SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q/A

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

For the quarter ended September 30, 2002

Commission File Number:

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

                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
           ---------------------------------------------------------
             (Exact name of Registrant as specified in its Articles)

                                        II-A 73-1295505
                                        II-B 73-1303341
                                        II-C 73-1308986
                                        II-D 73-1329761
                                        II-E 73-1324751
                                        II-F 73-1330632
                                        II-G 73-1336572
         Oklahoma                       II-H 73-1342476
----------------------------    -------------------------------
(State or other jurisdiction    (I.R.S. Employer Identification
   of incorporation or                         Number)
     organization)

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

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

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




                                      -1-
<PAGE>




                        PART I. FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS

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

                                     ASSETS

                                             September 30,     December 31,
                                                 2002              2001
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  605,083       $  414,467
   Accounts receivable:
      Oil and gas sales                           622,461          396,257
      General Partner (Note 2)                          -          130,610
                                               ----------       ----------
        Total current assets                   $1,227,544       $  941,334

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                2,095,692        2,204,572

DEFERRED CHARGE                                   668,468          695,623
                                               ----------       ----------
                                               $3,991,704       $3,841,529
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  153,438       $  153,728
   Accrued liability - other (Note 1)              26,672           73,800
   Gas imbalance payable                           96,299           96,299
                                               ----------       ----------
        Total current liabilities              $  276,409       $  323,827

ACCRUED LIABILITY                              $  257,431       $  243,327

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  250,745)     ($  285,152)
   Limited Partners, issued and
      outstanding, 484,283 units                3,708,609        3,559,527
                                               ----------       ----------
        Total Partners' capital                $3,457,864       $3,274,375
                                               ----------       ----------
                                               $3,991,704       $3,841,529
                                               ==========       ==========


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



                                      -2-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002             2001
                                                --------        ----------

REVENUES:
   Oil and gas sales                            $932,585        $1,053,681
   Interest income                                 1,415             6,991
                                                --------        ----------
                                                $934,000        $1,060,672

COSTS AND EXPENSES:
   Lease operating                              $264,322        $  364,417
   Production tax                                 50,654            55,963
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  21,670            89,150
   General and administrative
      (Note 2)                                   136,398           135,568
                                                --------        ----------
                                                $473,044        $  645,098
                                                --------        ----------

NET INCOME                                      $460,956        $  415,574
                                                ========        ==========
GENERAL PARTNER - NET INCOME                    $ 47,904        $   48,882
                                                ========        ==========
LIMITED PARTNERS - NET INCOME                   $413,052        $  366,692
                                                ========        ==========
NET INCOME per unit                             $   0.85        $     0.76
                                                ========        ==========
UNITS OUTSTANDING                                484,283           484,283
                                                ========        ==========



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


                                      -3-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $2,700,081        $4,192,688
   Interest income                                 3,765            28,618
   Gain on sale of oil and gas
      properties                                 193,272             3,277
                                              ----------        ----------
                                              $2,897,118        $4,224,583

COSTS AND EXPENSES:
   Lease operating                            $  972,953        $  912,492
   Production tax                                144,989           251,644
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 183,165           252,927
   General and administrative
      (Note 2)                                   425,800           419,148
                                              ----------        ----------
                                              $1,726,907        $1,836,211
                                              ----------        ----------

NET INCOME                                    $1,170,211        $2,388,372
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  133,129        $  258,448
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,037,082        $2,129,924
                                              ==========        ==========
NET INCOME per unit                           $     2.14        $     4.40
                                              ==========        ==========
UNITS OUTSTANDING                                484,283           484,283
                                              ==========        ==========



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



                                      -4-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-A
                       GEODYNE PRODUCTION PARTNERSHIP II-A
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                   2002            2001
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $1,170,211      $2,388,372
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 183,165         252,927
      Gain on sale of oil and gas
        properties                             (   193,272)    (     3,277)
      (Increase) decrease in accounts
        receivable - oil and gas sales         (   226,204)        450,832
      Decrease in deferred charge                   27,155               -
      Decrease in accounts payable             (       290)    (    75,415)
      Decrease in accrued liability -
        other                                  (    47,128)              -
      Decrease in gas imbalance payable                  -     (    11,273)
      Increase (decrease) in accrued
        liability                                   14,104     (    10,552)
                                                ----------      ----------
Net cash provided by operating
   activities                                   $  927,741      $2,991,614
                                                ----------      ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   90,928)    ($  171,060)
   Proceeds from sale of oil and
      gas properties                               340,525           3,277
                                                ----------      ----------
Net cash provided (used) by investing
   activities                                   $  249,597     ($  167,783)
                                                ----------      ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($  986,722)    ($3,148,799)
                                                ----------      ----------
Net cash used by financing activities          ($  986,722)    ($3,148,799)
                                                ----------      ----------
NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                             $  190,616     ($  324,968)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             414,467       1,070,734
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  605,083      $  745,766
                                                ==========      ==========


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



                                      -5-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                 2002              2001
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  436,040        $  262,153
   Accounts receivable:
      Oil and gas sales                          448,095           323,116
                                              ----------        ----------
        Total current assets                  $  884,135        $  585,269

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,690,398         1,821,517

DEFERRED CHARGE                                  214,754           214,754
                                              ----------        ----------
                                              $2,789,287        $2,621,540
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  117,028        $  126,662
   Gas imbalance payable                          48,060            48,060
                                              ----------        ----------
        Total current liabilities             $  165,088        $  174,722

ACCRUED LIABILITY                             $   47,436        $   47,436

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  269,202)      ($  302,054)
   Limited Partners, issued and
      outstanding, 361,719 units               2,845,965         2,701,436
                                              ----------        ----------
        Total Partners' capital               $2,576,763        $2,399,382
                                              ----------        ----------
                                              $2,789,287        $2,621,540
                                              ==========        ==========


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



                                      -6-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002             2001
                                               --------         --------

REVENUES:
   Oil and gas sales                           $652,635         $768,036
   Interest income                                  744            3,791
                                               --------         --------
                                               $653,379         $771,827

COSTS AND EXPENSES:
   Lease operating                             $161,699         $240,385
   Production tax                                33,729           38,168
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 10,874           41,566
   General and administrative
      (Note 2)                                  102,337          101,505
                                               --------         --------
                                               $308,639         $421,624
                                               --------         --------

NET INCOME                                     $344,740         $350,203
                                               ========         ========
GENERAL PARTNER - NET INCOME                   $ 35,378         $ 38,382
                                               ========         ========
LIMITED PARTNERS - NET INCOME                  $309,362         $311,821
                                               ========         ========
NET INCOME per unit                            $   0.86         $   0.86
                                               ========         ========
UNITS OUTSTANDING                               361,719          361,719
                                               ========         ========


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


                                      -7-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002             2001
                                               ----------       ----------

REVENUES:
   Oil and gas sales                           $1,905,822       $3,201,233
   Interest income                                  1,736           16,751
   Gain on sale of oil and gas
      properties                                   20,525                -
                                               ----------       ----------
                                               $1,928,083       $3,217,984

COSTS AND EXPENSES:
   Lease operating                             $  680,492       $  580,967
   Production tax                                 105,164          174,774
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  135,691          143,145
   General and administrative
      (Note 2)                                    322,772          317,536
                                               ----------       ----------
                                               $1,244,119       $1,216,422
                                               ----------       ----------

NET INCOME                                     $  683,964       $2,001,562
                                               ==========       ==========
GENERAL PARTNER - NET INCOME                   $   80,435       $  211,364
                                               ==========       ==========
LIMITED PARTNERS - NET INCOME                  $  603,529       $1,790,198
                                               ==========       ==========
NET INCOME per unit                            $     1.67       $     4.95
                                               ==========       ==========
UNITS OUTSTANDING                                 361,719          361,719
                                               ==========       ==========


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



                                      -8-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------       ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $683,964         $2,001,562
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                              135,691            143,145
      Gain on sale of oil and gas
        properties                            (  20,525)                 -
      (Increase) decrease in accounts
        receivable - oil and gas sales        ( 124,979)           255,074
      Decrease in accounts payable            (   9,634)       (    61,527)
                                               --------         ----------
Net cash provided by operating
   activities                                  $664,517         $2,338,254
                                               --------         ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($ 14,047)       ($  492,832)
   Proceeds from sale of oil and gas
      properties                                 30,000                  -
                                               --------         ----------
Net cash provided (used) by investing
   activities                                  $ 15,953        ($  492,832)
                                               --------         ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($506,583)       ($2,260,186)
                                               --------         ----------
Net cash used by financing activities         ($506,583)       ($2,260,186)
                                               --------         ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            $173,887        ($  414,764)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                          262,153            714,162
                                               --------         ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $436,040         $  299,398
                                               ========         ==========





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



                                      -9-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                  2002             2001
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  235,336       $  115,201
   Accounts receivable:
      Oil and gas sales                           205,964          137,952
                                               ----------       ----------
        Total current assets                   $  441,300       $  253,153

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  791,001          856,666

DEFERRED CHARGE                                   128,827          128,827
                                               ----------       ----------
                                               $1,361,128       $1,238,646
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   45,556       $   50,950
   Gas imbalance payable                           29,876           29,876
                                               ----------       ----------
        Total current liabilities              $   75,432       $   80,826

ACCRUED LIABILITY                              $   29,477       $   29,477

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  112,841)     ($  130,178)
   Limited Partners, issued and
      outstanding, 154,621 units                1,369,060        1,258,521
                                               ----------       ----------
        Total Partners' capital                $1,256,219       $1,128,343
                                               ----------       ----------
                                               $1,361,128       $1,238,646
                                               ==========       ==========


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



                                      -10-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                2002              2001
                                              --------          --------

REVENUES:
   Oil and gas sales                          $324,790          $329,733
   Interest income                                 444             2,521
   Gain on sale of oil and
      gas properties                                 -            21,257
                                              --------          --------
                                              $325,234          $353,511

COSTS AND EXPENSES:
   Lease operating                            $ 67,563          $ 80,280
   Production tax                               19,283            18,702
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 5,556            23,270
   General and administrative
      (Note 2)                                  44,794            43,959
                                              --------          --------
                                              $137,196          $166,211
                                              --------          --------

NET INCOME                                    $188,038          $187,300
                                              ========          ========
GENERAL PARTNER - NET INCOME                  $ 19,259          $ 20,573
                                              ========          ========
LIMITED PARTNERS - NET INCOME                 $168,779          $166,727
                                              ========          ========
NET INCOME per unit                           $   1.09          $   1.08
                                              ========          ========
UNITS OUTSTANDING                              154,621           154,621
                                              ========          ========



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


                                      -11-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002             2001
                                                --------        ----------

REVENUES:
   Oil and gas sales                            $929,549        $1,446,754
   Interest income                                   950            10,274
   Gain on sale of oil and
      gas properties                               1,014            21,996
                                                --------        ----------
                                                $931,513        $1,479,024

COSTS AND EXPENSES:
   Lease operating                              $267,470        $  220,769
   Production tax                                 56,821            92,946
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  67,887            74,607
   General and administrative
      (Note 2)                                   148,720           146,098
                                                --------        ----------
                                                $540,898        $  534,420
                                                --------        ----------

NET INCOME                                      $390,615        $  944,604
                                                ========        ==========
GENERAL PARTNER - NET INCOME                    $ 45,076        $  100,148
                                                ========        ==========
LIMITED PARTNERS - NET INCOME                   $345,539        $  844,456
                                                ========        ==========
NET INCOME per unit                             $   2.23        $     5.46
                                                ========        ==========
UNITS OUTSTANDING                                154,621           154,621
                                                ========        ==========



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



                                      -12-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)
                                                   2002            2001
                                                ----------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                    $390,615       $  944,604
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 67,887           74,607
      Gain on sale of oil and gas
        properties                              (   1,014)     (    21,996)
      (Increase) decrease in accounts
        receivable - oil and gas sales          (  68,012)         148,443
      Increase (decrease) in accounts
        payable                                 (   5,394)           2,085
      Decrease in accrued liability                     -      (    10,837)
                                                 --------       ----------
Net cash provided by operating
   activities                                    $384,082       $1,136,906
                                                 --------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         ($  3,832)     ($   71,313)
   Proceeds from sale of oil and
      gas properties                                2,624           21,996
                                                 --------       ----------
Net cash used by investing
   activities                                   ($  1,208)     ($   49,317)
                                                 --------       ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           ($262,739)     ($1,255,329)
                                                 --------       ----------
Net cash used by financing
   activities                                   ($262,739)     ($1,255,329)
                                                 --------       ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                              $120,135      ($  167,740)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            115,201          412,356
                                                 --------       ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                 $235,336       $  244,616
                                                 ========       ==========



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


                                      -13-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                 2002              2001
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  525,913       $  170,516
   Accounts receivable:
      Oil and gas sales                           470,942          315,910
                                               ----------       ----------
        Total current assets                   $  996,855       $  486,426

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,466,073        1,561,694

DEFERRED CHARGE                                   370,412          370,412
                                               ----------       ----------
                                               $2,833,340       $2,418,532
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  107,985       $   84,721
   Payable to General Partner (Note 2)           -                  65,905
   Gas imbalance payable                           55,098           55,098
                                               ----------       ----------
        Total current liabilities              $  163,083       $  205,724

ACCRUED LIABILITY                              $  112,500       $  112,500

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  205,305)     ($  238,692)
   Limited Partners, issued and
      outstanding, 314,878 units                2,763,062        2,339,000
                                               ----------       ----------
        Total Partners' capital                $2,557,757       $2,100,308
                                               ----------       ----------
                                               $2,833,340       $2,418,532
                                               ==========       ==========




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



                                      -14-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002            2001
                                                --------        --------

REVENUES:
   Oil and gas sales                            $786,875        $658,006
   Interest income                                 1,046           5,682
   Gain on sale of oil and gas
      properties                                       -          24,457
                                                --------        --------
                                                $787,921        $688,145

COSTS AND EXPENSES:
   Lease operating                              $174,034        $267,466
   Production tax                                 49,371          41,766
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  16,673          47,561
   General and administrative
      (Note 2)                                    89,325          88,360
                                                --------        --------
                                                $329,403        $445,153
                                                --------        --------

NET INCOME                                      $458,518        $242,992
                                                ========        ========
GENERAL PARTNER - NET INCOME                    $ 47,248        $ 28,012
                                                ========        ========
LIMITED PARTNERS - NET INCOME                   $411,270        $214,980
                                                ========        ========
NET INCOME per unit                             $   1.31        $   0.68
                                                ========        ========
UNITS OUTSTANDING                                314,878         314,878
                                                ========        ========




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


                                      -15-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $2,122,635        $3,099,117
   Interest income                                 2,149            28,518
   Gain on sale of oil and gas
      properties                                  11,014            32,619
                                              ----------        ----------
                                              $2,135,798        $3,160,254

COSTS AND EXPENSES:
   Lease operating                            $  592,116        $  648,566
   Production tax                                126,143           207,915
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 150,385           141,449
   General and administrative
      (Note 2)                                   283,396           278,925
                                              ----------        ----------
                                              $1,152,040        $1,276,855
                                              ----------        ----------

NET INCOME                                    $  983,758        $1,883,399
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  111,696        $  198,219
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  872,062        $1,685,180
                                              ==========        ==========
NET INCOME per unit                           $     2.77        $     5.35
                                              ==========        ==========
UNITS OUTSTANDING                                314,878           314,878
                                              ==========        ==========



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



                                      -16-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)
                                                   2002            2001
                                                ----------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                    $983,758       $1,883,399
   Adjustments to reconcile net
     income to net cash provided
     by operating activities:
     Depreciation, depletion, and
       amortization of oil and gas
       properties                                 150,385          141,449
     Gain on sale of oil and gas
       properties                               (  11,014)     (    32,619)
     (Increase) decrease in accounts
       receivable - oil and gas sales           ( 155,032)         324,423
     Decrease in deferred charge                        -            9,917
     Increase in accounts payable                  23,264           13,226
     Decrease in payable to General
       Partner                                  (  65,905)               -
     Increase in accrued liability                      -            6,690
                                                 --------       ----------
Net cash provided by operating
   activities                                    $925,456       $2,346,485
                                                 --------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         ($ 60,566)     ($   53,900)
   Proceeds from sale of oil and gas
     properties                                    16,816           32,619
                                                 --------       ----------
Net cash used by investing activities           ($ 43,750)     ($   21,281)
                                                 --------       ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           ($526,309)     ($3,275,120)
                                                 --------       ----------
Net cash used by financing activities           ($526,309)     ($3,275,120)
                                                 --------       ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                              $355,397      ($  949,916)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            170,516        1,432,990
                                                 --------       ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                 $525,913       $  483,074
                                                 ========       ==========



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


                                      -17-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                 2002              2001
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  397,337        $  242,032
   Accounts receivable:
      Oil and gas sales                          332,917           244,365
                                              ----------        ----------
        Total current assets                  $  730,254        $  486,397

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,435,642         1,391,297

DEFERRED CHARGE                                  206,554           206,554
                                              ----------        ----------
                                              $2,372,450        $2,084,248
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $   57,497        $   56,002
   Payable to General Partner (Note 2)          -                  115,045
   Gas imbalance payable                          28,035            28,035
                                              ----------        ----------
        Total current liabilities             $   85,532        $  199,082

ACCRUED LIABILITY                             $   24,499        $   26,344

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  132,021)      ($  162,380)
   Limited Partners, issued and
      outstanding, 228,821 units               2,394,440         2,021,202
                                              ----------        ----------
        Total Partners' capital               $2,262,419        $1,858,822
                                              ----------        ----------
                                              $2,372,450        $2,084,248
                                              ==========        ==========



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



                                      -18-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                2002              2001
                                              --------          --------

REVENUES:
   Oil and gas sales                          $589,004          $484,770
   Interest income                                 510             3,607
                                              --------          --------
                                              $589,514          $488,377

COSTS AND EXPENSES:
   Lease operating                            $ 82,803          $132,377
   Production tax                               45,209            35,337
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                23,120            47,645
   General and administrative
      (Note 2)                                  66,510            64,579
                                              --------          --------
                                              $217,642          $279,938
                                              --------          --------

NET INCOME                                    $371,872          $208,439
                                              ========          ========
GENERAL PARTNER - NET INCOME                  $ 39,217          $ 24,772
                                              ========          ========
LIMITED PARTNERS - NET INCOME                 $332,655          $183,667
                                              ========          ========
NET INCOME per unit                           $   1.45          $   0.80
                                              ========          ========
UNITS OUTSTANDING                              228,821           228,821
                                              ========          ========



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


                                      -19-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------       ------------

REVENUES:
   Oil and gas sales                          $1,461,055        $2,175,380
   Interest income                                 1,285            15,437
   Gain (loss) on sale of oil and
      gas properties                              20,604       (       999)
                                              ----------        ----------
                                              $1,482,944        $2,189,818

COSTS AND EXPENSES:
   Lease operating                            $  304,240        $  349,267
   Production tax                                111,721           160,903
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 141,472           144,348
   General and administrative
      (Note 2)                                   214,576           207,571
                                              ----------        ----------
                                              $  772,009        $  862,089
                                              ----------        ----------

NET INCOME                                    $  710,935        $1,327,729
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   83,697        $  144,221
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  627,238        $1,183,508
                                              ==========        ==========
NET INCOME per unit                           $     2.74        $     5.17
                                              ==========        ==========
UNITS OUTSTANDING                                228,821           228,821
                                              ==========        ==========



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



                                      -20-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------       ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $710,935         $1,327,729
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                              141,472            144,348
      (Gain) loss on sale of oil and
        gas properties                        (  20,604)               999
      (Increase) decrease in accounts
        receivable - oil and gas sales        (  88,552)           255,034
      Increase in accounts payable                1,495              7,124
      Decrease in payable to General
        Partner                               ( 115,045)                 -
      Decrease in accrued liability           (   1,845)       (     9,917)
                                               --------         ----------
Net cash provided by operating
   activities                                  $627,856         $1,725,317
                                               --------         ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($187,402)       ($   30,258)
   Proceeds from the sale of oil and
      gas properties                             22,189                  -
                                               --------         ----------
Net cash used by investing activities         ($165,213)       ($   30,258)
                                               --------         ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($307,338)       ($1,869,887)
                                               --------         ----------
Net cash used by financing activities         ($307,338)       ($1,869,887)
                                               --------         ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            $155,305        ($  174,828)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                          242,032            511,025
                                               --------         ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $397,337         $  336,197
                                               ========         ==========



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



                                      -21-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                  2002             2001
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  378,071       $  278,738
   Accounts receivable:
      Oil and gas sales                           318,402          229,071
                                               ----------       ----------
        Total current assets                   $  696,473       $  507,809

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,345,527        1,424,064

DEFERRED CHARGE                                    38,188           38,188
                                               ----------       ----------
                                               $2,080,188       $1,970,061
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   57,098       $   49,662
   Gas imbalance payable                            7,953            7,953
                                               ----------       ----------
        Total current liabilities              $   65,051       $   57,615

ACCRUED LIABILITY                              $   13,875       $   13,875

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   99,130)     ($  118,848)
   Limited Partners, issued and
      outstanding, 171,400 units                2,100,392        2,017,419
                                               ----------       ----------
        Total Partners' capital                $2,001,262       $1,898,571
                                               ----------       ----------
                                               $2,080,188       $1,970,061
                                               ==========       ==========


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



                                      -22-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002              2001
                                                --------          --------

REVENUES:
   Oil and gas sales                            $527,359          $501,038
   Interest income                                   720             3,637
                                                --------          --------
                                                $528,079          $504,675

COSTS AND EXPENSES:
   Lease operating                              $ 71,911          $101,737
   Production tax                                 32,944            35,720
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  43,130            54,544
   General and administrative
      (Note 2)                                    50,277            48,358
                                                --------          --------
                                                $198,262          $240,359
                                                --------          --------

NET INCOME                                      $329,817          $264,316
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 36,791          $ 30,977
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $293,026          $233,339
                                                ========          ========
NET INCOME per unit                             $   1.71          $   1.36
                                                ========          ========
UNITS OUTSTANDING                                171,400           171,400
                                                ========          ========



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


                                      -23-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------       ------------

REVENUES:
   Oil and gas sales                          $1,369,918        $2,100,752
   Interest income                                 1,827            13,586
   Gain (loss) on sale of oil and
      gas properties                              50,440       (     1,162)
                                              ----------        ----------
                                              $1,422,185        $2,113,176

COSTS AND EXPENSES:
   Lease operating                            $  253,958        $  257,341
   Production tax                                 86,040           142,175
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 141,931           168,457
   General and administrative
      (Note 2)                                   165,185           158,947
                                              ----------        ----------
                                              $  647,114        $  726,920
                                              ----------        ----------

NET INCOME                                    $  775,071        $1,386,256
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   90,098        $  152,428
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  684,973        $1,233,828
                                              ==========        ==========
NET INCOME per unit                           $     4.00        $     7.20
                                              ==========        ==========
UNITS OUTSTANDING                                171,400           171,400
                                              ==========        ==========


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



                                      -24-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------       ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $775,071         $1,386,256
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                              141,931            168,457
      (Gain) loss on sale of oil and
        gas properties                        (  50,440)             1,162
      (Increase) decrease in accounts
        receivable - oil and gas sales        (  89,331)           154,325
      Decrease in deferred charge                     -              2,422
      Increase in accounts payable                7,436              3,536
                                               --------         ----------
Net cash provided by operating
   activities                                  $784,667         $1,716,158
                                               --------         ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($ 67,837)       ($   69,144)
   Proceeds from sale of oil and
      gas properties                             54,883                  -
                                               --------         ----------
Net cash used by investing
   activities                                 ($ 12,954)       ($   69,144)
                                               --------         ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($672,380)       ($1,731,739)
                                               --------         ----------
Net cash used by financing
   activities                                 ($672,380)       ($1,731,739)
                                               --------         ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            $ 99,333        ($   84,725)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                          278,738            441,154
                                               --------         ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $378,071         $  356,429
                                               ========         ==========



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



                                      -25-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                  2002             2001
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  800,005       $  625,720
   Accounts receivable:
      Oil and gas sales                           674,250          484,681
                                               ----------       ----------
        Total current assets                   $1,474,255       $1,110,401

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                2,895,188        3,065,609

DEFERRED CHARGE                                    83,736           83,736
                                               ----------       ----------
                                               $4,453,179       $4,259,746
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  122,486       $  105,862
   Gas imbalance payable                           17,264           17,264
                                               ----------       ----------
        Total current liabilities              $  139,750       $  123,126

ACCRUED LIABILITY                              $   31,820       $   31,820

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  104,394)     ($  146,206)
   Limited Partners, issued and
      outstanding, 372,189 units                4,386,003        4,251,006
                                               ----------       ----------
        Total Partners' capital                $4,281,609       $4,104,800
                                               ----------       ----------
                                               $4,453,179       $4,259,746
                                               ==========       ==========

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



                                      -26-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------        ----------

REVENUES:
   Oil and gas sales                          $1,115,779        $1,061,074
   Interest income                                 1,575             7,986
                                              ----------        ----------
                                              $1,117,354        $1,069,060

COSTS AND EXPENSES:
   Lease operating                            $  154,903        $  216,342
   Production tax                                 69,875            75,811
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  91,939           116,244
   General and administrative
      (Note 2)                                   106,071           104,154
                                              ----------        ----------
                                              $  422,788        $  512,551
                                              ----------        ----------

NET INCOME                                    $  694,566        $  556,509
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $   77,573        $   65,314
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $  616,993        $  491,195
                                              ==========        ==========
NET INCOME per unit                           $     1.66        $     1.32
                                              ==========        ==========
UNITS OUTSTANDING                                372,189           372,189
                                              ==========        ==========



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


                                      -27-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                 2002              2001
                                              ----------       ------------

REVENUES:
   Oil and gas sales                          $2,902,621        $4,464,197
   Interest income                                 4,214            29,403
   Gain (loss) on sale of oil and
      gas properties                             105,409       (     2,735)
                                              ----------        ----------
                                              $3,012,244        $4,490,865

COSTS AND EXPENSES:
   Lease operating                            $  542,854        $  549,459
   Production tax                                182,936           303,167
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                 304,730           359,077
   General and administrative
      (Note 2)                                   333,945           325,325
                                              ----------        ----------
                                              $1,364,465        $1,537,028
                                              ----------        ----------

NET INCOME                                    $1,647,779        $2,953,837
                                              ==========        ==========
GENERAL PARTNER - NET INCOME                  $  191,782        $  324,760
                                              ==========        ==========
LIMITED PARTNERS - NET INCOME                 $1,455,997        $2,629,077
                                              ==========        ==========
NET INCOME per unit                           $     3.91        $     7.06
                                              ==========        ==========
UNITS OUTSTANDING                                372,189           372,189
                                              ==========        ==========



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



                                      -28-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002             2001
                                              ------------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $1,647,779       $2,953,837
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                304,730          359,077
      (Gain) loss on sale of oil and gas
        properties                            (   105,409)           2,735
      (Increase) decrease in accounts
        receivable - oil and gas sales        (   189,569)         328,799
      Decrease in deferred charge                       -            5,061
      Increase in accounts payable                 16,624            7,116
                                               ----------       ----------
Net cash provided by operating
   activities                                  $1,674,155       $3,656,625
                                               ----------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($  143,709)     ($  151,431)
   Proceeds from sale of oil and
      gas properties                              114,809                -
                                               ----------       ----------
Net cash used by investing
   activities                                 ($   28,900)     ($  151,431)
                                               ----------       ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($1,470,970)     ($3,613,185)
                                               ----------       ----------
Net cash used by financing
   activities                                 ($1,470,970)     ($3,613,185)
                                               ----------       ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            $  174,285      ($  107,991)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            625,720          934,304
                                               ----------       ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $  800,005       $  826,313
                                               ==========       ==========



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



                                      -29-
<PAGE>



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

                                     ASSETS

                                             September 30,     December 31,
                                                 2002              2001
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  198,338       $  136,988
   Accounts receivable:
      Oil and gas sales                           159,884          114,762
                                               ----------       ----------
        Total current assets                   $  358,222       $  251,750

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  681,537          721,143

DEFERRED CHARGE                                    19,936           19,936
                                               ----------       ----------
                                               $1,059,695       $  992,829
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   29,687       $   25,473
   Gas imbalance payable                            4,266            4,266
                                               ----------       ----------
        Total current liabilities              $   33,953       $   29,739

ACCRUED LIABILITY                              $    6,430       $    6,430

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   55,120)     ($   65,089)
   Limited Partners, issued and
      outstanding, 91,711 units                 1,074,432        1,021,749
                                               ----------       ----------
        Total Partners' capital                $1,019,312       $  956,660
                                               ----------       ----------
                                               $1,059,695       $  992,829
                                               ==========       ==========


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



                                      -30-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002              2001
                                                --------          --------

REVENUES:
   Oil and gas sales                            $264,779          $251,762
   Interest income                                   364             1,783
                                                --------          --------
                                                $265,143          $253,545

COSTS AND EXPENSES:
   Lease operating                              $ 37,756          $ 53,145
   Production tax                                 16,687            18,093
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  22,005            27,196
   General and administrative
      (Note 2)                                    28,128            26,208
                                                --------          --------
                                                $104,576          $124,642
                                                --------          --------

NET INCOME                                      $160,567          $128,903
                                                ========          ========
GENERAL PARTNER - NET INCOME                    $ 18,001          $ 15,160
                                                ========          ========
LIMITED PARTNERS - NET INCOME                   $142,566          $113,743
                                                ========          ========
NET INCOME per unit                             $   1.55          $   1.24
                                                ========          ========
UNITS OUTSTANDING                                 91,711            91,711
                                                ========          ========


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


                                      -31-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                  2002             2001
                                                --------       ------------

REVENUES:
   Oil and gas sales                            $687,798        $1,062,850
   Interest income                                   848             6,688
   Gain (loss) on sale of oil and
      gas properties                              24,403       (       766)
                                                --------        ----------
                                                $713,049        $1,068,772

COSTS AND EXPENSES:
   Lease operating                              $130,833        $  133,615
   Production tax                                 43,613            72,664
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                  71,489            84,038
   General and administrative
      (Note 2)                                    98,189            92,892
                                                --------        ----------
                                                $344,124        $  383,209
                                                --------        ----------

NET INCOME                                      $368,925        $  685,563
                                                ========        ==========
GENERAL PARTNER - NET INCOME                    $ 43,242        $   75,451
                                                ========        ==========
LIMITED PARTNERS - NET INCOME                   $325,683        $  610,112
                                                ========        ==========
NET INCOME per unit                             $   3.55        $     6.65
                                                ========        ==========
UNITS OUTSTANDING                                 91,711            91,711
                                                ========        ==========



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



                                      -32-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

                                                    2002             2001
                                                 ----------       ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                     $368,925         $685,563
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  71,489           84,038
      (Gain) loss on sale of oil and gas
        properties                               (  24,403)             766
      (Increase) decrease in accounts
        receivable - oil and gas sales           (  45,122)          79,259
      Decrease in deferred charge                        -            1,189
      Increase in accounts payable                   4,214            1,832
                                                  --------         --------
Net cash provided by operating
   activities                                     $375,103         $852,647
                                                  --------         --------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                          ($ 34,048)       ($ 37,968)
   Proceeds from sale of oil and
      Gas properties                                26,568                -
                                                  --------         --------

Net cash used by investing activities            ($  7,480)       ($ 37,968)
                                                  --------         --------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                            ($306,273)       ($868,424)
                                                  --------         --------
Net cash used by financing activities            ($306,273)       ($868,424)
                                                  --------         --------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                               $ 61,350        ($ 53,745)

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             136,988          229,651
                                                  --------         --------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                  $198,338         $175,906
                                                  ========         ========




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


                                      -33-
<PAGE>



            GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS
             CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2002
                                   (Unaudited)


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

      The combined balance sheets as of September 30, 2002,  combined statements
      of operations  for the three and nine months ended  September 30, 2002 and
      2001,  and  combined  statements  of cash flows for the nine months  ended
      September 30, 2002 and 2001 have been prepared by Geodyne Resources, Inc.,
      the  General  Partner of the limited  partnerships,  without  audit.  Each
      limited partnership is a general partner in the related Geodyne Production
      Partnership  in which  Geodyne  Resources,  Inc.  serves  as the  managing
      partner.  Unless the context  indicates  otherwise,  all  references  to a
      "Partnership"  or  the   "Partnerships"  are  references  to  the  limited
      partnership and its related production partnership,  collectively, and all
      references to the "General  Partner" are references to the general partner
      of the limited  partnerships  and the managing  partner of the  production
      partnerships,  collectively.  In the opinion of  management  the financial
      statements referred to above include all necessary adjustments, consisting
      of normal recurring adjustments,  to present fairly the combined financial
      position at September 30, 2002, the combined results of operations for the
      three and nine months ended  September 30, 2002 and 2001, and the combined
      cash flows for the nine months ended September 30, 2002 and 2001.

      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, 2001. The
      results of  operations  for the period  ended  September  30, 2002 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  proceeds  are credited to oil and gas
      properties.


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

      The Accrued  Liability - Other at September 30, 2002 and December 31, 2001
      for the II-A Partnership  represents a charge accrued for the payment of a
      judgment  related to plugging  liabilities,  which  judgment is  currently
      under appeal.  The decrease in the Accrued Liability - Other from December
      31, 2001 to  September  30, 2002 was due to a partial  settlement  of this
      judgment, which settlement was paid in June 2002.



                                      -35-
<PAGE>




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

      The Partnerships'  Partnership Agreements provide for reimbursement to the
      General Partner for all direct general and administrative expenses and for
      the general and  administrative  overhead  applicable to the  Partnerships
      based on an allocation of actual costs  incurred.  During the three months
      ended September 30, 2002, the following  payments were made to the General
      Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               II-A                  $ 8,955                 $127,443
               II-B                    7,147                   95,190
               II-C                    4,105                   40,689
               II-D                    6,462                   82,863
               II-E                    6,294                   60,216
               II-F                    5,172                   45,105
               II-G                    8,127                   97,944
               II-H                    3,993                   24,135

      During the nine months ended  September 30, 2002,  the following  payments
      were made to the General Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        -------------------       ---------------
               II-A                  $43,471                 $382,329
               II-B                   37,202                  285,570
               II-C                   26,653                  122,067
               II-D                   34,807                  248,589
               II-E                   33,928                  180,648
               II-F                   29,870                  135,315
               II-G                   40,113                  293,832
               II-H                   25,784                   72,405

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



                                      -36-
<PAGE>



      ACCOUNTS RECEIVABLE - GENERAL PARTNER

      The  Accounts  Receivable  - General  Partner at December 31, 2001 for the
      II-A Partnership  represents accrued proceeds from a related party for the
      sale of certain oil and gas properties  during  December 2001. Such amount
      was received in January 2002.

      PAYABLE TO GENERAL PARTNER

      The payable to General  Partner at December 31, 2001 for the II-D and II-E
      Partnerships  represents  litigation  costs and settlement of a liability.
      Such amounts were repaid during the first quarter of 2002.





                                      -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  September  30, 2002 and the net revenue
      generated from future operations will provide  sufficient  working capital
      to meet current and future obligations.

      Occasional  expenditures for new wells or well recompletions or workovers,
      however, may reduce or eliminate cash available for a particular quarterly
      distribution.  During the nine months ended  September  30, 2002,  capital
      expenditures for the II-A Partnership totaled $90,928.  These expenditures
      were primarily due to drilling  activities in a large  unitized  property,
      the Willamar Community E Unit, located in Willacy County,  Texas, in which
      the II-A Partnership  owns a working  interest of approximately  11.5%. In
      addition, during the nine months



                                      -39-
<PAGE>



      ended September 30, 2002,  capital  expenditures  for the II-E Partnership
      totaled $187,402. These expenditures were primarily due to the drilling of
      the Ernest Frey #1 and Mordello Vincent #7 wells located in Acadia Parish,
      Louisiana,  in each of which the II-E  Partnership owns a working interest
      of approximately 5.8%. In addition, during the nine months ended September
      30, 2001,  capital  expenditures for the II-A, II-B, and II-C Partnerships
      totaled $171,060, $492,832, and $71,313, respectively.  These expenditures
      were primarily due to the drilling of three  development  wells located in
      Kern County, California. The II-A, II-B, and II-C Partnerships own working
      interests of approximately 3.9%, 16.2%, and 2.4%,  respectively,  in these
      wells.

      The II-A  Partnership's  Statement of Cash Flows for the nine months ended
      September 30, 2002 includes  proceeds from the sale of certain oil and gas
      properties  during  December  2001  and June  2002.  These  proceeds  were
      included in the  Partnership's  cash  distributions  paid in February  and
      August 2002, respectively.


      NEW ACCOUNTING PRONOUNCEMENTS

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

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

      In  August  2001,  the  FASB  issued  FAS  No.  144,  "Accounting  for the
      Impairment  or Disposal of  Long-Lived  Assets",  which is  effective  for
      fiscal years  beginning  after  December 15, 2001 (January 1, 2002 for the
      Partnerships).  This statement  supersedes FAS No. 121 "Accounting for the
      Impairment of Long-Lived  Assets and for Long-Lived  Assets to be Disposed
      Of". The  provisions  of FAS No. 144, as they relate to the  Partnerships,
      are  essentially the same as FAS No. 121 and thus are not expected to have
      a significant effect on the Partnerships financial condition or results of
      operations.



                                      -40-
<PAGE>




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

      GENERAL DISCUSSION

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

      The primary source of liquidity and Partnership cash  distributions  comes
      from the net revenues generated from the sale of oil and gas produced from
      the  Partnerships'  oil and gas  properties.  The level of net revenues is
      highly  dependent  upon the total volumes of oil and natural gas sold. Oil
      and gas  reserves  are  depleting  assets and will  experience  production
      declines over time, thereby likely resulting in reduced net revenues.

      The  level of net  revenues  is also  highly  dependent  upon  the  prices
      received for oil and gas sales,  which prices have  historically been very
      volatile  and may continue to be so.  Additionally,  lower oil and natural
      gas  prices  may  reduce  the  amount of oil and gas that is  economic  to
      produce  and  reduce the  Partnerships'  revenues  and cash flow.  Various
      factors  beyond the  Partnerships'  control will affect prices for oil and
      natural gas, such as:

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

      Recently,  while economic factors have been relatively unfavorable for oil
      and natural  gas demand,  oil prices  have  benefited  from the  political
      uncertainty  associated with the increase in terrorist activities in parts
      of the  world.  In the last few years,  natural  gas  prices  have  varied
      significantly,  from very high prices in late 2000 and early 2001,  to low
      prices in late 2001 and early 2002,  to rising prices in the later part of
      2002. The high natural gas prices were associated with cold winter weather
      and decreased  supply from reduced  capital  investment  for new drilling,
      while the low prices were  associated with warm winter weather and reduced
      economic activity. The more



                                      -41-
<PAGE>



      recent  increase in prices is the result of increased  demand from weather
      patterns,  the pricing effect of relatively  high oil prices and increased
      concern about the ability of the industry to meet any  longer-term  demand
      increases  based upon  current  drilling  activity.  It is not possible to
      predict the future  direction  of oil or natural gas prices or whether the
      above discussed trends will remain.

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


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

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

      The  following  tables   summarize   changes  in  net  quantities  of  the
      Partnerships'  proved  reserves,  all of which are  located  in the United
      States, for the periods  indicated.  The proved reserves were estimated by
      petroleum engineers



                                      -42-
<PAGE>



      employed by affiliates of the  Partnerships,  and are annually reviewed by
      an  independent  engineering  firm.  "Proved  reserves"  refers  to  those
      estimated  quantities of crude oil, gas, and gas liquids which  geological
      and  engineering  data   demonstrate  with  reasonable   certainty  to  be
      recoverable  in  future  years  from  known oil and gas  reservoirs  under
      existing  economic and operating  conditions.  The  following  information
      includes certain gas balancing  adjustments  which cause the gas volume to
      differ from the reserve reports prepared by the General Partner.

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

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

      Proved reserves, Dec. 31, 2001             373,529        5,870,258
         Production                             ( 44,969)      (  618,085)
         Sale of minerals in place              (  4,154)      (  109,339)
         Extensions and discoveries               14,912           11,337
         Revisions of previous
            estimates                             93,272          334,526
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            432,590        5,488,697
                                                 =======        =========


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

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

      Proved reserves, Dec. 31, 2001             284,386        4,283,056
         Production                             ( 30,747)      (  462,665)
         Sale of minerals in place              (  3,132)               -
         Extensions and discoveries               14,662           20,562
         Revisions of previous
            estimates                             49,705          339,334
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            314,874        4,180,287
                                                 =======        =========



                                      -43-
<PAGE>



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

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

      Proved reserves, Dec. 31, 2001              95,478        3,251,837
         Production                             ( 11,065)      (  263,604)
         Sale of minerals in place              (    438)      (      113)
         Revisions of previous
            estimates                             16,278          161,948
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            100,253        3,150,068
                                                 =======        =========


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

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

      Proved reserves, Dec. 31, 2001             192,838        9,391,858
         Production                             ( 25,931)      (  613,015)
         Sale of minerals in place              (  4,601)      (    1,174)
         Extensions and discoveries               18,832           11,783
         Revisions of previous
            estimates                              3,224       (   82,487)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            184,362        8,706,965
                                                 =======        =========




                                      -44-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2001             146,528        3,643,582
         Production                             ( 18,651)      (  383,242)
         Sale of minerals in place                     -       (   13,492)
         Extensions and discoveries                2,283            5,883
         Revisions of previous
            estimates                             27,987          342,075
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            158,147        3,594,806
                                                 =======        =========


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

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

      Proved reserves, Dec. 31, 2001             218,525        3,008,911
         Production                             ( 21,483)      (  338,964)
         Sale of minerals in place                     -       (   33,002)
         Extensions and discoveries                1,264           14,384
         Revisions of previous
            estimates                             41,066          295,720
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            239,372        2,947,049
                                                 =======        =========




                                      -45-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2001             459,154        6,439,996
         Production                             ( 45,038)      (  721,221)
         Sale of minerals in place                     -       (   69,121)
         Extensions and discoveries               12,198           34,130
         Revisions of previous
            estimates                             76,440          632,874
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            502,754        6,316,658
                                                 =======        =========


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

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

      Proved reserves, Dec. 31, 2001             107,290        1,555,333
         Production                             ( 10,464)      (  172,467)
         Sale of minerals in place                     -       (   15,921)
         Extensions and discoveries                   69            6,958
         Revisions of previous
            estimates                             20,548          155,611
                                                 -------        ---------

      Proved reserves, Sept. 30, 2002            117,443        1,529,514
                                                 =======        =========



                                      -46-
<PAGE>




      In  addition  to  the  volume  changes,  the  net  present  value  of  the
      Partnerships'  reserves  may  change  dramatically  as oil and gas  prices
      change or as volumes change for the reasons  described  above. Net present
      value represents  estimated future gross cash flow from the production and
      sale of proved  reserves,  net of estimated oil and gas  production  costs
      (including production taxes, ad valorem taxes, and operating expenses) and
      estimated future development costs, discounted at 10% per annum.

      The  following  table  indicates  the  estimated  net present value of the
      Partnerships'  proved  reserves as of December 31, 2001 and  September 30,
      2002. Net present value attributable to the Partnerships'  proved reserves
      was  calculated on the basis of current costs and prices as of the date of
      estimation.  Such  prices  were  $16.75 per barrel and $2.65 per Mcf as of
      December  31, 2001 and $27.25 per barrel and $3.76 per Mcf as of September
      30, 2002. Such prices were not escalated  except in certain  circumstances
      where  escalations were fixed and readily  determinable in accordance with
      applicable  contract  provisions.  The prices used in calculating  the net
      present value  attributable  to the  Partnerships'  proved reserves do not
      necessarily reflect market prices for oil and gas production subsequent to
      the date the net present  value was  estimated.  There can be no assurance
      that  the  prices  used  in  calculating  the  net  present  value  of the
      Partnerships'   proved   reserves  will  actually  be  realized  for  such
      production.

                                   Net Present Value of Reserves
                                 ---------------------------------
            Partnership           12/31/01               9/30/02
            -----------          -----------           -----------
                II-A             $ 8,039,055           $11,916,979
                II-B             $ 5,893,237           $ 8,964,618
                II-C             $ 3,983,242           $ 5,630,261
                II-D             $12,252,920           $15,635,099
                II-E             $ 4,806,139           $ 7,143,383
                II-F             $ 4,668,143           $ 7,358,685
                II-G             $ 9,899,151           $15,635,338
                II-H             $ 2,354,203           $ 3,729,092




                                      -47-
<PAGE>



      Subsequent  to September  30, 2002,  the II-C and II-D  Partnerships  sold
      their  interests in five wells  located in the Paradox  Basin,  San Miguel
      County,  Colorado.  The sale  proceeds  were less than the  estimated  net
      present value of the II-C and II-D Partnerships'  reserves for these wells
      as included in the Annual Report on Form 10-K for the year ended  December
      31, 2001.  This can be attributed  to a greater than  expected  production
      decline  in  2002  and  revisions  in  calculating   certain  gas  pricing
      deductions.

      II-A PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                  2002              2001
                                                --------         ----------
      Oil and gas sales                         $932,585         $1,053,681
      Oil and gas production expenses           $314,976         $  420,380
      Barrels produced                            13,602             16,056
      Mcf produced                               193,018            229,824
      Average price/Bbl                         $  26.25         $    24.82
      Average price/Mcf                         $   2.98         $     2.85

      As shown in the table above,  total oil and gas sales  decreased  $121,096
      (11.5%) for the three months ended  September  30, 2002 as compared to the
      three months ended  September  30, 2001. Of this  decrease,  approximately
      $60,000 and $105,000,  respectively,  were related to decreases in volumes
      of oil and gas sold. These decreases were partially offset by increases of
      approximately $19,000 and $25,000,  respectively,  related to increases in
      the  average  prices  of oil and gas  sold.  Volumes  of oil and gas  sold
      decreased 2,454 barrels and 36,806 Mcf, respectively, for the three months
      ended  September 30, 2002 as compared to the three months ended  September
      30, 2001. The decrease in volumes of oil sold was primarily due to (i) the
      sale of several  wells  during  early  2002 and (ii)  normal  declines  in
      production. The decrease in volumes of gas sold was primarily due to (i) a
      positive  prior period gas balancing  adjustment on one  significant  well
      during the three months ended  September  30, 2001,  (ii)  positive  prior
      period volume



                                      -48-
<PAGE>



      adjustments  on two  significant  wells  during  the  three  months  ended
      September 30, 2001,  and (iii) a negative  prior period volume  adjustment
      made by the purchaser on another  significant well during the three months
      ended September 30, 2002.  Average oil and gas prices  increased to $26.25
      per barrel and $2.98 per Mcf,  respectively,  for the three  months  ended
      September 30, 2002 from $24.82 per barrel and $2.85 per Mcf, respectively,
      for the three months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $105,404 (25.1%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001.  This  decrease was  primarily  due to (i) the sale of several wells
      during early 2002 and (ii)  workover  expenses  incurred on several  wells
      during the three months ended  September  30, 2001. As a percentage of oil
      and gas sales,  these  expenses  decreased  to 33.8% for the three  months
      ended  September 30, 2002 from 39.9% for the three months ended  September
      30,  2001.  This  percentage  decrease  was  primarily  due to the  dollar
      decrease in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $67,480 (75.7%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas reserves at September  30, 2002 and (ii) the  decreases in volumes
      of oil and gas sold.  As a percentage  of oil and gas sales,  this expense
      decreased to 2.3% for the three months ended  September 30, 2002 from 8.5%
      for the three months ended September 30, 2001.  This  percentage  decrease
      was primarily due to the dollar decrease in depreciation,  depletion,  and
      amortization.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2002 and 2001. As a percentage of oil and
      gas sales,  these  expenses  increased to 14.6% for the three months ended
      September  30, 2002 from 12.9% for the three  months ended  September  30,
      2001.  This  percentage  increase was primarily due to the decrease in oil
      and gas sales.



                                      -49-
<PAGE>




      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $2,700,081       $4,192,688
      Oil and gas production expenses           $1,117,942       $1,164,136
      Barrels produced                              44,969           53,356
      Mcf produced                                 618,085          605,205
      Average price/Bbl                         $    22.55       $    25.44
      Average price/Mcf                         $     2.73       $     4.68

      As shown in the table above, total oil and gas sales decreased  $1,492,607
      (35.6%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended September 30, 2001. Of this decrease,  approximately (i)
      $1,210,000  was related to a decrease in the average price of gas sold and
      (ii) $213,000 was related to a decrease in volumes of oil sold. Volumes of
      oil sold  decreased  8,387  barrels,  while volumes of gas sold  increased
      12,880 Mcf for the nine months ended September 30, 2002 as compared to the
      nine months ended  September 30, 2001. The decrease in volumes of oil sold
      was  primarily  due to (i) the sale of several wells during early 2002 and
      (ii) normal  declines in  production.  The increase in volumes of gas sold
      was primarily due to (i) a negative prior period gas balancing  adjustment
      on one  significant  well during the nine months ended September 30, 2001,
      (ii)  a  positive  prior  period  gas  balancing   adjustment  on  another
      significant  well during the nine months ended  September  30,  2002,  and
      (iii) an increase in  production  on another  significant  well due to the
      successful  workover of that well  during late 2001 and early 2002.  These
      increases  were  partially  offset  by (i) a  positive  prior  period  gas
      balancing  adjustment on one significant well during the nine months ended
      September 30, 2001 and (ii) a negative prior period volume adjustment made
      by the purchaser on another  significant well during the nine months ended
      September  30,  2002.  Average oil and gas prices  decreased to $22.55 per
      barrel  and  $2.73  per  Mcf,  respectively,  for the  nine  months  ended
      September 30, 2002 from $25.44 per barrel and $4.68 per Mcf, respectively,
      for the nine months ended September 30, 2001.



                                      -50-
<PAGE>




      As  discussed  in  Liquidity  and  Capital   Resources   above,  the  II-A
      Partnership  sold  certain oil and gas  properties  during the nine months
      ended  September  30, 2002 and  recognized a $193,272  gain on such sales.
      Sales of oil and gas properties during the nine months ended September 30,
      2001 resulted in similar gains of $3,277.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $46,194  (4.0%) for the nine  months  ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This  decrease was  primarily  due to (i) a decrease in  production
      taxes associated with the decrease in oil and gas sales,  (ii) the sale of
      several wells during early 2002, and (iii) a partial  reversal  during the
      nine months ended  September 30, 2002 of  approximately  $22,000 (due to a
      partial  post-judgment  settlement) of a charge  previously  accrued for a
      judgment.  These  decreases  were  partially  offset by workover  expenses
      incurred on several wells during the nine months ended September 30, 2002.
      As a percentage of oil and gas sales,  these  expenses  increased to 41.4%
      for the nine  months  ended  September  30,  2002 from  27.8% for the nine
      months ended September 30, 2001.  This  percentage  increase was primarily
      due to the decreases in the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $69,762 (27.6%) for the nine months ended September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This decrease was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas reserves at September 30, 2002 and (ii) the decrease in volumes of
      oil sold. As a percentage of oil and gas sales,  this expense increased to
      6.8% for the nine months ended  September  30, 2002 from 6.0% for the nine
      months ended September 30, 2001.  This  percentage  increase was primarily
      due to the decreases in the average prices of oil and gas sold.



                                      -51-
<PAGE>




      General and  administrative  expenses increased $6,652 (1.6%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 15.8% for the nine months ended September 30, 2002 from 10.0%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002  totaling  $55,237,357  or 114.06% of Limited  Partners'  capital
      contributions.

      II-B PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                  2002             2001
                                                --------         --------
      Oil and gas sales                         $652,635         $768,036
      Oil and gas production expenses           $195,428         $278,553
      Barrels produced                             9,413           10,958
      Mcf produced                               139,524          133,773
      Average price/Bbl                         $  26.18         $  25.59
      Average price/Mcf                         $   2.91         $   3.65

      As shown in the table above,  total oil and gas sales  decreased  $115,401
      (15.0%) for the three months ended  September  30, 2002 as compared to the
      three months ended September 30, 2001. Of this decrease, approximately (i)
      $102,000  was related to a decrease  in the average  price of gas sold and
      (ii)  $40,000  was  related  to a decrease  in volumes of oil sold.  These
      decreases were partially  offset by an increase of  approximately  $21,000
      related  to an  increase  in  volumes  of gas  sold.  Volumes  of oil sold
      decreased 1,545 barrels, while volumes of gas sold increased 5,751 Mcf for
      the three months ended  September 30, 2002 as compared to the three months
      ended September 30, 2001. The decrease in volumes of oil sold was



                                      -52-
<PAGE>



      primarily  due to  normal  declines  in  production.  Average  oil  prices
      increased to $26.18 per barrel for the three months  ended  September  30,
      2002 from $25.59 per barrel for the three months ended September 30, 2001.
      Average gas prices  decreased  to $2.91 per Mcf for the three months ended
      September 30, 2002 from $3.65 per Mcf for the three months ended September
      30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $83,125  (29.8%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001.  This decrease was primarily due to (i) positive  prior period lease
      operating  expense  adjustments  made by the  operators  on several  wells
      during the three months ended September 30, 2001,  (ii) workover  expenses
      incurred on several  wells  during the three months  ended  September  30,
      2001,  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  decreased to 29.9% for the three months ended September 30, 2002
      from 36.3% for the three months ended  September 30, 2001. This percentage
      decrease  was  primarily  due to  the  dollar  decrease  in  oil  and  gas
      production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $30,692 (73.8%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September  30, 2002. As a percentage of oil and gas sales,
      this expense  decreased to 1.7% for the three months ended  September  30,
      2002  from  5.4% for the three  months  ended  September  30,  2001.  This
      percentage   decrease  was  primarily  due  to  the  dollar   decrease  in
      depreciation, depletion, and amortization.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2002 and 2001. As a percentage of oil and
      gas sales,  these  expenses  increased to 15.7% for the three months ended
      September  30, 2002 from 13.2% for the three  months ended  September  30,
      2001.  This  percentage  increase was primarily due to the decrease in oil
      and gas sales.



                                      -53-
<PAGE>




      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $1,905,822       $3,201,233
      Oil and gas production expenses           $  785,656       $  755,741
      Barrels produced                              30,747           40,089
      Mcf produced                                 462,665          446,563
      Average price/Bbl                         $    22.93       $    25.72
      Average price/Mcf                         $     2.60       $     4.86

      As shown in the table above, total oil and gas sales decreased  $1,295,411
      (40.5%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended September 30, 2001. Of this decrease,  approximately (i)
      $1,047,000  was related to a decrease in the average price of gas sold and
      (ii) $240,000 was related to a decrease in volumes of oil sold. Volumes of
      oil sold  decreased  9,342  barrels,  while volumes of gas sold  increased
      16,102 Mcf for the nine months ended September 30, 2002 as compared to the
      nine months ended  September 30, 2001. The decrease in volumes of oil sold
      was primarily due to (i) normal declines in production and (ii) a positive
      prior period  volume  adjustment  made by the operator on one  significant
      well during the nine months ended September 30, 2001.  Average oil and gas
      prices decreased to $22.93 per barrel and $2.60 per Mcf, respectively, for
      the nine months ended  September 30, 2002 from $25.72 per barrel and $4.86
      per Mcf, respectively, for the nine months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $29,915  (4.0%) for the nine  months  ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This increase was primarily  due to workover  expenses  incurred on
      several  wells  during the nine months  ended  September  30,  2002.  This
      increase  was  partially  offset by (i) a  decrease  in  production  taxes
      associated with the decrease in oil and



                                      -54-
<PAGE>



      gas  sales  and  (ii)  positive  prior  period  lease  operating   expense
      adjustments  made by the operators on several wells during the nine months
      ended  September  30, 2001.  As a percentage  of oil and gas sales,  these
      expenses  increased to 41.2% for the nine months ended  September 30, 2002
      from 23.6% for the nine months ended  September 30, 2001.  This percentage
      increase was primarily  due to the decreases in the average  prices of oil
      and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $7,454  (5.2%) for the nine months ended  September 30, 2002 as
      compared to the nine months ended  September  30, 2001. As a percentage of
      oil and gas sales,  this  expense  increased  to 7.1% for the nine  months
      ended September 30, 2002 from 4.5% for the nine months ended September 30,
      2001. This  percentage  increase was primarily due to the decreases in the
      average prices of oil and gas sold.

      General and  administrative  expenses increased $5,236 (1.6%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 16.9% for the nine months ended  September 30, 2002 from 9.9%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002 totaling  $39,783,916 or 109.99% of the Limited Partners' capital
      contributions.

      II-C PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                    2002             2001
                                                  --------         --------
      Oil and gas sales                           $324,790         $329,733
      Oil and gas production expenses             $ 86,846         $ 98,982
      Barrels produced                               3,328            3,401
      Mcf produced                                  86,084           73,930
      Average price/Bbl                           $  26.40         $  25.73
      Average price/Mcf                           $   2.75         $   3.28



                                      -55-
<PAGE>




      As shown in the table  above,  total oil and gas  sales  decreased  $4,943
      (1.5%) for the three  months ended  September  30, 2002 as compared to the
      three months ended September 30, 2001. Of this decrease, approximately (i)
      $45,000 was  related to a decrease  in the  average  price of gas sold and
      (ii)  $2,000  was  related to a  decrease  in  volumes of oil sold.  These
      decreases were partially offset by increases of approximately  (i) $40,000
      related to an increase  in volumes of gas sold and (ii) $2,000  related to
      an  increase  in the  average  price  of oil  sold.  Volumes  of oil  sold
      decreased 73 barrels,  while volumes of gas sold increased  12,154 Mcf for
      the three months ended  September 30, 2002 as compared to the three months
      ended  September  30,  2001.  The  increase  in  volumes  of gas  sold was
      primarily due to (i) a positive prior period volume adjustment made by the
      purchaser on one significant  well during the three months ended September
      30, 2002 and (ii) an increase in  production on another  significant  well
      due to the  successful  workover  of that well  during late 2001 and early
      2002.  Average  oil  prices  increased  to $26.40 per barrel for the three
      months  ended  September  30,  2002 from  $25.73  per barrel for the three
      months ended September 30, 2001. Average gas prices decreased to $2.75 per
      Mcf for the three months ended  September  30, 2002 from $3.28 per Mcf for
      the three months ended September 30, 2001.

      The II-C Partnership sold certain oil and gas properties  during the three
      months  ended  September  30, 2001 and  recognized  a $21,257 gain on such
      sales.  No such sales occurred during the three months ended September 30,
      2002.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $12,136  (12.3%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001. This decrease was primarily due to (i) workover expenses incurred on
      one significant  well during the three months ended September 30, 2001 and
      (ii) negative  prior period lease  operating  expense  adjustments  on two
      significant  wells during the three months ended  September 30, 2002. As a
      percentage of oil and gas sales, these expenses decreased to 26.7% for the
      three  months  ended  September  30, 2002 from 30.0% for the three  months
      ended September 30, 2001.  This  percentage  decrease was primarily due to
      the dollar decrease in oil and gas production expenses.



                                      -56-
<PAGE>




      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $17,714 (76.1%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September  30, 2002. As a percentage of oil and gas sales,
      this expense  decreased to 1.7% for the three months ended  September  30,
      2002  from  7.1% for the three  months  ended  September  30,  2001.  This
      percentage   decrease  was  primarily  due  to  the  dollar   decrease  in
      depreciation, depletion, and amortization.

      General and  administrative  expenses  increased $835 (1.9%) for the three
      months  ended  September  30, 2002 as compared to the three  months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased  to 13.8% for the three  months  ended  September  30, 2002 from
      13.3% for the three months ended September 30, 2001.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                               Nine Months Ended September 30,
                                               -------------------------------
                                                    2002             2001
                                                  --------        ----------
      Oil and gas sales                           $929,549        $1,446,754
      Oil and gas production expenses             $324,291        $  313,715
      Barrels produced                              11,065            10,944
      Mcf produced                                 263,604           236,794
      Average price/Bbl                           $  23.25        $    25.78
      Average price/Mcf                           $   2.55        $     4.92

      As shown in the table above,  total oil and gas sales  decreased  $517,205
      (35.7%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended  September  30, 2001.  Of this  decrease,  approximately
      $624,000 was related to a decrease in the average price of gas sold, which
      decrease was  partially  offset by an increase of  approximately  $132,000
      related to an increase in volumes of gas sold. Volumes of oil and gas sold
      increased  121 barrels and 26,810 Mcf,  respectively,  for the nine months
      ended September 30, 2002 as compared to the



                                      -57-
<PAGE>



      nine months ended  September 30, 2001. The increase in volumes of gas sold
      was primarily due to (i) a negative prior period gas balancing  adjustment
      on one  significant  well during the nine months ended September 30, 2001,
      (ii) an  increase in  production  on another  significant  well due to the
      successful  workover of that well  during  late 2001 and early  2002,  and
      (iii) a positive prior period volume  adjustment  made by the purchaser on
      another  significant well during the nine months ended September 30, 2002.
      Average  oil and gas prices  decreased  to $23.25 per barrel and $2.55 per
      Mcf,  respectively,  for the nine  months  ended  September  30, 2002 from
      $25.78  per barrel and $4.92 per Mcf,  respectively,  for the nine  months
      ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $10,576  (3.4%) for the nine  months  ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001. This increase was primarily due to workover expenses incurred on two
      significant  wells during the nine months ended  September 30, 2002.  This
      increase was partially offset by a decrease in production taxes associated
      with the  decrease in oil and gas sales.  As a  percentage  of oil and gas
      sales,  these  expenses  increased  to  34.9%  for the nine  months  ended
      September  30, 2002 from 21.7% for the nine  months  ended  September  30,
      2001. This  percentage  increase was primarily due to the decreases in the
      average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $6,720  (9.0%) for the nine months ended  September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September 30, 2002. This decrease was partially  offset by
      the  increases in volumes of oil and gas sold.  As a percentage of oil and
      gas  sales,  this  expense  increased  to 7.3% for the nine  months  ended
      September 30, 2002 from 5.2% for the nine months ended September 30, 2001.
      This percentage increase was primarily due to the decreases in the average
      prices of oil and gas sold.




                                      -58-
<PAGE>



      General and  administrative  expenses increased $2,622 (1.8%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 16.0% for the nine months ended September 30, 2002 from 10.1%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002 totaling  $18,408,686 or 119.06% of the Limited Partners' capital
      contributions.

      II-D PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                  2002             2001
                                                --------         --------
      Oil and gas sales                         $786,875         $658,006
      Oil and gas production expenses           $223,405         $309,232
      Barrels produced                             7,549            3,920
      Mcf produced                               212,305          183,262
      Average price/Bbl                         $  26.59         $  25.25
      Average price/Mcf                         $   2.76         $   3.05

      As shown in the table above,  total oil and gas sales  increased  $128,869
      (19.6%) for the three months ended  September  30, 2002 as compared to the
      three months ended  September  30, 2001. Of this  increase,  approximately
      $92,000 and $89,000, respectively, were related to increases in volumes of
      oil and gas sold.  These increases were partially  offset by a decrease of
      approximately  $61,000  related to a decrease in the average  price of gas
      sold.  Volumes of oil and gas sold increased 3,629 barrels and 29,043 Mcf,
      respectively, for the three months ended September 30, 2002 as compared to
      the three months ended  September 30, 2001. The increase in volumes of oil
      sold was  primarily  due to (i) the  successful  completion  of a new well
      during  late 2001 and (ii) an increase in  production  on one  significant
      well due to the successful workover of that



                                      -59-
<PAGE>



      well during mid 2001.  The  increase in volumes of gas sold was  primarily
      due to (i) an increase in  production  on several  wells due to successful
      workovers of those wells during mid 2001,  (ii) the successful  completion
      of two new wells  during  late  2001,  and (iii) a positive  prior  period
      volume adjustment made by the purchaser on one significant well during the
      three months ended  September 30, 2002.  These  increases  were  partially
      offset by the II-D Partnership  receiving a reduced percentage of sales on
      another  significant well during the three months ended September 30, 2002
      due to gas balancing. As of the date of this Quarterly Report,  management
      expects  the gas  balancing  adjustment  to continue  for the  foreseeable
      future,  thereby  continuing to contribute to a decrease in volumes of gas
      sold for the II-D Partnership.  Average oil prices increased to $26.59 per
      barrel for the three  months  ended  September  30,  2002 from  $25.25 per
      barrel for the three months ended  September 30, 2001.  Average gas prices
      decreased to $2.76 per Mcf for the three months ended  September  30, 2002
      from $3.05 per Mcf for the three months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $85,827  (27.8%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001. This decrease was primarily due to (i) workover expenses incurred on
      several  wells during the three months ended  September  30, 2001 and (ii)
      the sale of one  significant  well during late 2001.  These decreases were
      partially offset by workover expenses incurred on another significant well
      during the three months ended  September  30, 2002. As a percentage of oil
      and gas sales,  these  expenses  decreased  to 28.4% for the three  months
      ended  September 30, 2002 from 47.0% for the three months ended  September
      30,  2001.  This  percentage  decrease  was  primarily  due to the  dollar
      decrease in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $30,888 (64.9%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to upward  revisions  in the  estimates  of  remaining  oil
      reserves at September 30, 2002. This decrease was partially  offset by the
      increases in volumes of oil and gas



                                      -60-
<PAGE>



      sold. As a percentage of oil and gas sales, this expense decreased to 2.1%
      for the three  months  ended  September  30,  2002 from 7.2% for the three
      months ended September 30, 2001.  This  percentage  decrease was primarily
      due to the dollar decrease in depreciation, depletion, and amortization.

      General and  administrative  expenses  increased $965 (1.1%) for the three
      months  ended  September  30, 2002 as compared to the three  months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      decreased  to 11.4% for the three  months  ended  September  30, 2002 from
      13.4% for the three  months ended  September  30,  2001.  This  percentage
      decrease was primarily due to the increase in oil and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                            --------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $2,122,635       $3,099,117
      Oil and gas production expenses           $  718,259       $  856,481
      Barrels produced                              25,931           11,707
      Mcf produced                                 613,015          544,751
      Average price/Bbl                         $    22.60       $    25.32
      Average price/Mcf                         $     2.51       $     5.14

      As shown in the table above,  total oil and gas sales  decreased  $976,482
      (31.5%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended  September  30, 2001.  Of this  decrease,  approximately
      $1,617,000  was related to a decrease  in the  average  price of gas sold.
      This decrease was partially offset by increases of approximately  $360,000
      and $351,000, respectively, related to increases in volumes of oil and gas
      sold. Volumes of oil and gas sold increased 14,224 barrels and 68,264 Mcf,
      respectively,  for the nine months ended September 30, 2002 as compared to
      the nine months ended  September 30, 2001.  The increase in volumes of oil
      sold was  primarily  due to (i) the  successful  completion  of a new well
      during  late 2001 and (ii) an increase in  production  on one  significant
      well due to the successful



                                      -61-
<PAGE>



      workover of that well during mid 2001. The increase in volumes of gas sold
      was primarily due to (i) the successful completion of two new wells during
      late 2001,  (ii) a negative  prior period gas balancing  adjustment on one
      significant  well during the nine months ended  September  30,  2001,  and
      (iii) an  increase  in  production  on another  significant  well due to a
      successful  workover of that well during mid 2001.  These  increases  were
      partially offset by the II-D Partnership receiving a reduced percentage of
      sales on another  significant  well during the nine months ended September
      30, 2002 due to gas balancing.  As of the date of this  Quarterly  Report,
      management  expects  the gas  balancing  adjustment  to  continue  for the
      foreseeable  future,  thereby  continuing  to  contribute to a decrease in
      volumes of gas sold for the II-D  Partnership.  Average oil and gas prices
      decreased  to $22.60 per barrel and $2.51 per Mcf,  respectively,  for the
      nine months ended  September 30, 2002 from $25.32 per barrel and $5.14 per
      Mcf, respectively, for the nine months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $138,222  (16.1%) for the nine months ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This  decrease was  primarily  due to (i) a decrease in  production
      taxes  associated  with the decrease in oil and gas sales,  (ii)  workover
      expenses  incurred on several wells during the nine months ended September
      30,  2001,  and (iii) the sale of one  significant  well during late 2001.
      These  decreases were partially  offset by workover  expenses  incurred on
      several  wells  during the nine months  ended  September  30,  2002.  As a
      percentage of oil and gas sales, these expenses increased to 33.8% for the
      nine months ended  September 30, 2002 from 27.6% for the nine months ended
      September  30, 2001.  This  percentage  increase was  primarily due to the
      decreases in the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      increased  $8,936  (6.3%) for the nine months ended  September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This increase was
      primarily  due to the  increases  in  volumes  of oil and gas  sold.  This
      increase was  partially  offset by upward  revisions  in the  estimates of
      remaining  oil reserves at September  30, 2002. As a percentage of oil and
      gas sales, this expense increased to



                                      -62-
<PAGE>



      7.1% for the nine months ended  September  30, 2002 from 4.6% for the nine
      months ended September 30, 2001.  This  percentage  increase was primarily
      due to the decreases in the average prices of oil and gas sold.

      General and  administrative  expenses increased $4,471 (1.6%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 13.4% for the nine months ended  September 30, 2002 from 9.0%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002  totaling  $37,749,903  or 119.89% of Limited  Partners'  capital
      contributions.

      II-E PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                  2002               2001
                                                --------           --------
      Oil and gas sales                         $589,004           $484,770
      Oil and gas production expenses           $128,012           $167,714
      Barrels produced                             5,795              5,508
      Mcf produced                               146,173            122,319
      Average price/Bbl                         $  27.57           $  24.39
      Average price/Mcf                         $   2.94           $   2.86

      As shown in the table above,  total oil and gas sales  increased  $104,234
      (21.5%) for the three months ended  September  30, 2002 as compared to the
      three months ended September 30, 2001. Of this increase, approximately (i)
      $68,000 was related to an increase in volumes of gas sold and (ii) $18,000
      and $10,000, respectively, were related to increases in the average prices
      of oil and gas sold. Volumes of oil and gas sold increased 287 barrels and
      23,854 Mcf, respectively, for the three months ended September 30, 2002 as
      compared to the three months  ended  September  30, 2001.  The increase in
      volumes of gas sold was primarily due



                                      -63-
<PAGE>



      to (i) a positive prior period volume  adjustment made by the purchaser on
      one  significant  well during the three months ended  September  30, 2002,
      (ii) the  successful  completion of a new well during late 2001, and (iii)
      an  increase  in  production  on  another  significant  well  due  to  the
      successful  workover of that well during mid 2001.  These  increases  were
      partially offset by the II-E Partnership receiving a reduced percentage of
      sales on one significant  well during the three months ended September 30,
      2002  due to gas  balancing.  As of the  date  of this  Quarterly  Report,
      management  expects  the gas  balancing  adjustment  to  continue  for the
      foreseeable  future,  thereby  continuing  to  contribute to a decrease in
      volumes of gas sold for the II-E  Partnership.  Average oil and gas prices
      increased  to $27.57 per barrel and $2.94 per Mcf,  respectively,  for the
      three months ended September 30, 2002 from $24.39 per barrel and $2.86 per
      Mcf, respectively, for the three months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $39,702  (23.7%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001. This decrease was primarily due to (i) workover expenses incurred on
      several  wells during the three months ended  September  30, 2001 and (ii)
      the sale of one  significant  well during late 2001.  These decreases were
      partially  offset by a  negative  prior  period  lease  operating  expense
      adjustment  made by the  operator on another  significant  well during the
      three months ended  September  30,  2001.  As a percentage  of oil and gas
      sales,  these  expenses  decreased  to 21.7%  for the three  months  ended
      September  30, 2002 from 34.6% for the three  months ended  September  30,
      2001. This percentage decrease was primarily due to the dollar decrease in
      oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $24,525 (51.5%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September 30, 2002. This decrease was partially  offset by
      the  increases in volumes of oil and gas sold.  As a percentage of oil and
      gas sales, this expense



                                      -64-
<PAGE>



      decreased to 3.9% for the three months ended  September 30, 2002 from 9.8%
      for the three months ended September 30, 2001.  This  percentage  decrease
      was primarily due to the dollar decrease in depreciation,  depletion,  and
      amortization.

      General and administrative  expenses increased $1,931 (3.0%) for the three
      months  ended  September  30, 2002 as compared to the three  months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      decreased  to 11.3% for the three  months  ended  September  30, 2002 from
      13.3% for the three  months ended  September  30,  2001.  This  percentage
      decrease was primarily due to the increase in oil and gas sales.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $1,461,055       $2,175,380
      Oil and gas production expenses           $  415,961       $  510,170
      Barrels produced                              18,651           17,673
      Mcf produced                                 383,242          364,663
      Average price/Bbl                         $    23.57       $    26.38
      Average price/Mcf                         $     2.67       $     4.69

      As shown in the table above,  total oil and gas sales  decreased  $714,325
      (32.8%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended  September  30, 2001.  Of this  decrease,  approximately
      $775,000 was related to a decrease in the average price of gas sold, which
      decrease  was  partially  offset by an increase of  approximately  $87,000
      related to an increase in volumes of gas sold. Volumes of oil and gas sold
      increased  978 barrels and 18,579 Mcf,  respectively,  for the nine months
      ended  September  30, 2002 as compared to the nine months ended  September
      30,  2001.  Average oil and gas prices  decreased to $23.57 per barrel and
      $2.67 per Mcf, respectively,  for the nine months ended September 30, 2002
      from  $26.38  per  barrel  and $4.69 per Mcf,  respectively,  for the nine
      months ended September 30, 2001.



                                      -65-
<PAGE>




      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $94,209  (18.5%) for the nine months  ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This  decrease was  primarily  due to (i) a decrease in  production
      taxes  associated  with the decrease in oil and gas sales,  (ii)  workover
      expenses  incurred on several wells during the nine months ended September
      30,  2001,  and (iii) the sale of one  significant  well during late 2001.
      These  decreases  were  partially  offset by a negative prior period lease
      operating expense  adjustment made by the operator on another  significant
      well during the nine months ended  September  30, 2001. As a percentage of
      oil and gas sales,  these expenses  increased to 28.5% for the nine months
      ended  September  30, 2002 from 23.5% for the nine months ended  September
      30, 2001. This  percentage  increase was primarily due to the decreases in
      the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $2,876  (2.0%) for the nine months ended  September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September 30, 2002. This decrease was partially  offset by
      the  increases in volumes of oil and gas sold.  As a percentage of oil and
      gas  sales,  this  expense  increased  to 9.7% for the nine  months  ended
      September 30, 2002 from 6.6% for the nine months ended September 30, 2001.
      This percentage increase was primarily due to the decreases in the average
      prices of oil and gas sold.

      General and  administrative  expenses increased $7,005 (3.4%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 14.7% for the nine months ended  September 30, 2002 from 9.5%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002  totaling  $27,048,574  or 118.21% of Limited  Partners'  capital
      contributions.



                                      -66-
<PAGE>



      II-F PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                  2002               2001
                                                --------           --------
      Oil and gas sales                         $527,359           $501,038
      Oil and gas production expenses           $104,855           $137,457
      Barrels produced                             6,838              8,282
      Mcf produced                               119,681            107,646
      Average price/Bbl                         $  27.31           $  23.54
      Average price/Mcf                         $   2.85           $   2.84

      As shown in the table  above,  total oil and gas sales  increased  $26,321
      (5.3%) for the three  months ended  September  30, 2002 as compared to the
      three months ended September 30, 2001. Of this increase, approximately (i)
      $34,000 was related to an increase in volumes of gas sold and (ii) $26,000
      was  related  to an  increase  in the  average  price of oil  sold.  These
      increases were  partially  offset by a decrease of  approximately  $34,000
      related  to a  decrease  in  volumes  of oil  sold.  Volumes  of oil  sold
      decreased  1,444 barrels,  while volumes of gas sold increased  12,035 Mcf
      for the three  months  ended  September  30, 2002 as compared to the three
      months ended  September 30, 2001.  The decrease in volumes of oil sold was
      primarily  due to (i) normal  declines in  production  and (ii) a positive
      prior period volume  adjustment  made by the purchaser on one  significant
      well during the three months  ended  September  30, 2001.  The increase in
      volumes of gas sold was primarily due to (i) the successful  completion of
      several  new wells  during  late 2001 and early  2002 and (ii) a  positive
      prior period  volume  adjustment  made by the operator on one  significant
      well during the three months ended September 30, 2002. Average oil and gas
      prices increased to $27.31 per barrel and $2.85 per Mcf, respectively, for
      the three months ended September 30, 2002 from $23.54 per barrel and $2.84
      per Mcf, respectively, for the three months ended September 30, 2001.



                                      -67-
<PAGE>




      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $32,602  (23.7%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001.  This decrease was primarily  due to workover  expenses  incurred on
      several  wells  during the three  months ended  September  30, 2001.  As a
      percentage of oil and gas sales, these expenses decreased to 19.9% for the
      three  months  ended  September  30, 2002 from 27.4% for the three  months
      ended September 30, 2001.  This  percentage  decrease was primarily due to
      the dollar decrease in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $11,414 (20.9%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September  30, 2002. As a percentage of oil and gas sales,
      this expense  decreased to 8.2% for the three months ended  September  30,
      2002 from  10.9% for the three  months  ended  September  30,  2001.  This
      percentage   decrease  was  primarily  due  to  the  dollar   decrease  in
      depreciation, depletion, and amortization.

      General and administrative  expenses increased $1,919 (4.0%) for the three
      months  ended  September  30, 2002 as compared to the three  months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      decreased to 9.5% for the three months ended  September 30, 2002 from 9.7%
      for the three months ended September 30, 2001.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $1,369,918       $2,100,752
      Oil and gas production expenses           $  339,998       $  399,516
      Barrels produced                              21,483           23,361
      Mcf produced                                 338,964          345,767
      Average price/Bbl                         $    23.06       $    25.82
      Average price/Mcf                         $     2.58       $     4.33



                                      -68-
<PAGE>




      As shown in the table above,  total oil and gas sales  decreased  $730,834
      (34.8%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended  September  30, 2001.  Of this  decrease,  approximately
      $594,000  was  related to a  decrease  in the  average  price of gas sold.
      Volumes  of oil and gas  sold  decreased  1,878  barrels  and  6,803  Mcf,
      respectively,  for the nine months ended September 30, 2002 as compared to
      the nine  months  ended  September  30,  2001.  Average oil and gas prices
      decreased  to $23.06 per barrel and $2.58 per Mcf,  respectively,  for the
      nine months ended  September 30, 2002 from $25.82 per barrel and $4.33 per
      Mcf, respectively, for the nine months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $59,518  (14.9%) for the nine months  ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This  decrease was  primarily  due to (i) a decrease in  production
      taxes  associated with the decrease in oil and gas sales and (ii) workover
      expenses  incurred on several wells during the nine months ended September
      30, 2001.  These  decreases  were  partially  offset by workover  expenses
      incurred on several wells during the nine months ended September 30, 2002.
      As a percentage of oil and gas sales,  these  expenses  increased to 24.8%
      for the nine  months  ended  September  30,  2002 from  19.0% for the nine
      months ended September 30, 2001.  This  percentage  increase was primarily
      due to the decreases in the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $26,526 (15.7%) for the nine months ended September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This decrease was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas reserves at September  30, 2002 and (ii) the  decreases in volumes
      of oil and gas sold.  As a percentage  of oil and gas sales,  this expense
      increased to 10.4% for the nine months ended  September 30, 2002 from 8.0%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decreases in the average prices of oil and gas sold.




                                      -69-
<PAGE>



      General and  administrative  expenses increased $6,238 (3.9%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 12.1% for the nine months ended  September 30, 2002 from 7.6%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002  totaling  $21,544,051  or 125.69% of Limited  Partners'  capital
      contributions.

      II-G PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $1,115,779       $1,061,074
      Oil and gas production expenses           $  224,778       $  292,153
      Barrels produced                              14,328           17,351
      Mcf produced                                 254,078          229,608
      Average price/Bbl                         $    27.32       $    23.53
      Average price/Mcf                         $     2.85       $     2.84

      As shown in the table  above,  total oil and gas sales  increased  $54,705
      (5.2%) for the three  months ended  September  30, 2002 as compared to the
      three months ended September 30, 2001. Of this increase, approximately (i)
      $70,000 was related to an increase in volumes of gas sold and (ii) $54,000
      was  related  to an  increase  in the  average  price of oil  sold.  These
      increases were  partially  offset by a decrease of  approximately  $71,000
      related  to a  decrease  in  volumes  of oil  sold.  Volumes  of oil  sold
      decreased  3,023 barrels,  while volumes of gas sold increased  24,470 Mcf
      for the three  months  ended  September  30, 2002 as compared to the three
      months ended  September 30, 2001.  The decrease in volumes of oil sold was
      primarily  due to (i) normal  declines in  production  and (ii) a positive
      prior period volume adjustment made by the



                                      -70-
<PAGE>



      purchaser on one significant  well during the three months ended September
      30, 2001. The increase in volumes of gas sold was primarily due to (i) the
      successful completion of several new wells during late 2001 and early 2002
      and (ii) a positive prior period volume adjustment made by the operator on
      one  significant  well during the three months ended  September  30, 2002.
      Average  oil and gas prices  increased  to $27.32 per barrel and $2.85 per
      Mcf,  respectively,  for the three  months ended  September  30, 2002 from
      $23.53 per barrel and $2.84 per Mcf,  respectively,  for the three  months
      ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $67,375  (23.1%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001.  This decrease was primarily  due to workover  expenses  incurred on
      several  wells  during the three  months ended  September  30, 2001.  As a
      percentage of oil and gas sales, these expenses decreased to 20.1% for the
      three  months  ended  September  30, 2002 from 27.5% for the three  months
      ended September 30, 2001.  This  percentage  decrease was primarily due to
      the dollar decrease in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased $24,305 (20.9%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily  due to upward  revisions in the  estimates of remaining oil and
      gas reserves at September  30, 2002. As a percentage of oil and gas sales,
      this expense  decreased to 8.2% for the three months ended  September  30,
      2002 from  11.0% for the three  months  ended  September  30,  2001.  This
      percentage   decrease  was  primarily  due  to  the  dollar   decrease  in
      depreciation, depletion, and amortization.

      General and administrative  expenses increased $1,917 (1.8%) for the three
      months  ended  September  30, 2002 as compared to the three  months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      decreased to 9.5% for the three months ended  September 30, 2002 from 9.8%
      for the three months ended September 30, 2001.



                                      -71-
<PAGE>




      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2002             2001
                                                ----------       ----------
      Oil and gas sales                         $2,902,621       $4,464,197
      Oil and gas production expenses           $  725,790       $  852,626
      Barrels produced                              45,038           48,974
      Mcf produced                                 721,221          736,998
      Average price/Bbl                         $    23.06       $    25.82
      Average price/Mcf                         $     2.58       $     4.34

      As shown in the table above, total oil and gas sales decreased  $1,561,576
      (35.0%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended  September  30, 2001.  Of this  decrease,  approximately
      $1,267,000  was related to a decrease  in the  average  price of gas sold.
      Volumes  of oil and gas sold  decreased  3,936  barrels  and  15,777  Mcf,
      respectively,  for the nine months ended September 30, 2002 as compared to
      the nine  months  ended  September  30,  2001.  Average oil and gas prices
      decreased  to $23.06 per barrel and $2.58 per Mcf,  respectively,  for the
      nine months ended  September 30, 2002 from $25.82 per barrel and $4.34 per
      Mcf, respectively, for the nine months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $126,836  (14.9%) for the nine months ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This  decrease was  primarily  due to (i) a decrease in  production
      taxes  associated with the decrease in oil and gas sales and (ii) workover
      expenses  incurred on several wells during the nine months ended September
      30, 2001.  These  decreases  were  partially  offset by workover  expenses
      incurred on several wells during the nine months ended September 30, 2002.
      As a percentage of oil and gas sales,  these  expenses  increased to 25.0%
      for the nine  months  ended  September  30,  2002 from  19.1% for the nine
      months ended September 30, 2001.  This  percentage  increase was primarily
      due to the decreases in the average prices of oil and gas sold.



                                      -72-
<PAGE>




      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $54,347 (15.1%) for the nine months ended September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This decrease was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas reserves at September  30, 2002 and (ii) the  decreases in volumes
      of oil and gas sold.  As a percentage  of oil and gas sales,  this expense
      increased to 10.5% for the nine months ended  September 30, 2002 from 8.0%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decreases in the average prices of oil and gas sold.

      General and  administrative  expenses increased $8,620 (2.6%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 11.5% for the nine months ended  September 30, 2002 from 7.3%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002  totaling  $44,898,371  or 120.63% of Limited  Partners'  capital
      contributions.

      II-H PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2002 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                            Three Months Ended September 30,
                                            --------------------------------
                                                  2002               2001
                                                --------           --------
      Oil and gas sales                         $264,779           $251,762
      Oil and gas production expenses           $ 54,443           $ 71,238
      Barrels produced                             3,323              4,026
      Mcf produced                                60,676             55,054
      Average price/Bbl                         $  27.35           $  23.55
      Average price/Mcf                         $   2.87           $   2.85




                                      -73-
<PAGE>



      As shown in the table  above,  total oil and gas sales  increased  $13,017
      (5.2%) for the three  months ended  September  30, 2002 as compared to the
      three months ended September 30, 2001. Of this increase, approximately (i)
      $16,000 was related to an increase in volumes of gas sold and (ii) $13,000
      was  related  to an  increase  in the  average  price of oil  sold.  These
      increases were  partially  offset by a decrease of  approximately  $17,000
      related  to a  decrease  in  volumes  of oil  sold.  Volumes  of oil  sold
      decreased 703 barrels,  while volumes of gas sold increased  5,622 Mcf for
      the three months ended  September 30, 2002 as compared to the three months
      ended  September  30,  2001.  The  decrease  in  volumes  of oil  sold was
      primarily  due to (i) normal  declines in  production  and (ii) a positive
      prior period volume  adjustment  made by the purchaser on one  significant
      well during the three months  ended  September  30, 2001.  The increase in
      volumes of gas sold was primarily due to (i) the successful  completion of
      several  new wells  during  late 2001 and early  2002 and (ii) a  positive
      prior period  volume  adjustment  made by the operator on one  significant
      well during the three months ended September 30, 2002. Average oil and gas
      prices increased to $27.35 per barrel and $2.87 per Mcf, respectively, for
      the three months ended September 30, 2002 from $23.55 per barrel and $2.85
      per Mcf, respectively, for the three months ended September 30, 2001.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $16,795  (23.6%) for the three months ended
      September  30, 2002 as compared to the three  months ended  September  30,
      2001.  This decrease was primarily  due to workover  expenses  incurred on
      several  wells  during the three  months ended  September  30, 2001.  As a
      percentage of oil and gas sales, these expenses decreased to 20.6% for the
      three  months  ended  September  30, 2002 from 28.3% for the three  months
      ended September 30, 2001.  This  percentage  decrease was primarily due to
      the dollar decrease in oil and gas production expenses.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $5,191 (19.1%) for the three months ended September 30, 2002 as
      compared to the three months ended  September 30, 2001.  This decrease was
      primarily due to upward revisions in the estimates of remaining oil and



                                      -74-
<PAGE>



      gas reserves at September  30, 2002. As a percentage of oil and gas sales,
      this expense  decreased to 8.3% for the three months ended  September  30,
      2002 from  10.8% for the three  months  ended  September  30,  2001.  This
      percentage   decrease  was  primarily  due  to  the  dollar   decrease  in
      depreciation, depletion, and amortization.

      General and administrative  expenses increased $1,920 (7.3%) for the three
      months  ended  September  30, 2002 as compared to the three  months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased  to 10.6% for the three  months  ended  September  30, 2002 from
      10.4% for the three months ended September 30, 2001.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2002  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2001.

                                             Nine Months Ended September 30,
                                             ------------------------------
                                                  2002              2001
                                                --------         ----------
      Oil and gas sales                         $687,798         $1,062,850
      Oil and gas production expenses           $174,446         $  206,279
      Barrels produced                            10,464             11,378
      Mcf produced                               172,467            176,501
      Average price/Bbl                         $  23.05         $    25.82
      Average price/Mcf                         $   2.59         $     4.36

      As shown in the table above,  total oil and gas sales  decreased  $375,052
      (35.3%) for the nine months  ended  September  30, 2002 as compared to the
      nine months ended  September  30, 2001.  Of this  decrease,  approximately
      $305,000  was  related to a  decrease  in the  average  price of gas sold.
      Volumes  of oil  and  gas  sold  decreased  914  barrels  and  4,034  Mcf,
      respectively,  for the nine months ended September 30, 2002 as compared to
      the nine  months  ended  September  30,  2001.  Average oil and gas prices
      decreased  to $23.05 per barrel and $2.59 per Mcf,  respectively,  for the
      nine months ended  September 30, 2002 from $25.82 per barrel and $4.36 per
      Mcf, respectively, for the nine months ended September 30, 2001.




                                      -75-
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $31,833  (15.4%) for the nine months  ended
      September  30, 2002 as compared to the nine  months  ended  September  30,
      2001.  This  decrease was  primarily  due to (i) a decrease in  production
      taxes  associated with the decrease in oil and gas sales and (ii) workover
      expenses  incurred on several wells during the nine months ended September
      30, 2001.  These  decreases  were  partially  offset by workover  expenses
      incurred on several wells during the nine months ended September 30, 2002.
      As a percentage of oil and gas sales,  these  expenses  increased to 25.4%
      for the nine  months  ended  September  30,  2002 from  19.4% for the nine
      months ended September 30, 2001.  This  percentage  increase was primarily
      due to the decreases in the average prices of oil and gas sold.

      Depreciation,  depletion,  and  amortization  of oil  and  gas  properties
      decreased  $12,549 (14.9%) for the nine months ended September 30, 2002 as
      compared to the nine months ended  September  30, 2001.  This decrease was
      primarily  due to (i) upward  revisions in the  estimates of remaining oil
      and gas reserves at September  30, 2002 and (ii) the  decreases in volumes
      of oil and gas sold.  As a percentage  of oil and gas sales,  this expense
      increased to 10.4% for the nine months ended  September 30, 2002 from 7.9%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decreases in the average prices of oil and gas sold.

      General and  administrative  expenses increased $5,297 (5.7%) for the nine
      months  ended  September  30, 2002 as  compared  to the nine months  ended
      September 30, 2001. As a percentage of oil and gas sales,  these  expenses
      increased to 14.3% for the nine months ended  September 30, 2002 from 8.7%
      for the nine months ended September 30, 2001. This percentage increase was
      primarily due to the decrease in oil and gas sales.

      The Limited Partners have received cash  distributions  through  September
      30, 2002  totaling  $10,432,364  or 113.75% of Limited  Partners'  capital
      contributions.



                                      -76-
<PAGE>



ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK.

            The Partnerships do not hold any market risk sensitive instruments.

ITEM 4.     EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

            Within  the  90  days  prior  to  the  date  of  this  report,   the
            Partnerships  carried out an evaluation  under the  supervision  and
            with the  participation of the Partnerships'  management,  including
            their chief executive  officer and chief financial  officer,  of the
            effectiveness  of the  design  and  operation  of the  Partnerships'
            disclosure  controls and  procedures  pursuant to Rule 13a-14 of the
            Securities  Exchange Act of 1934.  Based upon that  evaluation,  the
            Partnerships'  chief executive  officer and chief financial  officer
            concluded that the Partnerships'  disclosure controls and procedures
            are  effective  in  timely  alerting  them to  material  information
            relating  to  the  Partnerships  required  to  be  included  in  the
            Partnerships'  periodic  filings  with the SEC.  There  have been no
            significant  changes in the  Partnerships'  internal  controls or in
            other factors which significantly affect the Partnerships'  internal
            controls  subsequent to the date the  Partnerships  carried out this
            evaluation.




                                      -77-
<PAGE>



                          PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)   Exhibits

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

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

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

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

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

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

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

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

(b)   Reports on Form 8-K.

            None.




                                      -78-
<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:  January 8, 2003           By:       /s/Dennis R. Neill
                                       --------------------------------
                                       (Signature)
                                       Dennis R. Neill
                                       President (Principal Executive Officer)


Date:  January 8, 2003           By:      /s/Craig D. Loseke
                                       --------------------------------
                                       (Signature)
                                       Craig D. Loseke
                                       Chief Accounting Officer
                                       (Principal Financial Officer)


                                      -79-
<PAGE>




                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-A;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                      -80-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                      -81-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-A;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                      -82-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                      -83-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-B;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                      -84-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                      -85-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-B;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                      -86-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                      -87-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-C;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                      -88-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                      -89-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-C;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                      -90-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                      -91-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-D;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                      -92-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                      -93-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-D;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                      -94-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                      -95-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-E;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                      -96-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                      -97-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-E;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                      -98-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                      -99-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-F;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                     -100-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                     -101-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-F;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                     -102-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                     -103-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-G;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                     -104-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                     -105-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-G;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                     -106-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                     -107-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Dennis R. Neill, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-H;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):




                                     -108-
<PAGE>



a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Dennis R. Neill
----------------------------------
Dennis R. Neill
President (Principal Executive Officer)



                                     -109-
<PAGE>



                                  CERTIFICATION
                                  -------------

I, Craig D. Loseke, certify that:

1. I have reviewed this  quarterly  report on Form 10-Q of Geodyne Energy Income
Limited Partnership II-H;

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.  The  registrant's  other  certifying  officers  and  I are  responsible  for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a) designed  such  disclosure  controls and  procedures  to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

b) evaluated  the  effectiveness  of the  registrant's  disclosure  controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

c) presented in this quarterly report our conclusions about the effectiveness of
the  disclosure  controls  and  procedures  based  on our  evaluation  as of the
Evaluation Date;

5. The registrant's other certifying officers and I have disclosed, based on our
most recent evaluation,  to the registrant's auditors and the audit committee of
registrant's board of directors (or persons performing the equivalent function):



                                     -110-
<PAGE>




a) all significant  deficiencies in the design or operation of internal controls
which  could  adversely  affect the  registrant's  ability  to record,  process,
summarize and report  financial data and have  identified  for the  registrant's
auditors any material weaknesses in internal controls; and

b) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls; and

6. The  registrant's  other  certifying  officers  and I have  indicated in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Dated this 8th day of January, 2003.


//s// Craig D. Loseke
----------------------------------
Craig D. Loseke
Chief Accounting Officer
(Principal Financial Officer)



                                     -111-
<PAGE>



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

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

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

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

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

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

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

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

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

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


                                     -112-