<PAGE>

                             FORM 10-K405

                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

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

For the fiscal year ended December 31, 1996

Commission File Number 0-12261 (1982-1 Program)
                       0-12262 (1982-2 Program)

                    DYCO 1982 OIL AND GAS PROGRAMS
                      (TWO LIMITED PARTNERSHIPS)
        (Exact name of registrant as specified in its charter)

                                   41-1438430 (1982-1 Program)
           Minnesota               41-1438437 (1982-2 Program)
(State or other jurisdiction of         (I.R.S. Employer
incorporation or organization)       Identification Number)

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

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

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

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

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

     Indicate  by  check  mark  if  disclosure  of  delinquent  filers
pursuant to Item  405 of Regulation  S-K is not contained  herein, and
will  not  be contained,  to the  best  of registrant's  knowledge, in
definitive proxy or information  statements incorporated by  reference
in Part III  of this Form  10-K405 or any  amendment to this  Form 10-
K405.  Yes   X   No        (Disclosure is contained herein)
           -----    -----

     The  units  of  limited  partnership  are  not  publicly  traded,
therefore, registrant cannot compute the aggregate market value of the
voting units held by non-affiliates of the registrant.

     DOCUMENTS INCORPORATED BY REFERENCE:  None.
<PAGE>
<PAGE>
                             FORM 10-K405

                    DYCO 1982 OIL AND GAS PROGRAMS
                 (Two Minnesota limited partnerships)


                           TABLE OF CONTENTS


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

PART II . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   13
     ITEM 5.   MARKET  FOR  THE REGISTRANT'S  LIMITED PARTNERSHIP
               UNITS AND RELATED LIMITED PARTNER MATTERS  . . . .   13
     ITEM 6.   SELECTED FINANCIAL DATA  . . . . . . . . . . . . .   15
     ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS  OF FINANCIAL
               CONDITION AND RESULTS OF OPERATIONS  . . . . . . .   17
     ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA  . . .   28
     ITEM 9.   CHANGES  IN AND DISAGREEMENTS  WITH ACCOUNTANTS ON
               ACCOUNTING AND FINANCIAL DISCLOSURE  . . . . . . .   53

PART III  . . . . . . . . . . . . . . . . . . . . . . . . . . . .   53
     ITEM 10.  DIRECTORS   AND   EXECUTIVE   OFFICERS    OF   THE
               REGISTRANT . . . . . . . . . . . . . . . . . . . .   53
     ITEM 11.  EXECUTIVE COMPENSATION . . . . . . . . . . . . . .   54
     ITEM 12.  SECURITY  OWNERSHIP  OF CERTAIN  BENEFICIAL OWNERS
               AND MANAGEMENT . . . . . . . . . . . . . . . . . .   59
     ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED
               TRANSACTIONS . . . . . . . . . . . . . . . . . . .   60

PART IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   61
     ITEM 14.  EXHIBITS,   FINANCIAL  STATEMENT   SCHEDULES,  AND
               REPORTS ON FORM 8-K  . . . . . . . . . . . . . . .   61

SIGNATURES  . . . . . . . . . . . . . . . . . . . . . . . . . . .   64

                                  ii
<PAGE>
<PAGE>
                                PART I


ITEM 1.   BUSINESS

     General

     The Dyco  Oil and  Gas Program  1982-1  Limited Partnership  (the
"1982-1  Program")  and  Dyco  Oil  and  Gas  Program  1982-2  Limited
Partnership  (the "1982-2 Program") (collectively, the "Programs") are
Minnesota limited  partnerships engaged in  the production of  oil and
gas.   The 1982-1 Program  and 1982-2 Program  commenced operations on
June  14, 1982  and  March 1,  1983,  respectively, with  the  primary
financial objective of investing their limited partners' subscriptions
in the  drilling of  oil and  gas prospects  and then  distributing to
their  limited partners all available cash flow from the Program's on-
going  production  operations.   Dyco  Petroleum Corporation  ("Dyco")
serves  as  the  General  Partner  of  the  Programs.    See  "Item 2.
Properties"  for  a  description   of  the  Programs'  properties  and
reserves.

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

     Dyco  serves  as  General  Partner of  32  limited  partnerships,
including the Programs.   Dyco is a wholly-owned subsidiary  of Samson
Investment  Company.    Samson  Investment  Company  and  its  various
corporate subsidiaries,  including  Dyco, (collectively,  the  "Samson
Companies")  are  engaged in  the  production and  development  of and
exploration for oil and gas reserves and the acquisition and operation
of producing properties.   At December 31, 1996, the  Samson Companies
owned interests in approximately  16,000 oil and gas wells  located in
19 states of the United States  and Canada, Venezuela, and Russia.  At
December 31,  1996, the Samson Companies  operated approximately 2,600
oil and  gas wells  located  in 15  states of  the  United States  and
Canada, Venezuela, and Russia.

     As  limited   partnerships,  the  Programs   have  no   officers,
directors, or employees.  They  rely instead on the personnel of  Dyco
and the  other Samson Companies.   As of February 1,  1997, the Samson
Companies  employed  approximately  780  persons.   No  employees  are
covered by collective bargaining  agreements, and management  believes
that  the   Samson  Companies  provide  a   sound  employee  relations
environment.   For  information  regarding the  executive officers  of
Dyco,  see  "Item   10.  Directors  and  Executive   Officers  of  the
Registrant." 

                                   1
<PAGE>
<PAGE>
     Dyco's and the Programs'  principal place of business  is located
at  Samson Plaza, Two West  Second Street, Tulsa,  Oklahoma 74103, and
their telephone number is (918) 583-1791 or (800) 283-1791.


     Funding

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


     Principal Products Produced and Services Rendered

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


     Oil, Gas, and Environmental Control Regulations

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

                                   2
<PAGE>
<PAGE>
     Regulation of Sales and Transportation of Oil and Gas -- Sales of
crude oil and condensate are made by the Programs at market prices and
are not subject to price controls.  The sale of gas  may be subject to
both federal  and  state  laws and  regulations,  including,  but  not
limited to, the  Natural Gas Act of 1938 (the  "NGA"), the Natural Gas
Policy  Act of 1978 (the  "NGPA"), and regulations  promulgated by the
Federal Energy  Regulatory Commission (the "FERC") under  the NGA, the
NGPA, and other statutes.  The provisions of the  NGA and the NGPA, as
well as the  regulations thereunder,  are complex and  affect all  who
produce, resell,  transport, or purchase gas,  including the Programs.
Although  virtually all of the Programs' gas production is not subject
to  price regulation, the NGA,  NGPA, and FERC  regulations affect the
availability of  gas transportation  services and  the ability of  gas
consumers  to  continue to  purchase and  use  gas at  current levels.
Accordingly,  such  regulations  may  have a  material  effect  on the
Programs' operations and projections of future oil and gas  production
and revenues.

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

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


     Significant Customers

     Purchases  of gas by El Paso Energy Marketing Company ("El Paso")
accounted  for approximately 86.0% of the 1982-1 Program's oil and gas
sales during  the year ended December  31, 1996.  With  respect to the
1982-2 Program, purchases  of gas  by El Paso  accounted for  approxi-
mately 94.7% of  its oil and gas sales during  the year ended December
31, 1996.   In the event of interruption of purchases by this signifi-
cant customer or the  cessation or material change in  availability of
open-access transportation by the Programs' pipeline transporters, the
Programs  may  encounter difficulty  in  marketing  their  gas and  in
maintaining  historic   sales  levels.    Alternative   purchasers  or
transporters may not be readily available.

                                   3
<PAGE>
<PAGE>
     The Programs'  principal customers  for crude oil  production are
refiners  and other companies which have  pipeline facilities near the
producing   properties  of  the  Programs.    In  the  event  pipeline
facilities are  not conveniently available to  production areas, crude
oil is usually trucked by purchasers to storage facilities. 


     Competition and Marketing

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

     The most  important variable affecting the  Programs' revenues is
the prices  received for the sale  of oil and gas.   Predicting future
prices  is very  difficult.   Concerning past  trends, average  yearly
wellhead gas prices in the United States have been relatively volatile
for a  number of years.   For  the past  ten years,  such prices  have
generally  been in  the $1.40  to $2.00  per Mcf  range, significantly
below  prices received in the early 1980s.   Average gas prices in the
last several  months have,  however, been  somewhat higher  than those
yearly averages.  It is  not known whether this is a  short-term trend
or will lead to higher average gas prices on a longer-term basis.

     Substantially all of the Programs' 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.  In addition,  such spot market
sales  are generally short-term in  nature and are  dependent upon the
obtaining  of transportation  services  provided by  pipelines.   Spot
prices  for the Programs'  gas increased from  approximately $2.00 per
Mcf at  December 31, 1995 to  approximately $3.57 per Mcf  at December
31, 1996.   Such  prices were on  an MMBTU basis  and differ  from the
prices actually  received by  the Programs  due to  transportation and
marketing  costs,  BTU adjustments,  and  regional  price and  quality
differences.
                                   4
<PAGE>
<PAGE>
     Due to global consumption and supply trends over the last several
months, oil prices have  recently been higher than the  yearly average
prices of  the late to  mid-1980s and  early 1990s.   It is not  known
whether  this trend  will  continue.   Prices  for the  Programs'  oil
increased from approximately $18.50 per barrel at December 31, 1995 to
approximately $23.75 per barrel at December 31, 1996.  

     Future prices  for both oil and gas will likely be different from
(and  may be lower  than) the prices  in effect on  December 31, 1996.
Primarily due to heating  season demand, year-end prices in  many past
years  have tended  to  be higher,  and  in some  cases  significantly
higher, than  the  yearly  average  price  actually  received  by  the
Programs for at least the following year.  In particular, it should be
noted that December  31, 1996  prices were much  higher than  year-end
prices  for the last several  years and substantially  higher than the
average prices received in each of the last several years.   It is not
possible  to predict  whether  the  December  1996  pricing  level  is
indicative of a new trend toward higher energy prices or a  short-term
deviation  from  the  recent  history  of   low  to  moderate  prices;
therefore,  management is unable to predict whether future oil and gas
prices will (i) stabilize, (ii) increase, or (iii) decrease.

     Insurance Coverage 

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

ITEM 2.   PROPERTIES

     Well Statistics

     The  following  table sets  forth the  numbers  of gross  and net
productive wells of the Programs as of December 31, 1996.

                                   5
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                          Well Statistics(1)
                        As of December 31, 1996

                                       1982-1     1982-2
                                       Program    Program
                                       -------    -------
       Gross productive wells(2):
         Oil                               2          -
         Gas                              18         22
                                          --         --
           Total                          20         22

       Net productive wells(3):
         Oil                             .79          -
         Gas                            1.95       2.19
                                        ----       ----
           Total                        2.74       2.19

----------

(1)  The designation of  a well as an oil well or  gas well is made by
     Dyco based on the relative amount of oil and gas reserves for the
     well.   Regardless  of a well's  oil or  gas designation,  it may
     produce oil, gas, or both oil and gas.
(2)  As  used  throughout this  Annual  Report on  Form  10-K ("Annual
     Report"),  "Gross Well"  refers  to a  well  in which  a  working
     interest is owned.  The number of gross wells is the total number
     of wells in which a working interest is owned.
(3)  As used throughout this  Annual Report, "Net Well" refers  to the
     sum  of the  fractional working  interests  owned in  gross wells
     expressed as whole numbers and fractions thereof.  For example, a
     15% leasehold interest in  a well represents one Gross  Well, but
     0.15 Net Well.


     Drilling Activities  

     The Programs participated in no drilling activities for  the year
ended December 31, 1996.  


     Oil and Gas Production, Revenue, and Price History 

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

                                   6
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                          Net Production Data

                                        Year Ended December 31,
                                     ----------------------------
                                       1996      1995      1994
                                     --------  --------  --------
1982-1 Program:
--------------

  Production:
    Oil (Bbls)(1)                       1,868     2,308     2,615
    Gas (Mcf)(2)                      135,616   170,795   168,203

  Oil and gas sales:
    Oil                              $ 38,939  $ 39,156  $ 40,017
    Gas                               278,328   224,175   270,556
                                      -------   -------   -------
      Total                          $317,267  $263,331  $310,573
                                      =======   =======   =======
  Total direct operating expenses    $109,514  $134,081  $ 90,531
                                      =======   =======   =======

  Direct operating expenses as a
    percentage of oil and gas
    sales                               34.5%     50.9%     29.1%

  Average sales price:
    Per barrel of oil                  $20.85    $16.97    $15.30
    Per Mcf of gas                       2.05      1.31      1.61

  Direct operating expenses per
    equivalent Mcf of gas(3)           $  .75    $  .73    $  .49

1982-2 Program:
--------------

  Production:
    Oil (Bbls)(1)                         180       704     1,938
    Gas (Mcf)(2)                      337,092   437,387   475,083

  Oil and gas sales:
    Oil                              $  3,936  $  9,554  $ 21,248
    Gas                               681,503   573,087   742,072
                                      -------   -------   -------
      Total                          $685,439  $582,641  $763,320
                                      =======   =======   =======
  Total direct operating expenses    $161,570  $168,278  $178,821
                                      =======   =======   =======

                                   7
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  Direct operating expenses as a
    percentage of oil and gas
    sales                               23.6%     28.9%     23.4%

  Average sales price:
    Per barrel of oil                  $21.87    $13.57    $10.96
    Per Mcf of gas                       2.02      1.31      1.56

  Direct operating expenses per
    equivalent Mcf of gas(3)           $  .48    $  .38    $  .37

----------

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


     Proved Reserves and Net Present Value

     The following table sets forth the Programs' estimated proved oil
and gas  reserves and net present  value therefrom as of  December 31,
1996.  The schedule of  quantities of proved oil and gas  reserves was
prepared  by Dyco  in  accordance with  the  rules prescribed  by  the
Securities and  Exchange Commission (the  "SEC").  As  used throughout
this  Annual  Report,  "proved  reserves" refers  to  those  estimated
quantities of crude  oil, gas,  and gas liquids  which geological  and
engineering   data  demonstrate   with  reasonable  certainty   to  be
recoverable  in future years from  known oil and  gas reservoirs under
existing economic and operating conditions.

                                   8
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     Net  present value  represents estimated  future gross  cash flow
from  the production and sale of proved reserves, net of estimated oil
and  gas  production costs  (including  production  taxes, ad  valorem
taxes,  and  operating  expenses),  and estimated  future  development
costs, discounted at 10% per annum.  Net present value attributable to
the Programs' proved reserves  was calculated on the basis  of current
costs and prices at December 31, 1996.  Such prices were not escalated
except  in  certain circumstances  where  escalations  were fixed  and
readily   determinable   in   accordance   with   applicable  contract
provisions.   The prices used by  Dyco in calculating the  net present
value attributable to the Programs' proved reserves do not necessarily
reflect market  prices  for  oil  and  gas  production  subsequent  to
December  31, 1996.  Furthermore, gas prices at December 31, 1996 were
much  higher than  the price  used for  determining the  Programs' net
present value of proved reserves for  the year ended December 31, 1995
and  substantially  higher than  the  average prices  received  by the
Programs in each of the last several years.  There can be no assurance
that  the prices  used in  calculating  the net  present value  of the
Programs'  proved  reserves  at December  31,  1996  will actually  be
realized for such production.

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

                                   9
<PAGE>
<PAGE>
                          Proved Reserves and
                          Net Present Values
                         From Proved Reserves
                        As of December 31, 1996


        1982-1 Program:
        --------------

          Estimated proved reserves:
            Gas (Mcf)                             832,137
            Oil and liquids (Bbls)                 20,761

          Net present value
            (discounted at 10% per annum)      $1,571,198

        1982-2 Program:
        --------------

          Estimated proved reserves:
            Gas (Mcf)                           1,026,533
            Oil and liquids (Bbls)                    608

          Net present value
            (discounted at 10% per annum)      $1,815,230


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

                                  10
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     Significant Properties

                            1982-1 Program
                            --------------

     As  of  December  31,   1996,  the  1982-1  Program's  properties
consisted of 20 gross (2.74 net) productive wells.  The 1982-1 Program
also  owned  a  non-working   interest  in  an  additional  6   wells.
Affiliates of the 1982-1  Program operate 14 (54%) of its total wells.
As of December 31, 1996, the 1982-1 Program had estimated total proved
reserves  of 832,137  Mcf of  gas and  20,761 barrels  of oil,  with a
present  value (discounted at 10%  per annum) of  estimated future net
cash  flow  of approximately  $1,571,198.   Substantially  all  of the
1982-1 Program's reserves are located in the Anadarko Basin of western
Oklahoma and the Texas panhandle, which  is an established oil and gas
producing basin.  All  of the 1982-1 Program's properties  are located
onshore in the continental United States.

     As of December 31,  1996, the 1982-1 Program's properties  in the
Anadarko Basin consisted of 19 gross (2.22 net) productive wells.  The
1982-1  Program also owned a  non-working interest in  an additional 6
wells.  Affiliates of the 1982-1 Program operate 13 (52%) of its total
Anadarko Basin wells.  As of December 31, 1996, the 1982-1 Program had
estimated total proved reserves in the Anadarko Basin of approximately
746,052 Mcf of gas and approximately 20,761 barrels of crude oil, with
a present value (discounted at 10%  per annum) of estimated future net
cash flow of approximately $1,439,980.

                            1982-2 Program
                            --------------

     As  of  December  31,   1996,  the  1982-2  Program's  properties
consisted of 22 gross (2.19 net) productive wells.  The 1982-2 Program
also  owned   a  non-working  interest  in  an   additional  5  wells.
Affiliates  of the 1982-2 Program operate 11 (41%) of its total wells.
As of December 31, 1996, the 1982-2 Program had estimated total proved
reserves of  1,026,533 Mcf  of  gas and  608 barrels  of  oil, with  a
present  value (discounted at 10%  per annum) of  estimated future net
cash  flow of approximately $1,815,230.   All of  the 1982-2 Program's
reserves are located in the Anadarko Basin.  

                                  11
<PAGE>
<PAGE>
     Title to Oil and Gas Properties

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

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


ITEM 3.   LEGAL PROCEEDINGS

     On November 12, 1992 Larry and Leona Beck filed a lawsuit against
Dyco and others in  which the plaintiffs alleged damages to their land
as a result of remediation operations  conducted on the Paul King #1-7
well (Beck v. Trigg Drilling Company, Inc., et al., C-92-227, District
Court  of  Beckham  County, Oklahoma).    The  1982-2  Program had  an
approximate  1.6% working interest in  the Paul King  #1-7 well at the
time the  lawsuit was  filed.   The lawsuit  alleged  claims based  on
negligence,  private  nuisance,   public  nuisance,  trespass,  unjust
enrichment,  constructive fraud, and  permanent injunctive relief, all
in  amounts to be determined  at trial.  A  trial was conducted in the
matter on  February 22, 1994  in which the  jury entered a  verdict in
favor of the plaintiffs  in the amount of approximately  $5.5 million,
consisting  of  approximately  $2.75  million in  actual  damages  and
approximately $2.75 million in punitive damages.  The 1982-2 Program's
share  of such verdict was approximately $43,000 in actual damages and
approximately $8,800 in punitive damages.  Following appeal, the  case
was remanded  for a  new trial  in order to  redetermine damages.   On
December 23, 1996, prior to such new trial, the case was settled at no
cost to the 1982-2 Program.

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

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

     There were no matters submitted to a vote of the limited partners
of either Program during 1996.

                                  12
<PAGE>
<PAGE>
                                PART II

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

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


                            1982-1 PROGRAM
                            --------------

                             Repurchase        Cash
                                Price      Distributions
                             ----------    -------------
       1995:
         First Quarter           $56            $ -
         Second Quarter           54              -
         Third Quarter            54              -
         Fourth Quarter           54              -

       1996:
         First Quarter           $54            $ -
         Second Quarter           54              -
         Third Quarter            65              -
         Fourth Quarter           65              -

       1997:
         First Quarter           $65             (1)

----------
(1)  To be declared in March 1997.

                                  13
<PAGE>
<PAGE>
                            1982-2 PROGRAM
                            --------------

                             Repurchase        Cash
                                Price      Distributions
                             ----------    -------------
       1995:
         First Quarter          $114            $ -
         Second Quarter          129              -
         Third Quarter            99             30
         Fourth Quarter           99              -

       1996:
         First Quarter          $ 99            $ -
         Second Quarter           69             30
         Third Quarter            79             20
         Fourth Quarter           79              -

       1997:
         First Quarter          $ 79            (1)

----------
(1)  To be declared in March 1997.

     The 1982-1 Program has 10,100 Units outstanding and approximately
3,249 limited partners of record.   The 1982-2 Program has 8,080 Units
outstanding and approximately 2,551 limited partners of record.

                                  14
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
ITEM 6.   SELECTED FINANCIAL DATA

                                    Selected Financial Data

     The following table presents  selected financial data for the Programs.   This data should
be read in conjunction with the financial statements of  the Programs, and the respective notes
thereto,  included elsewhere  in this  Annual Report.   See  "Item 8. Financial  Statements and
Supplementary Data."  
                                         1982-1 Program
                                         --------------
                                                       December 31,
                                 ---------------------------------------------------------
                                    1996       1995       1994      1993          1992
                                  --------   --------   --------  --------     ----------
<S>                               <C>        <C>        <C>       <C>          <C>            
Summary of Operations:
  Oil and gas sales               $317,267   $263,331   $310,573  $441,939     $  539,408
  Total revenues                   319,923    263,538    314,183   476,838        626,931

  Lease operating
    expenses                        86,759    115,436     73,341    81,958        115,398
  Production taxes                  22,755     18,645     17,190    33,360         42,843
  General and administrative
    expenses                       102,540    104,106     92,108    91,041        100,041
  Depreciation, depletion,
    and amortization of oil
    and gas properties              21,362     40,413     66,472    93,645        101,792

  Net income (loss)                 86,507  (  15,062)    65,072   176,834        266,857 
    per Unit                             9  (       1)         6        18             26 
  Cash distributions                  -           -      202,000   808,000        252,500
    per Unit                          -           -           20        80             25

Summary Balance Sheet Data:
  Total assets                     436,000    351,285    390,358   580,402      1,188,550
  Partners' capital                375,764    289,257    304,319   441,247      1,072,413
</TABLE>

                                              15
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                         1982-2 Program
                                         --------------

                                                         December 31,
                                    ------------------------------------------------------
                                      1996      1995      1994       1993         1992
                                    --------  --------  --------  ----------  ------------
<S>                                 <C>       <C>       <C>       <C>         <C>             
Summary of Operations:
  Oil and gas sales                 $685,439  $582,641  $763,320    $631,384   $  802,530
  Total revenues                     693,653   590,407   768,862     634,650    1,073,496

  Lease operating
    expenses                         110,110   126,949   123,535     141,268      100,342
  Production taxes                    51,460    41,329    55,286      45,877       56,428
  General and administrative
    expenses                          81,018    83,226    73,694      73,834       81,438
  Depreciation, depletion,
    and amortization of oil
    and gas properties                58,142   107,051   200,824     163,507      173,251
  Impairment provision                  -       14,169      -           -            -   
  Interest expense                      -         -         -           -           1,171

  Net income                         392,923   217,683   315,523     210,164      660,866
    per Unit                              49        27        39          26           82
  Cash distributions                 404,000   242,400   606,000     444,400      646,400
    per Unit                              50        30        75          55           80

Summary Balance Sheet Data:
  Total assets                       645,642   616,939   666,396     913,469    1,069,317
  Partners' capital                  502,135   513,212   537,929     828,406    1,062,642

</TABLE>

                                               16
<PAGE>
<PAGE>
ITEM 7.   MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS

     Use of Forward-Looking Statements and Estimates

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

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

     General Discussion

     The following  general discussion  should be read  in conjunction
with the analysis of  results of operations provided below.   The most
important  variable affecting  the  Programs' revenues  is the  prices
received for the  sale of oil  and gas.   Predicting future prices  is
very  difficult.  Concerning past trends,  average yearly wellhead gas
prices in the United States have been relatively volatile for a number
of years.  For the past ten years, such prices have generally been  in
the  $1.40 to $2.00 per Mcf range, significantly below prices received
in  the early 1980s.   Average gas  prices in the  last several months
have, however, been somewhat higher than those yearly averages.  It is
not known  whether this is a  short-term trend or will  lead to higher
average gas prices on a longer-term basis.

                                  17
<PAGE>
<PAGE>
     Substantially all of the Programs' 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.   In addition, such spot market
sales  are generally short-term in  nature and are  dependent upon the
obtaining  of transportation  services  provided by  pipelines.   Spot
prices for the  Programs' gas increased  from approximately $2.00  per
Mcf at  December 31, 1995 to  approximately $3.57 per  Mcf at December
31,  1996.  Such  prices were  on an MMBTU  basis and  differ from the
prices actually received  by the  Programs due  to transportation  and
marketing  costs,  BTU adjustments,  and  regional  price and  quality
differences.

     Due to global consumption and supply trends over the last several
months, oil prices have  recently been higher than the  yearly average
prices of  the late to  mid-1980s and  early 1990s.   It is not  known
whether  this trend  will  continue.   Prices  for the  Programs'  oil
increased from approximately $18.50 per barrel at December 31, 1995 to
approximately $23.75 per barrel at December 31, 1996.  

     Future prices for both oil and  gas will likely be different from
(and may be  lower than) the  prices in effect  on December 31,  1996.
Primarily due to heating  season demand, year-end prices in  many past
years  have tended  to  be higher,  and  in some  cases  significantly
higher,  than  the  yearly  average  price  actually  received  by the
Programs for at least the following year.  In particular, it should be
noted that December  31, 1996  prices were much  higher than  year-end
prices  for the last several  years and substantially  higher than the
average prices received in each of the last several years.   It is not
possible to  predict  whether  the  December  1996  pricing  level  is
indicative of a new  trend toward higher energy prices or a short-term
deviation  from  the  recent  history   of  low  to  moderate  prices;
therefore,  management is unable to predict whether future oil and gas
prices will (i) stabilize, (ii) increase, or (iii) decrease.

                                  18
<PAGE>
<PAGE>
     Results of Operations

                            1982-1 Program
                            --------------

                 Year Ended December 31, 1996 Compared
                    to Year Ended December 31, 1995
                 -------------------------------------

     Total  oil and gas sales  increased $53,936 (20.5%)  for the year
ended  December 31, 1996  as compared to  the year  ended December 31,
1995.     Of  this   increase,  approximately  $9,000   and  $126,000,
respectively, were related to  increases in the average prices  of oil
and gas  sold, partially offset  by decreases of  approximately $9,000
and  $72,000, respectively, related to decreases in the volumes of oil
and gas sold.  Volumes of oil  and gas sold decreased 440 barrels  and
35,179  Mcf, respectively,  for the  year ended  December 31,  1996 as
compared to the year ended December 31, 1995.  The decrease in volumes
of oil sold resulted primarily from (i) a positive prior period volume
adjustment made by  the purchaser  on one well  during the year  ended
December  31, 1995  and  (ii) normal  declines  in production  due  to
diminished reserves on another well.   The decrease in volumes of  gas
sold  resulted  primarily  from   (i)  positive  prior  period  volume
adjustments made by  the purchaser  on several wells  during the  year
ended December 31,  1995, (ii)  normal declines in  production due  to
diminished gas  reserves on several wells,  and (iii) the sale  of one
gas  producing well during the year ended December 31, 1996, partially
offset by a negative  gas balancing adjustment on another  well during
the  year  ended December  31,  1995.    Average oil  and  gas  prices
increased  to $20.85 per barrel  and $2.05 per  Mcf, respectively, for
the year ended December 31, 1996 from $16.97 per barrel  and $1.31 per
Mcf, respectively, for the year ended December 31, 1995.

     Oil  and  gas  production  expenses  (including  lease  operating
expenses and  production taxes) decreased $24,567 (18.3%) for the year
ended December  31, 1996  as compared to  the year ended  December 31,
1995.  This  decrease resulted  primarily from  (i) workover  expenses
incurred on two wells during the year ended December 31, 1995 in order
to improve  the recovery of reserves, (ii) the sale of one well during
the year ended  December 31, 1996, (iii) a  decrease in general repair
and maintenance expenses on  two wells during the year  ended December
31,  1996 as compared  to the year  ended December 31,  1995, and (iv)
decreases  in volumes  of  oil  and gas  sold  during  the year  ended
December 31, 1996 as compared to the year ended December 31, 1995.  As
a percentage  of oil and gas sales,  these expenses decreased to 34.5%
for the year  ended December 31,  1996 from 50.9%  for the year  ended
December 31, 1995.   This percentage decrease was primarily due to the
dollar  decrease  in  production  expenses  discussed  above  and  the
increases in  the average prices of  oil and gas sold  during the year
ended December  31, 1996 as  compared to the  year ended  December 31,
1995.

                                  19
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties  decreased $19,051 (47.1%) for the  year ended December 31,
1996 as compared to the  year ended December 31, 1995.   This decrease
resulted  primarily  from an  upward  revision  in  the  estimates  of
remaining oil and gas reserves at  December 31, 1996.  As a percentage
of oil  and gas sales,  this expense  decreased to 6.7%  for the  year
ended  December 31, 1996  from 15.3% for  the year ended  December 31,
1995.   This  percentage  decrease was  primarily  due to  the  dollar
decrease in depreciation, depletion,  and amortization discussed above
and the increases in the average prices of oil and gas sold during the
year  ended December 31,  1996 as compared to  the year ended December
31, 1995.

     General and administrative  expenses remained relatively constant
for  the year ended  December 31, 1996  as compared to  the year ended
December 31,  1995.   As  a percentage  of oil  and  gas sales,  these
expenses decreased to 32.3% for the year ended December  31, 1996 from
39.5% for the year ended December 31, 1995.  This percentage  decrease
was primarily due to the increase in oil and gas sales during the year
ended December 31,  1996 as  compared to the  year ended December  31,
1995 discussed above.


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

     Total  oil and gas sales  decreased $47,242 (15.2%)  for the year
ended  December 31, 1995  as compared to  the year ended  December 31,
1994.   Of  this  decrease, approximately  $50,000  was related  to  a
decrease in the average price of gas sold and approximately $5,000 was
related to a  decrease in volumes of oil sold,  partially offset by an
increase of approximately $4,000 related to an increase in the average
price of  oil sold and an increase  of approximately $3,000 related to
an increase in volumes of gas sold.  Volumes of oil sold decreased 307
barrels, while volumes  of gas sold increased  2,592 Mcf for  the year
ended December  31, 1995 as  compared to  the year ended  December 31,
1994.   Average gas  prices decreased  to $1.31 per  Mcf for  the year
ended December 31, 1995 from $1.61 per Mcf for the year ended December
31, 1994, while average oil prices increased to $16.97 per barrel  for
the year ended  December 31, 1995 from $15.30 per  barrel for the year
ended December 31, 1994.  

                                  20
<PAGE>
<PAGE>
     Oil  and  gas  production  expenses  (including  lease  operating
expenses and production taxes) increased $43,550 (48.1%) for  the year
ended December  31, 1995  as compared to  the year ended  December 31,
1994.  This increase was primarily  due to workover charges on several
wells during the year ended December 31, 1995.  As a percentage of oil
and gas  sales, these expenses  increased to 50.9% for  the year ended
December  31, 1995 from  29.1% for the  year ended December  31, 1994.
This  increase was primarily a result of the workover charges incurred
during the  year ended December 31,  1995 and the decrease  in oil and
gas sales discussed above.

     Depreciation,  depletion,  and  amortization   of  oil  and   gas
properties  decreased $26,059 (39.2%) for  the year ended December 31,
1995 as compared  to the year ended December 31,  1994.  This decrease
was primarily a result of an increase in the estimate of remaining gas
reserves at December 31, 1995.  As a percentage of  oil and gas sales,
this  expense decreased to 15.3% for  the year ended December 31, 1995
from 21.4%  for the  year ended December  31, 1994.   This  percentage
decrease  was primarily a result  of the dollar  decrease in deprecia-
tion, depletion, and amortization as discussed above.  

     General and administrative expenses increased $11,998 (13.0%) for
the  year  ended December  31,  1995 as  compared  to  the year  ended
December  31, 1994.  This increase resulted primarily from an increase
in both professional fees and printing and postage expenses during the
year ended  December 31, 1995 as  compared to the year  ended December
31,  1994.   As  a percentage  of oil  and  gas sales,  these expenses
increased to 39.5% for the year ended December 31, 1995 from 29.7% for
the  year ended  December  31, 1994.    This percentage  increase  was
primarily  a result  of the  dollar increase  in general  and adminis-
trative expenses discussed above and the decrease in oil and gas sales
discussed above.

                                  21
<PAGE>
<PAGE>
                            1982-2 Program
                             -------------

                 Year Ended December 31, 1996 Compared
                    to Year Ended December 31, 1995
                 -------------------------------------

     Total oil and gas  sales increased $102,798 (17.6%) for  the year
ended December 31,  1996 as  compared to the  year ended December  31,
1995.   Of  this increase,  approximately $311,000  was related  to an
increase  in  the  average price  of  gas  sold,  partially offset  by
decreases of approximately $11,000 and $203,000, respectively, related
to decreases in volumes of oil  and gas sold.  Volumes of oil  and gas
sold decreased 524 barrels and 100,295 Mcf, respectively, for the year
ended December  31, 1996 as  compared to  the year ended  December 31,
1995.  The decrease in volumes of oil sold resulted primarily from the
sale  of one  well  during the  year  ended December  31,  1995.   The
decrease  in volumes  of  gas sold  resulted  primarily from  (i)  the
shutting-in of  one well during a  portion of the  year ended December
31, 1996 due to a state imposed allowable restriction, (ii) a positive
gas  balancing adjustment  on  the same  well  during the  year  ended
December  31, 1995,  and (iii)  normal declines  in production  due to
diminished  gas reserves on two  wells during the  year ended December
31, 1996 as compared to the year ended December 31, 1995.  Average oil
and gas  prices increased  to $21.87  per barrel  and  $2.02 per  Mcf,
respectively, for the  year ended  December 31, 1996  from $13.57  per
barrel  and $1.31 per Mcf,  respectively, for the  year ended December
31, 1995.

     Oil  and  gas  production  expenses  (including  lease  operating
expenses and production  taxes) decreased $6,708  (4.0%) for the  year
ended December  31, 1996 as  compared to  the year ended  December 31,
1995.  This decrease resulted primarily from the reversal of a $20,000
accrual during the year ended December 31, 1996 due to  the conclusion
of a  certain legal contingency  in favor of  the 1982-2 Program  (see
"Item  3 -  Legal Proceedings"),  partially offset  by an  increase in
production taxes associated with the increase  in oil and gas sales as
discussed above during the year ended December 31, 1996 as compared to
the year ended  December 31,  1995.  As  a percentage of  oil and  gas
sales, these expenses decreased  to 23.6% for the year  ended December
31,  1996 from  28.9% for  the  year ended  December 31,  1995.   This
percentage  decrease was primarily due to the increases in the average
prices of  oil and gas sold during the year ended December 31, 1996 as
compared to the year ended December 31, 1995.

                                  22
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties  decreased $48,909 (45.7%) for the  year ended December 31,
1996 as compared to the  year ended December 31, 1995.   This decrease
resulted primarily  from (i) the  decrease in  volumes of oil  and gas
sold during the  year ended December 31, 1996 as  compared to the year
ended December 31, 1995 and (ii) an upward revision in the estimate of
remaining  gas reserves at December 31, 1996.   As a percentage of oil
and  gas sales,  this expense  decreased to  8.5%  for the  year ended
December 31, 1996  from 18.4%  for the year  ended December 31,  1995.
This percentage decrease was  primarily due to the dollar  decrease in
depreciation,  depletion,  and amortization  discussed  above  and the
increases in  the average prices of  oil and gas sold  during the year
ended December  31, 1996 as  compared to the  year ended December  31,
1995.

     As a result of a decline in  gas prices during the first part  of
1995, the 1982-2 Program recognized a non-cash charge against earnings
of $14,169 during  the year ended December 31,  1995.  This impairment
provision  for oil  and  gas  properties  at  December  31,  1995  was
necessary  due  to the  unamortized costs  of  oil and  gas properties
exceeding  the present value of the estimated future net revenues from
such oil and gas properties.   No similar charge was necessary  during
the year ended December 31, 1996.

     General  and administrative expenses remained relatively constant
for the  year ended December  31, 1996 as  compared to the  year ended
December  31,  1995.   As a  percentage of  oil  and gas  sales, these
expenses decreased to 11.8% for the year ended December  31, 1996 from
14.3% for the year ended December 31, 1995.  This percentage  decrease
was primarily due to the increase in oil and gas sales during the year
ended December 31,  1996 as  compared to the  year ended December  31,
1995 as discussed above.

                                  23
<PAGE>
<PAGE>
                 Year Ended December 31, 1995 Compared
                    to Year Ended December 31, 1994
                 -------------------------------------

     Total oil and gas  sales decreased $180,679 (23.7%) for  the year
ended December  31, 1995 as  compared to the  year ended  December 31,
1994.    Of this  decrease, approximately  $119,000  was related  to a
decrease  in the average price  of gas sold  and approximately $49,000
was related to a decrease in volumes  of gas sold.  Volumes of oil and
gas sold decreased 1,234 barrels and 37,696 Mcf, respectively, for the
year  ended December 31,  1995 as compared to  the year ended December
31, 1994.  The decrease in volumes of oil sold resulted primarily from
positive  prior period volume adjustments from a purchaser on one well
during  the year  ended December  31, 1994  and negative  prior period
volume  adjustments on another well during the year ended December 31,
1995.  The decrease in volumes of gas sold resulted primarily from (i)
higher production on  one well  during 1994 which  was recompleted  in
early  1994 and  (ii) positive  prior period  volume adjustments  from
purchasers on several wells  during the year ended December  31, 1994,
partially  offset  by  positive  prior period  volume  adjustments  on
several wells  during the year ended  December 31, 1995.   Average gas
prices decreased to $1.31 per Mcf for the year ended December 31, 1995
from $1.56  per Mcf for  the year ended  December 31, 1994,  while the
average price  of oil sold increased to $13.57 per barrel for the year
ended  December 31,  1995 from  $10.96 per  barrel for the  year ended
December 31, 1994.  

     Oil  and  gas  production  expenses  (including  lease  operating
expenses  and production taxes) decreased $10,543  (5.9%) for the year
ended  December 31,  1995 as compared  to the year  ended December 31,
1994.   This  decrease  resulted primarily  from  (i) an  accrual  for
certain litigation costs during  the year ended December 31,  1994 and
(ii)  workover charges on several wells during the year ended December
31, 1994  which were  incurred  in order  to improve  the recovery  of
reserves, partially offset by workover charges on several wells during
the year  ended December  31, 1995.   As a percentage  of oil  and gas
sales, these expenses increased  to 28.9% for the year  ended December
31,  1995 from  23.4% for  the  year ended  December 31,  1994.   This
percentage increase was primarily a result of the decrease  in oil and
gas sales discussed above. 

                                  24
<PAGE>
<PAGE>
     Depreciation,  depletion,   and  amortization  of   oil  and  gas
properties  decreased $93,773 (46.7%) for the  year ended December 31,
1995 as compared to the  year ended December 31, 1994.   This decrease
was primarily a result of  (i) the decrease in volumes of oil  and gas
sold during the  year ended December 31, 1995 as  compared to the year
ended December 31, 1994 and (ii) an upward revision in the estimate of
remaining  gas reserves at December 31, 1995.   As a percentage of oil
and gas  sales, this  expense decreased  to 18.4% for  the year  ended
December 31, 1995  from 26.3%  for the year  ended December 31,  1994.
This percentage decrease was  primarily due to the dollar  decrease in
depreciation, depletion,  and amortization discussed  above, partially
offset by the decrease in oil and gas sales discussed above.

     As a result  of a decline in gas prices during  the first part of
1995, the 1982-2 Program recognized a non-cash charge against earnings
of $14,169 during the  year ended December 31, 1995.   This impairment
provision  for oil  and  gas  properties  at  December  31,  1995  was
necessary  due  to the  unamortized costs  of  oil and  gas properties
exceeding  the present value of the estimated future net revenues from
such  oil and gas properties.  No  similar charge was necessary during
the year ended December 31, 1994.  

     General and administrative expenses  increased $9,532 (12.9%) for
the year  ended  December  31, 1995  as  compared to  the  year  ended
December 31, 1994.   This increase resulted  from an increase  in both
professional fees  and printing and  postage expenses during  the year
ended December 31,  1995 as compared  to the  year ended December  31,
1994.  As a percentage of oil and gas sales,  these expenses increased
to 14.3% for the year ended December  31, 1995 from 9.7% for the  year
ended December  31, 1994.  This increase was primarily a result of the
dollar increase in general and administrative expenses discussed above
and the decrease  in oil and gas sales during  the year ended December
31, 1995 as compared to the year ended December 31, 1994. 

                                  25
<PAGE>
<PAGE>
     Liquidity and Capital Resources 

     Net proceeds from operations less necessary operating capital are
distributed to the  limited partners on a quarterly basis.   See "Item
5. Market for  the Registrant's Limited Partnership  Units and Related
Limited  Partner Matters."  The  net proceeds from  production are not
reinvested in  productive assets, except to the  extent that producing
wells  are  improved, or  where methods  are  employed to  permit more
efficient  recovery  of  reserves,  thereby resulting  in  a  positive
economic  impact.    Assuming production  levels  for  the year  ended
December 31,  1996, the 1982-1  Program's and 1982-2  Program's proved
reserve  quantities  at  December  31,  1996  would  have  a  life  of
approximately 6.1 and  3.0 years, respectively,  for gas reserves  and
11.1  and 3.4 years, respectively,  for oil reserves.   However, since
the Programs'  reserve estimates are  based on  oil and gas  prices at
December 31, 1996, it  is possible that a significant decrease  in oil
and gas prices from December 31, 1996 levels will reduce such reserves
and their corresponding life-span.

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

     The Samson Companies  are currently in the  process of evaluating
certain  oil  and  gas properties  owned  by  the  Programs and  other
entities of the Samson Companies.   As a result of such evaluation, it
is  expected that  certain of these  properties will be  placed in bid
packages and offered  for sale during the  first half of 1997.   It is
likely  that  the Programs  will  have  an  interest  in some  of  the
properties  being sold.   It is currently estimated  that the value of
such  sales,  as  a percentage  of  total  proved  reserves of  either
Program, will range from 1% to 10%.

     The decision to  accept any offer for the purchase  of a property
owned by one or both of the Programs will be made by Dyco after giving
due  consideration to the offer price  and Dyco's estimate of both the
property's remaining proved  reserves and future operating costs.  Net
proceeds from the sale of  any such properties will be  distributed to
the Programs and will  be included in the calculation of the Programs'
cash distributions for the quarter immediately following the Programs'
receipt of the proceeds.

                                  26
<PAGE>
<PAGE>
     Following  completion  of any  sale,  the  Programs' quantity  of
proved reserves  will  be  reduced.   It  is also  possible  that  the
Programs'  repurchase  values  and  future  cash  distributions  could
decline as  a result of a reduction of the Programs' reserve base.  On
the  other hand,  Dyco  believes there  will  be beneficial  operating
efficiencies  related to the Programs' remaining properties.   This is
primarily due to  the fact  that the properties  being considered  for
sale are more  likely to bear a higher ratio  of operating expenses as
compared  to reserves  than the  properties not  being considered  for
sale.   The net effect of such  property sales is difficult to predict
as of the date of this Annual Report.

     There can  be no  assurance as  to  the amount  of the  Programs'
future  cash  distributions.    The Programs'  ability  to  make  cash
distributions depends primarily upon the level of  available cash flow
generated  by  the  Programs'  operating  activities,  which  will  be
affected (either  positively or negatively) by many factors beyond the
control of the Programs, including the price of and demand for oil and
gas and  other market  and economic  conditions.  Even  if prices  and
costs remain  stable, the amount  of cash available  for distributions
will decline over  time (as  the volume of  production from  producing
properties declines)  since the Programs are  not replacing production
through acquisitions  of producing  properties and  drilling.   If the
Programs  sell  any  of  their  properties  as  discussed  above,  the
Programs' quantity  of proved reserves will be  reduced; therefore, it
is possible that the Programs' future cash distributions could decline
as a result of a reduction of the Programs' reserve base.


     Inflation and Changing Prices

     Prices obtained for  oil and gas production  depend upon numerous
factors,  including the  extent  of domestic  and foreign  production,
foreign imports  of oil, market demand, domestic  and foreign economic
conditions in general, and governmental regulations and tax laws.  The
general  level of  inflation in  the economy  did not have  a material
effect on the operations of the Programs in 1996.  Oil  and gas prices
have fluctuated  during recent years  and generally have  not followed
the same pattern as inflation.  See "Item  2. Properties - Oil and Gas
Production, Revenue, and Price History."  

                                  27
<PAGE>
<PAGE>
ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


                   REPORT OF INDEPENDENT ACCOUNTANTS


TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP

     We have audited the financial statements of the  Dyco Oil and Gas
Program 1982-1 Limited Partnership  (a Minnesota limited  partnership)
as  listed in  Item  14(a) of  this  Annual Report.    These financial
statements are  the responsibility of  the Program's management.   Our
responsibility is to express an opinion on  these financial statements
based on our audits.

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

     In  our  opinion,  the  financial statements  referred  to  above
present  fairly, in all  material respects, the  financial position of
the  Dyco Oil and Gas  Program 1982-1 Limited  Partnership at December
31, 1996  and 1995, and the  results of its operations  and cash flows
for each of the  three years in the period ended December 31, 1996, in
conformity with generally accepted accounting principles.  






                                   COOPERS & LYBRAND L.L.P.
Tulsa, Oklahoma
February 10, 1997

                                  28
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-1 LIMITED PARTNERSHIP
                            Balance Sheets
                      December 31, 1996 and 1995

                                ASSETS
                                ------
                                               1996        1995
                                             --------    --------
CURRENT ASSETS:
  Cash and cash equivalents                  $135,676    $ 29,087
  Accrued oil and gas sales, 
    including $33,654 due from
    related parties at 1995 (Note 2)           64,236      46,151
                                              -------     -------
    Total current assets                     $199,912    $ 75,238

NET OIL AND GAS PROPERTIES,
  utilizing the full cost method              176,741     216,077

DEFERRED CHARGE                                59,347      59,970
                                              -------     -------

                                             $436,000    $351,285
                                              =======     =======

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

CURRENT LIABILITIES:
  Accounts payable                           $  7,000    $  6,648
                                              -------     -------
    Total current liabilities                $  7,000    $  6,648

ACCRUED LIABILITY                              53,236      55,380

PARTNERS CAPITAL:
  General Partner, issued and 
    outstanding, 100 Units                      3,757       2,892
  Limited Partners, issued and
    outstanding, 10,000 Units                 372,007     286,365
                                              -------     -------
    Total Partners' Capital                  $375,764    $289,257
                                              -------     -------

                                             $436,000    $351,285
                                              =======     =======


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

                                  29
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-1 LIMITED PARTNERSHIP
                       Statements of Operations
         For the Years Ended December 31, 1996, 1995, and 1994


                                      1996      1995       1994
                                   ---------- ---------  --------

REVENUES:  
  Oil and gas sales, including
    $195,118 and $252,043 
    of sales to related parties
    in 1995 and 1994 (Note 2)       $317,267   $263,331  $310,573
  Interest                             2,656        207     3,610
                                     -------    -------   -------

                                    $319,923   $263,538  $314,183

COSTS AND EXPENSES:
  Lease operating                   $ 86,759   $115,436  $ 73,341
  Production taxes                    22,755     18,645    17,190
  Depreciation, depletion and
    amortization of oil and 
    gas properties                    21,362     40,413    66,472
  General and administrative         102,540    104,106    92,108
                                     -------    -------   -------

                                    $233,416   $278,600  $249,111
                                     -------    -------   -------

NET INCOME (LOSS)                   $ 86,507  ($ 15,062) $ 65,072
                                     =======    =======   =======

GENERAL PARTNER (1%) - NET
  INCOME (LOSS)                     $    865  ($    151) $    651
                                     =======    =======   =======

LIMITED PARTNERS (99%) - NET
  INCOME (LOSS)                     $ 85,642  ($ 14,911) $ 64,421
                                     =======    =======   =======

NET INCOME (LOSS) per Unit          $      9  ($      1) $      6
                                     =======    =======   =======

UNITS OUTSTANDING                     10,100    10,100     10,100
                                     =======    =======   =======

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

                                  30
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-1 LIMITED PARTNERSHIP
                    Statements of Partners' Capital
         For the Years Ended December 31, 1996, 1995, and 1994


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

Balances at Dec. 31, 1993    $4,412     $436,835      $441,247
  Cash distributions        ( 2,020)   ( 199,980)    ( 202,000)
  Net income                    651       64,421        65,072
                              ----       -------       -------

Balances at Dec. 31, 1994    $3,043     $301,276      $304,319
  Net income (loss)         (   151)   (  14,911)    (  15,062)
                              -----      -------       -------

Balances at Dec. 31, 1995    $2,892     $286,365      $289,257
  Net income                    865       85,642        86,507
                              -----      -------       -------

Balances at Dec. 31, 1996    $3,757     $372,007      $375,764
                              =====      =======       =======

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

                                  31
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-1 LIMITED PARTNERSHIP
                       Statements of Cash Flows
         For the Years Ended December 31, 1996, 1995, and 1994

                                          1996       1995      1994
                                       ---------   --------  --------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income (loss)                     $ 86,507   ($15,062) $ 65,072
  Adjustments to reconcile net income
    (loss) to net cash provided by
    operating activities:
    Depreciation, depletion, and amorti-
      zation of oil and gas properties    21,362     40,413    66,472
    (Increase) decrease in accrued
      oil and gas sales                (  18,085)  ( 31,280)   57,721
    (Increase) decrease in deferred
      charge                                 623     42,299 (  99,973)
    Increase (decrease) in accounts
      payable                                352   (    489)      790
    Decrease in gas imbalance
      payable                               -          -    (  74,559)
    Decrease in related party
      payable                               -          -    (  58,249)
    Increase (decrease) in accrued
      liability                        (   2,144)  ( 23,522)   78,902
                                         -------     ------   -------
  Net cash provided by operating
    activities                          $ 88,615    $12,359  $ 36,176
                                         -------     ------   -------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from the sale of oil and
    gas properties                      $ 20,005    $    26  $ 10,290
  Additions to oil and gas properties  (   2,031)  (     88)(     767)
                                         -------     ------   -------
  Net cash provided (used) by investing
    activities                          $ 17,974   ($    62) $  9,523
                                         -------     ------   -------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                    $   -       $   -    
($202,000)
                                         -------     ------   -------
  Net cash used by financing
    activities                          $   -       $   -   ($202,000)
                                         -------     ------   -------
NET INCREASE (DECREASE) IN CASH AND
  CASH EQUIVALENTS                      $106,589    $12,297 ($156,301)

CASH AND CASH EQUIVALENTS AT BEGINNING
  OF PERIOD                               29,087     16,790   173,091
                                         -------     ------   -------
CASH AND CASH EQUIVALENTS AT END OF
  PERIOD                                $135,676    $29,087  $ 16,790
                                         =======     ======   ======

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

                                  32
<PAGE>
<PAGE>
          DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
                     Notes to Financial Statements
         For the Years Ended December 31, 1996, 1995, and 1994


1.   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization and Nature of Operations

     The  Dyco  Oil and  Gas Program  1982-1 Limited  Partnership (the
     "Program"), a Minnesota limited partnership, commenced operations
     on June 14,  1982.   Dyco Petroleum Corporation  ("Dyco") is  the
     general  partner  of the  Program.    Affiliates  of  Dyco  owned
     4,172.16 (41.3%) of the Program's Units at December 31, 1996.

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


     Cash and Cash Equivalents

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


     Credit Risk

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

                                  33
<PAGE>
<PAGE>
     Oil and Gas Properties 

     Oil  and gas  operations are  accounted for  using the  full cost
     method of  accounting.   All productive and  non-productive costs
     associated with  the acquisition, exploration, and development of
     oil and  gas  reserves are  capitalized.   Capitalized costs  are
     depleted on the  gross revenue method  using estimates of  proved
     reserves.  The full cost amortization rates per equivalent Mcf of
     gas  produced during the years ended December 31, 1996, 1995, and
     1994 were $0.15, $0.22,  and $0.36, respectively.   The Program's
     calculation   of   depreci-ation,  depletion,   and  amortization
     includes  estimated  future  expenditures   to  be  incurred   in
     developing   proved  reserves  and  estimated  dismantlement  and
     abandonment costs, net of estimated salvage values.  In the event
     the  unamortized cost of  oil and gas  properties being amortized
     exceeds the full cost  ceiling (as defined by the  Securities and
     Exchange Commission("SEC"))  the excess is charged  to expense in
     the year during which such excess occurs.  In addition, SEC rules
     provide that if prices decline subsequent to year end, any excess
     that results from these  declines may also be charged  to expense
     during  the current year.   Sales and  abandonments of properties
     are accounted  for as  adjustments of  capitalized costs with  no
     gain   or  loss   recognized,  unless   such  adjustments   would
     significantly  alter the  relationship between  capitalized costs
     and proved oil and gas reserves.

     Deferred Charge  

     The  Deferred Charge  at  December 31,  1996 and  1995 represents
     costs  deferred   for  lease   operating  expenses   incurred  in
     connection  with  the   Program's  underproduced  gas   imbalance
     position.   At  December  31, 1996,  cumulative  total gas  sales
     volumes for underproduced wells were less than the Program's pro-
     rata  share of total gas  production from these  wells by 103,392
     Mcf, resulting  in prepaid  lease operating expenses  of $59,347.
     At  December 31,  1995, cumulative  total gas  sales volumes  for
     underproduced wells  were less than the  Program's pro-rata share
     of  total  gas  production  from  these  wells  by  123,727  Mcf,
     resulting in prepaid lease operating expenses of $59,970.

                                  34
<PAGE>
<PAGE>
     Accrued Liability  

     The  Accrued Liability at  December 31, 1996  and 1995 represents
     charges  accrued  for   lease  operating  expenses  incurred   in
     connection   with  the   Program's  overproduced   gas  imbalance
     position.   At  December 31,  1996,  cumulative total  gas  sales
     volumes for  overproduced wells  exceeded the  Program's pro-rata
     share of total  gas production  from these wells  by 92,745  Mcf,
     resulting in  accrued lease  operating expenses  of $53,236.   At
     December  31,  1995,  cumulative  total  gas  sales  volumes  for
     overproduced wells exceeded the Program's pro-rata share of total
     gas  production from  these wells  by  114,257 Mcf,  resulting in
     accrued lease operating expenses of $55,380.  

     Oil and Gas Sales

     The  Program's  oil  and  condensate production  is  sold,  title
     passed, and  revenue recognized  at or  near the  Program's wells
     under  short-term purchase  contracts  at  prevailing  prices  in
     accordance  with  arrangements which  are  customary  in the  oil
     industry.  Sales of  gas applicable to the Program's  interest in
     producing oil and gas leases are recorded as  income when the gas
     is  metered  and title  transferred  pursuant  to the  gas  sales
     contracts  covering  the  Program's  interest  in  gas  reserves.
     During such times  as the Program's sales  of gas exceed  its pro
     rata  ownership  in a  well, such  sales  are recorded  as income
     unless  total sales  from the  well have  exceeded the  Program's
     share of estimated total gas reserves  underlying the property at
     which time such  excess is recorded as a  liability.  At December
     31, 1996 and 1995 no such liability was recorded.

     Use of Estimates in Financial Statements

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

                                  35
<PAGE>
<PAGE>
     Income Taxes

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

2.   TRANSACTIONS WITH RELATED PARTIES 

     Under the terms  of the  Program Agreement, Dyco  is entitled  to
     receive  a reimbursement for all direct  expenses and general and
     administrative, geological, and engineering expenses it incurs on
     behalf of the Program.  During the years ended December 31, 1996,
     1995,  and 1994,  such expenses  totaled $102,540,  $104,106, and
     $92,108,  respectively, of which  $74,460 was  paid each  year to
     Dyco  and  its affiliates.    

     Affiliates of the Program operate certain of the Program's 
     properties.  Their policy is to bill the Program for all customary  
     charges and cost reimbursements associated with these activities,  
     together with any compressor rentals, consulting, or other services 
     provided.

     During 1994 and 1995 the Program sold gas at market  prices to El
     Paso  Energy Marketing  Company,  formerly known  as Premier  Gas
     Company  ("El  Paso").   El  Paso,  like  and  other similar  gas
     marketing  firms, then resold such gas to third parties at market
     prices.  El  Paso was an affiliate of the  Program until December
     6, 1995.  During 1995 and 1994,  these sales totaled $195,118 and
     $252,043, respectively.   At December 31,  1995, accrued oil  and
     gas sales included $33,654 due from El Paso.


3.   MAJOR CUSTOMERS

     The following purchasers individually accounted for more than 10%
     of the  combined oil and gas  sales of the Program  for the years
     ended December 31, 1996, 1995, and 1994:


             Purchaser      1996     1995     1994
             ---------      -----    -----    -----

             El Paso        86.0%    74.1%    81.2%
             National 
               Cooperative
               Refinery       - %    20.4%      - %


                                  36
<PAGE>
<PAGE>
     In the event  of interruption of  purchases by these  significant
     customers or the cessation or material change in  availability of
     open-access    transportation    by   the    Program's   pipeline
     transporters, the Program  may encounter difficulty in  marketing
     its gas  and in maintaining  historic sales levels.   Alternative
     purchasers or transporters may not be readily available.  


4.   SUPPLEMENTAL OIL AND GAS INFORMATION

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


     Capitalized Costs

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


                                             December 31,
                                     ----------------------------
                                         1996           1995
                                     -------------  -------------

     Proved properties                $52,550,911    $52,568,885

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

                                      $52,550,911    $52,568,885

     Less accumulated depreciation,
       depletion, amortization, and
       valuation allowance           ( 52,374,170)  ( 52,352,808)
                                       ----------     ----------

     Net oil and gas properties       $   176,741    $   216,077
                                       ==========     ==========


     Costs Incurred

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

                                  37
<PAGE>
<PAGE>
                                         December 31,
                                   -------------------------
                                    1996     1995     1994
                                   ------    ----     ----

    Acquisition of properties      $ -      $  -     $  -
    Exploration costs                -         -        -
    Development costs               2,031      88      767
                                    -----    ----     ----

    Total costs incurred           $2,031   $  88    $ 767
                                    =====    ====     ====

                                 38
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
     Quantities of Proved Oil and Gas Reserves - Unaudited

     Set forth below is a summary of the changes in the net quantities of the Program's  proved
     crude oil and gas reserves for the years  ended December 31, 1996, 1995, and 1994.  Proved
     reserves were estimated by petroleum engineers employed by affiliates of Dyco.  All of the
     Program's reserves are located in the United States.


                                       1996                 1995                  1994
                              -------------------    -------------------   -------------------
                                 Oil       Gas          Oil       Gas         Oil        Gas
                               (Bbls)     (Mcf)       (Bbls)     (Mcf)      (Bbls)      (Mcf)
                              --------  ---------    --------  ---------   --------   ---------
<S>                           <C>       <C>          <C>       <C>         <C>        <C>        
Proved reserves,
  beginning of year             9,674    633,507      9,615     683,841     13,380     667,373

Revisions of previous
  estimates                    12,955    338,350      2,367     120,461    ( 1,150)    187,827

Sales of reserves                -      (  4,104)      -           -          -       (  3,156)

Extensions and
  discoveries                    -          -          -           -          -           -

Production                    ( 1,868)  (135,616)    (2,308)   (170,795)   ( 2,615)   (168,203)
                               ------    -------      -----     -------     ------     -------

Proved reserves,
  end of year                  20,761    832,137      9,674     633,507      9,615     683,841
                               ======    =======      =====     =======     ======     =======

Proved developed reserves:
  Beginning of year             9,674    633,507      9,615     683,841     13,378     666,911
                               ------    -------      -----     -------     ------     -------
  End of year                  20,761    832,137      9,674     633,507      9,615     683,841
                               ======    =======      =====     =======     ======     =======

                                               39
<PAGE>
<PAGE>
     The  process  of  estimating oil  and  gas  reserves is  complex,
     requiring significant  subjective decisions in the  evaluation of
     available geological,  engineering, and  economic  data for  each
     reservoir.    The   data  for  a   given  reservoir  may   change
     substantially  over time  as  a result  of,  among other  things,
     additional   development   activity,   production  history,   and
     viability of  production under varying economic  conditions; con-
     sequently, it  is reasonably possible that  material revisions to
     existing  reserve  estimates  may   occur  in  the  near  future.
     Although every reasonable effort has been made to ensure that the
     reserve  estimates  reported herein  represent the  most accurate
     assessment possible, the significance of the subjective decisions
     required and  variances in available data  for various reservoirs
     make these estimates generally  less precise than other estimates
     presented in connection with financial statement disclosures. 

                                  40
<PAGE>
<PAGE>
                   REPORT OF INDEPENDENT ACCOUNTANTS



TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP

     We have audited the  financial statements of the Dyco Oil and Gas
Program 1982-2 Limited  Partnership (a Minnesota  limited partnership)
as listed  in  Item 14(a)  of  this Annual  Report.   These  financial
statements  are the responsibility  of the Program's  management.  Our
responsibility is to  express an opinion on these financial statements
based on our audits.

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

     In  our  opinion,  the  financial statements  referred  to  above
present fairly, in  all material respects,  the financial position  of
the  Dyco Oil and Gas  Program 1982-2 Limited  Partnership at December
31, 1996  and 1995, and the  results of its operations  and cash flows
for each of the three years in  the period ended December 31, 1996, in
conformity with generally accepted accounting principles.  





                              COOPERS & LYBRAND L.L.P.
Tulsa, Oklahoma
February 10, 1997

                                  41
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-2 LIMITED PARTNERSHIP
                            Balance Sheets
                      December 31, 1996 and 1995

                                ASSETS
                                ------
                                               1996        1995
                                             --------    --------
CURRENT ASSETS:
  Cash and cash equivalents                  $208,342    $160,547
  Accrued oil and gas sales, including 
    $78,204 due from related parties
    at 1995 (Note 2)                          154,243      90,919
                                              -------     -------
    Total current assets                     $362,585    $251,466

NET OIL AND GAS PROPERTIES,
  utilizing the full cost method              258,490     340,653

DEFERRED CHARGE                                24,567      24,820
                                              -------     -------

                                             $645,642    $616,939
                                              =======     =======

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

CURRENT LIABILITIES:
  Accounts payable                           $  7,947    $ 27,055
  Gas imbalance payable                        48,915       8,822
                                              -------     -------
    Total current liabilities                $ 56,862    $ 35,877

ACCRUED LIABILITY                              86,645      67,850

PARTNERS' CAPITAL:
  General Partner, issued and 
    outstanding, 80 Units                       5,021       5,132
  Limited Partners, issued and
  outstanding, 8,000 Units                    497,114     508,080
                                              -------     -------
    Total Partners' Capital                  $502,135    $513,212
                                              -------     -------
                                             $645,642    $616,939
                                              =======     =======

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

                                  42
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-2 LIMITED PARTNERSHIP
                       Statements of Operations
         For the Years Ended December 31, 1996, 1995, and 1994


                                       1996      1995      1994
                                     --------  --------  --------

REVENUES:  
  Oil and gas sales, including
    $471,392 and $626,073 of
    sales to related parties
    in 1995 and 1994 (Note 2)        $685,439  $582,641  $763,320
  Interest                              8,214     7,766     5,542
                                      -------   -------   -------

                                     $693,653  $590,407  $768,862

COSTS AND EXPENSES:
  Lease operating                    $110,110  $126,949  $123,535
  Production taxes                     51,460    41,329    55,286
  Depreciation, depletion and
    amortization of oil and 
    gas properties                     58,142   107,051   200,824
  Impairment provision                   -       14,169      -
  General and administrative           81,018    83,226    73,694
                                      -------   -------   -------

                                     $300,730  $372,724  $453,339
                                      -------   -------   -------
NET INCOME                           $392,923  $217,683  $315,523
                                      =======   =======   =======

GENERAL PARTNER (1%) - NET INCOME    $  3,929  $  2,177  $  3,155
                                      =======   =======   =======

LIMITED PARTNERS (99%) - NET INCOME  $388,994  $215,506  $312,368
                                      =======   =======   =======

NET INCOME per Unit                  $     49  $     27  $     39
                                      =======   =======   =======

UNITS OUTSTANDING                       8,080     8,080     8,080
                                      =======   =======   =======

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

                                  43
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-2 LIMITED PARTNERSHIP
                    Statements of Partners' Capital
         For the Years Ended December 31, 1996, 1995, and 1994


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

Balances at Dec. 31, 1993    $8,284     $820,122      $828,406
  Cash distributions        ( 6,060)   ( 599,940)    ( 606,000)
  Net income                  3,155      312,368       315,523
                              -----      -------       -------

Balances at Dec. 31, 1994    $5,379     $532,550      $537,929
  Cash distributions        ( 2,424)   ( 239,976)    ( 242,400)
  Net income                  2,177      215,506       217,683
                              -----      -------       -------

Balances at Dec. 31, 1995    $5,132     $508,080      $513,212
  Cash distributions        ( 4,040)   ( 399,960)    ( 404,000)
  Net income                  3,929      388,994       392,923
                              -----      -------       -------

Balances at Dec. 31, 1996    $5,021     $497,114      $502,135
                              =====      =======       =======

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

                                  44
<PAGE>
<PAGE>
                       DYCO OIL AND GAS PROGRAM
                      1982-2 LIMITED PARTNERSHIP
                       Statements of Cash Flows
         For the Years Ended December 31, 1996, 1995, and 1994

                                         1996       1995       1994
                                      ---------- ---------- ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                           $392,923   $217,683   $315,523
  Adjustments to reconcile net income
    to net cash provided by
    operating activities:
    Depreciation, depletion, and amorti-
      zation of oil and gas properties   58,142    107,051    200,824
    Impairment provision                   -        14,169       -
    (Increase) decrease in accrued oil
      and gas sales                   (  63,324)    18,684  (   5,756)
    (Increase) decrease in deferred 
      charge                                253     11,090  (  35,910)
    Increase (decrease) in accounts
      payable                         (  19,108) (     241)    18,742
    Increase (decrease) in gas 
      imbalance payable                  40,093  (  32,033) (   3,333)
    Increase in accrued liability        18,795      7,534     27,995
                                        -------    -------    -------
  Net cash provided by operating
    activities                         $427,774   $343,937   $518,085
                                        -------    -------    -------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Proceeds from the sale of oil and 
    gas properties                     $ 24,081   $  2,402   $ 12,680
  Additions to oil and gas properties (      60) (   3,273) (     712)
                                        -------    -------    -------
  Net cash provided (used) by investing
    activities                         $ 24,021  ($    871)  $ 11,968 
                                        -------    -------    -------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Cash distributions                  ($404,000) ($242,400) ($606,000)
                                        -------    -------    -------
  Net cash used by financing
    activities                        ($404,000) ($242,400) ($606,000)
                                        -------    -------    -------

NET INCREASE (DECREASE) IN CASH
  AND CASH EQUIVALENTS                 $ 47,795   $100,666  ($ 75,947)

CASH AND CASH EQUIVALENTS AT BEGINNING
  OF PERIOD                             160,547     59,881    135,828
                                        -------    -------    -------
CASH AND CASH EQUIVALENTS AT END OF
  PERIOD                               $208,342   $160,547   $ 59,881
                                        =======    =======    =======

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

                                  45
<PAGE>
<PAGE>
          DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                     Notes to Financial Statements
         For the Years Ended December 31, 1996, 1995, and 1994


1.   ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Organization and Nature of Operations

     The  Dyco  Oil and  Gas Program  1982-2 Limited  Partnership (the
     "Program   "),  a   Minnesota   limited  partnership,   commenced
     operations on March 1, 1983.  Dyco Petroleum Corporation ("Dyco")
     is  the general partner of the Program.  Affiliates of Dyco owned
     3,056.56 (37.8%) of the Program's Units at December 31, 1996.

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


     Cash and Cash Equivalents

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


     Credit Risk

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

                                  46
<PAGE>
<PAGE>
     Oil and Gas Properties 

     Oil  and gas  operations are  accounted for  using the  full cost
     method of  accounting.   All productive and  non-productive costs
     associated with  the acquisition, exploration, and development of
     oil and  gas  reserves are  capitalized.   Capitalized costs  are
     depleted on the  gross revenue method  using estimates of  proved
     reserves.  The full cost amortization rates per equivalent Mcf of
     gas  produced during the years ended December 31, 1996, 1995, and
     1994 were $0.17, $0.24,  and $0.41, respectively.   The Program's
     calculation of depreciation, depletion, and amortization includes
     estimated future expenditures to be incurred in developing proved
     reserves  and estimated dismantlement  and abandonment costs, net
     of estimated salvage values.   In the event the  unamortized cost
     of oil and gas  properties being amortized exceeds the  full cost
     ceiling   (as   defined   by    the   Securities   and   Exchange
     Commission("SEC")) the excess is  charged to expense in the  year
     during  which such excess occurs.  In addition, SEC rules provide
     that  if prices decline subsequent  to year end,  any excess that
     results from these declines may also be charged to expense during
     the current year.   During the year ended December  31, 1995, the
     Program  charged to  expense an  impairment provision  of $14,169
     which represents the amount of unamortized oil and gas properties
     which  exceeded the  full cost  ceiling.   No such  provision was
     incurred in 1996 or  1994.  Sales and abandonments  of properties
     are  accounted for  as adjustments  of capitalized costs  with no
     gain  or   loss   recognized,  unless   such  adjustments   would
     significantly  alter the  relationship between  capitalized costs
     and proved oil and gas reserves.


     Deferred Charge  

     The Deferred  Charge at  December  31, 1996  and 1995  represents
     costs  deferred   for  lease   operating  expenses   incurred  in
     connection   with  the  Program's   underproduced  gas  imbalance
     position.    At December  31,  1996, cumulative  total  gas sales
     volumes for underproduced wells were less than the Program's pro-
     rata share of  total gas  production from these  wells by  76,013
     Mcf, resulting  in prepaid  lease operating expenses  of $24,567.
     At  December 31,  1995, cumulative  total gas  sales volumes  for
     underproduced wells  were less than the  Program's pro-rata share
     of total gas production from these wells by 99,718 Mcf, resulting
     in prepaid lease operating expenses of $24,820.  

                                  47
<PAGE>
<PAGE>
     Accrued Liability  

     The  Accrued Liability at  December 31, 1996  and 1995 represents
     charges  accrued  for   lease  operating  expenses  incurred   in
     connection   with  the   Program's  overproduced   gas  imbalance
     position.   At  December 31,  1996,  cumulative total  gas  sales
     volumes for  overproduced wells  exceeded the  Program's pro-rata
     share  of total gas production  from these wells  by 268,085 Mcf,
     resulting in  accrued lease  operating expenses  of $86,645.   At
     December  31,  1995,  cumulative  total  gas  sales  volumes  for
     overproduced wells exceeded the Program's pro-rata share of total
     gas  production from  these wells  by  272,600 Mcf,  resulting in
     future lease operating expenses of $67,850.


     Oil and Gas Sales and Gas Imbalance Payable  

     The  Program's  oil  and  condensate production  is  sold,  title
     passed, and revenue  recognized at  or near  the Program's  wells
     under  short-term  purchase  contracts  at  prevailing prices  in
     accordance  with  arrangements which  are  customary  in the  oil
     industry.  Sales of  gas applicable to the Program's  interest in
     producing oil and gas leases are recorded as income when  the gas
     is  metered  and  title  transferred pursuant  to  the  gas sales
     contracts  covering  the  Program's  interest  in  gas  reserves.
     During such  times as the Program's  sales of gas exceed  its pro
     rata  ownership  in a  well, such  sales  are recorded  as income
     unless  total  sales from  the well  have exceeded  the Program's
     share of estimated total gas reserves underlying the  property at
     which time such excess is  recorded as a liability.   At December
     31,  1996, total sales exceeded  the Program's share of estimated
     total  gas reserves  on one  well by  $48,915 (32,610  Mcf).   At
     December  31, 1995, total  sales exceeded the  Program's share of
     estimated total gas reserves  on one well by $8,822  (4,478 Mcf).
     These amounts were recorded as gas imbalance payables at December
     31, 1996 and 1995 in accordance with the sales method.  

                                  48
<PAGE>
<PAGE>
     Use of Estimates in Financial Statements

     The  preparation  of  financial  statements  in  conformity  with
     generally accepted accounting  principles requires management  to
     make estimates  and assumptions that affect  the reported amounts
     of assets and liabilities and disclosure of contingent assets and
     liabilities  at  the date  of  the financial  statements  and the
     reported amounts  of revenues  and expenses during  the reporting
     period.    Actual  results  could differ  from  those  estimates.
     Further,  accrued oil and gas sales, the deferred charge, the gas
     imbalance  payable,  and   the  accrued  liability  all   involve
     estimates which  could materially differ from  the actual amounts
     ultimately realized or incurred  in the near term.   A contingent
     liability, which was accrued in a  prior period in the amount  of
     $20,000, resulted in no liability to the Program and was reversed
     during the year  ended December 31, 1996.   Oil and gas  reserves
     (see  Note  4) also  involve  significant  estimates which  could
     materially differ from the actual amounts ultimately realized.   


     Income Taxes

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


2.   TRANSACTIONS WITH RELATED PARTIES 

     Under the terms  of the  Program Agreement, Dyco  is entitled  to
     receive a reimbursement  for all direct expenses  and general and
     administrative, geological, and engineering expenses it incurs on
     behalf of the Program.  During the years ended December 31, 1996,
     1995,  and  1994, such  expenses  totaled  $81,018, $83,226,  and
     $73,694, respectively,  of which  $58,440 was  paid each  year to
     Dyco and its affiliates.

     Affiliates  of  the  Program  operate certain  of  the  Program's
     properties.   Their  policy  is  to  bill  the  Program  for  all
     customary  charges and cost  reimbursements associated with these
     activities, together with any  compressor rentals, consulting, or
     other services provided.

                                  49
<PAGE>
<PAGE>
     During 1994 and 1995 the Program sold gas at market  prices to El
     Paso  Energy Marketing  Company,  formerly known  as Premier  Gas
     Company ("El Paso").   El Paso, like other similar  gas marketing
     firms,  then resold such gas  to third parties  at market prices.
     El Paso was an  affiliate of the Program until December  6, 1995.
     During 1995 and 1994, these sales totaled  $471,392 and $626,073,
     respectively.   At December 31,  1995, accrued oil  and gas sales
     included $78,204 due from El Paso.


3.   MAJOR CUSTOMERS

     The following purchaser individually  accounted for more than 10%
     of  the combined oil and  gas sales (excluding  the gas imbalance
     adjustment) of the Program for the years ended December 31, 1996,
     1995, and 1994:


                  Purchaser        1996     1995     1994
                  ---------        -----    -----    -----

                  El Paso          94.7%    80.9%    82.0%

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

4.   SUPPLEMENTAL OIL AND GAS INFORMATION

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

                                  50
<PAGE>
<PAGE>
     Capitalized Costs

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


                                             December 31,
                                     ----------------------------
                                         1996           1995
                                     -------------  -------------

     Proved properties                $38,308,758    $38,332,779

     Unproved properties, not 
       subject to depreciation,
       depletion, and amortiza-
       tion                                  -              -
                                       ----------     ----------
                                      $38,308,758    $38,332,779

     Less accumulated depreciation,
       depletion, amortization, and
       valuation allowance           ( 38,050,268)  ( 37,992,126)
                                       ----------     ----------

     Net oil and gas properties       $   258,490    $   340,653
                                       ==========     ==========


     Costs Incurred

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


                                        December 31,
                                   ---------------------
                                   1996     1995    1994
                                   ----     -----   ----

     Acquisition of properties    $  -     $  -     $ -
     Exploration costs               -        -       -
     Development costs               60     3,273    712
                                   ----     -----    ---

     Total costs incurred         $  60    $3,273   $712
                                   ====     =====    ===

                                 51
<PAGE>
<PAGE>

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

     Set forth below is a summary of the changes in the net quantities of the Program's  proved
     crude oil and gas reserves for the years  ended December 31, 1996, 1995, and 1994.  Proved
     reserves were estimated by petroleum engineers employed by affiliates of Dyco.  All of the
     Program's reserves are located in the United States.


                                   1996                    1995                    1994
                           --------------------    --------------------    --------------------
                             Oil        Gas          Oil        Gas          Oil        Gas
                           (Bbls)      (Mcf)       (Bbls)      (Mcf)       (Bbls)      (Mcf)
                           -------  -----------    -------  -----------    -------  -----------
<S>                        <C>      <C>            <C>      <C>            <C>      <C>
Proved reserves,
  beginning of year           707      973,504      5,072    1,136,576      4,798    1,270,385

Revisions of previous
  estimates                   150      397,810     (  240)     274,362      2,212      341,343 

Sales of reserves          (   69)  (    7,689)    (3,421)  (       47)      -      (       69)

Extensions and
  discoveries                -            -          -            -          -            -

Production                 (  180)  (  337,092)    (  704)  (  437,387)    (1,938)  (  475,083)
                            -----    ---------      -----    ---------      -----    ---------

Proved reserves,
  end of year                 608    1,026,533        707      973,504      5,072    1,136,576
                            =====    =========      =====    =========      =====    =========

Proved developed reserves:
  Beginning of year           707      973,504      5,072    1,136,576      4,798    1,234,984
                            -----    ---------      -----    ---------      -----    ---------
  End of year                 608    1,026,533        707      973,504      5,072    1,136,576
                            =====    =========      =====    =========      =====    =========

</TABLE>

                                               52
<PAGE>
<PAGE>
     The  process  of  estimating oil  and  gas  reserves is  complex,
     requiring significant  subjective decisions in the  evaluation of
     available geological,  engineering, and  economic  data for  each
     reservoir.    The   data  for  a   given  reservoir  may   change
     substantially  over time  as  a result  of,  among other  things,
     additional   development   activity,   production  history,   and
     viability of  production under varying economic  conditions; con-
     sequently, it  is reasonably possible that  material revisions to
     existing  reserve  estimates  may   occur  in  the  near  future.
     Although every reasonable effort has been made to ensure that the
     reserve  estimates  reported herein  represent the  most accurate
     assessment possible, the significance of the subjective decisions
     required and  variances in available data  for various reservoirs
     make these estimates generally  less precise than other estimates
     presented in connection with financial statement disclosures. 


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

     None.


                               PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

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

           NAME        AGE         POSITION WITH DYCO
     ----------------  ---  --------------------------------
     Dennis R. Neill    44  President and Director

     Patrick M. Hall    38  Chief Financial Officer

     Judy K. Fox        45  Secretary

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

                                  53
<PAGE>
<PAGE>
     Dennis  R. Neill joined the  Samson Companies in  1981, was named
Senior Vice President  and Director of Dyco on June  18, 1991, and was
named President of Dyco on June 30, 1996.  Prior to joining the Samson
Companies,  he  was  associated with  a  Tulsa  law  firm, Conner  and
Winters, where his principal practice was in  the securities area.  He
received  a Bachelor of Arts degree in political science from Oklahoma
State University and a  Juris Doctorate degree from the  University of
Texas.   Mr.  Neill also  serves as  Senior  Vice President  of Samson
Investment  Company;  President  and  Director  of  Samson  Properties
Incorporated, Samson Hydrocarbons Company, Geodyne Resources, Inc. and
its subsidiaries,  Berry Gas Company,  Circle L Drilling  Company, and
Compression,  Inc.;  and  President  and  Chairman  of  the  Board  of
Directors of Samson Securities Company.

     Patrick M. Hall joined the Samson  Companies in 1983, was named a
Vice President of Dyco on June 18, 1991, and was named Chief Financial
Officer  of Dyco  on  June 30,  1996.   Prior  to  joining the  Samson
Companies he was a senior  accountant with Peat Marwick Main &  Co. in
Tulsa.   He  holds a  Bachelor of  Science  degree in  accounting from
Oklahoma State University and  is a Certified Public Accountant.   Mr.
Hall  also  serves as  Senior Vice  President  - Controller  of Samson
Investment Company.

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


ITEM 11.  EXECUTIVE COMPENSATION

     The  Programs are  limited partnerships  and, therefore,  have no
officers or  directors.   The following  table summarizes  the amounts
paid  by the Programs as  compensation and reimbursements  to Dyco and
its affiliates for the three years ended December 31, 1996:

                                  54
<PAGE>
<PAGE>
         Compensation/Reimbursement to Dyco and its affiliates
                  Three Years Ended December 31, 1996



Type of Compensation/Reimbursement(1)            Expense
-------------------------------------   -------------------------
                                         1996     1995     1994
                                        -------  -------  -------
1982-1 Program
--------------

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

  Reimbursements:
    General and Administrative, 
      Geological, and Engineering
      Expenses and Direct Expenses(4)   $74,460  $74,460  $74,460

1982-2 Program
--------------

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

  Reimbursements:
    General and Administrative,
      Geological, and Engineering
      Expenses and Direct Expenses(4)   $58,440  $58,440  $58,440

----------

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

                                  55
<PAGE>
<PAGE>
(3)  During 1994 and 1995 El Paso, an affiliate of the  Programs until
     December 6, 1995,  purchased a  portion of the  Programs' gas  at
     market  prices and resold such  gas at market  prices directly to
     end-users and local  distribution companies.  For the years ended
     December  31, 1995 and 1994, the 1982-1 Program sold $195,118 and
     $252,043,  respectively, of gas to El  Paso.  For the years ended
     December  31, 1995 and 1994, the 1982-2 Program sold $471,392 and
     $626,073, respectively, of  gas to  El Paso.   After December  6,
     1995,  the Programs' gas was marketed by Dyco and its affiliates,
     who  were   reimbursed  for   such  activities  as   general  and
     administrative expenses.
(4)  The Programs reimburse Dyco and its affiliates for reasonable and
     necessary general and administrative, geological, and engineering
     expenses and  direct expenses  incurred in connection  with their
     management  and  operation  of  the  Programs.    The  directors,
     officers,  and employees  of Dyco and  its affiliates  receive no
     direct remuneration from the  Programs for their services to  the
     Programs.  See "Salary Reimbursement Table" below.  The allocable
     general  and administrative, geological, and engineering expenses
     are  apportioned  on a  reasonable  basis  between the  Programs'
     business and  all other oil  and gas  activities of Dyco  and its
     affiliates,   including  Dyco's   management  and   operation  of
     affiliated oil and  gas limited partnerships.   The allocation to
     the Programs of these costs is made by Dyco as General Partner.


     As  noted  in  the  Compensation/Reimbursement  Table above,  the
directors,  officers,  and  employees  of Dyco  and  their  affiliates
receive  no direct remuneration from the  Programs for their services.
However, to the extent such services represent direct involvement with
the Programs, as opposed to general corporate functions, such persons'
salaries  are allocated  to  and reimbursed  by  the Programs.    Such
allocation to  the Programs'  general and administrative,  geological,
and engineering  expenses of the salaries of  directors, officers, and
employees  of Dyco  and its  affiliates is  based on  internal records
maintained  by  Dyco  and  its  affiliates,  and  represents  investor
relations,  legal,  accounting,   data  processing,  management,   gas
marketing, and other functions  directly attributable to the Programs'
operations.  The  following tables indicate the approximate  amount of
general and administrative expense  reimbursement attributable to  the
salaries of the  directors, officers,  and employees of  Dyco and  its
affiliates for the three years ended December 31, 1996:

                                  56
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                         1982-1 Program
                                         --------------
                                      Salary Reimbursement
                              Three Years Ended December 31, 1996

                                                         Long Term Compensation
                                                     -------------------------------
                            Annual Compensation             Awards           Payouts
                         -------------------------   ---------------------   -------
                                                                   Securi-
                                            Other                   ties                 All
     Name                                   Annual   Restricted    Under-               Other
      and                                  Compen-     Stock       lying      LTIP     Compen-
   Principal             Salary     Bonus  sation     Award(s)    Options/   Payouts   sation
   Position       Year     ($)       ($)     ($)        ($)        SARs(#)     ($)       ($)
---------------   ----   -------   ------- -------   ----------   --------   -------   -------
<S>               <C>    <C>       <C>     <C>       <C>          <C>        <C>       <C> 
C. Philip 
Tholen,
President,
Chief Executive
Officer(1)(2)     1994     -         -       -         -            -          -         -
                  1995     -         -       -         -            -          -         -
                  1996     -         -       -         -            -          -         -

Dennis R. Neill,
President(2)(3)   1996     -         -       -         -            -          -         -

All Executive
Officers, 
Directors,
and Employees
as a group(4)     1994   $40,581     -       -         -            -          -         -
                  1995   $40,655     -       -         -            -          -         -
                  1996   $43,559     -       -         -            -          -         -
----------
(1)  Mr. Tholen served as President and Chief Executive Officer of Dyco until June 30, 1996.
(2)  The general and  administrative expenses paid  by the Program  and attributable to  salary
     reimbursements do not include any salary  or other compensation attributable to Mr. Tholen
     or Mr. Neill.
(3)  Mr. Neill became President of Dyco on June 30, 1996.
(4)  No  officer or  director of  Dyco or  its affiliates  provides full-time  services  to the
     Program and no individual's  salary or other compensation  reimbursement from the  Program
     equals or exceeds $100,000 per annum.  
</TABLE>

                                               57
<PAGE>
<PAGE>
<TABLE>
<CAPTION>
                                         1982-2 Program
                                         --------------
                                      Salary Reimbursement
                              Three Years Ended December 31, 1996

                                                         Long Term Compensation
                                                     -------------------------------
                            Annual Compensation             Awards           Payouts
                         -------------------------   ---------------------   -------
                                                                   Securi-
                                            Other                   ties                 All
     Name                                   Annual   Restricted    Under-               Other
      and                                  Compen-     Stock       lying      LTIP     Compen-
   Principal             Salary     Bonus  sation     Award(s)    Options/   Payouts   sation
   Position       Year     ($)       ($)     ($)        ($)        SARs(#)     ($)       ($)
---------------   ----   -------   ------- -------   ----------   --------   -------   -------
<S>               <C>    <C>       <C>     <C>       <C>          <C>        <C>       <C> 
C. Philip 
Tholen,
President,
Chief Executive
Officer(1)(2)     1994     -         -       -         -            -          -         -
                  1995     -         -       -         -            -          -         -
                  1996     -         -       -         -            -          -         -

Dennis R. Neill,
President(2)(3)   1996     -         -       -         -            -          -         -

All Executive
Officers, 
Directors,
and Employees
as a group(4)     1994   $31,850     -       -         -            -          -         -
                  1995   $31,908     -       -         -            -          -         -
                  1996   $34,187     -       -         -            -          -         -
----------
(1)  Mr. Tholen served as President and Chief Executive Officer of Dyco until June 30, 1996.
(2)  The general and  administrative expenses paid  by the Program  and attributable to  salary
     reimbursements do not include any salary  or other compensation attributable to Mr. Tholen
     or Mr. Neill.
(3)  Mr. Neill became President of Dyco on June 30, 1996.
(4)  No  officer or  director of  Dyco or  its affiliates  provides full-time  services  to the
     Program and no individual's  salary or other compensation  reimbursement from the  Program
     equals or exceeds $100,000 per annum.  

</TABLE>
                                               58
<PAGE>
<PAGE>
     In  addition  to  the  compensation/reimbursements  noted  above,
during the three years  ended December 31, 1996, the  Samson Companies
were in the  business of  supplying field and  drilling equipment  and
services to affiliated and unaffiliated parties in the industry.  Such
companies  may have provided equipment and services for wells in which
the  Programs have  an interest.   These  equipment and  services were
provided  at prices  or rates  equal  to or  less than  those normally
charged in  the same  or comparable  geographic  area by  unaffiliated
persons or companies dealing  at arm's length.  The operators of these
wells bill the  Programs for a  portion of such  costs based upon  the
Programs' interest in the well.


ITEM 12.  SECURITY   OWNERSHIP  OF   CERTAIN  BENEFICIAL   OWNERS  AND
          MANAGEMENT

     The  following table  provides information  as to  the beneficial
ownership of  the  Programs' Units  as  of January  31,  1997 by  each
beneficial owner of more than  5% of the issued and  outstanding Units
and  by the directors, officers, and affiliates  of Dyco.  The address
of  each of  such persons  is Samson  Plaza, Two  West Second  Street,
Tulsa, Oklahoma 74103.  
                                            Number of Units
                                             Beneficially
                                            Owned (Percent
             Beneficial Owner               of Outstanding)
     ---------------------------------     -----------------

     1982-1 Program:
     --------------

       Samson Resources Company            4,172.16  (41.3%)

       All directors, officers, and 
         affiliates of Dyco as a group
         and Dyco (5 persons)              4,172.16  (41.3%)

     1982-2 Program:
     --------------

       Samson Resources Company            3,056.56  (37.8%)

       All directors, officers, and
         affiliates of Dyco as a group
         and Dyco (5 persons)              3,056.56  (37.8%)


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

                                  59
<PAGE>
<PAGE>
ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

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

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

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

     Affiliates  of  the  Programs  are  solely  responsible  for  the
negotiation,  administration, and  enforcement  of oil  and gas  sales
agreements  covering  the  Programs'  leasehold  interests.    Because
affiliates of the Programs  who provide services to the  Programs have
fiduciary  or other duties to  other members of  the Samson Companies,
contract  amendments and negotiating positions  taken by them in their
effort to enforce contracts with purchasers may not necessarily repre-
sent the  positions that a Program would take if it were to administer
its own contracts without involvement with other members of the Samson
Companies.   On the other hand, management believes that the Programs'
negotiating strength  and contractual positions have  been enhanced by
virtue of its affiliation with the Samson Companies. 

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


                                  60
<PAGE>
<PAGE>
                                PART IV

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

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

          (1)  Financial   Statements:      The  following   financial
               statements for the Programs as of December 31, 1996 and
               1995  and for the years ended  December 31, 1996, 1995,
               and 1994 are filed as part of this report:

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

          (2)  Financial Statement Schedules:

                    None.

          (3)  Exhibits:

               4.1  Drilling Agreement  dated  February 16,  1982  for
                    Dyco Drilling  Program 1982-1 by and  between Dyco
                    Oil  and   Gas  Program  1982-1,   Dyco  Petroleum
                    Corporation, and Jaye F. Dyer filed as Exhibit 4.1
                    to  Annual Report on Form  10-K for the year ended
                    December 31, 1991 on April  13, 1992 and is hereby
                    incorporated by reference.

               4.2  Program Agreement dated February 16, 1992 for Dyco
                    Oil  and Gas  Program 1982-1  by and  between Dyco
                    Petroleum  Corporation  and Participants  filed as
                    Exhibit 4.2 to Annual Report on Form 10-K  for the
                    year ended December 31, 1991 on April 13, 1992 and
                    is hereby incorporated by reference.

               4.3  Amendment to  Program Agreement  for Dyco  Oil and
                    Gas Program 1982-1 dated February 9, 1991 filed as
                    Exhibit 4.3  to Annual Report on Form 10-K for the
                    year ended December 31, 1991 on April 13, 1992 and
                    is hereby incorporated by reference.


                                  61
<PAGE>
<PAGE>
               4.4  Certificate  of  Limited Partnership,  as amended,
                    for  Dyco  Oil  and  Gas  Program  1982-1  Limited
                    Partnership  filed as Exhibit 4.3 to Annual Report
                    on Form 10-K  for the year ended December 31, 1991
                    on April  13, 1992  and is hereby  incorporated by
                    reference.

               4.5  Drilling Agreement  dated June 14,  1982 for  Dyco
                    Drilling Program  1982-2 by  and between  Dyco Oil
                    and   Gas   Program    1982-2,   Dyco    Petroleum
                    Corporation, and Jaye F. Dyer filed as Exhibit 4.4
                    to Annual Report  on Form 10-K for the  year ended
                    December 31, 1991  on April 13, 1992 and is hereby
                    incorporated by reference.

               4.6  Form  of Program  Agreement for  Dyco Oil  and Gas
                    Program  1982-2  by  and  between  Dyco  Petroleum
                    Corporation and the Participants filed  as Exhibit
                    4.6 to Annual  Report on  Form 10-K  for the  year
                    ended  December 31, 1991 on April  13, 1992 and is
                    hereby incorporated by reference.

               4.7  Amendment to  Program Agreement  for Dyco  Oil and
                    Gas Program 1982-2 dated February 9, 1989 filed as
                    Exhibit 4.7 to Annual Report on Form 10-K for  the
                    year ended December 31, 1991 on April 13, 1992 and
                    is hereby incorporated by reference.

               4.8  Certificate  of  Limited Partnership,  as amended,
                    for  Dyco  Oil  and  Gas  Program  1982-2  Limited
                    Partnership  filed as Exhibit 4.8 to Annual Report
                    on Form 10-K for the  year ended December 31, 1991
                    on April  13, 1992  and is hereby  incorporated by
                    reference.

             *27.1  Financial Data Schedule containing  summary finan-
                    cial information  extracted from the Dyco  Oil and
                    Gas Program 1982-1 Limited Partnership's financial
                    statements  as of  December 31,  1996 and  for the
                    year ended December 31, 1996. 

                                  62
<PAGE>
<PAGE>
             *27.2  Financial Data Schedule containing  summary finan-
                    cial information  extracted from the Dyco  Oil and
                    Gas Program 1982-2 Limited Partnership's financial
                    statements  as of  December 31,  1996 and  for the
                    year ended December 31, 1996.  

               All other Exhibits are omitted as inapplicable.


               ------------------
               *  Filed herewith.


     (b)  Reports on Form 8-K for the fourth quarter of 1996:

               None.

                                  63
<PAGE>
<PAGE>
                              SIGNATURES

Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly organized.

                              DYCO OIL AND GAS PROGRAM 1982-1 
                              LIMITED PARTNERSHIP

                              By:  DYCO PETROLEUM CORPORATION
                                   General Partner
                                   February 20, 1997


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

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

By:  /s/Dennis R. Neill     President and          Feb. 20, 1997 
     -------------------    Director (Principal
        Dennis R. Neill     Executive Officer)

     /s/Patrick M. Hall     Chief Financial        Feb. 20, 1997
     -------------------    Officer (Principal
        Patrick M. Hall     Financial and  
                            Accounting Officer)

     /s/Judy K. Fox         Secretary              Feb. 20, 1997
     -------------------
        Judy K. Fox


                                  64
<PAGE>
<PAGE>
                              SIGNATURES

Pursuant to the requirements of Sections 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly organized.

                              DYCO OIL AND GAS PROGRAM 1982-2 
                              LIMITED PARTNERSHIP

                              By:  DYCO PETROLEUM CORPORATION
                                   General Partner
                                   February 20, 1997


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

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

By:  /s/Dennis R. Neill     President and          Feb. 20, 1997 
     -------------------    Director (Principal
        Dennis R. Neill     Executive Officer)

     /s/Patrick M. Hall     Chief Financial        Feb. 20, 1997
     -------------------    Officer (Principal
        Patrick M. Hall     Financial and  
                            Accounting Officer)

     /s/Judy K. Fox         Secretary              Feb. 20, 1997
     -------------------
        Judy K. Fox


                                  65
<PAGE>
<PAGE>
                           INDEX TO EXHIBITS


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

4.1            Drilling  Agreement dated  February  16, 1982  for Dyco
               Drilling Program 1982-1 by and between Dyco Oil and Gas
               Program 1982-1, Dyco Petroleum Corporation, and Jaye F.
               Dyer filed as Exhibit 4.1 to Annual Report on Form 10-K
               for  the year ended December 31, 1991 on April 13, 1992
               and is hereby incorporated by reference.

4.2            Program Agreement dated February  16, 1992 for Dyco Oil
               and Gas  Program 1982-1  by and between  Dyco Petroleum
               Corporation  and Participants  filed as Exhibit  4.2 to
               Annual Report on Form 10-K  for the year ended December
               31, 1991 on April  13, 1992 and is  hereby incorporated
               by reference.

4.3            Amendment  to Program  Agreement for  Dyco Oil  and Gas
               Program 1982-1 dated February  9, 1991 filed as Exhibit
               4.3  to Annual Report on  Form 10-K for  the year ended
               December  31,  1991 on  April  13, 1992  and  is hereby
               incorporated by reference.

4.4            Certificate  of  Limited Partnership,  as  amended, for
               Dyco  Oil and  Gas  Program 1982-1  Limited Partnership
               filed  as Exhibit 4.3 to Annual Report on Form 10-K for
               the  year ended December 31, 1991 on April 13, 1992 and
               is hereby incorporated by reference.

4.5            Drilling  Agreement  dated  June  14,  1982   for  Dyco
               Drilling Program 1982-2 by and between Dyco Oil and Gas
               Program 1982-2, Dyco Petroleum Corporation, and Jaye F.
               Dyer filed as Exhibit 4.4 to Annual Report on Form 10-K
               for  the year ended December 31, 1991 on April 13, 1992
               and is hereby incorporated by reference.

4.6            Form of Program Agreement for  Dyco Oil and Gas Program
               1982-2 by  and between  Dyco Petroleum  Corporation and
               the Participants filed as  Exhibit 4.6 to Annual Report
               on  Form 10-K for the  year ended December  31, 1991 on
               April 13, 1992 and is hereby incorporated by reference.

                                  66
<PAGE>
<PAGE>
4.7            Amendment  to Program  Agreement for  Dyco Oil  and Gas
               Program 1982-2 dated February  9, 1989 filed as Exhibit
               4.7  to Annual Report on  Form 10-K for  the year ended
               December  31,  1991 on  April  13, 1992  and  is hereby
               incorporated by reference.

4.8            Certificate  of  Limited Partnership,  as  amended, for
               Dyco  Oil and  Gas  Program 1982-2  Limited Partnership
               filed  as Exhibit 4.8 to Annual Report on Form 10-K for
               the  year ended December 31, 1991 on April 13, 1992 and
               is hereby incorporated by reference.

*27.1          Financial  Data  Schedule containing  summary financial
               information extracted from the Dyco Oil and Gas Program
               1982-1 Limited Partnership's financial statements as of
               December 31,  1996 and for the year  ended December 31,
               1996.  

*27.2          Financial  Data  Schedule containing  summary financial
               information extracted from the Dyco Oil and Gas Program
               1982-2 Limited Partnership's financial statements as of
               December  31, 1996 and for  the year ended December 31,
               1996.  


------------------
*  Filed herewith.

                                  67
<PAGE>