ASSETS
                                ------
                                                 1995      1994
                                               --------  --------
CURRENT ASSETS:
  Cash and cash equivalents                    $ 58,496  $ 39,697
  Accrued oil and gas sales, including
    $28,938 and $18,859 due from related
    parties                                      62,222    25,179
                                                -------   -------

    Total current assets                       $120,718  $ 64,876

NET OIL AND GAS PROPERTIES, utilizing the
  full cost method                              203,770   279,586

DEFERRED CHARGE                                   4,741      -
                                                -------   -------

                                               $329,229  $344,462
                                                =======   =======

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

CURRENT LIABILITIES:
  Accounts payable                             $  9,953  $  8,155
                                                -------   -------
    Total current liabilities                  $  9,953  $  8,155

ACCRUED LIABILITY                              $ 28,432  $ 10,057

PARTNERS' CAPITAL:
  General Partner, issued and
    outstanding, 41 Units                      $  2,908  $  3,262
  Limited Partners, issued and
    outstanding 4,100 Units                     287,936   322,988
                                                -------   -------

    Total Partners' capital                    $290,844  $326,250
                                                -------   -------

                                               $329,229  $344,462
                                                =======   =======

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

                                  24
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-1 LIMITED PARTNERSHIP
                       Statements of Operations
         For the Years Ended December 31, 1995, 1994, and 1993


                                       1995      1994      1993
                                     --------  --------  --------

REVENUES:
  Oil and gas sales, including 
    $217,001, $332,912, and 
    $408,469 of sales to related
    parties                          $414,166  $444,580  $542,518
  Interest                              2,523     2,302     1,540
                                      -------   -------   -------

                                     $416,689  $446,882  $544,058

COSTS AND EXPENSES: 
  Lease operating                    $130,367  $117,846  $121,325
  Production taxes                     38,928    39,704    46,257
  Depreciation, depletion, and
    amortization of oil and gas
    properties                         57,994   119,316   131,014
  Valuation allowance for
    oil and gas properties             45,262      -         -
  General and administrative           55,314    51,307    54,658
                                      -------   -------   -------

                                     $327,865  $328,173  $353,254
                                      -------   -------   -------

NET INCOME                           $ 88,824  $118,709  $190,804
                                      =======   =======   =======

GENERAL PARTNER (1%) - NET INCOME    $    888  $  1,187  $  1,908
                                      =======   =======   =======

LIMITED PARTNERS (99%) - NET INCOME  $ 87,936  $117,522  $188,896
                                      =======   =======   =======

NET INCOME per Unit                  $     21  $     29  $     46
                                      =======   =======   =======

UNITS OUTSTANDING                       4,141     4,141     4,141
                                      =======   =======   =======


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

                                  25
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-1 LIMITED PARTNERSHIP
                    Statements of Partners' Capital
         For the Years Ended December 31, 1995, 1994, and 1993


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

Balances at December 31, 1992     $6,586    $652,006    $658,592
  Cash distributions             ( 3,520)  ( 348,465)  ( 351,985)
  Net income                       1,908     188,896     190,804
                                   -----     -------     -------

Balances at December 31, 1993     $4,974    $492,437    $497,411
  Cash distributions             ( 2,899)  ( 286,971)  ( 289,870)
  Net income                       1,187     117,522     118,709
                                   -----     -------     -------

Balances at December 31, 1994     $3,262    $322,988    $326,250
  Cash distributions             ( 1,242)  ( 122,988)  ( 124,230)
  Net income                         888      87,936      88,824
                                   -----     -------     -------

Balances at December 31, 1995     $2,908    $287,936    $290,844
                                   =====     =======     =======


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

                                  26
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-1 LIMITED PARTNERSHIP
                       Statements of Cash Flows
         For the Years Ended December 31, 1995, 1994, and 1993

                                       1995        1994        1993
                                    ----------  ----------  ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                         $ 88,824    $118,709    $190,804
  Adjustments to reconcile net 
    income to net cash provided by
    operating activities:
    Depreciation, depletion, and
      amortization of oil and gas
      properties                       57,994     119,316     131,014
    Valuation allowance for oil
      and gas properties               45,262        -           -
    (Increase) decrease in accrued
      oil and gas sales             (  37,043)     51,313      42,840
    (Increase) decrease in deferred
      charge                        (   4,741)      9,170   (   9,170)
    Increase (decrease) in accounts
      payable                           1,798   (   2,822)  (   8,895)
    Increase in accrued liability      18,375      10,057        -
                                      -------     -------     -------
  Net cash provided by operating
    activities                       $170,469    $305,743    $346,593
                                      -------     -------     -------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to oil and gas
    properties                      ($ 27,440)  ($  3,321)  ($ 30,677)
  Retirements of oil and gas
    properties                           -          4,455      11,825
                                      -------     -------     -------

  Net cash provided (used) by
    investing activities            ($ 27,440)   $  1,134   ($ 18,852)
                                      -------     -------     -------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash Distributions                ($124,230)  ($289,870)  ($351,985)
                                      -------     -------     -------
  Net cash used by financing
    activities                      ($124,230)  ($289,870)  ($351,985)
                                      -------     -------     -------

NET INCREASE (DECREASE) IN CASH
  AND CASH EQUIVALENTS               $ 18,799    $ 17,007   ($ 24,244)

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                  39,697      22,690      46,934
                                      -------     -------     -------

CASH AND CASH EQUIVALENTS AT 
  END OF PERIOD                      $ 58,496    $ 39,697    $ 22,690
                                      =======     =======     =======

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

                                  27
<PAGE>
<PAGE>
          DYCO OIL AND GAS PROGRAM 1985-1 LIMITED PARTNERSHIP
                     Notes to Financial Statements
         For the Years Ended December 31, 1995, 1994, and 1993


1.   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization and Nature of Operations

     The  Dyco  Oil and  Gas Program  1985-1 Limited  Partnership (the
     "Program"), a Minnesota limited partnership, commenced operations
     on April 1,  1985.   Dyco Petroleum Corporation  ("Dyco") is  the
     General  Partner  of the  Program.    Affiliates  of  Dyco  owned
     1,115.49 (26.9%) of the Program's Units at December 31, 1995.  

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


     Cash and Cash Equivalents

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


     Credit Risk

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


     Oil and Gas Properties 

     Oil  and gas  operations are  accounted for  using the  full cost
     method of  accounting.   All productive and  non-productive costs
     associated with  the acquisition, exploration, and development of
     oil  and gas  reserves are  capitalized.   Capitalized  costs are
     depleted on the  gross revenue method  using estimates of  proved
     reserves.  The full cost amortization rates per equivalent Mcf of
     gas produced during the years ended December 31,  1995, 1994, and
     1993  were $0.22, $0.52, and  $0.48, respectively.   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 year
     during which such excess occurs.  In addition, the Securities and
     Exchange  Commission   rules  provide  that   if  prices  decline
     subsequent to  year  end,  any excess  that  results  from  these
     declines may also be charged to expense during the current year. 

                                  28
<PAGE>
<PAGE>
     During the year ended  December 31, 1995, the Program  charged to
     expense  a valuation  allowance of  $45,262 which  represents the
     amount of unamortized  oil and gas properties which  exceeded the
     full cost ceiling.  No such charge was incurred in  1994 or 1993.
     Sales  and  abandonments  of  properties  are  accounted  for  as
     adjustments of capitalized costs with no gain or loss recognized,
     unless   such   adjustments   would   significantly   alter   the
     relationship  between capitalized  costs and  proved oil  and gas
     reserves.


     Deferred Charge  

     Deferred  Charge represents  costs deferred  for lease  operating
     expenses incurred in connection with the Program's  underproduced
     gas imbalance  position.  At December 31,  1995, cumulative total
     gas sales  volumes for  underproduced wells  were  less than  the
     Program's pro-rata share of total gas production from these wells
     by 12,926 Mcf,  resulting in prepaid lease  operating expenses of
     $4,741.  No such amount was recorded at December 31, 1994.  


     Accrued Liability  

     Accrued Liability represents charges accrued  for lease operating
     expenses incurred in connection  with the Program's  overproduced
     gas imbalance  position.  At December 31,  1995, cumulative total
     gas sales  volumes for overproduced wells  exceeded the Program's
     pro-rata share of total gas production from these wells by 77,514
     Mcf, resulting  in accrued  lease operating expenses  of $28,432.
     At  December 31, 1994,  cumulative  total gas  sales volumes  for
     overproduced wells exceeded the Program's pro-rata share of total
     gas production  from  these wells  by  25,256 Mcf,  resulting  in
     accrued lease operating expenses of $10,057.  

                                  29
<PAGE>
<PAGE>
     Oil and Gas Sales  

     The  Program's  oil  and  condensate production  is  sold,  title
     passed, and  revenue recognized  at or  near the Program's  wells
     under  short-term purchase  contracts  at  prevailing  prices  in
     accordance  with  arrangements which  are  customary  in the  oil
     industry.    Sales of  natural  gas applicable  to  the Program's
     interest in producing oil  and gas leases are recorded  as income
     when the gas is metered and title transferred pursuant to the gas
     sales contracts  covering the  Program's interest in  natural gas
     reserves.  During such times as the Program's sales of gas exceed
     its  pro rata  ownership in a  well, such  sales are  recorded as
     income  unless  total sales  from  the  well  have  exceeded  the
     Program's share  of estimated  total gas reserves  underlying the
     property  at which time such  excess is recorded  as a liability.
     At December 31, 1995 and 1994, no such liability was recorded.  


     Use of Estimates in Financial Statements

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


     Income Taxes

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

                                  30
<PAGE>
<PAGE>
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  years ended
     December 31, 1995, 1994, and 1993, such expenses totaled $55,314,
     $51,307, and  $54,658, respectively, of  which $42,840,  $42,840,
     and $42,429, respectively, were paid 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, together with any  compressor rentals, consulting, or
     other services provided.

     The Program sells  gas at  market prices to  Premier Gas  Company
     ("Premier") and  other similar gas  marketing firms.   Such firms
     may  then  resell such  gas to  third  parties at  market prices.
     Premier was an affiliate  of the Program until December  6, 1995.
     During  1995,  1994,  and  1993, these  sales  totaled  $217,001,
     $332,912, and  $408,469, respectively.  At  December 31, 1995 and
     1994, accrued  oil and  gas sales  included $28,938  and $18,859,
     respectively, due from Premier.


3.   MAJOR CUSTOMERS

     The following purchasers individually accounted for more than 10%
     of the combined oil and gas revenues of the Program for the years
     ended December 31, 1995, 1994, and 1993:  


      Purchaser                      1995   1994   1993
      ---------                      -----  -----  -----

      Premier                        52.4%  74.9%  75.3%
      Flying J Oil and Gas, Inc.     24.1%  19.2%  18.0%

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

                                  31
<PAGE>
<PAGE>
4.   SUPPLEMENTAL OIL AND GAS INFORMATION

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


     Capitalized Costs

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


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

     Proved properties                $20,980,051    $20,952,611

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

                                      $20,980,051    $20,952,611

     Less accumulated depreciation,
       depletion, amortization, and
       valuation allowance           ( 20,776,281)  ( 20,673,025)
                                       ----------     ----------

     Net oil and gas properties       $   203,770    $   279,586
                                       ==========     ==========

                                  32
<PAGE>
<PAGE>
     Costs Incurred

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


                                         December 31,
                                   -------------------------
                                    1995     1994     1993
                                   -------  -------  -------

     Acquisition of properties     $  -     $  -     $  -
     Exploration costs                -        -        -
     Development costs              27,440    3,321   30,677
                                    ------   ------   ------

     Total costs incurred          $27,440  $ 3,321  $30,677
                                    ======   ======   ======


                                  33
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
     Quantities of Proved Oil and Gas Reserves - Unaudited

     Set forth below is a summary of the changes in the net quantities of the Program's  proved
     crude  oil and natural gas reserves for the years ended December 31, 1995, 1994, and 1993.
     Proved reserves were estimated by petroleum engineers employed by affiliates of Dyco.  All
     of the  Program's  reserves are  located in  the United  States  and there  are no  proved
     undeveloped reserves. 


                                     1995                   1994                   1993
                              -------------------    -------------------    -------------------
                                 Oil       Gas          Oil       Gas          Oil       Gas
                               (Bbls)     (Mcf)       (Bbls)     (Mcf)       (Bbls)     (Mcf)
                              --------  ---------    --------  ---------    --------  ---------
<S>                           <C>       <C>          <C>       <C>          <C>       <C>
Proved reserves,
  beginning of year            32,723    554,156      24,830    736,601      32,355    690,989

Revisions of previous
  estimates                     9,458    268,112      14,330      6,438     ( 3,144)   289,596

Sales of reserves                -          -           -          -           -          -

Extensions and
  discoveries                    -          -           -          -           -          -

Production                    ( 6,393)  (224,539)    ( 6,437)  (188,883)    ( 4,381)  (243,984)
                               ------    -------      ------    -------      ------    -------

Proved reserves,
  end of year                  35,788    597,729      32,723    554,156      24,830    736,601
                               ======    =======      ======    =======      ======    =======

Proved developed reserves:
  Beginning of year            14,632    546,591       8,499    729,810      14,615    683,493
                               ------    -------      ------    -------      ------    -------
  End of year                  17,467    590,049      14,632    546,591       8,499    729,810
                               ======    =======      ======    =======      ======    =======

</TABLE>

                                               34
<PAGE>
<PAGE>
     The  process  of  estimating oil  and  gas  reserves is  complex,
     requiring significant  subjective decisions in the  evaluation of
     available geological,  engineering, and  economic  data for  each
     reservoir.    The   data  for  a   given  reservoir  may   change
     substantially  over time  as  a result  of,  among other  things,
     additional   development   activity,   production  history,   and
     viability of  production under varying economic  conditions; con-
     sequently, it  is reasonably possible that  material revisions to
     existing  reserve  estimates  may   occur  in  the  near  future.
     Although every reasonable effort has been made to ensure that the
     reserve  estimates  reported herein  represent the  most accurate
     assessment possible, the significance of the subjective decisions
     required and  variances in available data  for various reservoirs
     make these estimates generally  less precise than other estimates
     presented in connection with financial statement disclosures.


                                  35
<PAGE>
<PAGE>
                   REPORT OF INDEPENDENT ACCOUNTANTS



TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1985-2 LIMITED PARTNERSHIP


     We have audited the financial statements  of the Dyco Oil and Gas
Program 1985-2 Limited  Partnership (a Minnesota limited  partnership)
as listed in Item 14(a) of this Form 10-K.  These financial statements
are   the   responsibility  of   the   Program's   management.     Our
responsibility is to express an  opinion on these financial statements
based on our audits.

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

     In  our  opinion,  the  financial statements  referred  to  above
present fairly,  in all material  respects, the financial  position of
the   Dyco  Oil  and   Gas  Program  1985-2   Limited  Partnership  at
December 31, 1995 and 1994, and the results of its operations and cash
flows for  each of the  three years  in the period  ended December 31,
1995, in conformity with generally accepted accounting principles.  







                                   COOPERS & LYBRAND L.L.P.


Tulsa, Oklahoma
February 6, 1996


                                  36
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-2 LIMITED PARTNERSHIP
                            Balance Sheets
                      December 31, 1995 and 1994

                                ASSETS
                                ------
                                                 1995      1994
                                               --------  --------
CURRENT ASSETS:
  Cash and cash equivalents                    $154,512  $  5,733
  Accrued oil and gas sales, including
    $12,336 and $12,688 due from
    related parties                              41,489    40,509
                                                -------   -------
    Total current assets                       $196,001  $ 46,242

NET OIL AND GAS PROPERTIES, utilizing the
  full cost method                               82,060   186,746

DEFERRED CHARGE                                  28,337    21,036
                                                -------   -------

                                               $306,398  $254,024
                                                =======   =======

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

CURRENT LIABILITIES:
  Accounts payable                             $  9,025  $  9,303
                                                -------   -------

    Total current liabilities                  $  9,025  $  9,303

ACCRUED LIABILITY                              $ 10,114  $   -

PARTNERS' CAPITAL:
  General Partner, issued and
    outstanding, 44 Units                      $  2,872  $  2,447
  Limited Partners, issued and
    outstanding, 4,330 Units                    284,387   242,274
                                                -------   -------

    Total Partners' capital                    $287,259  $244,721
                                                -------   -------

                                               $306,398  $254,024
                                                =======   =======

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

                                  37
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-2 LIMITED PARTNERSHIP
                       Statements of Operations
         For the Years Ended December 31, 1995, 1994, and 1993


                                      1995       1994      1993
                                   ----------  --------  --------

REVENUES:
  Oil and gas sales including 
    $71,328, $97,973, and 
    $116,929 of sale to related
    parties                         $249,234   $391,867  $327,655
  Interest                             1,177      2,076     1,657
                                     -------    -------   -------

                                    $250,411   $393,943  $329,312

COSTS AND EXPENSES:
  Lease operating                   $108,975   $177,582  $107,068
  Production taxes                    21,572     26,561    26,234
  Depreciation, depletion, and
    amortization of oil and gas
    properties                        23,571    109,543    78,703
  General and administrative          53,755     49,022    50,984
                                     -------    -------   -------

                                    $207,873   $362,708  $262,989
                                     -------    -------   -------

NET INCOME                          $ 42,538   $ 31,235  $ 66,323
                                     =======    =======   =======

GENERAL PARTNER (1%) - NET
  INCOME                            $    425   $    312  $    663
                                     =======    =======   =======

LIMITED PARTNERS (99%) - NET
  INCOME                            $ 42,113   $ 30,923  $ 65,660
                                     =======    =======   =======

NET INCOME per Unit                 $     10   $      7  $     15
                                     =======    =======   =======

UNITS OUTSTANDING                      4,374      4,374     4,374
                                     =======    =======   =======


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

                                  38
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-2 LIMITED PARTNERSHIP
                    Statements of Partners' Capital
         For the Years Ended December 31, 1995, 1994, and 1993


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

Balances at December 31, 1992     $5,846    $578,717    $584,563
  Cash distributions             ( 2,187)  ( 216,513)  ( 218,700)
  Net income                         663      65,660      66,323
                                   -----     -------     -------

Balances at December 31, 1993     $4,322    $427,864    $432,186
  Cash distributions             ( 2,187)  ( 216,513)  ( 218,700)
  Net income                         312      30,923      31,235
                                   -----     -------     -------

Balances at December 31, 1994     $2,447    $242,274    $244,721
  Net income                         425      42,113      42,538 
                                   -----     -------     -------

Balances at December 31, 1995     $2,872    $284,387    $287,259
                                   =====     =======     =======


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

                                  39
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1985-2 LIMITED PARTNERSHIP
                       Statements of Cash Flows
         For the Years Ended December 31, 1995, 1994, and 1993

                                       1995        1994        1993
                                    ----------  ----------  ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                         $ 42,538    $ 31,235    $ 66,323
  Adjustments to reconcile net
    income to net cash provided
    by operating activities:
    Depreciation, depletion, and
      amortization of oil and gas
      properties                       23,571     109,543      78,703
    (Increase) decrease in accrued
      oil and gas sales             (     980)      3,918      22,188
    (Increase) decrease in deferred
      charge                        (   7,301)     66,202   (  47,150)
    Decrease in accounts payable    (     278)  (   1,225)  (   2,348)
    Increase in accrued liability      10,114        -           -
                                      -------     -------     -------
  Net cash provided by operating
    activities                       $ 67,664    $209,673    $117,716
                                      -------     -------     -------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Additions to oil and gas
    properties                      ($ 24,839)  ($  3,733)  ($    487)
  Retirements of oil and gas
    properties                        105,954        -          4,129
                                      -------     -------     -------

  Net cash provided (used) by
    investing activities             $ 81,115   ($  3,733)   $  3,642
                                      -------     -------     -------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                 $   -      ($218,700)  ($218,700)
                                      -------     -------     -------

  Net cash used by financing
    activities                       $   -      ($218,700)  ($218,700)
                                      -------     -------     -------
NET INCREASE (DECREASE) IN CASH
  AND CASH EQUIVALENTS               $148,779   ($ 12,760)  ($ 97,342)

CASH AND CASH EQUIVALENTS AT
  BEGINNING OF PERIOD                   5,733      18,493     115,835
                                      -------     -------     -------
CASH AND CASH EQUIVALENTS AT
  END OF PERIOD                      $154,512    $  5,733    $18,493
                                      =======     =======     =======

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

                                  40
<PAGE>
<PAGE>
          DYCO OIL AND GAS PROGRAM 1985-2 LIMITED PARTNERSHIP
                     Notes to Financial Statements
         For the Years Ended December 31, 1995, 1994, and 1993



1.   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization and Nature of Operations

     The  Dyco Oil  and  Gas Program  1985-2 Limited  Partnership (the
     "Program"), a Minnesota limited partnership, commenced operations
     on  August 26, 1985.  Dyco  Petroleum Corporation ("Dyco") is the
     General  Partner  of  the  Program.   Affiliates  of  Dyco  owned
     1,234.55 (28.2%) of the Program's Units at December 31, 1995.  

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


     Cash and Cash Equivalents

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


     Credit Risk

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


     Oil and Gas Properties 

     Oil  and gas  operations are  accounted for  using the  full cost
     method of  accounting.   All productive and  non-productive costs
     associated with the acquisition, exploration, and  development of
     oil  and gas  reserves are  capitalized.   Capitalized  costs are
     depleted on  the gross revenue  method using estimates  of proved
     reserves.  The full cost amortization rates per equivalent 

                                  41
<PAGE>
<PAGE>
     Mcf of gas  produced during  the years  ended December 31,  1995,
     1994, and 1993 were $0.17, $0.59 and $0.54, respectively.  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  year  during  which  such  excess  occurs.    In
     addition, the  Securities and  Exchange Commission  rules provide
     that  if prices decline subsequent  to year end,  any excess that
     results from these declines may also be charged to expense during
     the  current  year.   Sales  and abandonments  of  properties are
     accounted for as adjustments of capitalized costs with no gain or
     loss  recognized,  unless  such  adjustments  would significantly
     alter the  relationship between capitalized costs  and proved oil
     and gas reserves.


     Deferred Charge  

     Deferred  Charge represents  costs deferred  for  lease operating
     expenses incurred in connection with the  Program's underproduced
     gas imbalance  position.  At December 31,  1995, cumulative total
     gas  sales volumes  for underproduced  wells were  less  than the
     Program's pro-rata share of total gas production from these wells
     by 55,379 Mcf,  resulting in prepaid lease  operating expenses of
     $28,337.    At  December 31,  1994, cumulative  total  gas  sales
     volumes for underproduced wells were less than the Program's pro-
     rata share of  total gas  production from these  wells by  38,727
     Mcf, resulting in prepaid lease operating expenses of $21,036.  


     Accrued Liability

     Accrued Liability  represents charges accrued for lease operating
     expenses  incurred in connection  with the Program's overproduced
     gas imbalance  position.  At December 31,  1995, cumulative total
     gas sales  volumes for overproduced wells  exceeded the Program's
     pro-rata share of total gas production from these wells by 19,766
     Mcf, resulting  in accrued  lease operating expenses  of $10,114.
     No such amount was recorded at December 31, 1994.  


     Oil and Gas Sales  

     The  Program's  oil  and  condensate production  is  sold,  title
     passed, and  revenue recognized  at or  near the  Program's wells
     under  short-term  purchase  contracts  at prevailing  prices  in
     accordance  with  arrangements which  are  customary  in the  oil
     industry.   Sales  of natural  gas  applicable to  the  Program's
     interest in producing oil  and gas leases are recorded  as income
     when the gas is metered and title transferred pursuant to the gas

                                  42
<PAGE>
     sales contracts covering the Program's interest in natural gas
     reserves.  During such  times as the  Program's sales of gas
     exceed its pro  rata ownership in a well, such sales are recorded
     as  income unless  total sales  from the  well have  exceeded the
     Program's share  of estimated  total gas reserves  underlying the
     property  at which time such  excess is recorded  as a liability.
     At December 31, 1995 and 1994, no such liability was recorded.


     Use of Estimates in Financial Statements

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


     Income Taxes

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


2.   TRANSACTIONS WITH RELATED PARTIES 

     Under  the terms of the Program'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  years ended
     December 31, 1995, 1994, and 1993, such expenses totaled $53,755,
     $49,022, and  $50,984, respectively, of  which $40,272,  $40,272,
     and $39,882, respectively, were paid to Dyco and its affiliates.

                                  43
<PAGE>
<PAGE>
     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, together with any compressor  rentals, consulting, or
     other services provided.

     The Program sells  gas at  market prices to  Premier Gas  Company
     ("Premier") and  other similar gas  marketing firms.   Such firms
     may  then  resell such  gas to  third  parties at  market prices.
     Premier was an affiliate  of the Program until December  6, 1995.
     During  1995,  1994,  and  1993,  these  sales  totaled  $71,328,
     $97,973, and  $116,929, respectively.   At December 31,  1995 and
     1994  accrued oil  and gas  sales included  $12,336  and $12,688,
     respectively, due from Premier.


3.   MAJOR CUSTOMERS

     The following purchasers individually accounted for more than 10%
     of the combined oil and gas revenues of the Program for the years
     ended December 31, 1995, 1994, and 1993:  


         Purchaser                 1995   1994   1993
         ---------                -----  -----  -----

         Premier                  28.6%  25.0%  35.7%
         Sanguine, Ltd.             - %  27.9%    - %
         Mobil Oil Corporation    14.5%    - %  11.7%
         Total Petroleum, Inc.      - %    - %  12.6%
         National Cooperative
           Refinery               14.0%    - %    - %
         Phibro Energy Inc.       10.7%    - %    - %

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


4.   SUPPLEMENTAL OIL AND GAS INFORMATION

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


                                  44
<PAGE>
<PAGE>
     Capitalized Costs

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



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

     Proved properties                $22,443,388    $22,524,503

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

                                      $22,443,388    $22,524,503

     Less accumulated depreciation,
       depletion, amortization, and
       valuation allowance           ( 22,361,328)  ( 22,337,757)
                                       ----------     ----------

     Net oil and gas properties       $    82,060    $   186,746
                                       ==========     ==========


     Costs Incurred

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

                                         December 31,
                                   -----------------------
                                     1995    1994    1993
                                   -------  ------  ------

      Acquisition of properties    $  -     $ -     $ -
      Exploration costs               -       -       -
      Development costs             24,839   3,733     487
                                    ------   -----   -----

      Total costs incurred         $24,839  $3,733  $  487
                                    ======   =====   =====


                                  45
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
     Quantities of Proved Oil and Gas Reserves - Unaudited

     Set forth below is a summary of the changes in the net quantities of the Program's  proved
     crude  oil and natural gas reserves for the years ended December 31, 1995, 1994, and 1993.
     Proved reserves were estimated by petroleum engineers employed by affiliates of Dyco.  All
     of the Program's reserves are located in the United States.  


                                     1995                   1994                   1993
                              -------------------    -------------------    -------------------
                                 Oil       Gas          Oil       Gas          Oil       Gas
                               (Bbls)     (Mcf)       (Bbls)     (Mcf)       (Bbls)     (Mcf)
                              --------  ---------    --------  ---------    --------  ---------
<S>                           <C>       <C>          <C>       <C>           <C>      <C>
Proved reserves,
  beginning of year            23,061    247,825      30,474    399,931      36,711    369,338

Revisions of previous
  estimates                     9,649    206,524       2,053   ( 22,309)      2,450    123,849

Sales of reserves             ( 5,314)  (  9,617)       -          -           -          -

Extensions and
  discoveries                    -          -           -          -           -          -

Production                    ( 8,111)  ( 91,345)    ( 9,466)  (129,797)    ( 8,687)  ( 93,256)
                               ------    -------      ------    -------      ------    -------

Proved reserves,
  end of year                  19,285    353,387      23,061    247,825      30,474    399,931
                               ======    =======      ======    =======      ======    =======

Proved developed reserves:
  Beginning of year            15,235    240,254      23,458    392,764      28,884    361,766
                               ------    -------      ------    -------      ------    -------
  End of year                  13,898    350,694      15,235    240,254      23,458    392,764
                               ======    =======      ======    =======      ======    =======

</TABLE>
                                               46
<PAGE>
<PAGE>
     The  process  of  estimating oil  and  gas  reserves is  complex,
     requiring significant  subjective decisions in the  evaluation of
     available geological,  engineering, and  economic  data for  each
     reservoir.    The   data  for  a   given  reservoir  may   change
     substantially  over time  as  a result  of,  among other  things,
     additional   development   activity,   production  history,   and
     viability of  production under varying economic  conditions; con-
     sequently, it  is reasonably possible that  material revisions to
     existing  reserve  estimates  may   occur  in  the  near  future.
     Although every reasonable effort has been made to ensure that the
     reserve  estimates  reported herein  represent the  most accurate
     assessment possible, the significance of the subjective decisions
     required and  variances in available data  for various reservoirs
     make these estimates generally  less precise than other estimates
     presented in connection with financial statement disclosures.


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

     None.

                               PART III


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

     The Programs are  limited partnerships and  have no directors  or
executive  officers.   The  following  individuals  are directors  and
executive  officers of Dyco, General Partner.  The business address of
such  directors  and executive  officers  is Two  West  Second Street,
Tulsa, Oklahoma  74103.  

           NAME        AGE         POSITION WITH DYCO
     ----------------  ---  --------------------------------
     C. Philip Tholen   47  Chief Executive Officer, Presi-
                              dent, and Chairman of the
                              Board of Directors

     Dennis R. Neill    43  Senior Vice President and
                              Director

     Jack A. Canon      46  Senior Vice President -
                              General Counsel and Director

     Patrick M. Hall    37  Senior Vice President - 
                              Controller

     Annabel M. Jones   42  Secretary

     Judy F. Hughes     49  Treasurer

                                  47
<PAGE>
<PAGE>
The  directors will  hold  office until  the  next annual  meeting  of
shareholders of Dyco and until their successors have been duly elected
and qualified.   All executive officers serve at the discretion of the
Board of Directors.

     C. Philip Tholen  joined  the Samson  Companies in  1977 and  has
served  as President,  Chief Executive Officer,  and Director  of Dyco
since June 18, 1991.  Prior to joining the Samson Companies, he was an
audit  manager for Arthur Andersen & Co. in Tulsa where he specialized
in oil and natural gas industry audits and contract audits.   He holds
a  Bachelor of  Science degree  in accounting  from the  University of
Tulsa  and is  a  Certified Public  Accountant.   Mr. Tholen  is  also
Executive Vice  President,  Chief Financial  Officer,  Treasurer,  and
Director of Samson  Investment Company; President and  Chairman of the
Board of Directors of Samson  Natural Gas Company, Geodyne  Resources,
Inc. and its subsidiaries, and Samson Resources Company; President  of
two  Divisions  of  Samson  Natural Gas  Company,  Samson  Exploration
Company and Samson Production Services Company; Senior Vice President,
Treasurer,  and   Director  of  Samson  Properties  Incorporated;  and
Director  of   Circle L   Drilling  Company   and  Samson   Industrial
Corporation.

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

     Jack A.  Canon joined the Samson Companies in 1983 and has served
as  a Vice President and Director of Dyco  since June 18, 1991.  Prior
to joining the  Samson Companies, he  served as  a staff attorney  for
Terra Resources,  Inc. and was  associated with the Tulsa  law firm of
Dyer, Powers, Marsh, Turner and Armstrong.  He received a Bachelor  of
Science degree in accounting from Quincy College and a Juris Doctorate
degree  from  the  University of  Tulsa.    Mr. Canon  also serves  as
Secretary of Samson Investment Company; Director of Samson Natural Gas
Company, Samson  Properties Incorporated,  Circle L  Drilling Company,
and Samson Securities Company; Senior Vice President - General Counsel
of Samson Production  Services Company, a  Division of Samson  Natural
Gas Company,  and Geodyne Resources,  Inc. and  its subsidiaries;  and
Vice President - General Counsel of Samson Industrial Corporation.

                                  48
<PAGE>
<PAGE>
     Patrick M. Hall joined the Samson Companies in 1983 and was named
a  Vice President of  Dyco on  June 18,  1991.   Prior to  joining the
Samson Companies he was  a senior accountant with Peat  Marwick Main &
Co. in Tulsa.   He holds  a Bachelor of  Science degree in  accounting
from Oklahoma State  University and is a  Certified Public Accountant.
Mr. Hall is also a Director of Samson Natural Gas  Company and Geodyne
Resources,  Inc.  and  its   subsidiaries;  Senior  Vice  President  -
Controller and Director of  Samson Properties Incorporated; and Senior
Vice President -  Controller of Samson Production  Services Company, a
Division of Samson Natural Gas Company.

     Annabel  M. Jones  joined the  Samson Companies  in 1982  and was
named Secretary of Dyco on June 18, 1991.  Prior to joining the Samson
Companies  she served  as associate  general counsel  of the  Oklahoma
Securities  Commission.    She  holds Bachelor  of  Arts  in political
science and  Juris Doctorate degrees from the  University of Oklahoma.
Ms. Jones serves as Assistant  General Counsel - Corporate Affairs for
Samson Production Services  Company, a Division of  Samson Natural Gas
Company,  and is  also  Secretary of  Samson Properties  Incorporated,
Samson  Natural   Gas  Company,   Geodyne  Resources,  Inc.   and  its
subsidiaries,  and  Samson  Industrial   Corporation;  Vice-President,
Secretary, and  Director of  Samson Securities Company;  and Assistant
Secretary of Samson Investment Company.

     Judy F. Hughes  joined the Samson Companies in 1978 and was named
Treasurer  of Dyco  on June  18, 1991.   Prior  to joining  the Samson
Companies,  she  performed treasury  functions  with  Reading &  Bates
Corporation.  She attended the University of Tulsa and  also serves as
Treasurer  of Samson Natural Gas Company,  Geodyne Resources, Inc. and
its  subsidiaries,   and  Samson  Securities  Company   and  Assistant
Treasurer   of  Samson   Investment  Company  and   Samson  Industrial
Corporation.


ITEM 11.  EXECUTIVE COMPENSATION

     The  Programs are  limited partnerships  and, therefore,  have no
officers or  directors.  The  following table  summarizes the  amounts
paid  by the Programs as  compensation and reimbursements  to Dyco and
its affiliates for the three years ended December 31, 1995:  

                                  49
<PAGE>
<PAGE>
         Compensation/Reimbursement to Dyco and its affiliates
                  Three Years Ended December 31, 1995

Type of Compensation/Reimbursement(1)            Expense
-------------------------------------   -------------------------
                                         1995     1994     1993
                                        -------  -------  -------

1985-1 Program
--------------

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

  Reimbursements:
    General and Administrative, 
      Geological, and Engineering
      Expenses and Direct 
      Expenses(4)                       $42,840  $42,840  $42,429

1985-2 Program
--------------

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

  Reimbursements:
    General and Administrative,
      Geological, and Engineering
      Expenses and Direct
      Expenses(4)                       $40,272  $40,272  $39,882

----------

(1)  The authority for all  of such compensation and  reimbursement is
     the limited partnership agreements of the Programs.  With respect
     to  the  Operations activities  noted  in  the table,  management
     believes that such  compensation is  equal to or  less than  that
     charged by unaffiliated persons in  the same geographic areas and
     under the same conditions.
(2)  Affiliates  of the  Programs serve as  operator of  a significant
     portion  of  the  Programs' wells.    Dyco,  as  General Partner,
     contracts with  such affiliates for  services as operator  of the
     wells.   As operator, such  affiliates are   compensated at rates
     provided in the operating agreements in effect and charged to all
     parties to such  agreement.   The dollar amount  of such  compen-
     sation paid by the  Programs to such affiliates is  impossible to
     quantify as of the date of this Annual Report. 


                                  50
<PAGE>
<PAGE>
(3)  Premier, an affiliate  of the  Programs until  December 6,  1995,
     purchased a portion  of the  Programs' gas at  market prices  and
     resold  such gas at market prices directly to end-users and local
     distribution companies.   For the years  ended December 31, 1995,
     1994, and 1993,  the 1985-1 Program sold  $217,001, $332,912, and
     $408,469, respectively, of gas  to Premier.  For the  years ended
     December 31,  1995,  1994,  and  1993, the  1985-2  Program  sold
     $71,328, $97,973, and $116,929,  respectively, of gas to Premier.

(4)  The Programs reimburse Dyco and its affiliates for reasonable and
     necessary general and administrative, geological, and engineering
     expenses and  direct expenses  incurred in connection  with their
     management  and  operation  of  the  Programs.    The  directors,
     officers, and  employees of  Dyco and  its affiliates  receive no
     direct remuneration from the Programs  for their services to  the
     Programs.  See "Salary Reimbursement Table" below.  The allocable
     general and administrative,  geological, and engineering expenses
     are  apportioned  on a  reasonable  basis  between the  Programs'
     business and all other oil and natural gas activities of Dyco and
     its affiliates,  including  Dyco's management  and  operation  of
     affiliated oil and  gas limited partnerships.  The  allocation to
     the Programs of these costs is made by Dyco as General Partner.  


     As  noted  in  the  Compensation/Reimbursement Table  above,  the
directors,  officers,  and  employees  of Dyco  and  their  affiliates
receive no direct  remuneration from the Programs  for their services.
However, to the extent such services represent direct involvement with
the Programs, as opposed to general corporate functions, such persons'
salaries  are allocated  to  and reimbursed  by  the Programs.    Such
allocation  to the  Programs' general and  administrative, geological,
and engineering expenses  of the salaries of  directors, officers, and
employees  of Dyco  and its  affiliates is  based on  internal records
maintained  by  Dyco  and  its  affiliates,  and  represents  investor
relations, legal,  accounting, data processing, management,  and other
functions  directly attributable  to  the Programs'  operations.   The
following  table  indicates  the  approximate amount  of  general  and
administrative expense reimbursement  attributable to the  salaries of
the  directors, officers, and employees of Dyco and its affiliates for
the three years ended December 31, 1995:  

                                  51
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                      Salary Reimbursement

                              Three Years Ended December 31, 1995

                                         1985-1 Program
                                         --------------

                                                         Long Term Compensation
                                                     -------------------------------
                            Annual Compensation             Awards           Payouts
                         -------------------------   ---------------------   -------
                                                                   Securi-
                                            Other                   ties                 All
     Name                                   Annual   Restricted    Under-               Other
      and                                  Compen-     Stock       lying      LTIP     Compen-
   Principal             Salary     Bonus  sation     Award(s)    Options/   Payouts   sation
   Position       Year     ($)       ($)     ($)        ($)        SARs(#)     ($)       ($)
---------------   ----   -------   ------- -------   ----------   --------   -------   -------
<S>               <C>    <C>       <C>     <C>       <C>          <C>        <C>       <C>
C. Philip 
Tholen,
President,
Chief Executive
Officer<F1>       1993     -         -       -         -            -          -         -
                  1994     -         -       -         -            -          -         -
                  1995     -         -       -         -            -          -         -

All Executive
Officers, 
Directors,
and Employees
as a group<F2>    1993   $22,487     -       -         -            -          -         -
                  1994   $23,348     -       -         -            -          -         -
                  1995   $23,391     -       -         -            -          -         -

----------
<FN>
<F1>  The general  and administrative expenses  paid by the  1985-1 Program and  attributable to
      salary reimbursements  do not include any salary or other compensation attributable to Mr.
      Tholen.
<F2>  No officer or director of Dyco or its affiliates provides full-time services to the 1985-1
      Program and no  individual's salary  or other compensation  reimbursement from the  1985-1
      Program equals or exceeds $100,000 per annum.  
</FN>
</TABLE>
                                               52
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                         1985-2 Program
                                         --------------

                                                         Long Term Compensation
                                                     -------------------------------
                            Annual Compensation             Awards           Payouts
                         -------------------------   ---------------------   -------
                                                                   Securi-
                                            Other                   ties                 All
     Name                                   Annual   Restricted    Under-               Other
      and                                  Compen-     Stock       lying      LTIP     Compen-
   Principal             Salary     Bonus  sation     Award(s)    Options/   Payouts   sation
   Position       Year     ($)       ($)     ($)        ($)        SARs(#)     ($)       ($)
---------------   ----   -------   ------- -------   ----------   --------   -------   -------
<S>               <C>    <C>       <C>     <C>       <C>          <C>        <C>       <C>
C. Philip 
Tholen,
President,
Chief Executive
Officer<F1>       1993     -         -       -         -            -          -         -
                  1994     -         -       -         -            -          -         -
                  1995     -         -       -         -            -          -         -

All Executive
Officers, 
Directors,
and Employees
as a group<F2>    1993   $21,137     -       -         -            -          -         -
                  1994   $21,948     -       -         -            -          -         -
                  1995   $21,989     -       -         -            -          -         -

----------
<FN>
<F1> The general and  administrative expenses paid  by the 1985-2  Program and attributable  to
     salary reimbursements do not include any  salary or other compensation attributable to Mr.
     Tholen.
<F2> No officer or director of Dyco or its affiliates provides full-time services to the 1985-2
     Program and no  individual's salary or  other compensation  reimbursement from the  1985-2
     Program equals or exceeds $100,000 per annum.  
</FN>
</TABLE>
                                               53
<PAGE>
<PAGE>
     In  addition  to  the  compensation/reimbursements  noted  above,
during  the three years ended December 31,  1995, the Samson Companies
were in the  business of  supplying field and  drilling equipment  and
services to affiliated and unaffiliated parties in the industry.  Such
companies  may have provided equipment and services for wells in which
the  Programs have  an interest.   These  equipment and  services were
provided  at prices  or rates  equal  to or  less than  those normally
charged in  the same  or comparable  geographic  area by  unaffiliated
persons or companies dealing  at arm's length.  The operators of these
wells bill the  Programs for a  portion of such  costs based upon  the
Programs' interest in the well.


ITEM 12.  SECURITY   OWNERSHIP  OF   CERTAIN  BENEFICIAL   OWNERS  AND
          MANAGEMENT

     The  following table  provides information  as to  the beneficial
ownership  of  the Programs'  Units as  of  December 31, 1995  by each
beneficial owner of more than  5% of the issued and  outstanding Units
and  by the directors, officers, and affiliates  of Dyco.  The address
of  each of  such persons  is Samson  Plaza, Two  West Second  Street,
Tulsa, Oklahoma 74103.  


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

     1985-1 Program:
     --------------

       Samson Properties Incorporated      1,115.49  (26.9%)

       All directors, officers, and
         affiliates of Dyco as a group
         and Dyco (8 persons)              1,115.49  (26.9%)

     1985-2 Program:
     --------------

       Samson Properties Incorporated      1,234.55  (28.2%)

       All directors, officers, and
         affiliates of Dyco as a group
         and Dyco (8 persons)              1,234.55  (28.2%)


                                  54
<PAGE>
<PAGE>
     To the best  knowledge of the  Programs and Dyco,  there were  no
officers, directors,  or  5%  owners  who were  delinquent  filers  of
reports  required under section 16  of the Securities  Exchange Act of
1934.


ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

     Dyco  and certain  of  its  affiliates  engage  in  oil  and  gas
activities independently of the Programs which  result in conflicts of
interest  that  cannot  be  totally  eliminated.    The allocation  of
acquisition  and   drilling  opportunities  and  the   nature  of  the
compensation arrangements  between the  Programs and Dyco  also create
potential  conflicts of  interest.   Dyco  and  its affiliates  own  a
significant  amount  of  the  Programs' Units  and  therefore  have an
identity of interest with  other limited partners with respect  to the
operations of the Programs. 

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

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

     Affiliates of the Program are solely responsible for the negotia-
tion, administration, and enforcement of oil and  gas sales agreements
covering the  Programs' leasehold interests.   Until December 6, 1995,
Dyco had delegated the negotiation, administration, and enforcement of
its oil and gas sales agreements to Premier.  In addition to providing
such  administrative  services,  Premier  purchased   and  resold  gas
directly  to  end-users and  local  distribution  companies.   Because
affiliates of the  Program who  provide services to  the Program  have
fiduciary  or other duties to  other members of  the Samson Companies,
contract amendments and  negotiating positions taken by  them in their
effort  to  enforce  contracts  with  purchasers  may  not necessarily 

                                  55
<PAGE>
<PAGE>
represent  the  positions that  a  Program would  take  if it  were to
administer its own contracts without involvement with other members of
the Samson Companies.  On the other hand, management believes that the
Programs'  negotiating  strength and  contractual positions  have been
enhanced by virtue of its affiliation with the Samson Companies. 

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


                                PART IV


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

          (a)  Financial  Statements  and  Schedules.   The  following
     financial  statements  and  schedules  for  the  Programs  as  of
     December 31, 1995 and 1994  and for the years  ended December 31,
     1995, 1994, and 1993 are filed as part of this report.

          (1)  Financial Statements:
               Reports of Independent Accountants
               Balance Sheets
               Statements of Operations
               Statements of Partners' Capital
               Statements of Cash Flows
               Notes to Financial Statements

          (2)  Financial Statement Schedules:

               None

          All  other schedules  have been  omitted since  the required
     information is  presented in the  Financial Statements or  is not
     applicable.

          (b)  Reports on Form 8-K for the fourth quarter of 1995:

               None.

          (c)  Exhibits:

               4.1  Drilling Agreement  dated April  1, 1985  for Dyco
                    Oil and Gas Program 1985-1 by and between Dyco Oil
                    and   Gas   Program    1985-1,   Dyco    Petroleum
                    Corporation, and Jaye F. Dyer filed as Exhibit 4.1
                    to Annual  Report on Form 10-K for  the year ended
                    December 31, 1991  on April 8, 1992  and is hereby
                    incorporated by reference.

                                  56
<PAGE>
<PAGE>
               4.2  Program Agreement dated April 1, 1985 for Dyco Oil
                    and  Gas  Program  1985-1   by  and  between  Dyco
                    Petroleum Corporation and  the Participants  filed
                    as Exhibit 4.2 to  Annual Report on Form 10-K  for
                    the year ended December 31,  1991 on April 8, 1992
                    and is hereby incorporated by reference.

               4.3  Amendment to  Program Agreement for  Dyco Oil  and
                    Gas Program 1985-1 dated February 9, 1989 filed as
                    Exhibit 4.3  to Annual Report on Form 10-K for the
                    year ended December 31, 1991  on April 8, 1992 and
                    is hereby incorporated by reference.

               4.4  Certificate  of  Limited Partnership,  as amended,
                    for  Dyco  Oil  and  Gas  Program  1985-1  Limited
                    Partnership  filed as Exhibit 4.4 to Annual Report
                    on  Form 10-K for the year ended December 31, 1991
                    on  April 8,  1992 and  is hereby  incorporated by
                    reference.

               4.5  Drilling Agreement dated August  26, 1985 for Dyco
                    Oil and Gas Program 1985-2 by and between Dyco Oil
                    and   Gas   Program    1985-2,   Dyco    Petroleum
                    Corporation, and Jaye F. Dyer filed as Exhibit 4.5
                    to Annual  Report on Form 10-K for  the year ended
                    December 31, 1991  on April 8, 1992  and is hereby
                    incorporated by reference.

               4.6  Program Agreement  dated August 26,  1985 for Dyco
                    Oil  and Gas  Program 1985-2  by and  between Dyco
                    Petroleum Corporation and  the Participants  filed
                    as Exhibit 4.6 to  Annual Report on Form 10-K  for
                    the year ended December 31,  1991 on April 8, 1992
                    and is hereby incorporated by reference.

               4.7  Amendment to  Program Agreement for  Dyco Oil  and
                    Gas Program 1985-2 dated February 9, 1989 filed as
                    Exhibit 4.7  to Annual Report on Form 10-K for the
                    year ended December 31, 1991  on April 8, 1992 and
                    is hereby incorporated by reference.

               4.8  Certificate  of  Limited Partnership,  as amended,
                    for  Dyco  Oil  and  Gas  Program  1985-2  Limited
                    Partnership filed as  Exhibit 4.8 to Annual Report
                    on  Form 10-K for the year ended December 31, 1991
                    on  April 8,  1992 and  is hereby  incorporated by
                    reference.

                                     57
<PAGE>
<PAGE>
               27.1 Financial   Data   Schedule   containing   summary
                    financial information extracted  from the Dyco Oil
                    and  Gas  Program  1985-1   Limited  Partnership's
                    financial statements as  of December 31, 1995  and
                    for the year ended December 31, 1995.  
               27.2 Financial   Data   Schedule   containing   summary
                    financial  information extracted from the Dyco Oil
                    and  Gas  Program  1985-2   Limited  Partnership's
                    financial  statements as of  December 31, 1995 and
                    for the year ended December 31, 1995.  

               All other Exhibits are omitted as inapplicable.



                                  58
<PAGE>
<PAGE>
                              SIGNATURES

Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly organized.
                              DYCO OIL AND GAS PROGRAM 1985-1 
                              LIMITED PARTNERSHIP

                              By:  DYCO PETROLEUM CORPORATION
                                   General Partner
                                   February 20, 1996

                              By:  /s/C. Philip Tholen
                                   ------------------------------
                                   C. Philip Tholen
                                   Chief Executive Officer 
                                   and President

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

By:  /s/C. Philip Tholen    Chief Executive        Feb. 20, 1996
     -------------------    Officer, President,
        C. Philip Tholen    and Chairman of the
                            Board (Principal
                            Executive Officer)

     /s/Dennis R. Neill     Senior Vice            Feb. 20, 1996 
     -------------------    President and
        Dennis R. Neill     Director

     /s/Jack A. Canon       Senior Vice            Feb. 20, 1996
     -------------------    President - 
        Jack A. Canon       General Counsel
                            and Director

     /s/Patrick M. Hall     Senior Vice            Feb. 20, 1996
     -------------------    President - 
        Patrick M. Hall     Controller 
                            (Principal 
                            Accounting Officer)

     /s/Annabel M. Jones    Secretary              Feb. 20, 1996
     -------------------
        Annabel M. Jones

     /s/Judy F. Hughes      Treasurer              Feb. 20, 1996
     -------------------
        Judy F. Hughes


                                    59
<PAGE>
<PAGE>
                              SIGNATURES

Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly organized.
                              DYCO OIL AND GAS PROGRAM 1985-2 
                              LIMITED PARTNERSHIP

                              By:  DYCO PETROLEUM CORPORATION
                                   General Partner
                                   February 20, 1996

                              By:  /s/C. Philip Tholen
                                   ------------------------------
                                   C. Philip Tholen
                                   Chief Executive Officer 
                                   and President

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

By:  /s/C. Philip Tholen    Chief Executive        Feb. 20, 1996
     -------------------    Officer, President,
        C. Philip Tholen    and Chairman of the
                            Board (Principal
                            Executive Officer)

     /s/Dennis R. Neill     Senior Vice            Feb. 20, 1996 
     -------------------    President and
        Dennis R. Neill     Director

     /s/Jack A. Canon       Senior Vice            Feb. 20, 1996
     -------------------    President - 
        Jack A. Canon       General Counsel
                            and Director

     /s/Patrick M. Hall     Senior Vice            Feb. 20, 1996
     -------------------    President - 
        Patrick M. Hall     Controller 
                            (Principal 
                            Accounting Officer)

     /s/Annabel M. Jones    Secretary              Feb. 20, 1996
     -------------------
        Annabel M. Jones

     /s/Judy F. Hughes      Treasurer              Feb. 20, 1996
     -------------------
        Judy F. Hughes



                                  60
<PAGE>
<PAGE>
                           INDEX TO EXHIBITS


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

4.1       Drilling  Agreement dated April 1, 1985 for Dyco Oil and Gas
          Program 1985-1 by and between Dyco Oil and Gas Program 1985-
          1, Dyco Petroleum  Corporation, and  Jaye F.  Dyer filed  as
          Exhibit 4.1 to Annual Report on Form 10-K for the year ended
          December 31,   1991  on   April  8,   1992  and   is  hereby
          incorporated by reference.

4.2       Program Agreement dated April  1, 1985 for Dyco Oil  and Gas
          Program 1985-1 by and between Dyco Petroleum Corporation and
          the Participants  filed as  Exhibit 4.2 to Annual  Report on
          Form 10-K for the  year ended December 31, 1991  on April 8,
          1992 and is hereby incorporated by reference.

4.3       Amendment  to Program Agreement for Dyco Oil and Gas Program
          1985-1 dated February 9, 1989 filed as Exhibit 4.3 to Annual
          Report on Form 10-K for the  year ended December 31, 1991 on
          April 8, 1992 and is hereby incorporated by reference.

4.4       Certificate of Limited Partnership, as amended, for Dyco Oil
          and Gas  Program 1985-1 Limited Partnership  filed as Exhib-
          it 4.4  to  Annual Report  on Form 10-K  for the  year ended
          December 31, 1991  on April 8,  1992 and is  hereby incorpo-
          rated by reference.

4.5       Drilling Agreement  dated August 26,  1985 for Dyco  Oil and
          Gas Program 1985-2 by  and between Dyco Oil and  Gas Program
          1985-2, Dyco  Petroleum Corporation, and Jaye  F. Dyer filed
          as Exhibit 4.5  to Annual Report  on Form 10-K for  the year
          ended  December 31, 1991  on  April 8,  1992  and is  hereby
          incorporated by reference.

4.6       Program Agreement dated August 26, 1985 for Dyco Oil and Gas
          Program 1985-2 by and between Dyco Petroleum Corporation and
          the Participants  filed as  Exhibit 4.6 to Annual  Report on
          Form 10-K for the year ended  December 31, 1991 on April  8,
          1992 and is hereby incorporated by reference.

4.7       Amendment to Program Agreement for  Dyco Oil and Gas Program
          1985-2 Limited  Partnership dated February 9,  1989 filed as
          Exhibit 4.7 to Annual Report on Form 10-K for the year ended
          December 31,  1991 on April  8, 1992 and  is hereby incorpo-
          rated by reference.


                                  61
<PAGE>
<PAGE>
4.8       Certificate of Limited Partnership, as amended, for Dyco Oil
          and Gas  Program 1985-2 Limited Partnership  filed as Exhib-
          it 4.8  to Annual  Report on  Form 10-K  for the  year ended
          December 31, 1991 on  April 8, 1992  and is hereby  incorpo-
          rated by reference.

27.1      Financial   Data   Schedule  containing   summary  financial
          information  extracted from  the  Dyco Oil  and Gas  Program
          1985-1  Limited  Partnership's  financial  statements  as of
          December 31, 1995 and for  the year ended December 31, 1995.


27.2      Financial   Data   Schedule  containing   summary  financial
          information  extracted from  the  Dyco Oil  and Gas  Program
          1985-2  Limited  Partnership's  financial  statements  as of
          December 31, 1995 and for the year ended December 31, 1995. 


                                  62
<PAGE>