SIXTH AMENDMENT TO AMENDED AND RESTATED CERTIFICATE OF LIMITED PARTNERSHIP OF GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D

                                  EXHIBIT 4.14

                               SIXTH AMENDMENT TO
                              AMENDED AND RESTATED
                       CERTIFICATE OF LIMITED PARTNERSHIP
                                       OF
                 GEODYNE ENERGY INCOME LIMITED PARTNERSHIP I-D

      The undersigned, desiring to amend its Amended and Restated Certificate of
Limited Partnership pursuant to the Oklahoma Revised Uniform Limited Partnership
Act, as amended,   54 O.S. ss.301 et seq.   (Supp.1999)   (the "Act"),   does hereby
state:

      1. The name of the limited   partnership   is Geodyne   Energy Income Limited
Partnership I-D (the "Partnership").

      2. The dates of filing of the   Certificate of Limited   Partnership and all
amendments thereto are as follows:


Name                                                               Date
Agreement and Certificate of Limited Partnership                   12/20/85
Amended and Restated Agreement and Certificate
      of Limited Partnership                                        3/6/86
First Amendment to Amended and Restated Agreement
      and Certificate of Limited Partnership                       2/9/87
Second Amendment to Amended and Restated Agreement
      and Certificate of Limited Partnership                       5/20/87
Third Amendment to Amended and Restated Agreement
      and Certificate of Limited Partnership                       8/24/87
Fourth Amendment to Amended and Restated Agreemen