SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

For the quarter ended September 30, 2005

Commission File Number:

      II-A:  0-16388          II-D:  0-16980          II-G:  0-17802
      II-B:  0-16405          II-E:  0-17320          II-H:  0-18305
      II-C:  0-16981          II-F:  0-17799

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
       ---------------------------------------------------------------------
             (Exact name of  Registrant  as specified in its Articles)
                                            II-A  73-1295505
                                            II-B  73-1303341
                                            II-C  73-1308986
                                            II-D  73-1329761
                                            II-E  73-1324751
                                            II-F  73-1330632
                                            II-G  73-1336572
           Oklahoma                         II-H  73-1342476
    ----------------------------      ------------------------------------
    (State or other jurisdiction      (I.R.S. Employer Identification
       of incorporation or                         Number)
         organization)

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

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

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days.
                        Yes     X               No
                             ------                    ------
Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act).
                        Yes                     No      X
                             ------                    ------
Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).
                        Yes                     No      X
                             ------                    ------
                                      -1-
<PAGE>

                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS
                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------
CURRENT ASSETS:
   Cash and cash equivalents                   $1,634,685       $1,557,473
   Accounts receivable:
      Oil and gas sales                         1,517,488        1,004,704
      Related party (Note 2)                          152                -
                                               ----------       ----------
        Total current assets                   $3,152,325       $2,562,177
NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                2,534,988        2,226,122

DEFERRED CHARGE                                   606,501          625,308
                                               ----------       ----------
                                               $6,293,814       $5,413,607
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  235,248       $  273,971
   Accrued liability - other (Note 1)                   -           26,672
   Gas imbalance payable                          107,937          108,636
   Asset retirement obligation -
      current (Note 1)                             16,851           34,994
                                               ----------       ----------
        Total current liabilities              $  360,036       $  444,273

LONG-TERM LIABILITIES:
   Accrued liability                           $  153,326       $  179,306
   Asset retirement obligation
      (Note 1)                                    861,052          358,676
                                               ----------       ----------
        Total long-term liabilities            $1,014,378       $  537,982

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  136,230)     ($  201,586)
   Limited Partners, issued and
      outstanding, 484,283 units                5,055,630        4,632,938
                                               ----------       ----------
        Total Partners' capital                $4,919,400       $4,431,352
                                               ----------       ----------
                                               $6,293,814       $5,413,607
                                               ==========       ==========
            The accompanying condensed notes are an integral part of
                      these combined financial statements.

                                      -2-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $2,048,071        $1,504,390
   Interest income                                 8,398             2,633
                                              ----------        ----------
                                              $2,056,469        $1,507,023

COSTS AND EXPENSES:
   Lease operating                            $  326,011        $  250,642
   Production tax                                106,325            80,778
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 170,685            47,147
   General and administrative
      (Note 2)                                   133,844           133,468
                                              ----------        ----------
                                              $  736,865        $  512,035
                                              ----------        ----------

NET INCOME                                    $1,319,604        $  994,988
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  146,482        $  103,479
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,173,122        $  891,509
                                              ==========        ==========
NET INCOME per unit                           $     2.42        $     1.84
                                              ==========        ==========
UNITS OUTSTANDING                                484,283           484,283
                                              ==========        ==========



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

                                      -3-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $5,483,417        $4,345,158
   Interest income                                21,283             5,814
                                              ----------        ----------
                                              $5,504,700        $4,350,972

COSTS AND EXPENSES:
   Lease operating                            $  864,469        $  821,266
   Production tax                                306,278           240,414
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 298,306           143,790
   General and administrative
      (Note 2)                                   424,079           425,933
                                              ----------        ----------
                                              $1,893,132        $1,631,403
                                              ----------        ----------

NET INCOME                                    $3,611,568        $2,719,569
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  385,876        $  284,317
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $3,225,692        $2,435,252
                                              ==========        ==========
NET INCOME per unit                           $     6.66        $     5.03
                                              ==========        ==========
UNITS OUTSTANDING                                484,283           484,283
                                              ==========        ==========







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

                                      -4-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)
                                                   2005            2004
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $3,611,568      $2,719,569
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 298,306         143,790
      Settlement of asset retirement
        obligation                             (       188)              -
      Increase in accounts receivable -
        oil and gas sales                      (   512,784)    (   187,159)
      Increase in accounts receivable -
        related party (Note 2)                 (       152)              -
      Decrease in deferred charge                   18,807           2,635
      Decrease in accounts payable             (    63,721)    (    91,944)
      Decrease in accrued liability -
        other                                  (    26,672)              -
      Decrease in gas imbalance payable        (       699)    (    16,482)
      Increase (decrease) in accrued
        liability                              (    25,980)          3,682
                                                ----------      ----------
Net cash provided by operating
   activities                                   $3,298,485      $2,574,091
                                                ----------      ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($  125,035)    ($   35,173)
   Proceeds from sale of oil and
      gas properties                                27,282           4,662
                                                ----------      ----------
Net cash used by investing
   activities                                  ($   97,753)    ($   30,511)
                                                ----------      ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($3,123,520)    ($2,421,903)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($3,123,520)    ($2,421,903)
                                                ----------      ----------
NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $   77,212      $  121,677

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           1,557,473       1,428,609
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $1,634,685      $1,550,286
                                                ==========      ==========
            The accompanying condensed notes are an integral part of
                      these combined financial statements.

                                      -5-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $1,144,792        $1,079,057
   Accounts receivable:
      Oil and gas sales                        1,166,234           750,466
                                              ----------        ----------
        Total current assets                  $2,311,026        $1,829,523

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,635,284         1,590,243

DEFERRED CHARGE                                  266,353           252,768
                                              ----------        ----------
                                              $4,212,663        $3,672,534
                                              ==========        ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  160,050        $  202,172
   Gas imbalance payable                          36,339            39,527
   Asset retirement obligation -
      current (Note 1)                            10,432            17,122
                                              ----------        ----------
        Total current liabilities             $  206,821        $  258,821

LONG-TERM LIABILITIES:
   Accrued liability                          $   55,411        $   42,599
   Asset retirement obligation
      (Note 1)                                   362,921           193,076
                                              ----------        ----------
        Total long-term liabilities           $  418,332        $  235,675

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  180,404)      ($  232,828)
   Limited Partners, issued and
      outstanding, 361,719 units               3,767,914         3,410,866
                                              ----------        ----------
        Total Partners' capital               $3,587,510        $3,178,038
                                              ----------        ----------
                                              $4,212,663        $3,672,534
                                              ==========        ==========


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

                                      -6-
<PAGE>

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005             2004
                                              ----------       ----------

REVENUES:
   Oil and gas sales                          $1,540,789       $1,116,621
   Interest income                                 5,544            1,784
                                              ----------       ----------
                                              $1,546,333       $1,118,405

COSTS AND EXPENSES:
   Lease operating                            $  241,604       $  184,346
   Production tax                                 83,314           63,056
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  98,345           40,752
   General and administrative
      (Note 2)                                   100,305          100,015
                                              ----------       ----------
                                              $  523,568       $  388,169
                                              ----------       ----------

NET INCOME                                    $1,022,765       $  730,236
                                              ==========       ==========
GENERAL PARTNER - NET INCOME                  $  110,573       $   76,512
                                              ==========       ==========
LIMITED PARTNERS - NET INCOME                 $  912,192       $  653,724
                                              ==========       ==========
NET INCOME per unit                           $     2.52       $     1.81
                                              ==========       ==========
UNITS OUTSTANDING                                361,719          361,719
                                              ==========       ==========












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

                                      -7-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005             2004
                                              ----------       ----------

REVENUES:
   Oil and gas sales                          $4,030,598       $3,194,701
   Interest income                                14,425            4,006
                                              ----------       ----------
                                              $4,045,023       $3,198,707

COSTS AND EXPENSES:
   Lease operating                            $  650,362       $  599,340
   Production tax                                235,028          190,141
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 220,406          112,977
   General and administrative
      (Note 2)                                   323,180          323,758
                                              ----------       ----------
                                              $1,428,976       $1,226,216
                                              ----------       ----------

NET INCOME                                    $2,616,047       $1,972,491
                                              ==========       ==========
GENERAL PARTNER - NET INCOME                  $  279,999       $  207,016
                                              ==========       ==========
LIMITED PARTNERS - NET INCOME                 $2,336,048       $1,765,475
                                              ==========       ==========
NET INCOME per unit                           $     6.46       $     4.88
                                              ==========       ==========
UNITS OUTSTANDING                                361,719          361,719
                                              ==========       ==========















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

                                      -8-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                    2005           2004
                                                ------------   ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                    $2,616,047     $1,972,491
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  220,406        112,977
      Settlement of asset retirement
        obligations                             (        58)             -
      Increase in accounts receivable -
        oil and gas sales                       (   415,768)   (   128,793)
      Increase in deferred charge               (    13,585)   (     9,592)
      Decrease in accounts payable              (    64,927)   (    28,900)
      Decrease in gas imbalance payable         (     3,188)   (    29,552)
      Increase in accrued liability                  12,812         15,840
                                                 ----------     ----------
Net cash provided by operating
   activities                                    $2,351,739     $1,904,471
                                                 ----------     ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         ($  111,834)   ($    5,143)
   Proceeds from sale of oil and gas
      properties                                     32,405              -
                                                 ----------     ----------
Net cash used by investing
   activities                                   ($   79,429)   ($    5,143)
                                                 ----------     ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           ($2,206,575)   ($1,715,887)
                                                 ----------     ----------
Net cash used by financing
   activities                                   ($2,206,575)   ($1,715,887)
                                                 ----------     ----------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                   $   65,735     $  183,441

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            1,079,057        933,790
                                                 ----------     ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                 $1,144,792     $1,117,231
                                                 ==========     ==========

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

                                      -9-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  574,094       $  506,061
   Accounts receivable:
      Oil and gas sales                           577,623          365,499
                                               ----------       ----------
        Total current assets                   $1,151,717       $  871,560

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  778,099          729,670

DEFERRED CHARGE                                   148,970          121,531
                                               ----------       ----------
                                               $2,078,786       $1,722,761
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   66,518       $   77,395
   Gas imbalance payable                           20,237           22,040
   Asset retirement obligation -
      current (Note 1)                             11,137           10,892
                                               ----------       ----------
        Total current liabilities              $   97,892       $  110,327

LONG-TERM LIABILITIES:
   Accrued liability                           $   36,017       $   34,323
   Asset retirement obligation
      (Note 1)                                    146,320           62,682
                                               ----------       ----------
        Total long-term liabilities            $  182,337       $   97,005

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   67,247)     ($   96,672)
   Limited Partners, issued and
      outstanding, 154,621 units                1,865,804        1,612,101
                                               ----------       ----------
        Total Partners' capital                $1,798,557       $1,515,429
                                               ----------       ----------
                                               $2,078,786       $1,722,761
                                               ==========       ==========

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

                                      -10-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                2005              2004
                                              --------          --------

REVENUES:
   Oil and gas sales                          $752,178          $525,483
   Interest income                               2,741               816
                                              --------          --------
                                              $754,919          $526,299

COSTS AND EXPENSES:
   Lease operating                            $100,528          $ 72,863
   Production tax                               48,604            33,085
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                41,765            16,021
   General and administrative
      (Note 2)                                  43,640            43,495
                                              --------          --------
                                              $234,537          $165,464
                                              --------          --------

NET INCOME                                    $520,382          $360,835
                                              ========          ========
GENERAL PARTNER - NET INCOME                  $ 55,523          $ 37,444
                                              ========          ========
LIMITED PARTNERS - NET INCOME                 $464,859          $323,391
                                              ========          ========
NET INCOME per unit                           $   3.00          $   2.10
                                              ========          ========
UNITS OUTSTANDING                              154,621           154,621
                                              ========          ========












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

                                      -11-
<PAGE>

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $2,054,452        $1,542,920
   Interest income                                 6,959             1,876
                                              ----------        ----------
                                              $2,061,411        $1,544,796

COSTS AND EXPENSES:
   Lease operating                            $  238,987        $  260,207
   Production tax                                140,936           101,446
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  90,801            55,076
   General and administrative
      (Note 2)                                   152,710           151,138
                                              ----------        ----------
                                              $  623,434        $  567,867
                                              ----------        ----------

NET INCOME                                    $1,437,977        $  976,929
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  151,274        $  102,462
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,286,703        $  874,467
                                              ==========        ==========
NET INCOME per unit                           $     8.32        $     5.66
                                              ==========        ==========
UNITS OUTSTANDING                                154,621           154,621
                                              ==========        ==========












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

                                      -12-
<PAGE>

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                    2005           2004
                                                ------------    ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                    $1,437,977      $976,929
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                   90,801        55,076
      Settlement of asset retirement
        obligations                             (        40)            -
      Increase in accounts receivable -
        oil and gas sales                       (   212,124)    (  52,346)
      (Increase) decrease in deferred
        charge                                  (    27,439)          738
      Decrease in accounts payable              (    21,833)    (  19,157)
      Decrease in gas imbalance payable         (     1,803)    (  17,328)
      Increase in accrued liability                   1,694         6,805
                                                 ----------      --------
Net cash provided by operating
   activities                                    $1,267,233      $950,717
                                                 ----------      --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         ($   58,239)    ($    631)
   Proceeds from sale of oil and gas
      properties                                     13,888             -
                                                 ----------      --------
Net cash used by investing
   activities                                   ($   44,351)    ($    631)
                                                 ----------      --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           ($1,154,849)    ($888,917)
                                                 ----------      --------
Net cash used by financing
   activities                                   ($1,154,849)    ($888,917)
                                                 ----------      --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                   $   68,033      $ 61,169

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                              506,061       467,560
                                                 ----------      --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                 $  574,094      $528,729
                                                 ==========      ========
            The accompanying condensed notes are an integral part of
                      these combined financial statements.

                                      -13-
<PAGE>

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $1,171,019       $  967,251
   Accounts receivable:
      Oil and gas sales                         1,213,427          754,092
                                               ----------       ----------
        Total current assets                   $2,384,446       $1,721,343

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,633,649        1,385,376

DEFERRED CHARGE                                   371,693          345,329
                                               ----------       ----------
                                               $4,389,788       $3,452,048
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  152,423       $  157,313
   Gas imbalance payable                           21,060           22,596
   Asset retirement obligation -
      current (Note 1)                             24,499           25,732
                                               ----------       ----------
        Total current liabilities              $  197,982       $  205,641

LONG-TERM LIABILITIES:
   Accrued liability                           $  103,008       $  109,349
   Asset retirement obligation
      (Note 1)                                    383,791          161,328
                                               ----------       ----------
        Total long-term liabilities            $  486,799       $  270,677

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  116,668)     ($  174,338)
   Limited Partners, issued and
      outstanding, 314,878 units                3,821,675        3,150,068
                                               ----------       ----------
        Total Partners' capital                $3,705,007       $2,975,730
                                               ----------       ----------
                                               $4,389,788       $3,452,048
                                               ==========       ==========

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

                                      -14-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $1,523,262        $1,091,156
   Interest income                                 5,067             1,613
                                              ----------        ----------
                                              $1,528,329        $1,092,769

COSTS AND EXPENSES:
   Lease operating                            $  197,431        $  163,645
   Production tax                                111,811            68,710
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  80,677            35,306
   General and administrative
      (Note 2)                                    87,490            87,234
                                              ----------        ----------
                                              $  477,409        $  354,895
                                              ----------        ----------

NET INCOME                                    $1,050,920        $  737,874
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  111,847        $   76,803
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  939,073        $  661,071
                                              ==========        ==========
NET INCOME per unit                           $     2.98        $     2.10
                                              ==========        ==========
UNITS OUTSTANDING                                314,878           314,878
                                              ==========        ==========














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

                                      -15-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $4,242,627        $3,199,311
   Interest income                                13,300             3,780
   Other income                                    8,411                 -
                                              ----------        ----------
                                              $4,264,338        $3,203,091

COSTS AND EXPENSES:
   Lease operating                            $  561,023        $  586,032
   Production tax                                306,842           204,749
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 121,370           163,623
   General and administrative
      (Note 2)                                   284,610           284,704
                                              ----------        ----------
                                              $1,273,845        $1,239,108
                                              ----------        ----------

NET INCOME                                    $2,990,493        $1,963,983
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  307,886        $  210,746
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $2,682,607        $1,753,237
                                              ==========        ==========
NET INCOME per unit                           $     8.52        $     5.57
                                              ==========        ==========
UNITS OUTSTANDING                                314,878           314,878
                                              ==========        ==========













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

                                      -16-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005             2004
                                             ------------      ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $2,990,493        $1,963,983
   Adjustments to reconcile net
     income to net cash provided
     by operating activities:
     Depreciation, depletion, and
       amortization of oil and gas
       properties                                121,370           163,623
     Increase in accounts receivable -
       oil and gas sales                     (   459,335)      (   104,584)
     (Increase) decrease in deferred
       charge                                (    26,364)            3,578
     Decrease in accounts payable            (     5,137)      (    52,133)
     Increase (decrease) in gas
       imbalance payable                     (     1,536)            2,492
     Decrease in accrued liability           (     6,341)      (       920)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $2,613,150        $1,976,039
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($  163,161)      ($    8,349)
   Proceeds from sale of oil and gas
     properties                                   14,995                 -
                                              ----------        ----------
Net cash used by investing
   activities                                ($  148,166)      ($    8,349)
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($2,261,216)      ($1,792,365)
                                              ----------        ----------
Net cash used by financing
   activities                                ($2,261,216)      ($1,792,365)
                                              ----------        ----------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                $  203,768        $  175,325

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           967,251           908,655
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $1,171,019        $1,083,980
                                              ==========        ==========

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

                                      -17-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  721,330        $  680,844
   Accounts receivable:
      Oil and gas sales                          787,246           453,868
                                              ----------        ----------
        Total current assets                  $1,508,576        $1,134,712

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,247,255         1,246,328

DEFERRED CHARGE                                  211,963           208,295
                                              ----------        ----------
                                              $2,967,794        $2,589,335
                                              ==========        ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   98,227        $  180,564
   Gas imbalance payable                          43,424            43,424
   Asset retirement obligation -
      current (Note 1)                             1,198            24,458
                                              ----------        ----------
        Total current liabilities             $  142,849        $  248,446

LONG-TERM LIABILITIES:
   Accrued liability                          $   10,219        $   10,668
   Asset retirement obligation
      (Note 1)                                   211,507            77,986
                                              ----------        ----------
        Total long-term liabilities           $  221,726        $   88,654

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   86,928)      ($  132,096)
   Limited Partners, issued and
      outstanding, 228,821 units               2,690,147         2,384,331
                                              ----------        ----------
        Total Partners' capital               $2,603,219        $2,252,235
                                              ----------        ----------
                                              $2,967,794        $2,589,335
                                              ==========        ==========

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

                                      -18-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                2005              2004
                                              --------          --------

REVENUES:
   Oil and gas sales                          $966,956          $708,149
   Interest income                               3,637             1,235
   Gain on sale of oil and gas
      properties                                     -             1,166
                                              --------          --------
                                              $970,593          $710,550

COSTS AND EXPENSES:
   Lease operating                            $122,133          $108,533
   Production tax                               68,910            50,460
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                56,750            41,538
   General and administrative
      (Note 2)                                  63,943            63,747
                                              --------          --------
                                              $311,736          $264,278
                                              --------          --------

NET INCOME                                    $658,857          $446,272
                                              ========          ========
GENERAL PARTNER - NET INCOME                  $ 70,630          $ 48,180
                                              ========          ========
LIMITED PARTNERS - NET INCOME                 $588,227          $398,092
                                              ========          ========
NET INCOME per unit                           $   2.57          $   1.74
                                              ========          ========
UNITS OUTSTANDING                              228,821           228,821
                                              ========          ========













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

                                      -19-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005             2004
                                              ----------       ----------

REVENUES:
   Oil and gas sales                          $2,510,259       $2,127,571
   Interest income                                 9,128            2,798
   Other income                                    5,177                -
   Gain on sale of oil and gas
      properties                                       -            9,419
                                              ----------       ----------
                                              $2,524,564       $2,139,788

COSTS AND EXPENSES:
   Lease operating                            $  320,768       $  327,431
   Production tax                                179,470          141,668
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 136,410          230,376
   General and administrative
      (Note 2)                                   213,789          213,922
                                              ----------       ----------
                                              $  850,437       $  913,397
                                              ----------       ----------

NET INCOME                                    $1,674,127       $1,226,391
                                              ==========       ==========
GENERAL PARTNER - NET INCOME                  $  178,311       $  142,286
                                              ==========       ==========
LIMITED PARTNERS - NET INCOME                 $1,495,816       $1,084,105
                                              ==========       ==========
NET INCOME per unit                           $     6.54       $     4.74
                                              ==========       ==========
UNITS OUTSTANDING                                228,821          228,821
                                              ==========       ==========













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

                                      -20-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                  2005             2004
                                              ------------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $1,674,127       $1,226,391
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                136,410          230,376
      Gain on sale of oil and gas
        properties                                      -      (     9,419)
      Increase in accounts receivable -
        oil and gas sales                     (   333,378)     (    73,489)
      (Increase) decrease in deferred
        charge                                (     3,668)             476
      Decrease in accounts payable            (    77,841)     (       719)
      Increase (decrease) in accrued
        liability                             (       449)           1,710
                                               ----------       ----------
Net cash provided by operating
   activities                                  $1,395,201       $1,375,326
                                               ----------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($   31,572)     ($   15,473)
   Proceeds from the sale of oil and
      gas properties                                    -            7,877
                                               ----------       ----------
Net cash used by investing
   activities                                 ($   31,572)     ($    7,596)
                                               ----------       ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($1,323,143)     ($1,263,115)
                                               ----------       ----------
Net cash used by financing
   activities                                 ($1,323,143)     ($1,263,115)
                                               ----------       ----------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                 $   40,486       $  104,615

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            680,844          638,668
                                               ----------       ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $  721,330       $  743,283
                                               ==========       ==========
            The accompanying condensed notes are an integral part of
                      these combined financial statements.


                                      -21-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  776,157       $  657,406
   Accounts receivable:
      Oil and gas sales                           824,230          457,333
                                               ----------       ----------
        Total current assets                   $1,600,387       $1,114,739

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,207,200        1,187,019

DEFERRED CHARGE                                    32,203           35,102
                                               ----------       ----------
                                               $2,839,790       $2,336,860
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   79,071       $  235,395
   Gas imbalance payable                            2,235            3,392
   Asset retirement obligation -
      current (Note 1)                              4,090            6,987
                                               ----------       ----------
        Total current liabilities              $   85,396       $  245,774

LONG-TERM LIABILITIES:
   Accrued liability                           $   20,748       $   20,227
   Asset retirement obligation
      (Note 1)                                    207,830           95,331
                                               ----------       ----------
        Total long-term liabilities            $  228,578       $  115,558

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   44,449)     ($   98,202)
   Limited Partners, issued and
      outstanding, 171,400 Units                2,570,265        2,073,730
                                               ----------       ----------
        Total Partners' capital                $2,525,816       $1,975,528
                                               ----------       ----------
                                               $2,839,790       $2,336,860
                                               ==========       ==========

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

                                      -22-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005               2004
                                              ----------          --------

REVENUES:
   Oil and gas sales                          $1,020,162          $758,316
   Interest income                                 3,885             1,133
   Gain on sale of oil and gas
      properties                                       -             2,852
                                              ----------          --------
                                              $1,024,047          $762,301

COSTS AND EXPENSES:
   Lease operating                            $   88,482          $121,722
   Production tax                                 60,733            48,916
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  44,415           102,759
   General and administrative
      (Note 2)                                    47,920            47,777
                                              ----------          --------
                                              $  241,550          $321,174
                                              ----------          --------

NET INCOME                                    $  782,497          $441,127
                                              ==========          ========
GENERAL PARTNER - NET INCOME                  $   81,859          $ 53,095
                                              ==========          ========
LIMITED PARTNERS - NET INCOME                 $  700,638          $388,032
                                              ==========          ========
NET INCOME per unit                           $     4.08          $   2.27
                                              ==========          ========
UNITS OUTSTANDING                                171,400           171,400
                                              ==========          ========












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

                                      -23-
<PAGE>

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                   2005            2004
                                                ----------      ----------

REVENUES:
   Oil and gas sales                            $2,837,237      $2,227,315
   Interest income                                   9,271           2,675
   Gain on sale of oil and gas
      properties                                         -          24,162
                                                ----------      ----------
                                                $2,846,508      $2,254,152

COSTS AND EXPENSES:
   Lease operating                              $  234,066      $  267,892
   Production tax                                  175,652         144,651
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                   103,718         157,307
   General and administrative
      (Note 2)                                     165,358         164,907
                                                ----------      ----------
                                                $  678,794      $  734,757
                                                ----------      ----------

NET INCOME                                      $2,167,714      $1,519,395
                                                ==========      ==========
GENERAL PARTNER - NET INCOME                    $  225,179      $  163,857
                                                ==========      ==========
LIMITED PARTNERS - NET INCOME                   $1,942,535      $1,355,538
                                                ==========      ==========
NET INCOME per unit                             $    11.33      $     7.91
                                                ==========      ==========
UNITS OUTSTANDING                                  171,400         171,400
                                                ==========      ==========











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

                                      -24-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)
                                                   2005            2004
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $2,167,714      $1,519,395
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 103,718         157,307
      Gain on sale of oil and gas
        properties                                       -     (    24,162)
      Increase in accounts receivable -
        oil and gas sales                      (   366,897)    (    92,521)
      (Increase) decrease in deferred
        charge                                       2,899     (       654)
      Increase (decrease) in accounts
        payable                                (   145,094)         25,311
      Decrease in gas imbalance payable        (     1,157)    (       165)
      Increase (decrease) in accrued
        liability                                      521     (        61)
                                                ----------      ----------
Net cash provided by operating
   activities                                   $1,761,704      $1,584,450
                                                ----------      ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   25,527)    ($   30,710)
   Proceeds from sale of oil and
      gas properties                                     -          21,745
                                                ----------      ----------
Net cash used by investing activities          ($   25,527)    ($    8,965)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($1,617,426)    ($1,481,689)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($1,617,426)    ($1,481,689)
                                                ----------      ----------
NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $  118,751      $   93,796

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             657,406         604,369
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  776,157      $  698,165
                                                ==========      ==========

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

                                      -25-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $1,655,206       $1,401,928
   Accounts receivable:
      Oil and gas sales                         1,753,930          972,620
                                               ----------       ----------
        Total current assets                   $3,409,136       $2,374,548

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                2,595,621        2,554,683

DEFERRED CHARGE                                    68,976           75,307
                                               ----------       ----------
                                               $6,073,733       $5,004,538
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  168,698       $  498,893
   Gas imbalance payable                            9,519           11,846
   Asset retirement obligation -
      current (Note 1)                              8,752           15,421
                                               ----------       ----------
        Total current liabilities              $  186,969       $  526,160

LONG-TERM LIABILITIES:
   Accrued liability                           $   42,178       $   35,560
   Asset retirement obligation
      (Note 1)                                    446,097          203,216
                                               ----------       ----------
        Total long-term liabilities            $  488,275       $  238,776

PARTNERS' CAPITAL (DEFICIT):
   General Partner                             $   11,863      ($  101,669)
   Limited Partners, issued and
      outstanding, 372,189 Units                5,386,626        4,341,271
                                               ----------       ----------
        Total Partners' capital                $5,398,489       $4,239,602
                                               ----------       ----------
                                               $6,073,733       $5,004,538
                                               ==========       ==========

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

                                      -26-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $2,307,415        $1,607,190
   Interest income                                 8,397             2,493
   Gain on sale of oil and gas
      properties                                       -             5,963
                                              ----------        ----------
                                              $2,315,812        $1,615,646

COSTS AND EXPENSES:
   Lease operating                            $  189,666        $  259,284
   Production tax                                138,944           104,258
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  94,797           233,199
   General and administrative
      (Note 2)                                   102,861           102,577
                                              ----------        ----------
                                              $  526,268        $  699,318
                                              ----------        ----------

NET INCOME                                    $1,789,544        $  916,328
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  186,646        $  112,053
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,602,898        $  804,275
                                              ==========        ==========
NET INCOME per unit                           $     4.30        $     2.16
                                              ==========        ==========
UNITS OUTSTANDING                                372,189           372,189
                                              ==========        ==========












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

                                      -27-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $6,041,256        $4,731,606
   Interest income                                20,062             5,808
   Gain on sale of oil and gas
      properties                                       -            50,598
                                              ----------        ----------
                                              $6,061,318        $4,788,012

COSTS AND EXPENSES:
   Lease operating                            $  519,298        $  574,445
   Production tax                                374,454           309,150
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 225,137           350,549
   General and administrative
      (Note 2)                                   330,639           332,274
                                              ----------        ----------
                                              $1,449,528        $1,566,418
                                              ----------        ----------

NET INCOME                                    $4,611,790        $3,221,594
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  479,435        $  349,004
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $4,132,355        $2,872,590
                                              ==========        ==========
NET INCOME per unit                           $    11.10        $     7.72
                                              ==========        ==========
UNITS OUTSTANDING                                372,189           372,189
                                              ==========        ==========













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

                                      -28-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)
                                                   2005            2004
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $4,611,790      $3,221,594
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 225,137         350,549
      Gain on sale of oil and gas
        properties                                       -     (    50,598)
      Increase in accounts receivable -
        oil and gas sales                      (   781,310)    (   196,639)
      (Increase) decrease in deferred
        charge                                       6,331     (     1,233)
      Increase (decrease) in accounts
        payable                                (   305,682)         54,287
      Increase (decrease) in gas
        imbalance payable                      (     2,327)          3,412
      Increase in accrued liability                  6,618             379
                                                ----------      ----------
Net cash provided by operating
   activities                                   $3,760,557      $3,381,751
                                                ----------      ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   54,376)    ($   67,130)
   Proceeds from sale of oil and
      gas properties                                     -          45,638
                                                ----------      ----------
Net cash used by investing
   activities                                  ($   54,376)    ($   21,492)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($3,452,903)    ($3,154,342)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($3,452,903)    ($3,154,342)
                                                ----------      ----------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $  253,278      $  205,917

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           1,401,928       1,284,869
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $1,655,206      $1,490,786
                                                ==========      ==========
            The accompanying condensed notes are an integral part of
                      these combined financial statements.

                                      -29-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                             COMBINED BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2005              2004
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  392,473       $  329,148
   Accounts receivable:
      Oil and gas sales                           413,114          232,187
                                               ----------       ----------
        Total current assets                   $  805,587       $  561,335

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  616,628          605,801

DEFERRED CHARGE                                    17,017           19,734
                                               ----------       ----------
                                               $1,439,232       $1,186,870
                                               ==========       ==========

                   LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   40,429       $  118,306
   Asset retirement obligation -
      current (Note 1)                              2,113            3,884
                                               ----------       ----------
        Total current liabilities              $   42,542       $  122,190

LONG-TERM LIABILITIES:
   Accrued liability                           $   11,884       $   11,907
   Asset retirement obligation
      (Note 1)                                    109,232           49,677
                                               ----------       ----------
        Total long-term liabilities            $  121,116       $   61,584

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   27,811)     ($   54,377)
   Limited Partners, issued and
      outstanding, 91,711 Units                 1,303,385        1,057,473
                                               ----------       ----------
        Total Partners' capital                $1,275,574       $1,003,096
                                               ----------       ----------
                                               $1,439,232       $1,186,870
                                               ==========       ==========


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

                                      -30-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                  2005              2004
                                                --------          --------

REVENUES:
   Oil and gas sales                            $546,763          $381,538
   Interest income                                 1,922               525
   Gain on sale of oil and gas
      properties                                       -             1,379
                                                --------          --------
                                                $548,685          $383,442

COSTS AND EXPENSES:
   Lease operating                              $ 45,781          $ 62,041
   Production tax                                 33,370            24,914
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  22,767            55,636
   General and administrative
      (Note 2)                                    26,113            26,025
                                                --------          --------
                                                $128,031          $168,616
                                                --------          --------

NET INCOME                                      $420,654          $214,826
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 43,923          $ 26,364
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $376,731          $188,462
                                                ========          ========
NET INCOME per unit                             $   4.10          $   2.05
                                                ========          ========
UNITS OUTSTANDING                                 91,711            91,711
                                                ========          ========












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

                                      -31-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)

                                                 2005              2004
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $1,431,686        $1,129,619
   Interest income                                 4,524             1,311
   Gain on sale of oil and gas
      properties                                       -            11,749
                                              ----------        ----------
                                              $1,436,210        $1,142,679

COSTS AND EXPENSES:
   Lease operating                            $  123,372        $  138,904
   Production tax                                 90,013            74,416
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  53,845            83,744
   General and administrative
      (Note 2)                                    99,751            98,468
                                              ----------        ----------
                                              $  366,981        $  395,532
                                              ----------        ----------

NET INCOME                                    $1,069,229        $  747,147
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  111,317        $   81,167
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  957,912        $  665,980
                                              ==========        ==========
NET INCOME per unit                           $    10.44        $     7.26
                                              ==========        ==========
UNITS OUTSTANDING                                 91,711            91,711
                                              ==========        ==========












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

                                      -32-
<PAGE>
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005 AND 2004
                                   (Unaudited)
                                                   2005              2004
                                               ------------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $1,069,229         $747,147
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  53,845           83,744
      Gain on sale of oil and gas
        properties                                       -        (  11,749)
      Increase in accounts receivable -
        oil and gas sales                      (   180,927)       (  46,382)
      Decrease in deferred charge                    2,717              350
      Increase (decrease) in accounts
        payable                                (    71,762)          11,967
      Decrease in accrued liability            (        23)       (     426)
                                                ----------         --------
Net cash provided by operating
   activities                                   $  873,079         $784,651
                                                ----------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   13,003)       ($ 16,778)
   Proceeds from sale of oil and
      gas properties                                     -           10,643
                                                ----------         --------
Net cash used by investing
   activities                                  ($   13,003)       ($  6,135)
                                                ----------         --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($  796,751)       ($730,512)
                                                ----------         --------
Net cash used by financing
   activities                                  ($  796,751)       ($730,512)
                                                ----------         --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $   63,325         $ 48,004

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             329,148          305,096
                                                ----------         --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  392,473         $353,100
                                                ==========         ========

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

                                      -33-
<PAGE>
              GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS
              CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2005
                                   (Unaudited)


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

      The combined balance sheets as of September 30, 2005,  combined statements
      of operations  for the three and nine months ended  September 30, 2005 and
      2004,  and  combined  statements  of cash flows for the nine months  ended
      September 30, 2005 and 2004 have been prepared by Geodyne Resources, Inc.,
      the  General  Partner of the limited  partnerships,  without  audit.  Each
      limited partnership is a general partner in the related Geodyne Production
      Partnership  in which  Geodyne  Resources,  Inc.  serves  as the  managing
      partner.  Unless the context  indicates  otherwise,  all  references  to a
      "Partnership"  or  the   "Partnerships"  are  references  to  the  limited
      partnership and its related production partnership,  collectively, and all
      references to the "General  Partner" are references to the general partner
      of the limited  partnerships  and the managing  partner of the  production
      partnerships,  collectively.  In the opinion of  management  the financial
      statements referred to above include all necessary adjustments, consisting
      of normal recurring adjustments,  to present fairly the combined financial
      position at September 30, 2005, the combined results of operations for the
      three and nine months ended  September 30, 2005 and 2004, and the combined
      cash flows for the nine months ended September 30, 2005 and 2004.

      Information  and  footnote  disclosures  normally  included  in  financial
      statements  prepared in  accordance  with  generally  accepted  accounting
      principles  have been  condensed  or  omitted.  The  accompanying  interim
      financial  statements should be read in conjunction with the Partnerships'
      Annual Report on Form 10-K filed for the year ended December 31, 2004. The
      results of  operations  for the period  ended  September  30, 2005 are not
      necessarily indicative of the results to be expected for the full year.

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





                                      -34-
<PAGE>

      OIL AND GAS PROPERTIES
      ----------------------

      The  Partnerships  follow the successful  efforts method of accounting for
      their oil and gas properties.  Under the successful  efforts  method,  the
      Partnerships  capitalize all property  acquisition  costs and  development
      costs incurred in connection  with the further  development of oil and gas
      reserves.  Property  acquisition  costs  include  costs  incurred  by  the
      Partnerships  or the  General  Partner  to acquire  producing  properties,
      including  related  title  insurance or  examination  costs,  commissions,
      engineering, legal and accounting fees, and similar costs directly related
      to the acquisitions,  plus an allocated portion,  of the General Partner's
      property  screening  costs.  The acquisition  cost to the  Partnerships of
      properties  acquired by the General Partner is adjusted to reflect the net
      cash results of  operations,  including  interest  incurred to finance the
      acquisition, for the period of time the properties are held by the General
      Partner.

      Depletion of the costs of producing oil and gas  properties,  amortization
      of related intangible  drilling and development costs, and depreciation of
      tangible lease and well  equipment are computed on the  unit-of-production
      method.  The  Partnerships'  depletion,   depreciation,  and  amortization
      includes  estimated  dismantlement  and  abandonment  costs and  estimated
      salvage value of the equipment.

      When complete units of depreciable property are retired or sold, the asset
      cost and related accumulated  depreciation are eliminated with any gain or
      loss  (including  the  elimination  of the  asset  retirement  obligation)
      reflected in income. When less than complete units of depreciable property
      are retired or sold, the proceeds are credited to oil and gas properties.

      ACCRUED LIABILITY - OTHER
      -------------------------

      The  Accrued  Liability  -  Other  at  December  31,  2004  for  the  II-A
      Partnership  represents  a charge  accrued  for the  payment of a judgment
      related to plugging liabilities. The decrease in Accrued Liability - Other
      from  December 31, 2004 to September  30, 2005 was due to a ruling made by
      the Texas Supreme Court on April 8, 2005 that the  Partnership did not owe
      this liability.

      ASSET RETIREMENT OBLIGATIONS
      ----------------------------

      The Partnerships' wells must be properly plugged and abandoned after their
      oil and gas reserves are exhausted.  The Partnerships  follow FAS No. 143,
      "Accounting for Asset Retirement Obligations" in accounting for the future
      expenditures  that will be necessary to plug and abandon these wells.  FAS
      No. 143 requires the estimated plugging and abandonment  obligations to be


                                      -35-
<PAGE>

      recognized in the period in which they are incurred (i.e. when the well is
      drilled or acquired)  if a  reasonable  estimate of fair value can be made
      and  to be  capitalized  as  part  of the  carrying  amount  of the  well.
      Estimated abandonment dates will be revised in the future based on changes
      to related  economic lives,  which vary with product prices and production
      costs.  Estimated  plugging costs may also be adjusted to reflect changing
      industry experience.  The Partnerships' asset retirement  obligations were
      revised  upward for the three  months ended  September  30, 2005 due to an
      increase in both the labor and rig costs  associated  with plugging wells.
      Cash flows would not be  affected  until  wells are  actually  plugged and
      abandoned.

      The asset  retirement  obligation will be adjusted upwards each quarter in
      order to recognize accretion of the time-related  discount factor. For the
      nine months ended September 30, 2005, the II-A,  II-B,  II-C,  II-D, II-E,
      II-F,  II-G,  and II-H  Partnerships  recognized  approximately  $139,000,
      $59,000,   $27,000,   $58,000,  $28,000,  $23,000,  $50,000  and  $12,000,
      respectively, of an increase in depreciation,  depletion, and amortization
      expense,  which  was  comprised  of  accretion  of  the  asset  retirement
      obligation  and depletion of the increase in  capitalized  cost of oil and
      gas properties.

      The components of the change in asset retirement obligations for the three
      and nine months ended September 30, 2005 and 2004 are as shown below.

                                II-A Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $400,259          $282,712
      Additions and revisions                    455,395                78
      Accretion expense                           22,249             2,328
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Quarter             $877,903          $285,118
                                                ========          ========


                                      -36-
<PAGE>

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $393,670          $277,914
      Additions and revisions                    455,751                78
      Settlements and disposals                (   1,820)                -
      Accretion expense                           30,302             7,126
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Period              $877,903          $285,118
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 16,851          $ 15,007
      Asset Retirement Obligation -
         Long-Term                               861,052           270,111


                                II-B Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $213,451          $205,612
      Additions and revisions                    151,673                 -
      Accretion expense                            8,229             1,698
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Quarter             $373,353          $207,310
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $210,198          $202,141
      Additions and revisions                    151,673                 -
      Settlements and disposals                (     987)                -
      Accretion expense                           12,469             5,169
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Period              $373,353          $207,310
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 10,432          $ 16,434
      Asset Retirement Obligation -
         Long-Term                               362,921           190,876


                                      -37-
<PAGE>

                                II-C Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $ 74,697           $72,606
      Additions and revisions                     78,750                 -
      Accretion expense                            4,010               671
                                                --------           -------
      Total Asset Retirement,
         Obligation, End of Quarter             $157,457           $73,277
                                                ========           =======



                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $ 73,574           $71,173
      Additions and revisions                     78,918                 -
      Settlements and disposals                (     673)                -
      Accretion expense                            5,638             2,104
                                                --------           -------
      Total Asset Retirement,
         Obligation, End of Period              $157,457           $73,277
                                                ========           =======
      Asset Retirement Obligation -
         Current                                $ 11,137           $10,460
      Asset Retirement Obligation -
         Long-Term                               146,320            62,817


                                II-D Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July  1                    $192,966          $189,766
      Additions and revisions                    204,930                 -
      Accretion expense                           10,394             1,868
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Quarter             $408,290          $191,634
                                                ========          ========

                                      -38-
<PAGE>
                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $187,060          $185,990
      Additions and revisions                    206,692                 -
      Accretion expense                           14,538             5,644
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Period              $408,290          $191,634
                                                ========          ========


      Asset Retirement Obligation -
         Current                                $ 24,499          $ 25,370
      Asset Retirement Obligation -
         Long-Term                               383,791           166,264


                                II-E Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005        9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $104,945          $100,357
      Additions and revisions                    102,471         (     132)
      Accretion expense                            5,289               977
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Quarter             $212,705          $101,202
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $102,444          $ 98,320
      Additions and revisions                    102,712         (     132)
      Accretion expense                            7,549             3,014
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Period              $212,705          $101,202
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  1,198          $ 24,164
      Asset Retirement Obligation -
         Long-Term                               211,507            77,038


                                      -39-
<PAGE>

                                II-F Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $105,266          $100,278
      Additions and revisions                    101,329                 -
      Settlements and disposals                        -         (     322)
      Accretion expense                            5,325             1,028
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Quarter             $211,920          $100,984
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $102,318          $ 98,166
      Additions and revisions                    101,914                 -
      Settlements and disposals                        -         (     322)
      Accretion expense                            7,688             3,140
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Period              $211,920          $100,984
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  4,090          $  5,316
      Asset Retirement Obligation -
         Long-Term                               207,830            95,668


                                II-G Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $224,865          $214,245
      Additions and revisions                    218,530                 -
      Settlements and disposals                        -         (     673)
      Accretion expense                           11,454             2,187
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Quarter             $454,849          $215,759
                                                ========          ========

                                      -40-
<PAGE>

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $218,637          $209,768
      Additions and revisions                    219,756                 -
      Settlements and disposals                        -         (     673)
      Accretion expense                           16,456             6,664
                                                --------          --------
      Total Asset Retirement,
         Obligation, End of Period              $454,849          $215,759
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  8,752          $ 11,648
      Asset Retirement Obligation -
         Long-Term                               446,097           204,111


                                II-H Partnership
                                ----------------

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $ 55,098           $52,511
      Additions and revisions                     53,424                 -
      Settlements and disposals                        -          (    156)
      Accretion expense                            2,823               524
                                                --------           -------
      Total Asset Retirement,
         Obligation, End of Quarter             $111,345           $52,879
                                                ========           =======

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2005         9/30/2004
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $ 53,561           $51,379
      Additions and revisions                     53,708                 -
      Settlements and disposals                        -          (    156)
      Accretion expense                            4,076             1,656
                                                --------           -------
      Total Asset Retirement,
         Obligation, End of Period              $111,345           $52,879
                                                ========           =======
      Asset Retirement Obligation -
         Current                                $  2,113           $ 2,899
      Asset Retirement Obligation -
         Long-Term                               109,232            49,980

                                      -41-
<PAGE>

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

      The Partnerships'  Partnership Agreements provide for reimbursement to the
      General Partner for all direct general and administrative expenses and for
      the general and  administrative  overhead  applicable to the  Partnerships
      based on an allocation of actual costs  incurred.  During the three months
      ended September 30, 2005, the following  payments were made to the General
      Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        ------------------        --------------
               II-A                   $6,401                $127,443
               II-B                    5,115                  95,190
               II-C                    2,951                  40,689
               II-D                    4,627                  82,863
               II-E                    3,727                  60,216
               II-F                    2,815                  45,105
               II-G                    4,917                  97,944
               II-H                    1,978                  24,135

      During the nine months ended  September 30, 2005,  the following  payments
      were made to the General Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        ------------------        --------------
               II-A                  $41,750                $382,329
               II-B                   37,610                 285,570
               II-C                   30,643                 122,067
               II-D                   36,021                 248,589
               II-E                   33,141                 180,648
               II-F                   30,043                 135,315
               II-G                   36,807                 293,832
               II-H                   27,346                  72,405

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

      ACCOUNTS RECEIVABLE - RELATED PARTY
      -----------------------------------

      The Accounts Receivable - Related Party at September 30, 2005 for the II-A
      Partnership  represents oil and gas revenues initially paid directly to an
      affiliate  that  have not been  disbursed  to the II-A  Partnership  as of
      September  30,  2005.  Such amount is  expected to be received  during the
      fourth quarter of 2005.


                                      -42-
<PAGE>
ITEM  2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
          OF OPERATIONS

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

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

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

GENERAL
-------

      The  Partnerships  are engaged in the business of acquiring  and operating
      producing oil and gas properties located in the continental United States.
      In general, a Partnership acquired producing properties and did not engage
      in  development  drilling  or  enhanced  recovery  projects,  except as an
      incidental  part of the management of the producing  properties  acquired.
      Therefore,  the  economic  life  of  each  Partnership,  and  its  related
      Production Partnership, is limited to the period of time required to fully
      produce its acquired oil and gas  reserves.  The net proceeds from the oil
      and gas operations are distributed to the Limited Partners and the General
      Partner  in  accordance  with the terms of the  Partnerships'  partnership
      agreements.

                                      -43-
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

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

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

                 II-A         July 22, 1987               $48,428,300
                 II-B         October 14, 1987             36,171,900
                 II-C         January 14, 1988             15,462,100
                 II-D         May 10, 1988                 31,487,800
                 II-E         September 27, 1988           22,882,100
                 II-F         January 5, 1989              17,140,000
                 II-G         April 10, 1989               37,218,900
                 II-H         May 17, 1989                  9,171,100

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

      Net proceeds from the  operations  less  necessary  operating  capital are
      distributed to the Limited Partners on a quarterly basis. Revenues and net
      proceeds of a Partnership  are largely  dependent  upon the volumes of oil
      and gas sold and the  prices  received  for  such oil and gas.  While  the
      General  Partner cannot predict  future  pricing  trends,  it believes the
      working  capital  available as of  September  30, 2005 and the net revenue
      generated from future operations will provide  sufficient  working capital
      to meet current and future obligations.

      Occasional  expenditures for new wells or well  recompletions or workovers
      may,  however,  reduce  or  eliminate  cash  available  for  a  particular
      quarterly  distribution.  During the nine months ended September 30, 2005,
      capital   expenditures  for  the  II-B  and  II-C   Partnerships   totaled
      approximately $91,000 and $50,000,  respectively.  These expenditures were
      primarily  due to the  recompletion  of the  Berniece  1 well  located  in
      Grayson  County,  Texas.  The  II-B  and  II-C  Partnerships  own  working
      interests of approximately  35.2% and 15.1%,  respectively,  in this well.
      During the nine months ended September 30, 2005, capital  expenditures for
      the II-D Partnership totaled  approximately  $148,000.  These expenditures
      were primarily due to the recompletion of the Blakenship #4-8 well located
      in Fremont County,  Wyoming. The II-D Partnership owns working interest of
      approximately 39.3% in this well. Other capital  expenditures  incurred by
      the Partnerships  during the nine months ended September 30, 2005 and 2004
      were not material to the Partnerships' cash flows.
                                      -44-
<PAGE>
      Pursuant to the terms of the  Partnerships'  partnership  agreements  (the
      "Partnership  Agreements"),  the  Partnerships  would have  terminated  on
      December 31, 2001.  However,  the Partnership  agreements provide that the
      General  Partner  may extend the term of each  Partnership  for up to five
      periods of two years each. As of the date of this  Quarterly  Report,  the
      General Partner has extended the terms of the Partnerships for their third
      two year extension period to December 31, 2007.


CRITICAL ACCOUNTING POLICIES
----------------------------

      The  Partnerships  follow the successful  efforts method of accounting for
      their oil and gas properties.  Under the successful  efforts  method,  the
      Partnerships  capitalize all property  acquisition  costs and  development
      costs incurred in connection  with the further  development of oil and gas
      reserves.  Property  acquisition  costs  include  costs  incurred  by  the
      Partnerships  or the  General  Partner  to acquire  producing  properties,
      including  related  title  insurance or  examination  costs,  commissions,
      engineering, legal and accounting fees, and similar costs directly related
      to the  acquisitions  plus an allocated  portion of the General  Partner's
      property  screening costs. The acquisition cost to the Partnerships of the
      properties  acquired by the General Partner is adjusted to reflect the net
      cash results of  operations,  including  interest  incurred to finance the
      acquisition, for the period of time the properties are held by the General
      Partner.

      Depletion of the cost of producing oil and gas properties, amortization of
      related  intangible  drilling and development  costs,  and depreciation of
      tangible lease and well  equipment are computed on the  unit-of-production
      method.  The  Partnerships'  calculation of depreciation,  depletion,  and
      amortization  includes  estimated  dismantlement and abandonment costs and
      estimated  salvage  value  of  the  equipment.   When  complete  units  of
      depreciable  property  are  retired or sold,  the asset  cost and  related
      accumulated  depreciation  are eliminated with any gain or loss (including
      the elimination of the asset retirement  obligation)  reflected in income.
      When less than complete units of depreciable property are retired or sold,
      the proceeds are credited to oil and gas properties.

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

                                      -45-
<PAGE>
      cash flows from the  properties.  The risk that the  Partnerships  will be
      required to record  impairment  provisions in the future  increases as oil
      and gas prices decrease.

      The Deferred  Charge on the Balance Sheets  represents  costs deferred for
      lease operating  expenses  incurred in connection  with the  Partnerships'
      underproduced gas imbalance positions.  Conversely,  the Accrued Liability
      represents  charges  accrued  for lease  operating  expenses  incurred  in
      connection with the  Partnerships'  overproduced gas imbalance  positions.
      The rate used in calculating the Deferred Charge and Accrued  Liability is
      the annual average production costs per Mcf.

      The Partnerships' oil and condensate production is sold, title passed, and
      revenue  recognized at or near the  Partnerships'  wells under  short-term
      purchase  contracts at prevailing  prices in accordance with  arrangements
      which are customary in the oil and gas industry.  Sales of gas  applicable
      to the Partnerships' 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 Partnerships'  interest in gas reserves.
      During  such  times as a  Partnership's  sales of gas  exceed its pro rata
      ownership  in a well,  such sales are  recorded as revenues  unless  total
      sales from the well have  exceeded  the  Partnership'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 for which the  Partnerships
      are currently settling this liability.  These amounts were recorded as gas
      imbalance  payables  in  accordance  with  the  sales  method.  These  gas
      imbalance  payables  will be  settled  by  either  gas  production  by the
      underproduced  party in excess of current  estimates of total gas reserves
      for the well or by negotiated or contractual  payment to the underproduced
      party.


ASSET RETIREMENT OBLIGATIONS
----------------------------

      The Partnerships' wells must be properly plugged and abandoned after their
      oil and gas reserves are exhausted.  The Partnerships  follow FAS No. 143,
      "Accounting for Asset Retirement Obligations" in accounting for the future
      expenditures  that will be necessary to plug and abandon these wells.  FAS
      No. 143 requires the estimated plugging and abandonment  obligations to be
      recognized in the period in which they are incurred (i.e. when the well is
      drilled or acquired)  if a  reasonable  estimate of fair value can be made
      and to be capitalized as part of the carrying amount of the well.


                                      -46-
<PAGE>
NEW ACCOUNTING PRONOUNCEMENTS
-----------------------------

      The  Partnerships  are  not  aware  of  any  recently  issued   accounting
      pronouncements  that  would  have an  impact on the  Partnerships'  future
      results of operations and financial position.


PROVED RESERVES AND NET PRESENT VALUE
-------------------------------------

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

      The  following  tables   summarize   changes  in  net  quantities  of  the
      Partnerships'  proved  reserves,  all of which are  located  in the United
      States, for the periods  indicated.  The proved reserves were estimated by
      petroleum  engineers  employed by affiliates of the Partnerships,  and are
      annually reviewed by an independent  engineering  firm.  "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. The following
      information includes certain gas balancing adjustments which cause the gas
      volume to differ from the reserve reports prepared by the General Partner.

                                      -47-
<PAGE>
                                II-A Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             640,885        6,276,815
         Production                             ( 15,816)      (  168,702)
         Extensions and discoveries                  187            2,716
         Revisions of previous
            estimates                             37,034          113,517
                                                 -------        ---------

      Proved reserves, March 31, 2005            662,290        6,224,346
         Production                             ( 13,187)      (  161,605)
         Extensions and discoveries                  800           18,941
         Revisions of previous
            estimates                           (    290)         173,417
                                                 -------        ---------

      Proved reserves, June 30, 2005             649,613        6,255,099
         Production                             ( 15,065)      (  154,320)
         Extensions and discoveries                   59            4,581
         Revisions of previous
            estimates                             21,229          190,582
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            655,836        6,295,942
                                                 =======        =========








                                      -48-
<PAGE>
                                II-B Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             464,848        4,820,010
         Production                             ( 11,643)      (  129,650)
         Extensions and discoveries                   64            4,059
         Revisions of previous
            estimates                             22,552           58,832
                                                 -------        ---------

      Proved reserves, March 31, 2005            475,821        4,753,251
         Production                             (  9,816)      (  116,193)
         Extensions and discoveries                   12            9,749
         Revisions of previous
            estimates                           ( 19,347)          33,530
                                                 -------        ---------

      Proved reserves, June 30, 2005             446,670        4,680,337
         Production                             (  9,782)      (  133,131)
         Extensions and discoveries                   11            2,545
         Revisions of previous
            estimates                             25,318           91,575
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            462,217        4,641,326
                                                 =======        =========







                                      -49-
<PAGE>

                                II-C Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             165,761        3,453,278
         Production                             (  4,575)      (   77,808)
         Extension and discoveries                    32            1,854
         Revisions of previous
            estimates                              7,005           47,020
                                                 -------        ---------

      Proved reserves, March 31, 2005            168,223        3,424,344
         Production                             (  3,361)      (   78,411)
         Extension and discoveries                     7            5,875
         Revisions of previous
            estimates                           (  2,175)          38,848
                                                 -------        ---------

      Proved reserves, June 30, 2005             162,694        3,390,656
         Production                             (  3,456)      (   75,921)
         Extension and discoveries                    11           18,247
         Revisions of previous
            estimates                              2,775           87,989
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            162,024        3,420,971
                                                 =======        =========






                                      -50-
<PAGE>
                                II-D Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             187,315        9,092,389
         Production                             (  7,013)      (  185,605)
         Extensions and discoveries                    5           11,470
         Revisions of previous
            estimates                              6,872          164,006
                                                 -------        ---------

      Proved reserves, March 31, 2005            187,179        9,082,260
         Production                             (  4,408)      (  173,273)
         Extensions and discoveries                    4                -
         Revisions of previous
            estimates                           (    718)          79,699
                                                 -------        ---------

      Proved reserves, June 30, 2005             182,057        8,988,686
         Production                             (  5,043)      (  171,734)
         Extensions and discoveries                    6          186,039
         Revisions of previous
            estimates                              4,144          389,471
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            181,164        9,392,462
                                                 =======        =========






                                      -51-
<PAGE>
                                II-E Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             180,202        4,984,738
         Production                             (  5,318)      (   98,896)
         Extensions and discoveries                  186            6,167
         Revisions of previous
            estimates                              7,387           81,303
                                                 -------        ---------

      Proved reserves, March 31, 2005            182,457        4,973,312
         Production                             (  3,842)      (   87,304)
         Extensions and discoveries                  510            3,354
         Revisions of previous
            estimates                              2,368           29,614
                                                 -------        ---------

      Proved reserves, June 30, 2005             181,493        4,918,976
         Production                             (  4,451)      (   94,171)
         Extensions and discoveries                  659            1,317
         Revisions of previous
            estimates                              1,549          174,322
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            179,250        5,000,444
                                                 =======        =========





                                      -52-
<PAGE>

                                II-F Partnership
                               ----------------

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

      Proved reserves, Dec. 31, 2004             341,736        3,712,870
         Production                             (  6,823)      (  104,383)
         Extension and discoveries                   439            7,152
         Revisions of previous
            estimates                              8,721           62,265
                                                 -------        ---------

      Proved reserves, March 31, 2005            344,073        3,677,904
         Production                             (  6,372)      (  103,555)
         Extension and discoveries                 1,245            8,451
         Revisions of previous
            estimates                              7,595           99,991
                                                 -------        ---------

      Proved reserves, June 30, 2005             346,541        3,682,791
         Production                             (  6,361)      (   89,579)
         Extension and discoveries                 1,620              669
         Revisions of previous
            estimates                           (  2,175)          61,050
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            339,625        3,654,931
                                                 =======        =========





                                      -53-
<PAGE>

                                II-G Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             716,461        7,960,566
         Production                             ( 14,304)      (  223,081)
         Extension and discoveries                   921           14,464
         Revisions of previous
            estimates                             18,322          136,471
                                                 -------        ---------

      Proved reserves, March 31, 2005            721,400        7,888,420
         Production                             ( 13,416)      (  198,301)
         Extension and discoveries                 3,508           18,546
         Revisions of previous
            estimates                             15,062          185,201
                                                 -------        ---------

      Proved reserves, June 30, 2005             726,554        7,893,866
         Production                             ( 13,354)      (  213,516)
         Extension and discoveries                 2,484            1,366
         Revisions of previous
            estimates                           (  3,522)         155,581
                                                 -------        ---------

      Proved reserves, Sept. 30, 2005            712,162        7,837,297
                                                 =======        =========





                                      -54-
<PAGE>
                                II-H Partnership
                                ----------------

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

      Proved reserves, Dec. 31, 2004             166,923        1,928,846
         Production                             (  3,322)      (   53,716)
         Extension and discoveries                   213            3,519
         Revisions of previous
            estimates                              4,244           33,734
                                                 -------        ---------

      Proved reserves, March 31, 2005            168,058        1,912,383
         Production                             (  3,074)      (   47,242)
         Extension and discoveries                   603            4,061
         Revisions of previous
            estimates                              3,652           41,465
                                                 -------        ---------
      Proved reserves, June 30, 2005             169,239        1,910,667
         Production                             (  3,085)      (   51,155)
         Extension and discoveries                   844            3,045
         Revisions of previous
            estimates                           (  1,104)          34,976
                                                 -------        ---------
      Proved reserves, Sept. 30, 2005            165,894        1,897,533
                                                 =======        =========

      The  net  present   value  of  the   Partnerships'   reserves  may  change
      dramatically  as oil and gas prices  change or as  volumes  change for the
      reasons  described above.  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.

      The  following  table  indicates  the  estimated  net present value of the
      Partnerships'  proved  reserves as of September  30, 2005,  June 30, 2005,
      March 31, 2005, and December 31, 2004. Net present value  attributable  to
      the  Partnerships'  proved reserves was calculated on the basis of current
      costs  and  prices  as of the date of  estimation.  Such  prices  were not
      escalated except in certain circumstances where escalations were fixed and
      readily  determinable in accordance with applicable  contract  provisions.
      The table  also  indicates  the oil and gas  prices in effect on the dates
      corresponding to the reserve valuations. Changes in the oil and gas prices
      cause the estimates of remaining  economically  recoverable  reserves,  as
      well as the values placed on said  reserves to fluctuate.  The prices used
      in calculating  the net present value  attributable  to the  Partnerships'
      proved reserves do not  necessarily  reflect market prices for oil and gas
      production  subsequent  to September  30, 2005.  There can be no assurance


                                      -55-
<PAGE>
      that  the  prices  used  in  calculating  the  net  present  value  of the
      Partnerships'  proved  reserves at  September  30,  2005 will  actually be
      realized for such production.

                         Net Present Value of Reserves (In 000's)
                      ----------------------------------------------
      Partnership       9/30/05      6/30/05     3/31/05    12/31/04
      -----------       -------      -------     -------    --------
         II-A           $51,084      $28,281     $28,682    $ 22,578
         II-B            36,137       22,017      21,176      16,787
         II-C            24,917       12,581      12,892      10,385
         II-D            62,363       28,119      28,456      23,002
         II-E            30,458       15,942      16,143      13,208
         II-F            28,099       16,225      16,089      13,041
         II-G            59,937       34,443      34,175      27,698
         II-H            14,379        8,194       8,143       6,599

                                    Oil and Gas Prices
                      ----------------------------------------------
        Pricing         9/30/05      6/30/05     3/31/05    12/31/04
      -----------       -------      -------     -------    --------
      Oil (Bbl)         $ 66.21      $ 56.63     $ 55.31    $  43.36
      Gas (Mcf)           15.21         7.07        7.17        6.02


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

      GENERAL DISCUSSION

      The following  general  discussion  should be read in conjunction with the
      analysis of results of operations provided below.

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

      Additionally,  lower oil and  natural  gas prices may reduce the amount of
      oil and gas that is  economic  to produce  and  reduce  the  Partnerships'
      revenues and cash flow.  Various factors beyond the Partnerships'  control
      will affect prices for oil and natural gas, such as:


                                      -56-
<PAGE>
            *     Worldwide and domestic supplies of oil and natural gas;
            *     The ability of the members of the Organization of Petroleum
                  Exporting Countries ("OPEC") to agree to and maintain oil
                  prices and production quotas;
            *     Political  instability  or armed  conflict in  oil-producing
                  regions or around major shipping areas;
            *     The level of consumer demand and overall economic activity;
            *     The competitiveness of alternative fuels;
            *     Weather conditions and the impact of weather-related events;
            *     The availability of pipelines for   transportation;  and
            *     Domestic   and  foreign   government eegulations and taxes.

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

      In addition to pricing, the level of net revenues is also highly dependent
      upon the total  volumes of oil and natural gas sold.  Oil and gas reserves
      are depleting  assets and will experience  production  declines over time,
      thereby  likely  resulting in reduced net  revenues.  Despite this general
      trend of declining  production,  several  factors can cause the volumes of
      oil and gas sold to increase or  decrease at an even  greater  rate over a
      given  period.  These  factors  include,  but  are  not  limited  to,  (i)
      geophysical  conditions  which  cause an  acceleration  of the  decline in
      production,  (ii) the  shutting in of wells (or the opening of  previously
      shut-in wells) due to low oil and gas prices (or high oil and gas prices),
      mechanical   difficulties,   loss  of  a  market  or  transportation,   or
      performance of workovers,  recompletions, or other operations in the well,
      (iii) prior period volume  adjustments  (either positive or negative) made
      by the  purchasers  of  the  production,  (iv)  ownership  adjustments  in
      accordance  with  agreements  governing  the operation or ownership of the
      well (such as  adjustments  that occur at payout),  and (v)  completion of
      enhanced recovery projects which increase production for the well. Many of
      these  factors  are very  significant  as related  to a single  well or as
      related  to many wells over a short  period of time.  However,  due to the
      large  number  of  wells  owned by the  Partnerships,  these  factors  are
      generally  not material as compared to the normal  declines in  production
      experienced on all remaining wells.

                                      -57-
<PAGE>
      II-A PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                   2005             2004
                                                ----------       ----------
      Oil and gas sales                         $2,048,071       $1,504,390
      Oil and gas production expenses           $  432,336       $  331,420
      Barrels produced                              15,065           15,639
      Mcf produced                                 154,320          152,494
      Average price/Bbl                         $    58.29       $    41.38
      Average price/Mcf                         $     7.58       $     5.62

      As shown in the table above,  total oil and gas sales  increased  $543,681
      (36.1%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $255,000  and  $302,000,  respectively,  were  related to increases in the
      average prices of oil and gas sold and (ii) $10,000 related to an increase
      in volumes of gas sold.  Volumes of oil sold decreased 574 barrels,  while
      volumes  of gas  sold  increased  1,826  Mcf for the  three  months  ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004.  The  increase  in  volumes  of gas  sold was  primarily  due to (i)
      positive prior period volume  adjustments made by the operators on several
      wells during the three months ended  September 30, 2005,  (ii) an increase
      in production on two significant  wells following the successful  workover
      of those wells during mid 2004,  and (iii) the  successful  completion  of
      several new wells during late 2004 and early 2005.  These  increases  were
      partially offset by normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $100,916 (30.4%) for the three months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several wells during the three months ended  September  30, 2005,  (ii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales, and (iii) positive prior period lease operating expense adjustments
      made on several  other wells during the three months ended  September  30,
      2005. These increases were partially offset by workover  expenses incurred
      on several  wells during the three months ended  September  30, 2004. As a
      percentage of oil and gas sales, these expenses decreased to 21.1% for the
      three  months  ended  September  30, 2005 from 22.0% for the three  months
      ended September 30, 2004.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $123,538 (262.0%) for the three months ended September 30, 2005
      as compared to the three months ended September 30, 2004. Of this increase

                                      -58-
<PAGE>

      (i)  approximately   $98,000  was  due  to  the  depletion  of  additional
      capitalized  costs of oil and gas  properties  as a result  of the  upward
      revision in the  estimate of the asset  retirement  obligations,  of which
      approximately  $63,000 was related to previously fully depleted wells, and
      (ii) approximately  $18,000 was due to accretion of these additional asset
      retirement obligations. As a percentage of oil and gas sales, this expense
      increased to 8.3% for the three months ended  September 30, 2005 from 3.1%
      for the three months ended September 30, 2004.  This  percentage  increase
      was primarily due to the dollar increase in depreciation,  depletion,  and
      amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 6.5% for the three months ended
      September  30, 2005 from 8.9% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Nine Months Ended September 30,
                                           -------------------------------
                                                   2005             2004
                                                ----------       ----------
      Oil and gas sales                         $5,483,417       $4,345,158
      Oil and gas production expenses           $1,170,747       $1,061,680
      Barrels produced                              44,068           50,491
      Mcf produced                                 484,627          494,755
      Average price/Bbl                         $    52.46       $    35.72
      Average price/Mcf                         $     6.54       $     5.14

      As shown in the table above, total oil and gas sales increased  $1,138,259
      (26.2%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended  September  30, 2004.  Of this  increase,  approximately
      $738,000  and  $682,000,  respectively,  were  related to increases in the
      average prices of oil and gas sold.  These increases were partially offset
      by decreases of approximately $230,000 and $52,000, respectively,  related
      to decreases  in volumes of oil and gas sold.  Volumes of oil and gas sold
      decreased 6,423 barrels and 10,128 Mcf, respectively,  for the nine months
      ended  September  30, 2005 as compared to the nine months ended  September
      30,  2004.  The decrease in volumes of oil sold was  primarily  due to (i)
      normal  declines in  production  and (ii) a negative  prior period  volume
      adjustment  made by the operator on one  significant  well during the nine
      months ended  September 30, 2005.  The decrease in volumes of gas sold was
      primarily  due  to  (i)  normal   declines  in  production  and  (ii)  the
      shutting-in of one significant well during late 2004 and early 2005 due to
      a transportation  problem associated with line pressure. As of the date of
      this Quarterly Report, the shut-in well has returned to production.  These

                                      -59-
<PAGE>
      decreases  were  partially  offset by (i)  positive  prior  period  volume
      adjustments  made by the operators on several wells during the nine months
      ended   September  30,  2005,  (ii)  an  increase  in  production  on  two
      significant wells following the successful  workover of those wells during
      mid 2004, and (iii) the successful  completion of several new wells during
      late 2004 and early 2005.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $109,067  (10.3%) for the nine months ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several  wells during the nine months ended  September  30, 2005,  (ii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales, and (iii) positive prior period lease operating expense adjustments
      made on several  other wells  during the nine months ended  September  30,
      2005.  These  increases  were  partially  offset by (i) workover  expenses
      incurred on several wells during the nine months ended  September 30, 2004
      and (ii) a reversal  during the nine months  ended  September  30, 2005 of
      approximately  $27,000 of a charge previously accrued for a judgment. As a
      percentage of oil and gas sales, these expenses decreased to 21.4% for the
      nine months ended  September 30, 2005 from 24.4% for the nine months ended
      September  30, 2004.  This  percentage  decrease was  primarily due to the
      increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $154,516  (107.5%) for the nine months ended September 30, 2005
      as compared to the nine months ended  September 30, 2004. Of this increase
      (i)  approximately   $98,000  was  due  to  the  depletion  of  additional
      capitalized  costs of oil and gas  properties  as a result  of the  upward
      revision in the  estimate of the asset  retirement  obligations,  of which
      approximately  $63,000 was related to previously fully depleted wells, and
      (ii) approximately  $18,000 was due to accretion of these additional asset
      retirement  obligations.  This  increase  was also due to an  increase  in
      depletable  oil  and  gas  properties  during  2005  primarily  due to the
      recompletion  of one  significant  well.  As a  percentage  of oil and gas
      sales,  this expense increased to 5.4% for the nine months ended September
      30, 2005 from 3.3% for the nine months  ended  September  30,  2004.  This
      percentage   increase  was  primarily  due  to  the  dollar   increase  in
      depreciation, depletion, and amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 7.7% for the nine months  ended
      September 30, 2005 from 9.8% for the nine months ended September 30, 2004.
      This percentage  decrease was primarily due to the increase in oil and gas
      sales.

                                      -60-
<PAGE>

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $63,883,357  or 131.91% of Limited  Partners'  capital
      contributions.

      II-B PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                   2005             2004
                                                ----------       ----------
      Oil and gas sales                         $1,540,789       $1,116,621
      Oil and gas production expenses           $  324,918       $  247,402
      Barrels produced                               9,782           10,226
      Mcf produced                                 133,131          113,757
      Average price/Bbl                         $    59.05       $    43.73
      Average price/Mcf                         $     7.23       $     5.88

      As shown in the table above,  total oil and gas sales  increased  $424,168
      (38.0%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $150,000  and  $180,000,  respectively,  were  related to increases in the
      average  prices of oil and gas sold and (ii)  $114,000  was  related to an
      increase  in  volumes  of gas  sold.  Volumes  of oil sold  decreased  444
      barrels,  while  volumes  of gas sold  increased  19,374 Mcf for the three
      months  ended  September  30, 2005 as compared to the three  months  ended
      September 30, 2004.  The increase in volumes of gas sold was primarily due
      to a positive prior period volume  adjustment  made by the operator on one
      significant  well during the three months ended September 30, 2005,  which
      increase was partially offset by normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $77,516  (31.3%) for the three months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several wells during the three months ended September 30, 2005 and (ii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales. These increases were partially offset by workover expenses incurred
      on two significant wells during the three months ended September 30, 2004.
      As a percentage of oil and gas sales,  these  expenses  decreased to 21.1%
      for the three  months  ended  September  30, 2005 from 22.2% for the three
      months ended September 30, 2004.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $57,593  (141.3%) for the three months ended September 30, 2005
      as compared to the three months ended September 30, 2004. Of this increase
      (i)  approximately   $46,000  was  due  to  the  depletion  of  additional

                                      -61-
<PAGE>
      capitalized  costs of oil and gas  properties  as a result  of the  upward
      revision in the  estimate of the asset  retirement  obligations,  of which
      approximately  $36,000 was related to previously fully depleted wells, and
      (ii)  approximately  $6,000 was due to accretion of these additional asset
      retirement  obligations.  This  increase  was also due to an  increase  in
      depletable  oil  and  gas  properties  during  2005  primarily  due to the
      recompletion  of one  significant  well.  As a  percentage  of oil and gas
      sales, this expense increased to 6.4% for the three months ended September
      30, 2005 from 3.6% for the three months  ended  September  30, 2004.  This
      percentage   increase  was  primarily  due  to  the  dollar   increase  in
      depreciation, depletion, and amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 6.5% for the three months ended
      September  30, 2005 from 9.0% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                            Nine Months Ended September 30,
                                            -------------------------------
                                                   2005             2004
                                                ----------       ----------
      Oil and gas sales                         $4,030,598       $3,194,701
      Oil and gas production expenses           $  885,390       $  789,481
      Barrels produced                              31,241           32,500
      Mcf produced                                 378,974          393,129
      Average price/Bbl                         $    51.91       $    37.25
      Average price/Mcf                         $     6.36       $     5.05

      As shown in the table above,  total oil and gas sales  increased  $835,897
      (26.2%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended  September  30, 2004.  Of this  increase,  approximately
      $458,000  and  $496,000,  respectively,  were  related to increases in the
      average prices of oil and gas sold.  Volumes of oil and gas sold decreased
      1,259  barrels and 14,155  Mcf,  respectively,  for the nine months  ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $95,909  (12.1%) for the nine months  ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several wells during the nine months ended  September 30, 2005 and (ii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales. These increases were partially offset by workover expenses incurred

                                      -62-
<PAGE>
      on several other wells during the nine months ended September 30, 2004. As
      a percentage of oil and gas sales,  these expenses  decreased to 22.0% for
      the nine months  ended  September  30, 2005 from 24.7% for the nine months
      ended September 30, 2004.  This  percentage  decrease was primarily due to
      the increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased $107,429 (95.1%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This increase was
      primarily due to an increase in depletable oil and gas  properties  during
      2005  primarily due to the  recompletion  of one  significant  well.  This
      increase was also due to increases of (i) approximately $46,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations,  of which  approximately  $36,000 was  related to  previously
      fully depleted wells,  and (ii)  approximately  $6,000 due to accretion of
      these additional asset retirement obligations.  As a percentage of oil and
      gas  sales,  this  expense  increased  to 5.5% for the nine  months  ended
      September 30, 2005 from 3.5% for the nine months ended September 30, 2004.
      This  percentage  increase  was  primarily  due to the dollar  increase in
      depreciation, depletion, and amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 8.0% for the nine months  ended
      September  30, 2005 from 10.1% for the nine  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $45,929,916  or 126.98% of Limited  Partners'  capital
      contributions.

      II-C PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                    2005             2004
                                                  --------         --------
      Oil and gas sales                           $752,178         $525,483
      Oil and gas production expenses             $149,132         $105,948
      Barrels produced                               3,456            3,587
      Mcf produced                                  75,921           65,885
      Average price/Bbl                           $  59.20         $  44.23
      Average price/Mcf                           $   7.21         $   5.57

      As shown in the table above,  total oil and gas sales  increased  $226,695
      (43.1%) for the three months ended  September  30, 2005 as compared to the

                                      -63-
<PAGE>
      three months ended September 30, 2004. Of this increase, approximately (i)
      $52,000 and  $125,000,  respectively,  were  related to  increases  in the
      average  prices of oil and gas sold and (ii)  $56,000  was  related  to an
      increase  in  volumes  of gas  sold.  Volumes  of oil sold  decreased  131
      barrels,  while  volumes  of gas sold  increased  10,036 Mcf for the three
      months  ended  September  30, 2005 as compared to the three  months  ended
      September 30, 2004.  The increase in volumes of gas sold was primarily due
      to (i) the first receipt of revenues on one  significant  well during late
      2004  and (ii) a  positive  prior  period  volume  adjustment  made by the
      operator  on  another  significant  well  during  the three  months  ended
      September  30,  2005.  These  increases  were  partially  offset by normal
      declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $43,184  (40.8%) for the three months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several wells during the three months ended September 30, 2005 and (ii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  decreased to
      19.8% for the three  months  ended  September  30, 2005 from 20.2% for the
      three months ended September 30, 2004.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $25,744  (160.7%) for the three months ended September 30, 2005
      as compared to the three months ended September 30, 2004. Of this increase
      (i)  approximately   $21,000  was  due  to  the  depletion  of  additional
      capitalized  costs of oil and gas  properties  as a result  of the  upward
      revision in the  estimate of the asset  retirement  obligations,  of which
      approximately  $15,000 was related to previously fully depleted wells, and
      (ii)  approximately  $3,000 was due to accretion of these additional asset
      retirement  obligations.  This  increase  was also due to an  increase  in
      depletable  oil  and  gas  properties  during  2005  primarily  due to the
      recompletion  of one  significant  well.  As a  percentage  of oil and gas
      sales, this expense increased to 5.6% for the three months ended September
      30, 2005 from 3.0% for the three months  ended  September  30, 2004.  This
      percentage   increase  was  primarily  due  to  the  dollar   increase  in
      depreciation, depletion, and amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 5.8% for the three months ended
      September  30, 2005 from 8.3% for the three  months  ended  September  30,
      2004. This  percentage  decrease was primarily due the increase in oil and
      gas sales.

                                      -64-
<PAGE>
      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Nine Months Ended September 30,
                                           -------------------------------
                                                     2005           2004
                                                  ----------     ----------
      Oil and gas sales                           $2,054,452     $1,542,920
      Oil and gas production expenses             $  379,923     $  361,653
      Barrels produced                                11,392         11,787
      Mcf produced                                   232,140        224,855
      Average price/Bbl                           $    51.47     $    37.21
      Average price/Mcf                           $     6.32     $     4.91

      As shown in the table above,  total oil and gas sales  increased  $511,532
      (33.2%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended September 30, 2004. Of this increase,  approximately (i)
      $162,000  and  $328,000,  respectively,  were  related to increases in the
      average  prices of oil and gas sold and (ii)  $36,000  was  related  to an
      increase  in  volumes  of gas  sold.  Volumes  of oil sold  decreased  395
      barrels, while volumes of gas sold increased 7,285 Mcf for the nine months
      ended  September  30, 2005 as compared to the nine months ended  September
      30, 2004. The increase in volumes of gas sold was primarily due to (i) the
      first receipt of revenues on one significant well during late 2004, (ii) a
      positive  prior period volume  adjustment  made by the operator on another
      significant  well during the nine months ended  September  30,  2005,  and
      (iii) an increase in  production  on several  wells due to the  successful
      workovers of those wells during late 2004 and early 2005.  These increases
      were  partially  offset by (i) normal  declines  in  production,  (ii) the
      shutting-in of one significant well during late 2004 and early 2005 due to
      a  transportation  problem  associated  with  line  pressure,  and (iii) a
      positive  prior period volume  adjustment  made by the operator on another
      significant  well during the nine months ended  September  30, 2004. As of
      the date of this  Quarterly  Report,  the  shut-in  well has  returned  to
      production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $18,270  (5.1%) for the nine  months  ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004.  This  increase was  primarily  due to (i) an increase in production
      taxes  associated with the increase in oil and gas sales and (ii) workover
      expenses  incurred on several wells during the nine months ended September
      30, 2005.  These  increases  were  partially  offset by workover  expenses
      incurred on several other wells during the nine months ended September 30,
      2004. As a percentage of oil and gas sales,  these  expenses  decreased to
      18.5% for the nine months ended September 30, 2005 from 23.4% for the nine
      months ended September 30, 2004.  This  percentage  decrease was primarily
      due to the increase in oil and gas sales.
                                      -65-
<PAGE>
      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $35,725 (64.9%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This increase was
      primarily due to an increase in depletable oil and gas  properties  during
      2005  primarily due to the  recompletion  of one  significant  well.  This
      increase was also due to increases of (i) approximately $21,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations,  of which  approximately  $15,000 was  related to  previously
      fully depleted wells,  and (ii)  approximately  $3,000 due to accretion of
      these  additional  asset  retirement  obligations.  These  increases  were
      partially offset by (i) upward revisions in the estimates of remaining gas
      reserves  on one  significant  well since  September  30,  2004,  (ii) the
      receipt of equipment  credits on an abandoned  well during the nine months
      ended  September  30,  2005,  and (iii) one  significant  well being fully
      depleted  during the nine months ended  September 30, 2004 due to the lack
      of remaining reserves.  As a percentage of oil and gas sales, this expense
      increased to 4.4% for the nine months ended  September  30, 2005 from 3.6%
      for the nine months ended September 30, 2004. This percentage increase was
      primarily  due to the dollar  increase  in  depreciation,  depletion,  and
      amortization of oil and gas properties.

      General and  administrative  expenses increased $1,572 (1.0%) for the nine
      months  ended  September  30, 2005 as  compared  to the nine months  ended
      September 30, 2004. As a percentage of oil and gas sales,  these  expenses
      decreased to 7.4% for the nine months ended  September  30, 2005 from 9.8%
      for the nine months ended September 30, 2004. This percentage decrease was
      primarily due to the increase in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $21,695,686  or 140.32% of Limited  Partners'  capital
      contributions.















                                      -66-
<PAGE>
      II-D PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                   2005             2004
                                                ----------       ----------
      Oil and gas sales                         $1,523,262       $1,091,156
      Oil and gas production expenses           $  309,242       $  232,355
      Barrels produced                               5,043            6,060
      Mcf produced                                 171,734          164,451
      Average price/Bbl                         $    56.83       $    40.58
      Average price/Mcf                         $     7.20       $     5.14

      As shown in the table above,  total oil and gas sales  increased  $432,106
      (39.6%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $82,000 and  $354,000,  respectively,  were  related to  increases  in the
      average  prices of oil and gas sold and (ii)  $37,000  was  related  to an
      increase in volumes of gas sold.  These increases were partially offset by
      a decrease of  approximately  $41,000  related to a decrease in volumes of
      oil sold.  Volumes of oil sold decreased  1,017 barrels,  while volumes of
      gas sold increased 7,283 Mcf for the three months ended September 30, 2005
      as compared to the three months ended  September 30, 2004. The decrease in
      volumes of oil sold was primarily due to (i)  production  difficulties  on
      one significant  well during the three months ended September 30, 2005 and
      (ii) normal  declines in  production.  The increase in volumes of gas sold
      was  primarily  due to (i) an  increase  in  production  on several  wells
      following  successful  workovers of those wells during late 2004 and early
      2005,  (ii) the first receipt of revenues on one  significant  well during
      late 2004, and (iii) a positive prior period volume adjustment made by the
      operator  on  another  significant  well  during  the three  months  ended
      September  30,  2005.  These  increases  were  partially  offset by normal
      declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $76,887  (33.1%) for the three months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004.  This  increase was  primarily  due to (i) an increase in production
      taxes  associated with the increase in oil and gas sales and (ii) workover
      expenses incurred on several wells during the three months ended September
      30, 2005. As a percentage of oil and gas sales,  these expenses  decreased
      to 20.3% for the three months ended  September 30, 2005 from 21.3% for the
      three months ended September 30, 2004.

                                      -67-
<PAGE>
      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $45,371  (128.5%) for the three months ended September 30, 2005
      as compared to the three months ended September 30, 2004. Of this increase
      (i)  approximately   $41,000  was  due  to  the  depletion  of  additional
      capitalized  costs of oil and gas  properties  as a result  of the  upward
      revision in the  estimate of the asset  retirement  obligations,  of which
      approximately  $25,000 was related to previously fully depleted wells, and
      (ii)  approximately  $8,000 was due to accretion of these additional asset
      retirement  obligations.  This  increase  was also due to an  increase  in
      depletable  oil  and  gas  properties  during  2005  primarily  due to the
      recompletion  of two  significant  wells.  These  increases were partially
      offset by upward  revisions in the  estimates  of  remaining  gas reserves
      since  September  30,  2004.  As a percentage  of oil and gas sales,  this
      expense  increased to 5.3% for the three months ended  September  30, 2005
      from 3.2% for the three months ended  September 30, 2004.  This percentage
      increase  was  primarily  due  to the  dollar  increase  in  depreciation,
      depletion, and amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 5.7% for the three months ended
      September  30, 2005 from 8.0% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                            Nine Months Ended September 30,
                                            -------------------------------
                                                    2005            2004
                                                 ----------      ----------
      Oil and gas sales                          $4,242,627      $3,199,311
      Oil and gas production expenses            $  867,865      $  790,781
      Barrels produced                               16,464          19,304
      Mcf produced                                  530,612         500,745
      Average price/Bbl                          $    49.80      $    36.17
      Average price/Mcf                          $     6.45      $     4.99

      As shown in the table above, total oil and gas sales increased  $1,043,316
      (32.6%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended September 30, 2004. Of this increase,  approximately (i)
      $224,000  and  $773,000,  respectively,  were  related to increases in the
      average  prices of oil and gas sold and (ii)  $149,000  was  related to an
      increase in volumes of gas sold.  These increases were partially offset by
      a decrease of  approximately  $103,000 related to a decrease in volumes of
      oil sold.  Volumes of oil sold decreased  2,840 barrels,  while volumes of
      gas sold increased 29,867 Mcf for the nine months ended September 30, 2005
      as compared to the nine months ended  September 30, 2004.  The decrease in
                                      -68-
<PAGE>
      volumes of oil sold was primarily due to (i) normal declines in production
      and (ii) production  difficulties on one significant  well during the nine
      months ended  September 30, 2005.  The increase in volumes of gas sold was
      primarily due to (i) an increase in production on several wells  following
      successful  workovers  of those wells  during late 2004 and early 2005 and
      (ii) the first  receipt of  revenues on one  significant  well during late
      2004.  These increases were partially offset by the shutting-in of another
      significant  well during late 2004 and early 2005 due to a  transportation
      problem  associated  with line pressure.  As of the date of this Quarterly
      Report, the shut-in well has returned to production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $77,084  (9.7%) for the nine  months  ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004.  This  increase was  primarily  due to (i) an increase in production
      taxes  associated with the increase in oil and gas sales and (ii) workover
      expenses  incurred on several wells during the nine months ended September
      30, 2005.  These  increases  were  partially  offset by workover  expenses
      incurred on several other wells during the nine months ended September 30,
      2004. As a percentage of oil and gas sales,  these  expenses  decreased to
      20.5% for the nine months ended September 30, 2005 from 24.7% for the nine
      months ended September 30, 2004.  This  percentage  decrease was primarily
      due to the increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $42,253 (25.8%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This decrease was
      primarily  due to (i) upward  revisions in the  estimates of remaining gas
      reserves since September 30, 2004,  (ii) the receipt of equipment  credits
      on an abandoned well during the nine months ended  September 30, 2005, and
      (iii) one  significant  well being fully  depleted  during the nine months
      ended  September  30, 2004 due to the lack of  remaining  reserves.  These
      decreases  were  partially  offset  by (i) an  increase  of  approximately
      $41,000 due to the  depletion of additional  capitalized  costs of oil and
      gas  properties as a result of the upward  revision in the estimate of the
      asset retirement  obligations,  of which approximately $25,000 was related
      to previously  fully  depleted  wells,  (ii) an increase of  approximately
      $8,000 due to accretion of these additional asset retirement  obligations,
      and (iii) an increase in  depletable  oil and gas  properties  during 2005
      primarily  due  to  the  recompletion  of  two  significant  wells.  As  a
      percentage  of oil and gas sales,  this expense  decreased to 2.9% for the
      nine months ended  September  30, 2005 from 5.1% for the nine months ended
      September 30, 2004. This percentage  decrease was primarily due to (i) the
      dollar decrease in  depreciation,  depletion,  and amortization of oil and
      gas  properties  and (ii)  increases in the average  prices of oil and gas
      sold.

                                      -69-
<PAGE>
      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 6.7% for the nine months  ended
      September 30, 2005 from 8.9% for the nine months ended September 30, 2004.
      This percentage  decrease was primarily due to the increase in oil and gas
      sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $45,238,903  or 143.67% of Limited  Partners'  capital
      contributions.

      II-E PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                  2005               2004
                                                --------           --------
      Oil and gas sales                         $966,956           $708,149
      Oil and gas production expenses           $191,043           $158,993
      Barrels produced                             4,451              4,080
      Mcf produced                                94,171            108,497
      Average price/Bbl                         $  59.36           $  40.59
      Average price/Mcf                         $   7.46           $   5.00

      As shown in the table above,  total oil and gas sales  increased  $258,807
      (36.5%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $84,000 and  $232,000,  respectively,  were  related to  increases  in the
      average  prices of oil and gas sold and (ii)  $15,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $72,000  related to a decrease in volumes of
      gas sold. Volumes of oil sold increased 371 barrels,  while volumes of gas
      sold decreased 14,326 Mcf for the three months ended September 30, 2005 as
      compared to the three months  ended  September  30, 2004.  The increase in
      volumes of oil sold was  primarily due to (i) an increase in production on
      two significant  wells  following the successful  workovers of those wells
      during late 2004 and early 2005 and (ii) the successful  completion of two
      new wells  during  late  2004.  The  decrease  in  volumes of gas sold was
      primarily due to (i) normal declines in production and (ii) positive prior
      period volume  adjustments made by the operators on two significant  wells
      during the three months ended September 30, 2004.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $32,050  (20.2%) for the three months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several wells during the three months ended September 30, 2005 and (ii) an

                                      -70-
<PAGE>
      increase in production  taxes  associated with the increase in oil and gas
      sales. These increases were partially offset by workover expenses incurred
      on several  other wells during the three months ended  September 30, 2004.
      As a percentage of oil and gas sales,  these  expenses  decreased to 19.8%
      for the three  months  ended  September  30, 2005 from 22.5% for the three
      months ended September 30, 2004.  This  percentage  decrease was primarily
      due to the increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased $15,212 (36.6%) for the three months ended September 30, 2005 as
      compared to the three months ended  September  30, 2004.  Of this increase
      (i)  approximately   $20,000  was  due  to  the  depletion  of  additional
      capitalized  costs of oil and gas  properties  as a result  of the  upward
      revision in the  estimate of the asset  retirement  obligations,  of which
      approximately  $8,000 was related to previously  fully depleted wells, and
      (ii)  approximately  $4,000 was due to accretion of these additional asset
      retirement  obligations.  This  increase  was also due to an  increase  in
      depletable  oil  and  gas  properties  during  2005  primarily  due to the
      recompletion  of one  significant  well.  These  increases  were partially
      offset by (i) upward  revisions in the estimates of remaining gas reserves
      since  September 30, 2004 and (ii) the decrease in volumes of gas sold. As
      a percentage of oil and gas sales,  this expense remained constant at 5.9%
      for the three months ended September 30, 2005 and 2004.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 6.6% for the three months ended
      September  30, 2005 from 9.0% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Nine Months Ended September 30,
                                           -------------------------------
                                                    2005            2004
                                                 ----------      ----------
      Oil and gas sales                          $2,510,259      $2,127,571
      Oil and gas production expenses            $  500,238      $  469,099
      Barrels produced                               13,611          13,672
      Mcf produced                                  280,371         325,509
      Average price/Bbl                          $    51.53      $    35.99
      Average price/Mcf                          $     6.45      $     5.02

      As shown in the table above,  total oil and gas sales  increased  $382,688
      (18.0%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended  September  30, 2004.  Of this  increase,  approximately
      $212,000  and  $400,000,  respectively,  were  related to increases in the
      average prices of oil and gas sold.  These increases were partially offset
                                      -71-
<PAGE>
      by decreases of approximately $2,000 and $227,000,  respectively,  related
      to decreases  in volumes of oil and gas sold.  Volumes of oil and gas sold
      decreased  61 barrels  and 45,138 Mcf,  respectively,  for the nine months
      ended  September  30, 2005 as compared to the nine months ended  September
      30,  2004.  The decrease in volumes of oil sold was  primarily  due to (i)
      negative  prior period  volume  adjustments  made by the  operators on two
      significant wells during the nine months ended September 30, 2005 and (ii)
      normal declines in production.  These decreases were substantially  offset
      by (i) positive prior period volume  adjustments  made by the operators on
      several wells during the nine months ended  September  30, 2005,  (ii) the
      successful  completion  of two new wells  during  late 2004,  and (iii) an
      increase in production on one  significant  well  following the successful
      workover  of that well during  late 2004.  The  decrease in volumes of gas
      sold was  primarily  due to (i) normal  declines in  production,  (ii) the
      shutting-in of one significant well during late 2004 and early 2005 due to
      a  transportation  problem  associated  with  line  pressure,  and (iii) a
      negative  prior period volume  adjustment  made by the operator on another
      significant  well during the nine months ended  September  30, 2005. As of
      the date of this  Quarterly  Report,  the  shut-in  well has  returned  to
      production. These decreases were partially offset by positive prior period
      volume  adjustments made by the operators on several wells during the nine
      months ended September 30, 2005.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $31,139  (6.6%) for the nine  months  ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004. This increase was primarily due to (i) workover expenses incurred on
      several wells during the nine months ended  September 30, 2005 and (ii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales. These increases were partially offset by workover expenses incurred
      on several other wells during the nine months ended September 30, 2004. As
      a percentage of oil and gas sales,  these expenses  decreased to 19.9% for
      the nine months  ended  September  30, 2005 from 22.0% for the nine months
      ended September 30, 2004.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $93,966 (40.8%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This decrease was
      primarily due to (i) one significant  well being fully depleted during the
      nine  months  ended  September  30,  2004  due to the  lack  of  remaining
      reserves, (ii) upward revisions in the estimates of remaining gas reserves
      since  September  30, 2004,  and (iii) the decreases in volumes of oil and
      gas sold.  These  decreases  were  partially  offset by an increase of (i)
      approximately $20,000 due to the depletion of additional capitalized costs
      of oil and gas  properties  as a  result  of the  upward  revision  in the
      estimate  of the  asset  retirement  obligations,  of which  approximately
      $8,000  was  related  to  previously   fully  depleted  wells,   and  (ii)
                                      -72-
<PAGE>
      approximately $4,000 due to accretion of these additional asset retirement
      obligations.  As a percentage of oil and gas sales, this expense decreased
      to 5.4% for the nine months  ended  September  30, 2005 from 10.8% for the
      nine months  ended  September  30,  2004.  This  percentage  decrease  was
      primarily  due to the dollar  decrease  in  depreciation,  depletion,  and
      amortization of oil and gas properties.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 8.5% for the nine months  ended
      September  30, 2005 from 10.1% for the nine  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $31,489,574  or 137.62% of Limited  Partners'  capital
      contributions.

      II-F PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                   2005              2004
                                                ----------         --------
      Oil and gas sales                         $1,020,162         $758,316
      Oil and gas production expenses           $  149,215         $170,638
      Barrels produced                               6,361            5,762
      Mcf produced                                  89,579          113,565
      Average price/Bbl                         $    58.50         $  39.44
      Average price/Mcf                         $     7.23         $   4.68

      As shown in the table above,  total oil and gas sales  increased  $261,846
      (34.5%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $121,000  and  $229,000,  respectively,  were  related to increases in the
      average  prices of oil and gas sold and (ii)  $24,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $112,000 related to a decrease in volumes of
      gas sold. Volumes of oil sold increased 599 barrels,  while volumes of gas
      sold decreased 23,986 Mcf for the three months ended September 30, 2005 as
      compared to the three months  ended  September  30, 2004.  The increase in
      volumes of oil sold was primarily due to (i) the successful  completion of
      two new wells  during late 2004,  (ii) an increase  in  production  on one
      significant  well  following the  successful  workover of that well during
      late 2004, and (iii) a positive prior period volume adjustment made by the
      operator  on  another  significant  well  during  the three  months  ended
      September 30, 2005.  The decrease in volumes of gas sold was primarily due
      to (i) normal declines in production and (ii) positive prior period volume

                                      -73-
<PAGE>

      adjustments made by the operators on several wells during the three months
      ended September 30, 2004

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $21,423  (12.6%) for the three months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004.  The decrease in  production  expenses was primarily due to workover
      expenses  incurred on two significant  wells during the three months ended
      September 30, 2004. This decrease was partially  offset by (i) an increase
      in production  taxes associated with the increase in oil and gas sales and
      (ii) workover  expenses  incurred on several wells during the three months
      ended  September  30, 2005.  As a percentage  of oil and gas sales,  these
      expenses  decreased to 14.6% for the three months ended September 30, 2005
      from 22.5% for the three months ended  September 30, 2004. This percentage
      decrease was primarily due to the increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $58,344 (56.8%) for the three months ended September 30, 2005 as
      compared to the three months ended  September 30, 2004.  This decrease was
      primarily due to (i) one significant  well being fully depleted during the
      three  months  ended  September  30,  2004  due to the  lack of  remaining
      reserves  and (ii) the  decrease in volumes of gas sold.  These  decreases
      were partially offset by increases of (i) approximately $15,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations, of which approximately $8,000 was related to previously fully
      depleted wells,  and (ii)  approximately  $4,000 due to accretion of these
      additional  asset retirement  obligations.  As a percentage of oil and gas
      sales, this expense decreased to 4.4% for the three months ended September
      30, 2005 from 13.6% for the three months ended  September  30, 2004.  This
      percentage  decrease  was  primarily  due to (i) the  dollar  decrease  in
      depreciation,  depletion,  and  amortization of oil and gas properties and
      (ii) the increases in the average prices of oil and gas sold.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 4.7% for the three months ended
      September  30, 2005 from 6.3% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.



                                      -74-
<PAGE>
      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                            Nine Months Ended September 30,
                                            -------------------------------
                                                    2005            2004
                                                 ----------      ----------
      Oil and gas sales                          $2,837,237      $2,227,315
      Oil and gas production expenses            $  409,718      $  412,543
      Barrels produced                               19,556          19,282
      Mcf produced                                  297,517         328,327
      Average price/Bbl                          $    50.50      $    34.58
      Average price/Mcf                          $     6.22      $     4.75

      As shown in the table above,  total oil and gas sales  increased  $609,922
      (27.4%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended September 30, 2004. Of this increase,  approximately (i)
      $311,000  and  $436,000,  respectively,  were  related to increases in the
      average  prices  of oil and gas sold and (ii)  $9,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $146,000 related to a decrease in volumes of
      gas sold. Volumes of oil sold increased 274 barrels,  while volumes of gas
      sold decreased  30,810 Mcf for the nine months ended September 30, 2005 as
      compared to the nine months  ended  September  30,  2004.  The increase in
      volumes of oil sold was primarily due to (i) positive  prior period volume
      adjustments  made by the operators on several wells during the nine months
      ended September 30, 2005, (ii) the successful  completion of two new wells
      during late 2004,  and (iii) an increase in production on one  significant
      well  following  the  successful  workover  of that well during late 2004.
      These  increases  were  partially  offset by (i) a negative  prior  period
      volume  adjustment made by the operator on one significant well during the
      nine months ended  September 30, 2005,  (ii) positive  prior period volume
      adjustments  made by the operators on several wells during the nine months
      ended  September 30, 2004, and (iii) normal  declines in  production.  The
      decrease in volumes of gas sold was primarily  due to (i) normal  declines
      in production,  (ii) a negative prior period volume adjustment made by the
      operator on one  significant  well during the nine months ended  September
      30, 2005, and (iii) positive prior period volume  adjustments  made by the
      operators  on several  wells during the nine months  ended  September  30,
      2004.  These  decreases  were  partially  offset by positive  prior period
      volume adjustments made by the operators on several other wells during the
      nine months ended September 30, 2005.

      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) remained  relatively  constant for the nine months ended
      September  30, 2005 and 2004.  A decrease  primarily  due to (i)  workover
      expenses  incurred on several wells during the nine months ended September
      30, 2004 and (ii) the receipt of ad valorem tax credits on one significant
      well during the nine months  ended  September  30, 2005 was  substantially
                                      -75-
<PAGE>
      offset by (i) an increase in production taxes associated with the increase
      in oil and gas sales,  (ii)  workover  expenses  incurred on several other
      wells  during the nine  months  ended  September  30,  2005,  and (iii) an
      increase in salt water disposal  expenses incurred on one significant well
      during the nine months  ended  September  30, 2005 as compared to the nine
      months ended  September  30, 2004.  As a percentage  of oil and gas sales,
      these expenses  decreased to 14.4% for the nine months ended September 30,
      2005  from  18.5% for the nine  months  ended  September  30,  2004.  This
      percentage  decrease  was  primarily  due to the  increase  in oil and gas
      sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $53,589 (34.1%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This decrease was
      primarily due to (i) one significant  well being fully depleted during the
      nine months ended September 30, 2004 due to the lack of remaining reserves
      and (ii) the  decrease  in  volumes  of gas  sold.  These  decreases  were
      partially  offset by  increases  of (i)  approximately  $15,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations, of which approximately $8,000 was related to previously fully
      depleted wells,  and (ii)  approximately  $4,000 due to accretion of these
      additional  asset retirement  obligations.  As a percentage of oil and gas
      sales,  this expense decreased to 3.7% for the nine months ended September
      30, 2005 from 7.1% for the nine months  ended  September  30,  2004.  This
      percentage  decrease  was  primarily  due to (i) the  dollar  decrease  in
      depreciation,  depletion,  and  amortization of oil and gas properties and
      (ii) the increases in the average prices of oil and gas sold.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 5.8% for the nine months  ended
      September 30, 2005 from 7.4% for the nine months ended September 30, 2004.
      This percentage  decrease was primarily due to the increase in oil and gas
      sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $26,581,051  or 155.08% of Limited  Partners'  capital
      contributions.



                                      -76-
<PAGE>
      II-G PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                   2005             2004
                                                ----------       ----------
      Oil and gas sales                         $2,307,415       $1,607,190
      Oil and gas production expenses           $  328,610       $  363,542
      Barrels produced                              13,354           12,081
      Mcf produced                                 213,516          241,799
      Average price/Bbl                         $    58.56       $    39.43
      Average price/Mcf                         $     7.14       $     4.68

      As shown in the table above,  total oil and gas sales  increased  $700,225
      (43.6%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $255,000  and  $527,000,  respectively,  were  related to increases in the
      average  prices of oil and gas sold and (ii)  $50,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $132,000 related to a decrease in volumes of
      gas sold.  Volumes of oil sold increased  1,273 barrels,  while volumes of
      gas sold  decreased  28,283 Mcf for the three months ended  September  30,
      2005 as  compared  to the three  months  ended  September  30,  2004.  The
      increase in volumes of oil sold were  primarily due to (i) the  successful
      completion  of two  new  wells  during  late  2004,  (ii) an  increase  in
      production on one  significant  well following the successful  workover of
      that well  during  late 2004,  and (iii) a positive  prior  period  volume
      adjustment  made by the  operator on another  significant  well during the
      three months ended September 30, 2005. The decrease in volumes of gas sold
      was primarily due to (i) normal  declines in production  and (ii) positive
      prior period  volume  adjustments  made by the  operators on several wells
      during the three months ended September 30, 2004.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $34,932  (9.6%) for the three  months ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004. This decrease was primarily due to workover expenses incurred on two
      significant  wells during the three months ended  September 30, 2004. This
      decrease  was  partially  offset by (i) an  increase in  production  taxes
      associated  with the  increase  in oil and gas  sales  and  (ii)  workover
      expenses incurred on several wells during the three months ended September
      30, 2005. As a percentage of oil and gas sales,  these expenses  decreased
      to 14.2% for the three months ended  September 30, 2005 from 22.6% for the
      three  months  ended  September  30, 2004.  This  percentage  decrease was
      primarily due to the increase in oil and gas sales.
                                      -77-
<PAGE>
      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $138,402  (59.3%) for the three months ended September 30, 2005
      as compared to the three months ended  September  30, 2004.  This decrease
      was primarily due to (i) one significant  well being fully depleted during
      the three  months  ended  September  30, 2004 due to the lack of remaining
      reserves  and (ii) the  decrease in volumes of gas sold.  These  decreases
      were partially offset by increases of (i) approximately $32,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations,  of which  approximately  $17,000 was  related to  previously
      fully depleted wells,  and (ii)  approximately  $9,000 due to accretion of
      these additional asset retirement obligations.  As a percentage of oil and
      gas sales,  this  expense  decreased  to 4.1% for the three  months  ended
      September  30, 2005 from 14.5% for the three  months ended  September  30,
      2004.  This  percentage  decrease  was  primarily  due to (i)  the  dollar
      decrease  in  depreciation,  depletion,  and  amortization  of oil and gas
      properties and (ii) increases in the average prices of oil and gas sold.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 4.5% for the three months ended
      September  30, 2005 from 6.4% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                            Nine Months Ended September 30,
                                            -------------------------------
                                                    2005            2004
                                                 ----------      ----------
      Oil and gas sales                          $6,041,256      $4,731,606
      Oil and gas production expenses            $  893,752      $  883,595
      Barrels produced                               41,074          40,419
      Mcf produced                                  634,898         698,661
      Average price/Bbl                          $    50.53      $    34.58
      Average price/Mcf                          $     6.25      $     4.77

      As shown in the table above, total oil and gas sales increased  $1,309,650
      (27.7%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended September 30, 2004. Of this increase,  approximately (i)
      $655,000  and  $936,000,  respectively,  were  related to increases in the
      average  prices of oil and gas sold and (ii)  $23,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $304,000 related to a decrease in volumes of
      gas sold. Volumes of oil sold increased 655 barrels,  while volumes of gas
      sold decreased  63,763 Mcf for the nine months ended September 30, 2005 as
      compared to the nine months  ended  September  30,  2004.  The increase in
                                      -78-
<PAGE>
      volumes of oil sold was primarily due to (i) positive  prior period volume
      adjustments  made by the operators on several wells during the nine months
      ended September 30, 2005, (ii) the successful  completion of two new wells
      during late 2004,  and (iii) an increase in production on one  significant
      well  following  the  successful  workover  of that well during late 2004.
      These  increases  were  partially  offset by (i) a negative  prior  period
      volume  adjustment made by the operator on one significant well during the
      nine months ended  September 30, 2005,  (ii) positive  prior period volume
      adjustments  made by the operators on several wells during the nine months
      ended  September 30, 2004, and (iii) normal  declines in  production.  The
      decrease in volumes of gas sold was primarily  due to (i) normal  declines
      in production,  (ii) a negative prior period volume adjustment made by the
      operator on one  significant  well during the nine months ended  September
      30, 2005, and (iii) positive prior period volume  adjustments  made by the
      operators  on several  wells during the nine months  ended  September  30,
      2004.  These  decreases  were  partially  offset by positive  prior period
      volume adjustments made by the operators on several other wells during the
      nine months ended September 30, 2005.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $10,157  (1.1%) for the nine  months  ended
      September  30, 2005 as compared to the nine  months  ended  September  30,
      2004.  This  increase was  primarily  due to (i) an increase in production
      taxes  associated  with the increase in oil and gas sales,  (ii)  workover
      expenses  incurred on several wells during the nine months ended September
      30, 2005, and (iii) an increase in salt water disposal  expenses  incurred
      on one significant well during the nine months ended September 30, 2005 as
      compared to the nine months ended September 30, 2004. These increases were
      partially offset by (i) workover  expenses incurred on several other wells
      during the nine months ended September 30, 2004 and (ii) the receipt of ad
      valorem tax credits on one  significant  well during the nine months ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      decreased to 14.8% for the nine months ended September 30, 2005 from 18.7%
      for the nine months ended September 30, 2004. This percentage decrease was
      primarily due to the increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $125,412 (35.8%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This decrease was
      primarily due to (i) one significant  well being fully depleted during the
      nine months ended September 30, 2004 due to the lack of remaining reserves
      and (ii) the  decrease  in  volumes  of gas  sold.  These  decreases  were
      partially  offset by (i) an increase of  approximately  $32,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations,  of which  approximately  $17,000 was  related to  previously
      fully  depleted  wells,  (ii) an increase of  approximately  $9,000 due to
                                      -79-
<PAGE>
      accretion of these additional asset retirement obligations,  and (iii) one
      significant  well  being  fully  depleted  during  the nine  months  ended
      September 30, 2005 due to the lack of remaining reserves.  As a percentage
      of oil and gas sales,  this expense  decreased to 3.7% for the nine months
      ended September 30, 2005 from 7.4% for the nine months ended September 30,
      2004.  This  percentage  decrease  was  primarily  due to (i)  the  dollar
      decrease  in  depreciation,  depletion,  and  amortization  of oil and gas
      properties  and (ii) the  increases  in the average  prices of oil and gas
      sold.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 5.5% for the nine months  ended
      September 30, 2005 from 7.0% for the nine months ended September 30, 2004.
      This percentage  decrease was primarily due to the increase in oil and gas
      sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $55,606,371  or 149.40% of Limited  Partners'  capital
      contributions.

      II-H PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2005 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Three Months Ended September 30,
                                           --------------------------------
                                                  2005               2004
                                                --------           --------
      Oil and gas sales                         $546,763           $381,538
      Oil and gas production expenses           $ 79,151           $ 86,955
      Barrels produced                             3,085              2,808
      Mcf produced                                51,155             57,858
      Average price/Bbl                         $  58.43           $  39.40
      Average price/Mcf                         $   7.16           $   4.68

      As shown in the table above,  total oil and gas sales  increased  $165,225
      (43.3%) for the three months ended  September  30, 2005 as compared to the
      three months ended September 30, 2004. Of this increase, approximately (i)
      $58,000 and  $127,000,  respectively,  were  related to  increases  in the
      average  prices of oil and gas sold and (ii)  $11,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $31,000  related to a decrease in volumes of
      gas sold. Volumes of oil sold increased 277 barrels,  while volumes of gas
      sold decreased  6,703 Mcf for the three months ended September 30, 2005 as
      compared to the three months  ended  September  30, 2004.  The increase in
      volumes of oil sold was primarily due to (i) the successful  completion of
      two new wells  during late 2004,  (ii) an increase  in  production  on one
      significant  well  following the  successful  workover of that well during
      late 2004, and (iii) a positive prior period volume adjustment made by the
                                      -80-
<PAGE>
      operator on one  significant  well during the three months ended September
      30,  2005.  The decrease in volumes of gas sold was  primarily  due to (i)
      normal  declines in  production  and (ii)  positive  prior  period  volume
      adjustments made by the operators on several wells during the three months
      ended September 30, 2004.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $7,804  (9.0%) for the three  months  ended
      September  30, 2005 as compared to the three  months ended  September  30,
      2004. This decrease was primarily due to workover expenses incurred on two
      significant  wells during the three months ended  September 30, 2004. This
      decrease  was  partially  offset by (i) an  increase in  production  taxes
      associated  with the  increase  in oil and gas  sales  and  (ii)  workover
      expenses incurred on several wells during the three months ended September
      30, 2005. As a percentage of oil and gas sales,  these expenses  decreased
      to 14.5% for the three months ended  September 30, 2005 from 22.8% for the
      three  months  ended  September  30, 2004.  This  percentage  decrease was
      primarily due to the increase in oil and gas sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $32,869 (59.1%) for the three months ended September 30, 2005 as
      compared to the three months ended  September 30, 2004.  This decrease was
      primarily due to (i) one significant  well being fully depleted during the
      three  months  ended  September  30,  2004  due to the  lack of  remaining
      reserves  and (ii) the  decrease in volumes of gas sold.  These  decreases
      were partially offset by increases of (i) approximately  $8,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations, of which approximately $4,000 was related to previously fully
      depleted wells,  and (ii)  approximately  $2,000 due to accretion of these
      additional  asset retirement  obligations.  As a percentage of oil and gas
      sales, this expense decreased to 4.2% for the three months ended September
      30, 2005 from 14.6% for the three months ended  September  30, 2004.  This
      percentage  decrease  was  primarily  due to (i) the  dollar  decrease  in
      depreciation,  depletion,  and  amortization of oil and gas properties and
      (ii) the increases in the average prices of oil and gas sold.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2005 and 2004. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 4.8% for the three months ended
      September  30, 2005 from 6.8% for the three  months  ended  September  30,
      2004.  This  percentage  decrease was primarily due to the increase in oil
      and gas sales.

                                      -81-
<PAGE>
      NINE MONTHS  ENDED  SEPTEMBER  30, 2005  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2004.

                                           Nine Months Ended September 30,
                                           -------------------------------
                                                    2005            2004
                                                 ----------      ----------
      Oil and gas sales                          $1,431,686      $1,129,619
      Oil and gas production expenses            $  213,385      $  213,320
      Barrels produced                                9,481           9,384
      Mcf produced                                  152,113         168,703
      Average price/Bbl                          $    50.49      $    34.58
      Average price/Mcf                          $     6.27      $     4.77

      As shown in the table above,  total oil and gas sales  increased  $302,067
      (26.7%) for the nine months  ended  September  30, 2005 as compared to the
      nine months ended September 30, 2004. Of this increase,  approximately (i)
      $151,000  and  $227,000,  respectively,  were  related to increases in the
      average  prices  of oil and gas sold and (ii)  $3,000  was  related  to an
      increase in volumes of oil sold.  These increases were partially offset by
      a decrease of  approximately  $79,000  related to a decrease in volumes of
      gas sold.  Volumes of oil sold increased 97 barrels,  while volumes of gas
      sold decreased  16,590 Mcf for the nine months ended September 30, 2005 as
      compared to the nine months  ended  September  30,  2004.  The increase in
      volumes of oil sold was primarily due to (i) positive  prior period volume
      adjustments  made by the operators on several wells during the nine months
      ended September 30, 2005, (ii) the successful  completion of two new wells
      during late 2004,  and (iii) an increase in production on one  significant
      well  following  the  successful  workover  of that well during late 2004.
      These  increases  were  partially  offset by (i) a negative  prior  period
      volume adjustment made by the operator on another  significant well during
      the nine months ended  September  30,  2005,  (ii)  positive  prior period
      volume  adjustments made by the operators on several wells during the nine
      months ended  September 30, 2004, and (iii) normal declines in production.
      The  decrease  in  volumes  of gas sold was  primarily  due to (i)  normal
      declines in  production,  (ii) a negative  prior period volume  adjustment
      made by the operator on one significant  well during the nine months ended
      September 30, 2005,  and (iii)  positive  prior period volume  adjustments
      made by the  operators  on  several  wells  during the nine  months  ended
      September 30, 2004.  These  decreases  were  partially  offset by positive
      prior period  volume  adjustments  made by the  operators on several other
      wells during the nine months ended September 30, 2005.

      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) remained  relatively  constant for the nine months ended
      September  30, 2005 and 2004.  A decrease  primarily  due to (i)  workover
      expenses  incurred on several wells during the nine months ended September
      30, 2004 and (ii) the receipt of ad valorem tax credits on one significant
                                    -82-
<PAGE>
      well during the nine months  ended  September  30, 2005 was  substantially
      offset by (i) an increase in production taxes associated with the increase
      in oil and gas sales,  (ii)  workover  expenses  incurred on several other
      wells  during the nine  months  ended  September  30,  2005,  and (iii) an
      increase in salt water disposal  expenses incurred on one significant well
      during the nine months  ended  September  30, 2005 as compared to the nine
      months ended  September  30, 2004.  As a percentage  of oil and gas sales,
      these expenses  decreased to 14.9% for the nine months ended September 30,
      2005  from  18.9% for the nine  months  ended  September  30,  2004.  This
      percentage  decrease  was  primarily  due to the  increase  in oil and gas
      sales.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $29,899 (35.7%) for the nine months ended September 30, 2005 as
      compared to the nine months ended  September  30, 2004.  This decrease was
      primarily due to (i) one significant  well being fully depleted during the
      nine months ended September 30, 2004 due to the lack of remaining reserves
      and (ii) the  decrease  in  volumes  of gas  sold.  These  decreases  were
      partially  offset by (i) an  increase of  approximately  $8,000 due to the
      depletion of additional  capitalized  costs of oil and gas properties as a
      result of the upward  revision  in the  estimate  of the asset  retirement
      obligations, of which approximately $4,000 was related to previously fully
      depleted wells, (ii) an increase of approximately  $2,000 due to accretion
      of  these  additional  asset   retirement   obligations,   and  (iii)  one
      significant  well  being  fully  depleted  during  the nine  months  ended
      September 30, 2005 due to the lack of remaining reserves.  As a percentage
      of oil and gas sales,  this expense  decreased to 3.8% for the nine months
      ended September 30, 2005 from 7.4% for the nine months ended September 30,
      2004.  This  percentage  decrease  was  primarily  due to (i)  the  dollar
      decrease  in  depreciation,  depletion,  and  amortization  of oil and gas
      properties  and (ii) the  increases  in the average  prices of oil and gas
      sold.

      General and  administrative  expenses increased $1,283 (1.3%) for the nine
      months  ended  September  30, 2005 as  compared  to the nine months  ended
      September 30, 2004. As a percentage of oil and gas sales,  these  expenses
      decreased to 7.0% for the nine months ended  September  30, 2005 from 8.7%
      for the nine months ended September 30, 2004. This percentage decrease was
      primarily due to the increase in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2005  totaling  $12,918,364  or 140.86% of Limited  Partners'  capital
      contributions.

                                      -83-
<PAGE>
ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK

            The Partnerships do not hold any market risk sensitive instruments.

ITEM 4.     CONTROLS AND PROCEDURES

            As of the end of the period  covered by this report,  the  principal
            executive  officer and  principal  financial  officer  conducted  an
            evaluation of the Partnerships'  disclosure  controls and procedures
            (as defined in Rules  13a-15(e) and 15d-15(e)  under the  Securities
            and Exchange Act of 1934).  Based on this evaluation,  such officers
            concluded that the Partnerships'  disclosure controls and procedures
            are effective to ensure that information required to be disclosed by
            the  Partnerships  in  reports  filed  under  the  Exchange  Act  is
            recorded, processed,  summarized, and reported accurately and within
            the time periods specified in the Securities and Exchange Commission
            rules and forms.















                                      -84-
<PAGE>
                                PART II. OTHER INFORMATION


ITEM 6.    EXHIBITS

            31.1  Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-A Partnership.

            31.2  Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-A Partnership.

            31.3  Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-B Partnership.

            31.4  Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-B Partnership.

            31.5  Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-C Partnership.

            31.6  Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-C Partnership.

                                      -85-
<PAGE>
            31.7  Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-D Partnership.

            31.8  Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-D Partnership.

            31.9  Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-E Partnership.

            31.10 Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-E Partnership.

            31.11 Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-F Partnership.

            31.12 Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-F Partnership.

            31.13 Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-G Partnership.

            31.14 Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-G Partnership.

            31.15 Certification   by   Dennis   R.   Neill   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-H Partnership.

            31.16 Certification   by   Craig   D.   Loseke   required   by  Rule
                  13a-14(a)/15d-14(a) for the II-H Partnership.

            32.1  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-A Partnership.

            32.2  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-B Partnership.

            32.3  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-C Partnership.

                                      -86-
<PAGE>
            32.4  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-D Partnership.

            32.5  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-E Partnership.

            32.6  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-F Partnership.

            32.7  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-G Partnership.

            32.8  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted
                  pursuant to Section 906 of the  Sarbanes-Oxley Act of 2002 for
                  the II-H Partnership.
















                                      -87-
<PAGE>
                                   SIGNATURES

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


                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                      GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H

                                    (Registrant)

                                    BY:   GEODYNE RESOURCES, INC.

                                          General Partner


Date:  November 14, 2005            By:       /s/Dennis R. Neill
                                       --------------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             President


Date:  November 14, 2005            By:      /s/Craig D. Loseke
                                       --------------------------------
                                            (Signature)
                                            Craig D. Loseke
                                            Chief Accounting Officer


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<PAGE>

                                INDEX TO EXHIBITS
                                -----------------

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

31.1  Certification by Dennis R. Neill required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-A.

31.2  Certification by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-A.

31.3  Certification by Dennis R. Neill required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-B.

31.4  Certification by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-B.

31.5  Certification by Dennis R. Neill required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-C.

31.6  Certification by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-C.

31.7  Certification by Dennis R. Neill required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-D.

31.8  Certification by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-D.

31.9  Certification by Dennis R. Neill required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-E.

31.10 Certification by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-E.

31.11 Certification by Dennis R. Neill required by Rule  13a-14(a)/15d-14(a) for
      the Geodyne Energy Income Limited Partnership II-F.

31.12 Certification  by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a)for
      the Geodyne Energy Income Limited Partnership II-F.

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<PAGE>
31.13  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)for
       the Geodyne Energy Income Limited Partnership II-G.

31.14  Certification by Craig D. Loseke required by Rule 13a-14(a)/15d-14(a)for
       the Geodyne Energy Income Limited Partnership II-G.

31.15  Certification by Dennis R. Neill required by Rule 13a-14(a)/15d-14(a)for
       the Geodyne Energy Income Limited Partnership II-H.

31.16  Certification by Craig D. Loseke required by Rule  13a-14(a)/15d-14(a)for
       the Geodyne Energy Income Limited Partnership II-H.

32.1   Certification  pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
       Section  906 of the  Sarbanes-Oxley Act of 2002  for the  Geodyne  Energy
       Income Limited Partnership II-A.

32.2  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-B.

32.3  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-C.

32.4  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-D.

32.5  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-E.

32.6  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-F.

32.7  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-G.

32.8  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
      Section  906 of the  Sarbanes-Oxley  Act of 2002  for the  Geodyne  Energy
      Income Limited Partnership II-H.

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