FORM 10-Q

                          SECURITIES AND EXCHANGE COMMISSION

                               Washington, D.C.  20549


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

     For the Quarterly Period Ended March 31, 1997

                                          OR

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


     Commission file number 0-10267


                                C&K 1980 FUND-B, LTD.
                (Exact name of registrant as specified in its charter)


                    Texas                           76-0307698    
        (State or other jurisdiction of         (I.R.S.  Employer
        incorporation or organization)         Identification No.)


     7555 East Hampden Avenue - Suite 600,
              Denver, Colorado                         80231      
   (Address of principal executive offices)         (Zip Code)


     Registrant's telephone number, including area code:      303-695-3600

     SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:

                                              Name of Each Exchange
              Title of Each Class                Which Registered

                     None                              None


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

                                     X             
                                     Yes       No

              The C&K 1980 Fund-B, Ltd. is a Texas limited partnership.
     <PAGE>

                                 INDEX TO FORM 10-Q
                                C&K 1980 Fund-B, Ltd.


     PART I.  FINANCIAL INFORMATION

     Item 1.  Financial Statements

              Balance Sheets
              March 31, 1997 and December 31, 1996

              Statements of Operations
              Three months ended March 31, 1997 and 1996

              Statements of Changes in Partners' Capital
              Three months ended March 31, 1997 and 1996

              Statements of Cash Flows
              Three months ended March 31, 1997 and 1996

              Notes to the Financial Statements

     Item 2.  Management's Discussion and Analysis of Financial Condition and
              Results of Operations


     PART II. OTHER INFORMATION

     Item 1.  Legal Proceedings

     Item 2.  Changes in Securities

     Item 3.  Defaults upon Senior Securities

     Item 4.  Submission of Matters to a Vote of 
              Security Holders

     Item 5.  Other Information

     Item 6.  Exhibits and Reports on Form 8-K


     SIGNATURE
     <PAGE>














                                C&K 1980 FUND-B, LTD.
                            (A Texas Limited Partnership)
                                    BALANCE SHEETS
                                     (Unaudited)


                                        ASSETS

     <TABLE>
     <CAPTION>
                                                   March 31,      December 31,
                                                     1997             1996

     <S>                                        <C>              <C>
     Current Assets:

       Cash                                     $   184,041      $    182,797 

       Receivable from General Partner              482,427           253,816 

       Total Current Assets                         666,468           436,613 

     Oil and gas properties and equipment,
       at cost, using the full cost
       method of accounting                      22,494,773        22,494,518 

     Less:  Accumulated depreciation,
       depletion and amortization               (19,382,418)      (19,286,186)

                                                  3,112,355         3,208,332 

     Total Assets                              $  3,778,823      $  3,644,945 



                          LIABILITIES AND PARTNERS' CAPITAL


     Accrued liabilities                       $      9,884      $    13,307 

     Partners' Capital:
       General Partner                              803,730          829,341 
       Limited Partners                           2,267,435        2,082,947 
       Combining adjustment                         697,774          719,350 

          Total Partners' Capital                 3,768,939        3,631,638 

     Total Liabilities and
      Partners' Capital                        $  3,778,823      $ 3,644,945 
     </TABLE>
     [FN]

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





                                C&K 1980 FUND-B, LTD.
                            (A Texas Limited Partnership)
                               STATEMENTS OF OPERATIONS
                                     (Unaudited)
     <TABLE>
     <CAPTION>
                                                
                                               Three months ended March 31,  
                                                1997                  1996

     <S>                                      <C>                   <C>                     
     Revenues:
       Oil and gas sales                      $684,510              $439,762 
       Interest income                           1,244                 2,145 
                                               685,754               441,907 

     Expenses:
       Lease operating                          96,035                64,698 
       Production tax                           46,515                26,269 
       Marketing deductions                     25,596                52,295 
       Depreciation, depletion 
          and amortization                      96,232               136,601 
       General and administrative               48,696                45,668 

                                               313,074               325,531 

     Net income                               $372,680              $116,376 

     Net income (loss) allocation:
       General Partner                        $209,768              $ 88,915 
       Limited Partners                        184,488                58,273 
       Combining adjustment                    (21,576)              (30,812)

     Net income                               $372,680              $116,376 

     Net income per limited
       partnership unit
       (1,210 outstanding)                     $152.47                $48.16 
     </TABLE>
     [FN]

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
















                                C&K 1980 FUND-B, LTD.
                            (A Texas Limited Partnership)
                      STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
                                     (Unaudited)

     <TABLE>
     <CAPTION>
                                  Three months ended March 31, 1996    
                                                      Combining
                            General     Limited      Adjustment
                            Partner     Partners      (Note 3)        Total  
     <S>                  <C>           <C>           <C>          <C>
     Balance at
      January 1, 1996     $1,000,751    $2,391,556    $881,900     $4,274,207 

     Contributions            76,150        --          --             76,150 
     Distributions          (180,621)       --          --           (180,621)
     Net income (loss)        88,915        58,273     (30,812)       116,376 

     Balance at
      March 31, 1996        $985,195    $2,449,829    $851,088     $4,286,112 




                                  Three months ended March 31, 1997      
                                                      Combining
                            General      Limited      Adjustment
                            Partner     Partners      (Note 3)        Total 

     Balance at
      January 1, 1997       $829,341    $2,082,947    $719,350     $3,631,638 

     Contributions            70,832        --           --            70,832 
     Distributions          (306,211)       --           --          (306,211)
     Net income (loss)       209,768       184,488     (21,576)       372,680 

     Balance at
      March 31, 1997        $803,730    $2,267,435    $697,774     $3,768,939 
     </TABLE>
     [FN]

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















                                C&K 1980 FUND-B, LTD.
                            (A Texas Limited Partnership)
                               STATEMENTS OF CASH FLOWS
                                     (Unaudited)
     <TABLE>
     <CAPTION>

                                                              
                                                           Three months ended
                                                                March 31,
                                                           1997        1996


     <S>                                                 <C>         <C>
     Cash flows from operating activities:
      Net income                                         $ 372,680   $ 116,376 
      Adjustments to reconcile net income to net
        cash provided by operating activities:
         Depreciation, depletion and amortization           96,232     136,601 
         Changes in operating assets and liabilities:
           Increase in receivable from General Partner    (228,611)    (47,913)
           Decrease in accrued liabilities                  (3,423)     (7,478)

        Net cash provided by operating activities          236,878     197,586 


     Cash flows from investing activities:
      Additions to oil and gas properties
        and equipment                                         (255)    (90,970)

        Net cash used in investing activities                 (255)    (90,970)

     Cash flows from financing activities:
      Distributions to General Partner                    (306,211)   (180,621)
      Contributions by General Partner                      70,832      76,150 

        Net cash used in financing activities             (235,379)   (104,471)

        Net increase in cash                                 1,244       2,145 

     Cash at beginning of period                           182,797     261,194 

     Cash at end of period                               $ 184,041   $ 263,339 
     </TABLE>
     [FN]

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











                                C&K 1980 FUND-B, LTD.
                            (A Texas Limited Partnership)
                            NOTES TO FINANCIAL STATEMENTS
                                     (Unaudited)


     NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      Organization

        The C&K 1980 Fund-B, Ltd. (the "Partnership"), a Texas Limited
     Partnership, was organized on January 29, 1980, to acquire, explore,
     develop and operate onshore oil and gas properties in the United States and
     commenced operations on October 15, 1980.  Total initial Limited Partner
     contributions were $6,050,000 including $100,000 contributed by C&K
     Petroleum, Inc. ("C&K"), the initial General Partner.  On August 25, 1981,
     C&K requested the Limited Partners to pay an additional assessment of
     $1,512,500, or 25% of their initial contributions.  Of this amount, C&K
     paid $157,500 for thirty-two Limited Partners who declined to pay their
     share of the additional assessments.

        C&K, after several corporate reorganizations beginning in September of
     1984 and ending in December of 1991, was acquired by Ultramar Oil and Gas
     Limited ("UOGL"), an indirect wholly-owned subsidiary of LASMO plc. 
     Effective November 18, 1992, UOGL was sold to Williams-Cody Limited
     Liability Company, ("WCLLC"), a Wyoming limited liability company owned by
     Williams Gas Management Company ("WGMan") and Cody Resources, Inc. ("CRI").
     On January 1, 1993, UOGL changed its name to Williams-Cody, Inc.
     ("Williams-Cody").

        Effective May 1, 1993, Cody Company, a wholly owned subsidiary of The
     Gates Corporation, purchased the units of WCLLC owned by WGMan.  As a
     result of this acquisition, the unit holders of WCLLC are Cody Company and
     its wholly owned subsidiary, Cody Resources, Inc.  Subsequently, effective
     May 15, 1993, the name of Williams-Cody, Inc. was changed to CODY ENERGY,
     INC. ("CODY"), and the name of Williams-Cody Limited Liability Company was
     changed to Gates-Cody Energy Company ("GCEC"), a Limited Liability Company.
     CODY was the surviving corporation and, pursuant to the authority provided
     in the Partnership Agreement, managed and controlled the Partnership's
     affairs and was responsible for the activities of the Partnership.

         On January 1, 1997, CODY created two new subsidiary companies to hold
     its Texas assets.  To the first company, CODY TEXAS, L.P., a Texas
     limited partnership ("CODY TEXAS"), CODY transferred its interest in the
     Partnership, with CODY TEXAS becoming the successor general partner of the
     Partnership.  The second company, Cody Oil and Gas, Inc., a wholly owned
     subsidiary of CODY, serves as the general partner of CODY TEXAS.
  
      Basis of Accounting

        The accounts of the Partnership are maintained on the accrual basis in
     accordance with accounting practices permitted for federal income tax
     reporting purposes.  In order to present the accompanying financial
     statements on the basis of generally accepted accounting principles for
     financial reporting purposes, adjustments have been made to account for oil
     and gas properties under the full cost method of accounting.

      Oil and Gas Properties

        The Partnership uses the full cost method of accounting for oil and gas
     properties in accordance with rules prescribed by the Securities and
     Exchange Commission ("SEC").  Under this method, all costs incurred in
     connection with the exploration for and development of oil and gas reserves
     are capitalized.  Such capitalized costs include lease acquisition,
     geological and geophysical work, delay rentals, drilling, completing and
     equipping oil and gas wells and other related costs together with costs
     applicable to CODY's technical personnel directly engaged in evaluating and
     maintaining oil and gas prospects and drilling oil and gas wells. 
     Maintenance and repairs are charged against income when incurred.  Renewals
     and betterments which extend the useful life of properties are capitalized.

        The capitalized costs of all oil and gas properties are depleted on a
     composite units-of-revenue method computed on a future gross revenue basis.
     An additional depletion provision is made if the total capitalized costs of
     oil and gas properties exceed the "capitalization ceiling" which is
     calculated as the present value of future net revenues for estimated
     production of the Partnership's proved oil and gas reserves as furnished by
     independent petroleum engineers.

        Future gross revenues have been estimated using rules prescribed by the
     SEC.  Under these rules, year-end prices are utilized in determining future
     gross revenues.

      New Accounting Standard

        In March 1995, the Financial Accounting Standards Board issued Statement
     of Financial Accounting Standard No. 121, "Accounting for the Impairment
     of Long-Lived Assets and for Long-Lived Assets to be Disposed Of" (SFAS 
     No. 121), which requires impairment losses to be recorded on long-lived
     assets used in operations when indications of impairment are present.  The
     Partnership adopted SFAS No. 121 during 1996, with no impact on its
     financial statements.

      Net Income (Loss) per Limited Partnership Unit

        Net income (loss) per limited partnership unit is computed by obtaining
     the Limited Partners' net income (loss) (see Statements of Changes in
     Partners' Capital) and dividing by the total limited partnership units
     outstanding.

      Contributions and Distributions

        Contributions by the General Partner, as presented in the Statements of
     Changes in Partners' Capital, represent amounts paid by the General Partner
     for its allocated share of the Partnership's costs and expenses. 
     Distributions to the General Partner represent amounts collected by the
     General Partner for its allocated share of the Partnership's revenues. 
     Distributions to Limited Partners represent periodic payments of available
     cash, as determined in accordance with the terms of the Partnership
     Agreement.

      Receivable from the General Partner

        The receivable from the General Partner consists of the Limited
     Partners' share of proceeds from the sales of the Partnership's crude oil
     and natural gas, net of related operating and general administrative
     expenses.  The General Partner acts as the collection agent for the
     Partnership's receivables and remits sales revenues collected in the period
     received.  The Partnership has no recourse against the General Partner for
     amounts deemed uncollectible.

      Revenue Recognition

        The Partnership recognizes oil and gas revenues for only its ownership
     percentage of total production under the entitlement method.  Purchase,
     sale and transportation of natural gas and crude oil are recognized upon
     completion of the sale and when transported volumes are delivered.

      Concentration of Credit Risk

        Financial instruments which subject the Partnership to concentrations
     of credit risk consist principally of trade receivables.  The Partnership's
     policy is to evaluate, prior to entering agreements, each purchaser's
     financial condition.  The Partnership sells to purchasers with different
     geographic and economic characteristics.

      Use of Estimates

        The preparation of the Partnership's financial statements in conformity
     with generally accepted accounting principles necessarily 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 balance sheet dates and the reported amounts of revenues
     and expenses during the reporting periods.  Actual results could differ
     from those estimates.

      Reclassification

        Certain amounts from prior years have been reclassified to be consistent
     with the financial statement presentation for 1997.  Such reclassifications
     had no effect on net income.


     NOTE 2 - GAS CONTRACT

        Since June 1, 1993, Williams Gas Marketing has purchased all of the
     Partnership's natural gas production under an agreement that calls for
     market responsive prices which are tied to a published index.  The
     Partnership remains responsible for all costs related to production,
     gathering, processing or severance of the gas prior to Delivery Point.
     These costs have been recorded as marketing deductions in the financial
     statements.


     NOTE 3 - ALLOCATION OF PARTNERSHIP REVENUES, COSTS AND EXPENSES

        The Partnership Agreement provides that revenues, costs and expenses
     shall be allocated to the partners as follows:

                                                         Limited       General
                                                         Partners      Partner
     REVENUES
      Sale of Production   . . . . . . . . . . . . . . . .  50%           50%
      Sale of Equipment  . . . . . . . . . . . . . . . . .  50            50
      Interest Income  . . . . . . . . . . . . . . . . . .  99             1

     COSTS AND EXPENSES
      Organization and Offering Expenses Other than
       Sales Commissions   . . . . . . . . . . . . . . . .   0           100
      Leasehold Acquisition Costs  . . . . . . . . . . . .   0           100
      Subsequent Leasehold Acquisition Costs   . . . . . .  50            50
      Intangible Drilling Costs  . . . . . . . . . . . . .  99             1
      Tangible Drilling and Completion Costs Relating to
       Commercially Productive Wells   . . . . . . . . . .   0           100
      Post-Completion Costs  . . . . . . . . . . . . . . .  50            50
      Operating Costs  . . . . . . . . . . . . . . . . . .  50            50
      Special Costs  . . . . . . . . . . . . . . . . . . .  99             1
      General and Administrative Expenses  . . . . . . . .  50            50

        The depreciation, depletion and amortization provision is calculated
     based on discrete calculations utilizing the Partnership's and the
     partners' share of the related capital costs and estimated future net
     revenues.  For financial statement purposes, each partner's depreciation,
     depletion and amortization provision has been increased by the amount that
     his share of unamortized costs exceeded the capitalization ceiling.  During
     1997 and 1996, no additional provision was necessary for the Partnership
     attributable to a ceiling test failure.

        The combining adjustment included in the partners' capital of $697,774
     and $851,088 at March 31, 1997 and 1996, respectively, represents the
     difference resulting from computing the full cost ceiling test in prior
     years on the total partnership basis, which is used for financial reporting
     purposes, and the limited partners and general partner basis.  The
     adjustment is an allocation of partners' capital and does not affect net
     income.


     NOTE 4 - PURCHASE OF LIMITED PARTNERS' INTERESTS

        The Limited Partners may require the General Partner to purchase up to
     ten percent of their interests annually.  The purchase price is based on
     the Limited Partners' proportionate share of the sum of (i) two-thirds of
     the present worth of estimated future net revenues discounted at the prime
     rate in effect on the applicable valuation date plus one percent, (ii) the
     present value of the estimated salvage value of all production facilities
     and tangible assets, and (iii) the net book value of all other assets and
     liabilities.

        In addition to the 20 units purchased by the General Partner for its
     initial capital contribution, a total of 772.33 units had been purchased
     from Limited Partners as of December 31, 1996.  At January 1, 1997, the
     General Partner calculated a purchase price of $3,157.53 per unit for
     Limited Partners who paid the additional assessment ("assessed Limited
     Partners") and $2,526.03 per unit for Limited Partners who had not paid the
     additional assessment ("nonassessed Limited Partners").  The Limited
     Partners have until June 30, 1997 to tender units for repurchase.  At March
     31, 1997, the General Partner owned 726.33 assessed Limited Partnership
     units and 66 nonassessed Limited Partnership units.


     NOTE 5 - SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

        The General Partner is reimbursed for administrative and overhead costs
     incurred in conducting the business of the Partnership.  Such
     reimbursements have been the maximum allowed under the terms of the
     Partnership Agreement and were $45,375 for each three month period ended
     March 31, 1997 and 1996.

        The Partnership distributes to each Limited Partner his proportionate
     share of cash funds credited to his capital account which was in excess
     of the amounts necessary to meet such partners share of existing or future
     obligations of the Partnership.  No distributions were made to the Limited
     Partners for the three month period ended March 31, 1997 and 1996.  During
     the first three months of 1997 and 1996, the Partnership distributed
     $306,211 and $180,621, respectively, to the General Partner for its 
     allocated share of net revenues, and the General Partner contributed
     $70,832 and $76,150, respectively, for its allocated share of costs and 
     expenses.


     NOTE 6 - INCOME TAXES

        Income taxes are not levied at the Partnership level, but rather on the
     individual partners; therefore, no provision for liability for federal and
     state income taxes has been reflected in the accompanying financial
     statements.  The tax returns, the qualification of the Partnership as a
     partnership for tax purposes, and the amount of the Partnership's income or
     loss is subject to examination by federal and state tax authorities.  If
     such examinations result in changes with respect to the Partnership's
     qualifications or in changes in the Partnership's income or loss, the tax
     liability of the partners could be changed accordingly.
     <PAGE>


                                C&K 1980 FUND-B, LTD.

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

     LIQUIDITY AND CAPITAL RESOURCES

        Net cash provided by operating activities for the three months ended
     March 31, 1997 was $236,878, compared to $197,586 for the corresponding
     period in 1996.  This increase resulted primarily from increased oil and
     gas revenues.

        Capital expenditures during the first three months of 1997 were $255,
     compared to $90,970 for the first quarter of 1996, which was attributable
     mainly to the drilling of the C. Montalvo well.  The Partnership has no 
     immediate plans for additional exploratory or developmental capital
     programs in 1997 except those necessary for maintaining well productivity.

        During the first three months of 1997 and 1996, the Partnership
     distributed $306,211 and $180,621, respectively, to the General Partner for
     its share of net revenues.  During these same periods, the General
     Partner's contribution (allocated share of costs and expenses incurred) was
     $70,832 and $76,150, respectively.  There were no distributions to Limited
     Partners during these periods.

        The Partnership's financing requirements for operating expenses and
     development capital are currently provided by revenues from its producing
     operations.  The Partnership does not consider long-term financing
     arrangements, either with the General Partner or other sources, as
     necessary at this time.

        The Partnership cannot predict with any degree of certainty the prices
     it will receive in the remainder of 1997 or in future years for its crude
     oil and natural gas.  The Partnership's financial condition, operating
     results and liquidity will continue to be materially affected by any
     significant fluctuations in sales prices.  The Partnership's ability to
     internally generate funds for capital expenditures will be similarly
     affected. 


     RESULTS OF OPERATIONS

        Net income for the first quarter ended March 31, 1997 was $372,680, an
     increase of $256,304 or 220% from net income of $116,376 reported for the
     same period in 1996.  This increase resulted primarily from an increase in
     oil and gas revenues, offset by increases in operating expenses and 
     production taxes.

        Crude oil and natural gas sales for the three months ended March 31,
     1997 of $684,510 increased $244,748 or 56% compared to the same period in
     1996.  Crude oil production declined to 51 barrels per day, natural gas
     production increased to 1,530 mcf per day, and plant products increased to
     773 equivalent mcf per day during this period, compared to the 1996 level
     of 58 barrels, 1,214 mcf, and 680 equivalent mcf, respectively, per day. 
     In the first quarter of 1997, the average sales prices increased for crude
     oil to $21.90 per barrel and for natural gas to $2.71 per mcf, compared to
     $18.13 per barrel and $2.20 per mcf, respectively, in 1996.  Prices for
     plant products increased to $3.04 per equivalent mcf for the first quarter
     of 1997, compared to $1.62 per equivalent mcf for the first quarter of
     1996.  Interest income decreased $901 or 42% in 1997 due to a reduction in
     cash available for investment subsequent to a fourth quarter 1996 cash
     distribution of $500,000 to Limited Partners.

        Lease operating and production tax expenses for the three months ended
     March 31, 1997 increased $31,337 or 48% and $20,246 or 77%, respectively,
     compared to the same period in 1996.  The increase in lease operating
     expense is primarily due to nonrecurring workover expenses of $30,239 on 
     the Jesus Pena #1 well necessary to maintain production, while production
     taxes increased relative to the increase in crude oil and natural gas
     sales.  Marketing deductions were $25,596 for the three months ended
     March 31, 1997, a decrease of $26,699 or 51% compared to the same period
     in 1996, the result of lower gathering and transportation rates provided 
     by a new transporter effective February 1, 1996.

        Depreciation, depletion and amortization expense decreased $40,369 or
     30% in 1997 compared to 1996.  Unusually high year-end prices resulted in
     an increase in reserve values assigned to the properties by independent
     reserve engineers, effective January 1, 1997.  General and administrative
     expenses for the three months ended March 31, 1997 increased by $3,028 or
     7% compared to the same period in 1996.
     <PAGE>


                             PART II - OTHER INFORMATION

                                C&K 1980 FUND-B, LTD.


     Item 1.  Legal Proceedings

              None.

     Item 2.  Changes in Securities

              None.

     Item 3.  Defaults Upon Senior Securities

              None.

     Item 4.  Submission of Matters to a Vote of Security Holders

              Not applicable.

     Item 5.  Other Information

              None.

     Item 6.  Exhibits and Reports on Form 8-K

              None.
     <PAGE>

























                                      SIGNATURE


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



                                           C&K 1980 Fund-B, Ltd.
                                           (Registrant)


                                       By: /s/ Dan R. Taylor
                                           Dan R. Taylor
                                           Vice President, Finance & Accounting
                                           CODY TEXAS, L.P.
                                           Successor General Partner



     Date:  May 13, 1997
     <PAGE>