0000888239-02-000022 Sample Contracts

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FIRST AMENDMENT TO AGREEMENT OF PARTNERSHIP PW/GEODYNE PRODUCTION PARTNERSHIP II-C
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas
THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-E
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-E (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-E ("Geodyne II-E"), as General Partner.

Fourth Amendment to Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership II-E
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Fourth Amendment to Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership II-E (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor General Partner, Geodyne Depositary Company ("Depositary"), a Delaware corporation, as the Limited Partner, and all Substituted Limited Partners admitted to the Partnership.

SECOND AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-B
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Second Amendment to Agreement of Partnership of Geodyne Production Partnership II-B (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-B ("Geodyne II-B"), as General Partner.

SECOND AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-D
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Second Amendment to Agreement of Partnership of Geodyne Production Partnership II-D (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-D ("Geodyne II-D"), as General Partner.

Third Amendment to Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership II-C
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement and Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership II-C (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor General Partner, Geodyne Depositary Company ("Depositary"), a Delaware corporation, as the Limited Partner, and all Substituted Limited Partners admitted to the Partnership.

FIRST AMENDMENT TO AGREEMENT OF PARTNERSHIP PW/GEODYNE PRODUCTION PARTNERSHIP II-D
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas
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FIRST AMENDMENT TO AGREEMENT OF PARTNERSHIP PW/GEODYNE PRODUCTION PARTNERSHIP II-H
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas
FIRST AMENDMENT TO AGREEMENT OF PARTNERSHIP PW/GEODYNE PRODUCTION PARTNERSHIP II-F
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas
FIRST AMENDMENT TO AGREEMENT OF PARTNERSHIP PW/GEODYNE PRODUCTION PARTNERSHIP II-A
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas
FIRST AMENDMENT TO AGREEMENT OF PARTNERSHIP PW/GEODYNE PRODUCTION PARTNERSHIP II-E
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas
THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-G
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-G (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-G ("Geodyne II-G"), as General Partner.

THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-F
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-F (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-F ("Geodyne II-F"), as General Partner.

THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-D
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-D (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-D ("Geodyne II-D"), as General Partner.

THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-H
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-H (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-H ("Geodyne II-H"), as General Partner.

SECOND AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-C
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Second Amendment to Agreement of Partnership of Geodyne Production Partnership II-C (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-C ("Geodyne II-C"), as General Partner.

THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-A
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-A (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-A ("Geodyne II-A"), as General Partner.

THIRD AMENDMENT TO AGREEMENT OF PARTNERSHIP GEODYNE PRODUCTION PARTNERSHIP II-B
Geodyne Energy Income LTD Partnership Ii-B • February 26th, 2002 • Crude petroleum & natural gas

This Third Amendment to Agreement of Partnership of Geodyne Production Partnership II-B (the "Partnership") is entered into by and between Geodyne Resources, Inc. ("Resources"), a Delaware corporation, as successor Managing Partner, and Geodyne Energy Income Limited Partnership II-B ("Geodyne II-B"), as General Partner.

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