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 June 30, 1998

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




                                       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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  816,601        $  830,584
   Accounts receivable:
      Oil and gas sales                          576,132           837,560
      Other (Note 3)                           1,710,190            20,975
                                              ----------        ----------
        Total current assets                  $3,102,923        $1,689,119

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               4,504,319         4,894,853

DEFERRED CHARGE                                  911,041           911,041
                                              ----------        ----------
                                              $8,518,283        $7,495,013
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  107,828        $  233,246
   Gas imbalance payable                         142,043           142,043
                                              ----------        ----------
        Total current liabilities             $  249,871        $  375,289

ACCRUED LIABILITY                             $  157,050        $  157,050

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  317,783)      ($  387,587)
   Limited Partners, issued and
      outstanding, 484,283 units               8,429,145         7,350,261
                                              ----------        ----------
        Total Partners' capital               $8,111,362        $6,962,674
                                              ----------        ----------
                                              $8,518,283        $7,495,013
                                              ==========        ==========



         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  896,499        $1,508,683
   Interest income                                10,141            10,074
   Gain on sale of oil and
      gas properties                             205,857            57,024
   Contract settlement income                  1,710,190                 -
                                              ----------        ----------
                                              $2,822,687        $1,575,781

COSTS AND EXPENSES:
   Lease operating                            $  284,930        $  431,151
   Production tax                                 56,315            83,728
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 162,901           192,985
   General and administrative
      (Note 2)                                   136,112           163,724
                                              ----------        ----------
                                              $  640,258        $  871,588
                                              ----------        ----------

NET INCOME                                    $2,182,429        $  704,193
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  115,130        $   42,425
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $2,067,299        $  661,768
                                              ==========        ==========
NET INCOME per unit                           $     4.27        $     1.37
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $1,932,820        $3,023,880
   Interest income                                18,604            17,027
   Gain on sale of oil and
      gas properties                             652,721            57,024
   Contract settlement income                  1,710,190                 -
                                              ----------        ----------
                                              $4,314,335        $3,097,931

COSTS AND EXPENSES:
   Lease operating                            $  596,845        $  726,363
   Production tax                                115,073           180,088
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 323,497           389,667
   Impairment provision                                -           684,276
   General and administrative
      (Note 2)                                   305,348           327,310
                                              ----------        ----------
                                              $1,340,763        $2,307,704
                                              ----------        ----------

NET INCOME                                    $2,973,572        $  790,227
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  160,688        $   81,618
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $2,812,884        $  708,609
                                              ==========        ==========
NET INCOME per unit                           $     5.81        $     1.46
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)
                                                 1998              1997
                                              ----------        ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $2,973,572        $  790,227
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               323,497           389,667
      Impairment provision                             -           684,276
      Gain on sale of oil and gas
        properties                           (   652,721)      (    57,024)
      Decrease in accounts receivable -
        oil and gas sales                        261,428           230,648
      Increase in accounts receivable -
        General Partner                                -       (    45,411)
      Increase in accounts receivable -
        other                                ( 1,689,215)                -
      Decrease in accounts payable           (   125,418)      (    82,810)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $1,091,143        $1,909,573
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   17,847)      ($   75,753)
   Proceeds from sale of oil and
      gas properties                             737,605            64,558
                                              ----------        ----------
Net cash provided (used) by
   investing activities                       $  719,758       ($   11,195)
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,824,884)      ($1,943,195)
                                              ----------        ----------
Net cash used by financing activities        ($1,824,884)      ($1,943,195)
                                              ----------        ----------
NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($   13,983)      ($   44,817)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           830,584           875,918
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  816,601        $  831,101
                                              ==========        ==========

         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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  343,723        $  644,574
   Accounts receivable:
      Oil and gas sales                          421,863           565,152
      Other (Note 3)                           2,793,295                 -
                                              ----------        ----------
        Total current assets                  $3,558,881        $1,209,726

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               2,862,850         3,035,158

DEFERRED CHARGE                                  169,811           169,811
                                              ----------        ----------
                                              $6,591,542        $4,414,695
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   77,180        $  141,754
   Gas imbalance payable                          24,671            24,671
                                              ----------        ----------
        Total current liabilities             $  101,851        $  166,425

ACCRUED LIABILITY                             $   88,519        $   88,519

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  171,679)      ($  305,223)
   Limited Partners, issued and
      outstanding, 361,719 units               6,572,851         4,464,974
                                              ----------        ----------
        Total Partners' capital               $6,401,172        $4,159,751
                                              ----------        ----------
                                              $6,591,542        $4,414,695
                                              ==========        ==========


         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  634,517        $  980,036
   Interest income                                 4,099             5,927
   Gain on sale of oil and
      gas properties                               5,491            50,476
   Contract settlement income                  2,793,295                 -
                                              ----------        ----------
                                              $3,437,402        $1,036,439

COSTS AND EXPENSES:
   Lease operating                            $  168,679        $  271,921
   Production tax                                 42,520            57,004
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  97,349           122,525
   General and administrative
      (Note 2)                                   103,080           130,090
                                              ----------        ----------
                                              $  411,628        $  581,540
                                              ----------        ----------

NET INCOME                                    $3,025,774        $  454,899
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  154,978        $   27,350
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $2,870,796        $  427,549
                                              ==========        ==========
NET INCOME per unit                           $     7.93        $     1.18
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $1,429,973        $2,059,385
   Interest income                                 9,685             9,991
   Gain on sale of oil and
      gas properties                              63,175            50,476
   Contract settlement income                  2,793,295                 -
                                              ----------        ----------
                                              $4,296,128        $2,119,852

COSTS AND EXPENSES:
   Lease operating                            $  420,017        $  479,879
   Production tax                                 85,832           129,692
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 200,971           261,856
   Impairment provision                                -           530,988
   General and administrative
      (Note 2)                                   229,906           257,538
                                              ----------        ----------
                                              $  936,726        $1,659,953
                                              ----------        ----------

NET INCOME                                    $3,359,402        $  459,899
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  175,525        $   54,209
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $3,183,877        $  405,690
                                              ==========        ==========
NET INCOME per unit                           $     8.80        $     1.12
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

                                                 1998              1997
                                              ----------        ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $3,359,402        $  459,899
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               200,971           261,856
      Impairment provision                             -           530,988
      Gain on sale of oil and gas
        properties                           (    63,175)      (    50,476)
      Decrease in accounts receivable -
        oil and gas sales                        143,289           148,704
      Increase in accounts receivable -
        General Partner                                -       (    50,278)
      Increase in accounts receivable -
        other                                ( 2,793,295)                -
      Decrease in accounts payable           (    64,574)      (   102,287)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $  782,618        $1,198,406
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   40,233)      ($    1,043)
   Proceeds from sale of oil and
      gas properties                              74,745            51,441
                                              ----------        ----------
Net cash provided by investing
   activities                                 $   34,512        $   50,398
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,117,981)      ($1,336,177)
                                              ----------        ----------
Net cash used by financing activities        ($1,117,981)      ($1,336,177)
                                              ----------        ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($  300,851)      ($   87,373)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           644,574           569,257
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  343,723        $  481,884
                                              ==========        ==========
         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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  178,199        $  358,095
   Accounts receivable:
      Oil and gas sales                          189,917           273,399
      Other (Note 3)                           1,197,148             1,931
                                              ----------        ----------
        Total current assets                  $1,565,264        $  633,425

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,489,044         1,667,269

DEFERRED CHARGE                                  139,621           139,621
                                              ----------        ----------
                                              $3,193,929        $2,440,315
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   27,307        $   33,293
   Gas imbalance payable                          22,563            22,563
                                              ----------        ----------
        Total current liabilities             $   49,870        $   55,856

ACCRUED LIABILITY                             $   49,647        $   49,647

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   72,510)      ($  123,277)
   Limited Partners, issued and
      outstanding, 154,621 units               3,166,922         2,458,089
                                              ----------        ----------
        Total Partners' capital               $3,094,412        $2,334,812
                                              ----------        ----------
                                              $3,193,929        $2,440,315
                                              ==========        ==========


         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  274,090          $427,984
   Interest income                                 3,773             3,155
   Gain on sale of oil and
      gas properties                               5,331            90,348
   Contract settlement income                  1,197,148                 -
                                              ----------          --------
                                              $1,480,342          $521,487

COSTS AND EXPENSES:
   Lease operating                            $   71,017          $106,476
   Production tax                                 19,503            28,957
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  50,005            50,034
   General and administrative
      (Note 2)                                    44,521            56,221
                                              ----------          --------
                                              $  185,046          $241,688
                                              ----------          --------

NET INCOME                                    $1,295,296          $279,799
                                              ==========          ========
GENERAL PARTNER - NET INCOME                  $   66,576          $ 15,834
                                              ==========          ========
LIMITED PARTNERS - NET INCOME                 $1,228,720          $263,965
                                              ==========          ========
NET INCOME per unit                           $     7.95          $   1.71
                                              ==========          ========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  642,625        $  942,166
   Interest income                                 7,110             5,771
   Gain on sale of oil and
      gas properties                             198,858            90,348
   Contract settlement income                  1,197,148                 -
                                              ----------        ----------
                                              $2,045,741        $1,038,285

COSTS AND EXPENSES:
   Lease operating                            $  160,081        $  198,414
   Production tax                                 42,741            64,823
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 109,598           106,929
   Impairment provision                                -            66,617
   General and administrative
      (Note 2)                                    98,730           110,732
                                              ----------        ----------
                                              $  411,150        $  547,515
                                              ----------        ----------

NET INCOME                                    $1,634,591        $  490,770
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   85,758        $   31,192
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,548,833        $  459,578
                                              ==========        ==========
NET INCOME per unit                           $    10.02        $     2.97
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)
                                                 1998              1997
                                              ----------        ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $1,634,591          $490,770
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               109,598           106,929
      Impairment provision                             -            66,617
      Gain on sale of oil and gas
        properties                           (   198,858)        (  90,348)
      Decrease in accounts receivable -
        oil and gas sales                         83,482            90,554
      Increase in accounts receivable -
        General Partner                                -         (  32,946)
      Increase in accounts receivable -
        other                                ( 1,195,217)                -
      Decrease in accounts payable           (     5,986)        (  35,689)
                                              ----------          --------
Net cash provided by operating
   activities                                 $  427,610          $595,887
                                              ----------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   14,789)        ($  2,567)
   Proceeds from sale of oil and
      gas properties                             282,274           130,310
                                              ----------          --------
Net cash provided by investing
   activities                                 $  267,485          $127,743
                                              ----------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($  874,991)        ($762,923)
                                              ----------          --------
Net cash used by financing activities        ($  874,991)        ($762,923)
                                              ----------          --------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($  179,896)        ($ 39,293)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           358,095           387,334
                                              ----------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  178,199          $348,041
                                              ==========          ========

         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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  467,207        $1,151,142
   Accounts receivable:
      Oil and gas sales                          409,057           646,750
      Other (Note 3)                           3,033,283            20,267
                                              ----------        ----------
        Total current assets                  $3,909,547        $1,818,159

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               3,016,528         3,417,760

DEFERRED CHARGE                                  544,345           544,345
                                              ----------        ----------
                                              $7,470,420        $5,780,264
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   80,842        $   86,058
   Gas imbalance payable                         107,004           107,004
                                              ----------        ----------
        Total current liabilities             $  187,846        $  193,062

ACCRUED LIABILITY                             $  239,083        $  239,083

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   96,040)      ($  224,003)
   Limited Partners, issued and
      outstanding, 314,878 units               7,139,531         5,572,122
                                              ----------        ----------
        Total Partners' capital               $7,043,491        $5,348,119
                                              ----------        ----------
                                              $7,470,420        $5,780,264
                                              ==========        ==========



         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  633,539        $1,069,055
   Interest income                                 8,801             8,552
   Gain on sale of oil and
      gas properties                              69,790            75,486
   Contract settlement income                  3,033,283                 -
                                              ----------        ----------
                                              $3,745,413        $1,153,093

COSTS AND EXPENSES:
   Lease operating                            $  228,329        $  292,478
   Production tax                                 38,318            82,708
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 114,382           144,252
   General and administrative
      (Note 2)                                    90,214           116,802
                                              ----------        ----------
                                              $  471,243        $  636,240
                                              ----------        ----------

NET INCOME                                    $3,274,170        $  516,853
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  167,843        $   31,185
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $3,106,327        $  485,668
                                              ==========        ==========
NET INCOME per unit                           $     9.86        $     1.54
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $1,345,511        $2,279,952
   Interest income                                19,370            15,122
   Gain on sale of oil and
      gas properties                             508,895            85,390
   Contract settlement income                  3,033,283                 -
                                              ----------        ----------
                                              $4,907,059        $2,380,464

COSTS AND EXPENSES:
   Lease operating                            $  485,866        $  529,080
   Production tax                                102,417           166,451
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 227,383           308,735
   Impairment provision                                -           143,957
   General and administrative
      (Note 2)                                   200,303           230,038
                                              ----------        ----------
                                              $1,015,969        $1,378,261
                                              ----------        ----------

NET INCOME                                    $3,891,090        $1,002,203
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  202,681        $   67,462
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $3,688,409        $  934,741
                                              ==========        ==========
NET INCOME per unit                           $    11.71        $     2.97
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)
                                                1998               1997
                                             -----------        ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $3,891,090        $1,002,203
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               227,383           308,735
      Impairment provision                             -           143,957
      Gain on sale of oil and gas
        properties                           (   508,895)      (    85,390)
      Decrease in accounts receivable -
        oil and gas sales                        237,693           182,954
      Increase in accounts receivable -
        General Partner                                -       (    71,625)
      Increase in accounts receivable -
        other                                ( 3,013,016)                -
      Decrease in accounts payable           (     5,216)      (    66,151)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $  829,039        $1,414,683
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($    2,441)      ($    4,402)
   Proceeds from sale of oil and
      gas properties                             685,185           190,877
                                              ----------        ----------
Net cash provided by investing
   activities                                 $  682,744        $  186,475
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($2,195,718)      ($1,689,096)
                                              ----------        ----------
Net cash used by financing activities        ($2,195,718)      ($1,689,096)
                                              ----------        ----------

NET DECREASE IN CASH AND CASH
   EQUIVALENTS                               ($  683,935)      ($   87,938)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                         1,151,142           906,737
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  467,207        $  818,799
                                              ==========        ==========

         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

                                              June 30,         December 31,
                                                1998              1997
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $   622,367       $  670,777
   Accounts receivable:
      Oil and gas sales                           275,854          415,377
      Other (Note 3)                            6,158,619              110
                                              -----------       ----------
        Total current assets                  $ 7,056,840       $1,086,264

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                2,670,174        2,841,080

DEFERRED CHARGE                                   330,531          330,531
                                              -----------       ----------
                                              $10,057,545       $4,257,875
                                              ===========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $    43,590       $  100,603
   Gas imbalance payable                          171,089          171,089
                                              -----------       ----------
        Total current liabilities             $   214,679       $  271,692

ACCRUED LIABILITY                             $    63,625       $   63,625

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            $   127,547      ($  172,017)
   Limited Partners, issued and
      outstanding, 228,821 units                9,651,695        4,094,575
                                              -----------       ----------
        Total Partners' capital               $ 9,779,241       $3,922,558
                                              -----------       ----------
                                              $10,057,545       $4,257,875
                                              ===========       ==========


         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  412,505          $599,676
   Interest income                                 4,235             5,426
   Gain on sale of oil and
      gas properties                             257,260            51,772
   Contract settlement income                  6,158,619                 -
                                              ----------          --------
                                              $6,832,619          $656,874

COSTS AND EXPENSES:
   Lease operating                            $  111,277          $222,653
   Production tax                                 30,246            49,992
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 122,132           152,599
   General and administrative
      (Note 2)                                    68,824           105,103
                                              ----------          --------
                                              $  332,479          $530,347
                                              ----------          --------

NET INCOME                                    $6,500,140          $126,527
                                              ==========          ========
GENERAL PARTNER - NET INCOME                  $  329,680          $ 12,159
                                              ==========          ========
LIMITED PARTNERS - NET INCOME                 $6,170,460          $114,368
                                              ==========          ========
NET INCOME per unit                           $    26.97          $    .50
                                              ==========          ========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  890,830        $1,379,969
   Interest income                                10,693             9,637
   Gain on sale of oil and
      gas properties                             320,475            51,772
   Contract settlement income                  6,158,619                 -
                                              ----------        ----------
                                              $7,380,617        $1,441,378

COSTS AND EXPENSES:
   Lease operating                            $  243,303        $  394,560
   Production tax                                 63,944           114,409
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 258,703           316,037
   Impairment provision                                -           992,851
   General and administrative
      (Note 2)                                   149,475           201,281
                                              ----------        ----------
                                              $  715,425        $2,019,138
                                              ----------        ----------

NET INCOME (LOSS)                             $6,665,192       ($  577,760)
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  343,073        $   22,986
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)          $6,322,119       ($  600,746)
                                              ==========        ==========
NET INCOME (LOSS) per unit                    $    27.63       ($     2.63)
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

                                                  1998             1997
                                               ----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                           $6,665,192        ($577,760)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                258,703          316,037
      Impairment provision                              -          992,851
      Gain on sale of oil and gas
        properties                            (   320,475)       (  51,772)
      Decrease in accounts receivable -
        oil and gas sales                         139,523          141,632
      Increase in accounts receivable -
        General Partner                                 -        (   1,275)
      Increase in accounts receivable -
        other                                 ( 6,158,509)               -
      Decrease in accounts payable            (    57,013)       (  70,747)
                                               ----------         --------
Net cash provided by operating
   activities                                  $  527,421         $748,966
                                               ----------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($  116,267)       ($  5,629)
   Proceeds from sale of oil and
      gas properties                              348,945          245,478
                                               ----------         --------
Net cash provided by investing
   activities                                  $  232,678         $239,849
                                               ----------         --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($  808,509)       ($830,473)
                                               ----------         --------
Net cash used by financing activities         ($  808,509)       ($830,473)
                                               ----------         --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                           ($   48,410)        $158,342

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            670,777          528,765
                                               ----------         --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $  622,367         $687,107
                                               ==========         ========

         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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  832,039        $  741,852
   Accounts receivable:
      Oil and gas sales                          223,840           334,094
      Other                                            -                43
                                              ----------        ----------
        Total current assets                  $1,055,879        $1,075,989

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               2,222,818         2,432,033

DEFERRED CHARGE                                   56,867            56,867
                                              ----------        ----------
                                              $3,335,564        $3,564,889
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   24,623        $   64,348
   Gas imbalance payable                          25,184            25,184
                                              ----------        ----------
        Total current liabilities             $   49,807        $   89,532

ACCRUED LIABILITY                             $   27,907        $   27,907

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  151,418)      ($  143,355)
   Limited Partners, issued and
      outstanding, 171,400 units               3,409,268         3,590,805
                                              ----------        ----------
        Total Partners' capital               $3,257,850        $3,447,450
                                              ----------        ----------
                                              $3,335,564        $3,564,889
                                              ==========        ==========

         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                            $388,884          $447,250
   Interest income                                 3,948             4,571
   Gain on sale of oil and
      gas properties                             538,754           166,768
                                                --------          --------
                                                $931,586          $618,589

COSTS AND EXPENSES:
   Lease operating                              $ 62,517          $ 72,158
   Production tax                                 25,515            30,708
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  83,517           103,640
   General and administrative
      (Note 2)                                    47,610            54,812
                                                --------          --------
                                                $219,159          $261,318
                                                --------          --------

NET INCOME                                      $712,427          $357,271
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 38,765          $ 21,781
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $673,662          $335,490
                                                ========          ========
NET INCOME per unit                             $   3.93          $   1.96
                                                ========          ========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  820,953        $1,176,415
   Interest income                                10,043             8,090
   Gain on sale of oil and
      gas properties                             655,945           166,768
                                              ----------        ----------
                                              $1,486,941        $1,351,273

COSTS AND EXPENSES:
   Lease operating                            $  148,402        $  177,618
   Production tax                                 54,461            84,878
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 177,239           205,539
   Impairment provision                                -         1,377,160
   General and administrative
      (Note 2)                                   106,786           109,756
                                              ----------        ----------
                                              $  486,888        $1,954,951
                                              ----------        ----------

NET INCOME (LOSS)                             $1,000,052       ($  603,678)
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   56,690        $   32,720
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)          $  943,463       ($  636,398)
                                              ==========        ==========
NET INCOME (LOSS) per unit                    $     5.50       ($     3.71)
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

                                                 1998              1997
                                              ----------        ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $1,000,053       ($  603,678)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               177,239           205,539
      Impairment provision                             -         1,377,160
      Gain on sale of oil and gas
        properties                           (   655,945)      (   166,768)
      Decrease in accounts receivable -
        oil and gas sales                        110,254           104,366
      Decrease in accounts receivable -
        General Partner                                -            12,169
      Decrease in accounts receivable -
        other                                         43                 -
      Decrease in accounts payable           (    39,725)      (    11,541)
                                              ----------        ----------
Net cash provided by operating-
   activities                                 $  591,919        $  917,247
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   32,829)      ($   17,239)
   Proceeds from sale of oil and
      gas properties                             720,750           298,834
                                              ----------        ----------
Net cash provided by investing
   activities                                 $  687,921        $  281,595
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($1,189,653)      ($  930,455)
                                              ----------        ----------
Net cash used by financing activities        ($1,189,653)      ($  930,455)
                                              ----------        ----------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                $   90,187        $  268,387

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           741,852           441,903
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $  832,039        $  710,290
                                              ==========        ==========

         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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $1,745,845        $1,564,325
   Accounts receivable:
      Oil and gas sales                          482,613           710,336
                                              ----------        ----------
        Total current assets                  $2,228,458        $2,274,661

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               4,790,240         5,237,082

DEFERRED CHARGE                                  123,977           123,977
                                              ----------        ----------
                                              $7,142,675        $7,635,720
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   52,747        $  135,761
   Gas imbalance payable                          57,250            57,250
                                              ----------        ----------
        Total current liabilities             $  109,997        $  193,011

ACCRUED LIABILITY                             $   64,109        $   64,109

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  329,275)      ($  312,392)
   Limited Partners, issued and
      outstanding, 372,189 units               7,297,844         7,690,992
                                              ----------        ----------
        Total Partners' capital               $6,968,569        $7,378,600
                                              ----------        ----------
                                              $7,142,675        $7,635,720
                                              ==========        ==========

         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $  834,167        $  981,156
   Interest income                                 8,518             9,799
   Gain on sale of oil and
      gas properties                           1,126,657           329,485
                                              ----------        ----------
                                              $1,969,342        $1,320,440

COSTS AND EXPENSES:
   Lease operating                            $  134,397        $  159,418
   Production tax                                 55,722            69,927
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 180,454           227,148
   General and administrative
      (Note 2)                                   103,383           118,908
                                              ----------        ----------
                                              $  473,956        $  575,401
                                              ----------        ----------

NET INCOME                                    $1,495,386        $  745,039
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   81,562        $   45,848
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,413,824        $  699,191
                                              ==========        ==========
NET INCOME per unit                           $     3.80        $     1.88
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                          $1,748,556        $2,517,489
   Interest income                                21,487            17,231
   Gain on sale of oil and
      gas properties                           1,372,284           329,485
                                              ----------        ----------
                                              $3,142,327        $2,864,205

COSTS AND EXPENSES:
   Lease operating                            $  316,829        $  387,582
   Production tax                                117,399           186,021
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 380,514           449,874
   Impairment provision                                -         3,101,656
   General and administrative
      (Note 2)                                   231,797           238,159
                                              ----------        ----------
                                              $1,046,539        $4,363,292
                                              ----------        ----------

NET INCOME (LOSS)                             $2,095,788       ($1,499,087)
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  118,936        $   66,245
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)          $1,976,852       ($1,565,332)
                                              ==========        ==========
NET INCOME (LOSS) per unit                    $     5.31       ($     4.21)
                                              ==========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

                                                 1998              1997
                                              -----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                          $2,095,788       ($1,499,087)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                               380,514           449,874
      Impairment provision                             -         3,101,656
      Gain on sale of oil and gas
        properties                           ( 1,372,284)      (   329,485)
      Decrease in accounts receivable -
        oil and gas sales                        227,723           215,583
      Decrease in accounts receivable -
        General Partner                                -            28,104
      Decrease in accounts payable           (    83,014)      (    25,030)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $1,248,727        $1,941,615
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   63,181)      ($   35,916)
   Proceeds from sale of oil and
      gas properties                           1,501,793           692,687
                                              ----------        ----------
Net cash provided by investing
   activities                                 $1,438,612        $  656,771
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($2,505,819)      ($1,959,203)
                                              ----------        ----------
Net cash used by financing activities        ($2,505,819)      ($1,959,203)
                                              ----------        ----------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                $  181,520        $  639,183

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                         1,564,325           932,165
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $1,745,845        $1,571,348
                                              ==========        ==========

         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

                                              June 30,         December 31,
                                                1998              1997
                                             -----------       ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  401,636        $  364,502
   Accounts receivable:
      Oil and gas sales                          112,645           168,833
                                              ----------        ----------
        Total current assets                  $  514,281        $  533,335

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,122,777         1,225,295

DEFERRED CHARGE                                   29,519            29,519
                                              ----------        ----------
                                              $1,666,577        $1,788,149
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   12,763        $   31,925
   Gas imbalance payable                          13,149            13,149
                                              ----------        ----------
        Total current liabilities             $   25,912        $   45,074

ACCRUED LIABILITY                             $   14,648        $   14,648

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($   82,874)      ($   78,796)
   Limited Partners, issued and
      outstanding, 91,711 units                1,708,891         1,807,223
                                              ----------        ----------
        Total Partners' capital               $1,626,017        $1,728,427
                                              ----------        ----------
                                              $1,666,577        $1,788,149
                                              ==========        ==========


         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 JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                            $195,270          $249,219
   Interest income                                 1,887             2,247
   Gain on sale of oil and
      gas properties                             257,705            75,503
                                                --------          --------
                                                $454,862          $326,969

COSTS AND EXPENSES:
   Lease operating                              $ 32,716          $ 40,901
   Production tax                                 13,457            18,796
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  41,604            54,935
   General and administrative
      (Note 2)                                    25,478            29,264
                                                --------          --------
                                                $113,255          $143,896
                                                --------          --------

NET INCOME                                      $341,607          $183,073
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 18,651          $ 11,239
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $322,956          $171,834
                                                ========          ========
NET INCOME per unit                             $   3.52          $   1.87
                                                ========          ========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

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

REVENUES:
   Oil and gas sales                            $412,973        $  610,033
   Interest income                                 4,822             3,956
   Gain on sale of oil and
      gas properties                             315,023            75,503
                                                --------        ----------
                                                $732,818        $  689,492

COSTS AND EXPENSES:
   Lease operating                              $ 76,189        $   97,304
   Production tax                                 28,324            46,827
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  88,085           108,330
   Impairment provision                                -           785,220
   General and administrative
      (Note 2)                                    57,114            58,645
                                                --------        ----------
                                                $249,712        $1,096,326
                                                --------        ----------

NET INCOME (LOSS)                               $483,106       ($  406,834)
                                                ========        ==========
GENERAL PARTNER - NET INCOME                    $ 27,438        $   15,203
                                                ========        ==========
LIMITED PARTNERS - NET INCOME (LOSS)            $455,668       ($  422,037)
                                                ========        ==========
NET INCOME (LOSS) per unit                      $   4.97       ($     4.60)
                                                ========        ==========
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 SIX MONTHS ENDED JUNE 30, 1998 AND 1997
                                 (Unaudited)

                                                  1998             1997
                                               ---------        ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income (loss)                            $483,106         ($406,834)
   Adjustments to reconcile net income
      (loss) to net cash provided by
      operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                88,085           108,330
      Impairment provision                             -           785,220
      Gain on sale of oil and gas
        properties                             ( 315,023)        (  75,503)
      Decrease in accounts receivable -
        oil and gas sales                         56,188            48,588
      (Increase) decrease in accounts
        receivable - General Partner                   -             7,644
      Decrease in accounts payable             (  19,162)        (   6,056)
                                                --------          --------
Net cash provided by operating
   activities                                   $293,194          $461,389
                                                --------          --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($ 15,635)        ($  8,251)
   Proceeds from sale of oil and
      gas properties                             345,091           189,986
                                                --------          --------
Net cash provided by investing
   activities                                   $329,456          $181,735
                                                --------          --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($585,516)        ($464,868)
                                                --------          --------
Net cash used by financing activities          ($585,516)        ($464,868)
                                                --------          --------

NET INCREASE IN CASH AND CASH
   EQUIVALENTS                                  $ 37,134          $178,256

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           364,502           221,484
                                                --------          --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $401,636          $399,740
                                                ========          ========

         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
                                JUNE 30, 1998
                                  (Unaudited)


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

      The combined  balance sheets as of June 30, 1998,  combined  statements of
      operations  for the three and six months ended June 30, 1998 and 1997, and
      combined  statements  of cash flows for the six months ended June 30, 1998
      and 1997 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 June 30, 1998,  the  combined  results of  operations  for the
      three and six months ended June 30, 1998 and 1997,  and the combined  cash
      flows for the six months ended June 30, 1998 and 1997.

      Information  and  footnote  disclosures  normally  included  in  financial
      statements  prepared in  accordance  with  generally  accepted  accounting
      principles  have been  condensed  or  omitted.  The  accompanying  interim
      financial  statements should be read in conjunction with the Partnerships'
      Annual Report on Form 10-K filed for the year ended December 31, 1997. The
      results  of  operations  for  the  period  ended  June  30,  1998  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 prior to their transfer to the Partnerships.  Leasehold impairment
      is recognized based upon an individual property assessment and exploratory
      experience.  Upon discovery of commercial  reserves,  leasehold  costs are
      transferred to producing properties.

      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, net of estimated
      salvage value.

      When complete units of depreciable property are retired or sold, the asset
      cost and related accumulated  depreciation are eliminated with any gain or
      loss  reflected in income.  When less than complete  units of  depreciable
      property  are  retired  or sold,  the  difference  between  asset cost and
      salvage value is charged to accumulated depreciation.

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



                                       35
<PAGE>



      determined by using the discounted  future cash flows from the properties.
      The Partnerships  recorded a non-cash charge against earnings  (impairment
      provision)  during the six months ended June 30, 1997 pursuant to SFAS No.
      121 as follows:

                  Partnership                       Amount
                  -----------                    -----------
                    II-A                         $  684,276
                    II-B                            530,988
                    II-C                             66,617
                    II-D                            143,957
                    II-E                            992,851
                    II-F                          1,377,160
                    II-G                          3,101,656
                    II-H                            785,220

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

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

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

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               II-A                   $8,669                 $127,443
               II-B                    7,890                   95,190
               II-C                    3,832                   40,689
               II-D                    7,351                   82,863
               II-E                    8,608                   60,216
               II-F                    2,505                   45,105
               II-G                    5,439                   97,944
               II-H                    1,343                   24,135




                                       36
<PAGE>



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

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               II-A                 $ 50,462                 $254,886
               II-B                   39,526                  190,380
               II-C                   17,352                   81,378
               II-D                   34,577                  165,726
               II-E                   29,043                  120,432
               II-F                   16,576                   90,210
               II-G                   35,909                  195,888
               II-H                    8,844                   48,270

      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.


3.    SUBSEQUENT EVENT
      ----------------

      On July 30, an arbitration and lawsuit involving Geodyne  Resources,  Inc.
      as  General  Partner  of the  Geodyne  II-A,  II-B,  II-C,  II-D  and II-E
      Partnerships  and other  plaintiffs  against a gas  purchaser was settled.
      This matter involved claims for take or pay  deficiencies  and gas pricing
      issues  arising out of a gas purchase  contract  pursuant to which the gas
      purchaser  purchased gas from the Geodyne II-A,  II-B, II-C, II-D and II-E
      Partnerships and other owners. The settlement  resolves all issues between
      the parties concerning this contract.

      As a result  of this  settlement,  the  II-A,  II-B,  II-C,  II-D and II-E
      Partnerships received in August 1998 the following amounts:

                  PARTNERSHIP                      TOTAL
                  -----------                   ----------
                     II-A                       $1,710,190
                     II-B                        2,793,295
                     II-C                        1,197,148
                     II-D                        3,033,283
                     II-E                        6,158,619

      These  amounts  are  included  in  "Accounts  Receivable  - Other"  on the
      accompanying  balance sheets at June 30, 1998. In addition,  these amounts
      will be  included in the II-A,  II-B,  II-C,  II-D and II-E  Partnerships'
      November 1998 cash distributions.




                                       37
<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.



                                       38
<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 June  30,  1998  and  the  net  revenue
      generated from future operations will provide  sufficient  working capital
      to meet current and future obligations.

      On July 30,  1998 the  General  Partner  reached a  settlement  with a gas
      purchaser  involving  claims for take or pay  deficiencies and gas pricing
      issues  arising  out of a gas  purchase  contract.  As a  result  of  this
      settlement,  the II-A, II-B, II-C, II-D and II-E Partnerships received the
      following amounts in August 1998:

                  PARTNERSHIP                      TOTAL
                  -----------                   ----------
                     II-A                       $1,710,190
                     II-B                        2,793,295
                     II-C                        1,197,148
                     II-D                        3,033,283
                     II-E                        6,158,619



                                       39
<PAGE>



      These  amounts  will be included in the II-A,  II-B,  II-C,  II-D and II-E
      Partnerships'  third  quarter  cash  distributions  to be paid in November
      1998.

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

      During the six months ended June 30, 1998 capital expenditures incurred by
      the  II-E  Partnership  totaled  $116,267.   These  expenditures  resulted
      primarily  from the  recompletion  of four wells  within  the Richie  unit
      located in Acadia Parish,  Louisiana of which three were  successful.  The
      II-E  Partnership  has a 5.8% working  interest in the Richie unit.  These
      recompletions were attempted in order to improve the recovery of reserves.


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

      GENERAL DISCUSSION

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



                                       40
<PAGE>



      II-A PARTNERSHIP

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

                                                Three Months Ended June 30,
                                                ---------------------------
                                                  1998              1997
                                                --------         ----------
      Oil and gas sales                         $896,499         $1,508,683
      Oil and gas production expenses           $341,245         $  514,879
      Barrels produced                            24,402             26,766
      Mcf produced                               306,092            373,003
      Average price/Bbl                         $  11.73         $    19.74
      Average price/Mcf                         $   1.99         $     2.63

      As shown in the table above,  total oil and gas sales  decreased  $612,184
      (40.6%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this decrease,  approximately  $176,000 was
      related to a decrease  in volumes of gas sold and  approximately  $195,000
      and  $196,000,  respectively,  were  related to  decreases  in the average
      prices of oil and gas sold.  Volumes of oil and gas sold  decreased  2,364
      barrels and 66,911 Mcf, respectively,  for the three months ended June 30,
      1998 as compared to the three months ended June 30, 1997.  The decrease in
      volumes of gas sold  resulted  primarily  from (i)  positive  prior period
      volume  adjustments  made by the purchaser on one significant  well during
      the three months ended June 30, 1997,  (ii) normal  declines in production
      due to diminished  reserves on several wells during the three months ended
      June 30, 1998, and (iii) the  shutting-in of one  significant  well during
      the three  months  ended  June 31,  1998 in order to  perform a  workover.
      Average  oil and gas prices  decreased  to $11.73 per barrel and $1.99 per
      Mcf,  respectively,  for the three  months ended June 30, 1998 from $19.74
      per barrel and $2.63 per Mcf,  respectively,  for the three  months  ended
      June 30, 1997.

      The II-A Partnership recognized a gas contract settlement in the amount of
      $1,710,190  during the three months ended June 30, 1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the three months ended June 30, 1997.




                                       41
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $173,634 (33.7%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease resulted primarily from (i) decreased production taxes associated
      with the decrease in oil and gas sales,  (ii)  decreased  lease  operating
      expenses  primarily  due to the  decreases in volumes of oil and gas sold,
      and (iii) workover  expenses  incurred on two significant wells during the
      three  months  ended June 30,  1997 in order to improve  the  recovery  of
      reserves.  As a percentage of oil and gas sales,  these expenses increased
      to 38.1% for the three months ended June 30, 1998 from 34.1% for the three
      months ended June 31, 1997. This percentage  increase was primarily due to
      the  decreases in the average  prices of oil and gas sold during the three
      months  ended June 30, 1998 as compared to the three months ended June 30,
      1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $30,084  (15.6%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily  from the  decreases  in volumes of oil and gas sold  during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June  30,  1997.  As a  percentage  of oil and  gas  sales,  this  expense
      increased to 18.2% for the three months ended June 30, 1998 from 12.8% for
      the three  months  ended  June 30,  1997.  This  percentage  increase  was
      primarily due to the  decreases in the average  prices of oil and gas sold
      during the three  months  ended  June 30,  1998 as  compared  to the three
      months ended June 30, 1997.

      General and  administrative  expenses  decreased  $27,612  (16.9%) for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June  30,  1997.  This  decrease  was  primarily  due  to  a  decrease  in
      professional  fees for the three months ended June 30, 1998 as compared to
      the three  months  ended June 30,  1997.  As a  percentage  of oil and gas
      sales,  these expenses  increased to 15.2% for the three months ended June
      30,  1998 from  10.9% for the  three  months  ended  June 30,  1997.  This
      percentage increase was primarily due to the decrease in oil and gas sales
      discussed above.





                                       42
<PAGE>




      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                 Six Months Ended June 30,
                                                ---------------------------
                                                   1998             1997
                                                ----------       ----------
      Oil and gas sales                         $1,932,820       $3,023,880
      Oil and gas production expenses           $  711,918       $  906,451
      Barrels produced                              46,448           51,281
      Mcf produced                                 619,915          769,733
      Average price/Bbl                         $    13.69       $    20.70
      Average price/Mcf                         $     2.09       $     2.55

      As shown in the table above, total oil and gas sales decreased  $1,091,060
      (36.1%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this decrease,  approximately  $382,000 was
      related to a decrease  in volumes of gas sold and  approximately  $326,000
      and  $285,000,  respectively,  were  related to  decreases  in the average
      prices of oil and gas sold.  Volumes of oil and gas sold  decreased  4,833
      barrels and 149,818 Mcf,  respectively,  for the six months ended June 30,
      1998 as compared to the six months  ended June 30,  1997.  The decrease in
      volumes of gas sold  resulted  primarily  from (i)  positive  prior period
      volume  adjustments made by purchasers on two significant wells during the
      six months ended June 30, 1997,  (ii) normal declines in production due to
      diminished  reserves on several wells during the six months ended June 30,
      1998,  and (iii) the  shutting-in of one  significant  well during the six
      months ended June 30, 1998 in order to perform a workover. Average oil and
      gas prices decreased to $13.69 per barrel and $2.09 per Mcf, respectively,
      for the six months  ended June 30,  1998 from  $20.70 per barrel and $2.55
      per Mcf, respectively, for the six months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-A
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended June 30, 1998 and recognized a $652,721 gain on such sales.  Similar
      sales  during the six  months  ended June 30,  1997  resulted  in the II-A
      Partnership recognizing similar gains totaling $57,024.

      The II-A Partnership recognized a gas contract settlement in the amount of
      $1,710,190  during the six months  ended June 30,  1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the three months ended June 30, 1997.




                                       43
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) decreased $194,533 (21.5%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) decreased production taxes associated with the
      decrease in oil and gas sales,  (ii) decreased  lease  operating  expenses
      primarily due to the  decreases in volumes of oil and gas sold,  and (iii)
      workover  expenses incurred on two significant wells during the six months
      ended June 30, 1997. As a percentage of oil and gas sales,  these expenses
      increased  to 36.8% for the six months  ended June 30, 1998 from 30.0% for
      the six months ended June 31, 1997. This percentage increase was primarily
      due to the decreases in the average  prices of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $66,170  (17.0%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily from the decreases in volumes of oil and gas sold during the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997.  As a percentage  of oil and gas sales,  this  expense  increased to
      16.7% for the six months ended June 30, 1998 from 12.9% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decreases in the average  prices of oil and gas sold during the six months
      ended June 30, 1998 as compared to the six months ended June 30, 1997.

      The II-A  Partnership  recognized a non-cash  charge  against  earnings of
      $684,276  during  the six  months  ended June 30,  1997.  Of this  amount,
      $223,943  was  related  to the  decline  in oil  and  gas  prices  used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997 and $460,333 was related to the  writing-off of unproved  properties.
      These unproved  properties were written off based on the General Partner's
      determination that it was unlikely that such properties would be developed
      due to the low oil and gas prices  received  over the prior  several years
      and provisions in the II-A Partnership's partnership agreement which limit
      the level of  permissible  drilling  activity.  No  similar  charges  were
      necessary during the six months ended June 30, 1998.

      General and  administrative  expenses decreased $21,962 (6.7%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. As a percentage of oil and gas sales,  these  expenses  increased to
      15.8% for the six months ended June 30, 1998 from 10.8% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decrease in oil and gas sales discussed above.



                                       44
<PAGE>




      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling  $43,725,357  or 90.29% of the  Limited  Partners'  capital
      contributions.

      II-B PARTNERSHIP

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

                                               Three Months Ended June 30,
                                               ---------------------------
                                                  1998              1997
                                                --------          --------
      Oil and gas sales                         $634,517          $980,036
      Oil and gas production expenses           $211,199          $328,925
      Barrels produced                            12,845            19,038
      Mcf produced                               235,275           224,547
      Average price/Bbl                         $  13.75          $  20.07
      Average price/Mcf                         $   1.95          $   2.66

      As shown in the table above,  total oil and gas sales  decreased  $345,519
      (35.3%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this decrease,  approximately  $124,000 was
      related to a decrease in volumes of oil sold and approximately $81,000 and
      $167,000, respectively, were related to decreases in the average prices of
      oil and gas  sold.  Volumes  of oil sold  decreased  6,193  barrels  while
      volumes of gas sold  increased  10,728 Mcf for the three months ended June
      30, 1998 as compared to the three months ended June 30, 1997. The decrease
      in volumes of oil sold  resulted  primarily  from (i) normal  declines  in
      production  due to  diminished  reserves on several wells during the three
      months ended June 30, 1998 and (ii) prior period volume  adjustments  made
      by purchasers on several wells during the three months ended June 30, 1997
      Average  oil and gas prices  decreased  to $13.75 per barrel and $1.95 per
      Mcf,  respectively,  for the three  months ended June 30, 1998 from $20.07
      per barrel and $2.66 per Mcf,  respectively,  for the three  months  ended
      June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-B
      Partnership  sold certain oil and gas  properties  during the three months
      ended June 30, 1998 and  recognized  a $5,491 gain on such sales.  Similar
      sales  during the three  months  ended June 30, 1997  resulted in the II-B
      Partnership recognizing similar gains totaling $50,476.




                                       45
<PAGE>




      The II-B Partnership recognized a gas contract settlement in the amount of
      $2,793,295  during the three months ended June 30, 1998.  This  settlement
      involved  claims  for  take or pay  deficiencies  and gas  pricing  issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the three months ended June 30, 1997.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $117,726 (35.8%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily from (i) workover expenses incurred on three
      significant  wells during the three months ended June 30, 1997 in order to
      improve the  recovery  of  reserves,  (ii) a decrease  in lease  operating
      expenses  associated  with the  decrease in volumes of oil sold during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997, and (iii) a decrease in production  taxes  associated  with
      the decrease in oil and gas sales.  As a percentage  of oil and gas sales,
      these expenses remained relatively constant at 33.3 % for the three months
      ended June 30, 1998 and 33.6% for the three months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $25,176  (20.5%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily  from (i) the  decrease  in volumes of oil sold during the three
      significant  months  ended June 30, 1998 as  compared to the three  months
      ended  June 30,  1997 and  (ii) an  upward  revision  in the  estimate  of
      remaining  gas reserves at December 31, 1997.  As a percentage  of oil and
      gas sales, this expense increased to 15.3% for the three months ended June
      30,  1998 from  12.5% for the  three  months  ended  June 30,  1997.  This
      percentage  increase  was  primarily  due to the  decreases in the average
      prices of oil and gas sold during the three  months ended June 30, 1998 as
      compared to the three months ended June 30, 1997.

      General and  administrative  expenses  decreased  $27,010  (20.8%) for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30,  1997.  This  decrease  resulted  primarily  from a  decrease  in
      professional  fees during the three months ended June 30, 1998 as compared
      to the three months ended June 30,  1997.  As a percentage  of oil and gas
      sales,  these expenses  increased to 16.2% for the three months ended June
      30,  1998 from  13.3% for the  three  months  ended  June 30,  1997.  This
      percentage increase was primarily due to the decrease in oil and gas sales
      discussed above.




                                       46
<PAGE>




      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                 Six Months Ended June 30,
                                                ---------------------------
                                                   1998             1997
                                                ----------       ----------
      Oil and gas sales                         $1,429,973       $2,059,385
      Oil and gas production expenses           $  505,849       $  609,571
      Barrels produced                              28,756           34,469
      Mcf produced                                 472,287          517,211
      Average price/Bbl                         $    15.06       $    20.88
      Average price/Mcf                         $     2.11       $     2.59

      As shown in the table above,  total oil and gas sales  decreased  $629,412
      (30.5%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this decrease,  approximately  $119,000 and
      $116,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold and  approximately  $167,000  and  $227,000,  respectively,  were
      related to decreases in the average prices of oil and gas sold. Volumes of
      oil and gas sold decreased 5,713 barrels and 44,924 Mcf, respectively, for
      the six months  ended June 30, 1998 as  compared  to the six months  ended
      June 30, 1997. The decrease in volumes of oil sold resulted primarily from
      normal declines in production due to diminished  reserves on several wells
      during the six  months  ended June 30,  1998.  Average  oil and gas prices
      decreased  to $15.06 per barrel and $2.11 per Mcf,  respectively,  for the
      six months  ended June 30,  1998 from $20.88 per barrel and $2.59 per Mcf,
      respectively, for the six months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-B
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended June 30, 1998 and  recognized a $63,175 gain on such sales.  Similar
      sales  during the six  months  ended June 30,  1997  resulted  in the II-B
      Partnership recognizing similar gains totaling $50,476.

      The II-B Partnership recognized a gas contract settlement in the amount of
      $2,793,295  during the six months  ended June 30,  1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the six months ended June 30, 1997.




                                       47
<PAGE>




      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) decreased $103,722 (17.0%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted  primarily  from a  decrease  in both  lease  operating  expenses
      associated with the decrease in volumes of oil and gas sold during the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997 and  production  taxes  associated  with the  decrease in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  increased to
      35.4% for the six months ended June 30, 1998 from 29.6% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decreases in the average  prices of oil and gas sold during the six months
      ended June 30, 1998 as compared to the six months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $60,885  (23.3%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997 and (ii) an upward  revision in the  estimate  of  remaining  gas
      reserves at December 31, 1997. As a percentage of oil and gas sales,  this
      expense  increased  to 14.1% for the six months  ended June 30,  1998 from
      12.7% for the six months ended June 30, 1997.

      The II-B  Partnership  recognized a non-cash  charge  against  earnings of
      $530,988  during  the six  months  ended  June 30,  1997.  Of this  amount
      $134,003  was  related  to the  decline  in oil  and  gas  prices  used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997 and $396,985 was related to the  writing-off of unproved  properties.
      These unproved  properties were written off based on the General Partner's
      determination that it was unlikely that such properties would be developed
      due to the low oil and gas prices  received  over the prior  several years
      and provisions in the II-B Partnership's partnership agreement which limit
      the level of  permissible  drilling  activity.  No  similar  charges  were
      necessary during the six months ended June 30, 1998.

      General and administrative  expenses decreased $27,632 (10.7%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997.  This decrease  resulted  primarily from a decrease in  professional
      fees  during the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997.  As a percentage  of oil and gas sales,  these
      expenses  increased  to 16.1% for the six months  ended June 30, 1998 from
      12.5% for the six months ended June 30, 1997. This percentage increase was
      primarily due to the decrease in oil and gas sales discussed above.



                                       48
<PAGE>



      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling  $30,892,916  or 85.41% of the  Limited  Partners'  capital
      contributions.

      II-C PARTNERSHIP

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

                                                  Three Months Ended June 30,
                                                  ---------------------------
                                                    1998             1997
                                                  --------         --------
      Oil and gas sales                           $274,090         $427,984
      Oil and gas production expenses             $ 90,520         $135,433
      Barrels produced                               3,845            6,259
      Mcf produced                                 117,133          130,154
      Average price/Bbl                           $  14.59         $  19.36
      Average price/Mcf                           $   1.86         $   2.36

      As shown in the table above,  total oil and gas sales  decreased  $153,894
      (36.0%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this  decrease,  approximately  $47,000 and
      $31,000, respectively, were related to decreases in volumes of oil and gas
      sold and approximately $18,000 and $58,000, respectively,  were related to
      decreases  in the average  prices of oil and gas sold.  Volumes of oil and
      gas sold  decreased  2,414 barrels and 13,021 Mcf,  respectively,  for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997. The decrease in volumes of oil sold resulted primarily from
      (i) normal  declines in production  due to diminished  reserves on several
      wells during the three months ended June 30,  1998,  (ii)  positive  prior
      period volume  adjustments  made by purchasers on several wells during the
      three  months ended June 30,  1997,  and (ii) the sale of two  significant
      wells during 1997. The decrease in volumes of gas sold resulted  primarily
      from normal  declines in production due to diminished  reserves on several
      wells during the three  months  ended June 30,  1998.  Average oil and gas
      prices decreased to $14.59 per barrel and $1.86 per Mcf, respectively, for
      the three  months ended June 30, 1998 from $19.36 per barrel and $2.36 per
      Mcf, respectively, for the three months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   resources   above,  the  II-C
      Partnership  sold certain oil and gas  properties  during the three months
      ended June 30, 1998 and  recognized  a $5,331 gain on such sales.  Similar
      sales  during the three  months  ended June 30, 1997  resulted in the II-C
      Partnership recognizing similar gains totaling $90,348.




                                       49
<PAGE>



      The II-C Partnership recognized a gas contract settlement in the amount of
      $1,197,148  during the three months ended June 30, 1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the three months ended June 30, 1997.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $44,913  (33.2%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily  from (i) a  decrease  in  production  taxes
      associated with the decrease in oil and gas sales discussed above,  (ii) a
      decrease in lease  operating  expenses  associated  with the  decreases in
      volumes of oil and gas sold during the three months ended June 30, 1998 as
      compared  to the three  months  ended June 30,  1997,  and (iii)  workover
      expenses  incurred on one  significant  unit during the three months ended
      June  30,  1997 in  order  to  improve  the  recovery  of  reserves.  As a
      percentage of oil and gas sales, these expenses increased to 33.0% for the
      three  months  ended June 30, 1998 from 31.6% for the three  months  ended
      June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      remained  relatively  constant for the three months ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  As a percentage  of oil
      and gas sales,  this expense increased to 18.2% for the three months ended
      June 30, 1998 from 11.7% for the three months  ended June 30,  1997.  This
      percentage  increase  was  primarily  due to the  decreases in the average
      prices of oil and gas sold during the three  months ended June 30, 1998 as
      compared to the three months ended June 30, 1997.

      General and  administrative  expenses  decreased  $11,700  (20.8%) for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30,  1997.  This  decrease  resulted  primarily  from a  decrease  in
      professional  fees during the three months ended June 30, 1998 as compared
      to the three months  ended June  30,1997.  As a percentage  of oil and gas
      sales,  these expenses  increased to 16.2% for the three months ended June
      30,  1998 from  13.1% for the  three  months  ended  June 30,  1997.  This
      percentage increase was primarily due to the decrease in oil and gas sales
      discussed above.





                                       50
<PAGE>




      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                  Six Months Ended June 30,
                                                  -------------------------
                                                    1998            1997
                                                  --------       ----------
      Oil and gas sales                           $642,625         $942,166
      Oil and gas production expenses             $202,822         $263,237
      Barrels produced                               8,849           11,332
      Mcf produced                                 254,188          290,427
      Average price/Bbl                           $  14.87         $  20.74
      Average price/Mcf                           $   2.01         $   2.43

      As shown in the table above,  total oil and gas sales  decreased  $299,541
      (31.8%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this  decrease,  approximately  $51,000 and
      $88,000, respectively, were related to decreases in volumes of oil and gas
      sold and approximately $52,000 and $108,000, respectively, were related to
      decreases  in the average  prices of oil and gas sold.  Volumes of oil and
      gas sold decreased 2,483 barrels and 36,239 Mcf, respectively, for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. The decreases in volumes of oil and gas sold resulted primarily from
      normal declines in production due to diminished  reserves on several wells
      during the six  months  ended June 30,  1998.  Average  oil and gas prices
      decreased  to $14.87 per barrel and $2.01 per Mcf,  respectively,  for the
      six months  ended June 30,  1998 from $20.74 per barrel and $2.43 per Mcf,
      respectively, for the six months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-C
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended June 30, 1998 and recognized a $198,858 gain on such sales.  Similar
      sales  during the six  months  ended June 30,  1997  resulted  in the II-C
      Partnership recognizing similar gains totaling $90,348.

      The II-C Partnership recognized a gas contract settlement in the amount of
      $1,197,148  during the six months  ended June 30,  1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the six months ended June 30, 1997.




                                       51
<PAGE>




      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes) decreased $60,415 (23.0%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) a decrease in production taxes associated with
      the  decrease  in oil and gas sales,  (ii) a decrease  in lease  operating
      expenses  associated  with the  decreases  in  volumes of oil and gas sold
      during the six months  ended June 30,  1998 as  compared to the six months
      ended  June  30,  1997,  and  (iii)  workover  expenses  incurred  on  one
      significant  unit  during the six months  ended June 30,  1997 in order to
      improve the  recovery of reserves.  As a percentage  of oil and gas sales,
      these  expenses  increased to 31.6% for the six months ended June 30, 1998
      from  27.9%  for the six  months  ended  June 30,  1997.  This  percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold for the six months ended June 30, 1998 as compared to the six
      months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased $2,669 (2.5%) for the six months ended June 30, 1998 as compared
      to the six months  ended June 30,  1997.  As a  percentage  of oil and gas
      sales,  this expense  increased to 17.1% for the six months ended June 30,
      1998 from 11.3% for the six months  ended June 30, 1997.  This  percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997.

      The II-C  Partnership  recognized a non-cash  charge  against  earnings of
      $66,617 during the six months ended June 30, 1997. Of this amount, $36,163
      was  related to the decline in oil and gas prices  used to  determine  the
      recoverability  of  proved  oil and gas  reserves  at March  31,  1997 and
      $30,454  was related to the  writing-off  of  unproved  properties.  These
      unproved  properties  were  written  off  based on the  General  Partner's
      determination that it was unlikely that such properties would be developed
      due to the low oil and gas prices  received  over the prior  several years
      and provisions in the II-C Partnership's partnership agreement which limit
      the level of  permissible  drilling  activity.  No  similar  charges  were
      necessary during the six months ended June 30, 1998.




                                       52
<PAGE>



      General and administrative  expenses decreased $12,002 (10.8%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997.  This decrease  resulted  primarily from a decrease in  professional
      fees  during the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997.  As a percentage  of oil and gas sales,  these
      expenses  increased  to 15.4% for the six months  ended June 30, 1998 from
      11.8% for the six months ended June 30, 1997. This percentage increase was
      primarily due to the decrease in oil and gas sales discussed above.

      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling  $14,065,686  or 90.97% of the  Limited  Partners'  capital
      contributions.

      II-D PARTNERSHIP

      THREE  MONTHS  ENDED JUNE 30, 1998 AS COMPARED TO THE THREE  MONTHS  ENDED
      JUNE 30, 1997.
 
                                                 Three Months Ended June 30,
                                                 ---------------------------
                                                  1998              1997
                                                 --------        ----------
      Oil and gas sales                          $633,539        $1,069,055
      Oil and gas production expenses            $266,647        $  375,186
      Barrels produced                              8,665            12,836
      Mcf produced                                281,157           349,345
      Average price/Bbl                          $  11.49        $    16.86
      Average price/Mcf                          $   1.90        $     2.44

      As shown in the table above,  total oil and gas sales  decreased  $435,516
      (40.7%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this  decrease,  approximately  $70,000 and
      $166,000,  respectively,  were  related to decreases in volumes of oil and
      gas  sold and  approximately  $47,000  and  $152,000,  respectively,  were
      related to decreases in the average prices of oil and gas sold. Volumes of
      oil and gas sold decreased 4,171 barrels and 68,188 Mcf, respectively, for
      the three months ended June 30, 1998 as compared to the three months ended
      June 30, 1997. The decrease in volumes of oil sold resulted primarily from
      (i) the sale of a  significant  number  of wells  in 1997 and  1998,  (ii)
      positive prior period volume adjustments by a purchaser on one significant
      well during the six months ended June 30, 1997, and (iii) normal  declines
      in production due to diminishing  reserves on two significant wells during
      the three months ended June 30, 1998.  The decrease in volumes of gas sold
      resulted  primarily from the sale of a significant number of wells in 1997
      and 1998.  Average oil and gas prices  decreased  to $11.49 per barrel and
      $1.90 per Mcf, respectively, for the three months ended June 30, 1998 from
      $16.86 per barrel and $2.44 per Mcf,  respectively,  for the three  months
      ended June 30, 1997.



                                       53
<PAGE>




      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-D
      Partnership  sold certain oil and gas  properties  during the three months
      ended June 30, 1998 and  recognized a $69,790 gain on such sales.  Similar
      sales  during the three  months  ended June 30, 1997  resulted in the II-D
      Partnership recognizing similar gains totaling $75,486.

      The II-D Partnership recognized a gas contract settlement in the amount of
      $3,033,283  during the three months ended June 30, 1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the three months ended June 30, 1997.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $108,539 (28.9%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily  from (i) a  decrease  in  production  taxes
      associated  with the  decrease in oil and gas sales and (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months  ended June 30,  1997.  As a  percentage  of oil and gas sales,
      these expenses increased to 42.1% for the three months ended June 30, 1998
      from 35.1% for the three  months  ended  June 30,  1997.  This  percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold  during the three  months  ended June 30, 1998 as compared to
      the three months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $29,870  (20.7%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily  from the  decrease  in volumes  of oil and gas sold  during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30 1997. As a percentage of oil and gas sales, this expense increased
      to 18.1% for the three months ended June 30, 1998 from 13.5% for the three
      months ended June 30, 1997. This percentage  increase was primarily due to
      the  decreases  in the average  price of oil and gas sold during the three
      months  ended June 30, 1998 as compared to the three  months ended June 30
      1997.




                                       54
<PAGE>



      General and  administrative  expenses  decreased  $26,588  (22.8%) for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997. This decrease  resulted  primarily from a decrease in legal
      and other  professional  fees for the three  months ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  As a percentage  of oil
      and gas sales,  these  expenses  increased  to 14.2% for the three  months
      ended June 30, 1998 from 10.9% for the three  months  ended June 30, 1997.
      This percentage  increase was primarily due to the decrease in oil and gas
      sales discussed above.

      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                 Six Months Ended June 30,
                                                ---------------------------
                                                   1998             1997
                                                ----------       ----------
      Oil and gas sales                         $1,345,511       $2,279,952
      Oil and gas production expenses           $  588,283       $  695,531
      Barrels produced                              20,494           25,538
      Mcf produced                                 539,314          759,290
      Average price/Bbl                         $    13.57       $    20.24
      Average price/Mcf                         $     1.98       $     2.32

      As shown in the table above,  total oil and gas sales  decreased  $934,441
      (41%) for the six months ended June 30, 1998 as compared to the six months
      ended  June  30,  1997.  Of  this  decrease,  approximately  $102,000  and
      $511,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold and  approximately  $137,000  and  $185,000,  respectively,  were
      related to decreases in the average prices of oil and gas sold. Volumes of
      oil and gas sold  decreased  5,044 barrels and 219,976 Mcf,  respectively,
      for the six months ended June 30, 1998 as compared to the six months ended
      June 30, 1997. The decrease in volumes of oil sold resulted primarily from
      (i) the sale of a  significant  number  of wells  in 1997 and  1998,  (ii)
      positive prior period volume  adjustments by purchasers on two significant
      wells during the six months ended June 30, 1997, and (iii) normal declines
      in production due to diminishing  reserves on two significant wells during
      the six months  ended June 30,  1998.  The decrease in volumes of gas sold
      resulted  primarily from (i) the sale of a significant  number of wells in
      1997 and 1998, (ii) the shutting-in of one significant well during the six
      months  ended June 30,  1998 to perform a workover in order to improve the
      recovery  of  reserves,   (iii)  the  temporary   abandonment  of  another
      significant  well during the six months  ended June 30,  1998,  and (iv) a
      positive  prior  period  volume  adjustment  by  a  purchaser  on  another
      significant  well during the six months ended June 30,  1998.  Average oil
      and gas  prices  decreased  to  $13.57  per  barrel  and  $1.98  per  Mcf,
      respectively, for the six months ended June 30, 1998 from



                                       55
<PAGE>



      $20.24  per  barrel  and $2.32 per Mcf,  respectively,  for the six months
      ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-D
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended June 30, 1998 and recognized a $508,895 gain on such sales.  Similar
      sales  during the six  months  ended June 30,  1997  resulted  in the II-D
      Partnership recognizing similar gains totaling $85,390.

      The II-D Partnership recognized a gas contract settlement in the amount of
      $3,033,283  during the six months  ended June 30,  1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the six months ended June 30, 1997.

      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) decreased $107,248 (15.4%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) a decrease in production taxes associated with
      the decrease in oil and gas sales  discussed  above and (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997.  These decreases were partially  offset by
      (i) workover  expenses  incurred on three significant wells during the six
      months  ended June 30, 1998 in order to improve  the  recovery of reserves
      and (ii) a positive prior period lease  operating  expenses  adjustment by
      the operator of one significant  well during the six months ended June 30,
      1998. As a percentage of oil and gas sales,  these  expenses  increased to
      43.7% for the six months ended June 30, 1998 from 30.5% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decreases in the average  prices of oil and gas sold during the six months
      ended June 30, 1998 as compared to the six months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $81,352  (26.4%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily  from the decrease in volumes of oil and gas sold during the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997.  As a percentage  of oil and gas sales,  this  expense  increased to
      16.9% for the six months ended June 30, 1998 from 13.5% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decreases in the average  prices of oil and gas sold during the six months
      ended June 30, 1998 as compared to the six months ended June 30, 1997.




                                       56
<PAGE>




      The II-D  Partnership  recognized a non-cash  charge  against  earnings of
      $143,957  during  the six  months  ended June 30,  1997.  This  impairment
      provision  was  necessary due to the decline in oil and gas prices used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997. No similar charge was necessary during the six months ended June 30,
      1998.

      General and administrative  expenses decreased $29,735 (12.9%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997.  This  decrease  resulted  primarily  from a decrease  in legal fees
      during the six months  ended June 30,  1998 as  compared to the six months
      ended June 30, 1997. As a percentage of oil and gas sales,  these expenses
      increased  to 14.9% for the six months  ended June 30, 1998 from 10.1% for
      the six months ended June 30, 1997. This percentage increase was primarily
      due to the decrease in oil and gas sales discussed above.

      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling   $27,710,903  or  88.01%  of  Limited   Partners'  capital
      contributions.

      II-E PARTNERSHIP

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

                                                  Three Months Ended June 30,
                                                  ---------------------------
                                                    1998             1997
                                                  --------         --------
      Oil and gas sales                           $412,505         $599,676
      Oil and gas production expenses             $141,523         $272,645
      Barrels produced                              10,322           11,099
      Mcf produced                                 142,193          192,047
      Average price/Bbl                           $  14.02         $  18.84
      Average price/Mcf                           $   1.88         $   2.03

      As shown in the table above,  total oil and gas sales  decreased  $187,171
      (31.2%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this  decrease,  approximately  $15,000 and
      $101,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold and approximately $50,000 and $21,000, respectively, were related
      to decreases in the average prices of oil and gas sold. Volumes of oil and
      gas sold decreased 777 barrels and 49,854 Mcf, respectively, for the three
      months  ended June 30, 1998 as compared to the three months ended June 30,
      1997.  The  decrease in volumes of gas sold  resulted  primarily  from (i)
      normal declines in production due to diminished  reserves during the three
      months ended June 30, 1998 and (ii) the sale of several



                                       57
<PAGE>



      wells during 1997 and 1998. The average oil price  decreased to $14.02 per
      barrel for the three months ended June 30, 1998 from $18.84 per barrel for
      the three months ended June 30, 1997.  The average gas price  decreased to
      $1.88 per Mcf for the three  months ended June 30, 1998 from $2.03 per Mcf
      for the three months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-E
      Partnership  sold certain oil and gas  properties  during the three months
      ended June 30, 1998 and recognized a $257,260 gain on such sales.  Similar
      sales  during the three  months  ended June 30, 1997  resulted in the II-E
      Partnership recognizing similar gains totaling $51,772.

      The II-E Partnership recognized a gas contract settlement in the amount of
      $6,158,619  during the three months ended June 30, 1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the three months ended June 30, 1997.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $131,122 (48.1%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily  from (i) a  decrease  in  production  taxes
      associated  with the  decrease  in oil and gas sales,  (ii) a decrease  in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold  during the three  months  ended June 30, 1998 as compared to
      the three months ended June 30, 1997, (iii) workover  expenses incurred on
      one significant  well during the three months ended June 30, 1997 in order
      to improve the recovery of reserves, (iv) the sale of several wells during
      1997 and 1998,  and (v) a negative  prior period lease  operating  expense
      adjustment made by the operator of one  significant  well during the three
      months ended June 30, 1998.  As a percentage  of oil and gas sales,  these
      expenses  decreased to 34.3% for the three months ended June 30, 1998 from
      45.5% for the three months ended June 30, 1997. This  percentage  decrease
      was  primarily  due to the  dollar  decrease  in oil  and  gas  production
      expenses discussed above.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $30,467  (20.0%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997 and (ii) upward  revisions in the estimates of remaining oil
      and gas  reserves at December 31,  1997.  As a  percentage  of oil and gas
      sales, this expense increased to 29.6% for the three months ended June 30,
      1998 from 25.4% for the three months ended June 30, 1997.  This percentage
      increase was primarily due to decreases in the



                                       58
<PAGE>



      average  prices of oil and gas sold  during the six months  ended June 30,
      1998 as compared to the six months ended June 30, 1997.

      General and  administrative  expenses  decreased  $36,279  (34.5%) for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997. This decrease  resulted  primarily from a decrease in legal
      expenses  during the three  months  ended June 30, 1998 as compared to the
      three months ended June 30,  1997.  As a percentage  of oil and gas sales,
      these expenses decreased to 16.7% for the three months ended June 30, 1998
      from 17.5% for the three months ended June 30, 1997.

      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                  Six Months Ended June 30,
                                                  -------------------------
                                                    1998            1997
                                                  --------       ----------
      Oil and gas sales                           $890,830       $1,379,969
      Oil and gas production expenses             $307,247       $  508,969
      Barrels produced                              18,722           23,160
      Mcf produced                                 320,042          396,698
      Average price/Bbl                           $  14.21       $    20.08
      Average price/Mcf                           $   1.95       $     2.31

      As shown in the table above,  total oil and gas sales  decreased  $489,138
      (35.4%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this  decrease,  approximately  $89,000 and
      $177,000,  respectively,  were related to a decrease in volumes of oil and
      gas sold and  approximately  $110,000  and  $113,000,  respectively,  were
      related to decreases in the average prices of oil and gas sold. Volumes of
      oil and gas sold decreased 4,438 barrels and 76,656 Mcf, respectively, for
      the six months  ended June 30, 1998 as  compared  to the six months  ended
      June 30, 1997. The decrease in volumes of oil sold resulted primarily from
      normal declines in production due to diminishing reserves on several wells
      during the six months ended June 30, 1998.  The decrease in the volumes of
      gas sold resulted  primarily from (i) normal declines in production due to
      diminishing reserves on several wells during the six months ended June 30,
      1998,  (ii) the sale of  several  wells  during  1997 and 1998,  and (iii)
      positive  prior period  volume  adjustments  made by the  purchaser on one
      significant  well during the six months ended June 30,  1997.  Average oil
      and gas  prices  decreased  to  $14.21  per  barrel  and  $1.95  per  Mcf,
      respectively,  for the six  months  ended  June 30,  1998 from  $20.08 per
      barrel and $2.31 per Mcf, respectively,  for the six months ended June 30,
      1997.




                                       59
<PAGE>




      The II-E Partnership recognized a gas contract settlement in the amount of
      $6,158,619  during the six months  ended June 30,  1998.  This  settlement
      involved claims made for take or pay  deficiencies  and gas pricing issues
      arising out of a gas purchase contract.  No similar  settlements  occurred
      during the six months ended June 30, 1997.

      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) decreased $201,722 (39.6%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) a decrease in production taxes associated with
      the  decrease  in oil and gas sales  discussed  above,  (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months  ended June 30,  1997,  (iii) the sale of several  wells during
      1997 and 1998, (iv) workover  expenses  incurred on one  significant  well
      during the six months ended June 30, 1997 in order to improve the recovery
      of  reserves,  and (v) a negative  prior period  lease  operating  expense
      adjustment  made by the  operator of one  significant  well during the six
      months ended June 30, 1998.  As a percentage  of oil and gas sales,  these
      expenses  decreased  to 34.5% for the six months  ended June 30, 1998 from
      36.9% for the six months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $57,334  (18.1%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997 and (ii) upward  revisions  in the  estimates  of  remaining  gas
      reserves at December 31, 1997. As a percentage of oil and gas sales,  this
      expense  increased  to 29.0% for the six months  ended June 30,  1998 from
      22.9% for the six months ended June 30, 1997. This percentage increase was
      primarily due to the  decreases in the average  prices of oil and gas sold
      during the six months  ended June 30,  1998 as  compared to the six months
      ended June 30, 1997.




                                       60
<PAGE>





      The II-E  Partnership  recognized a non-cash  charge  against  earnings of
      $992,851  during  the six  months  ended June 30,  1997.  Of this  amount,
      $317,979  was  related  to the  decline  in oil  and  gas  prices  used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997 and $674,872 was related to the  writing-off of unproved  properties.
      These unproved  properties were written off based on the General Partner's
      determination that it was unlikely that such properties would be developed
      due to the low oil and gas prices  received  over the prior  several years
      and provisions in the II-E Partnership's partnership agreement which limit
      the level of  permissible  drilling  activity.  No  similar  charges  were
      necessary during the six months ended June 30, 1998.

      General and administrative  expenses decreased $51,806 (25.7%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. This decrease  resulted  primarily from a decrease in legal expenses
      during the six months  ended June 30,  1998 as  compared to the six months
      ended June 30, 1997. As a percentage of oil and gas sales,  these expenses
      increased  to 16.8% for the six months  ended June 30, 1998 from 14.6% for
      the six months ended June 30, 1997. This percentage increase was primarily
      due to the decrease in oil and gas sales discussed above.

      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling   $15,865,574  or  69.34%  of  Limited   Partners'  capital
      contributions.

      II-F PARTNERSHIP

      THREE  MONTHS  ENDED JUNE 30, 1998 AS COMPARED TO THE THREE  MONTHS  ENDED
      JUNE 30, 1997.
 
                                                 Three Months Ended June 30,
                                                 ---------------------------
                                                    1998             1997
                                                  --------         --------
      Oil and gas sales                           $388,882         $447,250
      Oil and gas production expenses             $ 88,032         $102,866
      Barrels produced                              10,980           11,858
      Mcf produced                                 114,372          147,808
      Average price/Bbl                           $  15.81         $  18.11
      Average price/Mcf                           $   1.88         $   1.57

      As shown in the table  above,  total oil and gas sales  decreased  $58,366
      (13.1%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this  decrease,  approximately  $16,000 and
      $53,000, respectively, were related to decreases in volumes of oil and gas
      sold and approximately $25,000 was related to a



                                       61
<PAGE>



      decrease in the average price of oil sold,  which  amounts were  partially
      offset by an increase of  approximately  $35,000 related to an increase in
      the average price of gas sold.  Volumes of oil sold decreased 878 barrels,
      while volumes of gas sold decreased  33,436 Mcf for the three months ended
      June 30, 1998 as compared to the three  months  ended June 30,  1997.  The
      decrease  in  volumes  of gas  sold  resulted  primarily  from the sale of
      several wells during 1997 and the first two quarters of 1998.  Average oil
      prices  decreased to $15.81 per barrel for the three months ended June 30,
      1998 from  $18.11  per barrel for the three  months  ended June 30,  1997.
      Average gas prices  increased  to $1.88 per Mcf for the three months ended
      June 30, 1998 from $1.57 per Mcf for the three months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-F
      Partnership  sold certain oil and gas  properties  during the three months
      ended June 30, 1998 and recognized a $538,754 gain on such sales.  Similar
      sales  during the three  months  ended June 30, 1997  resulted in the II-F
      Partnership recognizing similar gains totaling $166,768.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $14,834  (14.4%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily  from (i) a  decrease  in  production  taxes
      associated  with the  decrease in oil and gas sales and (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold  during the three  months  ended June 30, 1998 as compared to
      the three  months  ended June 30,  1997.  As a  percentage  of oil and gas
      sales, these expenses remained  relatively constant at 22.6% for the three
      months  ended June 30, 1998 and 23.0% for the three  months ended June 30,
      1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $20,123  (19.4%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997 and (ii) upward  revisions in the estimates of remaining oil
      and gas  reserves at December 31,  1997.  As a  percentage  of oil and gas
      sales,  this expense remained  relatively  constant at 21.5% for the three
      months  ended June 30, 1998 and 23.2% for the three  months ended June 30,
      1997.




                                       62
<PAGE>





      General and administrative expenses decreased $7,202 (13.1%) for the three
      months  ended June 30, 1998 as compared to the three months ended June 30,
      1997.  This decrease  resulted  primarily from a decrease in  professional
      fees during the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997.  As a percentage  of oil and gas sales,  these
      expenses remained  relatively constant at 12.2% for the three months ended
      June 30, 1998 and 12.3% for the three months ended June 30, 1997.

      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                  Six Months Ended June 30,
                                                  -------------------------
                                                    1998            1997
                                                  --------       ----------
      Oil and gas sales                           $820,953       $1,176,415
      Oil and gas production expenses             $202,863       $  262,496
      Barrels produced                              20,785           23,870
      Mcf produced                                 257,819          291,017
      Average price/Bbl                           $  14.99       $    19.51
      Average price/Mcf                           $   1.98       $     2.44

      As shown in the table above,  total oil and gas sales  decreased  $355,462
      (30.2%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this  decrease,  approximately  $60,000 and
      $81,000,  respectively,  were  related to decreases in volumes oil and gas
      sold and approximately $94,000 and $120,000, respectively, were related to
      decreases  in the average  prices of oil and gas sold.  Volumes of oil and
      gas sold decreased 3,085 barrels and 33,198 Mcf, respectively, for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. The decreases in volumes of oil and gas sold resulted primarily from
      the sale of several  wells during 1997 and the first two quarters of 1998.
      Average  oil and gas prices  decreased  to $14.99 per barrel and $1.98 per
      Mcf, respectively,  for the six months ended June 30, 1998 from $19.51 per
      barrel and $2.44 per Mcf, respectively,  for the six months ended June 30,
      1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-F
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended June 30, 1998 and recognized a $655,945 gain on such sales.  Similar
      sales  during the six  months  ended June 30,  1997  resulted  in the II-F
      Partnership recognizing similar gains totaling $166,768.






                                       63
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes) decreased $59,633 (22.7%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) a decrease in production taxes associated with
      the  decrease  in oil and gas sales,  (ii) a decrease  in lease  operating
      expenses  associated  with the  decreases  in  volumes of oil and gas sold
      during the six months  ended June 30,  1998 as  compared to the six months
      ended June 30, 1997, (iii) workover  expenses  incurred on two significant
      wells  during the six months  ended June 30,  1997 in order to improve the
      recovery of reserves,  and (iv) a positive  prior  period lease  operating
      expense adjustment  incurred on one significant well during the six months
      ended June 30, 1997. As a percentage of oil and gas sales,  these expenses
      increased  to 24.7% for the six months  ended June 30, 1998 from 22.3% for
      the six months ended June 30, 1997. This percentage increase was primarily
      due to the decreases in the average  prices of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $28,300  (13.8%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997 and (ii) upward  revisions in the  estimates of remaining oil and
      gas reserves at December 31, 1997.  As a percentage  of oil and gas sales,
      this  expense  increased  to 21.6% for the six months  ended June 30, 1998
      from  17.5%  for the six  months  ended  June 30,  1997.  This  percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997.

      The II-F  Partnership  recognized a non-cash  charge  against  earnings of
      $1,377,160  during the six months  ended June 30,  1997.  Of this  amount,
      $208,255  was  related  to the  decline  in oil  and  gas  prices  used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997 and $1,168,905 was related to the writing-off of unproved properties.
      These unproved  properties were written off based on the General Partner's
      determination that it was unlikely that such properties would be developed
      due to the low oil and gas prices  received  over the prior  several years
      and provisions in the II-E Partnership's partnership agreement which limit
      the level of  permissible  drilling  activity.  No  similar  charges  were
      necessary during the six months ended June 30, 1998.



                                       64
<PAGE>




      General and  administrative  expenses  decreased $2,970 (2.7%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. As a percentage of oil and gas sales,  these  expenses  increased to
      13.0% for the six months  ended June 30, 1998 from 9.3% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decrease in oil and gas sales discussed above.

      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling   $16,039,051  or  93.58%  of  Limited   Partners'  capital
      contributions.

      II-G PARTNERSHIP

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

                                                  Three Months Ended June 30,
                                                  ---------------------------
                                                    1998            1997
                                                  --------        --------
      Oil and gas sales                           $834,166        $981,156
      Oil and gas production expenses             $190,119        $229,345
      Barrels produced                              23,057          24,902
      Mcf produced                                 248,346         318,934
      Average price/Bbl                           $  15.80        $  18.11
      Average price/Mcf                           $   1.89        $   1.66

      As shown in the table above,  total oil and gas sales  decreased  $146,989
      (15.0%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997. Of this  decrease,  approximately  $34,000 and
      $117,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold and  approximately  $53,000  was  related  to a  decrease  in the
      average price of oil sold,  which  decreases were  partially  offset by an
      increase of  approximately  $57,000  related to an increase in the average
      price of gas sold. Volumes of oil and gas sold decreased 1,845 barrels and
      70,588  Mcf,  respectively,  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  The decrease in volumes
      of gas sold resulted  primarily from the sale of several wells during 1997
      and the first two quarters of 1998. Average oil prices decreased to $15.80
      per barrel for the three months ended June 30, 1998 from $18.11 per barrel
      for the three months ended June 30, 1997.  Average gas prices increased to
      $1.89 per Mcf for the three  months ended June 30, 1998 from $1.66 per Mcf
      for the three months ended June 30, 1997.





                                       65
<PAGE>




      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-G
      Partnership  sold certain oil and gas  properties  during the three months
      ended  June 30,  1998 and  recognized  a  $1,126,657  gain on such  sales.
      Similar  sales during the three months ended June 30, 1997 resulted in the
      II-G Partnership recognizing similar gains totaling $329,485.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $39,226  (17.1%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily  from (i) a  decrease  in  production  taxes
      associated  with the  decrease in oil and gas sales and (ii) a decrease in
      lease  operating  expenses  associated with the decrease in volumes of oil
      and gas sold  during the three  months  ended June 30, 1998 as compared to
      the three  months  ended June 30,  1997.  As a  percentage  of oil and gas
      sales, these expenses remained  relatively constant at 22.8% for the three
      months  ended June 30, 1998 and 23.4% for the three  months ended June 30,
      1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $46,694  (20.6%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997 and (ii) upward  revisions in the estimates of remaining oil
      and gas  reserves at December 31,  1997.  As a  percentage  of oil and gas
      sales, this expense decreased to 20.6% for the three months ended June 30,
      1998 from 23.2% for the three months ended June 30, 1997.  This percentage
      decrease was primarily due to the upward revisions discussed above.

      General and  administrative  expenses  decreased  $15,525  (13.1%) for the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June  30,  1997.  This  decrease  was  primarily  due  to  a  decrease  in
      professional  fees during the three months ended June 30, 1998 as compared
      to the three months ended June 30,  1997.  As a percentage  of oil and gas
      sales, these expenses remained  relatively constant at 12.4% for the three
      months  ended June 30, 1998 and 12.1% for the three  months ended June 30,
      1997.




                                       66
<PAGE>




      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                 Six Months Ended June 30,
                                                -------------------------
                                                   1998             1997
                                                ----------       ----------
      Oil and gas sales                         $1,748,556       $2,517,489
      Oil and gas production expenses           $  434,228       $  573,603
      Barrels produced                              43,650           50,149
      Mcf produced                                 553,490          626,682
      Average price/Bbl                         $    14.98       $    19.51
      Average price/Mcf                         $     1.98       $     2.46

      As shown in the table above,  total oil and gas sales  decreased  $768,933
      (30.5%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this decrease,  approximately  $127,000 and
      $180,000,  respectively,  were  related to decreases in volumes of oil and
      gas sold and  approximately  $197,000  and  $265,000,  respectively,  were
      related to decreases in the average prices of oil and gas sold. Volumes of
      oil and gas sold decreased 6,499 barrels and 73,192 Mcf, respectively, for
      the six months  ended June 30, 1998 as  compared  to the six months  ended
      June 30,  1997.  The  decrease  in  volumes  of oil and gas sold  resulted
      primarily  from the sale of several  wells  during  1997 and the first two
      quarters  of 1998.  Average  oil and gas  prices  decreased  to $14.98 per
      barrel and $1.98 per Mcf, respectively,  for the six months ended June 30,
      1998 from $19.51 per barrel and $2.46 per Mcf,  respectively,  for the six
      months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-G
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended  June 30,  1998 and  recognized  a  $1,372,284  gain on such  sales.
      Similar  sales during the six months  ended June 30, 1997  resulted in the
      II-G Partnership recognizing similar gains totaling $329,485.

      Oil and gas production  expenses  (including lease operating  expenses and
      production taxes) decreased $139,375 (24.3%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) a decrease in production taxes associated with
      the  decrease  in oil and gas sales  discussed  above,  (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997,  (iii) workover  expenses  incurred on two
      significant  wells  during the six months  ended June 30, 1997 in order to
      improve the  recovery of reserves,  (iv) the sale of several  wells during
      1997 and the first two quarters of 1998,  and (v) a positive  prior period
      lease operating



                                       67
<PAGE>



      expense  adjustment  on one  significant  well during the six months ended
      June 30,  1997.  As a  percentage  of oil and gas  sales,  these  expenses
      increased  to 24.8% for the six months  ended June 30, 1998 from 22.8% for
      the six months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $69,360  (15.4%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997 and (ii) upward  revisions in the  estimates of remaining oil and
      gas reserves at December 31, 1997.  As a percentage  of oil and gas sales,
      this  expense  increased  to 21.8% for the six months  ended June 30, 1998
      from  17.9%  for the six  months  ended  June 30,  1997.  This  percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997.

      The II-G  Partnership  recognized a non-cash  charge  against  earnings of
      $3,101,656  during the six months  ended June 30,  1997.  Of this  amount,
      $489,672  was  related  to the  decline  in oil  and  gas  prices  used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997 and $2,611,984 was related to the writing-off of unproved properties.
      These unproved  properties were written off based on the General Partner's
      determination that it was unlikely that such properties would be developed
      due to the low oil and gas prices  received  over the prior  several years
      and provisions in the II-G Partnership's partnership agreement which limit
      the level of  permissible  drilling  activity.  No  similar  charges  were
      necessary during the six months ended June 30, 1998.

      General and  administrative  expenses  decreased $6,362 (2.7%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. As a percentage of oil and gas sales,  these  expenses  increased to
      13.3% for the six months  ended June 30, 1998 from 9.5% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decrease in oil and gas sales discussed above.

      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling   $33,030,371  or  88.75%  of  Limited   Partners'  capital
      contributions.




                                       68
<PAGE>




      II-H PARTNERSHIP

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

                                                  Three Months Ended June 30,
                                                  ---------------------------
                                                    1998             1997
                                                  --------         --------
      Oil and gas sales                           $195,270         $249,219
      Oil and gas production expenses             $ 46,173         $ 59,697
      Barrels produced                               5,362            5,785
      Mcf produced                                  58,604           78,951
      Average price/Bbl                           $  15.82         $  18.10
      Average price/Mcf                           $   1.88         $   1.83

      As shown in the table  above,  total oil and gas sales  decreased  $53,949
      (21.6%) for the three  months ended June 30, 1998 as compared to the three
      months ended June 30, 1997.  Of this  decrease,  approximately  $8,000 and
      $37,000, respectively, were related to decreases in volumes of oil and gas
      sold and  approximately  $12,000  was related to a decrease in the average
      price of oil sold.  Volumes of oil and gas sold  decreased 423 barrels and
      20,347  Mcf,  respectively,  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  The decrease in volumes
      of gas sold resulted  primarily from the sale of several wells during 1997
      and the first two quarters of 1998. Average oil prices decreased to $15.82
      per barrel for the three months ended June 30, 1998 from $18.10 per barrel
      for the three months ended June 30, 1997.  Average gas prices increases to
      $1.88 per Mcf for the three  months ended June 30, 1998 from $1.83 per Mcf
      for the three months ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-H
      Partnership  sold certain oil and gas  properties  during the three months
      ended June 30, 1998 and recognized a $257,705 gain on such sales.  Similar
      sales  during the three  months  ended June 30, 1997  resulted in the II-H
      Partnership recognizing similar gains totaling $75,503.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $13,524  (22.7%) for the three months ended
      June 30, 1998 as compared to the three months  ended June 30,  1997.  This
      decrease  resulted  primarily  from (i) a  decrease  in  production  taxes
      associated  with the  decrease in oil and gas sales and (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold  during the three  months  ended June 30, 1998 as compared to
      the three  months  ended June 30,  1997.  As a  percentage  of oil and gas
      sales, these expenses remained  relatively constant at 23.6% for the three
      months



                                       69
<PAGE>



      ended June 30, 1998 and 24.0% for the three months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $13,331  (24.3%)  for the three  months  ended June 30, 1998 as
      compared to the three months ended June 30, 1997.  This decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      three  months  ended June 30, 1998 as compared to the three  months  ended
      June 30, 1997 and (ii) upward  revisions in the estimates of remaining oil
      and gas  reserves at December 31,  1997.  As a  percentage  of oil and gas
      sales,  this expense remained  relatively  constant at 21.3% for the three
      months  ended June 30, 1998 and 22.0% for the three  months ended June 30,
      1997.

      General and administrative expenses decreased $3,786 (12.9%) for the three
      months  ended June 30, 1998 as compared to the three months ended June 30,
      1997. This decrease was primarily due to a decrease in  professional  fees
      during the three  months  ended  June 30,  1998 as  compared  to the three
      months ended June 30, 1997.  As a percentage  of oil and gas sales,  these
      expenses remained  relatively constant at 13.0% for the three months ended
      June 30, 1998 and 11.7% for the three months ended June 30, 1997.

      SIX MONTHS  ENDED JUNE 30, 1998 AS  COMPARED TO THE SIX MONTHS  ENDED JUNE
      30, 1997.

                                                  Six Months Ended June 30,
                                                  -------------------------
                                                    1998             1997
                                                  --------         --------
      Oil and gas sales                           $412,973         $610,033
      Oil and gas production expenses             $104,513         $144,131
      Barrels produced                              10,151           11,666
      Mcf produced                                 131,279          154,134
      Average price/Bbl                           $  14.99         $  19.51
      Average price/Mcf                           $   1.99         $   2.48

      As shown in the table above,  total oil and gas sales  decreased  $197,060
      (32.3%)  for the six months  ended June 30,  1998 as  compared  to the six
      months ended June 30, 1997. Of this  decrease,  approximately  $29,000 and
      $57,000,  respectively,  were  related to decreases in volumes oil and gas
      sold and approximately $46,000 and $65,000, respectively,  were related to
      decreases  in the average  prices of oil and gas sold.  Volumes of oil and
      gas sold decreased 1,515 barrels and 22,855 Mcf, respectively, for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. The decreases in volumes of oil and gas sold resulted primarily from
      the sale of several  wells during 1997 and the first two quarters of 1998.
      Average oil and gas prices decreased to $14.99 per barrel



                                       70
<PAGE>



      and $1.99 per Mcf,  respectively,  for the six months  ended June 30, 1998
      from $19.51 per barrel and $2.48 per Mcf, respectively, for the six months
      ended June 30, 1997.

      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-H
      Partnership  sold  certain  oil and gas  properties  during the six months
      ended June 30, 1998 and recognized a $315,023 gain on such sales.  Similar
      sales  during the six  months  ended June 30,  1997  resulted  in the II-H
      Partnership recognizing a similar gain totaling $75,503.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes) decreased $39,618 (27.5%) for the six months ended June
      30, 1998 as compared to the six months ended June 30, 1997.  This decrease
      resulted primarily from (i) a decrease in production taxes associated with
      the  decrease  in oil and gas sales  discussed  above,  (ii) a decrease in
      lease operating  expenses  associated with the decreases in volumes of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997,  (iii) workover  expenses  incurred on two
      significant  wells  during the six months  ended June 30, 1997 in order to
      improve the recovery of reserves,  and (iv) a positive  prior period lease
      operating expense  adjustment  incurred on one significant well during the
      six months  ended June 30,  1997.  As a  percentage  of oil and gas sales,
      these expenses  remained  relatively  constant at 25.3% for the six months
      ended June 30, 1998 and 23.6% for the six months ended June 30, 1997.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $20,245  (18.7%)  for the six  months  ended  June 30,  1998 as
      compared to the six months ended June 30,  1997.  This  decrease  resulted
      primarily from (i) the decreases in volumes of oil and gas sold during the
      six months  ended June 30, 1998 as  compared to the six months  ended June
      30, 1997 and (ii) upward  revisions in the  estimates of remaining oil and
      gas reserves at December 31, 1997.  As a percentage  of oil and gas sales,
      this  expense  increased  to 21.3% for the six months  ended June 30, 1998
      from  17.8%  for the six  months  ended  June 30,  1997.  This  percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold during the six months  ended June 30, 1998 as compared to the
      six months ended June 30, 1997.

      The II-H  Partnership  recognized a non-cash  charge  against  earnings of
      $785,220  during  the six  months  ended June 30,  1997.  Of this  amount,
      $125,223  was  related  to the  decline  in oil  and  gas  prices  used to
      determine the  recoverability  of proved oil and gas reserves at March 31,
      1997 and $659,997 was related to the  writing-off of unproved  properties.
      These unproved  properties were written off based on the General Partner's
      determination that it was



                                       71
<PAGE>



      unlikely  that such  properties  would be developed due to the low oil and
      gas prices  received over the prior  several  years and  provisions in the
      II-H  Partnership's   partnership  agreement  which  limit  the  level  of
      permissible  drilling  activity.  No similar charges were necessary during
      the six months ended June 30, 1998.

      General and  administrative  expenses  decreased $1,531 (2.6%) for the six
      months  ended June 30, 1998 as  compared to the six months  ended June 30,
      1997. As a percentage of oil and gas sales,  these  expenses  increased to
      13.8% for the six months  ended June 30, 1998 from 9.6% for the six months
      ended June 30, 1997.  This  percentage  increase was  primarily due to the
      decrease in oil and gas sales discussed above.

      The Limited  Partners have received  cash  distributions  through June 30,
      1998  totaling   $7,693,364  or  83.89%  of  Limited   Partners'   capital
      contributions.




                                       72
<PAGE>



                          PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

      (a)    Exhibits

             27.1       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-A   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.2       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-B   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.3       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-C   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.4       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-D   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.5       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-E   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.6       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-F   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.7       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-G   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.

             27.8       Financial  Data Schedule  containing  summary  financial
                        information   extracted  from  the  II-H   Partnership's
                        financial statements as of June 30, 1998 and for the six
                        months ended June 30, 1998, filed herewith.



                                       73
<PAGE>



                        All other exhibits are omitted as inapplicable.

      (b) Reports on Form 8-K.

            None.




                                       74
<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:  August 13, 1998              By:       /s/Dennis R. Neill
                                       --------------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             President


Date:  August 13, 1998              By:      /s/Patrick M. Hall
                                       --------------------------------
                                            (Signature)
                                            Patrick M. Hall
                                            Principal Accounting Officer



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<PAGE>



INDEX TO EXHIBITS


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

27.1        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-A's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.2        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-B's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.3        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-C's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.4        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-D's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.5        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-E's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.6        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-F's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.7        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-G's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

27.8        Financial Data Schedule  containing  summary  financial  information
            extracted from the Geodyne Energy Income Limited  Partnership II-H's
            financial statements as of June 30, 1998 and for the six months
            ended June 30, 1998, filed herewith.

            All other exhibits are omitted as inapplicable.





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