SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                  FORM 10-Q

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

For the quarter ended September 30, 1998

Commission File Number:

      P-1:  0-17800           P-3:  0-18306           P-5:  0-18637
      P-2:  0-17801           P-4:  0-18308           P-6:  0-18937

     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP 
     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 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 73-1330245
                                                P-2 73-1330625
              P-1 and P-2:                      P-3 73-1336573
                 Texas                          P-4 73-1341929
             P-3 through P-6:                   P-5 73-1353774
                Oklahoma                        P-6 73-1357375
      ----------------------------    -------------------------------
      (State or other jurisdiction    (I.R.S. Employer Identification
          of incorporation or                      Number)
           organization)


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

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

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

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




                                       1
<PAGE>




                        PART I. FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-1
                           COMBINED BALANCE SHEETS
                                 (Unaudited)


                                    ASSETS


                                             September 30,     December 31,
                                                1998              1997
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  134,319        $  503,622
   Accounts receivable:
      Net Profits                                 91,997           164,644
                                              ----------        ----------
        Total current assets                  $  226,316        $  668,266

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               1,215,168         1,408,420
                                              ----------        ----------
                                              $1,441,484        $2,076,686
                                              ==========        ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   89,247)      ($   87,415)
   Limited Partners, issued and
      outstanding, 108,074 units               1,530,731         2,164,101
                                              ----------        ----------
        Total Partners' capital               $1,441,484        $2,076,686
                                              ----------        ----------
                                              $1,441,484        $2,076,686
                                              ==========        ==========


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


                                       2
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-1
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                  1998              1997
                                                --------          --------

REVENUES:
   Net Profits                                  $114,886          $270,199
   Interest and other income                       4,241             3,401
   Gain (loss) on sale of Net
      Profits Interests                        (   1,791)            3,860
                                                --------          --------
                                                $117,336          $277,460

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 48,122          $ 64,241
   General and administrative
      (Note 2)                                    30,953            30,421
                                                --------          --------
                                                $ 79,075          $ 94,662
                                                --------          --------

NET INCOME                                      $ 38,261          $182,798
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $  7,733          $ 11,539
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $ 30,528          $171,259
                                                ========          ========
NET INCOME per unit                             $    .28          $   1.58
                                                ========          ========
UNITS OUTSTANDING                                108,074           108,074
                                                ========          ========



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



                                       3
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-1
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                              ----------        ----------

REVENUES:
   Net Profits                                $  537,453        $  867,304
   Interest and other income                      10,466             8,457
   Gain on sale of Net Profits
      Interests                                  474,007           131,245
                                              ----------        ----------
                                              $1,021,926        $1,007,006

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                               $  161,970        $  189,470
   Impairment provision                                -           902,042
   General and administrative
      (Note 2)                                    98,174            99,843
                                              ----------        ----------
                                              $  260,144        $1,191,355
                                              ----------        ----------

NET INCOME (LOSS)                             $  761,782       ($  184,349)
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   48,152        $   34,020
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)          $  713,630       ($  218,369)
                                              ==========        ==========
NET INCOME (LOSS) per unit                    $     6.60       ($     2.02)
                                              ==========        ==========
UNITS OUTSTANDING                                108,074           108,074
                                              ==========        ==========



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



                                       4
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-1
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)

                                                 1998              1997
                                              -----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $  761,782       ($  184,349)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depletion of Net Profits
        Interests                                161,970           189,470
      Impairment provision                             -           902,042
      Gain on sale of Net Profits
        Interests                            (   474,007)      (   131,245)
      Decrease in accounts receivable -
        Net Profits                               72,647            43,563
      Increase in accounts receivable -
        General Partner                                -       (    21,749)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $  522,392        $  797,732
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   13,756)      ($   18,310)
   Proceeds from sale of Net Profits
      Interests                                  519,045           227,430
                                              ----------        ----------
Net cash provided by investing
   activities                                 $  505,289        $  209,120
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,396,984)      ($1,051,865)
                                              ----------        ----------
Net cash used by financing activities        ($1,396,984)      ($1,051,865)
                                              ----------        ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($  369,303)      ($   45,013)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           503,622           293,296
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  134,319        $  248,283
                                              ==========        ==========



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


                                       5
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-2
                           COMBINED BALANCE SHEETS
                                 (Unaudited)


                                    ASSETS


                                             September 30,     December 31,
                                                1998              1997
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  104,934       $  369,191
   Accounts receivable:
      Net Profits                                  72,603          135,331
                                               ----------       ----------
        Total current assets                   $  177,537       $  504,522

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                  968,013        1,182,230
                                               ----------       ----------
                                               $1,145,550       $1,686,752
                                               ==========       ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   80,928)     ($   72,438)
   Limited Partners, issued and
      outstanding, 90,094 units                 1,226,478        1,759,190
                                               ----------       ----------
        Total Partners' capital                $1,145,550       $1,686,752
                                               ----------       ----------
                                               $1,145,550       $1,686,752
                                               ==========       ==========



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


                                       6
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-2
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                1998               1997
                                              ---------          ---------

REVENUES:
   Net Profits                                 $89,003            $207,968
   Interest and other income                     2,978               2,702
   Gain (loss) on sale of Net
      Profits Interests                       (  1,378)              2,210
                                               -------            --------
                                               $90,603            $212,880

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                $37,598            $ 52,479
   General and administrative
      (Note 2)                                  25,805              25,375
                                               -------            --------
                                               $63,403            $ 77,854
                                               -------            --------

NET INCOME                                     $27,200            $135,026
                                               =======            ========
GENERAL PARTNER - NET INCOME                   $ 2,715            $  8,715
                                               =======            ========
LIMITED PARTNERS - NET INCOME                  $24,485            $126,311
                                               =======            ========
NET INCOME per unit                            $   .27            $   1.40
                                               =======            ========
UNITS OUTSTANDING                               90,094              90,094
                                               =======            ========



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


                                       7
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-2
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                              ----------         ---------

REVENUES:
   Net Profits                                 $410,191           $677,306
   Interest and other income                      7,625              6,612
   Gain on sale of Net Profits
      Interests                                 253,637             82,301
                                               --------           --------
                                               $671,453           $766,219

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                $125,373           $157,458
   Impairment provision                               -            727,893
   General and administrative
      (Note 2)                                   81,952             83,094
                                               --------           --------
                                               $207,325           $968,445
                                               --------           --------

NET INCOME (LOSS)                              $464,128          ($202,226)
                                               ========           ========
GENERAL PARTNER - NET INCOME                   $ 27,840           $ 24,972
                                               ========           ========
LIMITED PARTNERS - NET INCOME (LOSS)           $436,288          ($227,198)
                                               ========           ========
NET INCOME (LOSS) per unit                     $   4.84          ($   2.52)
                                               ========           ========
UNITS OUTSTANDING                                90,094             90,094
                                               ========           ========


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


                                       8
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2 LIMITED PARTNERSHIP
                         GEODYNE NPI PARTNERSHIP P-2
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                               ---------         ---------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $  464,128         ($202,226)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depletion of Net Profits
        Interests                                125,373           157,458
      Impairment provision                             -           727,893
      Gain on sale of Net Profits
        Interests                            (   253,637)        (  82,301)
      Decrease in accounts receivable -
        Net Profits                               62,728            34,019
      Increase in accounts receivable -
        General Partner                                -         (   6,471)
                                              ----------          --------
Net cash provided by operating
   activities                                 $  398,592          $628,372
                                              ----------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   17,394)        ($ 26,895)
   Proceeds from sale of Net Profits
      Interests                                  359,875           201,403
                                              ----------          --------
Net cash provided by investing
   activities                                 $  342,481          $174,508
                                              ----------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,005,330)        ($850,083)
                                              ----------          --------
Net cash used by financing activities        ($1,005,330)        ($850,083)
                                              ----------          --------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($  264,257)        ($ 47,203)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           369,191           222,506
                                              ----------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  104,934          $175,303
                                              ==========          ========


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



                                       9
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                           COMBINED BALANCE SHEETS
                                 (Unaudited)

                                    ASSETS


                                             September 30,     December 31,
                                                 1998             1997
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  196,106        $  685,628
   Accounts receivable:
      Net Profits                                137,904           254,470
                                              ----------        ----------
        Total current assets                  $  334,010        $  940,098

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               1,935,035         2,196,444
                                              ----------        ----------
                                              $2,269,045        $3,136,542
                                              ==========        ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  146,207)      ($  137,258)
   Limited Partners, issued and
      outstanding, 169,637 units               2,415,252         3,273,800
                                              ----------        ----------
        Total Partners' capital               $2,269,045        $3,136,542
                                              ----------        ----------
                                              $2,269,045        $3,136,542
                                              ==========        ==========



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


                                       10
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                  1998             1997
                                                --------         ---------

REVENUES:
   Net Profits                                  $166,755          $386,110
   Interest and other income                       5,626             5,215
   Gain (loss) on sale of Net
      Profits Interests                        (   2,558)            5,307
                                                --------          --------
                                                $169,823          $396,632

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 70,090          $ 96,687
   General and administrative
      (Note 2)                                    48,580            47,678
                                                --------          --------
                                                $118,670          $144,365
                                                --------          --------

NET INCOME                                      $ 51,153          $252,267
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $  5,080          $ 16,220
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $ 46,073          $236,047
                                                ========          ========
NET INCOME per unit                             $    .27          $   1.39
                                                ========          ========
UNITS OUTSTANDING                                169,637           169,637
                                                ========          ========



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


                                       11
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                              ----------        ----------

REVENUES:
   Net Profits                                $  764,416        $1,262,543
   Interest and other income                      14,498            12,676
   Gain on sale Net Profits
      Interests                                  603,091           147,793
                                              ----------        ----------
                                              $1,382,005        $1,423,012

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                               $  232,939        $  291,256
   Impairment provision                                -         1,413,917
   General and administrative
      (Note 2)                                   154,282           156,317
                                              ----------        ----------
                                              $  387,221        $1,861,490
                                              ----------        ----------

NET INCOME (LOSS)                             $  994,784       ($  438,478)
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   58,332        $   45,649
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)          $  936,452       ($  484,127)
                                              ==========        ==========
NET INCOME (LOSS) per unit                    $     5.52       ($     2.85)
                                              ==========        ==========
UNITS OUTSTANDING                                169,637           169,637
                                              ==========        ==========



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



                                       12
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-3
                         GEODYNE NPI PARTNERSHIP P-3
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                              -----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $  994,784       ($  438,478)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depletion of Net Profits
        Interests                                232,939           291,256
      Impairment provision                             -         1,413,917
      Gain on sale of Net Profits
        Interests                            (   603,091)      (   147,793)
      Decrease in accounts receivable -
        Net Profits                              116,566            63,039
      Increase in accounts receivable -
        General Partner                                -       (    10,917)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $  741,198        $1,171,024
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   33,084)      ($   53,174)
   Proceeds from sale of Net Profits
      Interests                                  664,645           389,977
                                              ----------        ----------
Net cash provided by investing
   activities                                 $  631,561        $  336,803
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,862,281)      ($1,595,111)
                                              ----------        ----------
Net cash used by financing activities        ($1,862,281)      ($1,595,111)
                                              ----------        ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($  489,522)      ($   87,284)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           685,628           415,354
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  196,106        $  328,070
                                              ==========        ==========


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


                                       13
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                           COMBINED BALANCE SHEETS
                                 (Unaudited)

                                    ASSETS


                                             September 30,     December 31,
                                                1998              1997
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  164,373        $  243,903
   Accounts receivable:
      Net Profits                                173,447           301,060
                                              ----------        ----------
        Total current assets                  $  337,820        $  544,963

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method               1,098,184         1,282,329
                                              ----------        ----------
                                              $1,436,004        $1,827,292
                                              ==========        ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  100,824)      ($   94,799)
   Limited Partners, issued and
      outstanding, 126,306 units               1,536,828         1,922,091
                                              ----------        ----------
        Total Partners' capital               $1,436,004        $1,827,292
                                              ----------        ----------
                                              $1,436,004        $1,827,292
                                              ==========        ==========



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


                                       14
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998               1997
                                               ---------          --------

REVENUES:
   Net Profits                                  $138,857          $288,543
   Interest and other income                       1,714             4,140
   Loss on sale of Net
      Profits Interests                        (     238)        (     571)
                                                --------          --------
                                                $140,333          $292,112

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 54,446          $ 97,298
   General and administrative
      (Note 2)                                    36,110            35,495
                                                --------          --------
                                                $ 90,556          $132,793
                                                --------          --------

NET INCOME                                      $ 49,777          $159,319
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $  4,581          $ 11,650
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $ 45,196          $147,669
                                                ========          ========
NET INCOME per unit                             $    .36          $   1.17
                                                ========          ========
UNITS OUTSTANDING                                126,306           126,306
                                                ========          ========



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


                                       15
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                               ---------        ----------

REVENUES:
   Net Profits                                  $557,503        $1,013,278
   Interest and other income                       6,871            10,780
   Gain (loss) on sale of Net
      Profits Interests                           12,014       (     6,065)
                                                --------        ----------
                                                $576,388        $1,017,993

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $185,990        $  326,113
   Impairment provision                                -           752,388
   General and administrative
      (Note 2)                                   114,784           114,164
                                                --------        ----------
                                                $300,774        $1,192,665
                                                --------        ----------

NET INCOME (LOSS)                               $275,614       ($  174,672)
                                                ========        ==========
GENERAL PARTNER - NET INCOME                    $ 20,877        $   33,867
                                                ========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)            $254,737       ($  208,539)
                                                ========        ==========
NET INCOME (LOSS) per unit                      $   2.02       ($     1.65)
                                                ========        ==========
UNITS OUTSTANDING                                126,306           126,306
                                                ========        ==========




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



                                       16
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-4
                         GEODYNE NPI PARTNERSHIP P-4
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                  1998             1997
                                                ---------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                            $275,614       ($  174,672)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depletion of Net Profits
        Interests                                185,990           326,113
      Impairment provision                             -           752,388
      (Gain) loss on sale of Net
        Profits Interests                      (  12,014)            6,065
      Decrease in accounts receivable -
        Net Profits                              127,613            82,387
                                                --------        ----------
Net cash provided by operating
   activities                                   $577,203        $  992,281
                                                --------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($  4,726)      ($   16,738)
   Proceeds from sale of Net Profits
      Interests                                   14,895           241,920
                                                --------        ----------
Net cash provided by investing
   activities                                   $ 10,169        $  225,182
                                                --------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($666,902)      ($1,312,996)
                                                --------        ----------
Net cash used by financing activities          ($666,902)      ($1,312,996)
                                                --------        ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                                 ($ 79,530)      ($   95,533)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           243,903           345,876
                                                --------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $164,373        $  250,343
                                                ========        ==========




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


                                       17
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                           COMBINED BALANCE SHEETS
                                 (Unaudited)

                                    ASSETS


                                             September 30,     December 31,
                                                1998              1997
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  203,806       $  228,750
   Accounts receivable:
      Net Profits                                  77,073          134,968
                                               ----------       ----------
        Total current assets                   $  280,879       $  363,718

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                1,082,139        1,257,789
                                               ----------       ----------
                                               $1,363,018       $1,621,507
                                               ==========       ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   79,626)     ($   74,683)
   Limited Partners, issued and
      outstanding, 118,449 units                1,442,644        1,696,190
                                               ----------       ----------
        Total Partners' capital                $1,363,018       $1,621,507
                                               ----------       ----------
                                               $1,363,018       $1,621,507
                                               ==========       ==========



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


                                       18
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)



                                                 1998              1997
                                               ---------         ---------

REVENUES:
   Net Profits                                  $189,220          $248,233
   Interest and other income                       3,102             2,136
   Gain on sale of Net Profits
      Interests                                      803            14,650
                                                --------          --------
                                                $193,125          $265,019

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $ 65,403          $ 72,173
   General and administrative
      (Note 2)                                    33,873            33,294
                                                --------          --------
                                                $ 99,276          $105,467
                                                --------          --------

NET INCOME                                      $ 93,849          $159,552
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $  7,154          $ 10,758
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $ 86,695          $148,794
                                                ========          ========
NET INCOME per unit                             $    .73          $   1.26
                                                ========          ========
UNITS OUTSTANDING                                118,449           118,449
                                                ========          ========



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


                                       19
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)



                                                 1998              1997
                                               ---------        ----------

REVENUES:
   Net Profits                                  $619,716        $  750,913
   Interest and other income                       8,301             6,894
   Gain on sale of Net Profits
      Interests                                  340,817            68,845
                                                --------        ----------
                                                $968,834        $  826,652

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $185,027        $  224,115
   Impairment provision                                -         1,018,068
   General and administrative
      (Note 2)                                   107,554           109,771
                                                --------        ----------
                                                $292,581        $1,351,954
                                                --------        ----------

NET INCOME (LOSS)                               $676,253       ($  525,302)
                                                ========        ==========
GENERAL PARTNER - NET INCOME                    $ 40,799        $   23,078
                                                ========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)            $635,454       ($  548,380)
                                                ========        ==========
NET INCOME (LOSS) per unit                      $   5.36       ($     4.63)
                                                ========        ==========
UNITS OUTSTANDING                                118,449           118,449
                                                ========        ==========


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



                                       20
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-5
                         GEODYNE NPI PARTNERSHIP P-5
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                  1998             1997
                                                ---------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                            $676,253       ($  525,302)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depletion of Net Profits
        Interests                                185,027           224,115
      Impairment provision                             -         1,018,068
      Gain on sale of Net Profits
        Interests                              ( 340,817)      (    68,845)
      Decrease in accounts receivable -
        Net Profits                               57,895            77,505
      Increase in accounts receivable -
        General Partner                                -       (     7,716)
                                                --------        ----------
Net cash provided by operating
   activities                                   $578,358        $  717,825
                                                --------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($ 37,045)       $        -
   Proceeds from sale of Net Profits
      Interests                                  368,485            81,708
                                                --------        ----------
Net cash provided by investing
   activities                                   $331,440        $   81,708
                                                --------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($934,742)      ($  874,288)
                                                --------        ----------
Net cash used by financing activities          ($934,742)      ($  874,288)
                                                --------        ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                                 ($ 24,944)      ($   74,755)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           228,750           247,540
                                                --------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $203,806        $  172,785
                                                ========        ==========


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


                                       21
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                           COMBINED BALANCE SHEETS
                                 (Unaudited)

                                    ASSETS


                                             September 30,     December 31,
                                                 1998             1997
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  253,745       $  362,957
   Accounts receivable:
      Net Profits                                 128,250          291,352
                                               ----------       ----------
        Total current assets                   $  381,995       $  654,309

NET PROFITS INTERESTS, net, utilizing
   the successful efforts method                2,175,229        2,457,809
                                               ----------       ----------
                                               $2,557,224       $3,112,118
                                               ==========       ==========

                         PARTNERS' CAPITAL (DEFICIT)


PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  106,522)     ($   96,514)
   Limited Partners, issued and
      outstanding, 143,041 units                2,663,746        3,208,632
                                               ----------       ----------
        Total Partners' capital                $2,557,224       $3,112,118
                                               ----------       ----------
                                               $2,557,224       $3,112,118
                                               ==========       ==========



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


                                       22
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                  1998             1997
                                                --------         ---------

REVENUES:
   Net Profits                                  $256,471          $434,139
   Interest and other income                       2,925             3,744
   Gain (loss) on sale of Net
      Profits Interests                        (   1,421)            5,558
                                                --------          --------
                                                $257,975          $443,441

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                                 $110,826          $155,616
   General and administrative
      (Note 2)                                    40,901            40,201
                                                --------          --------
                                                $151,727          $195,817
                                                --------          --------

NET INCOME                                      $106,248          $247,624
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $  9,600          $ 18,419
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $ 96,648          $229,205
                                                ========          ========
NET INCOME per unit                             $    .67          $   1.60
                                                ========          ========
UNITS OUTSTANDING                                143,041           143,041
                                                ========          ========



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


                                       23
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                      COMBINED STATEMENTS OF OPERATIONS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                              ----------        ----------

REVENUES:
   Net Profits                                $  873,844        $1,386,099
   Interest and other income                      10,360            12,195
   Gain on sale of Net Profits
      Interests                                  133,104            31,516
                                              ----------        ----------
                                              $1,017,308        $1,429,810

COSTS AND EXPENSES:
   Depletion of Net Profits
      Interests                               $  309,288        $  482,134
   Impairment provision                                -           898,584
   General and administrative
      (Note 2)                                   130,159           132,891
                                              ----------        ----------
                                              $  439,447        $1,513,609
                                              ----------        ----------

NET INCOME (LOSS)                             $  577,861       ($   83,799)
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   40,747        $   50,429
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)          $  537,114       ($  134,228)
                                              ==========        ==========
NET INCOME (LOSS) per unit                    $     3.75       ($      .94)
                                              ==========        ==========
UNITS OUTSTANDING                                143,041           143,041
                                              ==========        ==========



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



                                       24
<PAGE>



     GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIP P-6
                         GEODYNE NPI PARTNERSHIP P-6
                      COMBINED STATEMENTS OF CASH FLOWS
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1998 AND 1997
                                 (Unaudited)


                                                 1998              1997
                                              -----------      -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $  577,861       ($   83,799)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depletion of Net Profits
        Interests                                309,288           482,134
      Impairment provision                             -           898,584
      Gain on sale of Net Profits
        Interests                            (   133,104)      (    31,516)
      Decrease in accounts receivable -
        Net Profits                              163,102           142,867
      Increase in accounts receivable -
        General Partner                                -       (     2,649)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $  917,147        $1,405,621
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   41,351)      ($    6,294)
   Proceeds from sale of Net Profits
      Interests                                  147,747            36,851
                                              ----------        ----------
Net cash provided by investing
   activities                                 $  106,396        $   30,557
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,132,755)      ($1,401,780)
                                              ----------        ----------
Net cash used by financing activities        ($1,132,755)      ($1,401,780)
                                              ----------        ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                          ($  109,212)       $   34,398

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           362,957           319,699
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  253,745        $  354,097
                                              ==========        ==========


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



                                       25
<PAGE>



       GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME LIMITED PARTNERSHIPS
             CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
                              SEPTEMBER 30, 1998
                                  (Unaudited)


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

      The combined balance sheets as of September 30, 1998,  combined statements
      of operations  for the three and nine months ended  September 30, 1998 and
      1997,  and  combined  statements  of cash flows for the nine months  ended
      September 30, 1998 and 1997 have been prepared by Geodyne Resources, Inc.,
      the General  Partner of the Geodyne  Institutional/Pension  Energy Limited
      Partnerships, without audit. Each limited partnership is a general partner
      in the related Geodyne NPI Partnership (the "NPI  Partnerships")  in which
      Geodyne Resources,  Inc. serves as the managing partner.  For the purposes
      of these financial  statements,  the general partner and managing  partner
      are  collectively  referred to as the  "General  Partner"  and the limited
      partnerships  and NPI  Partnerships  are  collectively  referred to as the
      "Partnerships".  In the opinion of  management  the  financial  statements
      referred to above include all necessary adjustments,  consisting of normal
      recurring  adjustments,  to present fairly the combined financial position
      at September 30, 1998,  the combined  results of operations  for the three
      and nine months ended  September 30, 1998 and 1997,  and the combined cash
      flows for the nine months ended September 30, 1998 and 1997.

      Information  and  footnote  disclosures  normally  included  in  financial
      statements  prepared in  accordance  with  generally  accepted  accounting
      principles  have been  condensed  or  omitted.  The  accompanying  interim
      financial  statements should be read in conjunction with the Partnerships'
      Annual Report on Form 10-K filed for the year ended December 31, 1997. The
      results of  operations  for the period  ended  September  30, 1998 are not
      necessarily indicative of the results to be expected for the full year.

      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  working
      interests from which  Partnerships'  Net Profits  Interests are carved are
      referred to as "Working Interests".

      The Limited  Partners' net income or loss per unit is based upon each $100
      initial capital contribution.




                                       26
<PAGE>



      NET PROFITS INTERESTS
      ---------------------

      The  Partnerships  follow the successful  efforts method of accounting for
      their Net Profits Interests.  Under the successful efforts method, the NPI
      Partnerships  capitalize all acquisition costs. Property acquisition costs
      include  costs  incurred by the  Partnerships  or the  General  Partner to
      acquire  producing  properties,   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
      acquisition cost to the NPI Partnership of Net Profits Interests  acquired
      by the General  Partner is  adjusted  to reflect  the net cash  results of
      operations,  including  interest incurred to finance the acquisition,  for
      the period of time the properties are held by the General Partner prior to
      their transfer to the Partnerships. Impairment of Net Profits Interests is
      recognized based upon an individual property assessment.

      Depletion  of the  costs  of Net  Profits  Interests  is  computed  on the
      unit-of-production  method. The Partnerships'  calculation of depletion of
      its Net Profits Interests includes estimated dismantlement and abandonment
      costs, net of estimated salvage value.

      The  Partnerships  do  not  directly  bear  capital  costs.  However,  the
      Partnerships  indirectly bear certain capital costs incurred by the owners
      of the  Working  Interests  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.

      Statement of Financial  Accounting Standards ("SFAS") No. 121, "Accounting
      for the  Impairment  of Long Lived  Assets and Assets Held for  Disposal",
      requires successful efforts companies, like the Partnerships,  to evaluate
      the  recoverability  of the  carrying  costs of their  proved  oil and gas
      properties at the lowest level for which there are identifiable cash flows
      that are largely  independent of the cash flows of other groups of oil and
      gas properties.  With respect to the Partnerships' oil and gas properties,
      this evaluation was performed for each field.  SFAS No. 121, provides that
      if the  unamortized  costs of oil and gas properties for each field exceed
      the expected undiscounted future cash flows from such properties, the cost
      of the  properties  is written down to fair value,  which is determined by
      using  the  discounted   future  cash  flows  from  the  properties.   The
      Partnerships  recorded  a non-cash  charge  against  earnings  (impairment
      provision) during the nine



                                       27
<PAGE>



      months ended September 30, 1997 pursuant to SFAS No. 121 as follows:

                  Partnership               Amount
                  -----------             -----------
                    P-1                    $  902,042
                    P-2                       727,893
                    P-3                     1,413,917
                    P-4                       752,388
                    P-5                     1,018,068
                    P-6                       898,584

      No such charge was recorded in the nine months ended  September  30, 1998.
      The risk that the Partnerships  will be required to record such impairment
      provisions in the future increases when oil and gas prices are depressed.


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

      The Partnerships'  partnership agreements provide for reimbursement to the
      General Partner for all direct general and administrative expenses and for
      the general and  administrative  overhead  applicable to the  Partnerships
      based on an allocation of actual costs  incurred.  During the three months
      ended  September 30, 1998 the following  payments were made to the General
      Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               P-1                   $2,513                  $28,440
               P-2                    2,096                   23,709
               P-3                    3,940                   44,640
               P-4                    2,870                   33,240
               P-5                    2,703                   31,170
               P-6                    3,260                   37,641

      During the nine months ended  September  30, 1998 the  following  payments
      were made to the General Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               P-1                  $12,854                 $ 85,320
               P-2                   10,825                   71,127
               P-3                   20,362                  133,920
               P-4                   15,064                   99,720
               P-5                   14,044                   93,510
               P-6                   17,236                  112,923



                                       28
<PAGE>




      Affiliates  of the  Partnerships  operate  certain  of  the  Partnerships'
      properties and their policy is to bill the  Partnerships for all customary
      charges and cost reimbursements associated with their activities.






                                       29
<PAGE>



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


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

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


GENERAL
-------

      The  Partnerships  are engaged in the  business of  acquiring  Net Profits
      Interests in producing oil and gas properties  located in the  continental
      United States.  In general,  a Partnership  acquired passive  interests in
      producing  properties and does not directly engage in development drilling
      or  enhanced  recovery  projects.  Therefore,  the  economic  life of each
      limited  partnership,  and its related NPI Partnership,  is limited to the
      period  of  time  required  to  fully  produce  its  acquired  oil and gas
      reserves. A Net Profits Interest entitles the Partnerships to a portion of
      the  oil  and  gas  sales  less  operating  and  production  expenses  and
      development costs generated by the owner of the



                                       30
<PAGE>



      underlying  Working  Interests.  The net  proceeds  from the oil and gas
      operations  are  distributed  to the  Limited  Partners  and the General
      Partner in accordance  with the terms of the  Partnerships'  partnership
      agreements.


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

      The Partnerships began operations and investors were assigned their rights
      as Limited Partners,  having made capital contributions in the amounts and
      on the dates set forth below:

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

                 P-1            October 25, 1988           $10,807,400
                 P-2            February 9, 1989             9,009,400
                 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

      In general,  the amount of funds  available for  acquisition  of producing
      properties was equal to the capital contributions of the Limited Partners,
      less 15% for sales  commissions and  organization and management fees. All
      of the Partnerships have fully invested their capital contributions.

      Net proceeds from the  Partnerships'  Net Profits Interests less necessary
      operating  capital are distributed to the Limited  Partners on a quarterly
      basis.  Revenues and net proceeds of a Partnership  are largely  dependent
      upon the volumes of oil and gas sold and the prices  received for such oil
      and gas. While the General  Partner cannot predict future pricing  trends,
      it believes the working capital available as of September 30, 1998 and the
      net revenue  generated  from future  operations  will  provide  sufficient
      working capital to meet current and future obligations.




                                       31
<PAGE>



      The  Partnerships'  Statements  of Cash  Flows for the nine  months  ended
      September  30,  1998  include  proceeds  from  the  sale  of  Net  Profits
      Interests.  The proceeds  received  during the first  quarter of 1998 were
      included in the  Partnerships'  cash  distributions  paid in May 1998, the
      proceeds  received  during the second quarter of 1998 were included in the
      Partnerships'  cash  distributions  paid in August 1998,  and the proceeds
      received  during  the  third  quarter  of  1998  will be  included  in the
      Partnerships'  cash  distributions  to be paid  in  November  1998.  It is
      possible  that  the  Partnerships'   repurchase  values  and  future  cash
      distributions  could  decline  as a  result  of the  disposition  of these
      properties.  On the other hand, the General Partner believes there will be
      beneficial operating  efficiencies related to the Partnerships'  remaining
      properties.  This is primarily  due to the fact that the  properties  sold
      generally  bore a higher  ratio  of  operating  expenses  as  compared  to
      reserves than the Partnerships' remaining properties.


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

      GENERAL DISCUSSION

      The following  general  discussion  should be read in conjunction with the
      analysis  of results of  operations  provided  below.  The most  important
      variable  affecting the Partnerships'  revenues is the prices received for
      the sale of oil and  gas.  Predicting  future  prices  is very  difficult.
      Substantially  all of the Partnerships' gas reserves are being sold in the
      "spot market".  Prices on the spot market are subject to wide seasonal and
      regional pricing  fluctuations due to the highly competitive nature of the
      spot market. Such spot market sales are generally short-term in nature and
      are dependent upon the obtaining of  transportation  services  provided by
      pipelines. In addition, crude oil prices are at or near their lowest level
      in the past  decade  due  primarily  to the  global  surplus of crude oil.
      Management is unable to predict whether future oil and gas prices will (i)
      stabilize, (ii) increase, or (iii) decrease.





                                       32
<PAGE>



      P-1 PARTNERSHIP

      THREE  MONTHS  ENDED  SEPTEMBER  30, 1998 AS COMPARED TO THE THREE  MONTHS
      ENDED SEPTEMBER 30, 1997.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $114,886         $270,199
      Barrels produced                               5,573            8,060
      Mcf produced                                  73,501           93,344
      Average price/Bbl                           $  11.14         $  17.65
      Average price/Mcf                           $   1.46         $   1.98

      As shown in the table above,  Net Profits  decreased  $155,313 (57.5%) for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September 30, 1997.  Of this  decrease,  approximately  $36,000 and
      $39,000, respectively,  were related to decreases in the average prices of
      oil and gas sold and approximately $44,000 and $39,000, respectively, were
      related to decreases  in the volumes of oil and gas sold.  The decrease in
      Net Profits was partially  offset by an increase of  approximately  $3,000
      related to decreases in production  expenses incurred by the owners of the
      Working Interests. Volumes of oil and gas sold decreased 2,487 barrels and
      19,843 Mcf, respectively, for the three months ended September 30, 1998 as
      compared to the three months ended  September  30, 1997.  The decreases in
      volumes of oil and gas sold  resulted  primarily  from the sale of several
      wells during 1997 and 1998. The decrease in production  expenses  resulted
      primarily from (i) a decrease in lease operating expenses  associated with
      the decreases in volumes of oil and gas sold during the three months ended
      September  30, 1998 as compared to the three  months ended  September  30,
      1997 and (ii) a decrease in production  taxes associated with the decrease
      in Net Profits  discussed above,  which decreases were partially offset by
      workover  expenses  incurred  on one well  during the three  months  ended
      September  30, 1998 in order to improve the recovery of reserves.  Average
      oil and gas  prices  decreased  to $11.14  per  barrel  and $1.46 per Mcf,
      respectively,  for the three months ended  September  30, 1998 from $17.65
      per barrel and $1.98 per Mcf,  respectively,  for the three  months  ended
      September 30, 1997.




                                       33
<PAGE>



      Depletion of Net Profits Interests decreased $16,119 (25.1%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997. This decrease resulted  primarily from the decrease in
      volumes of oil and gas sold during the three  months ended  September  30,
      1998 as  compared to the three  months  ended  September  30,  1997.  As a
      percentage of Net Profits,  this expense  increased to 41.9% for the three
      months  ended  September  30, 1998 from 23.8% for the three  months  ended
      September  30, 1997.  This  percentage  increase was  primarily due to the
      decreases  in the  average  prices  of oil and gas sold  during  the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997.

      General and  administrative  expenses  increased $532 (1.7%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased  to 26.9% for the three  months  ended  September  30, 1998 from
      11.3% for the three  months ended  September  30,  1997.  This  percentage
      increase was primarily due to the decrease in Net Profits discussed above.

      The  P-1  Partnership  achieved  payout  during  the  three  months  ended
      September  30, 1998.  After  payout,  operations  and revenues for the P-1
      Partnership  have  been and  will be  allocated  using  the  after  payout
      percentages included in the Partnership's limited partnership  agreements.
      After payout percentages allocate operating income and expenses 10% to the
      General Partner and 90% to the Limited Partners. (Before payout, operating
      income and expenses  were  allocated 5% to the General  Partner and 95% to
      the Limited  Partners.) See the  Partnerships'  Annual Report on Form 10-K
      for the year ended  December 31, 1997 for a further  discussion of pre and
      post payout allocations of income and expense.

      NINE MONTHS ENDED  SEPTEMBER 30, 1998 AS COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1997.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $537,453         $867,304
      Barrels produced                              20,530           25,187
      Mcf produced                                 236,755          266,823
      Average price/Bbl                           $  14.01         $  18.96
      Average price/Mcf                           $   1.80         $   2.27

      As shown in the table above,  Net Profits  decreased  $329,851 (38.0%) for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September 30, 1997. Of this  decrease,  approximately  $102,000 and
      $109,000, respectively, were related to decreases in the average



                                       34
<PAGE>



      prices  of oil  and  gas  sold  and  approximately  $88,000  and  $68,000,
      respectively,  were  related  to the  decreases  in volumes of oil and gas
      sold.  The decrease in Net Profits was partially  offset by an increase of
      approximately $37,000 related to decreases in production expenses incurred
      by the  owners  of the  Working  Interests.  Volumes  of oil and gas  sold
      decreased 4,657 barrels and 30,068 Mcf, respectively,  for the nine months
      ended  September  30, 1998 as compared to the nine months ended  September
      30, 1997. The decreases in volumes of oil and gas sold resulted  primarily
      from the sale of several  wells during 1997 and 1998.  Average oil and gas
      prices decreased to $14.01 per barrel and $1.80 per Mcf, respectively, for
      the nine months ended  September 30, 1998 from $18.96 per barrel and $2.27
      per Mcf, respectively, for the nine months ended September 30, 1997.

      As discussed in Liquidity and Capital Resources above, the P-1 Partnership
      sold certain Net Profits  Interests during the nine months ended September
      30,  1998 and  recognized  a $474,007  gain on such sales.  Similar  sales
      during the nine  months  ended  September  30,  1997  resulted  in the P-1
      Partnership recognizing similar gains totaling $131,245.

      Depletion of Net Profits Interests  decreased $27,500 (14.5%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September 30, 1997. As a percentage of Net Profits, this expense increased
      to 30.1% for the nine months ended  September  30, 1998 from 21.8% for the
      nine months  ended  September  30,  1997.  This  percentage  increase  was
      primarily due to the  decreases in the average  prices of oil and gas sold
      during the nine months  ended  September  30, 1998 as compared to the nine
      months ended September 30, 1997.

      The P-1  Partnership  recognized  a non-cash  charge  against  earnings of
      $902,042  during the nine months ended September 30, 1997. Of this amount,
      $113,945  was  related  to the  decline  in oil  and  gas  prices  used to
      determine  future  cash  flows  from  the P-1  Partnership's  Net  Profits
      Interests  in proved oil and gas  reserves at March 31, 1997 and  $788,097
      was  related to the  writing-off  of Net  Profits  Interests  in  unproved
      properties. The General Partner determined that it was unlikely that these
      unproved  properties  would be developed due to the low oil and gas prices
      received over the prior several years and Partnership Agreement provisions
      which limit the P-1 Partnership's  level of permissible  indirect drilling
      activity  through  its  Affiliated  Programs.   No  similar  charges  were
      necessary during the nine months ended September 30, 1998.




                                       35
<PAGE>



      General and  administrative  expenses decreased $1,669 (1.7%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased to 18.3% for the nine months ended September 30, 1998 from 11.5%
      for the nine months ended September 30, 1997. This percentage increase was
      primarily due to the decrease in Net Profits discussed above.

      The P-1 Partnership achieved payout during the nine months ended September
      30, 1998.  After payout,  operations and revenues for the P-1  Partnership
      have  been  and will be  allocated  using  the  after  payout  percentages
      included in the Partnership's limited partnership agreements. After payout
      percentages  allocate  operating  income and  expenses  10% to the General
      Partner and 90% to the Limited Partners.  (Before payout, operating income
      and  expenses  were  allocated  5% to the  General  Partner and 95% to the
      Limited  Partners.) See the  Partnerships'  Annual Report on Form 10-K for
      the year ended December 31, 1997 for a further  discussion of pre and post
      payout allocations of income and expense.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  1998 were  $11,360,558  or 105.12% of the Limited  Partners'  capital
      contributions.

      P-2 PARTNERSHIP

      THREE  MONTHS  ENDED  SEPTEMBER  30, 1998 AS COMPARED TO THE THREE  MONTHS
      ENDED SEPTEMBER 30, 1997.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                   1998              1997
                                                  -------          --------
      Net Profits                                 $89,003          $207,968
      Barrels produced                              3,862             5,737
      Mcf produced                                 61,006            76,840
      Average price/Bbl                           $ 11.00          $  17.68
      Average price/Mcf                           $  1.52          $   2.02

      As shown in the table above,  Net Profits  decreased  $118,965 (57.2%) for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September 30, 1997.  Of this  decrease,  approximately  $26,000 and
      $30,000, respectively,  were related to decreases in the average prices of
      oil and gas sold and approximately $33,000 and $32,000, respectively, were
      related to decreases  in the volumes of oil and gas sold.  The decrease in
      Net Profits was partially  offset by an increase of  approximately  $2,000
      related to  decreases  in  production  expenses  incurred by owners of the
      Working Interests. Volumes of oil and gas sold decreased 1,875 barrels and
      15,834 Mcf, respectively, for the three months ended September 30, 1998 as
      compared to



                                       36
<PAGE>



      the three months ended September 30, 1997. The decreases in volumes of oil
      and gas sold resulted primarily from the sale of several wells during 1997
      and 1998. The decrease in production  expenses resulted primarily from (i)
      a decrease in lease  operating  expenses  associated  with the decrease in
      volumes of oil and gas sold during the three  months ended  September  30,
      1998 as compared to the three months ended  September  30, 1997 and (ii) a
      decrease in production  taxes  associated with the decrease in Net Profits
      discussed  above,  which  decreases  were  partially  offset  by  workover
      expenses  incurred on one well during the three months ended September 30,
      1998 in order to improve  the  recovery of  reserves.  Average oil and gas
      prices decreased to $11.00 per barrel and $1.52 per Mcf, respectively, for
      the three months ended September 30, 1998 from $17.68 per barrel and $2.02
      per Mcf, respectively, for the three months ended September 30, 1997.

      Depletion of Net Profits Interests decreased $14,881 (28.4%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997. This decrease resulted primarily from the decreases in
      volumes of oil and gas sold during the three  months ended  September  30,
      1998 as  compared to the three  months  ended  September  30,  1997.  As a
      percentage of Net Profits,  this expense  increased to 42.2% for the three
      months  ended  September  30, 1998 from 25.2% for the three  months  ended
      September  30, 1997.  This  percentage  increase was  primarily due to the
      decreases  in the  average  prices  of oil and gas sold  during  the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997.

      General and  administrative  expenses  increased $430 (1.7%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased  to 29.0% for the three  months  ended  September  30, 1998 from
      12.2% for the three  months ended  September  30,  1997.  This  percentage
      increase was primarily due to the decrease in Net Profits.




                                       37
<PAGE>



      NINE MONTHS ENDED  SEPTEMBER 30, 1998 AS COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1997.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $410,191         $677,306
      Barrels produced                              14,384           17,880
      Mcf produced                                 194,383          226,555
      Average price/Bbl                           $  13.95         $  18.98
      Average price/Mcf                           $   1.83         $   2.31

      As shown in the table above,  Net Profits  decreased  $267,115 (39.4%) for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September 30, 1997.  Of this  decrease,  approximately  $72,000 and
      $93,000, respectively,  were related to decreases in the average prices of
      oil and gas sold and approximately $66,000 and $74,000, respectively, were
      related to decreases  in the volumes of oil and gas sold.  The decrease in
      Net Profits was partially offset by an increase of  approximately  $39,000
      related to decreases in production  expenses incurred by the owners of the
      Working Interests. Volumes of oil and gas sold decreased 3,496 barrels and
      32,172 Mcf, respectively,  for the nine months ended September 30, 1998 as
      compared to the nine months ended  September  30, 1997.  The  decreases in
      volumes of oil and gas sold  resulted  primarily  from the sale of several
      wells during 1997 and 1998. Average oil and gas prices decreased to $13.95
      per  barrel and $1.83 per Mcf,  respectively,  for the nine  months  ended
      September 30, 1998 from $18.98 per barrel and $2.31 per Mcf, respectively,
      for the nine months ended June 30, 1997.

      As discussed in Liquidity and Capital Resources above, the P-2 Partnership
      sold certain Net Profits  Interests during the nine months ended September
      30,  1998 and  recognized  a $253,637  gain on such sales.  Similar  sales
      during the nine  months  ended  September  30,  1997  resulted  in the P-2
      Partnership recognizing similar gains totaling $82,301.

      Depletion of Net Profits Interests  decreased $32,085 (20.4%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September 30, 1997. This decrease resulted primarily from the decreases in
      volumes of oil and gas sold during the nine  months  ended  September  30,
      1998 as  compared  to the nine  months  ended  September  30,  1997.  As a
      percentage  of Net Profits,  this expense  increased to 30.6% for the nine
      months  ended  September  30,  1998 from 23.2% for the nine  months  ended
      September  30, 1997.  This  percentage  increase was  primarily due to the
      decreases in the average prices of oil and gas sold during the nine months
      ended  September  30, 1998 as compared to the nine months ended  September
      30, 1997.



                                       38
<PAGE>



      The P-2  Partnership  recognized  a non-cash  charge  against  earnings of
      $727,893  during the nine months ended September 30, 1997. Of this amount,
      $113,005  was  related  to the  decline  in oil  and  gas  prices  used to
      determine  future  cash  flows  from  the P-2  Partnership's  Net  Profits
      Interests  in proved oil and gas  reserves at March 31, 1997 and  $614,888
      was  related to the  writing-off  of Net  Profits  Interests  in  unproved
      properties. The General Partner determined that it was unlikely that these
      unproved  properties  would be developed due to the low oil and gas prices
      received over the prior several years and Partnership Agreement provisions
      which limit the P-2 Partnership's  level of permissible  indirect drilling
      activity  through  its  Affiliated  Programs.   No  similar  charges  were
      necessary  during  the  nine  months ended September 30, 1998. General and
      administrative  expenses  decreased  $1,142  (1.4%)  for  the  nine months
      ended  September  30, 1998 as compared to the nine months ended  September
      30, 1997.  As a percentage  of Net Profits,  these  expenses  increased to
      20.0% for the nine months ended September 30, 1998 from 12.3% for the nine
      months ended September 30, 1997.  This  percentage  increase was primarily
      due to the decrease in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  1998  were  $8,631,561  or 95.81% of the  Limited  Partners'  capital
      contributions.

      P-3 PARTNERSHIP

      THREE  MONTHS  ENDED  SEPTEMBER  30, 1998 AS COMPARED TO THE THREE  MONTHS
      ENDED SEPTEMBER 30, 1997.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $166,755         $386,110
      Barrels produced                               7,192           10,597
      Mcf produced                                 114,354          143,604
      Average price/Bbl                           $  11.05         $  17.70
      Average price/Mcf                           $   1.52         $   2.01

      As shown in the table above,  Net Profits  decreased  $219,355 (56.8%) for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September 30, 1997.  Of this  decrease,  approximately  $48,000 and
      $56,000, respectively, were related to the decreases in the average prices
      of oil and gas sold and approximately  $60,000 and $59,000,  respectively,
      were related to decreases in the volumes of oil and gas sold. The decrease
      in Net Profits was partially offset by an increase of approximately $4,000
      related to  decreases  in  production  expenses  incurred by owners of the
      Working Interests. Volumes of oil and gas



                                       39
<PAGE>



      sold decreased 3,405 barrels and 29,250 Mcf,  respectively,  for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997.  The decreases in volumes of oil and gas sold resulted
      primarily  from the sale of  several  wells  during  1997  and  1998.  The
      decrease in production  expenses resulted primarily from (i) a decrease in
      lease  operating  expenses  associated with the decrease in volumes of oil
      and gas sold during the three months ended  September 30, 1998 as compared
      to the three  months  ended  September  30,  1997 and (ii) a  decrease  in
      production  taxes  associated  with the decrease in Net Profits  discussed
      above, which decreases were partially offset by workover expenses incurred
      on one well during the three months ended  September  30, 1998 in order to
      improve the recovery of reserves.  Average oil and gas prices decreased to
      $11.05 per barrel and $1.52 per Mcf,  respectively,  for the three  months
      ended  September  30,  1998  from  $17.70  per  barrel  and $2.01 per Mcf,
      respectively, for the three months ended September 30, 1997.

      Depletion of Net Profits Interests decreased $26,597 (27.5%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997. This decrease resulted primarily from the decreases in
      volumes of oil and gas sold during the three  months ended  September  30,
      1998 as  compared to the three  months  ended  September  30,  1997.  As a
      percentage of Net Profits,  this expense  increased to 42.0% for the three
      months  ended  September  30, 1998 from 25.0% for the three  months  ended
      September  30, 1997.  This  percentage  increase was  primarily due to the
      decrease in the average prices of oil and gas sold during the three months
      ended  September 30, 1998 as compared to the three months ended  September
      30, 1997.  General and  administrative  expenses increased $902 (1.9%) for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September  30,  1997.  As  a  percentage  of  Net  Profits,   these
      expenses increased to 29.1% for the three months ended September  30, 1998
      from 12.3% for the three months ended September 30, 1997. This  percentage
      increase was primarily due to the decrease in Net Profits.





                                       40
<PAGE>




      NINE MONTHS ENDED  SEPTEMBER 30, 1998 AS COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1997.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                    1998            1997
                                                  --------       ----------
      Net Profits                                 $764,416       $1,262,543
      Barrels produced                              26,651           33,015
      Mcf produced                                 363,554          426,031
      Average price/Bbl                           $  13.96       $    18.99
      Average price/Mcf                           $   1.84       $     2.32

      As shown in the table above,  Net Profits  decreased  $498,127 (39.5%) for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September 30, 1997. Of this  decrease,  approximately  $134,000 and
      $175,000, respectively, were related to decreases in the average prices of
      oil and gas sold and  approximately  $121,000 and $144,000,  respectively,
      were  related  to  decreases  in the  volumes  of oil and gas sold.  These
      decreases were partially  offset by an increase of  approximately  $76,000
      related to decreases in production  expenses incurred by the owners of the
      Working Interests. Volumes of oil and gas sold decreased 6,364 barrels and
      62,477 Mcf, respectively,  for the nine months ended September 30, 1998 as
      compared to the nine months ended  September  30, 1997.  The  decreases in
      volumes of oil and gas sold  resulted  primarily  from the sale of several
      wells during 1997 and 1998. Average oil and gas prices decreased to $13.96
      per  barrel and $1.84 per Mcf,  respectively,  for the nine  months  ended
      September 30, 1998 from $18.99 per barrel and $2.32 per Mcf, respectively,
      for the nine months ended September 30, 1997.

      As discussed in Liquidity and Capital Resources above, the P-3 Partnership
      sold certain Net Profits  Interests during the nine months ended September
      30,  1998 and  recognized  a $603,091  gain on such sales.  Similar  sales
      during the nine  months  ended  September  30,  1997  resulted  in the P-3
      Partnership recognizing similar gains totaling $147,793.

      Depletion of Net Profits Interests  decreased $58,317 (20.0%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September 30, 1997. This decrease resulted primarily from the decreases in
      volumes of oil and gas sold during the nine  months  ended  September  30,
      1998 as  compared  to the nine  months  ended  September  30,  1997.  As a
      percentage  of Net Profits,  this expense  increased to 30.5% for the nine
      months  ended  September  30,  1998 from 23.1% for the nine  months  ended
      September  30, 1997.  This  percentage  increase was  primarily due to the
      decreases in the average prices of oil and gas sold during the nine months
      ended



                                       41
<PAGE>



      September  30, 1998 as compared to the nine  months  ended  September  30,
      1997. The P-3 Partnership recognized a non-cash charge against earnings of
      $1,413,917  during the nine  months  ended  September  30,  1997.  Of this
      amount,  $220,449 was related to the decline in oil and gas prices used to
      determine  future  cash  flows  from  the P-3  Partnership's  Net  Profits
      Interests in proved oil and gas reserves at March 31, 1997 and  $1,193,468
      was  related to the  writing-off  of Net  Profits  Interests  in  unproved
      properties. The General Partner determined that it was unlikely that these
      unproved  properties  would be developed due to the low oil and gas prices
      received over the prior several years and Partnership Agreement provisions
      which limit the P-3 Partnership's  level of permissible  indirect drilling
      activity  through  its  Affiliated  Programs.   No  similar  charges  were
      necessary  during  the  nine  months ended September 30, 1998. General and
      administrative  expenses  decreased  $2,035  (1.3%) for  the  nine  months
      ended  September  30, 1998 as compared to the nine months ended  September
      30, 1997.  As a percentage  of Net Profits,  these  expenses  increased to
      20.2% for the nine months ended September 30, 1998 from 12.4% for the nine
      months ended September 30, 1997.  This  percentage  increase was primarily
      due to the decrease in Net Profits discussed above.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  1998 were  $15,587,401  or 91.89% of the  Limited  Partners'  capital
      contributions.

      P-4 PARTNERSHIP

      THREE  MONTHS  ENDED  SEPTEMBER  30, 1998 AS COMPARED TO THE THREE  MONTHS
      ENDED SEPTEMBER 30, 1997.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $138,857         $288,543
      Barrels produced                               3,835            4,422
      Mcf produced                                  82,033          119,051
      Average price/Bbl                           $  11.96         $  19.20
      Average price/Mcf                           $   1.99         $   2.26

      As shown in the table above,  Net Profits  decreased  $149,686 (51.9%) for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September 30, 1997.  Of this  decrease,  approximately  $28,000 and
      $22,000, respectively,  were related to decreases in the average prices of
      oil and gas sold and  approximately  $84,000  was related to a decrease in
      the volumes of gas sold. Volumes of oil and gas sold decreased 587 barrels
      and 37,018 Mcf,  respectively,  for the three months ended  September  30,
      1998



                                       42
<PAGE>



      as compared to the three months ended  September 30, 1997. The decrease in
      volumes of oil sold resulted primarily from a normal decline in production
      due to  diminishing  reserves on two  significant  wells.  The decrease in
      volumes of gas sold resulted  primarily from (i) the sale of several wells
      during  1997  and  1998,  (ii)  a  normal  decline  in  production  due to
      diminishing  reserves on one significant  well, and (iii) a negative prior
      period  volume  adjustment  made by a purchaser  on one  significant  well
      during the three months ended  September  30,  1998.  Production  expenses
      increased approximately $5,000 primarily due to workover expenses incurred
      on one well during the three months ended  September  30, 1998 in order to
      improve the  recovery of reserves,  partially  offset by (i) a decrease in
      lease  operating  expenses  associated with the decrease in volumes of oil
      and gas sold during the three months ended  September 30, 1998 as compared
      to the three  months  ended  September  30,  1997 and (ii) a  decrease  in
      production  taxes  associated  with the decrease in Net Profits  discussed
      above. Average oil and gas prices decreased to $11.96 per barrel and $1.99
      per Mcf, respectively,  for the three months ended September 30, 1998 from
      $19.20 per barrel and $2.26 per Mcf,  respectively,  for the three  months
      ended September 30, 1997.

      Depletion of Net Profits Interests decreased $42,852 (44.0%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September  30,  1997.  This  decrease  resulted  primarily  from  (i)  the
      decreases  in volumes of oil and gas sold  during the three  months  ended
      September  30, 1998 as compared to the three  months ended  September  30,
      1997 and (ii) upward  revisions in the  estimates of remaining oil and gas
      reserves at December  31,  1997.  As a  percentage  of Net  Profits,  this
      expense  increased to 39.2% for the three months ended  September 30, 1998
      from 33.7% for the three months ended  September 30, 1997. This percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold during the three months ended  September 30, 1998 as compared
      to the three months ended September 30, 1997.

      General and  administrative  expenses  increased $615 (1.7%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased  to 26.0% for the three  months  ended  September  30, 1998 from
      12.3% for the three  months ended  September  30,  1997.  This  percentage
      increase was primarily due to the decrease in Net Profits discussed above.




                                       43
<PAGE>




      NINE MONTHS ENDED  SEPTEMBER 30, 1998 AS COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1997.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                    1998             1997
                                                  --------       ----------
      Net Profits                                 $557,503       $1,013,278
      Barrels produced                              13,111           14,933
      Mcf produced                                 280,161          398,350
      Average price/Bbl                           $  13.03       $    20.01
      Average price/Mcf                           $   2.16       $     2.46

      As shown in the table above,  Net Profits  decreased  $455,775 (45.0%) for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September 30, 1997.  Of this  decrease,  approximately  $92,000 and
      $84,000, respectively,  were related to decreases in the average prices of
      oil and gas sold and  approximately  $291,000 was related to a decrease in
      the volumes of gas sold. The decrease In Net Profits was partially  offset
      by an increase of approximately $47,000 related to decreases in production
      expenses incurred by the owners of the Working  Interests.  Volumes of oil
      and gas sold decreased  1,822 barrels and 118,189 Mcf,  respectively,  for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September  30, 1997.  The decrease in volumes of oil sold  resulted
      primarily from a normal decline in production due to diminishing  reserves
      on two  significant  wells.  The decrease in volumes of gas sold  resulted
      primarily from (i) the sale of several wells during 1997 and 1998 and (ii)
      a  normal  decline  in  production  due  to  diminishing  reserves  on two
      significant  wells.  Average  oil and gas prices  decreased  to $13.03 per
      barrel  and  $2.16  per  Mcf,  respectively,  for the  nine  months  ended
      September 30, 1998 from $20.01 per barrel and $2.46 per Mcf, respectively,
      for the nine months ended September 30, 1997.

      Depletion of Net Profits Interests decreased $140,123 (43.0%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September  30,  1997.  This  decrease  resulted  primarily  from  (i)  the
      decreases  in volumes of oil and gas sold  during  the nine  months  ended
      September 30, 1998 as compared to the nine months ended September 30, 1997
      and (ii)  upward  revisions  in the  estimates  of  remaining  oil and gas
      reserves at December  31,  1997.  As a  percentage  of Net  Profits,  this
      expense  increased to 33.4% for the nine months ended  September  30, 1998
      from 32.2% for the nine months ended September 30, 1997.



                                       44
<PAGE>




      The P-4  Partnership  recognized  a non-cash  charge  against  earnings of
      $752,388  during the nine months ended September 30, 1997. Of this amount,
      $84,059 was related to the decline in oil and gas prices used to determine
      future  cash flows from the P-4  Partnership's  Net Profits  Interests  in
      proved oil and gas  reserves at March 31, 1997 and $668,329 was related to
      the  writing-off  of Net Profits  Interests  in unproved  properties.  The
      General  Partner  determined  that it was  unlikely  that  these  unproved
      properties  would be developed due to the low oil and gas prices  received
      over the prior several years and Partnership  Agreement  provisions  which
      limit  the  P-4  Partnership's  level  of  permissible  indirect  drilling
      activity  through  its  Affiliated  Programs.   No  similar  charges  were
      necessary  during  the  nine  months ended September 30, 1998. 

      General and  administrative  expenses  increased  $620 (0.5%) for the nine
      months ended  September  30, 1998 as  compared  to the nine  months  ended
      September 30,  1997.  As a  percentage  of  Net  Profits,  these  expenses
      increased to 20.6% for the nine months ended September 30, 1998 from 11.3%
      for the nine months ended September 30, 1997. This percentage increase was
      primarily due to the decrease in Net Profits discussed above.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  1998 were  $12,045,945  or 95.37% of the  Limited  Partners'  capital
      contributions.

      P-5 PARTNERSHIP

      THREE  MONTHS  ENDED  SEPTEMBER  30, 1998 AS COMPARED TO THE THREE  MONTHS
      ENDED SEPTEMBER 30, 1997.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $189,220         $248,233
      Barrels produced                               1,771            1,868
      Mcf produced                                 141,478          124,114
      Average price/Bbl                           $  15.53         $  19.37
      Average price/Mcf                           $   1.64         $   2.20

      As shown in the table above, Net Profits decreased $59,013 (23.8%) for the
      three  months  ended  September  30, 1998 as compared to the three  months
      ended  September  30, 1997.  Of this  decrease,  approximately  $7,000 and
      $80,000, respectively,  were related to decreases in the average prices of
      oil and gas sold and  approximately  $9,000 was  related to an increase in
      the production  expenses incurred by the owners of the Working  Interests.
      These  decreases  were  partially  offset by an increase of  approximately
      $38,000 related to an



                                       45
<PAGE>



      increase  in the  volumes of gas sold.  Volumes of oil sold  decreased  97
      barrels,  while  volumes  of gas sold  increased  17,364 Mcf for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997. The increase in volumes of gas sold resulted primarily
      from  the  successful  recompletion  of one  well to a new  zone in  1998.
      Average  oil and gas prices  decreased  to $15.53 per barrel and $1.64 per
      Mcf,  respectively,  for the three  months ended  September  30, 1998 from
      $19.37 per barrel and $2.20 per Mcf,  respectively,  for the three  months
      ended September 30, 1997.

      Depletion of Net Profits  Interests  decreased $6,770 (9.4%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997. As a percentage of Net Profits, this expense increased
      to 34.6% for the three months ended  September 30, 1998 from 29.1% for the
      three  months  ended  September  30, 1997.  This  percentage  increase was
      primarily due to the  decreases in the average  prices of oil and gas sold
      during the three months ended  September 30, 1998 as compared to the three
      months ended September 30, 1997.

      General and  administrative  expenses  increased $579 (1.7%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased  to 17.9% for the three  months  ended  September  30, 1998 from
      13.4% for the three  months ended  September  30,  1997.  This  percentage
      increase was primarily due to the decrease in Net Profits discussed above.

      NINE MONTHS ENDED  SEPTEMBER 30, 1998 AS COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1997.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $619,716         $750,913
      Barrels produced                               5,171            6,053
      Mcf produced                                 399,271          383,895
      Average price/Bbl                           $  15.17         $  20.68
      Average price/Mcf                           $   1.87         $   2.16

      As shown in the table above,  Net Profits  decreased  $131,197 (17.5%) for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September 30, 1997.  Of this  decrease,  approximately  $28,000 and
      $116,000, respectively, were related to decreases in the average prices of
      oil and gas sold,  approximately  $18,000 was related to a decrease in the
      volumes of oil sold, and approximately  $2,000 was related to increases in
      production expenses incurred by the owners of the Working Interests. These
      decreases were partially offset by an increase of approximately $33,000



                                       46
<PAGE>



      related to an  increase  in the  volumes of gas sold.  Volumes of oil sold
      decreased 882 barrels while volumes of gas sold  increased  15,376 Mcf for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September  30, 1997.  The decrease in volumes of oil sold  resulted
      primarily from (i) the sale of several wells during 1997 and 1998 and (ii)
      normal  declines in production due to  diminishing  reserves on two wells.
      The  increase  in  production  expenses  resulted  primarily  from  (i) an
      increase  in lease  operating  expenses  associated  with the  increase in
      volumes of gas sold during the nine  months  ended  September  30, 1998 as
      compared to the nine months ended  September 30, 1997, (ii) an increase in
      ad valorem  taxes on one well during the nine months ended  September  30,
      1998 as compared to the nine months ended  September  30, 1997,  and (iii)
      subsurface  repairs  incurred  on one well  during the nine  months  ended
      September 30, 1998, which increases were partially offset by a decrease in
      production  taxes  associated  with the decrease in Net Profits  discussed
      above. Average oil and gas prices decreased to $15.17 per barrel and $1.87
      per Mcf,  respectively,  for the nine months ended September 30, 1998 from
      $20.68  per barrel and $2.16 per Mcf,  respectively,  for the nine  months
      ended September 30, 1997.

      As discussed in Liquidity and Capital resources above, the P-5 Partnership
      sold certain Net Profits  Interests in oil and gas  properties  during the
      nine months ended  September  30, 1998 and  recognized a $340,817  gain on
      such sales.  Similar sales during the nine months ended September 30, 1997
      resulted  in  the  P-5  Partnership  recognizing  similar  gains  totaling
      $68,845.

      Depletion of Net Profits Interests  decreased $39,088 (17.4%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September 30, 1997. This decrease resulted primarily from upward revisions
      in the  estimates of remaining  oil and gas reserves at December 31, 1997.
      As a percentage of Net Profits,  this expense remained relatively constant
      at 29.9% for the nine months  ended  September  30, 1998 and 29.8% for the
      nine months  ended  September  30,  1997.  Any  percentage  increase  that
      resulted primarily from the decreases in the average prices of oil and gas
      sold during the nine months  ended  September  30, 1998 as compared to the
      nine  months  ended  September  30, 1997 was  substantially  offset by the
      dollar decrease in depletion of Net Profits Interests.

      The P-5  Partnership  recognized  a non-cash  charge  against  earnings of
      $1,018,068  during the nine  months  ended  September  30,  1997.  Of this
      amount,  $122,458 was related to the decline in oil and gas prices used to
      determine  future  cash  flows  from  the P-5  Partnership's  Net  Profits
      Interests  in  proved  oil and gas  reserves  at  September  30,  1997 and
      $895,610  was  related to the  writing-off  of Net  Profits  Interests  in
      unproved properties. The General Partner



                                       47
<PAGE>



      determined  that it was unlikely that these unproved  properties  would be
      developed  due to the low  oil and gas  prices  received  over  the  prior
      several years and  Partnership  Agreement  provisions  which limit the P-5
      Partnership's level of permissible  indirect drilling activity through its
      Affiliated  Programs.  No similar  charges were necessary  during the nine
      months ended September 30, 1998.

      General and  administrative  expenses decreased $2,217 (2.0%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased to 17.4% for the nine months ended September 30, 1998 from 14.6%
      for the nine months ended September 30, 1997. This percentage increase was
      primarily  due to the decrease in Net Profits  discussed  above  discussed
      above.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  1998  were  $7,244,759  or 61.16% of the  Limited  Partners'  capital
      contributions.

      P-6 PARTNERSHIP

      THREE  MONTHS  ENDED  SEPTEMBER  30, 1998 AS COMPARED TO THE THREE  MONTHS
      ENDED SEPTEMBER 30, 1997.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                    1998             1997
                                                  --------         --------
      Net Profits                                 $256,471         $434,139
      Barrels produced                               3,172            5,132
      Mcf produced                                 249,092          235,218
      Average price/Bbl                           $  14.45         $  17.82
      Average price/Mcf                           $   1.61         $   2.02

      As shown in the table above,  Net Profits  decreased  $177,668 (40.9%) for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September 30, 1997. Of this  decrease,  approximately  $102,000 was
      related  to a decrease  in the  average  price of gas sold,  approximately
      $35,000  was  related  to a  decrease  in the  volumes  of oil  sold,  and
      approximately  $58,000 was related to an increase in  production  expenses
      incurred  by the owners of the Working  Interests.  The  decreases  in Net
      Profits  were  partially  offset by an increase of  approximately  $28,000
      related to an  increase  in the  volumes of gas sold.  Volumes of oil sold
      decreased 1,960 barrels while volumes of gas sold increased 13,874 Mcf for
      the three months ended  September 30, 1998 as compared to the three months
      ended  September  30, 1997.  The decrease in volumes of oil sold  resulted
      primarily from normal  declines in production due to diminishing  reserves
      on several wells. The increase in production  expenses resulted  primarily
      from an overall increase in repair and maintenance



                                       48
<PAGE>



      expenses  during the three months ended  September 30, 1998 as compared to
      the three months  ended  September  30,  1997.  Average oil and gas prices
      decreased  to $14.45 per barrel and $1.61 per Mcf,  respectively,  for the
      three months ended September 30, 1998 from $17.82 per barrel and $2.02 per
      Mcf, respectively, for the three months ended September 30, 1997.

      Depletion of Net Profits Interests decreased $44,790 (28.8%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997. This decrease resulted primarily from upward revisions
      in the  estimates of remaining  oil and gas reserves at December 31, 1997.
      As a percentage  of Net Profits,  this expense  increased to 43.2% for the
      three  months  ended  September  30, 1998 from 35.8% for the three  months
      ended September 30, 1997.  This  percentage  increase was primarily due to
      the  decreases  in the  average  prices  of oil and gas sold for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September 30, 1997.

      General and  administrative  expenses  increased $700 (1.7%) for the three
      months  ended  September  30, 1998 as compared to the three  months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased to 15.9% for the three months ended September 30, 1998 from 9.3%
      for the three months ended September 30, 1997.  This  percentage  increase
      was primarily due to the decrease in Net Profits.

      NINE MONTHS ENDED  SEPTEMBER 30, 1998 AS COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 1997.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                    1998             1997
                                                  --------       ----------
      Net Profits                                 $873,844       $1,386,099
      Barrels produced                              10,069           13,951
      Mcf produced                                 687,862          740,453
      Average price/Bbl                           $  14.21       $    19.76
      Average price/Mcf                           $   1.81       $     2.21

      As shown in the table above,  Net Profits  decreased  $512,255 (37.0%) for
      the nine months  ended  September  30, 1998 as compared to the nine months
      ended  September 30, 1997.  Of this  decrease,  approximately  $56,000 and
      $276,000, respectively, were related to decreases in the average prices of
      oil and gas sold and  approximately  $77,000 and  $116,000,  respectively,
      were related to  decreases in volumes of oil and gas sold.  Volumes of oil
      and gas sold decreased 3,882 barrels and 52,591 Mcf, respectively, for the
      nine months ended  September 30, 1998 as compared to the nine months ended
      September 30, 1997. The decrease in volumes of oil sold resulted primarily
      from normal declines in production due to diminishing  reserves on several
      wells. Average oil and gas



                                       49
<PAGE>



      prices decreased to $14.21 per barrel and $1.81 per Mcf, respectively, for
      the nine months ended  September 30, 1998 from $19.76 per barrel and $2.21
      per Mcf, respectively, for the nine months ended September 30, 1997.

      As discussed in Liquidity and Capital Resources above, the P-6 Partnership
      sold certain Net Profits  Interests during the nine months ended September
      30,  1998 and  recognized  a $133,104  gain on such sales.  Similar  sales
      during the nine  months  ended  September  30,  1997  resulted  in the P-6
      Partnership recognizing gains totaling $31,516.

      Depletion of Net Profits Interests decreased $172,846 (35.9%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September  30,  1997.  This  decrease  resulted  primarily  from  (i)  the
      decreases  in volumes of oil and gas sold  during  the nine  months  ended
      September 30, 1998 as compared to the nine months ended September 30, 1997
      and (ii)  upward  revisions  in the  estimates  of  remaining  oil and gas
      reserves at December  31,  1997.  As a  percentage  of Net  Profits,  this
      expense  remained  relatively  constant at 35.4% for the nine months ended
      September 30, 1998 and 34.8% for the nine months ended September 30, 1997.

      The P-6  Partnership  recognized  a non-cash  charge  against  earnings of
      $898,584  during the nine months ended September 30, 1997. Of this amount,
      $444,990  was  related  to the  decline  in oil  and  gas  prices  used to
      determine  future  cash  flows  from  the P-6  Partnership's  Net  Profits
      Interests  in proved oil and gas  reserves at March 31, 1997 and  $453,594
      was  related to the  writing-off  of Net  Profits  Interests  in  unproved
      properties. The General Partner determined that it was unlikely that these
      unproved  properties  would be developed due to the low oil and gas prices
      received over the prior several years and Partnership Agreement provisions
      which limit the P-6 Partnership's  level of permissible  indirect drilling
      activity  through  its  Affiliated  Programs.   No  similar  charges  were
      necessary during the nine months ended September 30, 1998.

      General and  administrative  expenses decreased $2,732 (2.1%) for the nine
      months  ended  September  30, 1998 as  compared  to the nine months  ended
      September  30,  1997.  As a  percentage  of Net  Profits,  these  expenses
      increased to 14.9% for the nine months ended  September 30, 1998 from 9.6%
      for the nine months ended September 30, 1997. This percentage increase was
      primarily due to the decrease in Net Profits.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  1998  were  $9,530,248  or 66.63% of the  Limited  Partners'  capital
      contributions.





                                       50
<PAGE>



                          PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

      (a)    Exhibits

             27.1       Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the  P-1   Partnership's
                        financial  statements  as of September  30, 1998 and for
                        the  nine  months  ended   September  30,  1998,   filed
                        herewith.

             27.2       Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the  P-2   Partnership's
                        financial  statements  as of September  30, 1998 and for
                        the  nine  months  ended   September  30,  1998,   filed
                        herewith.

             27.3       Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the  P-3   Partnership's
                        financial  statements  as of September  30, 1998 and for
                        the  nine  months  ended   September  30,  1998,   filed
                        herewith.

             27.4       Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the  P-4   Partnership's
                        financial  statements  as of September  30, 1998 and for
                        the  nine  months  ended   September  30,  1998,   filed
                        herewith.

             27.5       Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the  P-5   Partnership's
                        financial  statements  as of September  30, 1998 and for
                        the  nine  months  ended   September  30,  1998,   filed
                        herewith.

             27.6       Financial  Data Schedule  containing  summary  financial
                        information   extracted   from  the  P-6   Partnership's
                        financial  statements  as of September  30, 1998 and for
                        the  nine  months  ended   September  30,  1998,   filed
                        herewith.

                        All other exhibits are omitted as inapplicable.

      (b) Reports on Form 8-K.

            None.



                                       51
<PAGE>



                                  SIGNATURES

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


                             GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-1
                                   LIMITED PARTNERSHIP 
                             GEODYNE INSTITUTIONAL/PENSION ENERGY INCOME P-2
                                   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

                                    (Registrant)

                                    BY:   GEODYNE RESOURCES, INC.

                                          General Partner


Date:  November 16, 1998            By:       /s/Dennis R. Neill
                                       --------------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             President


Date:  November 16, 1998            By:      /s/Patrick M. Hall
                                       --------------------------------
                                            (Signature)
                                            Patrick M. Hall
                                            Principal Accounting Officer



                                       52
<PAGE>



                               INDEX TO EXHIBITS


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

27.1        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne  Institutional/Pension  Energy Income P-1
            Limited Partnership's  financial statements as of September 30, 1998
            and for the nine months ended September 30, 1998, filed herewith.

27.2        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne  Institutional/Pension  Energy Income P-2
            Limited Partnership's  financial statements as of September 30, 1998
            and for the nine months ended September 30, 1998, filed herewith.

27.3        Financial Data Schedule  containing  summary  financial  information
            extracted  from  the  Geodyne  Institutional/Pension  Energy  Income
            Limited  Partnership P-3's financial  statements as of September 30,
            1998  and for the  nine  months  ended  September  30,  1998,  filed
            herewith.

27.4        Financial Data Schedule  containing  summary  financial  information
            extracted  from  the  Geodyne  Institutional/Pension  Energy  Income
            Limited  Partnership P-4's financial  statements as of September 30,
            1998  and for the  nine  months  ended  September  30,  1998,  filed
            herewith.

27.5        Financial Data Schedule  containing  summary  financial  information
            extracted  from  the  Geodyne  Institutional/Pension  Energy  Income
            Limited  Partnership P-5's financial  statements as of September 30,
            1998  and for the  nine  months  ended  September  30,  1998,  filed
            herewith.

27.6        Financial Data Schedule  containing  summary  financial  information
            extracted  from  the  Geodyne  Institutional/Pension  Energy  Income
            Limited  Partnership P-6's financial  statements as of September 30,
            1998  and for the  nine  months  ended  September  30,  1998,  filed
            herewith.

            All other exhibits are omitted as inapplicable.


                                       53