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, 2002

Commission File Number:  P-1:  0-17800; P-3:  0-18306;
P-4:  0-18308; P-5:  0-18637; P-6:  0-18937

      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
      -------------------------------------------------------------------
            (Exact name of Registrant as specified in its Articles)

            P-1: Texas                        P-1:  73-1330245
          P-3: Oklahoma                       P-3:  73-1336573
          P-4: Oklahoma                       P-4:  73-1341929
          P-5: Oklahoma                       P-5:  73-1353774
          P-6: Oklahoma                       P-6:  73-1357375
---------------------------------          ----------------------
(State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)              Identification No.)

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

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:
  Depositary 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.



                                      -1-
<PAGE>




                  Disclosure is not contained herein
          -----
            X     Disclosure is contained herein
          -----

      The Depositary Units are not publicly traded, therefore, Registrant cannot
compute the aggregate market value of the voting units held by non-affiliates of
the Registrant.

      Indicate by check mark whether the Registrant is an accelerated  filer (as
defined in Rule 12b-2 of the Act).

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



      DOCUMENTS INCORPORATED BY REFERENCE: None





                                      -2-
<PAGE>




                                  FORM 10-K
                               TABLE OF CONTENTS



PART I.......................................................................4
      ITEM 1.     BUSINESS...................................................4
      ITEM 2.     PROPERTIES................................................10
      ITEM 3.     LEGAL PROCEEDINGS.........................................21
      ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS.......21

PART II.....................................................................21
      ITEM 5.     MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS......21
      ITEM 6.     SELECTED FINANCIAL DATA...................................24
      ITEM 7.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS.......................30
      ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES
                  ABOUT MARKET RISK........................................ 47
      ITEM 8.     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...............47
      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 GENERAL PARTNER...47
      ITEM 11.    EXECUTIVE COMPENSATION....................................48
      ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
                  MANAGEMENT................................................55
      ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS............56

PART IV.....................................................................58
      ITEM 14.    controls and procedures...................................58
      item 15.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
                  ON FORM 8-K...............................................58

SIGNATURES..................................................................68

CERTIFICATIONS..............................................................69







                                      -3-
<PAGE>


                                    PART I.

ITEM 1.     BUSINESS

      General

      The Geodyne  Institutional/Pension  Energy Income P-1 Limited  Partnership
(the "P-1 Partnership") is a limited  partnership formed under the Texas Revised
Limited  Partnership  Act and the Geodyne  Institutional/Pension  Energy  Income
Limited Partnership P-3 (the "P-3 Partnership"),  Geodyne  Institutional/Pension
Energy  Income  Limited  Partnership  P-4  (the  "P-4   Partnership"),   Geodyne
Institutional/Pension   Energy  Income   Limited   Partnership   P-5  (the  "P-5
Partnership"),   and  Geodyne   Institutional/Pension   Energy  Income   Limited
Partnership P-6 (the "P-6  Partnership") are limited  partnerships  formed under
the  Oklahoma  Revised  Uniform  Limited  Partnership  Act  (collectively,   the
"Partnerships").  Each  Partnership  is  composed  of  Geodyne  Resources,  Inc.
("Geodyne"),   a  Delaware   corporation,   as  the  general  partner,   Geodyne
Institutional  Depository Company, a Delaware  corporation,  as the sole initial
limited  partner,  and public  investors as  substitute  limited  partners  (the
"Limited  Partners").  The  Partnerships  commenced  operations on the dates set
forth below:

                                   Date of
            Partnership          Activation
            -----------       -----------------

                P-1           October 25, 1988
                P-3           May 10, 1989
                P-4           November 21, 1989
                P-5           February 27, 1990
                P-6           September 5, 1990


      Immediately following  activation,  each Partnership invested as a general
partner in a separate  Oklahoma general  partnership which actually conducts the
Partnerships'  operations.  Geodyne  serves as managing  partner of such general
partnerships.  Unless the context  indicates  otherwise,  all  references to any
single Partnership or all of the Partnerships in this Annual Report on Form 10-K
("Annual  Report") are  references to the  Partnership  and its related  general
partnership,  collectively. In addition, unless the context indicates otherwise,
all references to the "General  Partner" in this Annual Report are references to
Geodyne as the general partner of the Partnerships,  and as the managing partner
of the related general partnerships.

      The  General  Partner  currently  serves as general  partner of 26 limited
partnerships,  including the Partnerships. The General Partner is a wholly-owned
subsidiary  of Samson  Investment  Company.  Samson  Investment  Company and its
various  corporate  subsidiaries,  including the General  Partner  (collectively
"Samson"), are primarily engaged in the production and



                                      -4-
<PAGE>



development of and  exploration for oil and gas reserves and the acquisition and
operation of producing properties.  At December 31, 2002, Samson owned interests
in  approximately  12,000  oil and gas wells  located in 18 states of the United
States and the countries of Canada, Venezuela, and Russia. At December 31, 2002,
Samson  operated  approximately  3,000 oil and gas wells located in 14 states of
the United States, as well as Canada, Venezuela, and Russia.

      The  Partnerships  are  currently  engaged in the  business  of owning net
profits  and  royalty  interests  in  oil  and  gas  properties  located  in the
continental  United States.  Most of the net profits  interests  acquired by the
Partnerships have been carved out of working  interests in producing  properties
("Working  Interests")  which were acquired by affiliated oil and gas investment
programs  (the  "Affiliated  Programs").   Net  profits  interests  entitle  the
Partnerships to a share of net revenues from producing  properties measured by a
specific  percentage of the net profits realized by such Affiliated  Programs on
those   properties.   Except  where  otherwise  noted,   references  to  certain
operational  activities of the  Partnerships  are actually the activities of the
Affiliated  Programs.  As the holder of a net profits interest, a Partnership is
not liable to pay any amount by which oil and gas  operating  costs and expenses
exceed revenues for any period, although any deficit, together with interest, is
applied to reduce the amounts payable to the Partnership in subsequent  periods.
As used throughout this Annual Report, the Partnerships' net profits and royalty
interests  in oil and gas sales will be  referred  to as "Net  Profits"  and the
Partnerships'  net profits and royalty  interests in oil and gas properties will
be collectively referred to as "Net Profits Interests."

      In order to  prudently  manage the  properties  which are  burdened by the
Partnerships'  Net  Profits  Interests,  it  may  be  appropriate  for  drilling
operations  to be  conducted on such  properties.  Since the  Partnerships'  Net
Profits are calculated  after  considering  such costs,  the  Partnerships  also
indirectly engage in development drilling.

      As limited partnerships,  the Partnerships have no officers, directors, or
employees. They rely instead on the personnel of the General Partner and Samson.
As of February  15,  2003,  Samson  employed  approximately  1,100  persons.  No
employees  are  covered by  collective  bargaining  agreements,  and  management
believes  that  Samson  provides a sound  employee  relations  environment.  For
information  regarding the executive officers of the General Partner,  see "Item
10. Directors and Executive Officers of the General Partner."




                                      -5-
<PAGE>



      The General Partner's and the Partnerships' 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 (888) 436-3963 [(888) GEODYNE].

      Pursuant to the terms of the partnership  agreements for the  Partnerships
(the "Partnership  Agreements"),  the Partnerships are scheduled to terminate on
December 31, 2005. However, the Partnership  Agreements provide that the General
Partner may extend the term of each  Partnership  for up to five  periods of two
years each. The General  Partner has not yet  determined  whether it will extend
the terms of any of the Partnerships.


      Funding

      Although the partnership  agreement for each Partnership (the "Partnership
Agreement")  permits  each  Partnership  to  incur  borrowings,  operations  and
expenses  are  currently  funded out of  revenues  from each  Partnership's  Net
Profits  Interests.  The General  Partner may,  but is not required to,  advance
funds to a Partnership  for the same purposes for which  Partnership  borrowings
are authorized.


      Principal Products Produced and Services Rendered

      The  Partnerships'  sole  business  is the  holding of certain Net Profits
Interests.  The  Partnerships  do not refine or otherwise  process crude oil and
condensate. The Partnerships do not hold any patents,  trademarks,  licenses, or
concessions and are not a party to any government  contracts.  The  Partnerships
have no backlog of orders and do not  participate  in research  and  development
activities.  The  Partnerships  are  not  presently  encountering  shortages  of
oilfield tubular goods, compressors, production material, or other equipment.


      Competition and Marketing

      The primary source of liquidity and Partnership cash  distributions  comes
from the net revenues  generated  from the sale of oil and gas produced from the
Partnerships'  oil and gas  properties.  The  level of net  revenues  is  highly
dependent  upon the total  volumes  of oil and  natural  gas  sold.  Oil and gas
reserves are depleting assets and will experience production declines over time,
thereby likely  resulting in reduced net revenues.  The level of net revenues is
also highly  dependent  upon the prices  received  for oil and gas sales,  which
prices have historically been very volatile and may continue to be so.

   Additionally,  lower  oil and  natural  gas  prices  may reduce the amount of
oil and gas that is economic to produce and reduce the



                                      -6-
<PAGE>



Partnerships'  revenues and cash flow.  Various factors beyond the Partnerships'
control will affect prices for oil and natural gas, such as:

      *  Worldwide and domestic supplies of oil and natural gas;
      *  The ability of the members of the  Organization of Petroleum  Exporting
         Countries ( OPEC ) to agree upon and maintain oil prices and production
         quotas;
      *  Political  instability  or armed conflict in  oil-producing  regions or
         around major shipping areas;
      *  The level of consumer demand and overall economic activity;
      *  The competitiveness of alternative fuels;
      *  Weather conditions;
      *  The availability of pipelines for transportation; and
      *  Domestic and foreign government regulations and taxes.

      Recently,  while economic factors have been relatively unfavorable for oil
and natural gas demand, oil prices have benefited from the political uncertainty
associated  with the increase in terrorist  activities in parts of the world. In
the last few years, natural gas prices have varied significantly, from very high
prices in late 2000 and early  2001,  to low prices in late 2001 and early 2002,
to rising prices in the later part of 2002 and early 2003.  The high natural gas
prices were  associated  with cold  winter  weather  and  decreased  supply from
reduced  capital  investment  for  new  drilling,  while  the  low  prices  were
associated  with warm winter  weather and reduced  economic  activity.  The more
recent  increase  in  prices is the  result of  increased  demand  from  weather
patterns,  the  pricing  effect of  relatively  high oil prices,  and  increased
concern  about  the  ability  of the  industry  to meet any  longer-term  demand
increases based upon current drilling activity.

      It is not  possible to predict the future  direction of oil or natural gas
prices or whether the above  discussed  trends  will  remain.  Operating  costs,
including General and Administrative  Expenses, may not decline over time or may
experience  only a gradual  decline,  thus  adversely  affecting net revenues as
either  production  or oil and natural  gas prices  decline.  In any  particular
period, net revenues may also be affected by either the receipt of proceeds from
property  sales  or the  incursion  of  additional  costs  as a  result  of well
workovers, recompletions, new well drilling, and other events.


      Significant Customers

      The following  customers  accounted for ten percent or more of the oil and
gas sales  attributable to the  Partnerships'  Net Profits  Interests during the
year ended December 31, 2002:



                                      -7-
<PAGE>




   Partnership               Customer                       Percentage
   -----------       -----------------------------          ----------

       P-1           El Paso Energy Marketing
                       Company ("El Paso")                     17.5%


       P-3           El Paso                                   17.4%


       P-4           Eaglwing Trading, Inc.                    23.3%
                     Valero Industrial Gas LP                  20.3%
                     Conoco, Inc.                              15.7%
                     El Paso                                   11.9%


       P-5           El Paso                                   59.2%
                     ONEOK Field Services Company              12.0%

       P-6           El Paso                                   28.0%
                     Duke Energy Field
                       Services, Inc.                          18.0%

      In the  event  of  interruption  of  purchases  by one or  more  of  these
significant  customers or the cessation or material  change in  availability  of
open  access  transportation  by pipeline  transporters,  the  Partnerships  may
encounter  difficulty in marketing gas and in maintaining historic sales levels.
Management  does  not  expect  any of  its  open  access  transporters  to  seek
authorization to terminate their transportation  services.  Even if the services
were  terminated,  management  believes  that  alternatives  would be  available
whereby the Partnerships would be able to continue to market their gas.

      The  Partnerships'  principal  customers  for  crude  oil  production  are
refiners and other companies  which have pipeline  facilities near the producing
properties in which the  Partnerships  own Net Profits  Interests.  In the event
pipeline  facilities are not conveniently  available to production areas,  crude
oil is usually trucked by purchasers to storage facilities.


      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



                                      -8-
<PAGE>



the  extent  that  certain  regulations  limit oil and gas  production  to below
economic levels.

      Regulation  of Sales and  Transportation  of Oil and Gas -- Sales of crude
oil and  condensate  are made at  market  prices  and are not  subject  to price
controls.  The sale of gas may be  subject  to both  federal  and state laws and
regulations. The provisions of these laws and regulations are complex and affect
all who produce,  resell,  transport, or purchase gas. Although virtually all of
the natural gas production  affecting the  Partnerships  is not subject to price
regulation,  other  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
Partnerships' Net Profits and projections of future Net Profits.

      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  - Oil and gas  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,   may  decrease  the   Partnerships'   Net  Profits.   Management
anticipates  that  various  local,  state,  and  federal  environmental  control
agencies will have an increasing impact on oil and gas operations.


      Insurance Coverage

      Exploration for and production of oil and gas are subject to many inherent
risks,  including  blowouts,   pollution,   fires,  and  other  casualties.  The
Partnerships  maintain  insurance  coverage as is  customary  for  entities of a
similar  size  engaged  in  similar  operations,   but  losses  can  occur  from
uninsurable  risks or in amounts in excess of existing  insurance  coverage.  In
particular,  many types of pollution and contamination can exist,  undiscovered,
for long periods of time and can result in substantial environmental liabilities
which are not insured.  The occurrence of an event which is not fully covered by
insurance could have a material  adverse effect on the  Partnerships'  financial
condition and results of operations in that it could negatively  impact the cash
flow received from the Net Profits Interests.



                                      -9-
<PAGE>




ITEM 2.     PROPERTIES

      Well Statistics

      The following table sets forth the number of productive wells in which the
Partnerships had a Net Profits Interest as of December 31, 2002.

                  P/ship              Number of Wells(1)
                  ------         ----------------------------
                                 Total         Oil        Gas
                                 -----         ---        ---

                   P-1            786          648        138
                   P-3            827          669        158
                   P-4            187           89         98
                   P-5             70           20         50
                   P-6            122           34         88

---------------
(1)   The  designation  of a well  as an oil  well  or gas  well  is made by the
      General  Partner 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.


      Drilling Activities

      During the year ended  December  31,  2002,  the  Partnerships  indirectly
participated (through their Net Profits Interests) in the developmental drilling
activities described below.

                                                Revenue
P/ship      Well Name         County     St.    Interest   Type    Status
------   ---------------      ---------  ---    --------   ----   ---------

P-1      Hixson #2-9          Ellis       OK    .0096       Gas   Producing
         Brown L-3            Beaver      OK    .0025       Gas   Producing
         Brown L-4            Beaver      OK    .0025       Oil   Producing
         Estes, Kay #7        Edwards     TX    .0046       Gas   Producing
         Miers, W.A. #16      Sutton      TX    .0002       Gas   Producing
         Hill, Wess #11       Sutton      TX    .0360       Gas   Producing

P-3      Hixson #2-9          Ellis       OK    .0149       Gas   Producing
         Brown L-3            Beaver      OK    .0031       Gas   Producing
         Brown L-4            Beaver      OK    .0031       Oil   Producing
         Estes, Kay #7        Edwards     TX    .0057       Gas   Producing
         Miers, W.A. #16      Sutton      TX    .0003       Gas   Producing
         Hill, Wess #11       Sutton      TX    .0454       Gas   Producing
         Duke #1-B            San Juan    NM      (1)       Gas   Producing
         Senter #1-C          San Juan    NM    .0002       Gas   Producing
         Southern
           Union #1-C         San Juan    NM    .0007       Gas   Producing



                                      -10-
<PAGE>



         Southern
           Union #1-B         San Juan    NM    .0007       Gas   Producing

 P-4     Hachar D.D.
           #40                Webb        TX    .0035       Gas   Producing
         BMT #16              Webb        TX    .0023       Gas   Producing
         Duke #1-B            San Juan    NM      (1)       Gas   Producing
         Senter #1-C          San Juan    NM    .0004       Gas   Producing
         Southern
           Union #1-C         San Juan    NM    .0013       Gas   Producing
         Southern
           Union #1-B         San Juan    NM    .0013       Gas   Producing

 P-5     Loving 1
           State #3           Eddy        NM    .0058       Gas   Producing
         Sugg 1894 #2         Irion       TX    .0003       Gas   Producing
         Ellie Mae #1-16      Stephens    OK    .0130       Gas   Producing

 P-6     Loving 1
           State #3           Eddy        NM    .0063       Gas   Producing
         Sugg 1894 #2         Irion       TX    .0003       Gas   Producing
         Ellie Mae #1-16      Stephens    OK    .0045       Gas   Producing

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

(1)   The  owner  of  the  working   interests   from  which  the  P-3  and  P-4
      Partnerships' Net Profits Interests were carved elected to not participate
      in the  drilling  of the Duke #1B Well  located  in San Juan  County,  New
      Mexico.  If the well  reaches  payout  under  the  terms of its  operating
      agreement,  the P-3 and P-4  Partnerships  will have revenue  interests of
      approximately .0034 and .0061, respectively, in this well.


      Oil and Gas Production, Revenue, and Price History

      The following tables set forth certain historical  information  concerning
the  oil  (including   condensates)  and  gas  production  attributable  to  the
Partnerships' Net Profits Interests,  revenues  attributable to such production,
and certain price information.





                                      -11-
<PAGE>




                              Net Production Data

                                P-1 Partnership
                                ---------------

                                             Year Ended December 31,
                                    ----------------------------------------
                                       2002           2001           2000
                                    ----------     ----------     ----------

   Production:
      Oil (Bbls)                        20,652         23,073         17,814
      Gas (Mcf)                        286,109        290,969        304,477

   Oil and gas sales(1):
      Oil                           $  490,488     $  558,898     $  497,691
      Gas                              767,070      1,052,513      1,011,219
                                     ---------      ---------      ---------
         Total                      $1,257,558     $1,611,411     $1,508,910
                                     =========      =========      =========
   Average sales price:
      Per barrel of oil                 $23.75         $24.22         $27.94
      Per Mcf of gas                      2.68           3.62           3.32

----------
(1)   These   amounts   differ  from  the  Net  Profits   included  in  the  P-1
      Partnership's  financial statements because they do not reflect the offset
      of $264,289, $315,902, and $258,325,  respectively, of production expenses
      incurred by the Affiliated Programs.



                                      -12-
<PAGE>





                              Net Production Data

                                P-3 Partnership
                                ---------------

                                             Year Ended December 31,
                                    ----------------------------------------
                                       2002           2001           2000
                                    ----------     ----------     ----------

   Production:
      Oil (Bbls)                        26,541         29,759         23,146
      Gas (Mcf)                        433,484        447,621        460,861

   Oil and gas sales(1):
      Oil                           $  630,058     $  721,740     $  646,749
      Gas                            1,190,447      1,653,444      1,566,811
                                     ---------      ---------      ---------
         Total                      $1,820,505     $2,375,184     $2,213,560
                                     =========      =========      =========
   Average sales price:
      Per barrel of oil                 $23.74         $24.25         $27.94
      Per Mcf of gas                      2.75           3.69           3.40

----------
(1)   These   amounts   differ  from  the  Net  Profits   included  in  the  P-3
      Partnership's  financial statements because they do not reflect the offset
      of $409,030, $488,607, and $402,262,  respectively, of production expenses
      incurred by the Affiliated Programs.



                                      -13-
<PAGE>



                              Net Production Data

                                P-4 Partnership
                                ---------------

                                             Year Ended December 31,
                                    ----------------------------------------
                                       2002           2001           2000
                                    ----------     ----------     ----------

   Production:
      Oil (Bbls)                        26,054         38,934         23,482
      Gas (Mcf)                        444,617        388,416        339,221

   Oil and gas sales(1):
      Oil                           $  630,272     $  960,023     $  684,104
      Gas                            1,257,617      1,669,588      1,331,225
                                     ---------      ---------      ---------
         Total                      $1,887,889     $2,629,611     $2,015,329
                                     =========      =========      =========
   Average sales price:
      Per barrel of oil                 $24.19         $24.66         $29.13
      Per Mcf of gas                      2.83           4.30           3.92

----------
(1)   These   amounts   differ  from  the  Net  Profits   included  in  the  P-4
      Partnership's  financial statements because they do not reflect the offset
      of $455,891, $487,414, and $419,053,  respectively, of production expenses
      incurred by the Affiliated Programs.



                                      -14-
<PAGE>



                              Net Production Data

                                P-5 Partnership
                                ---------------

                                             Year Ended December 31,
                                    ----------------------------------------
                                       2002           2001           2000
                                    ----------     ----------     ----------

   Production:
      Oil (Bbls)                         6,223          4,781          5,827
      Gas (Mcf)                        386,565        438,194        495,141

   Oil and gas sales(1):
      Oil                           $  150,253     $  122,654     $  170,821
      Gas                            1,102,856      1,925,638      1,741,689
                                     ---------      ---------      ---------
         Total                      $1,253,109     $2,048,292     $1,912,510
                                     =========      =========      =========
   Average sales price:
      Per barrel of oil                 $24.14         $25.65         $29.32
      Per Mcf of gas                      2.85           4.39           3.52

----------
(1)   These   amounts   differ  from  the  Net  Profits   included  in  the  P-5
      Partnership's  financial statements because they do not reflect the offset
      of $367,327, $405,549, and $478,767,  respectively, of production expenses
      incurred by the Affiliated Programs.




                                      -15-
<PAGE>



                              Net Production Data

                                P-6 Partnership
                                ---------------

                                             Year Ended December 31,
                                    ----------------------------------------
                                       2002           2001           2000
                                    ----------     ----------     ----------

   Production:
      Oil (Bbls)                        15,089         13,190         14,022
      Gas (Mcf)                        636,758        678,969        809,428

   Oil and gas sales(1):
      Oil                           $  355,875     $  330,103     $  394,656
      Gas                            1,840,127      2,687,675      2,934,211
                                     ---------      ---------      ---------
         Total                      $2,196,002     $3,017,778     $3,328,867
                                     =========      =========      =========
   Average sales price:
      Per barrel of oil                 $23.59         $25.03         $28.15
      Per Mcf of gas                      2.89           3.96           3.63

----------
(1)   These   amounts   differ  from  the  Net  Profits   included  in  the  P-6
      Partnership's  financial statements because they do not reflect the offset
      of $719,751, $735,303, and $860,708,  respectively, of production expenses
      incurred by the Affiliated Programs.





                                      -16-
<PAGE>



      Proved Reserves and Net Present Value

      The following table sets forth each Partnership's estimated proved oil and
gas reserves and net present value  therefrom as of December 31, 2002 which were
attributable  to the  Partnerships'  Net  Profits  Interests.  The  schedule  of
quantities of proved oil and gas reserves was prepared by the General Partner in
accordance with the rules  prescribed by the Securities and Exchange  Commission
(the "SEC").  Certain  reserve  information was reviewed by Ryder Scott Company,
L.P.  ("Ryder  Scott"),  an  independent  petroleum  engineering  firm.  As used
throughout  this Annual  Report,  "proved  reserves"  refers to those  estimated
quantities of crude oil, gas, and gas liquids which  geological and  engineering
data  demonstrate  with  reasonable  certainty to be recoverable in future years
from  known  oil  and gas  reservoirs  under  existing  economic  and  operating
conditions.

      Net present  value  represents  estimated  future gross cash flow from the
production and sale of proved reserves,  net of estimated oil and gas production
costs (including production taxes, ad valorem taxes, and operating expenses) and
estimated  future  development  costs,  discounted at 10% per annum. Net present
value  attributable to the  Partnerships'  proved reserves was calculated on the
basis of current  costs and prices at December  31,  2002.  Such prices were not
escalated  except in  certain  circumstances  where  escalations  were fixed and
readily determinable in accordance with applicable contract provisions.  Oil and
gas  prices at  December  31,  2002  were  higher  than the  prices in effect on
December 31, 2001.  This increase in oil and gas prices has caused the estimates
of remaining economically  recoverable reserves, as well as the values placed on
said reserves,  at December 31, 2002 to be higher than such estimates and values
at December  31,  2001.  The prices used in  calculating  the net present  value
attributable to the  Partnerships'  proved  reserves do not necessarily  reflect
market prices for oil and gas production  subsequent to December 31, 2002. There
can be no assurance that the prices used in calculating the net present value of
the Partnerships' proved reserves at December 31, 2002 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 these  reserve
estimates represent the most accurate assessment  possible,  the significance of
the  subjective  decisions  required and variances in available data for various
reservoirs make these



                                      -17-
<PAGE>



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, 2002(1)

P-1 Partnership:
---------------
   Estimated proved reserves:
      Gas (Mcf)                                                 1,732,980
      Oil and liquids (Bbls)                                      160,338

   Net present value (discounted at 10% per annum)             $5,642,679


P-3 Partnership:
---------------
   Estimated proved reserves:
      Gas (Mcf)                                                 2,901,481
      Oil and liquids (Bbls)                                      216,687

   Net present value (discounted at 10% per annum)             $8,815,258


P-4 Partnership:
---------------
   Estimated proved reserves:
      Gas (Mcf)                                                 2,008,648
      Oil and liquids (Bbls)                                       29,515

   Net present value (discounted at 10% per annum)             $5,421,152


P-5 Partnership:
---------------
   Estimated proved reserves:
      Gas (Mcf)                                                 2,206,895
      Oil and liquids (Bbls)                                       44,787

   Net present value (discounted at 10% per annum)             $5,458,958


P-6 Partnership:
---------------
   Estimated proved reserves:
      Gas (Mcf)                                                 3,923,928
      Oil and liquids (Bbls)                                      114,215

   Net present value (discounted at 10% per annum)             $9,389,940

---------



                                      -18-
<PAGE>



(1)   Includes certain gas balancing adjustments which cause the gas volumes and
      net present values to differ from the reserve  reports which were prepared
      by the General Partner and reviewed by Ryder Scott.

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


Significant Properties

      The   following   table  sets  forth  the  number  and   percent  of  each
Partnership's  total wells which are operated by affiliates of the  Partnerships
as of December 31, 2002:

                                    Operated Wells
                            -------------------------------
                             Partnership  Number   Percent
                             -----------  ------   -------
                                 P-1        30        1%
                                 P-3        51        2%
                                 P-4        21        8%
                                 P-5        85       40%
                                 P-6       124       46%

      The following  table sets forth certain well and reserve  information  for
the basins in which the  Partnerships  own a  significant  amount of Net Profits
Interests.  The table contains the following  information  for each  significant
basin:  (i) the number of wells in which a Net Profits  Interest is owned,  (ii)
the number and  percentage of wells  operated by the  Partnership's  affiliates,
(iii) estimated proved oil reserves, (iv) estimated proved gas reserves, and (v)
the present  value  (discounted  at 10% per annum) of estimated  future net cash
flow.

      The Anadarko Basin is located in western Oklahoma and the Texas panhandle,
while the Gulf Coast Basin is located in southern Louisiana and southeast Texas.
The Permian Basin is located in west Texas and southeast New Mexico.



                                      -19-
<PAGE>





                 Significant Properties as of December 31, 2002
                 -----------------------------------------------

                                Wells
                             Operated by
                             Affiliates      Oil         Gas
                   Total     -----------   Reserves    Reserves       Present
Basin              Wells     Number %(1)    (Bbl)       (Mcf)          Value
-------------      -----     ------ ----   --------    ---------    ----------
P-1 P/ship:
  Permian          1,979        2      -   151,419      814,402    $3,360,421
  Anadarko            70       23     33%    3,979      876,194     2,161,421

P-3 P/ship:
  Permian          1,979        2      -   190,858    1,030,411    $4,245,308
  Anadarko            70       23     33%    6,252    1,358,225     3,296,695
  South. Ok.
   Folded Belt        26       21     81%   12,780      355,965       974,938

P-4 P/ship:
  Gulf Coast         111        5      5%   21,531      769,857    $2,651,956
  Anadarko            45       14     31%    3,713      909,770     2,145,754

P-5 P/ship:
  Anadarko            83       26     31%    4,460    1,391,988    $3,338,333
  South. Ok.
   Folded Belt        22        -      -    23,093      405,737     1,097,266
  Permian             33        29    88%   17,234      356,775       825,943

P-6 P/ship:
  Anadarko            82       26     32%    2,983     1,397,376   $3,406,406
  Gulf Coast          16        5     31%    9,564       743,007    1,748,427
  East Texas           4        3     75%    2,743       799,204    1,591,215
  South. Ok.
   Folded Belt        35       13     37%   74,097       239,205    1,226,754
  Permian             34       29     85%   18,146       445,357    1,048,093

-------------------------------
(1)   Percent of the  Partnership's  total wells in the basin which are operated
      by affiliates of the Partnership.

      Following is a description of those oil and gas properties whose revisions
in the estimated  proved  reserves  (based on  equivalent  barrels of oil) as of
December 31, 2002,  as compared to December 31, 2001,  were  significant  to the
Partnerships.

      The P-4 Partnership's  estimated proved reserves  decreased 22,047 barrels
of oil equivalent in the Mahaffey No. 3 well located in Jefferson  Davis Parish,
Louisiana  from  December  31, 2001 to December  31,  2002.  This  decrease  was
primarily due to the full depletion of gas reserves on this well.



                                      -20-
<PAGE>



      The P-6 Partnership's  estimated proved reserves  increased 44,957 barrels
of oil  equivalent  in the Karon  Unit  located in Live Oak  County,  Texas from
December 31, 2001 to December 31, 2002.  This  increase was  primarily  due to a
revised forecast in reserves due to actual production experience.


      Title to Oil and Gas Properties

      Management believes that the Partnerships have satisfactory title to their
Net Profits  Interests.  Record  title to all of the  properties  subject to the
Partnerships'  Net  Profits  Interests  is held by either  the  Partnerships  or
Geodyne Nominee Corporation, an affiliate of the General Partner.

      Title to the  Partnerships'  Net Profits Interests 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 Partnerships'  Net Profits  Interests  therein or materially  interfere with
their use in the operation of the Partnerships' business.


ITEM 3.     LEGAL PROCEEDINGS

      To the knowledge of the General  Partner,  neither the General Partner nor
the Partnerships or their properties are subject to any litigation,  the results
of which  would  have a  material  effect on the  Partnerships'  or the  General
Partner's financial condition or operations.


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

      There were no matters  submitted to a vote of the Limited  Partners of any
Partnership during 2002.


                                    PART II.

ITEM 5.     MARKET FOR UNITS AND RELATED LIMITED PARTNER MATTERS

      As of March 1, 2003, the number of Units  outstanding  and the approximate
number of Limited Partners of record in the Partnerships were as follows:



                                      -21-
<PAGE>




                                Number of         Limited
              Partnership         Units           Partners
              -----------       ---------         --------

                 P-1             108,074              736
                 P-3             169,637            1,259
                 P-4             126,306              849
                 P-5             118,449              928
                 P-6             143,041              711


      Units were initially sold for a price of $100. The Units are not traded on
any exchange and there is no public trading market for them. The General Partner
is aware of certain transfers of Units between unrelated parties,  some of which
are facilitated by secondary trading firms and matching  services.  In addition,
as further described below, the General Partner is aware of certain "4.9% tender
offers" which have been made for the Units.  The General  Partner  believes that
the transfers between unrelated parties have been limited and sporadic in number
and volume. Other than trades facilitated by certain secondary trading firms and
matching  services,  no  organized  trading  market for Units exists and none is
expected  to  develop.  Due to the  nature of these  transactions,  the  General
Partner has no verifiable  information regarding prices at which Units have been
transferred.  Further,  a transferee may not become a substitute Limited Partner
without the consent of the General Partner.

      Pursuant to the terms of the Partnership  Agreements,  the General Partner
is obligated to annually issue a repurchase  offer based on the estimated future
net revenues from the Partnerships'  reserves and is calculated  pursuant to the
terms of the  Partnership  Agreements.  Such  repurchase  offer is  recalculated
monthly in order to reflect  cash  distributions  to the  Limited  Partners  and
extraordinary  events.  The  following  table sets forth the  General  Partner's
repurchase  offer per Unit as of the  periods  indicated.  For  purposes of this
Annual  Report,  a  Unit  represents  an  initial  subscription  of  $100  to  a
Partnership.


                            Repurchase Offer Prices
                            -----------------------

                       2001                        2002                 2003
            -------------------------     -------------------------     ----
            1st    2nd    3rd    4th      1st     2nd    3rd   4th      1st
P/ship      Qtr.   Qtr.   Qtr.   Qtr.     Qtr.    Qtr.   Qtr.  Qtr.     Qtr.
------      ----   ----   ----   ----     ----    ----   ----  ----     ----

 P-1        $17    $13    $23    $21      $20     $19    $23   $21      $19
 P-3         17     14     23     21       19      19     22    20       18
 P-4         10      6     22     19       16      14     22    19       17
 P-5         11      4     17     14       13      12     17    16       15
 P-6         15      8     26     23       21      20     24    22       21



                                      -22-
<PAGE>




      In addition to this repurchase  offer,  some of the Partnerships have been
subject to "4.9% tender offers" from several third parties.  The General Partner
does not know the terms of these  offers or the prices  received  by the Limited
Partners who accepted these offers.


      Cash Distributions

      Cash  distributions  are primarily  dependent  upon a  Partnership's  cash
receipts  from  its  Net  Profits   Interests  and  cash   requirements  of  the
Partnership.  Distributable cash is determined by the General Partner at the end
of each calendar  quarter and distributed to the Limited Partners within 45 days
after the end of the quarter.  Distributions are restricted to cash on hand less
amounts  required  to be  retained  out of such cash as  determined  in the sole
judgment of the General  Partner to pay costs,  expenses,  or other  Partnership
obligations whether accrued or anticipated to accrue. In certain instances,  the
General  Partner may not distribute the full amount of cash receipts which might
otherwise be available  for  distribution  in an effort to equalize or stabilize
the amounts of quarterly  distributions.  Any available  amounts not distributed
are  invested  and the  interest  or income  thereon is for the  accounts of the
Limited Partners.

      The  following  is a summary  of cash  distributions  paid to the  Limited
Partners during 2001 and 2002 and the first quarter of 2003:

                              Cash Distributions
                              ------------------

                                  2001
            -----------------------------------------------
              1st           2nd          3rd          4th
   P/ship   Quarter       Quarter    Quarter        Quarter
   ------   -------       -------    -------        -------
    P-1      $2.60         $3.41        $3.57        $2.02
    P-3       2.42          3.06         3.29         2.06
    P-4       3.35          4.65         3.49         3.22
    P-5       3.60          6.37         4.38         2.50
    P-6       4.79          6.76         5.11         3.57




                                      -23-
<PAGE>




                              2002                                 2003
            -----------------------------------------------       -------
              1st           2nd          3rd          4th           1st
   P/ship   Quarter       Quarter    Quarter        Quarter       Quarter
   ------   -------       -------    -------        -------       -------
    P-1      $1.64         $ .69        $1.35        $1.53         $2.04
    P-3       1.52           .63         1.20         1.37          1.80
    P-4       3.20          1.43         1.74         2.48          1.81
    P-5       1.16           .89         1.25         1.31          1.15
    P-6       1.23          1.47         1.89         1.79          1.16


ITEM 6.     SELECTED FINANCIAL DATA

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




                                      -24-
<PAGE>

<TABLE>
<CAPTION>


                                                 Selected Financial Data

                                                     P-1 Partnership
                                                     ---------------

                                    2002          2001           2000            1999            1998
                                ------------  ------------   ------------    ------------    ------------

<S>                             <C>           <C>            <C>             <C>              <C>
Net Profits                      $  993,269    $1,295,509     $1,250,585      $  802,539       $  694,919
Net Income:
   Limited Partners                 686,720       899,400        945,012         443,201         760,585
   General Partner                   87,636       115,696        116,609          65,862          60,539
   Total                            774,356     1,015,096      1,061,621         509,063         821,124
Limited Partners' Net
   Income per Unit                     6.35          8.32           8.74            4.10            7.04
Limited Partners' Cash
   Distributions per Unit              5.21         11.60           7.92            4.32           13.59
Total Assets                      1,230,892     1,090,742      1,457,182       1,354,470       1,372,787
Partners' Capital (Deficit)
   Limited Partners               1,292,019     1,168,299      1,521,899       1,431,887       1,455,686
   General Partner              (    61,127)  (    77,557)   (    64,717)    (    77,417)    (    82,899)
Number of Units
   Outstanding                      108,074       108,074        108,074         108,074         108,074

</TABLE>


<PAGE>
                                      -25-
<PAGE>

<TABLE>
<CAPTION>


                                                 Selected Financial Data

                                                     P-3 Partnership
                                                     ---------------

                                    2002          2001           2000            1999            1998
                                ------------  ------------   ------------    ------------    ------------

<S>                             <C>           <C>            <C>             <C>              <C>

Net Profits                      $1,411,475    $1,886,577     $1,811,298      $1,155,814       $  997,464
Net Income:
   Limited Partners                 949,607     1,277,744      1,356,720         635,523       1,009,546
   General Partner                  122,969       167,610        152,174          45,011          66,787
   Total                          1,072,576     1,445,354      1,508,894         680,534       1,076,333
Limited Partners' Net
   Income per Unit                     5.60          7.53           8.00            3.75            5.95
Limited Partners' Cash
   Distributions per
   Unit                                4.72         10.83           7.36            4.17           11.60
Total Assets                      1,889,346     1,719,156      2,265,592       2,131,160       2,183,351
Partners' Capital
   (Deficit)
   Limited Partners               1,940,940     1,793,333      2,352,589       2,244,869       2,316,346
   General Partner              (    51,594)  (    74,177)   (    86,997)    (   113,709)     (  132,995)
Number of Units
   Outstanding                      169,637       169,637        169,637         169,637         169,637

</TABLE>


                                      -26-
<PAGE>

<TABLE>
<CAPTION>

                                                 Selected Financial Data

                                                     P-4 Partnership
                                                     ---------------

                                    2002          2001           2000            1999            1998
                                ------------  ------------   ------------    ------------    ------------

<S>                             <C>           <C>            <C>             <C>              <C>

Net Profits                      $1,431,998    $2,142,197     $1,596,276      $  746,854      $  734,526
Net Income:
   Limited Partners                 878,439     1,560,544      1,187,175         367,583         357,206
   General Partner                  124,069       196,368        143,717          36,289          27,697
   Total                          1,002,508     1,756,912      1,330,892         403,872         384,903
Limited Partners' Net
   Income per Unit                     6.95         12.36           9.40            2.91            2.83
Limited Partners' Cash
   Distributions per Unit              8.85         14.71           6.60            3.54            6.19
Total Assets                      1,176,251     1,401,980      1,716,358       1,337,559       1,403,444
Partners' Capital (Deficit)
   Limited Partners               1,234,038     1,473,599      1,771,055       1,417,880       1,497,297
   General Partner              (    57,787)  (    71,619)   (    54,697)    (    80,321)     (   93,853)
Number of Units
   Outstanding                      126,306       126,306        126,306         126,306         126,306

</TABLE>


                                      -27-
<PAGE>

<TABLE>
<CAPTION>
                                                 Selected Financial Data

                                                     P-5 Partnership
                                                     ---------------


                                    2002          2001           2000            1999            1998
                                ------------  ------------   ------------    ------------    ------------

<S>                             <C>           <C>            <C>             <C>              <C>

Net Profits                      $  885,782     $1,642,743    $1,433,743      $  856,442       $  827,076
Net Income:
   Limited Partners                 607,695      1,351,070     1,184,263         519,222          710,547
   General Partner                   36,219         75,627        64,906          34,149           48,790
   Total                            643,914      1,426,697     1,249,169         553,371          759,337
Limited Partners' Net
   Income per Unit                     5.13          11.41         10.00            4.38             6.00
Limited Partners' Cash
   Distributions per Unit              4.61          16.85          7.64            4.66             9.04
Total Assets                        930,874        863,504     1,522,340       1,235,321        1,257,489
Partners' Capital (Deficit)
   Limited Partners               1,000,987        938,292     1,583,222       1,303,959        1,336,737
   General Partner              (    70,113)   (    74,788)  (    60,882)    (    68,638)     (    79,248)
Number of Units
   Outstanding                      118,449        118,449       118,449         118,449          118,449

</TABLE>



                                      -28-
<PAGE>

<TABLE>
<CAPTION>
                                                 Selected Financial Data

                                                     P-6 Partnership
                                                     ---------------

                                    2002          2001           2000            1999            1998
                                ------------  ------------   ------------    ------------    ------------

<S>                             <C>           <C>            <C>             <C>              <C>
Net Profits                      $1,476,251    $2,282,475     $2,468,159      $1,340,784       $1,240,100
Net Income:
   Limited Partners                 999,684     1,833,293      1,897,956        796,190           739,792
   General Partner                  129,102       130,157        112,363         55,301            56,121
   Total                          1,128,786     1,963,450      2,010,319        851,491           795,913
Limited Partners' Net
   Income per Unit                     6.99         12.82          13.27           5.57              5.17
Limited Partners' Cash
   Distributions per Unit              6.38         20.23          11.17           7.10              9.29
Total Assets                      1,660,818     1,552,953      2,625,065      2,314,214         2,511,782
Partners' Capital (Deficit)
   Limited Partners               1,728,547     1,640,863      2,700,570      2,400,614         2,618,424
   General Partner              (    67,729)  (    87,910)   (    75,505)    (   86,400)      (   106,642)
   Outstanding                      143,041       143,041        143,041        143,041           143,041

</TABLE>


                                      -29-
<PAGE>




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


      Use of Forward-Looking Statements and Estimates

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

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


      General Discussion

      The following  general  discussion  should be read in conjunction with the
analysis  of  results  of  operations  provided  below.  The  primary  source of
liquidity  and  Partnership  cash  distributions  comes  from  the net  revenues
generated from the sale of oil and gas produced from the  Partnerships'  oil and
gas  properties.  The level of net revenues is highly  dependent upon the prices
received  for oil and gas  sales,  which  prices  have  historically  been  very
volatile  and may  continue  to be so.  Additionally,  lower oil and natural gas
prices  may reduce the  amount of oil and gas that is  economic  to produce  and
reduce the  Partnerships'  revenues and cash flow.  Various  factors  beyond the
Partnerships' control will affect prices for oil and natural gas, such as:



                                      -30-
<PAGE>



      *  Worldwide and domestic supplies of oil and natural gas;
      *  The ability of the members of the  Organization of Petroleum  Exporting
         Countries ( OPEC ) to agree upon and maintain oil prices and production
         quotas;
      *  Political  instability  or armed conflict in  oil-producing  regions or
         around major shipping areas;
      *  The level of  consumer  demand and overall economic activity;
      *  The competitiveness of alternative fuels;
      *  Weather  conditions;
      *  The availability of pipelines for  transportation;  and
      *  Domestic and foreign government regulations and taxes.

      Recently,  while economic factors have been relatively unfavorable for oil
and natural gas demand, oil prices have benefited from the political uncertainty
associated  with the increase in terrorist  activities in parts of the world. In
the last few years, natural gas prices have varied significantly, from very high
prices in late 2000 and early  2001,  to low prices in late 2001 and early 2002,
to rising prices in the later part of 2002 and early 2003.  The high natural gas
prices were  associated  with cold  winter  weather  and  decreased  supply from
reduced  capital  investment  for  new  drilling,  while  the  low  prices  were
associated  with warm winter  weather and reduced  economic  activity.  The more
recent  increase  in  prices is the  result of  increased  demand  from  weather
patterns,  the  pricing  effect of  relatively  high oil prices,  and  increased
concern  about  the  ability  of the  industry  to meet any  longer-term  demand
increases based upon current drilling activity.

      It is not  possible to predict the future  direction of oil or natural gas
prices or whether the above  discussed  trends  will  remain.  Operating  costs,
including General and Administrative  Expenses, may not decline over time or may
experience  only a gradual  decline,  thus  adversely  affecting net revenues as
either  production  or oil and natural  gas prices  decline.  In any  particular
period, net revenues may also be affected by either the receipt of proceeds from
property  sales  or the  incursion  of  additional  costs  as a  result  of well
workovers, recompletions, new well drilling, and other events.

      In addition to pricing, the level of net revenues is also highly dependent
upon the total  volumes of oil and natural gas sold.  Oil and gas  reserves  are
depleting  assets and will  experience  production  declines over time,  thereby
likely  resulting  in  reduced  net  revenues.  Despite  this  general  trend of
declining production,  several factors can cause the volumes of oil and gas sold
to  increase  or decrease at an even  greater  rate over a given  period.  These
factors include, but are not limited to, (i) geophysical  conditions which cause
an acceleration of the decline in production,  (ii) the shutting in of wells (or
the  opening  of  previously  shut-in  wells)  due to low oil  and  gas  prices,
mechanical difficulties,  loss of a market or transportation,  or performance of
workovers, recompletions, or



                                      -31-
<PAGE>



other  operations  in the well,  (iii) prior period volume  adjustments  (either
positive or negative)  made by  purchasers  of the  production,  (iv)  ownership
adjustments in accordance with  agreements  governing the operation or ownership
of the well (such as  adjustments  that occur at payout),  and (v) completion of
enhanced recovery projects which increase production for the well. Many of these
factors are very  significant  as related to a single well or as related to many
wells over a short  period of time.  However,  due to the large  number of wells
owned by the Partnerships,  these factors are generally not material as compared
to the normal decline in production experienced on all remaining wells.


      Results of Operations

      An  analysis  of the  change  in net oil and gas  operations  (oil and gas
sales, less lease operating  expenses and production taxes), is presented in the
tables following "Results of Operations" under the heading "Average Proceeds and
Units of Production."  Following is a discussion of each Partnerships results of
operations  for the year ended  December  31, 2002 as compared to the year ended
December  31, 2001 and for the year ended  December  31, 2001 as compared to the
year ended December 31, 2000.





                                      -32-
<PAGE>



                                P-1 Partnership
                                ---------------

                     Year Ended December 31, 2002 Compared
                        to Year Ended December 31, 2001
                    --------------------------------------

      Total Net Profits decreased  $302,240 (23.3%) in 2002 as compared to 2001.
Of this  decrease,  approximately  (i) $268,000 was related to a decrease in the
average  price of gas sold and (ii) $59,000 was related to a decrease in volumes
of  oil  sold.   These  decreases  were  partially  offset  by  an  increase  of
approximately  $52,000 related to a decrease in production expenses.  Volumes of
oil and gas sold decreased 2,421 barrels and 4,860 Mcf, respectively, in 2002 as
compared  to 2001.  The  decrease  in volumes of oil sold was  primarily  due to
normal declines in production. The decrease in production expenses was primarily
due to (i) workover  expenses  incurred on several  wells during 2001 and (ii) a
decrease in production  taxes associated with the decrease in oil and gas sales.
Average  oil and gas  prices  decreased  to $23.75 per barrel and $2.68 per Mcf,
respectively, in 2002 from $24.22 per barrel and $3.62 per Mcf, respectively, in
2001.

      Depletion of Net Profits  Interests  decreased  $53,312 (31.6%) in 2002 as
compared to 2001.  This  decrease was  primarily  due to (i) several wells being
fully  depleted  in  2001  due to  lack of  remaining  economically  recoverable
reserves and (ii) the  decreases in volumes of oil and gas sold. As a percentage
of Net Profits, this expense decreased to 11.6% in 2002 from 13.0% in 2001. This
percentage decrease was primarily due to the dollar decrease in Depletion of Net
Profits Interests.

      General and  administrative  expenses  increased  $3,789 (2.7%) in 2002 as
compared to 2001. As a percentage of Net Profits,  these  expenses  increased to
14.4% in 2002 from 10.7% in 2001. This percentage  increase was primarily due to
the decrease in Net Profits.

      Cumulative cash distributions to the Limited Partners through December 31,
2002 were $14,620,558 or 135.28% of Limited Partners' capital contributions.


                     Year Ended December 31, 2001 Compared
                        to Year Ended December 31, 2000
                    --------------------------------------

      Total Net Profits increased $44,924 (3.6%) in 2001 as compared to 2000. Of
this increase,  approximately (i) $147,000 was related to an increase in volumes
of oil sold and (ii) $86,000 was related to an increase in the average  price of
gas sold.  These increases were partially  offset by decreases of  approximately
(i) $86,000 related to a decrease in the average



                                      -33-
<PAGE>



price of oil sold, (ii) $57,000  related to an increase in production  expenses,
and (iii) $45,000  related to a decrease in volumes of gas sold.  Volumes of oil
sold increased 5,259 barrels,  while volumes of gas sold decreased 13,508 Mcf in
2001 as compared to 2000.  The increase in volumes of oil sold was primarily due
to an increase  in  production  on one  significant  well due to the  successful
workover of that well during early 2001. The increase in production expenses was
primarily due to (i) workover expenses incurred on several wells during 2001 and
(ii) an increase in production taxes associated with the increase in oil and gas
sales. Average oil prices decreased to $24.22 per barrel in 2001 from $27.94 per
barrel in 2000. Average gas prices increased to $3.62 per Mcf in 2001 from $3.32
per Mcf in 2000.

      Depletion of Net Profits  Interests  increased  $40,700 (31.8%) in 2001 as
compared to 2000.  This  increase was primarily due to several wells being fully
depleted in 2001 due to the lack of remaining economically recoverable reserves.
This  increase was  partially  offset by upward  revisions  in the  estimates of
remaining  gas reserves at December 31,  2001.  As a percentage  of Net Profits,
this  expense  increased  to 13.0% in 2001 from 10.2% in 2000.  This  percentage
increase was  primarily  due to the dollar  increase in Depletion of Net Profits
Interests.

      General and  administrative  expenses  increased  $9,442 (7.3%) in 2001 as
compared to 2000. As a percentage of Net Profits,  these  expenses  increased to
10.7% in 2001 from 10.4% in 2000.



                                P-3 Partnership
                                ---------------

                     Year Ended December 31, 2002 Compared
                        to Year Ended December 31, 2001
                    --------------------------------------

      Total Net Profits decreased  $475,102 (25.2%) in 2002 as compared to 2001.
Of this  decrease,  approximately  (i) $411,000 was related to a decrease in the
average  price of gas sold and (ii)  $78,000  and  $52,000,  respectively,  were
related  to  decreases  in  volumes of oil and gas sold.  These  decreases  were
partially offset by an increase of  approximately  $80,000 related to a decrease
in production expenses.  Volumes of oil and gas sold decreased 3,218 barrels and
14,137 Mcf,  respectively,  in 2002 as compared to 2001. The decrease in volumes
of oil sold was primarily due to normal declines in production.  The decrease in
production  expenses  was  primarily  due to (i) workover  expenses  incurred on
several  wells during 2001 and (ii) a decrease in  production  taxes  associated
with the decrease in oil and gas sales.  Average oil and gas prices decreased to
$23.74  per  barrel  and $2.75 per Mcf,  respectively,  in 2002 from  $24.25 per
barrel and $3.69 per Mcf, respectively, in 2001.



                                      -34-
<PAGE>



      Depletion of Net Profits  Interests  decreased  $95,076 (34.9%) in 2002 as
compared to 2001.  This  decrease was  primarily  due to (i) several wells being
fully  depleted in 2001 due to the lack of  remaining  economically  recoverable
reserves and (ii) the  decreases in volumes of oil and gas sold. As a percentage
of Net Profits, this expense decreased to 12.6% in 2002 from 14.4% in 2001. This
percentage decrease was primarily due to the dollar decrease in Depletion of Net
Profits Interests.

      General and  administrative  expenses  increased  $4,517 (2.2%) in 2002 as
compared to 2001. As a percentage of Net Profits,  these  expenses  increased to
15.0% in 2002 from 11.0% in 2001. This percentage  increase was primarily due to
the decrease in Net Profits.

      Cumulative cash distributions to the Limited Partners through December 31,
2002 were $20,354,401 or 119.99% of Limited Partners' capital contributions.


                     Year Ended December 31, 2001 Compared
                        to Year Ended December 31, 2000
                    --------------------------------------

      Total Net Profits increased $75,279 (4.2%) in 2001 as compared to 2000. Of
this increase,  approximately (i) $185,000 was related to an increase in volumes
of oil sold and (ii) $131,000 was related to an increase in the average price of
gas sold.  These increases were partially  offset by decreases of  approximately
(i)  $110,000  related  to a decrease  in the  average  price of oil sold,  (ii)
$86,000 related to an increase in production expenses, and (iii) $45,000 related
to a  decrease  in  volumes of gas sold.  Volumes  of oil sold  increased  6,613
barrels,  while volumes of gas sold decreased  13,240 Mcf in 2001 as compared to
2000.  The increase in volumes of oil sold was  primarily  due to an increase in
production on one significant  well due to the successful  workover of that well
during early 2001. The increase in production  expenses was primarily due to (i)
workover  expenses incurred on several wells during 2001 and (ii) an increase in
production taxes associated with the increase in oil and gas sales.  Average oil
prices  decreased  to $24.25 per barrel in 2001 from  $27.94 per barrel in 2000.
Average  gas  prices  increased  to $3.69 per Mcf in 2001 from  $3.40 per Mcf in
2000.

      Depletion of Net Profits  Interests  increased  $80,729 (42.1%) in 2001 as
compared to 2000.  This  increase was primarily due to several wells being fully
depleted in 2001 due to the lack of remaining economically recoverable reserves.
This  increase was  partially  offset by upward  revisions  in the  estimates of
remaining  gas reserves at December 31,  2001.  As a percentage  of Net Profits,
this expense increased to 14.4% in 2001 from 10.6%



                                      -35-
<PAGE>



in  2000.  This  percentage  increase  was primarily due  to the dollar increase
in Depletion of Net Profits Interests.

      General and  administrative  expenses  increased  $4,551 (2.3%) in 2001 as
compared to 2000. As a percentage of Net Profits,  these  expenses  decreased to
11.0% in 2001 from 11.2% in 2000.


                                P-4 Partnership
                                ---------------

                     Year Ended December 31, 2002 Compared
                        to Year Ended December 31, 2001
                    --------------------------------------

      Total Net Profits decreased  $710,199 (33.2%) in 2002 as compared to 2001.
Of this  decrease,  approximately  (i) $654,000 was related to a decrease in the
average price of gas sold and (ii) $318,000 was related to a decrease in volumes
of  oil  sold.   These  decreases  were  partially  offset  by  an  increase  of
approximately $242,000 related to an increase in volumes of gas sold. Volumes of
oil sold decreased  12,880 barrels,  while volumes of gas sold increased  56,201
Mcf in 2002 as  compared  to  2001.  The  decrease  in  volumes  of oil sold was
primarily  due  to  (i)  normal  declines  in  production  and  (ii)  production
difficulties on one significant well during 2002. The increase in volumes of gas
sold was primarily due to (i) positive prior period gas balancing adjustments on
two  significant  wells  during  2002,  (ii) an  increase in  production  on one
significant  well due to the  workover of that well during late 2001,  and (iii)
the P-4  Partnership  receiving  an  increased  percentage  of sales on  another
significant  well  during  2002  due  to gas  balancing.  These  increases  were
partially  offset by (i) normal declines in production and (ii) depletion of all
gas reserves on one significant  well during 2002. As of the date of this Annual
Report,  management does not expect the gas balancing adjustment to continue for
the  foreseeable  future.  Average  oil and gas prices  decreased  to $24.19 per
barrel and $2.83 per Mcf, respectively, in 2002 from $24.66 per barrel and $4.30
per Mcf, respectively, in 2001.

      Depletion of Net Profits  Interests  increased  $21,228  (8.6%) in 2002 as
compared to 2001.  This increase was primarily due to (i) downward  revisions in
the  estimates of  remaining  oil reserves at December 31, 2002 and (ii) several
other  wells  being  fully  depleted  in  2002  due to  the  lack  of  remaining
economically  recoverable reserves. These increases were partially offset by two
significant  wells  being fully  depleted  in 2001 due to the lack of  remaining
economically  recoverable reserves. As a percentage of Net Profits, this expense
increased  to 18.8% in 2002 from 11.5% in 2001.  This  percentage  increase  was
primarily due to the decreases in the average prices of oil and gas sold.





                                      -36-
<PAGE>



     General and  administrative  expenses  increased  $2,168  (1.4%) in 2002 as
compared to 2001. As a percentage of Net Profits,  these  expenses  increased to
11.1% in 2002 from 7.3% in 2001. This  percentage  increase was primarily due to
the decrease in Net Profits.

      Cumulative cash distributions to the Limited Partners through December 31,
2002 were $16,444,945 or 130.20% of Limited Partners' capital contributions.


                     Year Ended December 31, 2001 Compared
                        to Year Ended December 31, 2000
                    --------------------------------------

      Total Net Profits increased  $545,921 (34.2%) in 2001 as compared to 2000.
Of this increase,  approximately (i) $450,000 and $193,000,  respectively,  were
related  to  increases  in  volumes  of oil and gas sold and (ii)  $145,000  was
related to an increase in the average price of gas sold.  These  increases  were
partially  offset by  decreases  of  approximately  (i)  $174,000  related  to a
decrease  in the  average  price  of oil sold and  (ii)  $68,000  related  to an
increase in production  expenses.  Volumes of oil and gas sold increased  15,452
barrels and 49,195 Mcf, respectively,  in 2001 as compared to 2000. The increase
in volumes of oil sold was  primarily  due to  increased  production  on several
wells  due to the  successful  recompletion  of those  wells  during  2001.  The
increase  in  volumes  of gas  sold  was  primarily  due to (i)  the  successful
completion  of a new well  during  mid 2000 and  (ii)  increased  production  on
several  wells due to the  successful  recompletion  of those wells during 2001.
These  increases were  partially  offset by normal  declines in production.  The
increase in  production  expenses was  primarily due to (i) an increase in lease
operating expenses  associated with the increases in volumes of oil and gas sold
and (ii) an increase in production taxes associated with the increase in oil and
gas sales.  These increases were partially offset by workover  expenses incurred
on several wells during 2000.  Average oil prices decreased to $24.66 per barrel
in 2001 from $29.13 per barrel in 2000.  Average gas prices  increased  to $4.30
per Mcf in 2001 from $3.92 per Mcf in 2000.

      Depletion of Net Profits Interests  increased  $115,496 (87.6%) in 2001 as
compared to 2000. This increase was primarily due to (i) two  significant  wells
being  fully  depleted  in  2001  due  to the  lack  of  remaining  economically
recoverable  reserves,  (ii) the  increases in volumes of oil and gas sold,  and
(iii) two other  significant wells being  substantially  depleted in 2001. These
increases  were  partially  offset  by  upward  revisions  in the  estimates  of
remaining  oil reserves at December 31,  2001.  As a percentage  of Net Profits,
this  expense  increased  to 11.5% in 2001  from 8.3% in 2000.  This  percentage
increase was  primarily  due to the dollar  increase in Depletion of Net Profits
Interests.




                                      -37-
<PAGE>




      General and  administrative  expenses  increased  $5,312 (3.5%) in 2001 as
compared to 2000. As a percentage of Net Profits,  these  expenses  decreased to
7.3% in 2001 from 9.5% in 2000.  This  percentage  decrease was primarily due to
the increase in Net Profits.


                                P-5 Partnership
                                ---------------


                     Year Ended December 31, 2002 Compared
                        to Year Ended December 31, 2001
                    --------------------------------------

      Total Net Profits decreased  $756,961 (46.1%) in 2002 as compared to 2001.
Of this  decrease,  approximately  (i) $596,000 was related to a decrease in the
average price of gas sold and (ii) $227,000 was related to a decrease in volumes
of gas sold.  Volumes of oil sold increased 1,442 barrels,  while volumes of gas
sold  decreased  51,629 Mcf in 2002 as compared to 2001. The increase in volumes
of  oil  sold  was  primarily  due  to  (i) an  increase  in  production  on one
significant well due to the successful recompletion of that well during mid 2002
and (ii)  positive  prior period  volume  adjustments  on two other wells during
2002.  The  decrease  in  volumes  of gas sold was  primarily  due to (i) normal
declines in production and (ii) the shutting-in of one  significant  well due to
production  difficulties  during  2002.  As of the date of this  Annual  Report,
management does not expect the shut-in well to return to production. Average oil
and gas prices  decreased to $24.14 per barrel and $2.85 per Mcf,  respectively,
in 2002 from $25.65 per barrel and $4.39 per Mcf, respectively, in 2001.

      Depletion of Net Profits  Interests  decreased  $24,086 (18.9%) in 2002 as
compared to 2001.  This decrease was primarily due to (i) one  significant  well
being  fully  depleted  in  2001  due  to the  lack  of  remaining  economically
recoverable  reserves  and (ii) the  decrease  in  volumes  of gas  sold.  These
decreases were partially offset by two significant wells being fully depleted in
2002  due to the  lack of  remaining  economically  recoverable  reserves.  As a
percentage of Net Profits,  this expense increased to 11.7% in 2002 from 7.7% in
2001. This percentage increase was primarily due to the decreases in the average
prices of oil and gas sold.

      General and  administrative  expenses  increased  $2,040 (1.4%) in 2002 as
compared to 2001. As a percentage of Net Profits,  these  expenses  increased to
16.9% in 2002 from 9.0% in 2001. This  percentage  increase was primarily due to
the decrease in Net Profits.

      Cumulative cash distributions to the Limited Partners through December 31,
2002 were $11,423,759 or 96.44% of Limited Partners' capital contributions.



                                      -38-
<PAGE>





                     Year Ended December 31, 2001 Compared
                        to Year Ended December 31, 2000
                    --------------------------------------

      Total Net Profits increased  $209,000 (14.6%) in 2001 as compared to 2000.
Of this increase,  approximately  (i) $384,000 was related to an increase in the
average  price of gas sold  and  (ii)  $73,000  was  related  to a  decrease  in
production  expenses.  These  increases  were  partially  offset by decreases of
approximately  $31,000  and  $200,000,  respectively,  related to  decreases  in
volumes of oil and gas sold. Volumes of oil and gas sold decreased 1,046 barrels
and 56,947  Mcf,  respectively,  in 2001 as compared  to 2000.  The  decrease in
volumes of oil sold was  primarily  due to normal  declines in  production.  The
decrease  in volumes of gas sold was  primarily  due to (i) normal  declines  in
production and (ii) a positive prior period volume adjustment on one significant
well  during  2000.  These  decreases  were  partially  offset by an increase in
production on one  significant  well due to the successful  recompletion of that
well during 2000. The decrease in production expenses was primarily due to (i) a
decrease in lease operating expenses associated with the decreases in volumes of
oil and gas sold, (ii) workover expenses incurred on one significant well during
2000 and (iii) negative prior period lease operating expense adjustments made by
the  operator  on two  significant  wells  during  2000.  These  decreases  were
partially offset by an increase in production taxes associated with the increase
in oil and gas sales.  Average oil prices decreased to $25.65 per barrel in 2001
from $29.32 per barrel in 2000. Average gas prices increased to $4.39 per Mcf in
2001 from $3.52 per Mcf in 2000.

      Depletion of Net Profits  Interests  increased  $15,898 (14.3%) in 2001 as
compared to 2000. This increase was primarily due to one significant  well being
fully  depleted in 2001 due to the lack of  remaining  economically  recoverable
reserves.  This increase was partially offset by (i) the decreases in volumes of
oil and gas sold and (ii) upward revisions in the estimates of remaining oil and
gas reserves at December 31, 2001. As a percentage of Net Profits,  this expense
decreased to 7.7% in 2001 from 7.8% in 2000.

      General and  administrative  expenses  increased  $5,930 (4.2%) in 2001 as
compared to 2000. As a percentage of Net Profits,  these  expenses  decreased to
9.0% in 2001 from 9.9% in 2000.



                                      -39-
<PAGE>




                                P-6 Partnership
                                ---------------


                     Year Ended December 31, 2002 Compared
                        to Year Ended December 31, 2001
                    --------------------------------------

      Total Net Profits decreased  $806,224 (35.3%) in 2002 as compared to 2001.
Of this  decrease,  approximately  (i) $680,000 was related to a decrease in the
average price of gas sold and (ii) $167,000 was related to a decrease in volumes
of gas sold.  Volumes of oil sold increased 1,899 barrels,  while volumes of gas
sold  decreased  42,211 Mcf in 2002 as compared to 2001. The increase in volumes
of  oil  sold  was  primarily  due  to  (i) an  increase  in  production  on one
significant  well due to the  successful  workover of that well during late 2001
and early 2002 and (ii) an increase in  production on another  significant  well
due to the successful  recompletion  of that well during late 2002. The decrease
in volumes of gas sold was  primarily  due to (i) normal  declines in production
and (ii) the shutting-in of one significant well due to production  difficulties
during 2002.  These  decreases  were partially  offset by the P-6  Partnership's
receipt of a reduced percentage of sales on another significant well during 2001
due to gas balancing. As of the date of this Annual Report,  management does not
expect the  shut-in  well to return to  production.  Average  oil and gas prices
decreased  to $23.59 per barrel  and $2.89 per Mcf,  respectively,  in 2002 from
$25.03 per barrel and $3.96 per Mcf, respectively, in 2001.

      Depletion of Net Profits  Interests  decreased  $36,468 (16.6%) in 2002 as
compared to 2001.  This  decrease was  primarily  due to (i) several wells being
fully  depleted in 2001 due to the lack of  remaining  economically  recoverable
reserves  and (ii) upward  revisions in the  estimates of remaining  oil and gas
reserves at December 31, 2002.  These decreases were partially offset by several
wells being fully  depleted  in 2002 due to the lack of  remaining  economically
recoverable  reserves. As a percentage of Net Profits, this expense increased to
12.4% in 2002 from 9.6% in 2001. This  percentage  increase was primarily due to
the decreases in the average prices of oil and gas sold.

      General and  administrative  expenses  increased  $2,308 (1.3%) in 2002 as
compared 2001. As a percentage of Net Profits, these expenses increased to 12.0%
in 2002 from 7.7% in 2001.  This  percentage  increase was  primarily due to the
decrease in Net Profits.

      Cumulative cash distributions to the Limited Partners through December 31,
2002 were $16,195,248 or 113.22% of Limited Partners' capital contribution.




                                      -40-
<PAGE>




                     Year Ended December 31, 2001 Compared
                        to Year Ended December 31, 2000
                    --------------------------------------

      Total Net Profits  decreased  $185,684 (7.5%) in 2001 as compared to 2000.
Of this decrease, approximately $23,000 and $473,000, respectively, were related
to  decreases  in  volumes  of oil and gas sold and  approximately  $41,000  was
related to a decrease in the average  price of oil sold.  These  decreases  were
partially offset by increases of  approximately  $226,000 related to an increase
in the  average  price  of gas  sold  and  $125,000  related  to a  decrease  in
production  expenses.  Volumes of oil and gas sold  decreased  832  barrels  and
130,459  Mcf,  respectively,  during 2001 as compared to 2000.  The  decrease in
volumes of gas sold was  primarily  due to (i) the P-6  Partnership  receiving a
reduced  percentage of sales on one significant  well during 2001 as compared to
2000 due to gas balancing and (ii) normal declines in production. As of the date
of this Annual  Report,  management  expects  the gas  balancing  adjustment  to
continue for the  foreseeable  future,  thereby  continuing  to  contribute to a
decrease in volumes of gas  produced  for the P-6  Partnership.  The decrease in
production  expenses  was  primarily  due to (i) a negative  prior  period lease
operating expense adjustment made by the operator on one significant well during
2001 and (ii) a positive prior period lease operating expense adjustment made by
the  operator  on another  significant  well  during  2000.  Average  oil prices
decreased  to $25.03 per barrel in 2001 from $28.15 per barrel in 2000.  Average
gas prices increased to $3.96 per Mcf in 2001 from $3.63 per Mcf in 2000.

      Depletion of Net Profits Interests  decreased  $114,343 (34.2%) in 2001 as
compared to 2000. This decrease was primarily due to (i) two  significant  wells
being  fully  depleted  in  2000  due  to the  lack  of  remaining  economically
recoverable reserves and (ii) upward revisions in the estimates of remaining gas
reserves at December 31,  2001.  As a  percentage  of Net Profits,  this expense
decreased  to 9.6% in 2001 from  13.5% in 2000.  This  percentage  decrease  was
primarily due to the dollar decrease in Depletion of Net Profits Interests.

      General and  administrative  expenses  increased  $3,911 (2.3%) in 2001 as
compared to 2000. As a percentage of Net Profits,  these  expenses  increased to
7.7% in 2001 from 6.9% in 2000.  This  percentage  increase was primarily due to
the decrease in Net Profits.




                                      -41-
<PAGE>




      Average Proceeds and Units of Production

      The  following  tables  are  comparisons  of  the  annual  barrel  of  oil
equivalent  (one barrel of oil or six Mcf of gas) and the average  proceeds (oil
and gas sales less lease operating  expenses and production  taxes) received per
barrel of oil equivalent  attributable to the  Partnerships' Net Profits for the
years ended December 31, 2002, 2001, and 2000.

                             2002 Compared to 2001
                             ---------------------

                    Barrel of Oil                   Average Proceeds per
                      Equivalent                   Barrel of Oil Equivalent
              -----------------------------       --------------------------
   P/ship      2002      2001      % Change        2002     2001    % Change
   ------     -------   -------    --------       ------   ------   --------

    P-1        68,337    71,568       ( 5%)       $14.53   $18.10      (20%)
    P-3        98,788   104,363       ( 5%)        14.29    18.08      (21%)
    P-4       100,157   103,670       ( 3%)        14.30    20.66      (31%)
    P-5        70,651    77,813       ( 9%)        12.54    21.11      (41%)
    P-6       121,215   126,352       ( 4%)        12.18    18.06      (33%)


                             2001 Compared to 2000
                             ---------------------

                    Barrel of Oil                   Average Proceeds per
                      Equivalent                   Barrel of Oil Equivalent
              -----------------------------       --------------------------
   P/ship      2001      2000      % Change        2001     2000    % Change
   ------     -------   -------    --------       ------   ------   --------

    P-1        71,568    68,560         4%        $18.10   $18.24     ( 1%)
    P-3       104,363    99,956         4%         18.08    18.12       -
    P-4       103,670    80,019        30%         20.66    19.95       4%
    P-5        77,813    88,351       (12%)        21.11    16.23      30%
    P-6       126,352   148,927       (15%)        18.06    16.57       9%


      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 Units and Related  Limited  Partner  Matters." The net proceeds from the Net
Profits  Interests  are not  reinvested  in  productive  assets.  Assuming  2002
production levels for future years, the Partnerships'  proved reserve quantities
at December 31, 2002 would have the following remaining lives:



                                      -42-
<PAGE>




            Partnership       Gas-Years        Oil-Years
            -----------       ---------        ---------

                P-1               6.1              7.8
                P-3               6.7              8.2
                P-4               4.5              1.1
                P-5               5.7              7.2
                P-6               6.2              7.6

These life of reserves estimates are based on the current estimates of remaining
oil and gas reserves. See "Item 2. Properties" for a discussion of these reserve
estimates.  Any  decrease  from the high oil and gas prices at December 31, 2002
may cause a decrease in the estimated life of said reserves.

      The   Partnerships'   available   capital   from  the  Limited   Partners'
subscriptions  has been spent on Net Profits  Interests  and there  should be no
further material capital  resource  commitments in the future.  The Partnerships
have no debt commitments.

      The Partnerships sold certain Net Profits Interests during 2002, 2001, and
2000.   These  sales  were  made  by  the  General   Partner  after  giving  due
consideration to both the offer price and the General Partner's  estimate of the
underlying  property's remaining proved reserves and future operating costs. Net
proceeds from the sales were distributed to the Partnerships and included in the
calculation of the Partnerships' cash distributions for the quarter  immediately
following the Partnerships' receipt of the proceeds. The amount of such proceeds
from the sale of Net Profits  Interest  during  2002,  2001,  and 2000,  were as
follows:

      Partnership          2002             2001             2000
      -----------         -------          -------          -------

          P-1             $40,636          $17,521          $63,928
          P-3              51,341           23,925           86,679
          P-4                -               3,414           21,922
          P-5              10,398           43,097           54,584
          P-6              11,319           52,686           25,726

      The General Partner believes that the sale of these Net Profits  Interests
will be beneficial to the Partnerships since the properties sold generally had a
higher  ratio of future  operating  expenses as  compared  to reserves  than the
properties not sold.

      There can be no  assurance  as to the amount of the  Partnerships'  future
cash distributions. The Partnerships' ability to make cash distributions depends
primarily upon the level of available  cash flow generated by the  Partnerships'
Net Profits Interests, which will be affected (either positively or



                                      -43-
<PAGE>



negatively)  by many factors beyond the control of the  Partnerships,  including
the  price  of and  demand  for  oil  and  gas and  other  market  and  economic
conditions. Even if prices and costs remain stable, the amount of cash available
for  distributions  will  decline  over time (as the volume of  production  from
producing   properties  declines)  since  the  Partnerships  are  not  replacing
production.  The  Partnerships'  quantity of proved reserves has been reduced by
the  sale  of  Net  Profits  Interests;  therefore,  it  is  possible  that  the
Partnerships'  future cash distributions will decline as a result of a reduction
of the Partnerships' reserve base.


      Pursuant to the terms of the Partnership Agreements,  the Partnerships are
scheduled to terminate on December 31, 2005. However, the Partnership Agreements
provide that the General Partner may extend the term of each  Partnership for up
to five periods of two years each.  The General  Partner has not yet  determined
whether it will extend the terms of any of the Partnerships.


      Critical Accounting Policies

      The  Partnerships  follow the successful  efforts method of accounting for
their  Net  Profits   Interests.   Under  the  successful  efforts  method,  the
Partnerships  capitalize all acquisition  costs.  Such acquisition costs include
costs  incurred  by the  Partnerships  or the  General  Partner to acquire a Net
Profits  Interest,  including  related  title  insurance or  examination  costs,
commissions,  engineering, legal and accounting fees, and similar costs directly
related to the acquisitions  plus an allocated  portion of the General Partner's
property  screening  costs.  The net acquisition cost to the Partnerships of the
Net Profits Interests in properties  acquired by the General Partner consists of
the  cost of  acquiring  the  underlying  properties  adjusted  for the net cash
results  of  operations,   including  any  interest   incurred  to  finance  the
acquisition,  for the  period  of time the  properties  are held by the  General
Partner.

      Depletion  of the  cost  of  Net  Profits  Interests  is  computed  on the
units-of-production  method.  The Partnerships'  calculation of depletion of its
Net Profits Interests  includes  estimated  dismantlement and abandonment costs,
net of estimated  salvage values  related to the underlying  properties in which
the Partnership has a Net Profits Interest.

      The  Partnerships  evaluate the  recoverability  of the carrying  costs of
their Net Profits  Interests in proved oil and gas  properties  for each oil and
gas field (rather than separately for each well). If the unamortized  costs of a
Net Profits  Interest  within a field exceeds the expected  undiscounted  future
cash flows from such Net Profits Interest,  the cost of the Net Profits Interest
is written down to fair value, which is determined by



                                      -44-
<PAGE>



using the discounted future cash flows from the Net Profits Interest.

      Revenues from a Net Profits Interest consist of a share of the oil and gas
sales of the property,  less operating and production expenses. The Partnerships
accrue for oil and gas revenues less  expenses  from the Net Profits  Interests.
Sales of gas  applicable  to the Net Profits  Interests  are recorded as revenue
when  the gas is  metered  and  title  transferred  pursuant  to the  gas  sales
contracts. During such times as sales of gas exceed a Partnership's pro rata Net
Profits  Interest in a well,  such sales are  recorded as revenue  unless  total
sales from the well have exceeded the Partnership's share of estimated total gas
reserves  attributable to the underlying property,  at which time such excess is
recorded as a liability.  The rates per Mcf used to calculate this liability are
based  on the  average  gas  price  received  for the  volumes  at the  time the
overproduction  occurred.  This  also  approximates  the  price  for  which  the
Partnerships are currently  settling this liability.  This liability is recorded
as a reduction of accounts receivable.

      Also  included  in  accounts  receivable(payable)-Net  Profits are amounts
which  represent  costs  deferred or accrued  for Net Profits  relating to lease
operating  expenses  incurred  in  connection  with  the  net  underproduced  or
overproduced gas imbalance positions.  The rate used in calculating the deferred
charge or accrued liability is the average annual production costs per Mcf.


      New Accounting Pronouncements

      Below is a brief  description of Financial  Accounting  Standards  ("FAS")
recently issued by the Financial  Accounting  Standards Board ("FASB") which may
have an impact on the  Partnerships'  future results of operations and financial
position.

      In  July  2001,  the  FASB  issued  FAS No.  143,  "Accounting  for  Asset
Retirement  Obligations",  which is effective for fiscal years  beginning  after
June 15, 2002 (January 1, 2003 for the  Partnerships).  FAS No. 143 will require
the recording of the fair value of liabilities associated with the retirement of
long-lived  assets (mainly plugging and abandonment  costs for the Partnerships'
depleted  wells),  in the period in which the  liabilities  are incurred (at the
time the wells are drilled).  Management  estimates that adopting this statement
will  result  in an  increase  in  capitalized  cost  of  oil  and  natural  gas
properties, an increase in net income for the cumulative effect of the change in
accounting  principle,  and the recognition of an asset retirement obligation in
the following approximate amounts for each Partnership:




                                      -45-
<PAGE>




                   Change in         Increase in
                  Capitalized       Net Income for
                  Cost of Oil       the Change in         Asset
                    and Gas           Accounting        Retirement
Partnership        Properties          Principle        Obligation
-----------       ------------      --------------      ----------

   P-1              $ 89,000          $ 34,000          $ 55,000
   P-3               146,000            51,000            95,000
   P-4                80,000            26,000            54,000
   P-5               110,000            41,000            69,000
   P-6               331,000           126,000           205,000

      In  August  2001,  the  FASB  issued  FAS  No.  144,  "Accounting  for the
Impairment  or Disposal of  Long-Lived  Assets",  which is effective  for fiscal
years beginning after December 15, 2001 (January 1, 2002 for the  Partnerships).
This  statement  supersedes  FAS  No.  121  "Accounting  for the  Impairment  of
Long-Lived  Assets and for Long-Lived  Assets to be Disposed Of". The provisions
of FAS No. 144, as they relate to the Partnerships,  are essentially the same as
FAS No.  121 and thus did not have a  significant  effect  on the  Partnerships'
financial condition or results of operations.

      In  November  2002,  the  FASB  issued  FASB  Interpretation  45 (FIN  45)
"Guarantor's  Accounting and Disclosure  Requirements for Guarantees,  Including
Indirect  Guarantee  of  Indebtedness  of  Others."  FIN 45  requires  that upon
issuance of a guarantee,  the guarantor  must recognize a liability for the fair
value  of the  obligation  it  assumes  under  that  guarantee.  The  disclosure
requirements  are effective for financial  statements of both interim and annual
periods which end after December 15, 2002. The  Partnerships  are not guarantors
under any  guarantees  and thus this  interpretation  is not expected to have an
effect on their financial position or results of operations.


      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  Partnerships in
2002. Oil and gas prices have fluctuated  during recent years and generally have
not followed the same pattern as  inflation.  See "Item 2.  Properties - Oil and
Gas Production, Revenue, and Price History."



                                      -46-
<PAGE>




ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

      The Partnerships do not hold any market risk sensitive instruments.


ITEM 8.     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

      The financial  statements  and  supplementary  data are indexed in Item 15
hereof.


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

      None.


                                   PART III.

ITEM 10.    DIRECTORS AND EXECUTIVE OFFICERS OF THE GENERAL PARTNER

      The Partnerships  have no directors or executive  officers.  The following
individuals  are directors and executive  officers of the General  Partner.  The
business  address of such  director  and  executive  officers is Two West Second
Street, Tulsa, Oklahoma 74103.

            Name              Age       Position with General Partner
      ----------------        ---      --------------------------------

      Dennis R. Neill          51      President and Director

      Judy K. Fox              52      Secretary

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

      Dennis R. Neill joined Samson in 1981, was named Senior Vice President and
Director of Geodyne on March 3, 1993, and was named President of Geodyne and its
subsidiaries on June 30, 1996. Prior to joining Samson, he was associated with a
Tulsa law firm,  Conner and  Winters,  where his  principal  practice was in the
securities area. He received a Bachelor of Arts degree in political science from
Oklahoma State  University and a Juris  Doctorate  degree from the University of
Texas.  Mr.  Neill also serves as Senior  Vice  President  of Samson  Investment
Company and as President and Director of Samson Properties Incorporated,  Samson
Hydrocarbons Company, Dyco Petroleum  Corporation,  Berry Gas Company,  Circle L
Drilling Company, Snyder Exploration Company, and Compression, Inc.



                                      -47-
<PAGE>




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



      Section 16(a) Beneficial Ownership Reporting Compliance

      To the best knowledge of the Partnerships  and the General Partner,  there
were no officers,  directors,  or ten percent owners who were delinquent  filers
during 2002 of reports required under Section 16 of the Securities  Exchange Act
of 1934.


ITEM 11.    EXECUTIVE COMPENSATION

      The General  Partner and its  affiliates are reimbursed for actual general
and  administrative  costs and operating costs incurred and  attributable to the
conduct of the business affairs and operations of the Partnerships,  computed on
a cost basis,  determined  in  accordance  with  generally  accepted  accounting
principles.  Such reimbursed  costs and expenses  allocated to the  Partnerships
include office rent, secretarial, employee compensation and benefits, travel and
communication costs, fees for professional  services,  and other items generally
classified  as general or  administrative  expense.  When actual costs  incurred
benefit other  Partnerships and affiliates,  the allocation of costs is based on
the  relationship of the  Partnerships'  reserves to the total reserves owned by
all  Partnerships  and  affiliates.  The  amount of general  and  administrative
expense  allocated to the General Partner and its affiliates and charged to each
Partnership  during  2002,  2001,  and 2000,  is set  forth in the table  below.
Although the actual  costs  incurred by the General  Partner and its  affiliates
have  fluctuated  during the three years  presented,  the amounts charged to the
Partnerships  have not  fluctuated  due to  expense  limitations  imposed by the
Partnership Agreements.

            Partnership         2002          2001         2000
            -----------       --------      --------     --------

                P-1           $113,760      $113,760     $113,760
                P-3            178,560       178,560      178,560
                P-4            132,960       132,960      132,960
                P-5            124,680       124,680      124,680
                P-6            150,564       150,564      150,564



                                      -48-
<PAGE>




      None  of  the  officers  or  directors  of  the  General  Partner  receive
compensation  directly from the  Partnerships.  The  Partnerships  reimburse the
General  Partner  or its  affiliates  for that  portion  of such  officers'  and
directors'   salaries  and  expenses   attributable  to  time  devoted  by  such
individuals  to the  Partnerships'  activities  based on the  allocation  method
described above. The following tables indicate the approximate amount of general
and  administrative  expense  reimbursement  attributable to the salaries of the
directors,  officers,  and employees of the General  Partner and its  affiliates
during 2002, 2001, and 2000:



                                      -49-
<PAGE>

<TABLE>
<CAPTION>

                                                  Salary Reimbursements

                                                     P-1 Partnership
                                                     ---------------


                                                                        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>
Dennis R. Neill,
President(1)(2)        2000      -         -           -            -             -            -           -
                       2001      -         -           -            -             -            -           -
                       2002      -         -           -            -             -            -           -

All Executive
Officers,
Directors,
and Employees
as a group(2)          2000   $67,517      -           -            -             -            -           -
                       2001   $63,160      -           -            -             -            -           -
                       2002   $60,748      -           -            -             -            -          -

----------
(1)   The general and  administrative  expenses paid by the P-1  Partnership and
      attributable to salary  reimbursements  do not include any salary or other
      compensation attributable to Mr. Neill.
(2)   No officer or director  of Geodyne or its  affiliates  provides  full-time
      services  to the P-1  Partnership  and no  individual's  salary  or  other
      compensation  reimbursement  from the P-1  Partnership  equals or  exceeds
      $100,000 per annum.

</TABLE>

                                      -50-
<PAGE>

<TABLE>
<CAPTION>


                                                  Salary Reimbursements

                                                     P-3 Partnership
                                                     ---------------

                                                                        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>
Dennis R. Neill,
President(1)(2)        2000     -           -           -            -             -            -           -
                       2001     -           -           -            -             -            -           -
                       2002     -           -           -            -             -            -           -

All Executive
Officers,
Directors,
and Employees
as a group(2)          2000    $105,975     -           -            -             -            -           -
                       2001    $ 99,137     -           -            -             -            -           -
                       2002    $ 95,351     -           -            -             -            -           -
----------
(1)   The general and  administrative  expenses paid by the P-3  Partnership and
      attributable to salary  reimbursements  do not include any salary or other
      compensation attributable to Mr. Neill.
(2)   No officer or director  of Geodyne or its  affiliates  provides  full-time
      services  to the P-3  Partnership  and no  individual's  salary  or  other
      compensation  reimbursement  from the P-3  Partnership  equals or  exceeds
      $100,000 per annum.

</TABLE>

                                      -51-
<PAGE>


<TABLE>
<CAPTION>

                                                  Salary Reimbursements

                                                     P-4 Partnership
                                                     ---------------

                                                                        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>
Dennis R. Neill,
President(1)(2)        2000     -          -           -            -             -            -           -
                       2001     -          -           -            -             -            -           -
                       2002     -          -           -            -             -            -           -

All Executive
Officers,
Directors,
and Employees
as a group(2)          2000   $78,912      -           -            -             -            -           -
                       2001   $73,819      -           -            -             -            -           -
                       2002   $71,001      -           -            -             -            -           -
----------
(1)   The general and  administrative  expenses paid by the P-4  Partnership and
      attributable to salary  reimbursements  do not include any salary or other
      compensation attributable to Mr. Neill.
(2)   No officer or director  of Geodyne or its  affiliates  provides  full-time
      services  to the P-4  Partnership  and no  individual's  salary  or  other
      compensation  reimbursement  from the P-4  Partnership  equals or  exceeds
      $100,000 per annum.

</TABLE>


                                      -52-
<PAGE>
<TABLE>
<CAPTION>



                              Salary Reimbursements

                                 P-5 Partnership
                                 ---------------


                                                                        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>

Dennis R. Neill,
President(1)(2)        2000     -           -           -            -             -           -            -
                       2001     -           -           -            -             -           -            -
                       2002     -           -           -            -             -           -            -
All Executive
Officers,
Directors,
and Employees
as a group(2)          2000    $73,998      -           -            -             -           -            -
                       2001    $69,222      -           -            -             -           -            -
                       2002    $66,579      -           -            -             -           -            -
----------
(1)   The general and  administrative  expenses paid by the P-5  Partnership and
      attributable to salary  reimbursements  do not include any salary or other
      compensation attributable to Mr. Neill.
(2)   No officer or director  of Geodyne or its  affiliates  provides  full-time
      services  to the P-5  Partnership  and no  individual's  salary  or  other
      compensation  reimbursement  from the P-5  Partnership  equals or  exceeds
      $100,000 per annum.

</TABLE>

                                      -53-
<PAGE>

<TABLE>
<CAPTION>
                              Salary Reimbursements

                                 P-6 Partnership
                                 ---------------

                                                                        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>

Dennis R. Neill,
President(1)(2)        2000       -         -           -            -            -             -          -
                       2001       -         -           -            -            -             -          -
                       2002       -         -           -            -            -             -          -

All Executive
Officers,
Directors,
and Employees
as a group(2)          2000    $89,360      -           -            -            -             -          -
                       2001    $83,593      -           -            -            -             -          -
                       2002    $80,401      -           -            -            -             -          -
----------
(1)   The general and  administrative  expenses paid by the P-6  Partnership and
      attributable to salary  reimbursements  do not include any salary or other
      compensation attributable to Mr. Neill.
(2)   No officer or director  of Geodyne or its  affiliates  provides  full-time
      services  to the P-6  Partnership  and no  individual's  salary  or  other
      compensation  reimbursement  from the P-6  Partnership  equals or  exceeds
      $100,000 per annum.

</TABLE>


                                      -54-
<PAGE>




      Affiliates of the  Partnerships  serve as operator of some of the wells in
which the  Partnerships  own a Net Profits  Interest.  The owners of the working
interests in these wells contract 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.
Such  compensation  may occur both prior and subsequent to the  commencement  of
commercial  marketing of  production  of oil or gas.  The dollar  amount of such
compensation which burdens the Partnerships' Net Profits Interests is impossible
to quantify as of the date of this Annual Report.

      Samson  maintains  necessary  inventories of new and used field equipment.
Samson  may  have  provided  some of this  equipment  for  wells  in  which  the
Partnerships have a Net Profits Interest.  This equipment was 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.


ITEM 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

      The following table provides information as to the beneficial ownership of
the  Units as of March 1,  2003 by (i) each  beneficial  owner of more than five
percent of the issued and outstanding  Units,  (ii) the director and officers of
the General  Partner,  and (iii) the General  Partner  and its  affiliates.  The
address of the General Partner, its officers and director,  and Samson Resources
Company is Samson Plaza, Two West Second Street, Tulsa, Oklahoma 74103.

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

P-1 Partnership:
---------------

   Samson Resources Company                              27,754  (25.7%)

   All affiliates, directors, and officers of
      the General Partner as a group and the
      General Partner (4 persons)                        27,754  (25.7%)





                                      -55-
<PAGE>



P-3 Partnership:
---------------

   Samson Resources Company                              64,443  (38.0%)

   All affiliates, directors, and officers
      of the General Partner as a group and
      the General Partner (4 persons)                    64,443  (38.0%)

P-4 Partnership:
---------------

   Samson Resources Company                              30,288  (24.0%)

   All affiliates, directors, and officers
      of the General Partner as a group and
      the General Partner (4 persons)                    30,288  (24.0%)


P-5 Partnership:
---------------

   Samson Resources Company                              25,562  (21.6%)

   All affiliates, directors, and officers
      of the General Partner as a group and
      the General Partner (4 persons)                    25,562  (21.6%)


P-6 Partnership:
---------------

   Samson Resources Company                              19,086  (13.3%)

   ATL, Inc.
   1200 Harbor Boulevard, 5th Floor
   Weehawken, NJ 07087                                   54,887  (38.4%)

   All affiliates, directors, and officers
      of the General Partner as a group and
      the General Partner (4 persons)                    19,086  (13.3%)


ITEM 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      The General  Partner and certain of its  affiliates  engage in oil and gas
activities  independently  of the  Partnerships  which  result in  conflicts  of
interest  that  cannot be totally  eliminated.  The  allocation  of  acquisition
opportunities  and the  nature  of the  compensation  arrangements  between  the
Partnerships  and  the  General  Partner  also  create  potential  conflicts  of
interest.  An affiliate of the Partnerships owns some of the Partnerships' Units
and therefore has an identity of interest



                                      -56-
<PAGE>



with other Limited Partners with respect to the operations of the Partnerships.

      In order to attempt to assure limited  liability for the Limited  Partners
as well as an orderly  conduct of business,  management of the  Partnerships  is
exercised  solely by the General Partner.  The Partnership  Agreements grant the
General Partner broad discretionary  authority with respect to the Partnerships'
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 Partnerships involves  circumstances where the General Partner has conflicts
of interest and where it must  allocate  costs and expenses,  or  opportunities,
among the Partnerships and other competing interests.

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

      Affiliates  of  the  Partnerships  operate  certain  wells  in  which  the
Partnerships  have a net profits  interest and are compensated for such services
at rates comparable to charges of unaffiliated third parties for services in the
same  geographic  area.  These  costs are  charged to the owners of the  working
interest  of such wells and are  considered  when  calculating  the Net  Profits
payable  to the  Partnerships.  These  costs  are thus  indirectly  borne by the
Partnership.

      Affiliates of the Partnerships are solely responsible for the negotiation,
administration,  and  enforcement of oil and gas sales  agreements  covering the
leasehold  interests  in which  the  Partnerships  hold Net  Profits  Interests.
Because affiliates of the Partnerships who provide services to the owners of the
Working  Interests  have  fiduciary or other duties to other  members of Samson,
contract  amendments and negotiating  positions taken by them in their effort to
enforce  contracts with purchasers may not  necessarily  represent the positions
that the owners of such Working  Interests would take if they were to administer
their own contracts  without  involvement  with other members of Samson.  On the
other hand,  management  believes that the negotiating  strength and contractual
positions of the owners of such Working  Interests  have been enhanced by virtue
of their affiliation with Samson.




                                      -57-
<PAGE>




                                    PART IV.


ITEM 14.    CONTROLS AND PROCEDURES

      Within  the 90 days  prior to the date of this  report,  the  Partnerships
carried out an evaluation  under the supervision and with the  participation  of
the Partnerships' management,  including their chief executive officer and chief
financial  officer,  of the  effectiveness  of the design and  operation  of the
Partnerships'  disclosure controls and procedures pursuant to Rule 13a-14 of the
Securities  Exchange Act of 1934. Based upon that evaluation,  the Partnerships'
chief  executive   officer  and  chief  financial  officer  concluded  that  the
Partnerships'  disclosure  controls  and  procedures  are  effective  in  timely
alerting them to material information  relating to the Partnerships  required to
be included in the Partnerships'  periodic filings with the SEC. There have been
no  significant  changes  in the  Partnerships'  internal  controls  or in other
factors which could  significantly  affect the  Partnerships'  internal controls
subsequent to the date the Partnerships carried out this evaluation.


ITEM 15.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

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

        (1) Financial Statements: The following financial statements for the

            Geodyne  Institutional/Pension Energy Income P-1 Limited Partnership
            Geodyne  Institutional/Pension Energy Income Limited Partnership P-3
            Geodyne  Institutional/Pension Energy Income Limited Partnership P-4
            Geodyne  Institutional/Pension Energy Income Limited Partnership P-5
            Geodyne Institutional/Pension Energy Income Limited Partnership P-6

            as of December  31, 2002 and 2001 and for each of the three years in
            the period ended December 31, 2002 are filed as part of this report:

            Report of Independent Accountants
            Combined Balance Sheets
            Combined Statements of Operations
            Combined Statements of Changes in
                  Partners' Capital (Deficit)
            Combined Statements of Cash Flows
            Notes to Combined Financial Statements



                                      -58-
<PAGE>




        (2) Financial Statement Schedules:

            None.

        (3) Exhibits:

Exh.
No.         Exhibit
---         -------

 4.1        Certificate  of Limited  Partnership  dated  March 16,  1988 for the
            Geodyne Institutional/ Pension Energy Income P-1 Limited Partnership
            filed as Exhibit 4.1 to Registrant's  Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.2        Amended and Restated Agreement of Limited  Partnership dated October
            25, 1988 for the  Geodyne  Institutional/Pension  Energy  Income P-1
            Limited  Partnership  filed as Exhibit  4.2 to  Registrant's  Annual
            Report on Form 10-K for the year ended December 31, 2001, filed with
            the  SEC  on  February  26,  2002  and  is  hereby  incorporated  by
            reference.

 4.3        First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  P-1  Limited  Partnership  filed as  Exhibit  4.3 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.4        Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne Institutional/Pension Energy Income P-1 Limited
            Partnership  filed as Exhibit 4.4 to  Registrant's  Annual Report on
            Form 10-K for the year ended  December 31, 2001,  filed with the SEC
            on February 26, 2002 and is hereby incorporated by reference.

 4.5        Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income P-1 Limited Partnership filed as
            Exhibit 4.5 to Registrant's  Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.6        Third  Amendment  to  Amended  and  Restated   Agreement  of Limited
            Partnership  dated  August 31, 1995, for the Geodyne  Institutional/
            Pension  Energy  Income P-1 Limited



                                      -59-
<PAGE>



            Partnership  filed as Exhibit 4.6 to  Registrant's  Annual Report on
            Form 10-K for the year ended  December 31, 2001,  filed with the SEC
            on February 26, 2002 and is hereby incorporated by reference.

 4.7        Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income P-1 Limited Partnership filed as
            Exhibit 4.7 to Registrant's  Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.8        Certificate of Limited  Partnership  dated February 13, 1989 for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-3
            filed as Exhibit 4.15 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.9        Amended and Restated Agreement of Limited  Partnership dated May 10,
            1989 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-3 filed as Exhibit 4.16 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.10       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-3 filed as  Exhibit  4.17 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.11       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-3 filed as Exhibit 4.18 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.12       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-3 filed as
            Exhibit 4.19 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.



                                      -60-
<PAGE>




 4.13       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-3 filed as
            Exhibit 4.20 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.14       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-3 filed as
            Exhibit 4.21 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.15       Certificate  of  Limited  Partnership  dated  May 10,  1989  for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-4
            filed as Exhibit 4.22 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.16       Amended and Restated Agreement of Limited Partnership dated November
            20, 1989 for the Geodyne Institutional/Pension Energy Income Limited
            Partnership P-4 filed as Exhibit 4.23 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.17       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-4 filed as  Exhibit  4.24 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.18       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-4 filed as Exhibit 4.25 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.19       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-4 filed as
            Exhibit 4.26 to Registrant's Annual Report on Form 10-K for the year
            ended December



                                      -61-
<PAGE>



            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.20       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-4 filed as
            Exhibit 4.27 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.21       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-4 filed as
            Exhibit 4.28 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.22       Certificate  of Limited  Partnership  dated November 9, 1989 for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-5
            filed as Exhibit 4.29 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.23       Amended and Restated Agreement of Limited Partnership dated February
            26, 1990 for the Geodyne Institutional/Pension Energy Income Limited
            Partnership P-5 filed as Exhibit 4.30 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.24       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-5 filed as  Exhibit  4.31 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.25       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-5 filed as Exhibit 4.32 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.26       Second  Amendment  to Amended  and  Restated  Agreement  of  Limited
            Partnership dated  August 4,  1993,  for the Geodyne  Institutional/
            Pension  Energy  Income Limited



                                      -62-
<PAGE>



            Partnership P-5 filed as Exhibit 4.33 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.27       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-5 filed as
            Exhibit 4.34 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.28       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-5 filed as
            Exhibit 4.35 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.29       Certificate of Limited  Partnership  dated November 28, 1989 for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-6
            filed as Exhibit 4.36 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.30       Amended and Restated Agreement of Limited  Partnership dated October
            5, 1990 for the Geodyne  Institutional/Pension Energy Income Limited
            Partnership P-6 filed as Exhibit 4.37 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.31       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-6 filed as  Exhibit  4.38 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.32       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-6 filed as Exhibit 4.39 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.



                                      -63-
<PAGE>




 4.33       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-6 filed as
            Exhibit 4.40 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.34       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-6 filed as
            Exhibit 4.41 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.35       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-6 filed as
            Exhibit 4.42 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.1       Amended and Restated Agreement of Partnership dated October 25, 1988
            for the  Geodyne  NPI  Partnership  P-1  filed  as  Exhibit  10.1 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.2       First  Amendment  to Amended and Restated  Agreement of  Partnership
            dated February 26, 1993 for the Geodyne NPI Partnership P-1 filed as
            Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.3       Second  Amendment to Amended and Restated  Agreement of  Partnership
            dated  July 1, 1996 for the  Geodyne  NPI  Partnership  P-1 filed as
            Exhibit 10.3 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.4       Agreement of Partnership  dated February 9, 1989 for the Geodyne NPI
            Partnership P-3 filed as Exhibit 10.7 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 10.5       First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-3  filed  as  Exhibit  10.8 to
            Registrant's Annual Report on



                                      -64-
<PAGE>



            Form 10-K for the year ended  December 31, 2001,  filed with the SEC
            on February 26, 2002 and is hereby incorporated by reference.

 10.6       Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-3  filed  as  Exhibit   10.9  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.7       Agreement  of  Partnership  dated April 24, 1989 for the Geodyne NPI
            Partnership P-4 filed as Exhibit 10.10 to Registrant's Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 10.8       First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-4  filed as  Exhibit  10.11 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.9       Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-4  filed  as  Exhibit  10.12  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.10      Agreement of Partnership  dated October 27, 1989 for the Geodyne NPI
            Partnership P-5 filed as Exhibit 10.13 to Registrant's Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 10.11      First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-5  filed as  Exhibit  10.14 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.12      Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-5  filed  as  Exhibit  10.15  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.13      Agreement of Partnership dated November 28, 1989 for the Geodyne NPI
            Partnership P-6 filed as Exhibit 10.16 to Registrant's Annual Report
            on Form 10-K for the year



                                      -65-
<PAGE>



            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.14      First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-6  filed as  Exhibit  10.17 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.15      Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-6  filed  as  Exhibit  10.18  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

*23.1       Consent of Ryder Scott  Company, L.P. for the Geodyne Institutional/
            Pension Energy Income P-1 Limited Partnership.

*23.2       Consent of Ryder Scott Company, L.P. for the Geodyne  Institutional/
            Pension Energy Income Limited Partnership P-3.

*23.3       Consent of Ryder Scott Company, L.P. for the Geodyne  Institutional/
            Pension Energy Income Limited Partnership P-4.

*23.4       Consent of Ryder Scott Company, L.P. for the Geodyne  Institutional/
            Pension Energy Income Limited Partnership P-5.

*23.5       Consent of Ryder Scott Company, L.P. for the Geodyne  Institutional/
            Pension Energy Income Limited Partnership P-6.

*99.1       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income P-1 Limited Partnership.

*99.2       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-3.

*99.3       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-4.

*99.4       Certification  pursuant to 18 U.S.C.  Section 1350,  as adopted
            pursuant to Section 906 of the Sarbanes-Oxley



                                      -66-
<PAGE>



            Act of 2002  for the  Geodyne  Institutional/Pension  Energy  Income
            Limited Partnership P-5.

*99.5       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-6.



      All other Exhibits are omitted as inapplicable.

                  ----------

                  *Filed herewith.

      (b) Reports on Form 8-K filed during the fourth quarter of 2002.

            None.




                                      -67-
<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.

                                        GEODYNE INSTITUTIONAL/PENSION ENERGY
                                            INCOME P-1 LIMITED PARTNERSHIP
                                        GEODYNE INSTITUTIONAL/PENSION ENERGY
                                            INCOME LIMITED PARTNERSHIP P-3
                                        GEODYNE INSTITUTIONAL/PENSION ENERGY
                                            INCOME LIMITED PARTNERSHIP P-4
                                        GEODYNE INSTITUTIONAL/PENSION ENERGY
                                            INCOME LIMITED PARTNERSHIP P-5
                                        GEODYNE INSTITUTIONAL/PENSION ENERGY
                                            INCOME LIMITED PARTNERSHIP P-6

                                        By: GEODYNE RESOURCES, INC.
                                            General Partner
                                            March 25, 2003


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

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

By:   /s/Dennis R. Neill        President and            March 25, 2003
      -------------------       Director (Principal
          Dennis R. Neill       Executive Officer)

      /s/Craig D. Loseke        Chief Accounting         March 25, 2003
      -------------------       Officer (Principal
          Craig D. Loseke       Accounting and
                                Financial Officer)

      /s/Judy K. Fox            Secretary                March 25, 2003
      -------------------
          Judy K. Fox



                                      -68-
<PAGE>



                                  CERTIFICATION


      I, Dennis R. Neill, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income P-1 Limited Partnership;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -69-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Dennis R. Neill
                                          ---------------------------
                                          Dennis R. Neill, President
                                          (Principal Executive Officer)



                                      -70-
<PAGE>



                                  CERTIFICATION


      I, Craig D. Loseke, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income P-1 Limited Partnership;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -71-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Craig D. Loseke
                                          ---------------------------
                                          Craig D. Loseke
                                          Chief Accounting Officer
                                          (Principal Financial Officer)



                                      -72-
<PAGE>




                                  CERTIFICATION


      I, Dennis R. Neill, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-3;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -73-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Dennis R. Neill
                                          ---------------------------
                                          Dennis R. Neill, President
                                          (Principal Executive Officer)



                                      -74-
<PAGE>



                                  CERTIFICATION


      I, Craig D. Loseke, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-3;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -75-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Craig D. Loseke
                                          ---------------------------
                                          Craig D. Loseke
                                          Chief Accounting Officer
                                          (Principal Financial Officer)



                                      -76-
<PAGE>



                                  CERTIFICATION


      I, Dennis R. Neill, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-4;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -77-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Dennis R. Neill
                                          ---------------------------
                                          Dennis R. Neill, President
                                          (Principal Executive Officer)



                                      -78-
<PAGE>



                                  CERTIFICATION


      I, Craig D. Loseke, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-4;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -79-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Craig D. Loseke
                                          ---------------------------
                                          Craig D. Loseke
                                          Chief Accounting Officer
                                          (Principal Financial Officer)



                                      -80-
<PAGE>



                                  CERTIFICATION


      I, Dennis R. Neill, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-5;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -81-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Dennis R. Neill
                                          ---------------------------
                                          Dennis R. Neill, President
                                          (Principal Executive Officer)



                                      -82-
<PAGE>



                                  CERTIFICATION


      I, Craig D. Loseke, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-5;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -83-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Craig D. Loseke
                                          ---------------------------
                                          Craig D. Loseke
                                          Chief Accounting Officer
                                          (Principal Financial Officer)



                                      -84-
<PAGE>



                                  CERTIFICATION


      I, Dennis R. Neill, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-6;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -85-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Dennis R. Neill
                                          ---------------------------
                                          Dennis R. Neill, President
                                          (Principal Executive Officer)



                                      -86-
<PAGE>



                                  CERTIFICATION


      I, Craig D. Loseke, certify that:

      1.  I  have   reviewed   this  annual  report  on  Form  10-K  of  Geodyne
Institutional/Pension Energy Income Limited Partnership P-6;

      2. Based on my  knowledge,  this annual report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made,  not  misleading  with  respect to the period  covered by this annual
report;

      3. Based on my knowledge,  the financial  statements,  and other financial
information  included  in this annual  report,  fairly  present in all  material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this annual report;

      4. The registrant's  other  certifying  officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

      a)  designed  such  disclosure  controls  and  procedures  to ensure  that
material  information  relating to the  registrant,  including its  consolidated
subsidiaries, is made known to us by others within those entities,  particularly
during the period in which this annual report is being prepared;

      b) evaluated the effectiveness of the registrant's disclosure controls and
procedures  as of a date  within 90 days prior to the filing date of this annual
report (the "Evaluation Date"); and

      c) presented in this annual report our conclusions about the effectiveness
of the  disclosure  controls and  procedures  based on our  evaluation as of the
Evaluation Date;

      5. The registrant's other certifying officers and I have disclosed,  based
on our most  recent  evaluation,  to the  registrant's  auditors  and the  audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

      a) all  significant  deficiencies  in the design or  operation of internal
controls  which  could  adversely  affect  the  registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
registrant's auditors any material weaknesses in internal controls; and



                                      -87-
<PAGE>




      b) any fraud,  whether or not material,  that involves management or other
employees who have a significant role in the registrant's internal controls; and

      6. The registrant's other certifying officers and I have indicated in this
annual report whether there were significant  changes in internal controls or in
other factors that could  significantly  affect internal controls  subsequent to
the date of our most recent  evaluation,  including any corrective  actions with
regard to significant deficiencies and material weaknesses.

Date: March 25, 2003

                                          //s//Craig D. Loseke
                                          ---------------------------
                                          Craig D. Loseke
                                          Chief Accounting Officer
                                          (Principal Financial Officer)



                                      -88-
<PAGE>
ITEM 8:     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

                        REPORT OF INDEPENDENT ACCOUNTANTS

TO THE PARTNERS

GEODYNE  INSTITUTIONAL/PENSION  ENERGY  INCOME P-1  LIMITED  PARTNERSHIP
AND  GEODYNE NPI PARTNERSHIP P-1

      In our opinion,  the accompanying  combined balance sheets and the related
combined  statements of operations,  changes in partners'  capital (deficit) and
cash flows present  fairly,  in all material  respects,  the combined  financial
position  of  the  Geodyne   Institutional/Pension  Energy  Income  P-1  Limited
Partnership,  a Texas limited  partnership,  and Geodyne NPI Partnership P-1, an
Oklahoma  general  partnership,  at December 31, 2002 and 2001, and the combined
results of their  operations and their cash flows for each of the three years in
the period ended  December 31, 2002, in conformity  with  accounting  principles
generally accepted in the United States of America.  These financial  statements
are the responsibility of the Partnerships' management; our responsibility is to
express  an  opinion  on these  financial  statements  based on our  audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.






                                    PricewaterhouseCoopers LLP




Tulsa, Oklahoma
March 14, 2003






                                      F-1
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                           GEODYNE NPI PARTNERSHIP P-1
                             Combined Balance Sheets
                           December 31, 2002 and 2001


                                     ASSETS
                                     ------

                                               2002              2001
                                           ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                $  309,227        $  182,282
   Accounts receivable:
      Net Profits                              195,043           124,712
                                             ---------         ---------

         Total current assets               $  504,270        $  306,994

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               726,622           783,748
                                             ---------         ---------

                                            $1,230,892        $1,090,742
                                             =========         =========


                           PARTNERS' CAPITAL (DEFICIT)
                           ---------------------------

PARTNERS' CAPITAL (DEFICIT):
   General Partner                         ($   61,127)      ($   77,557)
   Limited Partners, issued and
     outstanding, 108,074 Units              1,292,019         1,168,299
                                             ---------         ---------

         Total Partners' capital            $1,230,892        $1,090,742
                                             =========         =========




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



                                      F-2
<PAGE>




       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                           GEODYNE NPI PARTNERSHIP P-1
                        Combined Statements of Operations
              For the Years Ended December 31, 2002, 2001, and 2000

                                  2002              2001              2000
                               ----------        ----------        ----------
REVENUES:
   Net Profits                 $  993,269        $1,295,509        $1,250,585
   Interest income                  1,751             9,877            10,634
   Gain on sale of
      Net Profits Interests        37,624            17,521            58,071
                                ---------         ---------      ---------
                               $1,032,644        $1,322,907        $1,319,290

COSTS AND EXPENSES:
   Depletion of
      Net Profits Interests    $  115,284        $  168,596        $  127,896
   General and
      administrative              143,004           139,215           129,773
                                ---------         ---------         ---------
                               $  258,288        $  307,811        $  257,669
                                ---------         ---------         ---------

NET INCOME                     $  774,356        $1,015,096        $1,061,621
                                =========         =========         =========
GENERAL PARTNER -
   NET INCOME                  $   87,636        $  115,696        $  116,609
                                =========         =========         =========
LIMITED PARTNERS -
   NET INCOME                  $  686,720        $  899,400        $  945,012
                                =========         =========         =========
NET INCOME
   per Unit                    $     6.35        $     8.32        $     8.74
                                =========         =========         =========
UNITS OUTSTANDING                 108,074           108,074           108,074
                                =========         =========         =========


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




                                      F-3
<PAGE>




       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                           GEODYNE NPI PARTNERSHIP P-1
          Combined Statements of Changes in Partners' Capital (Deficit)
              For the Years Ended December 31, 2002, 2001, and 2000


                              Limited            General
                              Partners           Partner          Combined
                            ------------        ----------      ------------

Balance, Dec. 31, 1999       $1,431,887         ($ 77,417)       $1,354,470
   Net income                   945,012           116,609         1,061,621
   Cash distributions       (   855,000)        ( 103,909)      (   958,909)
                              ---------           -------         ---------

Balance, Dec. 31, 2000       $1,521,899         ($ 64,717)       $1,457,182
   Net income                   899,400           115,696         1,015,096
   Cash distributions       ( 1,253,000)        ( 128,536)      ( 1,381,536)
                              ---------           -------         ---------

Balance, Dec. 31, 2001       $1,168,299         ($ 77,557)       $1,090,742
   Net income                   686,720            87,636           774,356
   Cash distributions       (   563,000)        (  71,206)      (   634,206)
                              ---------           -------         ---------

Balance, Dec. 31, 2002       $1,292,019         ($ 61,127)       $1,230,892
                              =========           =======         =========

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





                                      F-4
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                           GEODYNE NPI PARTNERSHIP P-1
                        Combined Statements of Cash Flows
              For the Years Ended December 31, 2002, 2001, and 2000

                                      2002            2001             2000
                                   ----------     ------------     ------------
CASH FLOWS FROM OPERATING
   ACTIVITIES:
   Net income                       $774,356       $1,015,096       $1,061,621
   Adjustments to reconcile
      net income to
      net cash provided by
      operating activities:
      Depletion of Net
         Profits Interests           115,284          168,596          127,896
      Gain on sale of
         Net Profits Interests     (  37,624)     (    17,521)     (    58,071)
      (Increase)decrease in
         accounts receivable
         - Net Profits             (  70,331)         155,443      (   112,254)
                                     -------        ---------        ---------

   Net cash provided by
      operating activities          $781,685       $1,321,614       $1,019,192
                                     -------        ---------        ---------

CASH FLOWS FROM INVESTING
   ACTIVITIES:
   Capital expenditures            ($ 61,170)     ($   60,254)     ($   22,017)
   Proceeds from sale of
      Net Profits Interests           40,636           17,521           63,928
                                     -------        ---------        ---------

   Net cash provided (used) by
      investing activities         ($ 20,534)     ($   42,733)      $   41,911
                                     -------        ---------        ---------
CASH FLOWS FROM FINANCING
   ACTIVITIES:
   Cash distributions              ($634,206)     ($1,381,536)     ($  958,909)
                                     -------        ---------        ---------
   Net cash used by financing
      activities                   ($634,206)     ($1,381,536)     ($  958,909)
                                     -------        ---------        ---------

NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS        $126,945      ($  102,655)      $  102,194

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD            182,282          284,937          182,743
                                     -------        ---------        ---------

CASH AND CASH EQUIVALENTS
  AT END OF PERIOD                  $309,227       $  182,282       $  284,937
                                     =======        =========        =========

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



                                      F-5
<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS

TO THE PARTNERS

GEODYNE  INSTITUTIONAL/PENSION  ENERGY  INCOME  LIMITED  PARTNERSHIP  P-3
AND  GEODYNE NPI PARTNERSHIP P-3

      In our opinion,  the accompanying  combined balance sheets and the related
combined  statements of operations,  changes in partners'  capital (deficit) and
cash flows present  fairly,  in all material  respects,  the combined  financial
position of the Geodyne  Institutional/Pension Energy Income Limited Partnership
P-3, an Oklahoma  limited  partnership,  and  Geodyne  NPI  Partnership  P-3, an
Oklahoma  general  partnership,  at December 31, 2002 and 2001, and the combined
results of their  operations and their cash flows for each of the three years in
the period ended  December 31, 2002, in conformity  with  accounting  principles
generally accepted in the United States of America.  These financial  statements
are the responsibility of the Partnerships' management; our responsibility is to
express  an  opinion  on these  financial  statements  based on our  audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.








                                    PricewaterhouseCoopers LLP




Tulsa, Oklahoma
March 14, 2003









                                      F-6
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                           GEODYNE NPI PARTNERSHIP P-3
                             Combined Balance Sheets
                           December 31, 2002 and 2001


                                     ASSETS
                                     ------

                                             2002              2001
                                         ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents              $  433,562        $  266,929
   Accounts receivable:
      Net Profits                            285,379           188,979
                                           ---------         ---------

         Total current assets             $  718,941        $  455,908

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method           1,170,405         1,263,248
                                           ---------         ---------

                                          $1,889,346        $1,719,156
                                           =========         =========


                           PARTNERS' CAPITAL (DEFICIT)
                           ---------------------------

PARTNERS' CAPITAL (DEFICIT):
   General Partner                       ($   51,594)      ($   74,177)
   Limited Partners, issued and
     outstanding, 169,637 Units            1,940,940         1,793,333
                                           ---------         ---------

         Total Partners' capital          $1,889,346        $1,719,156
                                           =========         =========



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




                                      F-7
<PAGE>




       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                           GEODYNE NPI PARTNERSHIP P-3
                        Combined Statements of Operations
              For the Years Ended December 31, 2002, 2001, and 2000

                                   2002              2001              2000
                                -----------       -----------       ----------
REVENUES:
   Net Profits                  $1,411,475        $1,886,577        $1,811,298
   Interest income                   2,610            14,549            16,227
   Gain on sale of
      Net Profits Interests         47,198            23,494            75,355
                                 ---------         ---------         ---------

                                $1,461,283        $1,924,620        $1,902,880

COSTS AND EXPENSES:
   Depletion of Net
      Profits Interests         $  177,473        $  272,549        $  191,820
   General and
      administrative               211,234           206,717           202,166
                                 ---------         ---------         ---------
                                $  388,707        $  479,266        $  393,986
                                 ---------         ---------         ---------

NET INCOME                      $1,072,576        $1,445,354        $1,508,894
                                 =========         =========         =========
GENERAL PARTNER -
   NET INCOME                   $  122,969        $  167,610        $  152,174
                                 =========         =========         =========
LIMITED PARTNERS -
   NET INCOME                   $  949,607        $1,277,744        $1,356,720
                                 =========         =========         =========
NET INCOME
   per Unit                     $     5.60        $     7.53        $     8.00
                                 =========         =========         =========
UNITS OUTSTANDING                  169,637           169,637           169,637
                                 =========         =========         =========



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




                                      F-8
<PAGE>




       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                           GEODYNE NPI PARTNERSHIP P-3
          Combined Statements of Changes in Partners' Capital (Deficit)
              For the Years Ended December 31, 2002, 2001, and 2000


                              Limited            General
                              Partners           Partner          Combined
                            ------------        ----------      ------------

Balance, Dec. 31, 1999       $2,244,869         ($113,709)       $2,131,160
   Net income                 1,356,720           152,174         1,508,894
   Cash distributions       ( 1,249,000)        ( 125,462)      ( 1,374,462)
                              ---------           -------         ---------

Balance, Dec. 31, 2000       $2,352,589         ($ 86,997)       $2,265,592
   Net income                 1,277,744           167,610         1,445,354
   Cash distributions       ( 1,837,000)        ( 154,790)      ( 1,991,790)
                              ---------           -------         ---------

Balance, Dec. 31, 2001       $1,793,333         ($ 74,177)       $1,719,156
   Net income                   949,607           122,969         1,072,576
   Cash distributions       (   802,000)        ( 100,386)      (   902,386)
                              ---------           -------         ---------

Balance, Dec. 31, 2002       $1,940,940         ($ 51,594)       $1,889,346
                              =========           =======         =========


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



                                      F-9
<PAGE>




       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                           GEODYNE NPI PARTNERSHIP P-3
                        Combined Statements of Cash Flows
              For the Years Ended December 31, 2002, 2001, and 2000

                                      2002           2001            2000
                                  ------------   ------------    ------------
CASH FLOWS FROM OPERATING
   ACTIVITIES:
   Net income                      $1,072,576     $1,445,354      $1,508,894
   Adjustments to reconcile
      net income to
      net cash provided by
      operating activities:
      Depletion of Net
         Profits Interests            177,473        272,549         191,820
      Gain on sale of
         Net Profits Interests    (    47,198)   (    23,494)    (    75,355)
      (Increase) decrease in
         accounts receivable
         - Net Profits            (    96,400)       239,411     (   176,906)
      (Increase) decrease in
         accounts receivable
         - General Partner               -               512     (       512)
                                    ---------      ---------       ---------

   Net cash provided by
      operating activities         $1,106,451     $1,934,332      $1,447,941
                                    ---------      ---------       ---------

CASH FLOWS FROM INVESTING
   ACTIVITIES:
   Capital expenditures           ($   88,773)   ($  115,995)    ($   27,741)
   Proceeds from sale of
      Net Profits Interests            51,341         23,925          86,679
                                    ---------      ---------       ---------

   Net cash provided (used)
      by investing activities     ($   37,432)   ($   92,070)     $   58,938
                                    ---------      ---------       ---------
CASH FLOWS FROM FINANCING
   ACTIVITIES:
   Cash distributions             ($  902,386)   ($1,991,790)    ($1,374,462)
                                    ---------      ---------       ---------
   Net cash used by financing
      activities                  ($  902,386)   ($1,991,790)    ($1,374,462)
                                    ---------      ---------       ---------





                                      F-10
<PAGE>




NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS       $  166,633    ($  149,528)     $  132,417

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD             266,929        416,457         284,040
                                    ---------      ---------       ---------

CASH AND CASH EQUIVALENTS
  AT END OF PERIOD                 $  433,562     $  266,929      $  416,457
                                    =========      =========       =========




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



                                      F-11
<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS

TO THE PARTNERS

GEODYNE  INSTITUTIONAL/PENSION  ENERGY  INCOME  LIMITED  PARTNERSHIP  P-4 AND
GEODYNE NPI PARTNERSHIP P-4

      In our opinion,  the accompanying  combined balance sheets and the related
combined  statements of operations,  changes in partners'  capital (deficit) and
cash flows present  fairly,  in all material  respects,  the combined  financial
position of the Geodyne  Institutional/Pension Energy Income Limited Partnership
P-4, an Oklahoma  limited  partnership,  and  Geodyne  NPI  Partnership  P-4, an
Oklahoma  general  partnership,  at December 31, 2002 and 2001, and the combined
results of their  operations and their cash flows for each of the three years in
the period ended  December 31, 2002, in conformity  with  accounting  principles
generally accepted in the United States of America.  These financial  statements
are the responsibility of the Partnerships' management; our responsibility is to
express  an  opinion  on these  financial  statements  based on our  audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.








                                    PricewaterhouseCoopers LLP




Tulsa, Oklahoma
March 14, 2003



                                      F-12
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                           GEODYNE NPI PARTNERSHIP P-4
                             Combined Balance Sheets
                           December 31, 2002 and 2001


                                     ASSETS
                                     ------
                                               2002              2001
                                           ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                $  351,179        $  420,602
   Accounts receivable:
      Related party (Note 2)                       416              -
      Net Profits                              376,603           332,362
                                             ---------         ---------

         Total current assets               $  728,198        $  752,964

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               448,053           649,016
                                             ---------         ---------

                                            $1,176,251        $1,401,980
                                             =========         =========


                           PARTNERS' CAPITAL (DEFICIT)
                           ---------------------------

PARTNERS' CAPITAL (DEFICIT):
   General Partner                         ($   57,787)      ($   71,619)
   Limited Partners, issued and
     outstanding, 126,306 Units              1,234,038         1,473,599
                                             ---------         ---------

         Total Partners' capital             1,176,251        $1,401,980
                                             =========         =========


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




                                      F-13
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                           GEODYNE NPI PARTNERSHIP P-4
                        Combined Statements of Operations
              For the Years Ended December 31, 2002, 2001, and 2000

                                  2002             2001              2000
                              ------------      ----------        ----------
REVENUES:
   Net Profits                 $1,431,998       $2,142,197        $1,596,276
   Interest income                  3,567           15,881            12,423
   Gain (loss) on sale of
      Net Profits Interests   (     5,853)           2,642             5,193
                                ---------        ---------         ---------

                               $1,429,712       $2,160,720        $1,613,892

COSTS AND EXPENSES:
   Depletion of Net
      Profits Interests        $  268,612       $  247,384        $  131,888
   General and
      administrative              158,592          156,424           151,112
                                ---------        ---------         ---------
                               $  427,204       $  403,808        $  283,000
                                ---------        ---------         ---------

NET INCOME                     $1,002,508       $1,756,912        $1,330,892
                                =========        =========         =========
GENERAL PARTNER -
   NET INCOME                  $  124,069       $  196,368        $  143,717
                                =========        =========         =========
LIMITED PARTNERS -
   NET INCOME                  $  878,439       $1,560,544        $1,187,175
                                =========        =========         =========
NET INCOME
   per Unit                    $     6.95       $    12.36        $     9.40
                                =========        =========         =========
UNITS OUTSTANDING                 126,306          126,306           126,306
                                =========        =========         =========


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






                                      F-14
<PAGE>




      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                                GEODYNE NPI PARTNERSHIP P-4
               Combined Statements of Changes in Partners' Capital (Deficit)
                   For the Years Ended December 31, 2002, 2001, and 2000


                              Limited            General
                              Partners           Partner          Combined
                            ------------        ----------      ------------

Balance, Dec. 31, 1999       $1,417,880         ($ 80,321)       $1,337,559
   Net income                 1,187,175           143,717         1,330,892
   Cash distributions       (   834,000)        ( 118,093)      (   952,093)
                              ---------           -------         ---------

Balance, Dec. 31, 2000       $1,771,055         ($ 54,697)       $1,716,358
   Net income                 1,560,544           196,368         1,756,912
   Cash distributions       ( 1,858,000)        ( 213,290)      ( 2,071,290)
                              ---------           -------         ---------

Balance, Dec. 31, 2001       $1,473,599         ($ 71,619)       $1,401,980
   Net income                   878,439           124,069         1,002,508
   Cash distributions       ( 1,118,000)        ( 110,237)      ( 1,228,237)
                              ---------           -------         ---------

Balance, Dec. 31, 2002       $1,234,038         ($ 57,787)       $1,176,251
                              =========           =======         =========




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




                                      F-15
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                           GEODYNE NPI PARTNERSHIP P-4
                        Combined Statements of Cash Flows
              For the Years Ended December 31, 2002, 2001, and 2000

                                       2002            2001            2000
                                   ------------    ------------    ------------
CASH FLOWS FROM OPERATING
   ACTIVITIES:
   Net income                       $1,002,508      $1,756,912      $1,330,892
   Adjustments to reconcile
      net income to net cash
      provided by operating
      activities:
      Depletion of Net
        Profits Interests              268,612         247,384         131,888
      Gain (loss) on sale of
         Net Profits Interests           5,853     (     2,642)    (     5,193)
      Increase in accounts
        receivable-related party   (         5)           -               -
      (Increase) decrease in
        accounts receivable -
         Net Profits               (    44,241)        194,241     (   270,631)
                                     ---------       ---------       ---------

   Net cash provided by
     operating activities           $1,232,727      $2,195,895      $1,186,956
                                     ---------       ---------       ---------

CASH FLOWS FROM INVESTING
   ACTIVITIES:
   Capital expenditures            ($   73,913)    ($  146,878)    ($    6,322)
   Proceeds from sale of
      Net Profits Interests               -              3,414          21,992
                                     ---------       ---------       ---------

   Net cash provided (used)
      by investing activities      ($   73,913)    ($  143,464)     $   15,670
                                     ---------       ---------       ---------
CASH FLOWS FROM FINANCING
   ACTIVITIES:
   Cash distributions              ($1,228,237)    ($2,071,290)    ($  952,093)
                                     ---------       ---------       ---------
   Net cash used by financing
      activities                   ($1,228,237)    ($2,071,290)    ($  952,093)
                                     ---------       ---------       ---------



                                      F-16
<PAGE>




NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS       ($   69,423)    ($   18,859)     $  250,533

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD              420,602         439,461         188,928
                                     ---------       ---------       ---------

CASH AND CASH EQUIVALENTS
  AT END OF PERIOD                  $  351,179      $  420,602      $  439,461
                                     =========       =========       =========


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



                                      F-17
<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS

TO THE PARTNERS

GEODYNE  INSTITUTIONAL/PENSION  ENERGY  INCOME  LIMITED  PARTNERSHIP  P-5
AND  GEODYNE NPI PARTNERSHIP P-5

      In our opinion,  the accompanying  combined balance sheets and the related
combined  statements of operations,  changes in partners'  capital (deficit) and
cash flows present  fairly,  in all material  respects,  the combined  financial
position of the Geodyne  Institutional/Pension Energy Income Limited Partnership
P-5, an Oklahoma  limited  partnership,  and  Geodyne  NPI  Partnership  P-5, an
Oklahoma  general  partnership,  at December 31, 2002 and 2001, and the combined
results of their  operations and their cash flows for each of the three years in
the period ended  December 31, 2002, in conformity  with  accounting  principles
generally accepted in the United States of America.  These financial  statements
are the responsibility of the Partnerships' management; our responsibility is to
express  an  opinion  on these  financial  statements  based on our  audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.








                                    PricewaterhouseCoopers LLP




Tulsa, Oklahoma
March 14, 2003




                                      F-18
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                           GEODYNE NPI PARTNERSHIP P-5
                             Combined Balance Sheets
                           December 31, 2002 and 2001

                                     ASSETS
                                     ------
                                                  2002             2001
                                              ------------      ----------

CURRENT ASSETS:
   Cash and cash equivalents                   $  252,994        $171,708
   Accounts receivable:
      Net Profits                                  65,132          50,592
                                                ---------         -------

         Total current assets                  $  318,126        $222,300

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               $  612,748         641,204
                                                ---------         -------

                                               $  930,874        $863,504
                                                =========         =======


                           PARTNERS' CAPITAL (DEFICIT)
                                ---------------------------

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   70,113)      ($ 74,788)
   Limited Partners, issued and
     outstanding, 118,449 Units                 1,000,987         938,292
                                                ---------         -------

         Total Partners' capital               $  930,874        $863,504
                                                =========         =======


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




                                      F-19
<PAGE>




      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                           GEODYNE NPI PARTNERSHIP P-5
                        Combined Statements of Operations
              For the Years Ended December 31, 2002, 2001, and 2000

                                  2002             2001              2000
                                ---------       ----------        ----------
REVENUES:
   Net Profits                  $885,782        $1,642,743        $1,433,743
   Interest income                 2,106            15,990            14,147
   Gain on sale of
      Net Profits Interests        9,113            43,097            54,584
                                 -------         ---------         ---------

                                $897,001        $1,701,830        $1,502,474

COSTS AND EXPENSES:
   Depletion of Net
      Profits Interests         $103,212        $  127,298        $  111,400
   General and
      administrative             149,875           147,835           141,905
                                 -------         ---------         ---------
                                $253,087        $  275,133        $  253,305
                                 -------         ---------         ---------

NET INCOME                      $643,914        $1,426,697        $1,249,169
                                 =======         =========         =========
GENERAL PARTNER -
   NET INCOME                   $ 36,219        $   75,627        $   64,906
                                 =======         =========         =========
LIMITED PARTNERS -
   NET INCOME                   $607,695        $1,351,070        $1,184,263
                                 =======         =========         =========
NET INCOME
   per Unit                     $   5.13        $    11.41        $    10.00
                                 =======         =========         =========
UNITS OUTSTANDING                118,449           118,449           118,449
                                 =======         =========         =========



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





                                      F-20
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                                GEODYNE NPI PARTNERSHIP P-5
               Combined Statements of Changes in Partners' Capital (Deficit)
                   For the Years Ended December 31, 2002, 2001, and 2000


                                Limited            General
                                Partners           Partner          Combined
                              ------------        ---------       ------------

Balance, Dec. 31, 1999         $1,303,959         ($68,638)        $1,235,321
   Net income                   1,184,263           64,906          1,249,169
   Cash distributions         (   905,000)        ( 57,150)       (   962,150)
                                ---------           ------          ---------

Balance, Dec. 31, 2000         $1,583,222         ($60,882)        $1,522,340
   Net income                   1,351,070           75,627          1,426,697
   Cash distributions         ( 1,996,000)        ( 89,533)       ( 2,085,533)
                                ---------           ------          ---------

Balance, Dec. 31, 2001         $  938,292         ($74,788)        $  863,504
   Net income                     607,695           36,219            643,914
   Cash distributions         (   545,000)        ( 31,544)       (   576,544)
                                ---------           ------          ---------

Balance, Dec. 31, 2002         $1,000,987         ($70,113)        $  930,874
                                =========           ======          =========


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




                                      F-21
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                           GEODYNE NPI PARTNERSHIP P-5
                        Combined Statements of Cash Flows
              For the Years Ended December 31, 2002, 2001, and 2000

                                     2002            2001            2000
                                  ----------     ------------    ------------
CASH FLOWS FROM OPERATING
   ACTIVITIES:
   Net income                      $643,914       $1,426,697      $1,249,169
   Adjustments to reconcile
      net income to
      net cash provided by
      operating activities:
      Depletion of Net
         Profits Interests          103,212          127,298         111,400
      Gain on sale of
         Net Profits Interests    (   9,113)     (    43,097)    (    54,584)
      (Increase) decrease in
         accounts receivable -
         Net Profits              (  14,540)         301,093     (   170,776)
                                    -------        ---------       ---------

   Net cash provided by
     operating activities          $723,473       $1,811,991      $1,135,209
                                    -------        ---------       ---------

CASH FLOWS FROM INVESTING
   ACTIVITIES:
   Capital expenditures           ($ 76,041)     ($   38,301)    ($    4,630)
   Proceeds from sale of
      Net Profits Interests          10,398           43,097          54,584
                                    -------        ---------       ---------
   Net cash provided (used)
      by investing activities     ($ 65,643)      $    4,796      $   49,954
                                    -------        ---------       ---------
CASH FLOWS FROM FINANCING
   ACTIVITIES:
   Cash distributions             ($576,544)     ($2,085,533)    ($  962,150)
                                    -------        ---------       ---------
   Net cash used by financing
      activities                  ($576,544)     ($2,085,533)    ($  962,150)
                                    -------        ---------       ---------

NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS       $ 81,286      ($  268,746)     $  223,013

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD           171,708          440,454         217,441
                                    -------        ---------       ---------

CASH AND CASH EQUIVALENTS
  AT END OF PERIOD                 $252,994       $  171,708      $  440,454
                                    =======        =========       =========

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



                                      F-22
<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS

TO THE PARTNERS

GEODYNE  INSTITUTIONAL/PENSION  ENERGY  INCOME  LIMITED  PARTNERSHIP  P-6 AND
GEODYNE NPI PARTNERSHIP P-6

      In our opinion,  the accompanying  combined balance sheets and the related
combined  statements of operations,  changes in partners'  capital (deficit) and
cash flows present  fairly,  in all material  respects,  the combined  financial
position of the Geodyne  Institutional/Pension Energy Income Limited Partnership
P-6, an Oklahoma  limited  partnership,  and  Geodyne  NPI  Partnership  P-6, an
Oklahoma  general  partnership,  at December 31, 2002 and 2001, and the combined
results of their  operations and their cash flows for each of the three years in
the period ended  December 31, 2002, in conformity  with  accounting  principles
generally accepted in the United States of America.  These financial  statements
are the responsibility of the Partnerships' management; our responsibility is to
express  an  opinion  on these  financial  statements  based on our  audits.  We
conducted our audits of these  financial  statements in accordance with auditing
standards generally accepted in the United States of America, which require that
we plan and perform the audit to obtain  reasonable  assurance about whether the
financial  statements  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the  financial   statements,   assessing  the  accounting  principles  used  and
significant  estimates made by management,  and evaluating the overall financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.








                                    PricewaterhouseCoopers LLP




Tulsa, Oklahoma
March 14, 2003




                                      F-23
<PAGE>



      GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                           GEODYNE NPI PARTNERSHIP P-6
                             Combined Balance Sheets
                           December 31, 2002 and 2001

                                     ASSETS
                                     ------
                                                2002              2001
                                            ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                 $  317,796        $  187,301
   Accounts receivable:
      Net Profits                               146,070            62,543
                                              ---------         ---------

         Total current assets                $  463,866        $  249,844

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method              1,196,952         1,303,109
                                              ---------         ---------

                                             $1,660,818        $1,552,953
                                              =========         =========


                           PARTNERS' CAPITAL (DEFICIT)
                           ---------------------------

PARTNERS' CAPITAL (DEFICIT):
   General Partner                          ($   67,729)      ($   87,910)
   Limited Partners, issued and
     outstanding, 143,041 Units               1,728,547         1,640,863
                                              ---------         ---------

         Total Partners' capital             $1,660,818        $1,552,953
                                              =========         =========


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





                                      F-24
<PAGE>



                 GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME
                            LIMITED PARTNERSHIP P-6
                          GEODYNE NPI PARTNERSHIP P-6
                       Combined Statements of Operations
             For the Years Ended December 31, 2002, 2001, and 2000

                                 2002             2001             2000
                             ----------        ----------       ----------
REVENUES:
   Net Profits               $1,476,251        $2,282,475       $2,468,159
   Interest income                2,815            22,996           21,573
   Gain on sale of Net
      Profits Interests          10,267            52,686           25,726
                              ---------        ----------        ---------

                             $1,489,333        $2,358,157       $2,515,458


COSTS AND EXPENSES:
   Depletion of Net
      Profits Interests      $  183,386        $  219,854       $  334,197
   General and
     administrative             177,161           174,853          170,942
                              ---------         ---------        ---------
                             $  360,547        $  394,707       $  505,139
                              ---------         ---------        ---------

NET INCOME                   $1,128,786        $1,963,450       $2,010,319
                              =========         =========        =========
GENERAL PARTNER -
   NET INCOME                $  129,102        $  130,157       $  112,363
                              =========         =========        =========
LIMITED PARTNERS -
   NET INCOME                $  999,684        $1,833,293       $1,897,956
                              =========         =========        =========
NET INCOME
   per unit                  $     6.99        $    12.82       $    13.27
                              =========         =========        =========
UNITS OUTSTANDING               143,041           143,041          143,041
                              =========         =========        =========




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


<PAGE>
                                      F-25
<PAGE>


                   GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME
                             LIMITED PARTNERSHIP P-6
                           GEODYNE NPI PARTNERSHIP P-6
          Combined Statements of Changes in Partners' Capital (Deficit)
              For the Years Ended December 31, 2002, 2001, and 2000


                             Limited            General
                             Partners           Partner          Combined
                           ------------        ----------      ------------

Balance, Dec. 31, 1999      $2,400,614         ($ 86,400)       $2,314,214
   Net income                1,897,956           112,363         2,010,319
   Cash distributions      ( 1,598,000)        ( 101,468)      ( 1,699,468)
                             ---------           -------         ---------

Balance, Dec. 31, 2000      $2,700,570         ($ 75,505)       $2,625,065
   Net income                1,833,293           130,157         1,963,450
   Cash distributions      ( 2,893,000)        ( 142,562)      ( 3,035,562)
                             ---------           -------         ---------

Balance, Dec. 31, 2001      $1,640,863         ($ 87,910)       $1,552,953
   Net income                  999,684           129,102         1,128,786
   Cash distributions      (   912,000)        ( 108,921)      ( 1,020,921)
                             ---------           -------         ---------

Balance, Dec. 31, 2002      $1,728,547         ($ 67,729)       $1,660,818
                             =========           =======         =========



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




                                      F-26
<PAGE>





                   GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME
                             LIMITED PARTNERSHIP P-6
                           GEODYNE NPI PARTNERSHIP P-6
                        Combined Statements of Cash Flows
              For the Years Ended December 31, 2002, 2001, and 2000

                                        2002            2001           2000
                                    ------------    ------------   ------------

CASH FLOWS FROM OPERATING
   ACTIVITIES:
   Net income                        $1,128,786      $1,963,450     $2,010,319
   Adjustments to reconcile
      net income to net
      cash provided by
      operating activities:
   Depletion of Net
      Profits Interests                 183,386         219,854        334,197
   Gain on sale of
      Net Profits Interests         (    10,267)    (    52,686)   (    25,726)
   (Increase) decrease in
      accounts receivable -
      Net Profits                   (    83,527)        366,662    (   251,544)
                                      ---------       ---------      ---------

   Net cash provided by
      operating activities           $1,218,378      $2,497,280     $2,067,246
                                      ---------       ---------      ---------

CASH FLOWS FROM INVESTING
   ACTIVITIES:
   Capital expenditures             ($   78,281)    ($   18,289)   ($   41,704)
   Proceeds from sale of
      Net Profits Interests              11,319          52,686         25,726
                                      ---------       ---------      ---------

   Net cash provided (used)
      by investing activities       ($   66,962)     $   34,397    ($   15,978)
                                      ---------       ---------      ---------

CASH FLOWS FROM FINANCING
   ACTIVITIES:
   Cash distributions               ($1,020,921)    ($3,035,562)   ($1,699,468)
                                      ---------       ---------      ---------

   Net cash used by financing
      activities                    ($1,020,921)    ($3,035,562)   ($1,699,468)
                                      ---------       ---------      ---------



                                      F-27
<PAGE>




NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS         $  130,495     ($  503,885)    $  351,800

CASH AND CASH EQUIVALENTS
   AT BEGINNING OF PERIOD               187,301         691,186        339,386
                                      ---------       ---------      ---------

CASH AND CASH EQUIVALENTS
   AT END OF PERIOD                  $  317,796      $  187,301     $  691,186
                                      =========       =========      =========



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




                                      F-28
<PAGE>



                      GEODYNE INSTITUTIONAL/PENSION PROGRAM
           Notes to the Combined Financial Statements For the Periods
                     Ended December 31, 2002, 2001, and 2000


1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Organization and Nature of Operations

      The Geodyne  Institutional/Pension Energy Income Limited Partnerships (the
"Partnerships")  were formed pursuant to a public  offering of depositary  units
("Units").  Upon  formation,  investors  became  limited  partners (the "Limited
Partners") and held Units issued by each Partnership.  Geodyne  Resources,  Inc.
("Geodyne") is the general partner of each of the Partnerships. Each Partnership
is  a  general  partner  in  the  related  Geodyne  NPI  Partnership  (the  "NPI
Partnerships")  in  which  Geodyne  serves  as  the  managing  partner.  Limited
Partners' capital contributions were contributed to the related NPI Partnerships
for  investment  in  net  profits  interests,   royalty  interests,   and  other
nonoperating  interests in  producing  oil and gas  properties.  Most of the net
profits  interests  acquired by the Partnerships have been carved out of working
interests in producing  properties,  located in the  continental  United States,
which  were  acquired  by  affiliated  oil  and  gas  investment  programs  (the
"Affiliated Programs").

      Net profits  interests entitle the Partnerships to a share of net revenues
from producing  properties  measured by a specific percentage of the net profits
realized by such Affiliated  Programs as owners of the working  interests in the
producing  properties.  Except  where  otherwise  noted,  references  to certain
operational  activities of the  Partnerships  are actually the activities of the
Affiliated  Programs.  As the holder of a net profits interest, a Partnership is
not liable to pay any amount by which oil and gas  operating  costs and expenses
exceed revenues for any period, although any deficit, together with interest, is
applied to reduce the amounts payable to the Partnership in subsequent  periods.
As used in these financial statements, the Partnerships' net profits and royalty
interests  in oil  and gas  sales  are  referred  to as  "Net  Profits"  and the
Partnerships'  net profits and royalty  interests in oil and gas  properties are
referred to as "Net Profits  Interests."  The  Partnerships do not directly bear
capital costs.  However, the Partnerships  indirectly bear certain capital costs
incurred by the Affiliated Programs to the extent such capital costs are charged
against  the  applicable  oil and gas  revenues in  calculating  the net profits
payable to the Partnerships. For financial reporting purposes only, such capital
costs are reported as capital  expenditures in the  Partnerships'  Statements of
Cash Flows.

      The Partnerships  were activated on the following dates with the following
Limited Partner capital contributions:



                                      F-29
<PAGE>



                                            Limited Partner
                            Date of             Capital
      Partnership          Activation        Contributions
      -----------       -----------------   ---------------

          P-1           October 25, 1988     $10,807,400
          P-3           May 10, 1989          16,963,700
          P-4           November 21, 1989     12,630,600
          P-5           February 27, 1990     11,844,900
          P-6           September 5, 1990     14,304,100

      The Partnerships'  termination date under their partnership  agreements is
December 31, 2005. The General Partner may extend the terms of the  Partnerships
for up to five  two-year  extension  periods.  The  General  Partner has not yet
determined whether it will extend the terms of any Partnership. Accordingly, the
financial  statements have not been presented on a liquidation  basis because it
is not probable that the Partnerships will be terminated within the next year.

      For  purposes of these  financial  statements,  the  Partnerships  and NPI
Partnerships are collectively  referred to as the "Partnerships" and the general
partner and  managing  partner  are  collectively  referred  to as the  "General
Partner".  An  affiliate of the General  Partner  owned the  following  Units at
December 31, 2002:


                                                Percent of
                               Number of       Outstanding
            Partnership        Units Owned        Units
            -----------        -----------     -----------

                 P-1             27,754           25.7%
                 P-3             64,092           37.8%
                 P-4             30,288           24.0%
                 P-5             25,562           21.6%
                 P-6             19,086           13.3%


      The  Partnerships'   sole  business  is  owning  Net  Profits   Interests.
Substantially  all of the gas reserves  attributable  to the  Partnerships'  Net
Profits  Interests are being sold  regionally  on 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
obtaining  transportation services provided by pipelines.  The Partnerships' oil
is sold at or near the Partnerships'  wells under short-term  purchase contracts
at prevailing  arrangements which are customary in the oil industry.  The prices
received for the  Partnerships'  oil and gas are subject to  influences  such as
global consumption and supply trends.




                                      F-30
<PAGE>




      Allocation of Costs and Revenues

      The combination of the allocation provisions in each Partnerships' limited
partnership agreement and NPI Partnerships' partnership agreement (collectively,
the "Partnership  Agreement") results in allocations of costs and income between
the Limited Partners and General Partner as follows:

                               Before Payout(1)        After Payout(1)
                              -------------------     --------------------
                              General     Limited     General     Limited
                              Partner     Partners    Partner     Partners
                              -------     --------    -------     --------
      Costs(2)
--------------------------

Sales commissions, payment
  for organization and
  offering costs and
  acquisition fee                 1%        99%           -           -
Property Acquisition
  Costs                           1%        99%           1%         99%
General and administrative
  costs and direct
  administrative costs(3)         5%        95%          15%         85%

     Income(2)
--------------------------

Temporary investments of
  Limited Partners'
  Subscriptions                   1%        99%           1%         99%
Income from oil and
 gas production(3)                5%        95%          15%         85%
Gain on sale of
  Net Profits Interests(3)        5%        95%          15%         85%
All other income(3)               5%        95%          15%         85%

----------

(1)   Payout occurs when total  distributions  to Limited  Partners  equal total
      original Limited Partner subscriptions.
(2)   The allocations in the table result  generally from the combined effect of
      the  allocation  provisions in the  Partnership  Agreements.  For example,
      direct  administrative costs of the NPI Partnership are allocated 95.9596%
      to the  Partnership  and 4.0404% to the  managing  partner.  The  95.9596%
      portion of these costs allocated to the limited  partnership,  when passed
      through the limited  partnership,  is further allocated 99% to the Limited
      Partners  and 1% to the  general  partner.  In  this  manner  the  Limited
      Partners  are  allocated  95% of such  costs and the  General  Partner  is
      allocated 5% of such costs.



                                      F-31
<PAGE>



(3)   If at payout the total distributions received by the Limited Partners from
      the  commencement  of the property  investment  period have averaged on an
      annualized basis an amount that is less than 12% of the Limited  Partners'
      subscriptions, the percentage of income, and costs which are shared in the
      same proportions as income, allocated to the General Partner will increase
      to only 10% and the Limited  Partners  will be allocated 90% thereof until
      such time, if ever, that the  distributions  to the Limited  Partners from
      the  commencement  of the  property  investment  period  reaches  a yearly
      average  equal to at least  12% of the  Limited  Partners'  subscriptions.
      Thereafter,  income,  and costs shared in the same  proportions as income,
      will be  allocated  15% to the  General  Partner  and  85% to the  Limited
      Partners.

      The P-1 Partnership  achieved payout during the third quarter of 1998, the
P-4  Partnership  achieved  payout  during the fourth  quarter of 1999,  the P-3
Partnership  achieved  payout  during  the second  quarter of 2000,  and the P-6
Partnership  achieved  payout  during the third  quarter of 2001.  After payout,
operations  and revenues for the P-1, P-3, P-4, and P-6  Partnerships  have been
and will be allocated  using the 10%/90% after payout  percentages  set forth in
Footnote 3 to the table above.


      Basis of Presentation

      These  financial   statements   reflect  the  combined  accounts  of  each
Partnership  after the  elimination of all  inter-partnership  transactions  and
balances.


      Cash and Cash Equivalents

      The Partnerships consider 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 Partnerships to be subject to risk.


      Credit Risk

      Accrued  oil  and gas  sales,  which  are  included  in the  Partnerships'
Accounts  Receivable  - Net  Profits,  are  due  from a  variety  of oil and gas
purchasers   and,   therefore,   indirectly   subject  the   Partnerships  to  a
concentration of credit risk. Some of these purchasers are discussed in Note 3 -
Major Customers.


      Net Profits Interests

      The  Partnerships  follow the successful  efforts method of accounting for
their  Net  Profits   Interests.   Under  the  successful  efforts  method,  the
Partnerships capitalize all acquisition



                                      F-32
<PAGE>



costs.  Such acquisition costs include costs incurred by the Partnerships or the
General  Partner to acquire a Net  Profits  Interest,  including  related  title
insurance or examination costs, commissions,  engineering,  legal and accounting
fees, and similar costs directly related to the  acquisitions  plus an allocated
portion of the General Partner's  property  screening costs. The net acquisition
cost to the Partnerships of the Net Profits Interests in properties  acquired by
the General Partner consists of the cost of acquiring the underlying properties,
adjusted for the net cash results of operations,  including interest incurred to
finance the net  acquisition,  for the period of time the properties are held by
the General Partner.

      Depletion  of the  cost  of  Net  Profits  Interests  is  computed  on the
units-of-production  method.  The Partnerships'  calculation of depletion of its
Net Profits Interests  includes  estimated  dismantlement and abandonment costs,
net of estimated salvage values. The depletion rate per equivalent barrel of oil
produced  during the years  ended  December  31,  2002,  2001,  and 2000 were as
follows:

                  Partnership       2002     2001      2000
                  -----------       -----    -----    -----

                      P-1           $1.69    $2.36    $1.87
                      P-3            1.80     2.61     1.92
                      P-4            2.68     2.39     1.65
                      P-5            1.46     1.64     1.26
                      P-6            1.51     1.74     2.24

      The  Partnerships  evaluate the  recoverability  of the carrying  costs of
their Net Profits Interests in proved oil and gas properties at the field level.
If the  unamortized  costs of a Net Profits  Interest  within a field exceed the
expected undiscounted future cash flows from such Net Profits Interest, the cost
of the Net Profits  Interest is written down to fair value,  which is determined
by using the  discounted  future  cash flows from the Net Profits  Interest.  No
non-cash charges against earnings  (impairment  provisions) were recorded by the
Partnerships during the three years ended December 31, 2002.

      The risk that the  Partnerships  will be  required  to  record  impairment
provisions in the future increases as oil and gas prices decrease.




                                      F-33
<PAGE>



      Accounts Receivable (Accounts Payable) - Net Profits

      Revenues from a Net Profits Interest consist of a share of the oil and gas
sales of the property,  less operating and production expenses. The Partnerships
accrue for oil and gas revenues less  expenses  from its Net Profits  Interests.
Sales of gas  applicable  to the Net Profits  Interests  are recorded as revenue
when  the gas is  metered  and  title  transferred  pursuant  to the  gas  sales
contracts. During such times as sales of gas exceed a Partnership's pro rata Net
Profits  Interest in a well,  such sales are  recorded as revenue  unless  total
sales from the well have exceeded the Partnership's share of estimated total gas
reserves  attributable to the underlying property,  at which time such excess is
recorded as a liability.  The rates per Mcf used to calculate  the liability are
based  on the  average  gas  price  received  for the  volumes  at the  time the
overproduction  occurred.  This  also  approximates  the  price  for  which  the
Partnerships are currently  settling this liability.  This liability is recorded
as a reduction of accounts receivable.

      Also included in accounts  receivable  (payable) - Net Profits are amounts
which  represent  costs  deferred or accrued  for Net Profits  relating to lease
operating  expenses  incurred  in  connection  with  the  net  underproduced  or
overproduced gas imbalance positions.  The rate used in calculating the deferred
charge or accrued liability is the average annual production costs per Mcf.

      The Partnerships have not entered into any hedging or derivative contracts
in connection with their production and sale of oil and gas.


      General and Administrative Overhead

      The General  Partner and its  affiliates are reimbursed for actual general
and  administrative  costs  incurred  and  attributable  to the  conduct  of the
business affairs and operations of the Partnerships.


      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,
accounts  receivable  (payable)  - Net  Profits  includes  accrued  liabilities,
accrued lease operating expenses,  and deferred lease operating expenses related
to gas balancing which involve  estimates that could materially  differ from the
actual



                                      F-34
<PAGE>



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 these financial statements.


      New Accounting Pronouncements

      Below is a brief  description of Financial  Accounting  Standards  ("FAS")
recently issued by the Financial  Accounting  Standards Board ("FASB") which may
have an impact on the  Partnerships'  future results of operations and financial
position.

      In  July  2001,  the  FASB  issued  FAS No.  143,  "Accounting  for  Asset
Retirement  Obligations",  which is effective for fiscal years  beginning  after
June 15, 2002 (January 1, 2003 for the  Partnerships).  FAS No. 143 will require
the recording of the fair value of liabilities associated with the retirement of
long-lived  assets (mainly plugging and abandonment  costs for the Partnerships'
depleted  wells),  in the period in which the  liabilities  are incurred (at the
time the wells are drilled).  Management  estimates that adopting this statement
will  result  in an  increase  in  capitalized  cost  of  oil  and  natural  gas
properties, an increase in net income for the cumulative effect of the change in
accounting  principle,  and the recognition of an asset retirement obligation in
the following approximate amounts for each Partnership (unaudited):

                   Change in         Increase in
                  Capitalized      Net Income for
                  Cost of Oil       the Change in         Asset
                    and Gas           Accounting        Retirement
Partnership        Properties         Principle         Obligation
-----------       ------------      --------------      ----------

   P-1              $ 89,000         $ 34,000            $ 55,000
   P-3               146,000           51,000              95,000
   P-4                80,000           26,000              54,000
   P-5               110,000           41,000              69,000
   P-6               331,000          126,000             205,000

      In  August  2001,  the  FASB  issued  FAS  No.  144,  "Accounting  for the
Impairment  or Disposal of  Long-Lived  Assets",  which is effective  for fiscal
years beginning after December 15, 2001 (January 1, 2002 for the  Partnerships).
This statement supersedes FAS No. 121 "Accounting for the Impairment of Long-



                                      F-35
<PAGE>



Lived Assets and for Long-Lived Assets to be Disposed Of". The provisions of FAS
No. 144, as they relate to the Partnerships, are essentially the same as FAS No.
121 and thus did not have a significant  effect on the  Partnerships'  financial
condition or results of operations.

      In  November  2002,  the  FASB  issued  FASB  Interpretation  45 (FIN  45)
"Guarantor's  Accounting and Disclosure  Requirements for Guarantees,  Including
Indirect  Guarantee  of  Indebtedness  of  Others."  FIN 45  requires  that upon
issuance of a guarantee,  the guarantor  must recognize a liability for the fair
value  of the  obligation  it  assumes  under  that  guarantee.  The  disclosure
requirements  are effective for financial  statements of both interim and annual
periods which end after December 15, 2002. The  Partnerships  are not guarantors
under any  guarantees  and thus this  interpretation  is not expected to have an
effect on their financial position or results of operations.


2. TRANSACTIONS WITH RELATED PARTIES

      The  Partnerships  reimburse  the  General  Partner  for the  general  and
administrative  overhead applicable to the Partnerships,  based on an allocation
of actual costs incurred by the General  Partner.  When costs  incurred  benefit
other  Partnerships  and  affiliates,  the  allocation  of costs is based on the
relationship  of the  Partnerships'  reserves to the total reserves owned by all
Partnerships and affiliates. The General Partner believes this allocation method
is reasonable. Although the actual costs incurred by the General Partner and its
affiliates have fluctuated during the three years presented, the amounts charged
to the Partnerships  have not fluctuated due to expense  limitations  imposed by
the  Partnership  Agreement.  The following is a summary of payments made to the
General  Partner  or  its  affiliates  by  the   Partnerships  for  general  and
administrative  overhead costs for the years ended December 31, 2002,  2001, and
2000:

            Partnership         2002        2001        2000
            -----------       --------    --------    --------

                 P-1          $113,760    $113,760    $113,760
                 P-3           178,560     178,560     178,560
                 P-4           132,960     132,960     132,960
                 P-5           124,680     124,680     124,680
                 P-6           150,564     150,564     150,564

      Affiliates of the Partnerships  operate certain of the properties in which
the  Partnerships  own a Net Profits  Interest  and their  policy is to bill the
owners of the working interests of such properties for all customary charges and
cost  reimbursements  associated  with  these  activities,   together  with  any
compressor  rentals,  consulting,  or other services provided.  Such charges are
comparable to third party charges in the area



                                      F-36
<PAGE>



where  the  wells  are  located  and are the same as  charged  to other  working
interest owners in the wells.

      The accounts  receivable - related  party at December 31, 2002 for the P-4
Partnership  represents  accrued  proceeds  and  interest  due from the  General
Partner for the sale of certain oil and gas properties  during 2002. Such amount
was collected subsequent to December 31, 2002.


3. MAJOR CUSTOMERS

      The following table sets forth purchasers who  individually  accounted for
ten percent or more of combined  oil and gas sales  attributable  to each of the
Partnership's  Net Profits  Interest  during the years ended  December 31, 2002,
2001, and 2000:


                                                    Percentage
                                             -------------------------
Partnership         Purchaser                 2002     2001      2000
-----------    ------------------------      -----     -----     -----

    P-1           El Paso Energy Marketing
                    Company ("El Paso")        17.5%   22.7%    20.6%
                  ONEOK Gas Marketing
                    Company ("ONEOK")             -    12.0%    11.0%
                  Chevron U.S.A., Inc.
                    ("Chevron")                   -       -     10.5%

    P-3           El Paso                      17.4%   22.3%    20.7%
                  ONEOK                           -    10.1%       -

    P-4           Eaglwing Trading, Inc.       23.3%      -        -
                  Valero Industrial
                    Gas LP                     20.3%   24.2%    23.7%
                  Conoco, Inc.                 15.7%   11.0%       -
                  El Paso                      11.9%   20.2%    26.2%
                  Philbro Energy, Inc.            -    26.9%    22.8%

    P-5           El Paso                      59.2%   80.7%    76.0%
                  ONEOK                        12.0%      -        -

    P-6           El Paso                      28.0%   44.1%    35.8%
                  Duke Energy Field
                    Services, Inc.             18.0%      -        -
                  Tejas Gas Marketing
                    Company                       -    15.1%    15.2%
                  HPL Resources Company           -       -     15.2%


      In the  event  of  interruption  of  purchases  by one or  more  of  these
significant  customers or the cessation or material  change in  availability  of
open access transportation by pipeline



                                      F-37
<PAGE>



transporters,  the Partnerships may encounter  difficulty in marketing their 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 Net Profits Interest
activities  of  the  Partnerships  is  presented   pursuant  to  the  disclosure
requirements promulgated by the SEC.


      Capitalized Costs

      Capitalized costs and accumulated  depletion at December 31, 2002 and 2001
were as follows:


                                P-1 Partnership
                                ---------------

                                              2002             2001
                                          ------------      ------------
Net Profits Interests in proved
  oil and gas properties                   $6,581,374        $6,651,678

Less accumulated depletion
  and valuation allowance                 ( 5,854,752)      ( 5,867,930)
                                            ---------         ---------
  Net Profits Interests, net               $  726,622        $  783,748
                                            =========         =========



                                P-3 Partnership
                                ---------------

                                              2002                2001
                                          -------------     -------------
Net Profits Interests in proved
   oil and gas properties                  $10,088,679       $10,164,975

Less accumulated depletion
   and valuation allowance                (  8,918,274)     (  8,901,727)
                                            ----------        ----------
   Net Profits Interests, net              $ 1,170,405       $ 1,263,248
                                            ==========        ==========




                                      F-38
<PAGE>




                                P-4 Partnership
                                ---------------

                                               2002               2001
                                          -------------     -------------
Net Profits Interests in proved
   oil and gas properties                  $ 8,228,148       $ 8,182,909

Less accumulated depletion
   and valuation allowance                (  7,780,095)     (  7,533,893)
                                            ----------        ----------
   Net Profits Interests, net              $   448,053       $   649,016
                                            ==========        ==========


                                P-5 Partnership
                                ---------------

                                              2002                2001
                                          -------------     -------------
Net Profits Interests in proved
   oil and gas properties                  $ 9,387,567       $ 9,325,016

Less accumulated depletion
   and valuation allowance                (  8,774,819)     (  8,683,812)
                                            ----------        ----------
   Net Profits Interest, net               $   612,748       $   641,204
                                            ==========        ==========


                                P-6 Partnership
                                ---------------

                                              2002                2001
                                          -------------     -------------
Net Profits Interests in proved
   oil and gas properties                  $11,469,414       $11,498,428

Less accumulated depletion
   and valuation allowance                ( 10,272,462)     ( 10,195,319)
                                            ----------        ----------
   Net Profits Interests, net              $ 1,196,952       $ 1,303,109
                                            ==========        ==========





                                      F-39
<PAGE>



      Costs Incurred

      No  property  acquisition  or  exploration  costs  were  incurred  by  the
Partnerships during the three years ended December 31, 2002. The following table
sets forth the  development  costs  related to the working  interests  which are
burdened  by the  Partnerships'  Net  Profits  Interests  during the years ended
December 31, 2002, 2001, and 2000. Since these acquisition and development costs
were charged  against the Net Profits  payable to the  Partnerships,  such costs
were indirectly borne by the Partnerships.


      Partnership                    2002         2001        2000
      -----------                  --------     --------     -------

           P-1                     $61,170      $ 60,254    $22,017
           P-3                      88,773       115,995     27,741
           P-4                      73,913       146,878      6,322
           P-5                      76,041        38,301      4,630
           P-6                      78,281        18,289     41,704


      Quantities of Proved Oil and Gas Reserves - Unaudited

      The  following  tables  summarize  changes  in net  quantities  of  proved
reserves  attributable to the Partnerships' Net Profits Interests,  all of which
are located in the United  States of America,  for the  periods  indicated.  The
proved reserves were estimated by petroleum  engineers employed by affiliates of
the  Partnerships.  Certain  reserve  information  was  reviewed  by Ryder Scott
Company,   L.P.,  an  independent  petroleum  engineering  firm.  The  following
information  includes  certain  gas  balancing  adjustments  which cause the gas
volumes to differ from the reserve  reports  prepared by the General Partner and
reviewed by Ryder Scott.




                                      F-40
<PAGE>




                                P-1 Partnership
                                ---------------

                                                  Crude       Natural
                                                   Oil          Gas
                                                (Barrels)      (Mcf)
                                                ---------   -----------

Proved reserves, December 31, 1999              199,519     1,856,427
  Production                                   ( 17,814)   (  304,477)
  Sales of minerals in place                   (  4,151)   (    5,865)
  Extensions and discoveries                      3,121         3,831
  Revisions of previous estimates                 8,231       276,149
                                                -------     ---------

Proved reserves, December 31, 2000              188,906     1,826,065
  Production                                   ( 23,073)   (  290,969)
  Sales of minerals in place                   (    557)   (      603)
  Revisions of previous estimates              ( 13,407)      252,859
                                                -------     ---------

Proved reserves, December 31, 2001              151,869     1,787,352
  Production                                   ( 20,652)   (  286,109)
  Sales of minerals in place                        -      (   24,441)
  Extensions and discoveries                      3,020        84,663
  Revisions of previous estimates                26,101       171,515
                                                -------     ---------

Proved reserves, December 31, 2002              160,338     1,732,980
                                                =======     =========

PROVED DEVELOPED RESERVES:
      December 31, 2000                         188,906     1,826,065
                                                =======     =========
      December 31, 2001                         151,869     1,787,352
                                                =======     =========
      December 31, 2002                         160,338     1,732,980
                                                =======     =========





                                      F-41
<PAGE>





                                P-3 Partnership
                                ---------------

                                             Crude        Natural
                                              Oil           Gas
                                          (Barrels)        (Mcf)
                                          ---------     -----------

Proved reserves, December 31, 1999         271,998        3,134,280
  Production                              ( 23,146)      (  460,861)
  Sales of minerals in place              (  5,880)      (    7,817)
  Extensions and discoveries                 4,222          196,141
  Revisions of previous estimates            5,681          219,002
                                           -------        ---------

Proved reserves, December 31, 2000         252,875        3,080,745
  Production                              ( 29,759)      (  447,621)
  Sales of minerals in place              (    742)      (    2,685)
  Extensions and discoveries                 2,709           14,712
  Revisions of previous estimates         ( 19,464)         276,198
                                           -------        ---------

Proved reserves, December 31, 2001         205,619        2,921,349
  Production                              ( 26,541)      (  433,484)
  Sales of minerals in place                    -        (   30,718)
  Extensions and discoveries                 4,543          121,217
  Revisions of previous estimates           33,066          323,117
                                           -------        ---------

Proved reserves, December 31, 2002         216,687        2,901,481
                                           =======        =========
PROVED DEVELOPED RESERVES:
      December 31, 2000                    252,875        3,080,745
                                           =======        =========
      December 31, 2001                    205,619        2,921,349
                                           =======        =========
      December 31, 2002                    216,687        2,901,481
                                           =======        =========



                                      F-42
<PAGE>




                                P-4 Partnership
                                ---------------

                                            Crude       Natural
                                             Oil          Gas
                                          (Barrels)      (Mcf)
                                          ---------   -----------

Proved reserves, December 31, 1999          60,023     2,108,230
  Production                               (23,482)   (  339,221)
  Sales of minerals in place               ( 1,502)   (      812)
  Extensions and discoveries                 1,595       245,352
  Revisions of previous estimates           28,065       387,260
                                            ------     ---------

Proved reserves, December 31, 2000          64,699     2,400,809
  Production                               (38,934)   (  388,416)
  Sales of minerals in place               (    62)   (    3,524)
  Extensions and discoveries                50,363       169,655
  Revisions of previous estimates           14,230    (   95,342)
                                            ------     ---------

Proved reserves, December 31, 2001          90,296     2,083,182
  Production                               (26,054)   (  444,617)
  Sales of minerals in place                  -       (   43,199)
  Extensions and discoveries                 2,359        52,147
  Revisions of previous estimates          (37,086)      361,135
                                            ------     ---------

Proved reserves, December 31, 2002          29,515     2,008,648
                                            ======     =========

PROVED DEVELOPED RESERVES:
      December 31, 2000                     64,699     2,400,809
                                            ======     =========
      December 31, 2001                     87,867     2,059,176
                                            ======     =========
      December 31, 2002                     27,086     1,984,642
                                            ======     =========





                                      F-43
<PAGE>




                                P-5 Partnership
                                ---------------

                                            Crude       Natural
                                             Oil          Gas
                                          (Barrels) (Mcf)
                                          ---------   -----------

Proved reserves, December 31, 1999          39,773     2,335,679
  Production                               ( 5,827)   (  495,141)
  Sales of minerals in place               (   416)   (       68)
  Revisions of previous estimates          (   118)      545,474
                                            ------     ---------

Proved reserves, December 31, 2000          33,412     2,385,944
  Production                               ( 4,781)   (  438,194)
  Sales of minerals in place               (   229)   (    3,593)
  Extensions and discoveries                  -           18,889
  Revisions of previous estimates            1,501       377,619
                                            ------     ---------

Proved reserves, December 31, 2001          29,903     2,340,665
  Production                               ( 6,223)   (  386,565)
  Sales of minerals in place               (    60)   (    7,037)
  Extensions and discoveries                13,919        93,056
  Revisions of previous estimates            7,248       166,776
                                            ------     ---------

Proved reserves, December 31, 2002          44,787     2,206,895
                                            ======     =========
PROVED DEVELOPED RESERVES:
  December 31, 2000                         33,412     2,385,944
                                            ======     =========
  December 31, 2001                         29,903     2,340,665
                                            ======     =========
  December 31, 2002                         44,787     2,206,895
                                            ======     =========





                                      F-44
<PAGE>




                                P-6 Partnership
                                ---------------

                                            Crude       Natural
                                             Oil          Gas
                                          (Barrels)      (Mcf)
                                          ---------   -----------

Proved reserves, December 31, 1999         102,745     3,879,762
  Production                              ( 14,022)   (  809,428)
  Sales of minerals in place              (    140)   (       23)
  Revisions of previous estimates           24,521     1,125,151
                                           -------     ---------

Proved reserves, December 31, 2000         113,104     4,195,462
  Production                              ( 13,190)   (  678,969)
  Sales of minerals in place              (     73)   (    1,212)
  Extensions and discoveries                  -            6,483
  Revisions of previous estimates         (  6,143)      432,317
                                           -------     ---------

Proved reserves, December 31, 2001          93,698     3,954,081
  Production                              ( 15,089)   (  636,758)
  Sales of minerals in place              (     63)   (    7,595)
  Extensions and discoveries                15,007       107,938
  Revisions of previous estimates           20,662       506,262
                                           -------     ---------

Proved reserves, December 31, 2002         114,215     3,923,928
                                           =======     =========
PROVED DEVELOPED RESERVES:
  December 31, 2000                        113,104     4,195,462
                                           =======     =========
  December 31, 2001                         93,698     3,954,081
                                           =======     =========
  December 31, 2002                        114,215     3,923,928
                                           =======     =========






                                      F-45
<PAGE>



5. QUARTERLY FINANCIAL DATA (Unaudited)

      Summarized  unaudited  quarterly  financial  data for 2002 and 2001 are as
follows:

                                 P-1 Partnership
                                 ---------------


                                                      2002
                              --------------------------------------------------
                                First      Second         Third       Fourth
                               Quarter     Quarter       Quarter      Quarter
                              ---------   ---------     ---------   -----------

Total Revenues                $186,554    $256,672      $282,844    $306,574
Gross Profit(1)                156,014     230,993       256,853     273,500
Net Income                     110,642     197,085       224,034     242,595
Limited Partners'
   Net Income
   Per Unit                        .90        1.62          1.84        1.99


                                                      2001
                              --------------------------------------------------
                                First      Second         Third     Fourth
                               Quarter     Quarter       Quarter    Quarter(2)
                              ---------   ---------     ---------  -----------

Total Revenues                $432,434    $432,957      $251,428    $206,088
Gross Profit(1)                400,919     395,686       218,452     139,254
Net Income                     355,180     365,716       187,610     106,590
Limited Partners'
   Net Income
   Per Unit                       2.93        3.02          1.54         .83

-----------------------------
(1) Total revenues less depletion of Net Profits Interests.
(2) Significant  decline in Fourth  Quarter  Net Income  resulted  from  certain
    significant  wells becoming  uneconomical,  resulting in higher Depletion of
    Net Profits Interests.



                                      F-46
<PAGE>



                                 P-3 Partnership
                                 ---------------

                                                 2002
                         -------------------------------------------------------
                           First            Second          Third      Fourth
                          Quarter           Quarter        Quarter     Quarter
                         ---------         ---------      ---------  -----------

Total Revenues           $261,485          $366,608       $401,101    $432,089
Gross Profit(1)           213,180           325,700        362,298     382,632
Net Income                149,660           275,320        312,518     335,078
Limited Partners'
   Net Income
   Per Unit                   .77              1.44           1.64        1.75



                                                 2001
                         -----------------------------------------------------
                           First            Second          Third      Fourth
                          Quarter           Quarter        Quarter   Quarter(2)
                         ---------         ---------      ---------  ----------

Total Revenues           $638,509          $633,700       $356,228   $296,183
Gross Profit(1)           591,218           577,701        306,838    176,314
Net Income                528,235           531,088        258,978    127,053
Limited Partners'
   Net Income
   Per Unit                  2.78              2.79           1.35        .61


------------------------------
(1) Total revenues less depletion of Net Profits Interests.
(2) Significant  decline in Fourth  Quarter  Net Income  resulted  from  certain
    significant  wells becoming  uneconomical,  resulting in higher Depletion of
    Net Profits Interests.



                                      F-47
<PAGE>



                                 P-4 Partnership
                                 ---------------

                                                   2002
                         ----------------------------------------------------
                           First        Second         Third        Fourth
                          Quarter       Quarter       Quarter       Quarter
                         ---------     ---------     ---------   -----------

Total Revenues           $337,201      $389,844      $403,479     $299,188
Gross Profit(1)           288,509       355,668       286,675      230,248
Net Income                239,022       318,021       250,029      195,436
Limited Partners'
   Net Income
   Per Unit                  1.67          2.24          1.70         1.34


                                                   2001
                         ----------------------------------------------------
                           First        Second         Third        Fourth
                          Quarter       Quarter       Quarter     Quarter(2)
                         ---------     ---------     ---------    -----------

Total Revenues           $716,779      $457,441      $645,979     $340,521
Gross Profit(1)           682,918       424,939       591,210      214,269
Net Income                632,043       389,996       555,388      179,485
Limited Partners'
   Net Income
   Per Unit                  4.48          2.76          3.92         1.20


---------------------------------
(1) Total revenues less depletion of Net Profits Interests.
(2) Significant  decline in Fourth  Quarter  Net Income  resulted  from  certain
    significant  wells becoming  uneconomical,  resulting in higher Depletion of
    Net Profits Interests.



                                      F-48
<PAGE>



                                 P-5 Partnership
                                 ---------------

                                                         2002
                              ------------------------------------------------
                                First         Second        Third     Fourth
                               Quarter        Quarter      Quarter    Quarter
                              ---------      ---------    --------- -----------

Total Revenues                $164,561       $266,293     $234,285   $231,862
Gross Profit(1)                140,947        241,805      215,339    195,698
Net Income                      93,771        206,262      180,875    163,006
Limited Partners'
   Net Income
   Per Unit                        .74           1.65         1.45       1.29



                                                         2001
                              -------------------------------------------------
                                First         Second        Third      Fourth
                               Quarter        Quarter      Quarter    Quarter(2)
                              ---------      ---------    ---------   ----------

Total Revenues                $887,013       $457,949     $240,295   $116,573
Gross Profit(1)                857,486        434,585      217,794     64,667
Net Income                     808,802        401,740      184,153     32,002
Limited Partners'
   Net Income
   Per Unit                       6.48           3.22         1.47        .24


------------------------------
(1) Total revenues less depletion of Net Profits Interests.
(2) Significant  decline in Fourth  Quarter  Net Income  resulted  from  certain
    significant  wells becoming  uneconomical,  resulting in higher Depletion of
    Net Profits Interests.



                                      F-49
<PAGE>



                             P-6 Partnership
                             ---------------

                                                    2002
                          ----------------------------------------------------
                            First        Second         Third       Fourth
                           Quarter       Quarter       Quarter       Quarter
                          ---------     ---------     ---------    -----------

Total Revenues          $  324,518      $479,250      $376,121      $309,444
Gross Profit(1)            269,261       429,345       350,229       257,112
Net Income                 214,838       387,223       308,936       217,789
Limited Partners'
   Net Income
   Per Unit                   1.32          2.40          1.93          1.34



                                                    2001
                          ---------------------------------------------------
                            First        Second         Third       Fourth
                           Quarter       Quarter       Quarter     Quarter(2)
                          ---------     ---------     ---------   -----------

Total Revenues          $1,117,420      $667,075      $447,011     $126,651
Gross Profit(1)          1,065,032       621,554       400,016       51,701
Net Income               1,009,415       582,033       359,595       12,407
Limited Partners'
   Net Income
   Per Unit                   6.69          3.86          2.23          .04


------------------------------
(1) Total revenues less depletion of Net Profits Interests.
(2) Significant  decline in Fourth  Quarter  Net Income  resulted  from  certain
    significant  wells becoming  uneconomical,  resulting in higher Depletion of
    Net Profits Interests.





                                      F-50
<PAGE>





                               INDEX TO EXHIBITS
                               -----------------

No.         Description
----        -----------

4.1         Certificate  of Limited  Partnership  dated  March 16,  1988 for the
            Geodyne Institutional/ Pension Energy Income P-1 Limited Partnership
            filed as Exhibit 4.1 to Registrant's  Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.2        Amended and Restated Agreement of Limited  Partnership dated October
            25, 1988 for the  Geodyne  Institutional/Pension  Energy  Income P-1
            Limited  Partnership  filed as Exhibit  4.2 to  Registrant's  Annual
            Report on Form 10-K for the year ended December 31, 2001, filed with
            the  SEC  on  February  26,  2002  and  is  hereby  incorporated  by
            reference.

 4.3        First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  P-1  Limited  Partnership  filed as  Exhibit  4.3 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.4        Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne Institutional/Pension Energy Income P-1 Limited
            Partnership  filed as Exhibit 4.4 to  Registrant's  Annual Report on
            Form 10-K for the year ended  December 31, 2001,  filed with the SEC
            on February 26, 2002 and is hereby incorporated by reference.

 4.5        Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income P-1 Limited Partnership filed as
            Exhibit 4.5 to Registrant's  Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.6        Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income P-1 Limited Partnership filed as
            Exhibit 4.6 to Registrant's  Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.



                                      F-51
<PAGE>




 4.7        Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income P-1 Limited Partnership filed as
            Exhibit 4.7 to Registrant's  Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.8        Certificate of Limited  Partnership  dated February 13, 1989 for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-3
            filed as Exhibit 4.15 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.9        Amended and Restated Agreement of Limited  Partnership dated May 10,
            1989 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-3 filed as Exhibit 4.16 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.10       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-3 filed as  Exhibit  4.17 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.11       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-3 filed as Exhibit 4.18 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.12       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-3 filed as
            Exhibit 4.19 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.13       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-3 filed as
            Exhibit 4.20 to Registrant's Annual Report on Form 10-K for the year
            ended December



                                      F-52
<PAGE>



            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.14       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-3 filed as
            Exhibit 4.21 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.15       Certificate  of  Limited  Partnership  dated  May 10,  1989  for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-4
            filed as Exhibit 4.22 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.16       Amended and Restated Agreement of Limited Partnership dated November
            20, 1989 for the Geodyne Institutional/Pension Energy Income Limited
            Partnership P-4 filed as Exhibit 4.23 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.17       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-4 filed as  Exhibit  4.24 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.18       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-4 filed as Exhibit 4.25 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.19       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-4 filed as
            Exhibit 4.26 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.20       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership dated August  31, 1995, for the  Geodyne  Institutional/
            Pension  Energy  Income Limited



                                      F-53
<PAGE>



            Partnership P-4 filed as Exhibit 4.27 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.21       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-4 filed as
            Exhibit 4.28 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.22       Certificate  of Limited  Partnership  dated November 9, 1989 for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-5
            filed as Exhibit 4.29 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.23       Amended and Restated Agreement of Limited Partnership dated February
            26, 1990 for the Geodyne Institutional/Pension Energy Income Limited
            Partnership P-5 filed as Exhibit 4.30 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.24       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-5 filed as  Exhibit  4.31 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.25       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-5 filed as Exhibit 4.32 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.26       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-5 filed as
            Exhibit 4.33 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.



                                      F-54
<PAGE>




 4.27       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-5 filed as
            Exhibit 4.34 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.28       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-5 filed as
            Exhibit 4.35 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.29       Certificate of Limited  Partnership  dated November 28, 1989 for the
            Geodyne Institutional/ Pension Energy Income Limited Partnership P-6
            filed as Exhibit 4.36 to Registrant's Annual Report on Form 10-K for
            the year ended December 31, 2001, filed with the SEC on February 26,
            2002 and is hereby incorporated by reference.

 4.30       Amended and Restated Agreement of Limited  Partnership dated October
            5, 1990 for the Geodyne  Institutional/Pension Energy Income Limited
            Partnership P-6 filed as Exhibit 4.37 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.31       First  Amendment to  Certificate  of Limited  Partnership  and First
            Amendment to Amended and Restated  Agreement of Limited  Partnership
            dated  February  24,  1993,  for the  Geodyne  Institutional/Pension
            Energy  Income  Limited  Partnership  P-6 filed as  Exhibit  4.38 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.32       Second Amendment to Certificate of Limited Partnership dated July 1,
            1996 for the Geodyne  Institutional/Pension  Energy  Income  Limited
            Partnership P-6 filed as Exhibit 4.39 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 4.33       Second  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    August   4,    1993,    for   the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-6 filed as
            Exhibit 4.40 to Registrant's Annual Report on Form 10-K for the year
            ended December



                                      F-55
<PAGE>



            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 4.34       Third  Amendment  to  Amended  and  Restated  Agreement  of  Limited
            Partnership    dated    August   31,    1995,    for   the   Geodyne
            Institutional/Pension Energy Income Limited Partnership P-6 filed as
            Exhibit 4.41 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 4.35       Fourth  Amendment  to  Amended  and  Restated  Agreement  of Limited
            Partnership    dated    July    1,    1996,    for    the    Geodyne
            Institutional/Pension Energy Income Limited Partnership P-6 filed as
            Exhibit 4.42 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.1       Amended and Restated Agreement of Partnership dated October 25, 1988
            for the  Geodyne  NPI  Partnership  P-1  filed  as  Exhibit  10.1 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.2       First  Amendment  to Amended and Restated  Agreement of  Partnership
            dated February 26, 1993 for the Geodyne NPI Partnership P-1 filed as
            Exhibit 10.2 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.3       Second  Amendment to Amended and Restated  Agreement of  Partnership
            dated  July 1, 1996 for the  Geodyne  NPI  Partnership  P-1 filed as
            Exhibit 10.3 to Registrant's Annual Report on Form 10-K for the year
            ended December 31, 2001, filed with the SEC on February 26, 2002 and
            is hereby incorporated by reference.

 10.4       Agreement of Partnership  dated February 9, 1989 for the Geodyne NPI
            Partnership P-3 filed as Exhibit 10.7 to Registrant's  Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 10.5       First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-3  filed  as  Exhibit  10.8 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.



                                      F-56
<PAGE>




 10.6       Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-3  filed  as  Exhibit   10.9  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.7       Agreement  of  Partnership  dated April 24, 1989 for the Geodyne NPI
            Partnership P-4 filed as Exhibit 10.10 to Registrant's Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 10.8       First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-4  filed as  Exhibit  10.11 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.9       Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-4  filed  as  Exhibit  10.12  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.10      Agreement of Partnership  dated October 27, 1989 for the Geodyne NPI
            Partnership P-5 filed as Exhibit 10.13 to Registrant's Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.

 10.11      First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-5  filed as  Exhibit  10.14 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.12      Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-5  filed  as  Exhibit  10.15  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.13      Agreement of Partnership dated November 28, 1989 for the Geodyne NPI
            Partnership P-6 filed as Exhibit 10.16 to Registrant's Annual Report
            on Form 10-K for the year ended  December 31,  2001,  filed with the
            SEC on February 26, 2002 and is hereby incorporated by reference.



                                      F-57
<PAGE>




 10.14      First Amendment to Agreement of Partnership  dated February 26, 1993
            for the  Geodyne  NPI  Partnership  P-6  filed as  Exhibit  10.17 to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

 10.15      Second Amendment to Agreement of Partnership  dated July 1, 1996 for
            the  Geodyne  NPI   Partnership   P-6  filed  as  Exhibit  10.18  to
            Registrant's  Annual Report on Form 10-K for the year ended December
            31,  2001,  filed with the SEC on  February  26,  2002 and is hereby
            incorporated by reference.

*23.1       Consent of Ryder Scott Company, L.P. for the Geodyne  Institutional/
            Pension Energy Income P-1 Limited Partnership.

*23.2       Consent of Ryder Scott  Company, L.P. for the Geodyne Institutional/
            Pension Energy Income Limited Partnership P-3.

*23.3       Consent of Ryder Scott  Company, L.P. for the Geodyne Institutional/
            Pension Energy Income Limited Partnership P-4.

*23.4       Consent of Ryder Scott  Company, L.P. for the Geodyne Institutional/
            Pension Energy Income Limited Partnership P-5.

*23.5       Consent of Ryder Scott  Company, L.P. for the Geodyne Institutional/
            Pension Energy Income Limited Partnership P-6.

*99.1       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income P-1 Limited Partnership.

*99.2       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-3.

*99.3       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-4.

*99.4       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-5.



                                      F-58
<PAGE>




*99.5       Certification  pursuant  to  18  U.S.C.  Section  1350,  as  adopted
            pursuant  to Section 906 of the  Sarbanes-Oxley  Act of 2002 for the
            Geodyne Institutional/Pension Energy Income Limited Partnership P-6.



      All other Exhibits are omitted as inapplicable.

                  ----------

                  *Filed herewith.




                                      F-59