SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

For the quarter ended September 30, 2006

Commission File Number:

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


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

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

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

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

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




                                      -1-
<PAGE>



Indicate by check mark whether the Registrant is a large  accelerated  filer, an
accelerated  filer, or a  non-accelerated  filer. See definition of "accelerated
filer and large  accelerated  filer" in Rule  12b-2 of the  Exchange  Act (check
one):

                             Large accelerated filer
                  --------

                                Accelerated filer
                  --------

                      X       Non-accelerated filer
                  --------


Indicate by check mark whether the  Registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).


                        Yes                     No     X
                            ------                    ------

The  Depositary  Units are not publicly  traded;  therefore,  Registrant  cannot
compute the aggregate market value of the voting units held by non-affiliates of
the Registrant.






                                      -2-
<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,
                                                 2006              2005
                                             -------------     ------------
CURRENT ASSETS:
   Cash and cash equivalents                   $2,008,246       $2,121,512
   Accounts receivable:
      Oil and gas sales                         1,064,043        1,539,562
   Asset held for sale (Note 3)                   570,040                -
                                               ----------       ----------
        Total current assets                   $3,642,329       $3,661,074
NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,883,333        2,469,366
DEFERRED CHARGE                                   556,575          601,624
                                               ----------       ----------
                                               $6,082,237       $6,732,064
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  269,005       $  347,424
   Gas imbalance payable                           94,752           96,957
   Asset retirement obligation -
      current (Note 1)                             19,696           41,485
   Asset retirement obligation -
      assets held for sale                        262,281                -
   Accounts payable of assets held
      for sale                                     64,602                -
                                               ----------       ----------
        Total current liabilities              $  710,336       $  485,866
LONG-TERM LIABILITIES:
   Accrued liability                           $  167,303       $  155,405
   Asset retirement obligation
      (Note 1)                                    621,577          863,302
                                               ----------       ----------
        Total long-term liabilities            $  788,880       $1,018,707
PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  186,540)     ($  132,231)
   Limited Partners, issued and
      outstanding, 484,283 units                4,769,561        5,359,722
                                               ----------       ----------
        Total Partners' capital                $4,583,021       $5,227,491
                                               ----------       ----------
                                               $6,082,237       $6,732,064
                                               ==========       ==========

         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 THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $1,430,163      $1,654,121
   Interest income                                   14,469           8,398
   Other income                                         833               -
                                                 ----------      ----------
                                                 $1,445,465      $1,662,519

COSTS AND EXPENSES:
   Lease operating                               $   33,341      $  243,271
   Production tax                                    78,370          91,493
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     75,207         115,711
   Impairment provision                              12,869               -
   General and administrative
      (Note 2)                                      132,058         133,844
                                                 ----------      ----------
                                                 $  331,845      $  584,319
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $1,113,620      $1,078,200

   Income from discontinued operations
      (Note 3)                                      275,758         241,404
                                                 ----------      ----------
NET INCOME                                       $1,389,378      $1,319,604
                                                 ==========      ==========
GENERAL PARTNER:
   Net Income from continuing operations         $  117,842      $  117,394
   Net income from discontinued
      operations                                     28,149          29,088
   Net income                                       145,991         146,482

LIMITED PARTNERS:
   Net Income from continuing operations         $  995,778      $  960,806
   Net income from discontinued
      operations                                    247,609         212,316
   Net income                                     1,243,387       1,173,122

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     2.06      $     1.99
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            0.52            0.44
NET INCOME PER UNIT                                    2.58            2.43

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 OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $4,482,265      $4,561,548
   Interest income                                   46,127          21,283
   Other income                                         833               -
                                                 ----------      ----------
                                                 $4,529,225      $4,582,831

COSTS AND EXPENSES:
   Lease operating                               $  673,958      $  633,574
   Production tax                                   255,601         273,722
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                    178,508         229,583
   Impairment provision                              12,869               -
   General and administrative
      (Note 2)                                      425,455         424,079
                                                 ----------      ----------
                                                 $1,546,391      $1,560,958
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $2,982,834      $3,021,873

   Net income from discontinued operations
      (Note 3)                                      688,824         589,695
                                                 ----------      ----------
NET INCOME                                       $3,671,658      $3,611,568
                                                 ==========      ==========
GENERAL PARTNER:
   Net income from continuing operations         $  310,895      $  320,721
   Net income from discontinued
      operations                                     70,924          65,155
   Net income                                       381,819         385,876

LIMITED PARTNERS:
   Net income from continuing operations         $2,671,939      $2,701,152
   Net income from discontinued
      operations                                    617,900         524,540
   Net income                                     3,289,839       3,225,692

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     5.52      $     5.58
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            1.28            1.08
NET INCOME PER UNIT                                    6.80            6.66

UNITS OUTSTANDING                                   484,283         484,283

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



                                      -5-
<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, 2006 AND 2005
                                   (Unaudited)

                                                   2006            2005
                                               ------------    ------------

CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $3,671,658      $3,611,568
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 197,636         298,306
      Impairment provision                          16,429               -
      Settlement of asset retirement
        obligation                             (    31,311)    (       188)
      (Increase) decrease in accounts
        receivable - oil and gas sales             362,540     (   512,784)
      Increase in accounts receivable -
        related party (Note 2)                           -     (       152)
      Decrease in deferred charge                   45,049          18,807
      Decrease in accounts payable             (    15,881)    (    63,721)
      Decrease in accrued liability -
        other                                            -     (    26,672)
      Decrease in gas imbalance
        payable                                (     2,205)    (       699)
      Increase (decrease) in accrued
        liability                                   11,898     (    25,980)
                                                ----------      ----------
Net cash provided by operating
   activities                                   $4,255,813      $3,298,485
                                                ----------      ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   52,951)    ($  125,035)
   Proceeds from sale of oil and
      gas properties                                     -          27,282
                                                ----------      ----------
Net cash used by investing
   activities                                  ($   52,951)    ($   97,753)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($4,316,128)    ($3,123,520)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($4,316,128)    ($3,123,520)
                                                ----------      ----------



                                      -6-
<PAGE>





NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            ($  113,266)     $   77,212

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           2,121,512       1,557,473
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $2,008,246      $1,634,685
                                                ==========      ==========









         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS
                                             September 30,     December 31,
                                                 2006              2005
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $1,234,017        $1,604,547
   Accounts receivable:
      Oil and gas sales                          778,910         1,127,488
   Assets held for sale (Note 3)                 226,155                 -
                                              ----------        ----------
        Total current assets                  $2,239,082        $2,732,035

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method               1,308,507         1,544,218
DEFERRED CHARGE                                  248,928           271,456
                                              ----------        ----------
                                              $3,796,517        $4,547,709
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  192,342        $  229,602
   Gas imbalance payable                          38,679            35,564
   Asset retirement obligation -
      current (Note 1)                            11,980            11,476
   Asset retirement obligation -
      assets held for sale                       146,136                 -
   Accounts payable of assets held
      for sale                                    29,785                 -
                                              ----------        ----------
        Total current liabilities             $  418,922        $  276,642

LONG-TERM LIABILITIES:
   Accrued liability                          $   95,318        $   72,442
   Asset retirement obligation
      (Note 1)                                   239,141           372,410
                                              ----------        ----------
        Total long-term liabilities           $  334,459        $  444,852

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  223,917)      ($  178,888)
   Limited Partners, issued and
      outstanding, 361,719 units               3,267,053         4,005,103
                                              ----------        ----------
        Total Partners' capital               $3,043,136        $3,826,215
                                              ----------        ----------
                                              $3,796,517        $4,547,709
                                              ==========        ==========
         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                    2006           2005
                                                 ----------   ----------
REVENUES:
   Oil and gas sales                             $1,121,924      $1,328,591
   Interest income                                    9,955           5,544
                                                 ----------      ----------
                                                 $1,131,879      $1,334,135

COSTS AND EXPENSES:
   Lease operating                               $  246,601      $  207,933
   Production tax                                    65,881          75,134
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     64,534          80,385
   Impairment provision                               6,569               -
   General and administrative
      (Note 2)                                       98,906         100,305
                                                 ----------      ----------
                                                 $  482,491      $  463,757
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $  649,388      $  870,378

   Income from discontinued operations
      (Note 3)                                      123,090         152,387
                                                 ----------      ----------
NET INCOME                                       $  772,478      $1,022,765
                                                 ==========      ==========

GENERAL PARTNER:
   Net income from continuing operations         $   70,342      $   93,718
   Net income from discontinued
      operations                                     12,493          16,855
   Net income                                        82,835         110,573

LIMITED PARTNERS:
   Net income from continuing operations         $  579,046      $  776,660
   Net income from discontinued
      operations                                    110,597         135,532
   Net income                                       689,643         912,192

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     1.60      $     2.15
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            0.30            0.37
NET INCOME PER UNIT                                    1.90            2.52

UNITS OUTSTANDING                                   361,719         361,719

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



                                      -9-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-B
                       GEODYNE PRODUCTION PARTNERSHIP II-B
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                    2006             2005
                                                 ----------       ----------
REVENUES:
   Oil and gas sales                             $3,580,179       $3,522,701
   Interest income                                   33,046           14,425
                                                 ----------       ----------
                                                 $3,613,225       $3,537,126

COSTS AND EXPENSES:
   Lease operating                               $  730,903       $  543,610
   Production tax                                   207,127          218,973
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                    130,018          199,731
   Impairment provision                               6,569                -
   General and administrative
      (Note 2)                                      324,567          323,180
                                                 ----------       ----------
                                                 $1,399,184       $1,285,494
                                                 ----------       ----------

INCOME FROM CONTINUING OPERATIONS                $2,214,041       $2,251,632

   Income from discontinued operations
      (Note 3)                                      352,229          364,415
                                                 ----------       ----------
NET INCOME                                       $2,566,270       $2,616,047
                                                 ==========       ==========

GENERAL PARTNER:
   Net income from continuing operations         $  230,392       $  241,696
   Net income from discontinued
      operations                                     35,928           38,302
   Net income                                       266,320          279,998

LIMITED PARTNERS:
   Net income from continuing operations         $1,983,649       $2,009,936
   Net income from discontinued
      operations                                    316,301          326,113
   Net income                                     2,299,950        2,336,049

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     5.48       $     5.56
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            0.87             0.90
NET INCOME PER UNIT                                    6.35             6.46

UNITS OUTSTANDING                                   361,719          361,719

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



                                      -10-
<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, 2006 AND 2005
                                   (Unaudited)
                                                    2006           2005
                                                ------------   ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                    $2,566,270     $2,616,047
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  137,379        220,406
      Impairment provision                            7,044              -
      Settlement of asset retirement
        obligations                                       -    (        58)
      (Increase) decrease in accounts
        receivable - oil and gas sales              240,262    (   415,768)
      (Increase) decrease in deferred
        charge                                       22,528    (    13,585)
      Decrease in accounts payable              (     4,243)   (    64,927)
      Increase (decrease) in gas
        imbalance payable                             3,115    (     3,188)
      Increase in accrued liability                  22,876         12,812
                                                 ----------     ----------
Net cash provided by operating
   activities                                    $2,995,231     $2,351,739
                                                 ----------     ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                         ($   16,412)   ($  111,834)
   Proceeds from sale of oil and gas
      properties                                          -         32,405
                                                 ----------     ----------
Net cash used by investing
   activities                                   ($   16,412)   ($   79,429)
                                                 ----------     ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                           ($3,349,349)   ($2,206,575)
                                                 ----------     ----------
Net cash used by financing
   activities                                   ($3,349,349)   ($2,206,575)
                                                 ----------     ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                             ($  370,530)    $   65,735

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                            1,604,547      1,079,057
                                                 ----------     ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                 $1,234,017     $1,144,792
                                                 ==========     ==========

         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS
                                             September 30,     December 31,
                                                 2006              2005
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  584,598       $  812,768
   Accounts receivable:
      Oil and gas sales                           438,658          643,141
   Assets held for sale (Note 3)                   21,720                -
                                               ----------       ----------
        Total current assets                   $1,044,976       $1,455,909

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  653,076          728,242
DEFERRED CHARGE                                   142,787          155,926
                                               ----------       ----------
                                               $1,840,839       $2,340,077
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   88,735       $  127,265
   Gas imbalance payable                           13,080           13,454
   Asset retirement obligation -
      current (Note 1)                             17,079            9,569
   Asset retirement obligation -
      assets held for sale                          4,660                -
   Accounts payable of assets held
      for sale                                      2,239                -
                                               ----------       ----------
        Total current liabilities              $  125,793       $  150,288

LONG-TERM LIABILITIES:
   Accrued liability                           $   51,634       $   44,603
   Asset retirement obligation
      (Note 1)                                    124,226          131,222
                                               ----------       ----------
        Total long-term liabilities            $  175,860       $  175,825
PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   85,958)     ($   57,416)
   Limited Partners, issued and
      outstanding, 154,621 units                1,625,144        2,071,380
                                               ----------       ----------
        Total Partners' capital                $1,539,186       $2,013,964
                                               ----------       ----------
                                               $1,840,839       $2,340,077
                                               ==========       ==========

         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                     2006           2005
                                                   --------       --------
REVENUES:
   Oil and gas sales                               $635,539       $713,887
   Interest income                                    4,681          2,741
                                                   --------       --------
                                                   $640,220       $716,628

COSTS AND EXPENSES:
   Lease operating                                 $118,531       $ 97,384
   Production tax                                    38,794         45,185
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     47,553         40,835
   Impairment provision                               5,336              -
   General and administrative
      (Note 2)                                       42,892         43,640
                                                   --------       --------
                                                   $253,106       $227,044
                                                   --------       --------

INCOME FROM CONTINUING OPERATIONS                  $387,114       $489,584

   Income from discontinued operations
      (Note 3)                                       13,566         30,798
                                                   --------       --------
NET INCOME                                         $400,680       $520,382
                                                   ========       ========

GENERAL PARTNER:
   Net income from continuing operations           $ 43,004       $ 52,360
   Net income from discontinued
      operations                                      1,361          3,163
   Net income                                        44,365         55,523

LIMITED PARTNERS:
   Net income from continuing operations           $344,110       $437,224
   Net income from discontinued
      operations                                     12,205         27,635
   Net income                                       356,315        464,859

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                        $   2.22       $   2.83
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            0.08           0.18
NET INCOME PER UNIT                                    2.30           3.01

UNITS OUTSTANDING                                   154,621        154,621

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



                                      -13-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-C
                       GEODYNE PRODUCTION PARTNERSHIP II-C
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $1,962,501      $1,975,481
   Interest income                                   16,374           6,959
                                                 ----------      ----------
                                                 $1,978,875      $1,982,440

COSTS AND EXPENSES:
   Lease operating                               $  356,122      $  226,819
   Production tax                                   120,388         134,129
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     81,154          89,466
   Impairment provision                               5,336               -
   General and administrative
      (Note 2)                                      154,114         152,710
                                                 ----------      ----------
                                                 $  717,114      $  603,124
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $1,261,761      $1,379,316

   Income from discontinued operations
      (Note 3)                                       44,852          58,661
                                                 ----------      ----------
                                                 $1,306,613      $1,437,977
                                                 ==========      ==========

GENERAL PARTNER:
   Net income from continuing operations         $  132,323      $  145,288
   Net income from discontinued
      operations                                      4,526           5,986
   Net income                                       136,849         151,274

LIMITED PARTNERS:
   Net income from continuing operations         $1,129,438      $1,234,028
   Net income from discontinued
      operations                                     40,326          52,675
   Net income                                     1,169,764       1,286,703

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     7.30      $     7.98
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            0.26            0.34
NET INCOME PER UNIT                                    7.56            8.32

UNITS OUTSTANDING                                   154,621         154,621

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



                                      -14-
<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, 2006 AND 2005
                                   (Unaudited)
                                                   2006           2005
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $1,306,613      $1,437,977
   Adjustments to reconcile net
      income to net cash provided
      by operating activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  81,606          90,801
      Impairment provision                           5,336               -
      Settlement of asset retirement
        obligations                                      -     (        40)
      (Increase) decrease in accounts
        receivable - oil and gas sales             189,404     (   212,124)
      (Increase) decrease in deferred
        charge                                      13,139     (    27,439)
      Decrease in accounts payable             (    35,134)    (    21,833)
      Decrease in gas imbalance payable        (       374)    (     1,803)
      Increase in accrued liability                  7,031           1,694
                                                ----------      ----------
Net cash provided by operating
   activities                                   $1,567,621      $1,267,233
                                                ----------      ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   14,400)    ($   58,239)
   Proceeds from sale of oil and gas
      properties                                         -          13,888
                                                ----------      ----------
Net cash used by investing
   activities                                  ($   14,400)    ($   44,351)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($1,781,391)    ($1,154,849)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($1,781,391)    ($1,154,849)
                                                ----------      ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            ($  228,170)     $   68,033

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             812,768         506,061
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  584,598      $  574,094
                                                ==========      ==========

         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                             September 30,     December 31,
                                                 2006              2005
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $1,042,302       $1,661,561
   Accounts receivable:
      Oil and gas sales                         1,031,901        1,544,131
   Assets held for sale (Note 3)                  152,214                -
                                               ----------       ----------
        Total current assets                   $2,226,417       $3,205,692

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,273,463        1,559,585
DEFERRED CHARGE                                   359,815          371,875
                                               ----------       ----------
                                               $3,859,695       $5,137,152
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $  143,449       $  181,287
   Gas imbalance payable                           16,395           17,598
   Asset retirement obligation -
      current (Note 1)                             68,099           45,216
   Asset retirement obligation -
      assets held for sale (Note 3)                43,125                -
   Accounts payable of assets held
      for sale                                     20,607                -
                                               ----------       ----------
        Total current liabilities              $  291,675       $  244,101
LONG-TERM LIABILITIES:
   Accrued liability                           $  126,350       $  102,928
   Asset retirement obligation
      (Note 1)                                    351,429          403,397
                                               ----------       ----------
        Total long-term liabilities            $  477,779       $  506,325

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($  136,424)     ($   65,352)
   Limited Partners, issued and
      outstanding, 314,878 units                3,226,665        4,452,078
                                               ----------       ----------
        Total Partners' capital                $3,090,241       $4,386,726
                                               ----------       ----------
                                               $3,859,695       $5,137,152
                                               ==========       ==========

         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                    2006            2005
                                                 ----------      ----------
 REVENUES:
   Oil and gas sales                             $1,245,970      $1,382,526
   Interest income                                    8,853           5,067
                                                 ----------      ----------
                                                 $1,254,823      $1,387,593

COSTS AND EXPENSES:
   Lease operating                               $  196,664      $  171,598
   Production tax                                    81,043          98,568
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                    228,372          73,388
   Impairment provision                               3,250               -
   General and administrative
      (Note 2)                                       86,239          87,490
                                                 ----------      ----------
                                                 $  595,568      $  431,044
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $  659,255      $  956,549

   Income from discontinued operations
      (Note 3)                                       49,176          94,371
                                                 ----------      ----------
NET INCOME                                       $  708,431      $1,050,920
                                                 ==========      ==========

GENERAL PARTNER:
   Net income from continuing operations         $   85,886      $  101,753
   Net income from discontinued
      operations                                      4,944          10,093
   Net income                                        90,830         111,846

LIMITED PARTNERS:
   Net income from continuing operations         $  573,369      $  854,796
   Net income from discontinued
      operations                                     44,232          84,278
   Net income                                       617,601         939,074

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     1.82      $     2.72
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            0.14            0.27
NET INCOME PER UNIT                                    1.96            2.99

UNITS OUTSTANDING                                   314,878         314,878

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



                                      -17-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-D
                       GEODYNE PRODUCTION PARTNERSHIP II-D
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)

                                                     2006           2005
                                                  ----------     ----------
REVENUES:
   Oil and gas sales                              $3,690,710     $3,896,469
   Interest income                                    35,495         13,300
   Other income                                            -          8,411
                                                  ----------     ----------
                                                  $3,726,205     $3,918,180

COSTS AND EXPENSES:
   Lease operating                                $  561,127     $  456,532
   Production tax                                    234,394        274,551
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     320,169        112,274
   Impairment provision                                3,250              -
   General and administrative
      (Note 2)                                       286,000        284,610
                                                  ----------     ----------
                                                  $1,404,940     $1,127,967
                                                  ----------     ----------

INCOME FROM CONTINUING OPERATIONS                 $2,321,265     $2,790,213

   Income from discontinued operations
      (Note 3)                                       199,157        200,280
                                                  ----------     ----------
NET INCOME                                        $2,520,422     $2,990,493
                                                  ==========     ==========

GENERAL PARTNER:
   Net income from continuing operations          $  257,685     $  287,039
   Net income from discontinued
      operations                                      20,150         20,847
   Net income                                        277,835        307,886

LIMITED PARTNERS:
   Net income from continuing operations          $2,063,580     $2,503,174
   Net income from discontinued
      operations                                     179,007        179,433
   Net income                                      2,242,587      2,682,607

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                       $     6.55     $     7.95
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                             0.57           0.57
NET INCOME PER UNIT                                     7.12           8.52

UNITS OUTSTANDING                                    314,878        314,878

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



                                      -18-
<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, 2006 AND 2005
                                   (Unaudited)
                                                 2006             2005
                                             ------------      ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                 $2,520,422        $2,990,493
   Adjustments to reconcile net
     income to net cash provided
     by operating activities:
     Depreciation, depletion, and
       amortization of oil and gas
       properties                                322,773           121,370
     Impairment provision                          3,250                 -
     (Increase) decrease in accounts
       receivable - oil and gas sales            417,203       (   459,335)
     (Increase) decrease in deferred
       charge                                     12,060       (    26,364)
     Decrease in accounts payable            (    18,204)      (     5,137)
     Decrease in gas imbalance
       payable                               (     1,203)      (     1,536)
     Increase (decrease) in accrued
       liability                                  23,422       (     6,341)
                                              ----------        ----------
Net cash provided by operating
   activities                                 $3,279,723        $2,613,150
                                              ----------        ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                      ($   85,218)      ($  163,161)
   Proceeds from sale of oil and gas
     properties                                    3,143            14,995
                                              ----------        ----------
Net cash used by investing
   activities                                ($   82,075)      ($  148,166)
                                              ----------        ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                        ($3,816,907)      ($2,261,216)
                                              ----------        ----------
Net cash used by financing
   activities                                ($3,816,907)      ($2,261,216)
                                              ----------        ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                          ($  619,259)       $  203,768

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                         1,661,561           967,251
                                              ----------        ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                              $1,042,302        $1,171,019
                                              ==========        ==========

         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS
                                             September 30,     December 31,
                                                 2006              2005
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                  $  791,807        $1,290,961
   Accounts receivable:
      Oil and gas sales                          347,272           822,197
   Assets held for sale (Note 3)                 449,947
                                              ----------        ----------
        Total current assets                  $1,589,026        $2,113,158

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                 849,630         1,209,059
DEFERRED CHARGE                                  208,171           209,941
                                              ----------        ----------
                                              $2,646,827        $3,532,158
                                              ==========        ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                           $  111,025        $  128,602
   Gas imbalance payable                          43,424            43,424
   Asset retirement obligation -
      current (Note 1)                             9,017             6,501
   Asset retirement obligation -
      assets held for sale (Note 3)              107,875                 -
   Accounts payable of assets held
      for sale                                    26,133                 -
                                              ----------        ----------
        Total current liabilities             $  297,474        $  178,527

LONG-TERM LIABILITIES:
   Accrued liability                          $   69,372        $   25,448
   Asset retirement obligation
      (Note 1)                                   128,871           230,556
                                              ----------        ----------
        Total long-term liabilities           $  198,243        $  256,004

PARTNERS' CAPITAL (DEFICIT):
   General Partner                           ($  119,181)      ($   67,016)
   Limited Partners, issued and
      outstanding, 228,821 units               2,270,291         3,164,643
                                              ----------        ----------
        Total Partners' capital               $2,151,110        $3,097,627
                                              ----------        ----------
                                              $2,646,827        $3,532,158
                                              ==========        ==========

         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                     2006           2005
                                                   --------       --------
REVENUES:
   Oil and gas sales                               $547,648       $630,124
   Interest income                                    6,984          3,637
   Gain on sale of oil and gas
      properties                                         11              -
   Other income                                       7,493              -
                                                   --------       --------
                                                   $562,136       $633,761
COSTS AND EXPENSES:
   Lease operating                                 $167,396       $ 83,726
   Production tax                                    33,460         45,164
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     29,458         36,596
   Impairment provision                              20,278              -
   General and administrative
      (Note 2)                                       62,961         63,943
                                                   --------       --------
                                                   $313,553       $229,429
                                                   --------       --------

INCOME FROM CONTINUING OPERATIONS                  $248,583       $404,332

   Income from discontinued operations
      (Note 3)                                      278,793        254,525
                                                   --------       --------
NET INCOME                                         $527,376       $658,857
                                                   ========       ========

GENERAL PARTNER:
   Net income from continuing operations           $ 28,636       $ 43,363
   Net income from discontinued
      operations                                     29,361         27,267
   Net income                                        57,997         70,630

LIMITED PARTNERS:
   Net income from continuing operations           $219,947       $360,969
   Net income from discontinued
      operations                                    249,432        227,258
   Net income                                       469,379        588,227

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                        $   0.96       $   1.58
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            1.09           0.99
NET INCOME PER UNIT                                    2.05           2.57

UNITS OUTSTANDING                                   228,821        228,821

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



                                      -21-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-E
                       GEODYNE PRODUCTION PARTNERSHIP II-E
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $1,804,494      $1,647,850
   Interest income                                   25,781           9,128
   Gain on sale of oil and gas
      properties                                         11               -
   Other income                                       7,493           5,177
                                                 ----------      ----------
                                                 $1,837,779      $1,662,155
COSTS AND EXPENSES:
   Lease operating                               $  393,628      $  219,047
   Production tax                                   120,395         114,225
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     74,318          75,235
   Impairment provision                              20,278               -
   General and administrative
      (Note 2)                                      215,186         213,789
                                                 ----------      ----------
                                                 $  823,805      $  622,296
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $1,013,974      $1,039,859

   Income from discontinued operations
      (Note 3)                                      727,064         634,268
                                                 ----------      ----------
NET INCOME                                       $1,741,038      $1,674,127
                                                 ==========      ==========
GENERAL PARTNER:
   Net income from continuing operations         $  107,333      $  109,378
   Net income from discontinued
      operations                                     77,057          68,933
   Net income                                       184,390         178,311

LMIITED PARTNERS:
   Net income from continuing operations         $  906,641      $  930,481
   Net income from discontinued
      operations                                    650,007         565,335
   Net income                                     1,556,648       1,495,816

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     3.96      $     4.07
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            2.84            2.47
NET INCOME PER UNIT                                    6.80            6.54

UNITS OUTSTANDING                                   228,821         228,821

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



                                      -22-
<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, 2006 AND 2005
                                   (Unaudited)
                                                  2006             2005
                                              ------------     ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                  $1,741,038       $1,674,127
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                107,484          136,410
      Impairment provision                         35,449                -
      Gain on sale of oil and gas
        properties                            (        11)               -
      Settlement of asset retirement
        obligation                            (       127)               -
      (Increase) decrease in accounts
        receivable - oil and gas sales            274,101      (   333,378)
      (Increase) decrease in deferred
        charge                                      1,770      (     3,668)
      Increase (decrease) in accounts
        payable                                     9,953      (    77,841)
      Increase (decrease) in accrued
        liability                                  43,924      (       449)
                                               ----------       ----------
Net cash provided by operating
   activities                                  $2,213,581       $1,395,201
                                               ----------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                       ($   25,180)     ($   31,572)
                                               ----------       ----------
Net cash used by investing
   activities                                 ($   25,180)     ($   31,572)
                                               ----------       ----------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                         ($2,687,555)     ($1,323,143)
                                               ----------       ----------
Net cash used by financing
   activities                                 ($2,687,555)     ($1,323,143)
                                               ----------       ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                           ($  499,154)      $   40,486

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                          1,290,961          680,844
                                               ----------       ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                               $  791,807       $  721,330
                                               ==========       ==========

         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS
                                             September 30,     December 31,
                                                 2006              2005
                                             ------------      ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $  869,065       $  921,812
   Accounts receivable:
      Oil and gas sales                           245,058          819,472
   Assets held for sale (Note 3)                  831,984                -
                                               ----------       ----------
        Total current assets                   $1,946,107       $1,741,284

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  625,822        1,169,138
DEFERRED CHARGE                                    30,448           30,727
                                               ----------       ----------
                                               $2,602,377       $2,941,149
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   34,003       $  148,786
   Gas imbalance payable                            2,024            2,312
   Asset retirement obligation -
      current (Note 1)                              3,358            1,909
   Asset retirement obligation -
      assets held for sale                         82,764                -
   Accounts payable for assets held
      for sale                                     38,189                -
                                               ----------       ----------
        Total current liabilities              $  160,338       $  153,007

LONG-TERM LIABILITIES:
   Accrued liability                           $   25,662       $   26,676
   Asset retirement obligation
      (Note 1)                                    118,930          195,940
                                               ----------       ----------
        Total long-term liabilities            $  144,592       $  222,616

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   58,000)     ($   46,261)
   Limited Partners, issued and
      outstanding, 171,400 Units                2,355,447        2,611,787
                                               ----------       ----------
        Total Partners' capital                $2,297,447       $2,565,526
                                               ----------       ----------
                                               $2,602,377       $2,941,149
                                               ==========       ==========

         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                     2006             2005
                                                   --------         --------
REVENUES:
   Oil and gas sales                               $403,881         $457,409
   Interest income                                    6,969            3,885
   Gain on sale of oil and gas
      Properties                                         28                -
   Other income                                      18,316                -
                                                   --------         --------
                                                   $429,194         $461,294
COSTS AND EXPENSES:
   Lease operating                                 $ 68,605         $ 48,166
   Production tax                                    24,515           31,719
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     58,598           29,843
   Impairment provision                              24,473                -
   General and administrative
      (Note 2)                                       47,431           47,920
                                                   --------         --------
                                                   $223,622         $157,648
                                                   --------         --------

INCOME FROM CONTINUING OPERATIONS                  $205,572         $303,646

   Income from discontinued operations
      (Note 3)                                      551,957          478,851
                                                   --------         --------
NET INCOME                                         $757,529         $782,497
                                                   ========         ========

GENERAL PARTNER:
   Net income from continuing operations           $ 27,337         $ 32,662
   Net income from discontinued
      operations                                     55,290           49,196
   Net income                                        82,627           81,858

LIMITED PARTNERS:
   Net income from continuing operations           $178,235         $270,984
   Net income from discontinued
      operations                                    496,667          429,655
   Net income                                       674,902          700,639

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                        $   1.04         $   1.58
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            2.90             2.50
NET INCOME PER UNIT                                    3.94             4.08

UNITS OUTSTANDING                                   171,400          171,400

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


                                      -25-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-F
                       GEODYNE PRODUCTION PARTNERSHIP II-F
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $1,198,064      $1,270,105
   Interest income                                   21,183           9,271
   Gain on sale of oil and gas
      properties                                         28               -
   Other income                                      18,316               -
                                                 ----------      ----------
                                                 $1,237,591      $1,279,376
COSTS AND EXPENSES:
   Lease operating                               $  197,659      $  139,107
   Production tax                                    77,135          79,565
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     99,575          68,970
   Impairment provision                              24,473               -
   General and administrative
      (Note 2)                                      167,072         165,358
                                                 ----------      ----------
                                                 $  565,914      $  453,000
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $  671,677      $  826,376

   Income from discontinued operations
      (Note 3)                                    1,482,519       1,341,338
                                                 ----------      ----------
                                                 $2,154,196      $2,167,714
                                                 ==========      ==========

GENERAL PARTNER:
   Net income from continuing operations         $   76,214      $   87,918
   Net income from discontinued
      operations                                    150,322         137,261
   Net income                                       226,536         225,179

LIMITED PARTNERS:
   Net income from continuing operations         $  595,463      $  738,458
   Net income from discontinued
      operations                                  1,332,197       1,204,077
   Net income                                     1,927,660       1,942,535

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     3.47      $     4.31
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            7.77            7.02
NET INCOME PER UNIT                                   11.24           11.33

UNITS OUTSTANDING                                   171,400         171,400

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



                                      -26-
<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, 2006 AND 2005
                                   (Unaudited)
                                                   2006            2005
                                                -----------     -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $2,154,196      $2,167,714
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 122,525         103,718
      Impairment provision                          24,523               -
      Gain on sale of oil and gas
        properties                             (        28)              -
      Settlement of asset retirement
        obligation                             (       307)              -
      (Increase) decrease in accounts
        receivable - oil and gas sales             192,023     (   366,897)
      Decrease in deferred charge                      279           2,899
      Decrease in accounts payable             (    73,579)    (   145,094)
      Decrease in gas imbalance payable        (       288)    (     1,157)
      Increase (decrease) in accrued
        liability                              (     1,014)            521
                                                ----------      ----------
Net cash provided by operating
   activities                                   $2,418,330      $1,761,704
                                                ----------      ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   48,802)    ($   25,527)
                                                ----------      ----------
Net cash used by investing activities          ($   48,802)    ($   25,527)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($2,422,275)    ($1,617,426)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($2,422,275)    ($1,617,426)
                                                ----------      ----------
NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            ($   52,747)     $  118,751

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             921,812         657,406
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  869,065      $  776,157
                                                ==========      ==========


         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS
                                             September 30,     December 31,
                                                 2006              2005
                                             -------------     ------------

CURRENT ASSETS:
   Cash and cash equivalents                   $1,854,706       $1,970,349
   Accounts receivable:
      Oil and gas sales                           815,881        1,749,695
   Assets held for sale (Note 3)                1,468,557                -
                                               ----------       ----------
        Total current assets                   $4,139,144       $3,720,044

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                1,368,474        2,514,404
DEFERRED CHARGE                                    65,048           65,542
                                               ----------       ----------
                                               $5,572,666       $6,299,990
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   78,801       $  314,015
   Gas imbalance payable                           10,572           15,317
   Asset retirement obligation -
      current (Note 1)                              7,015            3,988
   Asset retirement obligation -
      assets held for sale                        175,724                -
   Accounts payable of assets held
      for sale                                     75,065                -
                                               ----------       ----------
        Total current liabilities              $  347,177       $  333,320

LONG-TERM LIABILITIES:
   Accrued liability                           $   45,042       $   45,118
   Asset retirement obligation
      (Note 1)                                    256,672          420,055
                                               ----------       ----------
        Total long-term liabilities            $  301,714       $  465,173

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   15,463)      $    9,830
   Limited Partners, issued and
      outstanding, 372,189 Units                4,939,238        5,491,667
                                               ----------       ----------
        Total Partners' capital                $4,923,775       $5,501,497
                                               ----------       ----------
                                               $5,572,666       $6,299,990
                                               ==========       ==========

         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $  869,824      $1,042,268
   Interest income                                   15,020           8,397
   Gain on sale of oil and gas
      properties                                         53               -
   Other income                                      38,302               -
                                                 ----------      ----------
                                                 $  923,199      $1,050,665
COSTS AND EXPENSES:
   Lease operating                               $  145,709      $  108,013
   Production tax                                    52,858          72,465
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                    125,970          63,881
   Impairment provision                              54,129               -
   General and administrative
      (Note 2)                                      101,740         102,861
                                                 ----------      ----------
                                                 $  480,406      $  347,220
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $  442,793      $  703,445

   Income from discontinued operations
      (Note 3)                                    1,161,092       1,086,099
                                                 ----------      ----------
NET INCOME                                       $1,603,885      $1,789,544
                                                 ==========      ==========

GENERAL PARTNER:
   Net income from continuing operations         $   58,987      $   75,254
   Net income from discontinued
      operations                                    116,309         111,392
   Net income                                       175,296         186,646

LIMITED PARTNERS:
   Net income from continuing operations         $  383,806      $  628,191
   Net income from discontinued
      operations                                  1,044,783         974,707
   Net income                                     1,428,589       1,602,898

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     1.03      $     1.69
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            2.81            2.62
NET INCOME PER UNIT                                    3.84            4.31

UNITS OUTSTANDING                                   372,189         372,189

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



                                      -29-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-G
                       GEODYNE PRODUCTION PARTNERSHIP II-G
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $2,584,373      $2,733,911
   Interest income                                   45,729          20,062
   Gain on sale of oil and gas
      properties                                         53               -
   Other income                                      38,302               -
                                                 ----------      ----------
                                                 $2,668,457      $2,753,973
COSTS AND EXPENSES:
   Lease operating                               $  426,971      $  306,639
   Production tax                                   167,319         172,738
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                    213,029         149,054
   Impairment provision                              54,129               -
   General and administrative
      (Note 2)                                      332,336         330,639
                                                 ----------      ----------
                                                 $1,193,784      $  959,070
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $1,474,673      $1,794,903

   Income from discontinued operations
      (Note 3)                                    3,109,686       2,816,887
                                                 ----------      ----------
NET INCOME                                       $4,584,359      $4,611,790
                                                 ==========      ==========

GENERAL PARTNER:
   Net income from continuing operations         $  166,939      $  190,899
   Net income from discontinued
      operations                                    315,849         288,536
   Net income                                       482,788         479,435

LIMITED PARTNERS:
   Net income from continuing operations         $1,307,734      $1,604,004
   Net income from discontinued
      operations                                  2,793,837       2,528,351
   Net income                                     4,101,571       4,132,355

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     3.51      $     4.31
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            7.51            6.79
NET INCOME PER UNIT                                   11.02           11.10

UNITS OUTSTANDING                                   372,189         372,189

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



                                      -30-
<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, 2006 AND 2005
                                   (Unaudited)
                                                   2006            2005
                                               ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $4,584,359      $4,611,790
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                 267,149         225,137
      Impairment provision                          54,235               -
      Gain on sale of oil and gas
        properties                             (        53)              -
      Settlement of asset retirement
        obligation                             (       641)              -
      (Increase) decrease in accounts
        receivable - oil and gas sales             401,422     (   781,310)
      Decrease in deferred charge                      494           6,331
      Decrease in accounts payable             (   153,889)    (   305,682)
      Decrease in gas imbalance payable        (     4,745)    (     2,327)
      Increase (decrease) in accrued
        liability                              (        76)          6,618
                                                ----------      ----------
Net cash provided by operating
   activities                                   $5,148,255      $3,760,557
                                                ----------      ----------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($  101,817)    ($   54,376)
                                                ----------      ----------
Net cash used by investing
   activities                                  ($  101,817)    ($   54,376)
                                                ----------      ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($5,162,081)    ($3,452,903)
                                                ----------      ----------
Net cash used by financing
   activities                                  ($5,162,081)    ($3,452,903)
                                                ----------      ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            ($  115,643)     $  253,278

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                           1,970,349       1,401,928
                                                ----------      ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $1,854,706      $1,655,206
                                                ==========      ==========

         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 BALANCE SHEETS
                                   (Unaudited)

                                     ASSETS

                                              September 30,    December 31,
                                                  2006             2005
                                              ------------     ------------
CURRENT ASSETS:
   Cash and cash equivalents                   $  437,417       $  465,378
   Accounts receivable:
      Oil and gas sales                           125,802          409,173
   Assets held for sale (Note 3)                  401,351                -
                                               ----------       ----------
        Total current assets                   $  964,570       $  874,551

NET OIL AND GAS PROPERTIES, utilizing
   the successful efforts method                  333,775          597,072

DEFERRED CHARGE                                    16,716           16,952
                                               ----------       ----------
                                               $1,315,061       $1,488,575
                                               ==========       ==========

                 LIABILITIES AND PARTNERS' CAPITAL (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                            $   18,002       $   73,876
   Asset retirement obligation -
      current (Note 1)                              1,623              922
   Asset retirement obligation -
      assets held for sale                         42,158                -
   Accounts payable of assets held
      for sale                                     18,741                -
                                               ----------       ----------
        Total current liabilities              $   80,524       $   74,798

LONG-TERM LIABILITIES:
   Accrued liability                           $   14,524       $   15,003
   Asset retirement obligation
      (Note 1)                                     63,359          102,427
                                               ----------       ----------
        Total long-term liabilities            $   77,883       $  117,430

PARTNERS' CAPITAL (DEFICIT):
   General Partner                            ($   35,271)     ($   28,897)
   Limited Partners, issued and
      outstanding, 91,711 Units                 1,191,925        1,325,244
                                               ----------       ----------
        Total Partners' capital                $1,156,654       $1,296,347
                                               ----------       ----------
                                               $1,315,061       $1,488,575
                                               ==========       ==========

         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 OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                       2006          2005
                                                     --------    --------
REVENUES:
   Oil and gas sales                                 $211,788      $252,643
   Interest income                                      3,442         1,922
   Gain on sale of oil and gas
      properties                                           12             -
   Other income                                         8,859             -
                                                     --------      --------
                                                     $224,101      $254,565
COSTS AND EXPENSES:
   Lease operating                                   $ 34,478      $ 26,645
   Production tax                                      13,179        17,803
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                       30,190        15,480
   Impairment provision                                 6,935             -
   General and administrative
      (Note 2)                                         25,875        26,113
                                                     --------      --------
                                                     $110,657      $ 86,041
                                                     --------      --------

INCOME FROM CONTINUING OPERATIONS                    $113,444      $168,524

   Income from discontinued operations
      (Note 3)                                        269,635       252,130
                                                     --------      --------
NET INCOME                                           $383,079      $420,654
                                                     ========      ========

GENERAL PARTNER:
   Net income from continuing operations             $ 14,342      $ 18,054
   Net income from discontinued
      operations                                       27,009        25,869
   Net income                                          41,351        43,923

LIMITED PARTNERS:
   Net income from continuing operations             $ 99,102      $150,470
   Net income from discontinued
      operations                                      242,626       226,261
   Net income                                         341,728       376,731

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                          $   1.08      $   1.64
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                              2.64          2.46
NET INCOME PER UNIT                                      3.72          4.10

UNITS OUTSTANDING                                      91,711        91,711

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



                                      -33-
<PAGE>



                GEODYNE ENERGY INCOME LIMITED PARTNERSHIP II-H
                       GEODYNE PRODUCTION PARTNERSHIP II-H
                        COMBINED STATEMENTS OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005
                                   (Unaudited)
                                                    2006            2005
                                                 ----------      ----------
REVENUES:
   Oil and gas sales                             $  626,607      $  663,526
   Interest income                                   10,458           4,524
   Gain on sale of oil and gas
      properties                                         12               -
   Other income                                       8,859               -
                                                 ----------      ----------
                                                 $  645,936      $  668,050
COSTS AND EXPENSES:
   Lease operating                               $  103,193      $   74,837
   Production tax                                    41,356          42,773
   Depreciation, depletion, and
      amortization of oil and gas
      properties                                     50,669          35,793
   Impairment provision                               6,935               -
   General and administrative
      (Note 2)                                      101,472          99,751
                                                 ----------      ----------
                                                 $  303,625      $  253,154
                                                 ----------      ----------

INCOME FROM CONTINUING OPERATIONS                $  342,311      $  414,896

   Income from discontinued operations
      (Note 3)                                      719,907         654,333
                                                 ----------      ----------
NET INCOME                                       $1,062,218      $1,069,229
                                                 ==========      ==========
GENERAL PARTNER:
   Net income from continuing operations         $   38,370      $   44,259
   Net income from discontinued
      operations                                     73,167          67,058
   Net income                                       111,537         111,317

LIMITED PARTNERS:
   Net income from continuing operations         $  303,941      $  370,637
   Net income from discontinued
      operations                                    646,740         587,275
   Net income                                       950,681         957,912

NET INCOME FROM CONTINUING OPERATIONS
   PER UNIT                                      $     3.31      $     4.04
NET INCOME FROM DISCONTINUED OPERATIONS
   PER UNIT                                            7.05            6.40
NET INCOME PER UNIT                                   10.36           10.44

UNITS OUTSTANDING                                    91,711          91,711

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



                                      -34-
<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, 2006 AND 2005
                                   (Unaudited)
                                                   2006             2005
                                                ----------      ------------
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                   $1,062,218       $1,069,229
   Adjustments to reconcile net income
      to net cash provided by operating
      activities:
      Depreciation, depletion, and
        amortization of oil and gas
        properties                                  63,728           53,845
      Impairment provision                           6,947                -
      Gain on sale of oil and gas
        properties                             (        12)               -
      Settlement of asset retirement
        obligation                             (       147)               -
      (Increase) decrease in accounts
        receivable - oil and gas sales             100,603      (   180,927)
      Decrease in deferred charge                      236            2,717
      Decrease in accounts payable             (    35,704)     (    71,762)
      Decrease in accrued liability            (       479)     (        23)
                                                ----------       ----------
Net cash provided by operating
   activities                                   $1,197,390       $  873,079
                                                ----------       ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Capital expenditures                        ($   23,440)     ($   13,003)
                                                ----------       ----------
Net cash used by investing
   activities                                  ($   23,440)     ($   13,003)
                                                ----------       ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Cash distributions                          ($1,201,911)     ($  796,751)
                                                ----------       ----------
Net cash used by financing
   activities                                  ($1,201,911)     ($  796,751)
                                                ----------       ----------

NET INCREASE (DECREASE) IN CASH AND
   CASH EQUIVALENTS                            ($   27,961)      $   63,325

CASH AND CASH EQUIVALENTS AT
   BEGINNING OF PERIOD                             465,378          329,148
                                                ----------       ----------
CASH AND CASH EQUIVALENTS AT
   END OF PERIOD                                $  437,417       $  392,473
                                                ==========       ==========


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



                                      -35-
<PAGE>



              GEODYNE ENERGY INCOME PROGRAM II LIMITED PARTNERSHIPS
              CONDENSED NOTES TO THE COMBINED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2006
                                   (Unaudited)


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

      The combined balance sheets as of September 30, 2006,  combined statements
      of operations  for the three and nine months ended  September 30, 2006 and
      2005,  and  combined  statements  of cash flows for the nine months  ended
      September 30, 2006 and 2005 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, 2006, the combined results of operations for the
      three and nine months ended  September 30, 2006 and 2005, and the combined
      cash flows for the nine months ended September 30, 2006 and 2005.

      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, 2005. The
      results of  operations  for the period  ended  September  30, 2006 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.


      NEW ACCOUNTING PRONOUNCEMENTS
      -----------------------------

      In September 2006, the FASB issued FAS No. 157, "Fair Value  Measurements"
      (FAS No. 157), which  establishes a common definition for fair value to be
      applied to US GAAP  guidance  requiring  use of fair value,  establishes a
      framework for measuring fair value,  and expands the disclosure about such
      fair  value  measurements.  FAS No.  157 is  effective  for  fiscal  years
      beginning after November 15, 2007.



                                      -36-
<PAGE>



      The Partnerships are currently  assessing the impact of FAS No. 157 on its
      results of operations, financial condition and cash flows.

      In September  2006, the SEC staff issued Staff  Accounting  Bulletin (SAB)
      Topic 108,  "Financial  Statements - Considering the Effects of Prior Year
      Misstatements  when  Quantifying  Misstatements  in Current Year Financial
      Statements"  (SAB 108).  The SEC staff is providing  guidance on how prior
      year  misstatements  should be taken into  consideration  when quantifying
      misstatements  in  current  year  financial  statements  for  purposes  of
      determining whether the current year's financial statements are materially
      misstated  and should be restated.  SAB 108 is effective  for fiscal years
      ending after November 18, 2006, and early  application is encouraged.  The
      Partnerships do not believe SAB 108 will  have a  material  impact  on its
      results of operations, financial condition and cash flows.


      STATEMENTS OF CASH FLOWS
      ------------------------

      Cash flows from operating, investing and financing activities presented in
      the  Statements  of  Cash  Flows  include  cash  flows   attributable   to
      discontinued   operations  and  assets  held  for  sale  for  all  periods
      presented.


      DISCONTINUED OPERATIONS
      ----------------------

      As further discussed in Note 3, the II-A, II-D, II-E, II-F, II-G, and II-H
      Partnerships  sold their interests in a number of producing  properties to
      independent third parties at a large public oil and gas auction on October
      11, 2006. It is  anticipated  that  additional  properties  for all of the
      Partnerships  will be sold at auction in December 2006 and February  2007.
      The following chart shows the number of properties  anticipated to be sold
      under the plan and their  associated  proved  reserves as of September 30,
      2006.

                                    Number of                 Proved
            Partnership            Properties                Reserves
            -----------          ---------------          --------------
               II-A                     57                  $ 5,214,000
               II-B                     41                    2,133,000
               II-C                     14                      182,000
               II-D                      8                    1,476,000
               II-E                    260                    3,485,000
               II-F                    258                    7,916,000
               II-G                    258                   16,583,000
               II-H                    258                    3,853,000



                                      -37-
<PAGE>



      RECLASSIFICATION
      ----------------

      Certain prior year balances have been reclassified to conform with current
      year presentation.


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

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

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

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

      The  Partnerships  evaluate the  recoverability  of the carrying  costs of
      their  proved oil and gas  properties  for each well.  If the  unamortized
      costs,  net of  salvage  value,  of oil and  gas  properties  exceeds  the
      expected  undiscounted future cash flows for such properties,  the cost of
      the properties is written down to fair value, which is determined by using
      the estimated  discounted  future cash flows from the  properties.  In the
      third  quarter  of  2006,  natural  gas  prices  declined   significantly.
      Consequently,  the Partnerships incurred impairments utilizing the natural
      gas spot  prices that  existed on  September  30,  2006.  The  impairments
      recognized in the third quarter totaled $13,000, $7,000,  $5,000,  $3,000,
      $20,000, $24,000, $54,000, and


                                      -38-
<PAGE>



      $7,000  for the  II-A,  II-B,  II-C,  II-D,  II-E,  II-F,  II-G,  and II-H
      Partnerships,  respectively.  Since  oil and  natural  gas  prices  remain
      volatile,  the  Partnerships  may be required  to write down the  carrying
      value of its oil and natural gas properties at the end of future reporting
      periods.  If an  impairment  is  required,  it would result in a charge to
      earnings but would not impact cash flow from  operating  activities.  Once
      incurred,  an  impairment  of  oil  and  natural  gas  properties  is  not
      reversible.

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

      The Partnerships' wells must be properly plugged and abandoned after their
      oil and gas reserves are exhausted.  The Partnerships  follow FAS No. 143,
      "Accounting for Asset Retirement Obligations" in accounting for the future
      expenditures  that will be necessary to plug and abandon these wells.  FAS
      No. 143 requires the estimated plugging and abandonment  obligations to be
      (i)  recognized  in the period in which they are incurred  (i.e.  when the
      well is drilled or acquired) if a reasonable estimate of fair value can be
      made and (ii)  capitalized  as part of the  carrying  amount  of the well.
      Estimated  abandonment  dates will be revised  based on changes to related
      economic  lives,  which vary with  product  prices and  production  costs.
      Estimated plugging costs may also be adjusted to reflect changing industry
      experience.  During the year ended  December 31, 2005,  the  Partnerships'
      asset retirement  obligations were revised upward due to increases in both
      labor and rig costs associated with plugging wells. Cash flows will not be
      affected until wells are actually plugged and abandoned.

      The asset retirement  obligation is adjusted upwards each quarter in order
      to recognize  accretion of the time-related  discount factor. For the nine
      months ended September 30, 2006, the II-A,  II-B,  II-C, II-D, II-E, II-F,
      II-G, and II-H Partnerships recognized $72,000, $23,000, $10,000, $37,000,
      $21,000,  $14,000,  $30,000  and $7,000 of an  increase  in  depreciation,
      depletion,  and amortization expense,  which was comprised of accretion of
      the  asset  retirement   obligation  and  depletion  of  the  increase  in
      capitalized cost of oil and gas properties.



                                      -39-
<PAGE>



      The components of the change in asset retirement obligations for the three
      and nine months ended September 30, 2006 and 2005 are as shown below.

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

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $894,681          $400,259
      Additions and revisions                          -           455,395
      Settlements and disposals                (   1,343)                -
      Accretion expense                           10,216            22,249
      Discontinued operations                  ( 262,281)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $641,273          $877,903
                                                ========          ========

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $904,787          $393,670
      Additions and revisions                          -           455,751
      Settlements and disposals                (  32,600)        (   1,820)
      Accretion expense                           31,367            30,302
      Discontinued operations                  ( 262,281)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $641,273          $877,903
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 19,696          $ 16,851
      Asset Retirement Obligation -
         Long-Term                               621,577           861,052



                                      -40-
<PAGE>




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

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $392,841          $213,451
      Additions and revisions                          -           151,673
      Accretion expense                            4,416             8,229
      Discontinued operations                  ( 146,136)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $251,121          $373,353
                                                ========          ========

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $383,886          $210,198
      Additions and revisions                          -           151,673
      Settlements and disposals                        -         (     987)
      Accretion expense                           13,371            12,469
      Discontinued operations                  ( 146,136)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $251,121          $373,353
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 11,980          $ 10,432
      Asset Retirement Obligation -
         Long-Term                               239,141           362,921




                                      -41-
<PAGE>




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

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $144,300          $ 74,697
      Additions and revisions                          -            78,750
      Accretion expense                            1,665             4,010
      Discontinued operations                  (   4,660)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $141,305          $157,457
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $140,791          $ 73,574
      Additions and revisions                          -            78,918
      Settlements and disposals                        -         (     673)
      Accretion expense                            5,174             5,638
      Discontinued operations                  (   4,660)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $141,305          $157,457
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 17,079          $ 11,137
      Asset Retirement Obligation -
         Long-Term                               124,226           146,320




                                      -42-
<PAGE>




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

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $459,806          $192,966
      Additions and revisions                          -           204,930
      Accretion expense                            2,847            10,394
      Discontinued operations                  (  43,125)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $419,528          $408,290
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $448,613          $187,060
      Additions and revisions                          -           206,692
      Accretion expense                           14,040            14,538
      Discontinued operations                  (  43,125)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $419,528          $408,290
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $ 68,099          $ 24,499
      Asset Retirement Obligation -
         Long-Term                               351,429           383,791



                                      -43-
<PAGE>



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

                                             Three Months      Three Months
                                                Ended             Ended
                                              9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $242,891          $104,945
      Additions and revisions                          9           102,471
      Settlements and disposals                (      20)                -
      Accretion expense                            2,883             5,289
      Discontinued operations                  ( 107,875)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $137,888          $212,705
                                                ========          ========

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Total Asset Retirement
         Obligation, January 1                  $237,057          $102,444
      Additions and revisions                        124           102,712
      Settlements and disposals                (     225)                -
      Accretion expense                            8,807             7,549
      Discontinued operations                  ( 107,875)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $137,888          $212,705
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  9,017          $  1,198
      Asset Retirement Obligation -
         Long-Term                               128,871           211,507





                                      -44-
<PAGE>



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

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $202,647          $105,266
      Additions and revisions                         20           101,329
      Settlements and disposals                (      49)                -
      Accretion expense                            2,434             5,325
      Discontinued operations                  (  82,764)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $122,288          $211,920
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      -----------

      Total Asset Retirement
         Obligation, January 1                  $197,849          $102,318
      Additions and revisions                        300           101,914
      Settlements and disposals                (     546)                -
      Accretion expense                            7,449             7,688
      Discontinued operations                  (  82,764)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $122,288          $211,920
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  3,358          $  4,090
      Asset Retirement Obligation -
         Long-Term                               118,930           207,830



                                      -45-
<PAGE>



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

                                             Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $434,243          $224,865
      Additions and revisions                         43           218,530
      Settlements and disposals                (      98)                -
      Accretion expense                            5,223            11,454
      Discontinued operations                  ( 175,724)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $263,687          $454,849
                                                ========          ========


                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      -----------

      Total Asset Retirement
         Obligation, January 1                  $424,043          $218,637
      Additions and revisions                        627           219,756
      Settlements and disposals                (   1,134)                -
      Accretion expense                           15,875            16,456
      Discontinued operations                  ( 175,724)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $263,687          $454,849
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  7,015          $  8,752
      Asset Retirement Obligation -
         Long-Term                               256,672           446,097




                                      -46-
<PAGE>




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

                                             Three Months      Three Months
                                                Ended             Ended
                                              9/30/2006         9/30/2005
                                             ------------      ------------

      Total Asset Retirement
         Obligation, July 1                     $105,899          $ 55,098
      Additions and revisions                         10            53,424
      Settlements and disposals                (      22)                -
      Accretion expense                            1,253             2,823
      Discontinued operations                  (  42,158)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Quarter             $ 64,982          $111,345
                                                ========          ========

                                              Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              -----------       -----------

      Total Asset Retirement
         Obligation, January 1                  $103,349          $ 53,561
      Additions and revisions                        145            53,708
      Settlements and disposals                (     261)                -
      Accretion expense                            3,907             4,076
      Discontinued operations                  (  42,158)                -
                                                --------          --------
      Total Asset Retirement
         Obligation, End of Period              $ 64,982          $111,345
                                                ========          ========
      Asset Retirement Obligation -
         Current                                $  1,623          $  2,113
      Asset Retirement Obligation -
         Long-Term                                63,359           109,232



                                      -47-
<PAGE>




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

      The Partnerships'  Partnership  Agreements (the "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, 2006,  the
      following  payments were made to the General  Partner or its affiliates by
      the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        ------------------        --------------
               II-A                  $ 4,615                $127,443
               II-B                    3,716                  95,190
               II-C                    2,203                  40,689
               II-D                    3,376                  82,863
               II-E                    2,745                  60,216
               II-F                    2,326                  45,105
               II-G                    3,796                  97,944
               II-H                    1,740                  24,135

      During the nine months ended  September 30, 2006,  the following  payments
      were made to the General Partner or its affiliates by the Partnerships:

                                Direct General           Administrative
            Partnership        and Administrative           Overhead
            -----------        ------------------        --------------
               II-A                  $43,126                $382,329
               II-B                   38,997                 285,570
               II-C                   32,047                 122,067
               II-D                   37,411                 248,589
               II-E                   34,538                 180,648
               II-F                   31,757                 135,315
               II-G                   38,504                 293,832
               II-H                   29,067                  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.




                                      -48-
<PAGE>




3.    DISCONTINUED OPERATIONS
      -----------------------

      During  August  2006,  the  General  Partner  approved  a plan  to sell an
      increased  amount  of the  Partnerships'  properties  as a  result  of the
      generally  favorable  current  environment for oil and gas properties.  On
      October 11, 2006, the II-A, II-D, II-E, II-F, II-G, and II-H  Partnerships
      sold their interests in a number of producing properties at a large public
      oil and gas auction which resulted in proceeds of  approximately  $43,000,
      $49,000, $1,960,000, $4,449,000, $9,291,000, and $2,152,000 (net of fees),
      respectively  to  these  Partnerships.  The  sale  resulted  in a gain  on
      disposal of discontinued  operations of  approximately  $52,000,  $38,000,
      $1,892,000, $4,283,000, $8,937,000 and $2,071,000, respectively, for these
      Partnerships.  It is anticipated that additional properties for all of the
      Partnerships  will be sold at auction in December 2006 and February  2007.
      The properties  sold in the October auction and those scheduled to be sold
      in the December 2006 and February  2007 auction  represent a disposal of a
      business  segment under  Statement of Financial  Accounting  Standards No.
      144,  "Accounting for the Impairment or Disposal of Long-Lived Assts" (FAS
      144).  Accordingly,  current  year results of these  properties  have been
      classified  as  discontinued,  and prior  periods have been  restated.  In
      conjunction  with the  planned  sales,  the  Partnerships  will retain all
      assets and  liabilities  through  the  effective  date of the sale and the
      buyers will assume the asset  retirement  obligations  associated with the
      sold interests.

      Net income from discontinued operations are as follows:

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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $362,320          $393,950
      Lease operating                          (  66,963)        (  82,740)
      Production tax                           (  13,225)        (  14,832)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (   2,814)        (  54,974)
      Impairment provision                     (   3,560)                -
                                                --------          --------
      Income from discontinued
         operations                             $275,758          $241,404
                                                ========          ========





                                      -49-
<PAGE>



                                               Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $976,615          $921,869
      Lease operating                          ( 231,719)        ( 230,895)
      Production tax                           (  33,384)        (  32,556)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (  19,128)        (  68,723)
      Impairment provision                     (   3,560)                -
                                                --------          --------
      Income from discontinued
         operations                             $688,824          $589,695
                                                ========          ========


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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $168,686          $212,198
      Lease operating                          (  38,041)        (  33,671)
      Production tax                           (   5,506)        (   8,180)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (   1,574)        (  17,960)
      Impairment provision                     (     475)                -
                                                --------          --------
      Income from discontinued
         operations                             $123,090          $152,387
                                                ========          ========

                                               Nine Months       Nine Months
                                                  Ended             Ended
                                                9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $504,459          $507,897
      Lease operating                          ( 130,920)        ( 106,752)
      Production tax                           (  13,474)        (  16,055)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (   7,361)        (  20,675)
      Impairment provision                     (     475)                -
                                                --------          --------
      Income from discontinued
         operations                             $352,229          $364,415
                                                ========          ========



                                      -50-
<PAGE>




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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $ 23,015          $ 38,291
      Lease operating                          (   7,572)        (   3,144)
      Production tax                           (   1,827)        (   3,419)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (      50)        (     930)
                                                --------          --------
      Income from discontinued
         operations                             $ 13,566          $ 30,798
                                                ========          ========

                                               Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $ 64,648          $ 78,971
      Lease operating                          (  14,099)        (  12,168)
      Production tax                           (   5,245)        (   6,807)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (     452)        (   1,335)
                                                --------          --------
      Income from discontinued
         operations                             $ 44,852          $ 58,661
                                                ========          ========

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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $136,602          $140,736
      Lease operating                          (  75,226)        (  25,833)
      Production tax                           (  11,905)        (  13,243)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (     295)        (   7,289)
                                                --------          --------
      Income from discontinued
         operations                             $ 49,176          $ 94,371
                                                ========          ========



                                      -51-
<PAGE>



                                               Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $368,320          $346,158
      Lease operating                          ( 133,216)        ( 104,491)
      Production tax                           (  33,343)        (  32,291)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (   2,604)        (   9,096)
                                                --------          --------
      Income from discontinued
         operations                             $199,157          $200,280
                                                ========          ========


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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $347,962          $336,832
      Lease operating                          (  24,378)        (  38,407)
      Production tax                           (  28,328)        (  23,746)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (   1,292)        (  20,154)
      Impairment provision                     (  15,171)                -
                                                --------          --------
      Income from discontinued
         operations                             $278,793          $254,525
                                                ========          ========

                                               Nine Months       Nine Months
                                                  Ended             Ended
                                                9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                          $947,426         $  862,409
      Lease operating                           ( 103,214)       (   101,721)
      Production tax                            (  68,811)       (    65,245)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                             (  33,166)       (    61,175)
      Impairment provision                      (  15,171)                 -
                                                 --------         ----------
      Income from discontinued
         operations                              $727,064         $  634,268
                                                 ========         ==========



                                      -52-
<PAGE>



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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                        $  631,946        $  562,753
      Lease operating                         (    35,465)      (    40,316)
      Production tax                          (    43,473)      (    29,014)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                           (     1,001)      (    14,572)
      Impairment provision                    (        50)               -
                                                 --------        ----------
      Income from discontinued
         operations                            $  551,957        $  478,851
                                                 ========        ==========

                                               Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                        $1,723,757        $1,567,132
      Lease operating                         (   119,036)      (    94,959)
      Production tax                          (    99,202)      (    96,087)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                           (    22,950)      (    34,748)
      Impairment provision                    (        50)                -
                                               ----------        ----------
      Income from discontinued
         operations                            $1,482,519        $1,341,338
                                               ==========        ==========





                                      -53-
<PAGE>



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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                        $1,328,815        $1,265,147
      Lease operating                         (    74,585)      (    81,653)
      Production tax                          (    90,914)      (    66,479)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                           (     2,118)      (    30,916)
      Impairment provision                    (       106)                -
                                               ----------        ----------
      Income from discontinued
         operations                            $1,161,092        $1,086,099
                                               ==========        ==========


                                               Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                        $3,622,954        $3,307,345
      Lease operating                         (   250,477)      (   212,659)
      Production tax                          (   208,565)      (   201,716)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                           (    54,120)      (    76,083)
      Impairment provision                    (       106)                -
                                               ----------        ----------
      Income from discontinued
         operations                            $3,109,686        $2,816,887
                                               ==========        ==========




                                      -54-
<PAGE>




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

                                              Three Months      Three Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                        $  308,930        $  294,120
      Lease operating                         (    17,421)      (    19,136)
      Production tax                          (    21,366)      (    15,567)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                           (       496)      (     7,287)
      Impairment provision                    (        12)                -
                                               ----------        ----------
      Income from discontinued
         operations                            $  269,635        $  252,130
                                               ==========        ==========

                                               Nine Months       Nine Months
                                                 Ended             Ended
                                               9/30/2006         9/30/2005
                                              ------------      ------------

      Oil and gas sales                         $840,476          $768,160
      Lease operating                          (  58,792)        (  48,535)
      Production tax                           (  48,706)        (  47,240)
      Depreciation, depletion, and
         amortization of oil and gas
         properties                            (  13,059)        (  18,052)
      Impairment provision                     (      12)                -
                                                --------          --------
      Income from discontinued
         operations                             $719,907          $654,333
                                                ========          ========

Assets of the  discontinued  operations for the nine months ended  September 30,
2006 were as follows:
                                                                  II-A
                                                               Partnership
                                                               -----------

      Accounts receivable - oil and gas sales                   $  112,979
      Oil and gas properties                                     3,758,843
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                        ( 3,301,782)
                                                                ----------
      Net assets held for sale                                  $  570,040
                                                                ==========



                                      -55-
<PAGE>



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

      Accounts receivable - oil and gas sales                    $  108,316
      Oil and gas properties                                      1,187,146
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         ( 1,069,307)
                                                                 ----------
      Net assets held for sale                                   $  226,155
                                                                 ==========

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

      Accounts receivable - oil and gas sales                    $   15,079
      Oil and gas properties                                        490,856
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         (   484,215)
                                                                 ----------
      Net assets held for sale                                   $   21,710
                                                                 ==========

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

      Accounts receivable - oil and gas sales                    $   95,027
      Oil and gas properties                                      1,591,514
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         ( 1,534,327)
                                                                 ----------
      Net assets held for sale                                   $  152,214
                                                                 ==========

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

      Accounts receivable - oil and gas sales                    $  200,824
      Oil and gas properties                                      3,359,030
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         ( 3,109,907)
                                                                 ----------
      Net assets held for sale                                   $  449,947
                                                                 ==========



                                      -56-
<PAGE>




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

      Accounts receivable - oil and gas sales                    $  382,391
      Oil and gas properties                                      4,050,287
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         ( 3,600,694)
                                                                 ----------
      Net assets held for sale                                   $  831,984
                                                                 ==========

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

      Accounts receivable - oil and gas sales                    $  532,392
      Oil and gas properties                                      8,522,222
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         ( 7,586,057)
                                                                 ----------
      Net assets held for sale                                   $1,468,557
                                                                 ==========

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

      Accounts receivable - oil and gas sales                    $  182,768
      Oil and gas properties                                      1,982,194
      Accumulated depreciation, depletion,
         and amortization of oil and
         gas properties                                         ( 1,763,611)
                                                                 ----------
      Net assets held for sale                                   $  401,351
                                                                 ==========




                                      -57-
<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.


DISCONTINUED OPERATIONS
-----------------------

      In October 2006, the II-A, II-D,  II-E, II-F, II-G, and II-H  Partnerships
      sold their  interests in a number of producing  properties.  This disposal
      was treated as a discontinued operation.  The sales proceeds consisting of
      approximately $43,000,  $49,000,  $1,960,000,  $4,449,000,  $9,291,000 and
      $2,152,000,  respectively,  were  included in the  November  15, 2006 cash
      distributions paid by the Partnerships.  The sale of these properties will
      impact the continuing  future operations of these  Partnerships.  The sale
      resulted in a gain on disposal of discontinued operations of approximately
      $52,000,  $38,000,  $1,892,000,  $4,283,000,  $8,937,000,  and $2,071,000,
      respectively,  for  these  Partnerships.  It  is  anticipated  that  these
      Partnerships  will have lower  lease  operating  costs,  lower oil and gas
      sales, and a reduction in their asset retirement  obligations.  The reader
      should refer to Note 3 - Discontinued Operations to the consolidated



                                      -58-
<PAGE>



      financial  statements  included in Part I, Item 1 of this Quarterly Report
      on  Form  10-Q  for  additional  information  regarding  this  matter.  In
      conjunction  with the  planned  sales,  the  Partnerships  will retain all
      assets and  liabilities  through  the  effective  date of the sale and the
      buyers will assume the asset  retirement  obligations  associated with the
      sold interests.


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 Partnership Agreements.


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.




                                      -59-
<PAGE>



      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, 2006 and the net revenue
      generated from future operations will provide  sufficient  working capital
      to meet current and future obligations.

      Occasional  expenditures for new wells, well  recompletions,  or workovers
      may  reduce  or  eliminate  cash  available  for  a  particular  quarterly
      distribution.  During the nine months ended  September  30, 2005,  capital
      expenditures  for the II-B  and  II-C  Partnerships  totaled  $91,000  and
      $50,000,  respectively.  These  expenditures  were  primarily  due  to the
      recompletion of the Berniece #1 well located in Grayson County, Texas. The
      II-B and II-C  Partnerships  own working  interests  of 35.2% and 15.1% in
      this well. Other capital expenditures  incurred by the Partnerships during
      the nine months ended September 30, 2006 and 2005 were not material to the
      Partnerships' cash flows.

      Pursuant to the terms of the  Partnerships  Agreements,  the  Partnerships
      would have  terminated  on December 31,  2001.  However,  the  Partnership
      Agreements  provide  that the General  Partner may extend the term of each
      Partnership  for up to five periods of two years each. The General Partner
      has  extended  the  terms of the  Partnerships  for their  third  two-year
      extension  thereby  extending their termination date to December 31, 2007.
      As of the date of this Quarterly  Report,  the General Partner has not yet
      determined whether to further extend the term of any Partnership.


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

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



                                      -60-
<PAGE>



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

      The  Partnerships  evaluate the  recoverability  of the carrying  costs of
      their  proved oil and gas  properties  for each well.  If the  unamortized
      costs,  net of  salvage  value,  of oil and  gas  properties  exceeds  the
      expected undiscounted future cash flows from such properties,  the cost of
      the properties is written down to fair value, which is determined by using
      the estimated  discounted  future cash flows from the  properties.  In the
      third  quarter  of  2006,  natural  gas  prices  declined   significantly.
      Consequently,  the Partnerships incurred impairments utilizing the natural
      gas spot  prices that  existed on  September  30,  2006.  The  impairments
      recognized in the third quarter totaled $13,000,  $7,000,  $5,000, $3,000,
      $20,000,  $24,000,  $54,000,  and $7,000 for the II-A,  II-B,  II-C, II-D,
      II-E,  II-F,  II-G,  and II-H  Partnerships,  respectively.  Since oil and
      natural gas prices remain  volatile,  the  Partnerships may be required to
      write down the carrying value of its oil and natural gas properties at the
      end of future reporting  periods.  If an impairment is required,  it would
      result  in a charge  to  earnings  but  would  not  impact  cash flow from
      operating activities.  Once incurred, an impairment of oil and natural gas
      properties is not reversible.

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

      The Partnerships' oil and condensate production is sold, title passed, and
      revenue  recognized at or near the  Partnerships'  wells under  short-term
      purchase  contracts at prevailing  prices in accordance with  arrangements
      which are customary in the oil and gas industry.  Sales of gas  applicable
      to the Partnerships' interest in producing oil and gas leases are recorded
      as revenue when the gas is metered and title  transferred  pursuant to the
      gas sales contracts covering the Partnerships' interest in gas



                                      -61-
<PAGE>



      reserves. During such times as a Partnership's sales of gas exceed its pro
      rata ownership in a well, such sales are recorded as revenues unless total
      sales from the well have  exceeded  the  Partnership's  share of estimated
      total gas reserves  underlying the property,  at which time such excess is
      recorded  as a  liability.  The  rates  per  Mcf  used to  calculate  this
      liability  are based on the average gas prices for which the  Partnerships
      are currently settling this liability.  These amounts were recorded as gas
      imbalance  payables  in  accordance  with  the  sales  method.  These  gas
      imbalance  payables  will be  settled  by  either  gas  production  by the
      underproduced  party in excess of current  estimates of total gas reserves
      for the well or by negotiated or contractual  payment to the underproduced
      party.


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

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


NEW ACCOUNTING PRONOUNCEMENTS
-----------------------------

      In September 2006, the FASB issued FAS No. 157, "Fair Value  Measurements"
      (FAS No. 157), which  establishes a common definition for fair value to be
      applied to US GAAP  guidance  requiring  use of fair value,  establishes a
      framework for measuring fair value,  and expands the disclosure about such
      fair  value  measurements.  FAS No.  157 is  effective  for  fiscal  years
      beginning  after  November  15,  2007.  The   Partnerships  are  currently
      assessing  the  impact  of  FAS  No.  157 on its  results  of  operations,
      financial condition and cash flows.

      In September  2006, the SEC staff issued Staff  Accounting  Bulletin (SAB)
      Topic 108,  "Financial  Statements - Considering the Effects of Prior Year
      Misstatements  when  Quantifying  Misstatements  in Current Year Financial
      Statements"  (SAB 108).  The SEC staff is providing  guidance on how prior
      year  misstatements  should be taken into  consideration  when quantifying
      misstatements  in  current  year  financial  statements  for  purposes  of
      determining whether the current year's financial statements are materially
      misstated  and should be restated.  SAB 108 is effective  for fiscal years
      ending after November 18, 2006, and early  application is encouraged.  The
      Partnerships do not believe SAB 108



                                      -62-
<PAGE>



      will  have a  material  impact on its  results  of  operations,  financial
      condition and cash flows.


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

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

      The  following  tables   summarize   changes  in  net  quantities  of  the
      Partnerships'  proved  reserves,  all of which are  located  in the United
      States, for the periods  indicated.  The proved reserves were estimated by
      petroleum  engineers  employed by affiliates of the Partnerships,  and are
      annually reviewed by an independent  engineering  firm.  "Proved reserves"
      refers to those  estimated  quantities  of crude oil, gas, and gas liquids
      which   geological  and  engineering   data  demonstrate  with  reasonable
      certainty  to be  recoverable  in  future  years  from  known  oil and gas
      reservoirs under existing economic and operating conditions. The following
      information includes certain gas balancing adjustments which cause the gas
      volumes  to  differ  from the  reserve  reports  prepared  by the  General
      Partner.



                                      -63-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             687,366        6,367,741
         Production                             ( 13,534)      (  149,109)
         Extensions and discoveries                   13              697
         Revisions of previous
            estimates                              4,507       (   86,846)
                                                 -------        ---------

      Proved reserves, March 31, 2006            678,352        6,132,483
         Production                             ( 13,707)      (  144,712)
         Extensions and discoveries               24,114            1,085
         Revisions of previous
            estimates                             44,825          401,616
                                                 -------        ---------

      Proved reserves, June 30, 2006             733,584        6,390,472
         Production of continuing
           operations                           (  8,139)      (  130,312)
         Production of discontinued
           operations                           (  4,285)      (   14,220)
         Extensions and discoveries                    -           35,080
         Discontinued operations                (306,893)      (  528,897)
         Revisions of previous
            estimates                           ( 36,696)      (  378,158)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006            377,571        5,373,965
                                                 =======        =========



                                      -64-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             489,229        4,776,281
         Production                             (  8,876)      (  133,571)
         Revisions of previous
            estimates                              2,559       (   54,105)
                                                 -------        ---------

      Proved reserves, March 31, 2006            482,912        4,588,605
         Production                             (  9,202)      (  119,069)
         Extensions and discoveries                    -              334
         Revisions of previous
            estimates                             31,353          458,982
                                                 -------        ---------

      Proved reserves, June 30, 2006             505,063        4,928,852
         Production of continuing
           operations                           (  5,817)      (  113,458)
         Production of discontinued
           operations                           (  2,147)      (    6,694)
         Discontinued operations                (119,276)      (   75,300)
         Revisions of previous
            estimates                           ( 19,876)      (  276,522)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006            357,947        4,456,878
                                                 =======        =========



                                      -65-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             173,409        3,545,913
         Production                             (  2,967)      (   77,245)
         Extension and discoveries                     5              209
         Revisions of previous
            estimates                                211       (   52,254)
                                                 -------        ---------

      Proved reserves, March 31, 2006            170,658        3,416,623
         Production                             (  3,346)      (   72,804)
         Extension and discoveries                   752              873
         Revisions of previous
            estimates                              7,469          225,734
                                                 -------        ---------

      Proved reserves, June 30, 2006             175,533        3,570,426
         Production of continuing
           operations                           (  2,703)      (   71,424)
         Production of discontinued
           operations                           (    145)      (    2,669)
         Extension and discoveries                     -               81
         Discontinued operations                (  6,854)      (   36,003)
         Revisions of previous
            estimates                           (  6,862)      (  196,581)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006            158,969        3,263,830
                                                 =======        =========




                                      -66-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             172,825        9,645,488
         Production                             (  4,603)      (  171,389)
         Extensions and discoveries                   46            2,722
         Revisions of previous
            estimates                                 55       (  229,517)
                                                 -------        ---------

      Proved reserves, March 31, 2006            168,323        9,247,304
         Production                             (  4,638)      (  163,108)
         Extensions and discoveries                7,906           20,010
         Revisions of previous
            estimates                             17,160           35,647
                                                 -------        ---------

      Proved reserves, June 30, 2006             188,751        9,139,853
         Production of continuing
           operations                           (  3,380)      (  166,259)
         Production of discontinued
           operations                           (  1,508)      (    7,433)
         Extensions and discoveries                    -           19,823
         Discontinued operations                ( 73,121)      (  374,600)
         Revisions of previous
            estimates                           ( 11,101)      (  543,965)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006             99,641        8,067,419
                                                 =======        =========




                                      -67-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             177,992        5,039,155
         Production                             (  4,094)      (  109,081)
         Extensions and discoveries                  155            2,107
         Revisions of previous
            estimates                                768       (   94,600)
                                                 -------        ---------

      Proved reserves, March 31, 2006            174,821        4,837,581
         Production                             (  4,484)      (  102,804)
         Extensions and discoveries                1,832           19,116
         Revisions of previous
            estimates                             32,236          124,812
                                                 -------        ---------

      Proved reserves, June 30, 2006             204,405        4,878,705
         Production of continuing
           operations                           (  1,074)      (   78,777)
         Production of discontinued
           operations                           (  3,666)      (   18,026)
         Extensions and discoveries                  353            2,119
         Discontinued operations                (140,973)      (  684,445)
         Revisions of previous
            estimates                           ( 10,101)      (  381,981)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006             48,944        3,717,595
                                                 =======        =========




                                      -68-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             337,510        3,552,595
         Production                             (  6,255)      (   91,668)
         Extension and discoveries                   374            2,153
         Revisions of previous
            estimates                              1,015       (   55,887)
                                                 -------        ---------

      Proved reserves, March 31, 2006            332,644        3,407,193
         Production                             (  6,293)      (   91,531)
         Extension and discoveries                 2,288           27,225
         Revisions of previous
            estimates                             60,592          245,938
                                                 -------        ---------

      Proved reserves, June 30, 2006             389,231        3,588,825
         Production of continuing
           operations                           (    852)      (   57,145)
         Production of discontinued
           operations                           (  6,173)      (   37,918)
         Discontinued operations                (327,363)      (1,136,121)
         Revisions of previous
            estimates                           ( 15,197)      (  289,912)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006             39,646        2,067,729
                                                 =======        =========




                                      -69-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             707,731        7,611,607
         Production                             ( 13,106)      (  195,575)
         Extension and discoveries                   776            3,823
         Revisions of previous
            estimates                              2,121       (  121,814)
                                                 -------        ---------

      Proved reserves, March 31, 2006            697,522        7,298,041
         Production                             ( 13,211)      (  198,058)
         Extension and discoveries                 4,780           57,036
         Revisions of previous
            estimates                            126,560          527,181
                                                 -------        ---------

      Proved reserves, June 30, 2006             815,651        7,684,200
         Production of continuing
           operations                           (  1,789)      (  122,980)
         Production of discontinued
           operations                           ( 12,943)      (   79,944)
         Discontinued operations                (684,306)      (2,397,259)
         Revisions of previous
            estimates                           ( 31,839)      (  622,129)
                                                 -------        ---------

      Proved reserves, June 30, 2006              84,774        4,461,888
                                                 =======        =========




                                      -70-
<PAGE>




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

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

      Proved reserves, Dec. 31, 2005             164,943        1,840,781
         Production                             (  2,980)      (   46,838)
         Extension and discoveries                   182            1,168
         Revisions of previous
            estimates                                421       (   30,108)
                                                 -------        ---------

      Proved reserves, March 31, 2006            162,566        1,765,003
         Production                             (  3,053)      (   46,733)
         Extension and discoveries                 1,105           13,216
         Revisions of previous
            estimates                             29,293          124,372
                                                 -------        ---------

      Proved reserves, June 30, 2006             189,911        1,855,858
         Production of continuing
           operations                           (    423)      (   29,946)
         Production of discontinued
           operations                           (  2,991)      (   18,762)
         Discontinued operations                (158,603)      (  564,537)
         Revisions of previous
            estimates                           (  7,371)      (  150,918)
                                                 -------        ---------

      Proved reserves, Sept. 30, 2006             20,523        1,091,695
                                                 =======        =========

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

      The  following  table  indicates  the  estimated  net present value of the
      Partnerships'  proved  reserves as of September  30, 2006,  June 30, 2006,
      March 31, 2006, and December 31, 2005. Net present value  attributable  to
      the  Partnerships'  proved reserves was calculated on the basis of current
      costs  and  prices  as of the date of  estimation.  Such  prices  were not
      escalated except in certain circumstances where escalations were fixed and
      readily  determinable in accordance with applicable  contract  provisions.
      The table  also  indicates  the oil and gas  prices in effect on the dates
      corresponding  to the  reserve  valuations.  Changes in oil and gas prices
      cause the estimates of remaining  economically  recoverable  reserves,  as
      well as the values placed on said



                                      -71-
<PAGE>



      reserves  to  fluctuate.  The prices used in  calculating  the net present
      value attributable to the Partnerships' proved reserves do not necessarily
      reflect market prices for oil and gas  production  subsequent to September
      30, 2006.  There can be no assurance  that the prices used in  calculating
      the net present value of the  Partnerships'  proved  reserves at September
      30, 2006 will actually be realized for such production.

                           Net Present Value of Reserves (In 000's)
                        ---------------------------------------------
      Partnership       9/30/06      6/30/06      3/31/06    12/31/05
      -----------       -------      -------      -------    --------
         II-A           $15,334      $30,013      $29,645    $ 36,701
         II-B            12,545       21,453       20,510      25,757
         II-C             7,643       11,891       12,442      16,799
         II-D            15,008       26,128       29,594      41,793
         II-E             6,603       15,191       15,738      21,072
         II-F             3,482       16,784       15,861      19,777
         II-G             7,505       35,516       33,654      42,092
         II-H             1,832        8,402        8,002      10,059


                                      Oil and Gas Prices
                        ---------------------------------------------
       Pricing          9/30/06      6/30/06      3/31/06    12/31/05
      -----------       -------      -------      -------    --------
      Oil (Bbl)         $ 62.90      $ 73.94      $ 66.25    $  61.06
      Gas (Mcf)            4.18         6.09         7.18       10.08

      The  Partnerships  had decreases in estimated oil and gas reserves and the
      related  estimated  net present value of reserves at September 30, 2006 as
      compared to June 30, 2006 due to the  decreases  in the oil and gas prices
      used to run the  reserves  and the  removal  of the  reserves  related  to
      discontinued operations.


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. 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 are very volatile.



                                      -72-
<PAGE>



      Additionally,  lower  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:

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

      It is not  possible to predict the future  direction of oil or natural gas
      prices or whether  the above  discussed  trends will  continue.  Operating
      costs, including General and Administrative Expenses, may not decline over
      time,  may  increase,  or may  experience  only a  gradual  decline,  thus
      adversely  affecting  net  revenues.  Net revenues may also be affected by
      proceeds  from  property  sales or additional  costs  resulting  from well
      workovers, recompletions, new well drilling, and other events.

      In addition to pricing, 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.  Despite this general
      trend of declining  production,  several factors can cause volumes sold to
      increase,  remain relatively constant, or decrease at an even greater rate
      over a given period. These factors include, but are not limited to:

            *     Geophysical  conditions  which cause an  acceleration of the
                  decline in production;
            *     The shutting in of wells due to low oil and gas prices (or the
                  opening of  previously  shut-in  wells due to high oil and gas
                  prices),     mechanical     difficulties,     loss     of    a
                  market/transportation,    or    performance    of   workovers,
                  recompletions, or other operations in the well;
            *     Prior period  volume  adjustments  made by the  operators of
                  the properties;
            *     Adjustments  in ownership or rights to  production  (such as
                  adjustments  that occur at payout or due to gas  balancing);
                  and



                                      -73-
<PAGE>




            *     Completion  of  enhanced   recovery  projects  which  increase
                  production for the well.

      Many of these  factors  can be very  significant  for a single well or for
      many wells over a short  period of time.  Due to the large number of wells
      owned by the  Partnerships,  these  factors are  generally not material as
      compared to the normal declines in production experienced on all remaining
      wells.

      II-A PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $1,430,163       $1,654,121
      Oil and gas production expenses           $  111,711       $  334,764
      Barrels produced                               8,139           10,257
      Mcf produced                                 130,312          129,401
      Average price/Bbl                         $    67.62       $    61.02
      Average price/Mcf                         $     6.75       $     7.95

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  decreased  $224,000
      (13.5%) for the three months ended  September  30, 2006 as compared to the
      three months ended  September  30, 2005. Of this decrease (i) $156,000 was
      related to a decrease in the average  price of gas sold and (ii)  $129,000
      was related to a decrease  in volumes of oil sold.  These  decreases  were
      partially  offset by an increase of $54,000  related to an increase in the
      average price of oil sold.

      Volumes of oil sold  decreased  2,118  barrels,  while volumes of gas sold
      increased  911  Mcf for the  three  months  ended  September  30,  2006 as
      compared to the three months  ended  September  30, 2005.  The decrease in
      volumes of oil sold was primarily due to normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  decreased  $223,000 (66.6%) for the three months ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005.  This  decrease was  primarily  due to (i) the receipt of a $263,000
      lease  operating  expense credit  resulting from the settlement of a class
      action  lawsuit on several  wells during the three months ended  September
      30,  2006 and (ii) a decrease  in  production  taxes  associated  with the
      decrease in oil and gas



                                      -74-
<PAGE>



      sales.  These  decreases were partially  offset by an increase in workover
      expenses. As of the date of this Quarterly Report,  management anticipates
      workover  costs  remaining at or  increasing  above 2006 levels due to the
      increased  cost to perform a workover and the age of the  wellbores.  As a
      percentage of oil and gas sales,  these expenses decreased to 7.8% for the
      three  months  ended  September  30, 2006 from 20.2% for the three  months
      ended  September  30,  2005,  primarily  due to  the  dollar  decrease  in
      production expenses.

      Depreciation,   depletion,  and  amortization  ("DD&A")  of  oil  and  gas
      properties  decreased $41,000 (35.0%) for the three months ended September
      30, 2006 as compared to the three months ended  September  30, 2005.  This
      decrease  was  primarily  due to (i) several  wells  being fully  depleted
      during 2005 due to their lack of remaining  reserves and (ii) the decrease
      in volumes of oil sold. The decreases in DD&A were partially offset by one
      significant  well  being  fully  depleted  during the three  months  ended
      September 30, 2006 due to its lack of remaining reserves.  As a percentage
      of oil and gas sales,  this expense decreased to 5.3% for the three months
      ended  September  30, 2006 from 7.0% for the three months ended  September
      30, 2005, primarily due to the dollar decrease in DD&A.

      The II-A  Partnership  recognized a non-cash  charge  against  earnings of
      $13,000 during the three months ended  September 30, 2006. This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses decreased $2,000 (1.3%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased to 9.2% for the three months ended  September 30, 2006 from 8.1%
      for the three  months  ended  September  30,  2005,  primarily  due to the
      decrease in oil and gas sales.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-A
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.



                                      -75-
<PAGE>



      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $4,482,265       $4,561,548
      Oil and gas production expenses           $  929,559       $  907,296
      Barrels produced                              27,919           32,094
      Mcf produced                                 397,527          426,611
      Average price/Bbl                         $    65.30       $    53.33
      Average price/Mcf                         $     6.69       $     6.68

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table  above,  total oil and gas sales  decreased  $79,000
      (1.7%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months  ended  September  30,  2005.  Of this  decrease  $223,000 and
      $194,000  were related to decreases in volumes of oil and gas sold.  These
      decreases were partially  offset by an increase of $334,000  related to an
      increase in the average price of oil sold.

      Volumes of oil and gas sold decreased 4,175 barrels and 29,084 Mcf for the
      nine months ended  September 30, 2006 as compared to the nine months ended
      September 30, 2005.  The decrease in volumes of oil sold was primarily due
      to normal  declines in production.  This decrease was partially  offset by
      (i) a negative prior period volume  adjustment made by the operator on one
      significant  well during the nine months ended September 30, 2005 and (ii)
      increases  in  production  on  two   significant   wells  following  their
      successful workovers during late 2005. The decrease in volumes of gas sold
      was primarily due to (i) normal  declines in production  and (ii) positive
      prior period  volume  adjustments  made by the  operators on several wells
      during the nine months ended  September 30, 2005. The decreases in volumes
      of gas sold  were  partially  offset by (i)  increases  in  production  on
      several wells following their successful workovers during mid to late 2005
      and early 2006, (ii) the successful  completion of two  significant  wells
      during mid 2006, and (iii) another well returning to production during mid
      2005 following the resolution of transportation  problems  associated with
      line pressure.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $22,000  (2.5%) for the nine  months  ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses, (ii) a $57,000 increase in lease operating expenses during the



                                      -76-
<PAGE>



      nine months ended  September  30, 2006  resulting  from an increase in the
      II-A  Partnership's  gas balancing  position on several wells, and (iii) a
      reversal  during the nine months ended  September 30, 2005 of $27,000 of a
      charge previously accrued for a judgment. As of the date of this Quarterly
      Report,  management  anticipates workover costs remaining at or increasing
      above 2006 levels due to the increased  cost to perform a workover and the
      age of the wellbores. These increases were partially offset by the receipt
      of a $263,000 lease operating expense credit resulting from the settlement
      of a class  action  lawsuit on several  other wells during the nine months
      ended  September  30, 2006.  As a percentage  of oil and gas sales,  these
      expenses  increased to 20.7% for the nine months ended  September 30, 2006
      from 19.9% for the nine months ended September 30, 2005.

      DD&A of oil and gas  properties  decreased  $51,000  (22.2%)  for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September  30, 2005.  This decrease was primarily due to (i) several wells
      being fully depleted during 2005 due to their lack of remaining  reserves,
      (ii) the  decreases in volumes of oil and gas sold,  and (iii) an increase
      in  depletable  oil and gas  properties  during 2005  primarily due to the
      recompletion of one significant well. The decreases in DD&A were partially
      offset by downward  revisions in the  estimates of remaining  gas reserves
      since  September  30,  2005.  As a percentage  of oil and gas sales,  this
      expense  decreased  to 4.0% for the nine months ended  September  30, 2006
      from 5.0% for the nine months ended  September 30, 2005,  primarily due to
      the dollar decrease in DD&A.

      The II-A  Partnership  recognized a non-cash  charge  against  earnings of
      $13,000 during the nine months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  increased  to 9.5% for the nine months  ended
      September 30, 2006 from 9.3% for the nine months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-A
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      The Limited Partners have received cash  distributions  through  September
      30, 2006  totaling  $68,788,357  or 142.04% of Limited  Partners'  capital
      contributions.




                                      -77-
<PAGE>



      II-B PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $1,121,924       $1,328,591
      Oil and gas production expenses           $  312,482       $  283,067
      Barrels produced                               5,817            6,880
      Mcf produced                                 113,458          119,485
      Average price/Bbl                         $    69.39       $    61.23
      Average price/Mcf                         $     6.33       $     7.59

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  decreased  $207,000
      (15.6%) for the three months ended  September  30, 2006 as compared to the
      three months ended  September  30, 2005. Of this decrease (i) $143,000 was
      related to a decrease  in the average  price of gas sold and (ii)  $65,000
      and  $46,000  were  related to  decreases  in volumes of oil and gas sold.
      These decreases were partially offset by an increase of $47,000 related to
      an increase in volumes of oil sold.

      Volumes of oil and gas sold decreased  1,063 barrels and 6,027 Mcf for the
      three  months  ended  September  30, 2006 as compared to the three  months
      ended September 30, 2005, primarily due to normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $29,000  (10.4%) for the three months ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses and (ii) an increase in saltwater  disposal  expenses incurred on
      two significant  wells during the three months ended September 30, 2006 as
      compared to the same period 2005. As of the date of this Quarterly Report,
      management anticipates (i) workover costs remaining at or increasing above
      2006 levels due to the increased cost to perform a workover and the age of
      the wellbores and (ii) the saltwater  disposal  expenses to remain at 2006
      levels.  These increases were 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 27.9% for the three
      months  ended  September  30, 2006 from 21.3% for the three  months  ended
      September 30, 2005. This percentage  increase was primarily due to (i) the
      decrease in



                                      -78-
<PAGE>



      oil  and  gas  sales  and  (ii)  the  dollar  increase  in oil  and  gas
      production expenses.

      DD&A of oil and gas  properties  decreased  $16,000  (19.7%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September  30, 2005.  This decrease was primarily due to (i) several wells
      being fully depleted  during 2005 due to their lack of remaining  reserves
      and (ii) the  decreases in volumes of oil and gas sold.  The  decreases in
      DD&A were partially  offset by one  significant  well being fully depleted
      during  the  three  months  ended  September  30,  2006 due to its lack of
      remaining  reserves.  As a percentage  of oil and gas sales,  this expense
      decreased to 5.8% for the three months ended  September 30, 2006 from 6.1%
      for the three months ended September 30, 2005.

      The II-B  Partnership  recognized a non-cash  charge  against  earnings of
      $7,000 during the three months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses decreased $1,000 (1.4%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased to 8.8% for the three months ended  September 30, 2006 from 7.5%
      for the three  months  ended  September  30,  2005,  primarily  due to the
      increase in oil and gas sales.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-B
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $3,580,179       $3,522,701
      Oil and gas production expenses           $  938,030       $  762,583
      Barrels produced                              19,448           23,628
      Mcf produced                                 356,669          353,586
      Average price/Bbl                         $    65.99       $    52.29
      Average price/Mcf                         $     6.44       $     6.47

      (a) The forgoing chart and the following  discussion  contain  amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued



                                      -79-
<PAGE>



      Operations for more information about these discontinued operations.

      As shown in the table  above,  total oil and gas sales  increased  $57,000
      (1.6%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months ended  September  30, 2005. Of this increase (i) $266,000 were
      related to an increase in the average  price of oil sold and (ii)  $20,000
      was related to an increase in volumes of gas sold.  These  increases  were
      partially  offset by (i) $219,000  related to a decrease in volumes of oil
      sold and (ii)  $10,000  related to a decrease in the average  price of gas
      sold.

      Volumes of oil sold  decreased  4,180  barrels,  while volumes of gas sold
      increased  3,083  Mcf for the nine  months  ended  September  30,  2006 as
      compared to the nine months  ended  September  30,  2005.  The decrease in
      volumes of oil sold was  primarily due to normal  declines in  production.
      The  increase  in  volumes  of gas  sold  was  primarily  due  to (i)  one
      significant  well  returning to production  during mid 2005  following the
      resolution of  transportation  problems  associated with line pressure and
      (ii) an increase in  production  on two  significant  wells  following the
      successful  workovers of those wells during mid 2005 and early 2006. These
      increases in volumes of gas sold were partially  offset by normal declines
      in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $175,000  (23.0%) for the nine months ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses,  (ii) a $45,000  increase in lease operating  expense during the
      nine months ended  September  30, 2006  resulting  from an increase in the
      II-B  Partnership's gas balancing  position on several wells, and (iii) an
      increase in saltwater  disposal expenses incurred on two significant wells
      during the nine months ended  September  30, 2006.  As of the date of this
      Quarterly Report,  management  anticipates (i) workover costs remaining at
      or  increasing  above 2006 levels due to the  increased  cost to perform a
      workover  and the age of the  wellbores  and (ii) the  saltwater  disposal
      expenses to remain at 2006 levels.  As a percentage  of oil and gas sales,
      these expenses  increased to 26.2% for the nine months ended September 30,
      2006 from 21.6% for the nine months ended  September  30, 2005,  primarily
      due to the dollar increase in production expenses.

      DD&A of oil and gas  properties  decreased  $70,000  (34.9%)  for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September 30, 2005.  This decrease was primarily due to (i) an increase in
      depletable  oil  and  gas  properties  during  2005  primarily  due to the
      recompletion  of one  significant  well,  (ii)  several  wells being fully
      depleted  during 2005 due to their lack of remaining  reserves,  and (iii)
      the decrease in volumes of oil sold. As a percentage of oil and gas sales,
      this expense decreased to



                                      -80-
<PAGE>



      3.6% for the nine months ended  September  30, 2006 from 5.7% for the nine
      months ended  September 30, 2005  primarily due to the dollar  decrease in
      DD&A.

      The II-B  Partnership  recognized a non-cash  charge  against  earnings of
      $7,000 during the nine months ended  September  30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 9.1% for the nine months  ended
      September 30, 2006 from 9.2% for the nine months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-B
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      The Limited Partners have received cash  distributions  through  September
      30, 2006  totaling  $49,710,916  or 137.43% of Limited  Partners'  capital
      contributions.

      II-C PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2006            2005(a)
                                                  --------         --------
      Oil and gas sales                           $635,539         $713,887
      Oil and gas production expenses             $157,325         $142,569
      Barrels produced                               2,703            3,130
      Mcf produced                                  71,424           69,717
      Average price/Bbl                           $  68.97         $  61.26
      Average price/Mcf                           $   6.29         $   7.49

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table  above,  total oil and gas sales  decreased  $78,000
      (11.0%) for the three months ended  September  30, 2006 as compared to the
      three  months  ended  September  30,  2005.  Of this  decrease (i) $26,000
      related to a decrease in the volumes of oil sold and (ii) $86,000



                                      -81-
<PAGE>



      related to a decrease in the average  price of gas sold.  These  decreases
      were partially  offset by increases of (i) $21,000  related to an increase
      in the volumes of gas sold and (ii) $13,000  related to an increase in the
      average price of oil sold.

      Volumes  of oil sold  decreased  427  barrels,  while  volumes of gas sold
      increased  1,707 Mcf for the three  months  ended  September  30,  2006 as
      compared to the three months  ended  September  30, 2005.  The decrease in
      volumes of oil sold was primarily due to (i) normal declines in production
      and (ii) a substantial decline in production during the three months ended
      September 30, 2006 on one  significant  well  following a workover of that
      well  during  late  2005.  This  well is not  expected  to  return  to its
      previously high levels of production.  The increase in volumes of gas sold
      was  primarily  due  to (i)  increases  in  production  on  several  wells
      following their successful workovers during 2005 and early 2006 and (ii) a
      positive  prior  period  volume  adjustment  made by the  operator  on one
      significant  well during the three months ended September 30, 2006.  These
      increases were partially offset by normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $15,000  (10.4%) for the three months ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses and (ii) an increase in saltwater  disposal  expenses incurred on
      two significant wells during the three months ended September 30, 2006. As
      of the date of this Quarterly Report,  management anticipates (i) workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to  perform  a  workover  and the age of the  wellbores  and (ii) the
      saltwater  disposal  expenses to remain at 2006 levels. As a percentage of
      oil and gas sales,  these expenses increased to 24.8% for the three months
      ended  September 30, 2006 from 20.0% for the three months ended  September
      30,  2005,  primarily  due to the  decrease  in oil and gas  sales and the
      dollar increase in oil and gas production expenses.

      DD&A of oil and gas  properties  increased  $7,000  (16.5%)  for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005.  This  increase was  primarily due to two  significant
      wells being fully  depleted  during the three months ended  September  30,
      2006 due to their lack of  remaining  reserves.  The  increase in DD&A was
      partially  offset by several wells being fully depleted during 2005 due to
      their lack of remaining  reserves.  As a percentage  of oil and gas sales,
      this expense  increased to 7.5% for the three months ended  September  30,
      2006 from 5.7% for the three months ended  September  30, 2005,  primarily
      due to the dollar increase in DD&A and the decrease in oil and gas sales.




                                      -82-
<PAGE>



      The II-C  Partnership  recognized a non-cash  charge  against  earnings of
      $5,000 during the three months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses decreased $1,000 (1.7%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased to 6.7% for the three months ended  September 30, 2006 from 6.1%
      for the three months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-C
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                               Nine Months Ended September 30,
                                               -------------------------------
                                                     2006           2005
                                                  ----------     ----------
      Oil and gas sales                           $1,962,501     $1,975,481
      Oil and gas production expenses             $  476,510     $  360,948
      Barrels produced                                 8,771         10,795
      Mcf produced                                   217,049        221,031
      Average price/Bbl                           $    65.95     $    51.92
      Average price/Mcf                           $     6.38     $     6.40

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales remained  relatively
      constant for the nine months ended September 30, 2006 and 2005.  Decreases
      of (i) $105,000 and $25,000 related to decreases in the volumes of oil and
      gas sold and (ii) $5,000 related to a decrease in the average price of gas
      sold were  substantially  offset by an increase of $123,000  related to an
      increase in the average price of oil sold.

      Volumes of oil and gas sold decreased  2,024 barrels and 3,982 Mcf for the
      nine months ended  September 30, 2006 as compared to the nine months ended
      September 30, 2005.  The decrease in volumes of oil sold was primarily due
      to (i) normal declines in production, (ii) a positive prior period



                                      -83-
<PAGE>



      volume  adjustment made by the operator on one significant well during the
      nine months ended  September 30, 2005,  and (iii) the  shutting-in  of two
      significant wells during the nine months ended September 30, 2006 in order
      to  perform  repairs  and  maintenance.  As of the date of this  Quarterly
      Report,  the shut-in wells are  producing at a lower rate than  previously
      experienced.  The  decrease  in volumes of gas sold was  primarily  due to
      normal declines in production.  This decrease was partially  offset by (i)
      increases  in  production  on several  wells  following  their  successful
      workovers  during  2005 and early  2006 and (ii) a positive  prior  period
      volume  adjustment made by the operator on one significant well during the
      nine months ended September 30, 2006.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $116,000  (32.0%) for the nine months ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses,  (ii) a $26,000 decrease in lease operating  expenses during the
      nine months ended September 30, 2005 resulting from a decrease in the II-C
      Partnership's gas balancing position on several wells, and (iii) a $20,000
      increase  in  lease  operating  expenses  during  the  nine  months  ended
      September 30, 2006  resulting  from an increase in the II-C  Partnership's
      gas  balancing  position on several  other  wells.  As of the date of this
      Quarterly Report,  management  anticipates  workover costs remaining at or
      increasing  above  2006  levels  due to the  increased  cost to  perform a
      workover  and the age of the  wellbores.  As a  percentage  of oil and gas
      sales,  these  expenses  increased  to  24.3%  for the nine  months  ended
      September  30, 2006 from 18.3% for the nine  months  ended  September  30,
      2005, primarily due to the dollar increase in production expenses.

      DD&A of oil and gas properties decreased $8,000 (9.3%) for the nine months
      ended  September  30, 2006 as compared to the nine months ended  September
      30,  2005.  This  decrease  resulted  from (i)  several  wells being fully
      depleted  during 2005 due to their lack of remaining  reserves and (ii) an
      increase in depletable oil and gas properties during 2005 primarily due to
      the  recompletion of one significant  well. As a percentage of oil and gas
      sales,  this expense decreased to 4.1% for the nine months ended September
      30, 2006 from 4.5% for the nine months ended September 30, 2005.

      The II-C  Partnership  recognized a non-cash  charge  against  earnings of
      $5,000 during the nine months ended  September  30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2006 and 2005. As a percentage of oil and
      gas sales, these expenses



                                      -84-
<PAGE>



      increased to 7.9% for the nine months ended  September  30, 2006 from 7.7%
      for the nine months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-C
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      The Limited Partners have received cash  distributions  through  September
      30, 2006  totaling  $23,706,686  or 153.32% of Limited  Partners'  capital
      contributions.

      II-D PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Three Months Ended September 30,
                                              --------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $1,245,970       $1,382,526
      Oil and gas production expenses           $  277,707       $  270,166
      Barrels produced                               3,380            3,539
      Mcf produced                                 166,259          163,567
      Average price/Bbl                         $    65.37       $    55.83
      Average price/Mcf                         $     6.17       $     7.24

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  decreased  $137,000
      (9.9%) for the three  months ended  September  30, 2006 as compared to the
      three  months ended  September  30, 2005.  Of this  decrease  $179,000 was
      related to a decrease in the average price of gas sold.  This decrease was
      partially offset by increases of (i) $32,000 related to an increase in the
      average  price of oil sold and (ii)  $20,000  related  to an  increase  in
      volumes of gas sold.

      Volumes of oil and gas sold  decreased  159 barrels  while  volumes of gas
      sold increased  2,692 Mcf for the three months ended September 30, 2006 as
      compared to the three months  ended  September  30, 2005.  The decrease in
      volumes of oil sold was  primarily due to normal  declines in  production.
      The increase in volumes of gas sold was  primarily  due to (i) an increase
      in  production  on  two  significant   wells  following  their  successful
      recompletions  during  mid  2006 and (ii)  the  successful  completion  of
      several new wells during the three months ended September 30, 2006.



                                      -85-
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $8,000  (2.8%) for the three  months  ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the wellbores. This increase was
      partially  offset by (i) the receipt of a $17,000 lease operating  expense
      credit  resulting  from the  settlement  of a class action  lawsuit on one
      significant well during the three months ended September 30, 2006 and (ii)
      a decrease in production taxes associated with the decrease in oil and gas
      sales. As a percentage of oil and gas sales,  these expenses  increased to
      22.3% for the three  months  ended  September  30, 2006 from 19.5% for the
      three  months  ended  September  30, 2005.  This  percentage  increase was
      primarily due to the increase in oil and gas sales.

      DD&A of oil and gas properties  increased  $155,000 (211.2%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005.  This  increase was  primarily due to two  significant
      wells being fully  depleted  during the three months ended  September  30,
      2006 due to their lack of remaining reserves.  This increase was partially
      offset by several wells being fully depleted during 2005 due to their lack
      of remaining reserves.  As a percentage of oil and gas sales, this expense
      increased to 18.3% for the three months ended September 30, 2006 from 5.3%
      for the three months ended September 30, 2005, primarily due to the dollar
      increase in DD&A.

      The II-D  Partnership  recognized a non-cash  charge  against  earnings of
      $3,000 during the three months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses decreased $1,000 (1.4%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased to 6.9% for the three months ended  September 30, 2006 from 6.3%
      for the three months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-D
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.



                                      -86-
<PAGE>



      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Nine Months Ended September 30,
                                              -------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $3,690,710       $3,896,469
      Oil and gas production expenses           $  795,521       $  731,083
      Barrels produced                              10,065           12,125
      Mcf produced                                 487,474          510,943
      Average price/Bbl                         $    61.23       $    49.05
      Average price/Mcf                         $     6.31       $     6.46

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  decreased  $206,000
      (5.3%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months ended  September  30, 2005.  Of this decrease (i) $101,000 and
      $152,000 were related to decreases in volumes of oil and gas sold and (ii)
      $76,000 was related to a decrease in the average price of gas sold.  These
      decreases  were  partially  offset by increases of $123,000  related to an
      increase in the average price of oil sold.

      Volumes of oil and gas sold decreased 2,060 barrels and 23,469 Mcf for the
      nine months ended  September 30, 2006 as compared to the nine months ended
      September 30, 2005.  The decrease in volumes of oil sold was primarily due
      to (i) normal declines in production and (ii) positive prior period volume
      adjustments  made by the operators on several wells during the nine months
      ended  September  30,  2005.  The  decrease  in  volumes  of gas  sold was
      primarily due to (i) normal  declines in production,  (ii) the shutting-in
      of one  significant  well  due to  production  difficulties,  and  (iii) a
      substantial  decline in production  on one  significant  well  following a
      workover of that well during early 2005. As of the date of this  Quarterly
      Report,  the operator has not yet determined when, or if, the shut-in well
      will return to production  and, if returned to  production,  at what rate.
      The well with a  substantial  decline in  production  is not  expected  to
      return to its  previously  high levels of  production.  The  decreases  in
      volumes of gas sold were  partially  offset by (i) increases in production
      on several wells following their successful  recompletion  during 2005 and
      mid 2006 and (ii) the  successful  completion  of several new wells during
      the nine months ended September 30, 2006.



                                      -87-
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $64,000  (8.8%) for the nine  months  ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses,  (ii) a $35,000 increase in lease operating  expenses during the
      nine months ended  September  30, 2006  resulting  from an increase in the
      II-D  Partnership's  gas balancing  position on several wells, and (iii) a
      $33,000 decrease in lease operating  expenses during the nine months ended
      September 30, 2005 resulting from a decrease in the II-D Partnership's gas
      balancing  position  on  several  other  wells.  As of the  date  of  this
      Quarterly Report,  management  anticipates  workover costs remaining at or
      increasing  above  2006  levels  due to the  increased  cost to  perform a
      workover and the age of the  wellbores.  These  increases  were  partially
      offset by (i) the  receipt of a $17,000  lease  operating  expense  credit
      resulting from the settlement of a class action lawsuit on one significant
      well during the nine months ended  September  30, 2006 and (ii) a decrease
      in production  taxes associated with the decrease in oil and gas sales. As
      a percentage of oil and gas sales,  these expenses  increased to 21.6% for
      the nine months  ended  September  30, 2006 from 18.8% for the nine months
      ended September 30, 2005,  primarily due to the dollar increase in oil and
      gas production expenses and the decrease in oil and gas sales

      DD&A of oil and gas properties  increased  $208,000  (185.2%) for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September 30, 2005. This increase was primarily due to (i) two significant
      wells being fully depleted during the nine months ended September 30, 2006
      due to their lack of remaining  reserves and (ii) the receipt of equipment
      credits on an abandoned  well during the nine months ended  September  30,
      2005.  These increases were partially  offset by several wells being fully
      depleted  during  2005  due to  their  lack of  remaining  reserves.  As a
      percentage  of oil and gas sales,  this expense  increased to 8.7% for the
      nine months ended  September  30, 2006 from 2.9% for the nine months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.

      The II-D  Partnership  recognized a non-cash  charge  against  earnings of
      $3,000 during the nine months ended  September  30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  increased  to 7.7% for the nine months  ended
      September 30, 2006 from 7.3% for the nine months ended September 30, 2005.



                                      -88-
<PAGE>



      As further discussed in Part I, Item 2 - Discontinued Operations, the II-D
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      The Limited Partners have received cash  distributions  through  September
      30, 2006  totaling  $49,518,903  or 157.26% of Limited  Partners'  capital
      contributions.

      II-E PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                             Three Months Ended September 30,
                                             --------------------------------
                                                  2006              2005(a)
                                                --------           --------
      Oil and gas sales                         $547,648           $630,124
      Oil and gas production expenses           $200,856           $128,890
      Barrels produced                             1,074                932
      Mcf produced                                78,777             74,925
      Average price/Bbl                         $  67.12           $  63.16
      Average price/Mcf                         $   6.04           $   7.62

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table  above,  total oil and gas sales  decreased  $82,000
      (13.1%) for the three months ended  September  30, 2006 as compared to the
      three  months ended  September  30, 2005.  Of this  decrease  $125,000 was
      related to a decrease in the average price of gas sold.  This decrease was
      partially  offset by increases of $9,000 and $29,000  related to increases
      in volumes of oil and gas sold.

      Volumes of oil and gas sold  increased  142  barrels and 3,852 Mcf for the
      three  months  ended  September  30, 2006 as compared to the three  months
      ended  September  30,  2005.  The  increase  in  volumes  of oil  sold was
      primarily due to (i) the successful completion of several new wells during
      late 2005 and (ii) an  increase  in  production  on one  significant  well
      following its successful  recompletion  during early 2006. These increases
      were partially  offset by normal  declines in production.  The increase in
      volumes of gas sold was  primarily due to (i) an increase in production on
      two  significant  wells following their  successful  recompletions  during
      early 2006,  (ii) the  successful  completion  of several new wells during
      early 2006,  and (iii) an increase in production on one  significant  well
      following its successful



                                      -89-
<PAGE>



      workover  during early 2006.  These  increases were partially  offset by
      normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $72,000  (55.8%) for the three months ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the  wellbores.  As a percentage
      of oil and gas  sales,  these  expenses  increased  to 36.7% for the three
      months  ended  September  30, 2006 from 20.5% for the three  months  ended
      September  30, 2005,  primarily  due to the dollar  increase in production
      expenses.

      DD&A of oil and gas  properties  decreased  $7,000  (19.5%)  for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September  30, 2005.  This decrease was primarily due to (i) several wells
      being fully depleted  during the three months ended September 30, 2005 due
      to their lack of remaining reserves and (ii) an increase in depletable oil
      and gas properties  during 2005 primarily due to the  recompletion  of one
      significant  well.  These decreases were partially offset by the increases
      in volumes of oil and gas sold. As a percentage of oil and gas sales, this
      expense  decreased to 5.4% for the three months ended  September  30, 2006
      from 5.8% for the three months ended September 30, 2005.

      The II-E  Partnership  recognized a non-cash  charge  against  earnings of
      $20,000 during the three months ended  September 30, 2006. This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses decreased $1,000 (1.5%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased  to 11.5% for the three  months  ended  September  30, 2006 from
      10.1% for the three months ended September 30, 2005,  primarily due to the
      decrease in oil and gas sales.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-E
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.



                                      -90-
<PAGE>



      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $1,804,494       $1,647,850
      Oil and gas production expenses           $  514,023       $  333,272
      Barrels produced                               3,316            3,469
      Mcf produced                                 255,968          221,571
      Average price/Bbl                         $    64.35       $    51.79
      Average price/Mcf                         $     6.22       $     6.63

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  increased  $157,000
      (9.5%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months ended  September  30, 2005.  Of this increase (i) $228,000 was
      related to an increase in volumes of gas sold and (ii) $42,000 was related
      to an increase  in the average  price of oil sold.  These  increases  were
      partially  offset by a decrease of  $105,000  related to a decrease in the
      average price of gas sold.

      Volumes  of oil sold  decreased  153  barrels,  while  volumes of gas sold
      increased  34,397 Mcf for the nine  months  ended  September  30,  2006 as
      compared to the nine months  ended  September  30,  2005.  The increase in
      volumes  of  gas  sold  was  primarily  due to (i)  one  significant  well
      returning  to  production  during mid 2005  following  the  resolution  of
      transportation problems associated with line pressure, (ii) an increase in
      production  on  two   significant   wells   following   their   successful
      recompletions  during early 2006, and (iii) the  successful  completion of
      several new wells during early 2006. These increases were partially offset
      by normal declines in production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $181,000  (54.2%) for the nine months ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005.  This  increase  was  primarily  due to (i) an  increase in workover
      expenses,  (ii) a $46,000 increase in lease operating  expenses during the
      nine months ended  September  30, 2006  resulting  from an increase in the
      II-E  Partnership's gas balancing  position on several wells, and (iii) an
      increase in production  taxes  associated with the increase in oil and gas
      sales.  As of the date of this Quarterly  Report,  management  anticipates
      workover  costs  remaining at or  increasing  above 2006 levels due to the
      increased cost to perform a workover and the age



                                      -91-
<PAGE>



      of the  wellbores.  As a percentage of oil and gas sales,  these  expenses
      increased to 28.5% for the nine months ended September 30, 2006 from 20.2%
      for the nine months ended September 30, 2005,  primarily due to the dollar
      increase in production expenses.

      DD&A of oil and gas properties decreased $1,000 (1.2%) for the nine months
      ended  September  30, 2006 as compared to the nine months ended  September
      30, 2005. This decrease was primarily due to (i) several wells being fully
      depleted during the nine months ended September 30, 2005 due to their lack
      of  remaining  reserves  and (ii) an  increase in  depletable  oil and gas
      properties   during  2005  primarily  due  to  the   recompletion  of  one
      significant  well.  These decreases were partially offset by the increases
      in volumes of oil and gas sold. As a percentage of oil and gas sales, this
      expense  decreased  to 4.1% for the nine months ended  September  30, 2006
      from 4.6% for the nine months ended  September 30, 2005,  primarily due to
      the increase in the average price of oil sold.

      The II-E  Partnership  recognized a non-cash  charge  against  earnings of
      $20,000 during the nine months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  decreased  to 11.9% for the nine months ended
      September  30, 2006 from 13.0% for the nine  months  ended  September  30,
      2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-E
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      The Limited Partners have received cash  distributions  through  September
      30, 2006  totaling  $34,382,574  or 150.26% of Limited  Partners'  capital
      contributions.



                                      -92-
<PAGE>



      II-F PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Three Months Ended September 30,
                                              --------------------------------
                                                    2006            2005(a)
                                                  --------         --------
      Oil and gas sales                           $403,881         $457,409
      Oil and gas production expenses             $ 93,120         $ 79,885
      Barrels produced                                 852              775
      Mcf produced                                  57,145           55,248
      Average price/Bbl                           $  64.72         $  61.84
      Average price/Mcf                           $   6.10         $   7.41

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table  above,  total oil and gas sales  decreased  $54,000
      (11.7%) for the three months ended  September  30, 2006 as compared to the
      three  months  ended  September  30, 2005.  Of this  decrease  $75,000 was
      related to the decrease in the average  price of gas sold.  This  decrease
      was partially  offset by an increase of $14,000  related to an increase in
      volumes of gas sold.

      Volumes of oil and gas sold  increased  77  barrels  and 1,897 Mcf for the
      three  months  ended  September  30, 2006 as compared to the three  months
      ended  September  30,  2005.  The  increase  in  volumes  of oil  sold was
      primarily  due to the  successful  completion  of several new wells during
      late 2005. This increase was partially offset by (i) a substantial decline
      in  production  during the three  months ended  September  30, 2006 on one
      significant  well  following a 2005  workover of that well and (ii) normal
      declines in production.  The well with a substantial decline in production
      is not expected to return to its previously high levels of production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $13,000  (16.6%) for the three months ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the wellbores. 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 23.1% for the three months ended September 30, 2006
      from 17.5% for the three months ended



                                      -93-
<PAGE>



      September  30, 2005,  primarily  due to the dollar  increase in production
      expenses.

      DD&A of oil and gas  properties  increased  $29,000  (96.4%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. This increase was primarily due to several wells being
      fully  depleted  during the three months ended  September  30, 2006 due to
      their lack of remaining  reserves.  This increase was partially  offset by
      several  other wells being fully  depleted  during the three  months ended
      September  30,  2005  due  to  their  lack  of  remaining  reserves.  As a
      percentage of oil and gas sales,  this expense  increased to 14.5% for the
      three months ended September 30, 2006 from 6.5% for the three months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.

      The II-F  Partnership  recognized a non-cash  charge  against  earnings of
      $24,000 during the three months ended  September 30, 2006. This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  increased to 11.7% for the three months ended
      September  30, 2006 from 10.5% for the three  months ended  September  30,
      2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-F
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                               Nine Months Ended September 30,
                                               -------------------------------
                                                     2006          2005(a)
                                                  ----------     ----------
      Oil and gas sales                           $1,198,064     $1,270,105
      Oil and gas production expenses             $  274,794     $  218,672
      Barrels produced                                 2,417          2,505
      Mcf produced                                   167,836        175,431
      Average price/Bbl                           $    61.94     $    52.14
      Average price/Mcf                           $     6.25     $     6.50

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued



                                      -94-
<PAGE>



      Operations for more information about these discontinued operations.

      As shown in the table  above,  total oil and gas sales  decreased  $72,000
      (5.7%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months ended  September  30, 2005.  Of this  decrease (i) $49,000 was
      related to a decrease  in the  volumes  of gas sold and (ii)  $42,000  was
      related to a decrease in the average  price of gas sold.  These  decreases
      were partially offset by an increase of $24,000 related to the increase in
      the average price of oil sold.

      Volumes of oil and gas sold  decreased  88  barrels  and 7,595 Mcf for the
      nine months ended  September 30, 2006 as compared to the nine months ended
      September 30, 2005.  The decrease in volumes of oil sold was primarily due
      to (i) a substantial  decline in  production  during the nine months ended
      September 30, 2006 on one  significant  well  following a 2005 workover of
      that well and (ii) normal  declines in  production.  These  decreases were
      partially offset by the successful  completion of several new wells during
      late  2005.  The well with a  substantial  decline  in  production  is not
      expected to return to its previously high levels of production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $56,000  (25.7%) for the nine months  ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the  wellbores.  As a percentage
      of oil and gas  sales,  these  expenses  increased  to 22.9%  for the nine
      months  ended  September  30,  2006 from 17.2% for the nine  months  ended
      September  30, 2005,  primarily  due to the dollar  increase in production
      expenses.

      DD&A of oil and gas  properties  increased  $31,000  (44.4%)  for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September  30, 2005.  This increase was primarily due to (i) several wells
      being fully depleted  during the nine months ended  September 30, 2006 due
      to their lack of remaining  reserves and (ii) the  abandonment  of another
      significant  well during the nine months ended  September  30, 2006 due to
      its lack of remaining  reserves.  These increases were partially offset by
      several  other  wells being fully  depleted  during the nine months  ended
      September  30,  2005  due  to  their  lack  of  remaining  reserves.  As a
      percentage  of oil and gas sales,  this expense  increased to 8.3% for the
      nine months ended  September  30, 2006 from 5.4% for the nine months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.




                                      -95-
<PAGE>



      The II-F  Partnership  recognized a non-cash  charge  against  earnings of
      $24,000 during the nine months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and  administrative  expenses increased $2,000 (1.0%) for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased to 13.9% for the nine months ended September 30, 2006 from 13.0%
      for the nine months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-F
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2006  were  $29,346,051  or  171.21%  of  Limited  Partners'  capital
      contributions.

      II-G PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                               Three Months Ended September 30,
                                               -------------------------------
                                                    2006           2005(a)
                                                  --------       ----------
      Oil and gas sales                           $869,824       $1,042,268
      Oil and gas production expenses             $198,567       $  180,478
      Barrels produced                               1,789            1,619
      Mcf produced                                 122,980          128,295
      Average price/Bbl                           $  64.84       $    62.37
      Average price/Mcf                           $   6.13       $     7.34

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  decreased  $172,000
      (16.5%) for the three months ended  September  30, 2006 as compared to the
      three  months ended  September  30, 2005.  Of this  decrease  $148,000 was
      related to the  decrease in the average  price of gas sold and $39,000 was
      related to a decrease in volumes of gas sold.



                                      -96-
<PAGE>



      Volumes  of oil sold  increased  170  barrels,  while  volumes of gas sold
      decreased  5,315 Mcf for the three  months  ended  September  30,  2006 as
      compared to the three months  ended  September  30, 2005.  The increase in
      volumes of oil sold was  primarily  due to the  successful  completion  of
      several new wells during late 2005. This increase was partially  offset by
      (i) a  substantial  decline in  production  during the three  months ended
      September 30, 2006 on one  significant  well  following a 2005 workover of
      that  well  and (ii)  normal  declines  in  production.  The  well  with a
      substantial  decline  in  production  is not  expected  to  return  to its
      previously high levels of production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $18,000  (10.0%) for the three months ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses,
      which was partially  offset by a decrease in production  taxes  associated
      with the decrease in oil and gas sales.  As of the date of this  Quarterly
      Report,  management  anticipates workover costs remaining at or increasing
      above 2006 levels due to the increased  cost to perform a workover and the
      age of the wellbores. As a percentage of oil and gas sales, these expenses
      increased  to 22.8% for the three  months  ended  September  30, 2006 from
      17.3% for the three months ended September 30, 2005,  primarily due to the
      dollar increase in production expenses.

      DD&A of oil and gas  properties  increased  $62,000  (97.2%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. This increase was primarily due to several wells being
      fully  depleted  during the three months ended  September  30, 2006 due to
      their lack of remaining  reserves.  This increase was partially  offset by
      several  other wells being fully  depleted  during the three  months ended
      September  30,  2005  due  to  their  lack  of  remaining  reserves.  As a
      percentage of oil and gas sales,  this expense  increased to 14.5% for the
      three months ended September 30, 2006 from 6.1% for the three months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.

      The II-G  Partnership  recognized a non-cash  charge  against  earnings of
      $54,000 during the three months ended  September 30, 2006. This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses decreased $1,000 (1.1%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. As a percentage of oil and gas sales,  these  expenses
      increased to 11.7% for the three months ended September 30, 2006 from 9.9%
      for the three  months  ended  September  30,  2005,  primarily  due to the
      decrease in oil and gas sales.



                                      -97-
<PAGE>



      As further discussed in Part I, Item 2 - Discontinued Operations, the II-G
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                   2006            2005(a)
                                                ----------       ----------
      Oil and gas sales                         $2,584,373       $2,733,911
      Oil and gas production expenses           $  594,290       $  479,377
      Barrels produced                               5,118            5,333
      Mcf produced                                 363,914          377,372
      Average price/Bbl                         $    62.07       $    52.22
      Average price/Mcf                         $     6.23       $     6.51

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table above,  total oil and gas sales  decreased  $150,000
      (5.5%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months ended  September  30, 2005.  Of this decrease (i) $101,000 was
      related to a decrease  in the average  price of gas sold and (ii)  $88,000
      was related to a decrease  in volumes of gas sold.  These  decreases  were
      partially  offset by an increase of $50,000 related to the increase in the
      average price of oil sold.

      Volumes of oil and gas sold  decreased  215 barrels and 13,458 Mcf for the
      nine months ended  September 30, 2006 as compared to the nine months ended
      September 30, 2005.  The decrease in volumes of oil sold was primarily due
      to (i) a substantial  decline in  production  during the nine months ended
      September 30, 2006 on one  significant  well  following a 2005 workover of
      that well and (ii) normal  declines in  production.  These  decreases were
      partially offset by the successful  completion of several new wells during
      late  2005.  The well with a  substantial  decline  in  production  is not
      expected to return to its previously high levels of production.



                                      -98-
<PAGE>



      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $115,000  (24.0%) for the nine months ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the  wellbores.  As a percentage
      of oil and gas  sales,  these  expenses  increased  to 23.0%  for the nine
      months  ended  September  30,  2006 from 17.5% for the nine  months  ended
      September  30, 2005,  primarily  due to the dollar  increase in production
      expenses.

      DD&A of oil and gas  properties  increased  $64,000  (42.9%)  for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September  30, 2005.  This increase was primarily due to (i) several wells
      being fully depleted  during the nine months ended  September 30, 2006 due
      to their lack of remaining  reserves and (ii) the  abandonment  of another
      significant  well during the nine months ended  September  30, 2006 due to
      its lack of remaining  reserves.  These increases were partially offset by
      several  other  wells being fully  depleted  during the nine months  ended
      September  30,  2005  due  to  their  lack  of  remaining  reserves.  As a
      percentage  of oil and gas sales,  this expense  increased to 8.2% for the
      nine months ended  September  30, 2006 from 5.5% for the nine months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.

      The II-G  Partnership  recognized a non-cash  charge  against  earnings of
      $54,000 during the nine months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      nine months ended  September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  increased  to 12.9% for the nine months ended
      September  30, 2006 from 12.1% for the nine  months  ended  September  30,
      2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-G
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2006  were  $61,492,371  or  165.22%  of  Limited  Partners'  capital
      contributions.





                                      -99-
<PAGE>



      II-H PARTNERSHIP

      THREE MONTHS ENDED  SEPTEMBER  30, 2006 COMPARED TO THE THREE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                              Three Months Ended September 30,
                                              --------------------------------
                                                  2006              2005(a)
                                                --------           --------
      Oil and gas sales                         $211,788           $252,643
      Oil and gas production expenses           $ 47,657           $ 44,448
      Barrels produced                               423                380
      Mcf produced                                29,946             31,161
      Average price/Bbl                         $  64.62           $  61.70
      Average price/Mcf                         $   6.16           $   7.36

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table  above,  total oil and gas sales  decreased  $41,000
      (16.2%) for the three months ended  September  30, 2006 as compared to the
      three months ended  September  30, 2005.  Of this decrease (i) $36,000 was
      related to the  decrease in the average  price of gas sold and (ii) $9,000
      was related to a decrease in volumes of gas sold.

      Volumes  of oil sold  increased  43  barrels,  while  volumes  of gas sold
      decreased  1,215 Mcf for the three  months  ended  September  30,  2006 as
      compared to the three months  ended  September  30, 2005.  The increase in
      volumes of oil sold was  primarily  due to the  successful  completion  of
      several new wells during late 2005. This increase was partially  offset by
      (i) a  substantial  decline in  production  during the three  months ended
      September 30, 2006 on one  significant  well  following a 2005 workover of
      that  well  and (ii)  normal  declines  in  production.  The  well  with a
      substantial  decline  in  production  is not  expected  to  return  to its
      previously high levels of production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $3,000  (7.2%) for the three  months  ended
      September  30, 2006 as compared to the three  months ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the wellbores. 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 22.5% for the three months ended September 30, 2006
      from 17.6% for the three months ended



                                     -100-
<PAGE>



      September  30, 2005,  primarily  due to the dollar  increase in production
      expenses.

      DD&A of oil and gas  properties  increased  $15,000  (95.0%) for the three
      months  ended  September  30, 2006 as compared to the three  months  ended
      September 30, 2005. This increase was primarily due to several wells being
      fully  depleted  during the three months ended  September  30, 2006 due to
      their lack of remaining  reserves.  This increase was partially  offset by
      several  other wells being fully  depleted  during the three  months ended
      September  30,  2005  due  to  their  lack  of  remaining  reserves.  As a
      percentage of oil and gas sales,  this expense  increased to 14.3% for the
      three months ended September 30, 2006 from 6.1% for the three months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.

      The II-H  Partnership  recognized a non-cash  charge  against  earnings of
      $7,000 during the three months ended  September 30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the three months ended September 30, 2005.

      General and administrative  expenses remained  relatively constant for the
      three months ended September 30, 2006 and 2005. As a percentage of oil and
      gas sales,  these  expenses  increased to 12.2% for the three months ended
      September  30, 2006 from 10.3% for the three  months ended  September  30,
      2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-H
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.



                                     -101-
<PAGE>



      NINE MONTHS  ENDED  SEPTEMBER  30, 2006  COMPARED TO THE NINE MONTHS ENDED
      SEPTEMBER 30, 2005.

                                             Nine Months Ended September 30,
                                             -------------------------------
                                                  2006              2005(a)
                                                --------           --------
      Oil and gas sales                         $626,607           $663,526
      Oil and gas production expenses           $144,549           $117,610
      Barrels produced                             1,186              1,235
      Mcf produced                                87,750             91,595
      Average price/Bbl                         $  61.88           $  52.07
      Average price/Mcf                         $   6.30           $   6.54

      (a) The foregoing chart and the following  discussion  contain amounts for
      the year 2005 which have been restated to reflect the Partnership's assets
      held  for  sale  as  discontinued  operations.   See  Part  I,  Item  2  -
      Discontinued  Operations  for more  information  about these  discontinued
      operations.

      As shown in the table  above,  total oil and gas sales  decreased  $37,000
      (5.6%) for the nine  months  ended  September  30, 2006 as compared to the
      nine months ended September 30, 2005. Of this decrease $25,000 was related
      to a decrease in volumes of gas sold and $21,000 was related to a decrease
      in the average price of gas sold. These decreases were partially offset by
      an increase of $12,000 related to the increase in the average price of oil
      sold.

      Volumes of oil and gas sold  decreased  49  barrels  and 3,845 Mcf for the
      nine months ended  September 30, 2006 as compared to the nine months ended
      September 30, 2005.  The decrease in volumes of oil sold was primarily due
      to  (i) a  substantial  decline  in  production  on one  significant  well
      following  a 2005  workover  of that  well and  (ii)  normal  declines  in
      production.  These  decreases  were  partially  offset  by the  successful
      completion  of  several  new  wells  during  late  2005.  The well  with a
      substantial  decline  in  production  is not  expected  to  return  to its
      previously high levels of production.

      Oil and gas production  expenses  (including lease operating  expenses and
      production  taxes)  increased  $27,000  (22.9%) for the nine months  ended
      September  30, 2006 as compared to the nine  months  ended  September  30,
      2005. This increase was primarily due to an increase in workover expenses.
      As of the date of this Quarterly Report,  management  anticipates workover
      costs  remaining at or  increasing  above 2006 levels due to the increased
      cost to perform a workover and the age of the  wellbores.  As a percentage
      of oil and gas  sales,  these  expenses  increased  to 23.1%  for the nine
      months  ended  September  30,  2006 from 17.7% for the nine  months  ended
      September  30, 2005,  primarily  due to the dollar  increase in production
      expenses.




                                     -102-
<PAGE>



      DD&A of oil and gas  properties  increased  $15,000  (41.6%)  for the nine
      months  ended  September  30, 2006 as  compared  to the nine months  ended
      September  30, 2005.  This increase was primarily due to (i) several wells
      being fully depleted  during the nine months ended  September 30, 2006 due
      to their lack of remaining  reserves and (ii) the  abandonment  of another
      significant  well during the nine months ended  September  30, 2006 due to
      its lack of remaining  reserves.  These increases were partially offset by
      several  other  wells being fully  depleted  during the nine months  ended
      September  30,  2005  due  to  their  lack  of  remaining  reserves.  As a
      percentage  of oil and gas sales,  this expense  increased to 8.1% for the
      nine months ended  September  30, 2006 from 5.4% for the nine months ended
      September 30, 2005, primarily due to the dollar increase in DD&A.

      The II-H  Partnership  recognized a non-cash  charge  against  earnings of
      $7,000 during the nine months ended  September  30, 2006.  This charge was
      related  to  the  decline  in  oil  and  gas  prices  used  to   determine
      recoverability  of oil and gas  reserves at September  30,  2006.  No such
      charge was incurred during the nine months ended September 30, 2005.

      General and  administrative  increased  $2,000  (1.7%) for the nine months
      ended  September  30, 2006 as compared to the nine months ended  September
      30, 2005. As a percentage of oil and gas sales,  these expenses  increased
      to 16.2% for the nine months ended  September  30, 2006 from 15.0% for the
      nine months ended September 30, 2005.

      As further discussed in Part I, Item 2 - Discontinued Operations, the II-H
      Partnership  is in the  process  of  selling  an  increased  amount of the
      Partnership's  properties as a result of the generally  favorable  current
      environment  for oil and gas  dispositions.  It is  anticipated  that  the
      Partnership  will  have  lower  oil and gas  sales  and  lower  production
      expenses with the sale of these properties.

      Cumulative cash  distributions to the Limited  Partners through  September
      30,  2006  were  $14,293,364  or  155.85%  of  Limited  Partners'  capital
      contributions.




                                     -103-
<PAGE>



ITEM 3.     QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
            RISK

            The Partnerships do not hold any market risk sensitive instruments.

ITEM 4.     CONTROLS AND PROCEDURES

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



                                     -104-
<PAGE>



                          PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS

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

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

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

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

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

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

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

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

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

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

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

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

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



                                     -105-
<PAGE>



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

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

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

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

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

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

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

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

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

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

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




                                     -106-
<PAGE>



                                   SIGNATURES

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


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

                                    (Registrant)

                                    BY:   GEODYNE RESOURCES, INC.

                                          General Partner


Date:  November 20, 2006             By:      /s/Dennis R. Neill
                                       --------------------------------
                                             (Signature)
                                             Dennis R. Neill
                                             President


Date:  November 20, 2006             By:     /s/Craig D. Loseke
                                       --------------------------------
                                            (Signature)
                                            Craig D. Loseke
                                            Chief Accounting Officer



                                     -107-
<PAGE>



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

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

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

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

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

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

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

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

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

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

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

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

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

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



                                     -108-
<PAGE>




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

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

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

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

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

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

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

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

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

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

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

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


                                     -109-