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, 2001

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 executive offices)          (Zip Code)

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

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

Securities registered pursuant to Section 12(g) of the Act:
      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. [X]

      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.



                                      -1-
<PAGE>



                                 FORM 10-K405

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


                               TABLE OF CONTENTS


PART I.......................................................................3
      ITEM 1.     BUSINESS...................................................3
      ITEM 2.     PROPERTIES.................................................7
      ITEM 3.     LEGAL PROCEEDINGS.........................................12
      ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF LIMITED PARTNERS.......13
PART II.....................................................................13
      ITEM 5.     MARKET FOR THE REGISTRANT'S LIMITED PARTNERSHIP UNITS
                  AND RELATED LIMITED PARTNER MATTERS.......................13
      ITEM 6.     SELECTED FINANCIAL DATA...................................14
      ITEM 7.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS.......................17
      ITEM 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES
                  ABOUT MARKET RISK.........................................24
      ITEM 8.     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...............25
      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............59
PART IV.....................................................................61
      ITEM 14.    EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
                  FORM 8-K..................................................61

      SIGNATURES............................................................63





                                      -2-
<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.  Samson Resources  Company,  an affiliate of Dyco,  currently owns
more  than  one-half  of the  1982-1  Program's  Units  of  limited  partnership
interest,  making  the  1982-1  Program a 50%  subsidiary  of  Samson  Resources
Company.  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  currently  serves as General  Partner  of 31  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, "Samson") are primarily 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,  2001,  Samson owned
interests in approximately  14,000 oil and gas wells located in 19 states of the
United States and the countries of Canada,  Venezuela,  and Russia.  At December
31, 2001,  Samson operated  approximately  3,000 oil and gas wells located in 14
states of the United States, as well as Canada, Venezuela, and Russia.

      As limited  partnerships,  the Programs  have no officers,  directors,  or
employees. They rely instead on the personnel of Dyco and Samson. As of February
15, 2002 Samson employed  approximately  1,000 persons. No employees are covered
by  collective  bargaining  agreements,  and  management  believes  that  Samson
provides a sound employee relations  environment.  For information regarding the
executive  officers of Dyco, see "Item 10.  Directors and Executive  Officers of
the Registrant."



                                      -3-
<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.

      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.  The provisions of these laws and  regulations 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,   other  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.




                                      -4-
<PAGE>



      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,  may increase the cost of the Programs'  operations or may affect
the  Programs'  ability  to  timely  complete  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  87.3% of the 1982-1  Program's  oil and gas sales during the
year ended December 31, 2001. With respect to the 1982-2  Program,  purchases of
gas by El Paso accounted for approximately 99.6% of its oil and gas sales during
the year ended December 31, 2001. In the event of  interruption  of purchases by
this significant customer or the cessation or material change in availability of
open-access transportation by the Programs' pipeline transporters,  the Programs
may encounter  difficulty  in marketing  their gas and in  maintaining  historic
sales  levels.  Alternative  purchasers  or  transporters  may  not  be  readily
available.

      The Programs'  principal  customers for crude oil  production are refiners
and other companies which have pipeline facilities near the producing properties
of the Programs. 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 Programs' revenues,  net income or loss, cash flows, carrying value of
oil and gas  properties,  and  amount of oil and gas  which can be  economically
produced depend  substantially  upon the prevailing  prices for oil and gas. Oil
and gas prices (and consequently the Programs' profitability) depend on a number
of factors  which are beyond the  control  of the  Partnerships.  These  factors
include worldwide political instability and terrorist activities  (especially in
oil-producing regions), United Nations export embargoes, the supply and price of
foreign imports of oil



                                      -5-
<PAGE>



and gas, the level of consumer  product demand (which can be heavily  influenced
by weather patterns),  the level of domestic oil and gas production,  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.  In
addition, 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.  Predicting future prices is not possible. Concerning
past trends,  oil and gas prices in the United States have been highly  volatile
for many years.

      Over the past ten years average yearly  wellhead gas prices have generally
been in the $1.50 to $2.50 per Mcf  range.  Due to  unusual  supply  and  demand
circumstances  gas  prices in late 2000 and early  2001 rose to a level not seen
since the early 1980s.  Recent economic trends and the supply/demand  ratio have
caused  natural gas prices to decline  significantly.  Substantially  all of the
Programs' gas reserves are being sold on 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
production  decreased from  approximately  $9.23 per Mcf at December 31, 2000 to
approximately  $2.65 per Mcf at December 31, 2001.  Such prices were on an MMBTU
basis and differ from the prices actually  received by the  Partnerships  due to
transportation  and marketing  costs,  BTU  adjustments,  and regional price and
quality differences.

      For the past ten years,  average  oil prices  have  generally  been in the
$16.00 to $24.00 per barrel  range,  but have been  extremely  volatile over the
past three  years.  Due to global  consumption  and  supply  trends as well as a
slowdown in Asian energy demand,  oil prices in late 1997 and early 1998 reached
historically low levels,  dropping to as low as approximately  $9.25 per barrel.
The current oil price range  between the mid teens and low  twenties is somewhat
dependent  on  production  curtailment  agreements  among  major  oil  producing
nations.  Prices for the Programs' oil production  decreased from  approximately
$23.75 per barrel at  December  31, 2000 to  approximately  $16.75 per barrel at
December 31, 2001.

      Future  prices  for both oil and gas will  likely  be  different  from the
prices in effect on December 31, 2001. Due to the many factors and uncertainties
discussed  above, it is impossible to accurately  predict whether future oil and
gas prices will (i) stabilize, (ii) increase, or (iii) decrease.



                                      -6-
<PAGE>



      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.  In  particular,  many  types  of  pollution  and
contamination can exist,  undiscovered,  for long periods of time and can result
in substantial  environmental  liabilities which are not insured. The occurrence
of an event  which is not fully  covered  by  insurance  could  have a  material
adverse effect on the Programs' financial condition 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, 2001.

                              Well Statistics(1)
                            As of December 31, 2001

                                                1982-1         1982-2
                                                Program        Program
                                                -------        -------
            Gross productive wells(2):
               Oil                                  -              -
               Gas                                 17             18
                                                   --             --
                  Total                            17             18

            Net productive wells(3):
               Oil                                  -              -
               Gas                               1.86           1.82
                                                 ----           ----
                  Total                          1.86           1.82

----------

(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



                                      -7-
<PAGE>



      wells.  For example, a 15% working interest in a well represents one Gross
      Well, but 0.15 Net Well.


      Drilling Activities

      The Programs did not  participate  in any drilling  activities  during the
years ended December 31, 2001.


      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.


                              Net Production Data

                                               Year Ended December 31,
                                         ------------------------------------
                                           2001         2000           1999
                                         --------     --------       --------
1982-1 Program:
--------------

   Production:
      Oil (Bbls)(1)                            66          263            514
      Gas (Mcf)(2)                        100,366      124,467         81,905

   Oil and gas sales:
      Oil                                $  1,684     $  7,148       $  9,735
      Gas                                 347,670      358,224        161,437
                                          -------      -------        -------
         Total                           $349,354     $365,372       $171,172
                                          =======      =======        =======
   Total direct operating expenses(3)    $ 99,348     $ 90,680       $ 76,957
                                          =======      =======        =======

   Direct operating expenses as a
      percentage of oil and gas
      sales                                 28.4%        24.8%          45.0%

   Average sales price:
      Per barrel of oil                    $25.52       $27.18         $18.94
      Per Mcf of gas                         3.46         2.88           1.97

   Direct operating expenses per
      equivalent Mcf of gas(4)             $  .99       $  .72         $  .91




                                      -8-
<PAGE>



                                               Year Ended December 31,
                                         ------------------------------------
                                           2001         2000           1999
                                         --------     --------       --------
1982-2 Program:
--------------

   Production:
      Oil (Bbls)(1)                            36           78             38
      Gas (Mcf)(2)                        119,977      179,281        163,119

   Oil and gas sales:
      Oil                                $  1,030     $  2,309       $    732
      Gas                                 506,285      624,798        332,782
                                          -------      -------        -------
         Total                           $507,315     $627,107       $333,514
                                          =======      =======        =======
   Total direct operating expenses(3)    $123,988     $ 88,398       $112,675
                                          =======      =======        =======

   Direct operating expenses as a
      percentage of oil and gas
      sales                                 24.4%        14.1%          33.8%

   Average sales price:
      Per barrel of oil                    $28.61       $29.60         $19.26
      Per Mcf of gas                         4.22         3.49           2.04

   Direct operating expenses per
      equivalent Mcf of gas(4)             $ 1.03       $  .49         $  .69

----------

(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)  Includes lease operating expenses and production taxes.
(4)  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.




                                      -9-
<PAGE>



      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, 2001.  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").
Certain reserve  information was reviewed by Ryder Scott Company,  L.P.  ("Ryder
Scott"),  an independent  petroleum  engineering  firm. As used  throughout this
Annual Report,  "proved reserves" refers to those estimated  quantities of crude
oil, gas, and gas liquids which geological and engineering data demonstrate with
reasonable  certainty to be  recoverable  in future years from known oil and gas
reservoirs under existing economic and operating conditions.

      Net present  value  represents  estimated  future gross cash flow from the
production and sale of proved reserves,  net of estimated oil and gas production
costs (including production taxes, ad valorem taxes, and operating expenses) and
estimated  future  development  costs,  discounted at 10% per annum. Net present
value  attributable to the Programs' proved reserves was calculated on the basis
of current costs and prices at December 31, 2001. Such prices were not escalated
except in  certain  circumstances  where  escalations  were  fixed  and  readily
determinable  in accordance  with applicable  contract  provisions.  Oil and gas
prices at December 31, 2001 were  substantially  lower than the very high prices
in effect on December 31, 2000.  This  decrease in oil and gas prices has caused
the estimates of remaining  economically  recoverable  reserves,  as well as the
values placed on said reserves,  at December 31, 2001 to be significantly  lower
than  what such  estimates  and  values  would  have been if oil and gas  prices
remained  unchanged from December 31, 2000 to December 31, 2001. The prices used
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, 2001.  There can be no assurance that the prices used
in  calculating  the net  present  value of the  Programs'  proved  reserves  at
December 31, 2001 will actually be realized for such production.

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



                                      -10-
<PAGE>



estimates  generally less precise than other  estimates  presented in connection
with financial statement disclosures.


                              Proved Reserves and
                              Net Present Values
                             From Proved Reserves

                          As of December 31, 2001(1)

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

         Estimated proved reserves:
            Gas (Mcf)                                       693,943
            Oil and liquids (Bbls)                              507

         Net present value
            (discounted at 10% per annum)                 $ 648,978

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

         Estimated proved reserves:
            Gas (Mcf)                                       848,484
            Oil and liquids (Bbls)                              471

         Net present value
            (discounted at 10% per annum)                 $ 631,180


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

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

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


      Significant Properties

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

      As of December 31, 2001,  the 1982-1  Program's  properties  consist of 17
gross (1.86 net)  productive  wells.  The 1982-1 Program also owns a non-working
interest in an additional 3 wells.  Affiliates of the 1982-1 Program  operate 12
(60%) of its



                                      -11-
<PAGE>



total wells. All of the 1982-1  Program's  properties are located onshore in the
continental  United States.  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.

      As of December 31, 2001, the 1982-1  Program's  properties in the Anadarko
Basin consist of 16 gross (1.35 net) productive  wells.  The 1982-1 Program also
owns a  non-working  interest in an  additional 3 wells in the  Anadarko  Basin.
Affiliates of the 1982-1  Program  operate 11 (58%) of its total  Anadarko Basin
wells.  As of December 31, 2001, the 1982-1  Program had estimated  total proved
reserves  in the  Anadarko  Basin  of  approximately  600,885  Mcf  of  gas  and
approximately  507 barrels of crude oil, with a present value (discounted at 10%
per annum) of estimated future net cash flow of approximately $594,478.


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

      As of December 31, 2001,  the 1982-2  Program's  properties  consist of 18
gross (1.82 net)  productive  wells.  The 1982-2 Program also owns a non-working
interest in an additional 5 wells.  Affiliates of the 1982-2 Program  operate 10
(43%) of its total wells.  All of the 1982-2  Program's  reserves are located in
the Anadarko Basin.


      Title to Oil and Gas Properties

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

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


ITEM 3.     LEGAL PROCEEDINGS

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



                                      -12-
<PAGE>




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

      There were no  matters  submitted  to a vote of the  limited  partners  of
either Program during 2001.





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

            2000:
               First Quarter               $59               $ -
               Second Quarter               59                 -
               Third Quarter                75                 -
               Fourth Quarter               75                20

            2001:
               First Quarter               $55               $ -
               Second Quarter               55                20
               Third Quarter                79                 -
               Fourth Quarter               79                 -

            2002:
               First Quarter               $79               $ -




                                      -13-
<PAGE>




                                1982-2 PROGRAM
                                --------------

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

            2000:
               First Quarter               $ 82              $ -
               Second Quarter                82               20
               Third Quarter                 97                -
               Fourth Quarter                97               35

            2001:
               First Quarter               $ 62              $ -
               Second Quarter                62               35
               Third Quarter                104                -
               Fourth Quarter               104                -

            2002:
               First Quarter               $104              $ -

      As of March 1, 2002 the 1982-1  Program has 10,000 Units  outstanding  and
approximately  2,600 Limited  Partners of record.  The 1982-2  Program has 8,000
Units outstanding and approximately 2,050 Limited Partners of record.


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."




                                      -14-
<PAGE>

<TABLE>
<CAPTION>



                                               1982-1 Program
                                               --------------
                                                                    December 31,
                                          -------------------------------------------------------------
                                            2001          2000          1999         1998        1997
                                          --------      --------      --------     --------    --------
<S>                                       <C>           <C>           <C>          <C>         <C>
Summary of Operations:
   Oil and gas sales                      $349,354      $365,372      $171,172     $189,639    $322,902
   Total revenues                          352,999       393,018       174,880      195,910     329,262

   Lease operating
      expenses                              77,198        69,359        65,227      103,308      80,881
   Production taxes                         22,150        21,321        11,730       14,244      23,534
   General and administrative
      expenses                              57,707        56,288        99,101       99,817     109,234
   Depreciation, depletion,
      and amortization of oil
      and gas properties                    23,260         7,289        18,171       21,999      35,611

   Net income (loss)                       172,684       238,761     (  19,349)    ( 43,458)     80,002
      per Unit                               17.10         23.64     (    1.92)    (   4.30)       7.92
   Cash distributions                      202,000       202,000          -            -        202,000
      per Unit                                  20            20          -            -             20

Summary Balance Sheet Data:
   Total assets                            219,210       242,308       208,291      276,584     319,181
   Partners' capital                       198,404       227,720       190,959      210,308     253,766


</TABLE>


                                      -15-
<PAGE>

<TABLE>
<CAPTION>



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

                                                                   December 31,
                                          -------------------------------------------------------------
                                            2001          2000         1999         1998         1997
                                          --------      --------     --------     --------     --------
<S>                                       <C>           <C>          <C>          <C>          <C>
Summary of Operations:
   Oil and gas sales                      $507,315      $627,107     $333,514     $383,033     $724,753
   Total revenues                          513,248       635,817      338,989      451,775      733,617

   Lease operating
      expenses                              87,023        46,324       88,791       91,116       93,272
   Production taxes                         36,965        42,074       23,884       27,045       48,699
   General and administrative
      expenses                              67,093        65,404       78,343       78,639       86,233
   Depreciation, depletion,
      and amortization of oil
      and gas properties                    30,202        10,009       27,356       36,357       74,318

   Net income                              291,965       472,006      120,615      218,618      431,095
      per Unit                               36.13         58.42        14.93        27.06        53.35
   Cash distributions                      282,800       444,400      161,600      444,400      484,800
      per Unit                                  35            55           20           55           60

Summary Balance Sheet Data:
   Total assets                            333,761       311,877      322,726      335,773      545,239
   Partners' capital                       218,434       209,269      181,663      222,648      448,430


</TABLE>


                                      -16-
<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 Programs'  revenues,  net
income or loss, cash flows, carrying value of oil and gas properties, and amount
of oil and gas which can be economically  produced depend substantially upon the
prevailing  prices for oil and gas.  Oil and gas prices  (and  consequently  the
Programs'  profitability)  depend on a number of  factors  which are  beyond the
control  of  the  Partnerships.   These  factors  include  worldwide   political
instability  and terrorist  activities  (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),  the level of domestic oil and gas production,  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.  In
addition, the domestic oil and gas industry is highly competitive,  with a large
number of



                                      -17-
<PAGE>



companies and individuals  engaged in the exploration and development of oil and
gas  properties.  Predicting  future  prices is not  possible.  Concerning  past
trends,  oil and gas prices in the United  States have been highly  volatile for
many years.

      Over the past ten years average yearly  wellhead gas prices have generally
been in the $1.50 to $2.50 per Mcf  range.  Due to  unusual  supply  and  demand
circumstances  gas  prices in late 2000 and early  2001 rose to a level not seen
since the early 1980s.  Recent economic trends and the supply/demand  ratio have
caused  natural gas prices to decline  significantly.  Substantially  all of the
Programs' gas reserves are being sold on 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
production  decreased from  approximately  $9.23 per Mcf at December 31, 2000 to
approximately  $2.65 per Mcf at December 31, 2001.  Such prices were on an MMBTU
basis and differ from the prices actually  received by the  Partnerships  due to
transportation  and marketing  costs,  BTU  adjustments,  and regional price and
quality differences.

      For the past ten years,  average  oil prices  have  generally  been in the
$16.00 to $24.00 per barrel  range,  but have been  extremely  volatile over the
past three  years.  Due to global  consumption  and  supply  trends as well as a
slowdown in Asian energy demand,  oil prices in late 1997 and early 1998 reached
historically low levels,  dropping to as low as approximately  $9.25 per barrel.
The current oil price range  between the mid teens and low  twenties is somewhat
dependent  on  production  curtailment  agreements  among  major  oil  producing
nations.  Prices for the Programs' oil production  decreased from  approximately
$23.75 per barrel at  December  31, 2000 to  approximately  $16.75 per barrel at
December 31, 2001.

      Future  prices  for both oil and gas will  likely  be  different  from the
prices in effect on December 31, 2001. Due to the many factors and uncertainties
discussed  above, it is impossible to accurately  predict whether future oil and
gas prices will (i) stabilize, (ii) increase, or (iii) decrease.




                                      -18-
<PAGE>



                             Results of Operations

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

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

      Total oil and gas sales  decreased  $16,018  (4.4%) in 2001 as compared to
2000. Of this decrease,  approximately  $5,000 and $70,000,  respectively,  were
related  to  decreases  in  volumes of oil and gas sold,  which  decreases  were
partially offset by an increase of approximately  $59,000 related to an increase
in the  average  price of gas sold.  Volumes of oil and gas sold  decreased  197
barrels and 24,101 Mcf, respectively,  in 2001 as compared to 2000. The decrease
in volumes of oil sold was  primarily  due to the sale of one well during  2000.
The decrease in volumes of gas sold was primarily due to a positive prior period
volume adjustment on one well during 2000. This decrease was partially offset by
a positive  prior period gas  balancing  adjustment on another well during 2001.
Average oil prices decreased to $25.52 per barrel in 2001 from $27.18 per barrel
in 2000.  Average gas prices  increased  to $3.46 per Mcf in 2001 from $2.88 per
Mcf in 2000.

      Oil and gas production  expenses  (including lease operating  expenses and
production  taxes)  increased  $8,668  (9.6%) in 2001 as compared to 2000.  This
increase was primarily due to compression  expenses  incurred on one well during
2001. As a percentage of oil and gas sales, these expenses increased to 28.4% in
2001 from 24.8% in 2000.  This  percentage  increase  was  primarily  due to the
dollar increase in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
increased  $15,971  (219.1%)  in 2001 as  compared to 2000.  This  increase  was
primarily  due to decreases  in the oil and gas prices used in the  valuation of
reserves at December 31, 2001 as compared to December 31, 2000.  As a percentage
of oil and gas sales,  this expense increased to 6.7% in 2001 from 2.0% in 2000.
This   percentage   increase  was  primarily  due  to  the  dollar  increase  in
depreciation, depletion, and amortization.

      General and  administrative  expenses  increased  $1,419 (2.5%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 16.5% in 2001 from 15.4% in 2000.


                   Year Ended December 31, 2000 Compared to
                         Year Ended December 31, 1999
                   ----------------------------------------

      Total oil and gas sales increased $194,200 (113.5%) in 2000 as compared to
1999. Of this increase, approximately $113,000 was related to an increase in the
average price of gas sold and



                                      -19-
<PAGE>



approximately $84,000 was related to an increase in volumes of gas sold. Volumes
of oil sold decreased 251 barrels,  while volumes of gas sold  increased  42,562
Mcf in 2000 as  compared  to  1999.  The  decrease  in  volumes  of oil sold was
primarily  due to the sale of one well during  2000.  The increase in volumes of
gas sold was primarily due to (i) positive prior period volume  adjustments made
by the  operators  on two wells  during  2000 and (ii) a negative  prior  period
volume adjustment made by the purchaser on another well during 1999. Average oil
and gas prices  increased to $27.18 per barrel and $2.88 per Mcf,  respectively,
in 2000 from $18.94 per barrel and $1.97 per Mcf, respectively, in 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
production  taxes)  increased  $13,723 (17.8%) in 2000 as compared to 1999. This
increase  was  primarily  due to (i) an  increase  in lease  operating  expenses
associated  with the  increase  in volumes of gas sold and (ii) an  increase  in
production  taxes  associated  with the  increase  in oil and gas  sales.  These
increases were partially offset by (i) the sale of one well during 2000 and (ii)
a positive prior period lease operating expense  adjustment made by the operator
on one well during 1999.  As a percentage of oil and gas sales,  these  expenses
decreased  to 24.8% in 2000 from 45.0% in 1999.  This  percentage  decrease  was
primarily due to the increases in the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
decreased  $10,882 (59.9%) in 2000 as compared 1999. This decrease was primarily
due to an increase in the gas price used in the valuation of remaining  reserves
at  December  31,  2000 as compared to December  31,  1999.  This  decrease  was
partially  offset by the increase in volumes of gas sold. As a percentage of oil
and gas sales,  this expense  decreased to 2.0% in 2000 from 10.6% in 1999. This
percentage  decrease was primarily due to the increases in the average prices of
oil and gas  sold  and the  dollar  decrease  in  depreciation,  depletion,  and
amortization.

      General and  administrative  expenses decreased $42,813 (43.2%) in 2000 as
compared to 1999.  This  decrease was  primarily  due to a change in  allocation
among  the  1982-1  Program  and other  affiliated  programs  of audit  fees and
indirect general and administrative  expenses reimbursed to the General Partner.
As a percentage of oil and gas sales,  these expenses decreased to 15.4% in 2000
from 57.9% in 1999. This  percentage  decrease was primarily due to the increase
in oil and gas sales and the  dollar  decrease  in  general  and  administrative
expenses.




                                      -20-
<PAGE>



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

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

      Total oil and gas sales decreased  $119,792 (19.1%) in 2001 as compared to
2000.  Of this  decrease,  approximately  $207,000  was related to a decrease in
volumes of gas sold.  This  decrease  was  partially  offset by an  increase  of
approximately  $88,000  related to an increase in the average price of gas sold.
Volumes of oil and gas sold  decreased 42 barrels and 59,304 Mcf,  respectively,
in 2001 as compared to 2000.  The decrease in volumes of gas sold was  primarily
due to (i) the  shutting-in of one well during 2001 in order to perform  repairs
and maintenance, (ii) the shutting-in of two other wells during 2001 in order to
perform workovers on those wells, and (iii) normal declines in production. These
decreases were partially  offset by a negative gas balancing  adjustment made by
the operator on one well during 2000. Average oil prices decreased to $28.61 per
barrel in 2001 from $29.60 per barrel in 2000.  Average gas prices  increased to
$4.22 per Mcf in 2001 from $3.49 per Mcf in 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
production  taxes)  increased  $35,590 (40.3%) in 2001 as compared to 2000. This
increase was  primarily  due to workover  expenses  incurred on two wells during
2001. This increase was partially offset by (i) a decrease in workover  expenses
incurred  on one well  during  2001 as  compared  to 2000 and (ii) a decrease in
production  taxes  associated  with  the  decrease  in oil and gas  sales.  As a
percentage of oil and gas sales,  these expenses increased to 24.4% in 2001 from
14.1% in 2000. This percentage increase was primarily due to the dollar increase
in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
increased  $20,193  (201.7%)  in 2001 as  compared to 2000.  This  increase  was
primarily  due to (i)  decreases in the oil and gas prices used in the valuation
of  reserves at  December  31,  2001 as  compared to December  31, 2000 and (ii)
downward  revisions  in the  estimates  of  remaining  oil and gas  reserves  at
December 31, 2001.  These  increases were  partially  offset by the decreases in
volumes of oil and gas sold. As a percentage of oil and gas sales,  this expense
increased  to 6.0% in 2001  from  1.6% in 2000.  This  percentage  increase  was
primarily  due  to  the  dollar  increase  in   depreciation,   depletion,   and
amortization.

      General and  administrative  expenses  increased  $1,689 (2.6%) in 2001 as
compared to 2000. As a percentage of oil and gas sales, these expenses increased
to 13.2% in 2001 from 10.4% in 2000. This percentage  increase was primarily due
to the decrease in oil and gas sales.



                                      -21-
<PAGE>



                   Year Ended December 31, 2000 Compared to
                         Year Ended December 31, 1999
                   ----------------------------------------

      Total oil and gas sales increased  $293,593 (88.0%) in 2000 as compared to
1999. Of this increase, approximately $259,000 was related to an increase in the
average price of gas sold and  approximately  $33,000 was related to an increase
in volumes of gas sold.  Volumes of oil and gas sold  increased  40 barrels  and
16,162 Mcf,  respectively,  in 2000 as compared to 1999. The increase in volumes
of gas sold was primarily due to (i) a negative  prior period volume  adjustment
made by the  purchaser  on one well during 1999,  (ii) a negative gas  balancing
adjustment  made by the  operator on a second well  during  1999,  and (iii) the
successful  recompletion  of another  well during  2000.  These  increases  were
partially offset by (i) a negative gas balancing adjustment made by the operator
on another well during 2000 and (ii) normal declines in production.  Average oil
and gas prices  increased to $29.60 per barrel and $3.49 per Mcf,  respectively,
in 2000 from $19.26 per barrel and $2.04 per Mcf, respectively, in 1999.

      Oil and gas production  expenses  (including lease operating  expenses and
production  taxes)  decreased  $24,277 (21.5%) in 2000 as compared to 1999. This
decrease was  primarily due to (i) workover  expenses  incurred on several wells
during 1999 in order to improve the recovery of reserves and (ii) negative prior
period lease operating  expense  adjustments  made on several wells during 2000.
These  decreases  were partially  offset by (i) an increase in production  taxes
associated  with the  increase in oil and gas sales and (ii)  workover  expenses
incurred on one well during 2000 in order to improve the  recovery of  reserves.
As a percentage of oil and gas sales,  these expenses decreased to 14.1% in 2000
from 33.8% in 1999. This  percentage  decrease was primarily due to the increase
in the  average  price  of gas  sold  and  the  dollar  decrease  in oil and gas
production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
decreased  $17,347  (63.4%)  in 2000 as  compared  to 1999.  This  decrease  was
primarily due to an increase in the gas price used in the valuation of remaining
reserves at December 31, 2000 as compared to December 31, 1999.  As a percentage
of oil and gas sales,  this expense decreased to 1.6% in 2000 from 8.2% in 1999.
This percentage  decrease was primarily due to the increase in the average price
of  gas  sold  and  the  dollar  decrease  in   depreciation,   depletion,   and
amortization.

      General and  administrative  expenses decreased $12,939 (16.5%) in 2000 as
compared to 1999.  This  decrease was  primarily  due to a change in  allocation
among  the  1982-2  Program  and other  affiliated  programs  of audit  fees and
indirect general and administrative  expenses reimbursed to the General Partner.
As a percentage of oil and gas sales,  these expenses decreased to 10.4% in 2000
from 23.5% in 1999. This  percentage  decrease was primarily due to the increase
in oil and gas sales.



                                      -22-
<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,  where methods
are employed to permit more efficient recovery of reserves,  or where identified
developmental  drilling  or  recompletion  opportunities  are  pursued,  thereby
resulting in a positive  economic  impact.  Assuming 2001 production  levels for
future  years,  the 1982-1  Program's  proved oil and gas reserve  quantities at
December 31, 2001 would have remaining lives of approximately 7.7 and 6.9 years,
respectively,  and the 1982-2  Program's proved oil and gas reserves at December
31,  2001  would  have  remaining  lives of  approximately  13.1 and 7.1  years,
respectively.  These  life  of  reserves  estimates  are  based  on the  current
estimates of remaining  oil and gas  reserves.  See "Item 2.  Properties"  for a
discussion  of these reserve  estimates.  Any decrease from the high oil and gas
prices at December 31, 2001 may cause a decrease in the  estimated  life of said
reserves.

      The Programs'  available capital from the limited partners'  subscriptions
has been spent on oil and gas drilling activities and there should be no further
material capital resource commitments in the future.  Occasional expenditures by
the Programs for well completions or workovers, however, may reduce or eliminate
cash available for  particular  quarterly  cash  distributions.  During 1999 the
1982-1 Program paid $74,325, net of taxes, for the purchase of gas reserves from
Burlington  Resources (of which  $34,663 was recorded to oil and gas  properties
and  $39,662  was used to reduce  the  accrued  liability  for  lease  operating
expenses)  on the Purvis No. 1-2 well and the  Armstrong  No.  1-29 well.  These
reserves  were  purchased in order to assist the 1982-1  Program in reducing its
gas imbalance liability since the 1982-1 Program had produced significantly more
than its share of gas on these wells. The 1982-1 Program owns working  interests
of 8.95% and 7.18%,  respectively,  in the Purvis No. 1-2 and Armstrong No. 1-19
wells.  During  1999,  the  1982-2  Program  invested  approximately  $12,000 in
equipment  for  successful  workovers  on three  wells in order to  improve  the
recovery  of  reserves.  The  Programs  have  no  debt  commitments.   Cash  for
operational  purposes  has  generally  been  provided  by  current  oil  and gas
production. Management believes that cash for ordinary operational purposes will
be provided by current oil and gas production.

      The 1982-1 Program's Statements of Cash Flows for the years ended December
31,  2001 and 2000  include  proceeds  from the sale of oil and gas  properties.
These  proceeds were included in the 1982-1  Program's  first cash  distribution
following  receipt of the  proceeds.  It is possible  that the 1982-1  Program's
future   repurchase   values  and  the  amount  or  likelihood  of  future  cash
distributions  could  be  reduced  as a  result  of  the  disposition  of  these
properties.




                                      -23-
<PAGE>



      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.


      New Accounting Pronouncements

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

      In  July  2001,  the  FASB  issued  FAS No.  143,  "Accounting  for  Asset
Retirement  Obligations",  which is effective for fiscal years  beginning  after
June 15, 2002 (January 1, 2003 for the  Programs).  FAS No. 143 will require the
recording of the fair value of  liabilities  associated  with the  retirement of
long-lived  assets  (mainly  plugging and  abandonment  costs for the  Programs'
depleted  wells),  in the period in which the  liabilities  are incurred (at the
time the wells are drilled).  Management  has not yet  determined  the effect of
adopting  this  statement  on the  Programs'  financial  condition or results of
operations.


      Inflation and Changing Prices

      Prices obtained for oil and gas production  depend upon numerous  factors,
including the extent of domestic and foreign production, foreign imports of oil,
market  demand,  domestic  and  foreign  economic  conditions  in  general,  and
governmental  regulations  and tax laws.  The general  level of inflation in the
economy  did not have a material  effect on the  operations  of the  Programs in
2001. 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."



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

      The Programs do not hold any market risk sensitive instruments.




                                      -24-
<PAGE>




ITEM 8.     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


                       REPORT OF INDEPENDENT ACCOUNTANTS


TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP

      In our opinion, the accompanying balance sheets and the related statements
of operations,  changes in partners'  capital and cash flows present fairly,  in
all material  respects,  the financial  position of the Dyco Oil and Gas Program
1982-1 Limited  Partnership,  a Minnesota limited  partnership,  at December 31,
2001 and 2000,  and the results of its operations and its cash flows for each of
the three years in the period  ended  December  31,  2001,  in  conformity  with
accounting principles generally accepted in the United States of America.  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 of these financial  statements in accordance
with  auditing  standards  generally  accepted in the United  States of America,
which require that we plan and perform the audit to obtain reasonable  assurance
about whether the financial  statements  are free of material  misstatement.  An
audit includes examining,  on a test basis,  evidence supporting the amounts and
disclosures in the financial  statements,  assessing the  accounting  principles
used and  significant  estimates made by management,  and evaluating the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.










                                    PricewaterhouseCoopers LLP






Tulsa, Oklahoma
March 21, 2002





                                      -25-
<PAGE>



                           DYCO OIL AND GAS PROGRAM
                          1982-1 LIMITED PARTNERSHIP
                                Balance Sheets
                          December 31, 2001 and 2000

                                    ASSETS
                                    ------
                                                     2001           2000
                                                   --------       --------
CURRENT ASSETS:
   Cash and cash equivalents                       $109,982       $ 68,441
   Accrued oil and gas sales                         24,679         61,238
                                                    -------        -------
      Total current assets                         $134,661       $129,679

NET OIL AND GAS PROPERTIES,
   utilizing the full cost method                    63,005         76,296

DEFERRED CHARGE                                      21,544         36,333
                                                    -------        -------

                                                   $219,210       $242,308
                                                    =======        =======

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

CURRENT LIABILITIES:
   Accounts payable                                $  7,290       $  3,357
                                                    -------        -------
      Total current liabilities                    $  7,290       $  3,357

ACCRUED LIABILITY                                  $ 13,516       $ 11,231

PARTNERS CAPITAL:
   General Partner, 100 general
      partner units                                $  1,984       $  2,277
   Limited Partners, issued and
      outstanding, 10,000 Units                     196,420        225,443
                                                    -------        -------
      Total Partners' Capital                      $198,404       $227,720
                                                    -------        -------

                                                   $219,210       $242,308
                                                    =======        =======



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



                                      -26-
<PAGE>



                                 DYCO OIL AND GAS PROGRAM
                                1982-1 LIMITED PARTNERSHIP
                                 Statements of Operations
                   For the Years Ended December 31, 2001, 2000, and 1999


                                            2001          2000         1999
                                          --------     ----------   ----------

REVENUES:
   Oil and gas sales                      $349,354      $365,372     $171,172
   Interest                                  3,645         5,621        3,708
   Gain on sale of oil and
      gas properties                           -          22,025         -
                                           -------       -------      -------

                                          $352,999      $393,018     $174,880

COSTS AND EXPENSES:
   Lease operating                        $ 77,198      $ 69,359     $ 65,227
   Production taxes                         22,150        21,321       11,730
   Depreciation, depletion, and
      amortization of oil and
      gas properties                        23,260         7,289       18,171
   General and administrative               57,707        56,288       99,101
                                           -------       -------      -------

                                          $180,315      $154,257     $194,229
                                           -------       -------      -------

NET INCOME (LOSS)                         $172,684      $238,761    ($ 19,349)
                                           =======       =======      =======

GENERAL PARTNER (1%) -
   NET INCOME (LOSS)                      $  1,727      $  2,388    ($    193)
                                           =======       =======      =======

LIMITED PARTNERS (99%) -
   NET INCOME (LOSS)                      $170,957      $236,373    ($ 19,156)
                                           =======       =======      =======

NET INCOME (LOSS) per Unit                $  17.10      $  23.64    ($   1.92)
                                           =======       =======      =======

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



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



                                      -27-
<PAGE>



                           DYCO OIL AND GAS PROGRAM
                          1982-1 LIMITED PARTNERSHIP
                  Statements of Changes in Partners' Capital
             For the Years Ended December 31, 2001, 2000, and 1999


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

Balances at Dec. 31, 1998            $2,102         $208,206       $210,308
   Net loss                         (   193)       (  19,156)     (  19,349)
                                      -----          -------        -------

Balances at Dec. 31, 1999            $1,909         $189,050       $190,959
   Cash distributions               ( 2,020)       ( 199,980)     ( 202,000)
   Net income                         2,388          236,373        238,761
                                      -----          -------        -------

Balances at Dec. 31, 2000            $2,277         $225,443       $227,720
   Cash distributions               ( 2,020)       ( 199,980)     ( 202,000)
   Net income                         1,727          170,957        172,684
                                      -----          -------        -------

Balances at Dec. 31, 2001            $1,984         $196,420       $198,404
                                      =====          =======        =======



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



                                      -28-
<PAGE>

<TABLE>
<CAPTION>
                                 DYCO OIL AND GAS PROGRAM
                                1982-1 LIMITED PARTNERSHIP
                                 Statements of Cash Flows
                   For the Years Ended December 31, 2001, 2000, and 1999

                                                     2001           2000         1999
                                                  ----------     ----------    ---------
<S>                                                <C>            <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                               $172,684       $238,761    ($ 19,349)
   Adjustments to reconcile net income
      (loss) to net cash provided (used)
      by operating activities:
      Depreciation, depletion, and amorti-
        zation of oil and gas properties             23,260          7,289       18,171
      Gain on sale of oil and gas
        properties                                      -        (  22,025)        -
      (Increase) decrease in accrued
        oil and gas sales                            36,559      (  27,678)   (   9,482)
      Decrease in deferred charge                    14,789         29,354       11,264
      Increase (decrease)in
        accounts payable                              3,933      (   1,205)   (     189)
      Decrease in gas imbalance
         payable                                        -             -       (   4,286)
      Increase (decrease) in accrued
        liability                                     2,285      (   1,539)   (  44,469)
                                                    -------        -------      -------
   Net cash provided (used) by operating
      activities                                   $253,510       $222,957    ($ 48,340)
                                                    -------        -------      -------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from the sale of oil and
      gas properties                               $    223       $ 23,554     $   -
   Additions to oil and gas properties            (  10,192)          -       (  35,877)
                                                    -------        -------      -------
   Net cash provided (used) by investing
      activities                                  ($  9,969)      $ 23,554    ($ 35,877)
                                                    -------        -------      -------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                             ($202,000)     ($202,000)    $   -
                                                    -------        -------      -------
   Net cash used by financing
      activities                                  ($202,000)     ($202,000)    $   -
                                                    -------        -------      -------
NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                                $ 41,541       $ 44,511    ($ 84,217)

CASH AND CASH EQUIVALENTS AT BEGINNING
   OF PERIOD                                         68,441         23,930      108,147
                                                    -------        -------      -------
CASH AND CASH EQUIVALENTS AT END OF
   PERIOD                                          $109,982       $ 68,441     $ 23,930
                                                    =======        =======      =======

</TABLE>

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



                                      -29-
<PAGE>



              DYCO OIL AND GAS PROGRAM 1982-1 LIMITED PARTNERSHIP
                         Notes to Financial Statements
             For the Years Ended December 31, 2001, 2000, and 1999


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 5,286 (52.9%) of the Program's Units
      at December 31, 2001.

            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  obtaining   transportation   services   provided  by
      pipelines.  The prices  received for the Program's oil and gas are subject
      to influences such as global consumption and supply trends.


      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.


      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



                                      -30-
<PAGE>



      cost  amortization  rates per  equivalent  Mcf of gas produced  during the
      years ended  December  31, 2001,  2000,  and 1999 were $0.23,  $0.06,  and
      $0.21, 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.  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, 2001 and 2000  represents  costs
      deferred for lease  operating  expenses  incurred in  connection  with the
      Program's  underproduced  gas  imbalance  positions.   The  rate  used  in
      calculating  the deferred charge is the average  production  costs per Mcf
      during the period the  underproduction  occurred.  At December  31,  2001,
      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
      43,593 Mcf, resulting in prepaid lease operating  expenses of $21,544.  At
      December 31, 2000,  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 73,519  Mcf,  resulting  in prepaid  lease  operating
      expenses of $36,333.


      Accrued Liability

            The  Accrued  Liability  at December  31,  2001 and 2000  represents
      charges accrued for lease operating  expenses  incurred in connection with
      the  Program's  overproduced  gas  imbalance  positions.  The rate used in
      calculating the accrued liability is the average  production costs per Mcf
      during the period the  overproduction  occurred.  At  December  31,  2001,
      cumulative  total gas sales volumes for  overproduced  wells  exceeded the
      Program's  pro-rata  share of total gas  production  from  these  wells by
      27,443 Mcf, resulting in accrued lease operating  expenses of $13,516.  At
      December 31, 2000,  cumulative  total gas sales  volumes for  overproduced
      wells exceeded the Program's  pro-rata share of total gas production  from
      these wells by 22,726 Mcf,  resulting in accrued lease operating  expenses
      of $11,231.




                                      -31-
<PAGE>



      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 revenue
      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 revenue 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. The rates per Mcf used to calculate this liability are based on
      the  average  gas  prices  received  for  the  volumes  at  the  time  the
      overproduction  occurred. At December 31, 2001 and 2000, 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, the deferred charge and the accrued liability 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.


      New Accounting Pronouncements

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

            In July 2001,  the FASB  issued FAS No. 143,  "Accounting  for Asset
      Retirement  Obligations",  which is effective  for fiscal years  beginning
      after June 15, 2002  (January 1, 2003 for the  Program).  FAS No. 143 will
      require the recording of the fair value of liabilities associated with the
      retirement



                                      -32-
<PAGE>



      of  long-lived  assets  (mainly  plugging  and  abandonment  costs for the
      Program's  depleted  wells),  in the period in which the  liabilities  are
      incurred  (at the time the  wells  are  drilled).  Management  has not yet
      determined  the  effect  of  adopting  this  statement  on  the  Program's
      financial condition or results of operations.


      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.  During 2000, upon
      Samson Resources  Company's  ownership of Units first exceeding 50% and as
      required by IRS  Regulations,  the  Program's  tax year was  changed  from
      January  1/December 31 in order to coincide with Samson's tax year of July
      1/June 30.



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, 2001, 2000, and 1999,
      such expenses  totaled $57,707,  $56,288,  and $99,101,  respectively,  of
      which $36,960, $36,960, and $74,460, respectively,  were 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.  Such
      charges are  comparable to third party charges in the area where the wells
      are located and are the same as charged to other working  interest  owners
      in the wells.


3.    MAJOR CUSTOMERS

            The following purchasers  individually  accounted for 10% or more of
      the combined oil and gas sales of the Program for the years ended December
      31, 2001, 2000, and 1999:




                                      -33-
<PAGE>




            Purchaser                  2001      2000       1999
            ---------                  -----     -----      -----

            El Paso Energy
              Marketing Company        87.3%     96.4%      95.6%


      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.


      Capitalized Costs

            The  Program's  capitalized  costs  and  accumulated   depreciation,
      depletion,  amortization, and valuation allowance at December 31, 2001 and
      2000 were as follows:


                                                   December 31,
                                          -------------------------------
                                              2001              2000
                                          -------------     -------------

      Proved properties                    $52,543,505       $52,533,536

      Less accumulated depreciation,
        depletion, amortization, and
        valuation allowance               ( 52,480,500)     ( 52,457,240)
                                            ----------        ----------

      Net oil and gas properties           $    63,005       $    76,296
                                            ==========        ==========


      Costs Incurred

            The Program  incurred no oil and gas exploration  costs during 2001,
      2000, and 1999.  During 2001,  2000, and 1999 the Program incurred oil and
      gas property  acquisition  (purchase of reserves) and development costs as
      follows:



                                      -34-
<PAGE>




                                                  December 31,
                                          -----------------------------
                                            2001      2000       1999
                                          --------  --------   --------

      Acquisition costs, net of
        accrued liability                 $    -    $   -      $34,663
      Development costs                    10,192       -        1,214


      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, 2001,  2000,  and 1999.  Proved  reserves  were  estimated by
      petroleum  engineers  employed  by  affiliates  of Dyco.  Certain  reserve
      information  was reviewed by Ryder Scott  Company,  L.P.,  an  independent
      petroleum  engineering firm. All of the Program's  reserves are located in
      the  United  States.  The  following   information  includes  certain  gas
      balancing  adjustments  which  cause the gas  volumes  to differ  from the
      reserve information prepared by Dyco and reviewed by Ryder Scott.




                                      -35-
<PAGE>

<TABLE>
<CAPTION>




                                           2001                     2000                    1999
                                    ---------------------   ---------------------   ---------------------
                                       Oil         Gas         Oil         Gas         Oil         Gas
                                     (Bbls)       (Mcf)      (Bbls)       (Mcf)      (Bbls)       (Mcf)
                                    --------    ---------   --------    ---------   --------    ---------
<S>                                  <C>        <C>         <C>         <C>         <C>         <C>
Proved reserves,
   beginning of year                   520       712,180     3,071       736,978     1,080       676,620

Revisions of previous
   estimates                            53        76,159    (  473)       99,669     2,505        88,871

Purchase of reserves                     -           -         -             -         -          53,392

Sales of reserves                        -         -        (1,815)          -         -            -

Extensions and discoveries               -         5,970       -             -         -            -

Production                           (  66)     (100,366)   (  263)     (124,467)   (  514)     ( 81,905)
                                     -----       -------     -----       -------     -----       -------

Proved reserves,
   end of year                         507       693,943       520       712,180     3,071       736,978
                                     =====       =======     =====       =======     =====       =======

Proved developed reserves:
   Beginning of year                   520       712,180     3,071       736,978     1,080       676,620
                                     -----       -------     -----       -------     -----       -------
   End of year                         507       693,943       520       712,180     3,071       736,978
                                     =====       =======     =====       =======     =====       =======

</TABLE>



                                      -36-
<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;
      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.  The Program's reserves were determined at December
      31,  2001 using oil and gas prices of $16.42 per barrel and $2.38 per Mcf,
      respectively.


6.    QUARTERLY FINANCIAL DATA (Unaudited)

      Summarized  unaudited  quarterly  financial  data for 2001 and 2000 are as
follows:




                                      -37-
<PAGE>



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

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

Total Revenues           $136,920      $ 79,330       $ 65,584       $ 71,165
Gross Profit (1)          115,257        61,807         41,451         35,136
Net Income (Loss)          88,365        43,350         15,348         25,621
Limited Partners'
   Net Income (Loss)
   Per Unit                  8.75          4.29           1.52           2.54

                                                 2000
                         ------------------------------------------------------
                           First        Second          Third         Fourth
                          Quarter       Quarter        Quarter        Quarter
                         ---------     ---------      ---------      ---------

Total Revenues           $51,949        $91,717        $91,888       $157,464
Gross Profit (1)          36,768         76,236         74,664        114,670
Net Income                13,015         63,290         55,928        106,528
Limited Partners'
   Net Income
   Per Unit                 1.29           6.26           5.54          10.55


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

(1)  Total revenues less oil and gas production expenses.
(2)  Gross profit as a percentage  of total  revenues  decreased  for the fourth
     quarter due to a positive prior period lease operating  expense  adjustment
     on one well.





                                      -38-
<PAGE>



                       REPORT OF INDEPENDENT ACCOUNTANTS



TO THE PARTNERS

DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP

      In our opinion, the accompanying balance sheets and the related statements
of operations,  changes in partners'  capital and cash flows present fairly,  in
all material  respects,  the financial  position of the Dyco Oil and Gas Program
1982-2 Limited  Partnership,  a Minnesota limited  partnership,  at December 31,
2001 and 2000,  and the results of its operations and its cash flows for each of
the three years in the period  ended  December  31,  2001,  in  conformity  with
accounting principles generally accepted in the United States of America.  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 of these financial  statements in accordance
with  auditing  standards  generally  accepted in the United  States of America,
which require that we plan and perform the audit to obtain reasonable  assurance
about whether the financial  statements  are free of material  misstatement.  An
audit includes examining,  on a test basis,  evidence supporting the amounts and
disclosures in the financial  statements,  assessing the  accounting  principles
used and  significant  estimates made by management,  and evaluating the overall
financial  statement  presentation.   We  believe  that  our  audits  provide  a
reasonable basis for our opinion.












                                    PricewaterhouseCoopers LLP






Tulsa, Oklahoma
March 21, 2002





                                      -39-
<PAGE>



                           DYCO OIL AND GAS PROGRAM
                          1982-2 LIMITED PARTNERSHIP
                                Balance Sheets
                          December 31, 2001 and 2000

                                    ASSETS
                                    ------
                                                     2001           2000
                                                   --------       --------
CURRENT ASSETS:
   Cash and cash equivalents                       $128,718       $ 75,640
   Accrued oil and gas sales                         35,837         93,620
   Accounts receivable -
      General Partner (Note 2)                       57,685           -
                                                    -------        -------
      Total current assets                         $222,240       $169,260

NET OIL AND GAS PROPERTIES,
   utilizing the full cost method                    93,750        124,629

DEFERRED CHARGE                                      17,771         17,988
                                                    -------        -------

                                                   $333,761       $311,877
                                                    =======        =======

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

CURRENT LIABILITIES:
   Accounts payable                                $  4,847       $  5,281
   Gas imbalance payable                             18,042           -
                                                    -------        -------
      Total current liabilities                    $ 22,889       $  5,281

ACCRUED LIABILITY                                  $ 92,438       $ 97,327

PARTNERS' CAPITAL:
   General Partner, 80 general
      partner units                                $  2,184       $  2,092
   Limited Partners, issued and
     outstanding, 8,000 Units                       216,250        207,177
                                                    -------        -------
      Total Partners' Capital                      $218,434       $209,269
                                                    -------        -------
                                                   $333,761       $311,877
                                                    =======        =======




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




                                      -40-
<PAGE>



                            DYCO OIL AND GAS PROGRAM
                           1982-2 LIMITED PARTNERSHIP
                            Statements of Operations
              For the Years Ended December 31, 2001, 2000, and 1999


                                         2001           2000           1999
                                       --------       --------       --------

REVENUES:
   Oil and gas sales                   $507,315       $627,107       $333,514
   Interest                               5,933          8,710          5,475
                                        -------        -------        -------

                                       $513,248       $635,817       $338,989

COSTS AND EXPENSES:
   Lease operating                     $ 87,023       $ 46,324       $ 88,791
   Production taxes                      36,965         42,074         23,884
   Depreciation, depletion, and
      amortization of oil and
      gas properties                     30,202         10,009         27,356
   General and administrative            67,093         65,404         78,343
                                        -------        -------        -------

                                       $221,283       $163,811       $218,374
                                        -------        -------        -------
NET INCOME                             $291,965       $472,006       $120,615
                                        =======        =======        =======

GENERAL PARTNER (1%) -
   NET INCOME                          $  2,920       $  4,720       $  1,206
                                        =======        =======        =======

LIMITED PARTNERS (99%) -
   NET INCOME                          $289,045       $467,286       $119,409
                                        =======        =======        =======

NET INCOME per Unit                    $  36.13       $  58.42       $  14.93
                                        =======        =======        =======

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





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



                                      -41-
<PAGE>



                            DYCO OIL AND GAS PROGRAM
                           1982-2 LIMITED PARTNERSHIP
                   Statements of Changes in Partners' Capital
              For the Years Ended December 31, 2001, 2000, and 1999


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

Balances at Dec. 31, 1998           $2,226         $220,422       $222,648
   Cash distributions              ( 1,616)       ( 159,984)     ( 161,600)
   Net income                        1,206          119,409        120,615
                                     -----          -------        -------

Balances at Dec. 31, 1999           $1,816         $179,847       $181,663
   Cash distributions              ( 4,444)       ( 439,956)     ( 444,400)
   Net income                        4,720          467,286        472,006
                                     -----          -------        -------

Balances at Dec. 31, 2000           $2,092         $207,177       $209,269
   Cash distributions              ( 2,828)       ( 279,972)     ( 282,800)
   Net income                        2,920          289,045        291,965
                                     -----          -------        -------

Balances at Dec. 31, 2001           $2,184         $216,250       $218,434
                                     =====          =======        =======


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



                                      -42-
<PAGE>



                            DYCO OIL AND GAS PROGRAM
                           1982-2 LIMITED PARTNERSHIP
                            Statements of Cash Flows
              For the Years Ended December 31, 2001, 2000, and 1999

                                                 2001        2000        1999
                                              ----------  ----------  ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $291,965    $472,006    $120,615
   Adjustments to reconcile net income
      to net cash provided by
      operating activities:
      Depreciation, depletion, and amorti-
        zation of oil and gas properties         30,202      10,009      27,356
      (Increase) decrease in accrued oil
        and gas sales                            57,783   (  28,090)  (   2,534)
      (Increase) in accounts receivable -
        General Partner                       (  57,685)       -           -
      (Increase) decrease in deferred charge        217      15,085   (  11,327)
      Increase (decrease) in accounts
        payable                               (     434)  (   4,929)      5,430
      Increase (decrease) in gas
        imbalance payable                        18,042   (     242)  (   1,433)
      Increase (decrease) in accrued
        liability                             (   4,889)  (  33,284)     23,941
                                                -------     -------     -------
   Net cash provided by operating
      activities                               $335,201    $430,555    $162,048
                                                -------     -------     -------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Proceeds from the sale of oil and
      gas properties                           $    677    $  1,770    $  3,289
   Additions to oil and gas properties             -      (  14,527)  (  12,189)
                                                -------     -------     -------
   Net cash provided (used) by investing
      activities                               $    677   ($ 12,757)  ($  8,900)
                                                -------     -------     -------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($282,800)  ($444,400)  ($161,600)
                                                -------     -------     -------
   Net cash used by financing
      activities                              ($282,800)  ($444,400)  ($161,600)
                                                -------     -------     -------
NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            $ 53,078   ($ 26,602)  ($  8,452)

CASH AND CASH EQUIVALENTS AT BEGINNING
   OF PERIOD                                     75,640     102,242     110,694
                                                -------     -------     -------
CASH AND CASH EQUIVALENTS AT END OF
   PERIOD                                      $128,718    $ 75,640    $102,242
                                                =======     =======     =======

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



                                      -43-
<PAGE>



              DYCO OIL AND GAS PROGRAM 1982-2 LIMITED PARTNERSHIP
                         Notes to Financial Statements
             For the Years Ended December 31, 2001, 2000, and 1999


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 3,972  (49.7%) of the Program's
      Units at December 31, 2001.

            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  obtaining   transportation   services   provided  by
      pipelines.  The prices  received for the Program's oil and gas are subject
      to influences such as global consumption and supply trends.


      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.


      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



                                      -44-
<PAGE>



      cost  amortization  rates per  equivalent  Mcf of gas produced  during the
      years ended December 31, 2001, 2000 and 1999 were $0.25, $0.06, and $0.17,
      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.  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, 2001 and 2000  represents  costs
      deferred for lease  operating  expenses  incurred in  connection  with the
      Program's  underproduced  gas  imbalance  positions.   The  rate  used  in
      calculating  the deferred charge is the average  production  costs per Mcf
      during the period the  underproduction  occurred.  At December  31,  2001,
      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
      50,919 Mcf, resulting in prepaid lease operating  expenses of $17,771.  At
      December 31, 2000,  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 51,542  Mcf,  resulting  in prepaid  lease  operating
      expenses of $17,988.


      Accrued Liability

            The  Accrued  Liability  at December  31,  2001 and 2000  represents
      charges accrued for lease operating  expenses  incurred in connection with
      the  Program's  overproduced  gas  imbalance  positions.  The rate used in
      calculating the accrued liability is the average  production costs per Mcf
      during  the  period the  overproduced  occurred.  At  December  31,  2001,
      cumulative  total gas sales volumes for  overproduced  wells  exceeded the
      Program's  pro-rata  share of total gas  production  from  these  wells by
      264,864 Mcf, resulting in future lease operating  expenses of $92,438.  At
      December 31, 2000,  cumulative  total gas sales  volumes for  overproduced
      wells exceeded the Program's  pro-rata share of total gas production  from
      these wells by 278,875 Mcf,  resulting in accrued lease operating expenses
      of $97,327.




                                      -45-
<PAGE>



      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 revenue
      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 revenue 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. The rates per Mcf used to calculate this liability are based on
      the  average  gas  prices  received  for  the  volumes  at  the  time  the
      overproduction  occurred.  At December 31, 2001,  total sales exceeded the
      Program's  share of  estimated  total gas  reserves on one well by $18,042
      (12,028  Mcf).  This  amount was  recorded as a gas  imbalance  payable at
      December 31, 2001 in  accordance  with the sales  method.  At December 31,
      2000, 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,  the deferred charge, the gas imbalance payable,  and
      the accrued  liability all involve estimates which could materially differ
      from the actual amounts ultimately  realized or incurred in the near term.
      Oil and gas reserves (see Note 4) also involve significant estimates which
      could materially differ from the actual amounts ultimately realized.


      New Accounting Pronouncements

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



                                      -46-
<PAGE>




            In July 2001,  the FASB  issued FAS No. 143,  "Accounting  for Asset
      Retirement  Obligations",  which is effective  for fiscal years  beginning
      after June 15, 2002  (January 1, 2003 for the  Program).  FAS No. 143 will
      require the recording of the fair value of liabilities associated with the
      retirement of long-lived assets (mainly plugging and abandonment costs for
      the Program's  depleted wells), in the period in which the liabilities are
      incurred  (at the time the  wells  are  drilled).  Management  has not yet
      determined  the  effect  of  adopting  this  statement  on  the  Program's
      financial condition or results of operations.


      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, 2001, 2000, and 1999,
      such expenses  totaled $67,093,  $65,404,  and $78,343,  respectively,  of
      which $48,624, $48,624, and $58,440, respectively,  were 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.  Such
      charges are  comparable to third party charges in the area where the wells
      are located and are the same as charged to other working  interest  owners
      in the wells.


      Accounts Receivable - General Partner

            The  Accounts  Receivable  - General  Partner at  December  31, 2001
      represents  accrued  proceeds  from a related  party  for a gas  balancing
      adjustment. Such amount was received in the first quarter of 2002.




                                      -47-
<PAGE>




3.    MAJOR CUSTOMERS

            The following purchasers  individually  accounted for 10% or more of
      the combined oil and gas sales of the Program for the years ended December
      31, 2001, 2000, and 1999:


            Purchaser                                2001     2000     1999
            ---------                                -----    ------   -----

            El Paso Energy Marketing Company         99.6%    98.8%    99.6%

      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.


      Capitalized Costs

            The  Program's  capitalized  costs  and  accumulated   depreciation,
      depletion,  amortization, and valuation allowance at December 31, 2001 and
      2000 were as follows:


                                                  December 31,
                                          -------------------------------
                                              2001              2000
                                          -------------     -------------

      Proved properties                    $38,322,260       $38,322,937

      Less accumulated depreciation,
         depletion, amortization,
         and valuation allowance          ( 38,228,510)     ( 38,198,308)
                                            ----------        ----------

      Net oil and gas properties           $    93,750       $   124,629
                                            ==========        ==========




                                      -48-
<PAGE>




      Costs Incurred

            The  Program  incurred  no  oil  and  gas  property  acquisition  or
      exploration  costs  during 2001,  2000,  and 1999.  Costs  incurred by the
      Program in connection with its oil and gas property development activities
      during 2001, 2000, and 1999 were as follows:


                                                        December 31,
                                                 --------------------------
                                                  2001       2000     1999
                                                 ------     ------   ------

            Development costs                   $   -      $14,527   $12,189



      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, 2001,  2000,  and 1999.  Proved  reserves  were  estimated by
      petroleum  engineers  employed  by  affiliates  of Dyco.  Certain  reserve
      information  was reviewed by Ryder Scott  Company,  L.P.,  an  independent
      petroleum  engineering firm. All of the Program's  reserves are located in
      the  United  States.  The  following   information  includes  certain  gas
      balancing  adjustments  which  cause the gas  volumes  to differ  from the
      reserve information prepared by Dyco and reviewed by Ryder Scott.





                                      -49-
<PAGE>

<TABLE>
<CAPTION>



                                            2001                          2000                          1999
                                    ---------------------         ---------------------         --------------------
                                      Oil           Gas             Oil           Gas             Oil          Gas
                                    (Bbls)         (Mcf)          (Bbls)         (Mcf)          (Bbls)        (Mcf)
                                    ------      -----------       -------     -----------       -------    -----------

<S>                                 <C>         <C>                <C>        <C>                <C>       <C>
Proved reserves,
   beginning of year                  540        1,066,882          322          962,934          544       1,047,972

Revisions of previous
   estimates                        (  33)      (   98,421)         296          283,229         (184)         78,081

Production                          (  36)      (  119,977)        ( 78)      (  179,281)        ( 38)     (  163,119)
                                      ---        ---------          ---        ---------          ---       ---------

Proved reserves,
   end of year                        471          848,484          540        1,066,882          322         962,934
                                      ===        =========          ===        =========          ===       =========

Proved developed reserves:
   Beginning of year                  540        1,066,882          322          962,934          544       1,047,972
                                      ---        ---------          ---        ---------          ---       ---------
   End of year                        471          848,484          540        1,066,882          322         962,934
                                      ===        =========          ===        =========          ===       =========

</TABLE>


                                      -50-
<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;
      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.  The Program's reserves were determined at December
      31,  2001 using oil and gas prices of $16.04 per barrel and $2.34 per Mcf,
      respectively.


5.   QUARTERLY FINANCIAL DATA (Unaudited)

      Summarized  unaudited  quarterly  financial  data for 2001 and 2000 are as
      follows:



                                      -51-
<PAGE>




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


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

Total Revenues          $222,203        $165,242       $101,393       $ 24,410
Gross Profit (1)         192,746         141,173         54,856            485
Net Income (Loss)        162,669         116,593         23,334     (  10,631)
Limited Partners'
   Net Income (Loss)
   Per Unit                20.13           14.43           2.89     (    1.32)

                                                2000
                        -------------------------------------------------------
                          First          Second          Third         Fourth
                         Quarter         Quarter        Quarter        Quarter
                        ---------       ---------      ---------      ---------

Total Revenues          $110,821        $142,679       $199,676       $182,641
Gross Profit (1)          86,192         112,554        173,361        175,312
Net Income                57,231          96,061        148,858        169,856
Limited Partners'
   Net Income
   Per Unit                 7.08           11.89          18.42          21.03

-------------------
(1)  Total revenues less oil and gas production expenses.
(2)  Gross profit as a percentage  of total  revenues  decreased  for the fourth
     quarter  due to (i) a decrease  in  volumes  of gas sold and (ii)  workover
     expenses incurred on two wells.




                                      -52-
<PAGE>




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, the 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          50      President and Director

      Craig D. Loseke          33      Chief Financial Officer

      Judy K. Fox              51      Secretary

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

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

     Craig D. Loseke joined Samson in 1990 and was named Chief Financial Officer
of Dyco on November  15, 2001.  He received a Bachelor of Science in  Accounting
and a Master of Business  Administration  from the University of Tulsa.  He is a
Certified Public Accountant and Certified Management Accountant. Mr. Loseke also
serves as Vice  President  of  Financial  and  Operational  Reporting  of Samson
Investment Company.




                                      -53-
<PAGE>



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


      Section 16(a) Beneficial Ownership Reporting Compliance

      To the best  knowledge of the  Programs and Dyco,  there were no officers,
directors,  or ten  percent  owners who were  delinquent  filers  during 2001 of
reports required under Section 16(a) of the Securities and Exchange Act of 1934.


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, 2001:

             Compensation/Reimbursement to Dyco and its affiliates
                      Three Years Ended December 31, 2001


Type of Compensation/Reimbursement(1)                    Expense
-------------------------------------           -------------------------
                                                 2001       2000      1999
                                                -------    -------  -------
1982-1 Program
--------------

  Compensation:
     Operations                                   (2)        (2)        (2)

  Reimbursements:
     General and Administrative,
        Geological, and Engineering
        Expenses and Direct Expenses(3)         $36,960    $36,960   $74,460

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

  Compensation:
     Operations                                   (2)        (2)        (2)

  Reimbursements:
     General and Administrative,
        Geological, and Engineering
        Expenses and Direct Expenses(3)         $48,624    $48,624   $58,440



                                      -54-
<PAGE>



----------

(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 compensation paid by the Programs to such affiliates is impossible
      to quantify as of the date of this Annual Report.
(3)   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.  When actual costs incurred  benefit
other  partnerships  and  affiliates,  the  allocation  of costs is based on the
relationship  of the  Program's  reserves  to the  total  reserves  owned by all
partnerships  and  affiliates.  The following  tables  indicate the  approximate
amount of general and administrative  expense reimbursement  attributable to the
salaries of the directors,



                                      -55-
<PAGE>



officers,  and  employees of Dyco and its  affiliates  for the three years ended
December 31, 2001:




                                      -56-
<PAGE>
<TABLE>
<CAPTION>



                                           1982-1 Program
                                           --------------
                                        Salary Reimbursement
                                 Three Years Ended December 31, 2001

                                                                          Long Term Compensation
                                                                    -----------------------------------
                                      Annual Compensation                   Awards              Payouts
                                -------------------------------     ------------------------    -------
                                                                                    Securi-
                                                         Other                       ties                     All
     Name                                                Annual     Restricted      Under-                   Other
      and                                               Compen-       Stock         lying        LTIP       Compen-
   Principal                    Salary       Bonus      sation       Award(s)      Options/     Payouts     sation
   Position             Year      ($)         ($)         ($)          ($)          SARs(#)       ($)         ($)
---------------         ----    -------     -------     -------     ----------     --------     -------     -------
<S>                     <C>     <C>         <C>           <C>         <C>            <C>          <C>         <C>
Dennis R. Neill,
President(1)            1999      -           -           -           -              -            -           -
                        2000      -           -           -           -              -            -           -
                        2001      -           -           -           -              -            -           -

All Executive
Officers,
Directors,
and Employees
as a group(2)           1999    $45,480       -           -           -              -            -           -
                        2000    $21,936       -           -           -              -            -           -
                        2001    $20,520       -           -           -              -            -           -

----------
(1)   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. Neill.
(2)   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>
<TABLE>
<CAPTION>




                                                     1982-2 Program
                                                     --------------
                                                  Salary Reimbursement
                                           Three Years Ended December 31, 2001

                                                                              Long Term Compensation
                                                                       -----------------------------------
                                         Annual Compensation                   Awards              Payouts
                                   -------------------------------     -----------------------     -------
                                                                                       Securi-
                                                            Other                       ties                     All
     Name                                                   Annual     Restricted      Under-                   Other
      and                                                  Compen-       Stock         lying        LTIP       Compen-
   Principal                       Salary       Bonus      sation       Award(s)      Options/     Payouts     sation
   Position               Year       ($)         ($)         ($)          ($)          SARs(#)       ($)         ($)
---------------           ----     -------     -------     -------     ----------     --------     -------     -------
<S>                       <C>      <C>           <C>         <C>         <C>            <C>          <C>         <C>
Dennis R. Neill,
President(1)              1999       -           -           -           -              -            -           -
                          2000       -           -           -           -              -            -           -
                          2001       -           -           -           -              -            -           -

All Executive
Officers,
Directors,
and Employees
as a group(2)             1999     $35,695       -           -           -              -            -           -
                          2000     $28,858       -           -           -              -            -           -
                          2001     $26,996       -           -           -              -            -           -
----------

(1)  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. Neill.
(2)  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>



      Samson  maintains  necessary  inventories of new and used field equipment.
Samson may have provided some of this  equipment for wells in which the Programs
have an interest.  This  equipment  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 March 1, 2002 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                          5,290     (52.9%)

        All directors, officers, and
           affiliates of Dyco as a group
           and Dyco (5 persons)                           5,290     (52.9%)

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

        Samson Resources Company                          3,974     (49.7%)

        All directors, officers, and
           affiliates of Dyco as a group
           and Dyco (5 persons)                           3,974     (49.7%)


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



                                      -59-
<PAGE>



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 Samson.  The Programs thus compete with Samson
(including  other  oil and gas  programs)  for the  time and  resources  of such
personnel.  Samson  devotes  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
Samson,  contract  amendments and  negotiating  positions taken by them in their
effort to enforce  contracts with purchasers may not  necessarily  represent the
positions  that a Program would take if it were to administer  its own contracts
without involvement with other members of Samson. On the other hand,  management
believes that the Programs'  negotiating strength and contractual positions have
been enhanced by virtue of its affiliation with Samson.

      Samson   Resources   Company,   an  affiliate  of  Dyco,   currently  owns
approximately  52% and 50%,  respectively,  of the 1982-1  and 1982-2  Programs'
outstanding  Units as of March 1, 2002. The Program  Agreement permits Resources
to  independently  vote its  Units.  Resources'  majority  Unit  ownership  will
therefore likely determine the outcome of any matter submitted for a vote of the
Limited Partners of the Programs.




                                      -60-
<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,  2001 and 2000 and for the
                  years ended  December  31, 2001,  2000,  and 1999 are filed as
                  part of this report:

                        Reports of Independent Accountants
                        Balance Sheets
                        Statements of Operations
                        Statements of Changes in 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.

                  4.4   Certificate of Limited Partnership, as amended, for Dyco
                        Oil and Gas Program 1982-1 Limited  Partnership filed as
                        Exhibit 4.3 to



                                      -61-
<PAGE>



                        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.

                *23.1   Consent of Ryder Scott Company, L.P., for Dyco Oil and
                        Gas Program 1982-1 Limited Partnership.

                *23.2   Consent of Ryder Scott Company, L.P., for Dyco Oil and
                        Gas Program 1982-2 Limited Partnership.

                  All other Exhibits are omitted as inapplicable.


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


      (b)   Reports on Form 8-K filed during the fourth quarter of 2001:

                  None.



                                      -62-
<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

                                          March 25, 2002


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

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

By:   /s/ Dennis R. Neill        President and              March 25, 2002
      -------------------        Director (Principal
          Dennis R. Neill        Executive Officer)

      /s/ Craig D. Loseke        Chief Financial            March 25, 2002
      -------------------        Officer (Principal
          Craig D. Loseke        Financial and
                                 Accounting Officer)

      /s/ Judy K. Fox            Secretary                  March 25, 2002
      -------------------
          Judy K. Fox



                                      -63-
<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

                                          March 25, 2002


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

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

By:   //s//Dennis R. Neill       President and              March 25, 2002
      -------------------        Director (Principal
          Dennis R. Neill        Executive Officer)

      //s//Craig D. Loseke       Chief Financial            March 25, 2002
      -------------------        Officer (Principal
          Craig D. Loseke        Financial and
                                 Accounting Officer)

      //s//Judy K. Fox           Secretary                  March 25, 2002
      -------------------
          Judy K. Fox



<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.

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



                                      -64-
<PAGE>



            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.

*23.1       Consent of Ryder Scott Company, L.P., for Dyco Oil and Gas Program
            1982-1 Limited Partnership.

*23.2       Consent of Ryder Scott Company, L.P., for Dyco Oil and Gas Program
            1982-2 Limited Partnership.


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


                                      -65-