Geodyne Energy Income Ltd Partnership III-F Watch

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Amendment to III-F Partnership Agreement

from 10-K 1 page Amendment to III-E Partnership Agreement

from 10-K 1 page Amendment to III-D Partnership Agreement

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Indenture or similar

from 10-K 1 page Amendment to Limited Partnership Agreement III-F

from 10-K 1 page Amendment to Limited Partnership Agreement

from 10-Q/A 1 page Amendment to Agreement of Limited Partnership

from 10-Q 1 page Amendment to Agreement of Limited Partnership

from 10-K405 1 page 5th Amd to Pshp Agmt III-G

from 10-K405 1 page Second Amendment to Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership III-G the Undersigned, Desiring to Amend Its Amended Certificate of Limited Partnership Pursuant to the Oklahoma Revised Uniform Limited Partnership Act, as Amended, Okla. Stat. Tit. 54 (1993), Section 301 Et Seq (The "Act"), Do Hereby State: 1. the Name of the Limited Partnership Is Geodyne Energy Income Limited Partnership III-G. 2. the Date of Filing of the Original Certificate of Limited Partnership Was September 20, 1991, as Amended by the First Amendment to Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership III-G Filed on February 25, 1993. 3. the Amended Certificate of Limited Partnership Is Hereby Revised to Change the Name of the General Partner and Registered Agent From Geodyne Production Company to the Following: Geodyne Resources, Inc. Geodyne Production Company Merged With Geodyne Resources, Inc., With Geodyne Resources, Inc. Surviving, Effective June 30, 1996. Dated: July 1, 1996 Geodyne Production Company by Geodyne Resources, Inc., Successor by Merger By: /S/ Dennis R. Neill Dennis R. Neill President Geodyne Resources, Inc. as General Partner By: /S/ Dennis R. Neill Dennis R. Neill President -1- <page> Geodyne Depositary Company, as the Limited Partner By: /S/ Dennis R. Neill Dennis R. Neill President Geodyne Resources, Inc., as Attorney-In-Fact for All Substituted Limited Partners By: /S/ Dennis R. Neill Dennis R. Neill President -2

from 10-K405 1 page Certificate of Limited Partnership of Painewebber/Geodyne Energy Income Limited Partnership III-G the Undersigned General Partner Hereby Duly Executes This Certificate of Limited Partnership of Painewebber/Geodyne Energy Income Limited Partnership III-G (The "Partnership"), Which Is Being Filed With the Secretary of State of Oklahoma in Accordance With the Oklahoma Revised Uniform Limited Partnership Act. 1. the Name of the Partnership Is Painewebber/Geodyne Energy Income Limited Partnership III-G. 2. the Address of the Registered Office of the Partnership Is 320 South Boston, the Mezzanine, Tulsa, Oklahoma 74103, and the Name of the Registered Agent Whose Business Office Address Will Be the Same as the Registered Office Address Is Geodyne Production Company. 3. the Address of the Principal Office of the Partnership in the United States Where Its Partnership Records Are to Be Kept or Made Available Is C/O Geodyne Production Company, 320 South Boston Avenue, the Mezzanine, Tulsa, Oklahoma 74103-3708. 4. the Name, the Mailing Address and the Street Address of the Business or Residence of Each General Partner of the Partnership Are as Follows: Name Mailing Address Business Address - Geodyne Production 320 S. Boston Ave. 320 S. Boston Ave. Company the Mezzanine the Mezzanine Tulsa, Ok 74103-3708 Tulsa, 0k 74103-3708 5. the Latest Date Upon Which the Partnership Is to Dissolve Is September 20, 2011. Signed on This 20th Day of September, 1991. General Partner: Geodyne Production Company a Delaware Corporation By: /S/ Michael E. Luttrell Michael E. Luttrell Executive Vice President

from 10-K405 1 page Second Amendment to Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership III-F the Undersigned, Desiring to Amend Its Amended Certificate of Limited Partnership Pursuant to the Oklahoma Revised Uniform Limited Partnership Act, as Amended, Okla. Stat. Tit. 54 (1993), Section 301 Et Seq (The "Act"), Do Hereby State: 1. the Name of the Limited Partnership Is Geodyne Energy Income Limited Partnership III-F. 2. the Date of Filing of the Original Certificate of Limited Partnership Was March 8, 1991, as Amended by the First Amendment to Certificate of Limited Partnership of Geodyne Energy Income Limited Partnership III-F Filed on February 25, 1993. 3. the Amended Certificate of Limited Partnership Is Hereby Revised to Change the Name of the General Partner and Registered Agent From Geodyne Production Company to the Following: Geodyne Resources, Inc. Geodyne Production Company Merged With Geodyne Resources, Inc., With Geodyne Resources, Inc. Surviving, Effective June 30, 1996. Dated: July 1, 1996 Geodyne Production Company by Geodyne Resources, Inc., Successor by Merger By: /S/ Dennis R. Neill Dennis R. Neill President Geodyne Resources, Inc. as General Partner By: /S/ Dennis R. Neill Dennis R. Neill President -1- <page> Geodyne Depositary Company, as the Limited Partner By: /S/ Dennis R. Neill Dennis R. Neill President Geodyne Resources, Inc., as Attorney-In-Fact for All Substituted Limited Partners By: /S/ Dennis R. Neill Dennis R. Neill President -2