Ultra Petroleum 10-K 26 Feb 10 2009 FY Annual report Financial data

Document and Company Informatio

Document and Company Information (USD $)
	12 Months Ended Dec. 31, 2009	Feb. 17, 2010	Jun. 30, 2009
Document And Company Information Abstract
Entity Registrant Name	Ultra Petroleum Corp.
Entity Central Index Key	0001022646
Document Type	10-K
Document Period End Date	2009-12-31
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Public Float			$5,906,164,446
Entity Common Stock, Shares Outstanding (actual number)		152,068,210

Consolidated Statement of Opera

Consolidated Statement of Operations (USD $)
In Thousands, except Per Share data	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Revenues:
Natural gas sales	$601,023	$986,374	$509,140
Oil sales	65,739	98,026	57,498
Total operating revenues	666,762	1,084,400	566,638
Expenses:
Lease operating expenses	40,679	36,997	23,968
Production taxes	66,970	119,502	63,480
Gathering fees	45,155	37,744	27,923
Transportation charges	58,011	46,310	0
Depletion and depreciation	201,826	184,795	135,470
Write-down of proved oil and gas properties	1,037,000	0	0
General and administrative	19,772	17,046	13,261
Total operating expenses	1,469,413	442,394	264,102
Operating income (loss)	(802,651)	642,006	302,536
Other income (expense), net:
Interest expense	(37,167)	(21,276)	(17,760)
(Loss) gain on commodity derivatives	146,517	33,216	0
Other income (expense) net	(2,888)	418	1,087
Total other income (expense), net	106,462	12,358	(16,673)
(Loss) income before income tax (benefit) provision	(696,189)	654,364	285,863
Income Tax Expense (Benefit)	(245,136)	240,504	105,621
Net (loss) income from continuing operations	(451,053)	413,860	180,242
Income from discontinued operations (including pre-tax gain on sale of $98,066 in 2007)	0	415	82,794
Net (loss) income	($451,053)	$414,275	$263,036
Basic (Loss) Earnings per Share:
(Loss) income per common share from continuing operations	-2.98	2.72	1.19
Income per common share from discontinued operations	$0	$0	0.54
Net (loss) income per common share - basic	-2.98	2.72	1.73
Fully Diluted Earnings per Share:
(Loss) income per common share from continuing operations	-2.98	2.65	1.14
Income per common share from discontinued operations	$0	$0	0.52
Net (loss) income per common share - fully diluted	-2.98	2.65	1.66
Weighted average common shares outstanding - basic	151,367	152,075	151,762
Weighted average common shares outstanding - fully diluted	151,367	156,531	158,616

Consolidated Statements of Oper

Consolidated Statements of Operations (parenthetical) (USD $)
In Thousands	12 Months Ended Dec. 31, 2007
Consolidated Statements of Operations Parenthetical Abstract
Income from discontinued operations (including pre-tax gain on sales of $98,066 in 2007)	$98,066

Consolidated Balance Sheets

Consolidated Balance Sheets (USD $)
In Thousands	Dec. 31, 2009	Dec. 31, 2008
Current assets:
Cash and cash equivalents	$14,254	$14,157
Restricted cash	1,681	2,727
Oil and gas revenue receivable	82,326	78,139
Joint interest billing and other receivables	29,411	48,571
Derivative assets	4,398	39,939
Deferred Tax Assets	12,225	0
Inventory	4,498	8,522
Prepaid drilling costs and other current assets	4,948	6,163
Total current assets	153,741	198,218
Oil and gas properties, net, using the full cost method of accounting:
Proved	1,794,603	2,294,982
Unproved properties not being amortized	0	55,544
Property, plant and equipment	73,435	5,770
Derivative Assets	2,554	0
Long Term Restricted Cash	28,257	0
Deferred financing costs and other	7,415	3,648
Total assets	2,060,005	2,558,162
Current liabilities:
Accounts payable and accrued liabilities	131,122	163,902
Production taxes payable	60,820	61,416
Derivative liabilities	35,033	1,712
Capital cost accrual	64,216	120,543
Total current liabilities	291,191	347,573
Long-term debt	795,000	570,000
Deferred income tax liability	239,217	503,597
Long-term derivative liabilities	50,542	0
Other long-term obligations	35,858	46,206
Shareholders' equity:
Common stock - no par value; authorized - unlimited; issued and outstanding - 151,442,194 and 151,232,545, respectively	377,339	346,832
Treasury stock	(10,525)	(45,740)
Retained earnings	281,383	774,117
Accumulated Other Comprehensive Income	0	15,577
Total Shareholders' Equity	648,197	1,090,786
Total liabilities and shareholders' equity	$2,060,005	$2,558,162

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) (USD $)
	Dec. 31, 2009	Dec. 31, 2008
Balance Sheets Parenthetical Abstract
Common stock, no par value	0	0
Common stock, shares authorized	unlimited	unlimited
Common stock, shares issued	151,759,343	151,232,545
Common stock, shares outstanding	151,759,343	151,232,545

Consolidated Statements of Shar

Consolidated Statements of Shareholders Equity (USD $)
In Thousands	Issued and Outstanding Stock	Common Stock	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Treasury Stocks	Total
Shares Issued and Outstanding at Dec. 31, 2006	151,796
Balances at Dec. 31, 2006		$201,913	$429,345	$0	$0	$631,258
Stock Options Exercised		11,686	0	0	0	11,686
Stock Options Exercised, Shares	1,849
Employee Stock Plan Grants		877	0	0	0	877
Employee Stock Plan Grants, Shares	56
Shares Repurchased and Retired		(317)	(19,326)	0	0	(19,643)
Shares Repurchased and Retired, Shares	(364)
Shares Repurchased		0	0	0	(59,245)	(59,245)
Shares Repurchased, Shares	(1,068)
Net Share Settlements		0	(18,107)	0	0	(18,107)
Net Share Settlements Shares, Shares	(265)
Fair Value of Employee Stock Plan Grants		6,038	0	0	0	6,038
Tax Benefit of Stock Options Exercised		36,692	0	0	0	36,692
Net earnings (loss)		0	263,036	0	0	263,036
Change in Derivative Instruments, fair value, net of taxes		0	0	4,954	0	4,954
Balances at Dec. 31, 2007		256,889	654,948	4,954	(59,245)	857,546
Shares Issued and Outstanding at Dec. 31, 2007	152,004
Stock Options Exercised		19,086	0	0	0	19,086
Stock Options Exercised, Shares	3,595
Employee Stock Plan Grants		997	0	0	0	997
Employee Stock Plan Grants, Shares	151
Shares Repurchased and Retired		(1,669)	(108,741)		110,410
Shares Repurchased and Retired, Shares	0
Shares Reissued From Treasury		(14,885)	(135,581)		150,466
Shares Reissued From Treasury, Shares	0
Shares Repurchased		0	0	0	(247,371)	(247,371)
Shares Repurchased, Shares	(3,661)
Net Share Settlements		(152)	(50,784)	0	0	(50,936)
Net Share Settlements Shares, Shares	(856)
Fair Value of Employee Stock Plan Grants		7,726				7,726
Tax Benefit of Stock Options Exercised		78,840				78,840
Net earnings (loss)			414,275			414,275
Change in Derivative Instruments, fair value, net of taxes				14,273		14,273
Reclassification of derivative fair value into earnings, net of taxes				(3,650)		(3,650)
Balances at Dec. 31, 2008		346,832	774,117	15,577	(45,740)	1,090,786
Shares Issued and Outstanding at Dec. 31, 2008	151,233
Stock Options Exercised		1,430				1,430
Stock Options Exercised, Shares	666
Employee Stock Plan Grants			3,397			3,397
Employee Stock Plan Grants, Shares	85
Shares Reissued From Treasury		(1,430)	(33,785)		35,215
Net Share Settlements			(11,293)			(11,293)
Net Share Settlements Shares, Shares	(225)
Fair Value of Employee Stock Plan Grants		16,294				16,294
Tax Benefit of Stock Options Exercised		14,213				14,213
Net earnings (loss)			(451,053)			(451,053)
Reclassification of derivative fair value into earnings, net of taxes				(15,577)		(15,577)
Balances at Dec. 31, 2009		$377,339	$281,383	$0	($10,525)	$648,197
Shares Issued and Outstanding at Dec. 31, 2009	151,759

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (USD $)
In Thousands	12 Months Ended Dec. 31, 2009	12 Months Ended Dec. 31, 2008	12 Months Ended Dec. 31, 2007
Operating activities:
Net (loss) income for the period	($451,053)	$414,275	$263,036
Adjustments to reconcile net (Loss) income to cash provided by operating activities:
Income from discontinued operations (including pre-tax gain on sale in 2007 of $98,066)	0	415	82,794
Depletion and depreciation	201,826	184,795	135,470
Write-down of proved oil and gas properties	1,037,000	0	0
Deferred and current non-cash income taxes	(253,966)	235,031	127,802
Unrealized loss (gain) on commodity derivatives	92,849	(14,225)	0
Excess tax benefit from stock based compensation	14,213	78,840	36,692
Stock compensation	10,901	5,816	5,718
Other	1,023	426	177
Net changes in operating assets and liabilities:
Restricted cash	1,046	(137)	(1,923)
Accounts receivable	14,974	9,139	(48,044)
Other current assets	2,913	0	0
Prepaid expenses and other	4,268	(5,543)	(273)
Other non-current assets	(2,905)	0	0
Accounts payable, production taxes and accrued liabilities	(32,773)	86,487	58,019
Other long-term obligations	(13,638)	14,833	413
Current taxes payable	215	(10,839)	8,632
Net cash provided by operating activities from continuing operations	592,641	840,803	429,541
Net cash provided by operating activities from discontinued operations	0	0	(1,592)
Net cash provided by operating activities	592,641	840,803	427,949
Investing Activities:
Oil and gas property expenditures	(673,518)	(949,650)	(696,124)
Gathering system expenditures	67,833	0	0
Investing activities from discontinued operations	0	0	(14,450)
Proceeds on sale of subsidiary, net of transaction costs	0	0	208,032
Change in capital cost accrual	(56,327)	32,097	(6,422)
Restricted cash, investing	28,257	0	0
Inventory	4,024	4,811	5,596
Purchase of capital assets	1,300	(2,577)	(3,702)
Net cash used in investing activities	(820,611)	(915,319)	(507,070)
Financing activities:
Borrowings on long-term debt	817,000	662,000	396,000
Payments on long-term debt	(827,000)	(682,000)	(271,000)
Proceeds from issuance of Senior Notes	235,000	300,000	0
Deferred financing costs	(1,283)	(1,578)	(1,204)
Repurchased shares	(11,293)	(298,307)	(96,995)
Excess tax benefit from stock based compensation	14,213	78,840	36,692
Proceeds from exercise of options	1,430	19,086	11,686
Net cash provided by (used in) financing activities	228,067	78,041	75,179
(Decrease)/increase in cash during the period	97	3,525	(3,942)
Cash and cash equivalents, beginning of period	14,157	10,632	14,574
Cash and cash equivalents, end of period	14,254	14,157	10,632
Cash paid for:
Interest	30,579	16,092	16,218
Income taxes	$11,403	$16,322	$21,513

1_Consolidated Statements of Ca

Consolidated Statements of Cash Flows (Parenthetical) (USD $)
In Thousands	12 Months Ended Dec. 31, 2007
Consolidated Statements of Cash Flows Parenthetical Abstract
Income from discontinued operations (including pre-tax gain on sales of $98,066 in 2007)	$98,066

Description of the Business

Description of the Business
	12 Months Ended Dec. 31, 2009 USD / shares
Description Of The Business [Abstract]
DESCRIPTION OF THE BUSINESS	(All amounts in this Report on Form10-K are expressed in thousands of U.S.dollars (except per share data), unless otherwise noted). Ultra Petroleum Corp. (the "Company") is an independent oil and natural gas company engaged in the acquisition, exploration, development, and production of oil and natural gas properties. The Company is incorporated under the laws of the Yukon Territory, Canada. The Company's principal business activities are in the Green River Basin of southwest Wyoming and the north-central Pennsylvania area of the Appalachian Basin. (All amounts in this Report on Form10-K are expressed in thousands of U.S.dollars (except per share data), unless otherwise noted). Ultra Petroleum Corp. (the "Company") is an independent oil and natural gas company engaged in the acquisition, exploration, development, and production of oil and natural gas properties. The Company is incorporated under the laws of the Yukon Territory, Canada. The Company's principal business activities are in the Green River Basin of southwest Wyoming and the north-central Pennsylvania area of the Appalachian Basin.

Significant Accounting Policies

Significant Accounting Policies
	12 Months Ended Dec. 31, 2009 USD / shares
Significant Accounting Policies [Abstract]
SIGNIFICANT ACCOUNTING POLICIES	1.SIGNIFICANT ACCOUNTING POLICIES: (a)Basis of presentation and principles of consolidation:The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries UP Energy Corporation, Ultra Resources, Inc. and Sino-American Energy through the date of the sale of the China operations. The Company presents its financial statements in accordance with U.S.Generally Accepted Accounting Principles ("GAAP"). All inter-company transactions and balances have been eliminated upon consolidation. (b)Cash and cash equivalents:We consider all highly liquid investments with an original maturity of three months or less to be cash equivalents. (c)Restricted cash:Restricted cash represents cash received by the Company from production sold where the final division of ownership of the production is unknown or in dispute. Wyoming law requires that these funds be held in a federally insured bank in Wyoming. Long-term restricted cash represents cash set aside in an escrow account in connection with the purchase of additional acreage in the Marcellus Shale, which closed on February 22, 2010. (d)Property, plant and equipment:Capital assets are recorded at cost and depreciated using the declining-balance method based on a seven-year useful life. Gathering system expenditures are recorded at cost and depreciated using the straight-line method based on a 30 year useful life. (e)Oil and natural gas properties: On January 6, 2010, the Financial Accounting Standards Board ("FASB") issued an Accounting Standards Update ("ASU"), Oil and Gas Reserve Estimation and Disclosures. The ASU amends FASB Accounting Standards Codification ("ASC") Topic 932, Extractive Activities Oil and Gas ("FASB ASC 932") to align the reserve calculation and disclosure requirements of FASB ASC 932 with the requirements in the SEC Release No. 33-8995, Modernization of Oil and Gas Reporting Requirements ("SEC Release No. 33-8995"). The ASU is effective for reporting periods ending on or after December 31, 2009. On December31, 2008, the SEC issued SEC Release No.33-8995, amending oil and gas reporting requirements under Rule4-10 of RegulationS-X and Industry Guide 2 in RegulationS-K revising oil and gas reserves estimation and disclosure requirements. The new rules include changes to pricing used to estimate reserves, the ability to include non-traditional resources in reserves, the use of new technology for determining reserves and permitting disclosure of probable and possible reserves. The primary objectives of the revisions are to increase the transparency and information value of reserve disclosures and improve comparability among oil and gas companies. The rule is effective for annual reports on Form10-K for fiscal years ending on or after December31, 2009. Accordingly, the Company adopted the update to FASB ASC 932 as of December 31, 2009 in order to conform to the requirements in SEC Release No.33-8995. The implementation of this rule did not result in material additions to the Company's proved reserves included in this report as of December 31, 2009. The Company uses the full cost method of accounting for exploration and development

Asset Retirement Obligations

Asset Retirement Obligations
	12 Months Ended Dec. 31, 2009 USD / shares
Asset Retirement Obligations [Abstract]
ASSET RETIREMENT OBLIGATION	2. ASSET RETIREMENT OBLIGATIONS: The Company is required to record the fair value of an asset retirement obligation as a liability in the period in which it incurs a legal obligation associated with the retirement of tangible long-lived assets that result from the acquisition, construction, development and/or normal use of the assets. As of December31, 2009 and 2008, the Company recorded a liability of $17.4million and $14.1million, respectively, to account for future obligations associated with its assets. The following table summarizes the activities for the Company's asset retirement obligations for the years ended: December 31, 2009 2008 Asset retirement obligations at beginning of period $ 14,079 $ 8,298 Accretion expense 1,495 686 Liabilities incurred 3,398 3,140 Liabilities settled (80) (220) Revisions of estimated liabilities (1,520) 2,175 Asset retirement obligations at end of period 17,372 14,079 Less: current asset retirement obligations - - Long-term asset retirement obligations $ 17,372 $ 14,079

Oil and Gas Properties

Oil and Gas Properties
	12 Months Ended Dec. 31, 2009 USD / shares
Oil and Gas Properties [Abstract]
OIL AND GAS PROPERTIES	3. OIL AND GAS PROPERTIES: December 31, December 31, 2009 2008 Developed Properties: Acquisition, equipment, exploration, drilling and environmental costs $ 3,544,519 $ 2,809,082 Less: Accumulated depletion, depreciation and amortization (1,749,916) (514,100) 1,794,603 2,294,982 Unproven Properties: Acquisition and exploration costs not being amortized* - 55,544 $ 1,794,603 $ 2,350,526 * The Company holds interests in unproven properties in which leasehold costs and seismic costs related to these interests of $55.5million were excluded from the amortization base at December31, 2008. Exclusion from amortization is permitted in order to avoid distortion in the amortization per unit that could result if the cost of unevaluated properties with no proved reserves attributed to them was included in the amortization base. Effective January1, 2009, the Company has determined that these costs are not significant enough to warrant exclusion from the amortization base and has begun amortizing the costs on a unit of production basis. During the first quarter of 2009, the Company recorded a $1.0billion ($673.0million net of tax) non-cash write-down of the carrying value of the Company's proved oil and gas properties as of March31, 2009, as a result of the ceiling test limitation, which is reflected as write-down of proved oil and gas properties in the accompanying consolidated statements of operations. The March 31, 2009 ceiling test limitation was calculated prior to the adoption of SEC Release No.33-8995 and was based on prices in effect on the last day of the reporting period, March31, 2009,reflecting wellhead prices of $2.47 per Mcf for natural gas and $33.91 per barrel for condensate. The Company did not have any write-downs related to the full cost ceiling limitation in 2008 or 2007. On a unit basis, DDA from continuing operations was $1.12 per Mcfe for the year ended December31, 2009 and $1.27 per Mcfe for the same period in 2008.

Property Plant and Equipment

Property Plant and Equipment
	12 Months Ended Dec. 31, 2009 USD / shares
Property, Plant and Equipment [Abstract]
PROPERTY, PLANT AND EQUIPMENT	4. PROPERTY, PLANT AND EQUIPMENT: December 31, 2009 2008 Accumulated Net Book Net Book Cost Depreciation Value Value Gathering systems $ 67,971 $ (563) $ 67,408 $ - Computer equipment 1,710 (932) 778 737 Office equipment 388 (286) 102 139 Leasehold improvements 380 (272) 108 148 Land 2,437 - 2,437 2,437 Other 4,964 (2,362) 2,602 2,309 $ 77,850 $ (4,415) $ 73,435 $ 5,770 Historically, the Company's condensate production was gathered from its Wyoming well locations by tanker trucks and then shipped to other locations for injection into crude oil pipelines or other facilities. During 2009, the Company initiated service on the first two (of four proposed) central gathering facilities. These facilities are part of the Company's liquids gathering system designed to gather condensate and water from various leases and wells operated by the Company as contemplated under the Supplemental Environment Impact Statement Record of Decision. The condensate and water are transported to central points in the field where condensate can be loaded into trucks or delivered into pipelines. In Pennsylvania, the Company and our partners are constructing gas gathering pipelines and facilities, compression facilities and pipeline delivery stations to gather production from our newly completed natural gas wells. Construction on these facilities will continue throughout 2010 allowing the Company to manage its midstream capacity to coincide with increased capacity requirements from our drilling activities. To date, none of the Company's natural gas production in Pennsylvania has required processing, treating or blending in order to remove natural gas liquids or other impurities and it is anticipated that facilities of this type will not be required in the future to accommodate the Company's production.

Long Term Liabilities

Long Term Liabilities
	12 Months Ended Dec. 31, 2009 USD / shares
Long-Term Liabilities [Abstract]
LONG-TERM LIABILITIES	5. LONG-TERM LIABILITIES: December 31, December 31, 2009 2008 Bank indebtedness $ 260,000 $ 270,000 Senior notes: 5.45% Notes due 2015 100,000 100,000 5.92% Notes due 2018 200,000 200,000 7.31% Notes due 2016 62,000 - 7.77% Notes due 2019 173,000 - Other long-term obligations 35,858 46,206 $ 830,858 $ 616,206 Aggregate maturities of debt at December 31, 2009: 2016 and 2010 2011-2013 2014-2015 Beyond Total $ - $ 260,000 $ 100,000 $ 435,000 $ 795,000 Bank indebtedness:The Company (through its subsidiary) is a party to a revolving credit facility with a syndicate of banks led by JP Morgan Chase Bank, N.A. which matures in April 2012. This agreement provides an initial loan commitment of $500.0million and may be increased to a maximum aggregate amount of $750.0million at the request of the Company. Each bank has the right, but not the obligation, to increase the amount of its commitment as requested by the Company. In the event the existing banks increase their commitment to an amount less than the requested commitment amount, then it would be necessary to add new financial institutions to the credit facility. Loans under the credit facility are unsecured and bear interest, at the Company's option, based on (A)a rate per annum equal to the higher of the prime rate or the weighted average fed funds rate on overnight transactions during the preceding business day plus 50basis points, or (B)a base Eurodollar rate, substantially equal to the LIBOR rate, plus a margin based on a grid of our consolidated leverage ratio (100.0basis points per annum as of December 31, 2009). At December 31, 2009, the Company had $260.0million in outstanding borrowings and $240.0million of available borrowing capacity under the credit facility. The facility has restrictive covenants that include the maintenance of a ratio of consolidated funded debt to EBITDAX (earnings before interest, taxes, DDA and exploration expense) not to exceed 3 times; and as long as the Company's debt rating is below investment grade, the maintenance of an annual ratio of the net present value of the Company's oil and gas properties to total funded debt of at least 1.75 to 1.00. At December 31, 2009, the Company was in compliance with all of its debt covenants under the credit facility. Senior Notes:On March6, 2008, the Company's wholly-owned subsidiary, Ultra Resources, Inc. issued $300.0million Senior Notes ("the 2008 Senior Notes") pursuant to a Master Note Purchase Agreement between the Company and the purchasers of the Notes. On March5, 2009, the Company's wholly-owned subsidiary, Ultra Resources, Inc., issued $235.0million Senior Notes ("the 2009 Senior Notes") pursuant to a First Supplement to the Master Note Purchase Agreement. The Senior Notes rank pari passu with the Company's bank credit facility. Payment of the Senior Notes is guaranteed by Ultra Petroleum Corp. and UP Energy Corporation. Proceeds from the sale of the Senior Notes were used to repay bank debt or for general corporate purposes, but did not reduce the borrowings available to the Company under the revolving credit facility. The

Share Based Compensation

Share Based Compensation
	12 Months Ended Dec. 31, 2009 USD / shares
Stock Based Compensation [Abstract]
SHARE BASED COMPENSATION	6. SHARE BASED COMPENSATION: The Company sponsors three share based compensation plans: the 2005 Stock Incentive Plan (the "2005 Plan"); the 2000 Stock Incentive Plan (the "2000 Plan"); and the 1998 Stock Option Plan (the "1998 Plan"). Each of the plans is administered by the Compensation Committee of the Board of Directors (the "Committee"). The share based compensation plans are an important component of the total compensation package offered to the Company's key service providers, and they reflect the importance that the Company places on motivating and rewarding superior results. The 2005 Plan was adopted by the Company's Board of Directors on January1, 2005 and approved by the Company's shareholders on April29, 2005. The purpose of the 2005 Plan is to foster and promote the long-term financial success of the Company and to increase shareholder value by attracting, motivating and retaining key employees, consultants, and outside directors, and providing such participants with a program for obtaining an ownership interest in the Company that links and aligns their personal interests with those of the Company's shareholders, and thus, enabling such participants to share in the long-term growth and success of the Company. To accomplish these goals, the 2005 Plan permits the granting of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, and other stock-based awards, some of which may require the satisfaction of performance-based criteria in order to be payable to participants. Under the 2005 Plan, the aggregate number of common shares issuable to any one person pursuant to an award cannot exceed 5% of the number of common shares outstanding at the time of the award. In addition, no participant may receive during any calendar year, awards covering an aggregate of more than 2.0million common shares, or a cash payout with respect to any awards in excess of $5.0million. The Committee determines the terms and conditions of the awards, including, any vesting requirements and vesting restrictions or forfeitures that may occur. The Committee may grant awards under the 2005 Plan until December31, 2014, unless terminated sooner by the Board of Directors. The 2000 Plan was adopted by the Company's Board of Directors on May1, 2000 and approved by the Company's shareholders on June6, 2000. The 2000 Plan was established for the purposes of associating the interests of the management of the Company and its subsidiaries and affiliates closely with the Company's shareholders to generate an increased incentive to contribute to the Company's future success and prosperity; maintaining competitive compensation levels thereby attracting and retaining highly competent and talented outside directors, employees, and consultants; and providing an incentive to such management for continuous employment with the Company. The 2000 Plan operates in a very similar manner to the 2005 Plan and permits the granting of incentive stock options, non-statutory stock options, stock appreciation rights, and restricted stock. Under the 2000 Plan, the aggregate number of common shares issuable to any one person pursuant to such a

Derivative Financial Instrument

Derivative Financial Instruments
	12 Months Ended Dec. 31, 2009 USD / shares
Derivative Financial Instruments [Abstract]
DERIVATIVE FINANCIAL INSTRUMENTS	7.DERIVATIVE FINANCIAL INSTRUMENTS: Objectives and Strategy: The Company's major market risk exposure is in the pricing applicable to its natural gas and oil production. Realized pricing is currently driven primarily by the prevailing price for the Company's Wyoming natural gas production. Historically, prices received for natural gas production have been volatile and unpredictable. Pricing volatility is expected to continue. The Company relies on various types of derivative instruments to manage its exposure to commodity price risk and to provide a level of certainty in the Company's forward cash flows supporting the Company's capital investment program. Commodity Derivative Contracts: During the first quarter of 2009, the Company converted its physical, fixed price, forward natural gas sales to physical, indexed natural gas sales combined with financial swaps whereby the Company receives the fixed price and pays the variable price. This change provides operational flexibility to curtail gas production in the event of continued declines in natural gas prices. The contracts were converted at no cost to the Company and the conversion of these contracts to derivative instruments was effective upon entering into these transactions in March 2009, with upcoming settlements for production months through December 2010. The natural gas reference prices of these commodity derivative contracts are typically referenced to natural gas index prices as published by independent third parties. From time to time, the Company also utilizes fixed price forward gas sales to manage its commodity price exposure. These fixed price forward gas sales are considered normal sales in the ordinary course of business and outside the scope of FASB ASC 815, Derivatives and Hedging. Fair Value of Commodity Derivatives: FASB ASC 815 requires that all derivatives be recognized on the balance sheet as either an asset or liability and be measured at fair value. Changes in the derivative's fair value are recognized currently in earnings unless specific hedge accounting criteria are met. The Company does not apply hedge accounting to any of its derivative instruments. The application of hedge accounting was discontinued by the Company for periods beginning on or after November 3, 2008. Derivative contracts that do not qualify for hedge accounting treatment are recorded as derivative assets and liabilities at fair value on the balance sheet and the associated unrealized gains and losses are recorded as current expense or income in the income statement. Unrealized gains or losses on commodity derivatives represent the non-cash change in the fair value of these derivative instruments and does not impact operating cash flows on the cash flow statement. At December 31, 2009, the Company had the following open commodity derivative contracts to manage price risk on a portion of its natural gas production whereby the Company receives the fixed price and pays the variable price. See Note 8 for the detail of the asset and liability values of the following derivatives. Type Point of Sale Remaining Contract Period Volume - MMBTU/Day Average Price/MMBTU Fair Value - D

Fair Value Measurements

Fair Value Measurements
	12 Months Ended Dec. 31, 2009 USD / shares
Fair Value Measurements [Abstract]
FAIR VALUE MEASUREMENTS	8.FAIR VALUE MEASUREMENTS: As required by the Fair Value Measurements and Disclosure Topic of the FASB Accounting Standards Codification, we define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and establishes a three level hierarchy for measuring fair value. Fair value measurements are classified and disclosed in one of the following categories: Level1:Quoted prices (unadjusted) in active markets for identical assets and liabilities that we have the ability to access at the measurement date. Level2:Inputs other than quoted prices included within Level1 that are either directly or indirectly observable for the asset or liability, including quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived from observable market data by correlation or other means. Instruments categorized in Level2 include non-exchange traded derivatives such as over-the-counter forwards and swaps. Level3:Unobservable inputs for the asset or liability, including situations where there is little, if any, market activity for the asset or liability. The valuation assumptions utilized to measure the fair value of the Company's commodity derivatives were observable inputs based on market data obtained from independent sources and are considered Level2 inputs (quoted prices for similar assets, liabilities (adjusted) and market-corroborated inputs). The following table presents for each hierarchy level our assets and liabilities, including both current and non-current portions, measured at fair value on a recurring basis, as of December 31, 2009. The company has no derivative instruments which qualify for cash flow hedge accounting. Level 1 Level 2 Level 3 Total Assets: Current derivative asset $ - $ 4,398 $ - $ 4,398 Long-term derivative asset $ - $ 2,554 $ - $ 2,554 Liabilities: Current derivative liability $ - $ 35,033 $ - $ 35,033 Long-term derivative liability $ - $ 50,542 $ - $ 50,542 In consideration of counterparty credit risk, the Company assessed the possibility of whether each counterparty to the derivative would default by failing to make any contractually required payments as scheduled in the derivative instrument in determining the fair value. Additionally, the Company considers that it is of substantial credit quality and has the financial resources and willingness to meet its potential repayment obligations associated with the derivative transactions. For those non-financial assets and liabilities measured or disclosed at fair value on a non-recurring basis, primarily our asset retirement obligation, this respective subtopic of FASB ASC 820 was effective January1, 2009. Implementation of this portion of the standard did not have a material impact on consolidated results of operations, financial position or liquidity. Fair Value of Financial Instruments The estimated fair val

Income Taxes

Income Taxes
	12 Months Ended Dec. 31, 2009 USD / shares
Income Taxes [Abstract]
INCOME TAXES	9. INCOME TAXES: (Loss) income from continuing operations before income taxes is as follows: Year Ended December 31, 2009 2008 2007 United States $ (696,096) $ 654,464 $ 286,045 Foreign (93) (100) (182) Total $ (696,189) $ 654,364 $ 285,863 The consolidated income tax provision is comprised of the following: Year Ended December 31, 2009 2008 2007 Current: U.S. federal state $ 23,043 $ 84,313 $ 14,511 Deferred: U.S. federal state (268,179) 156,191 91,110 Total income tax(benefit) provision $ (245,136) $ 240,504 $ 105,621 Year Ended December 31, 2009 2008 2007 Income tax (benefit) provision computed at the U.S. statutory rate $ (243,666) $ 229,028 $ 100,052 State income tax provision net of federal benefit (698) 650 423 Withholding tax on share repurchase transactions - 5,409 1,068 Foreign tax credit valuation allowance - 1,692 - Other, net (772) 3,725 4,078 $ (245,136) $ 240,504 $ 105,621 During 2008 and 2007, the Company incurred U.S. withholding taxes of $5.4 million, and $1.1 million, respectively, in connection with the repurchase of shares of its common stock. The tax effect of temporary differences that give rise to significant components of the Company's deferred tax assets and liabilities for continuing operations are as follows: Year Ended December 31, 2009 2008 Derivative instruments, net $ 10,753 $ - Other 1,472 - Net deferred tax assets - current $ 12,225 $ - U.S. federal tax credit carryforwards 15,162 21,263 Canadian net operating loss carryforwards 514 497 Derivative instruments, net 16,844 - Incentive compensation/other, net 10,930 7,866 43,450 29,626 Valuation allowance - Foreign Tax Credit (FTC) (1,692) (1,692) Valuation allowance (Canadian Net Operating Loss (NOL)) (514) (497) Net deferred tax assets - non-current $ 41,244 $ 27,437 Property and equipment (279,441) (517,616) Derivative instruments - (13,418) Other (1,020) - Net non-current tax liabilities $ (280,461) $ (531,034) Net non-current tax liability $ (239,217) $ (503,597) During 2009, 2008 and 2007, the Company realized tax benefits of $14.2million $78.8million, and $36.7million, respectively, attributable to tax deductions associated with the exercise of stock options. These benefits reduce the amount of the Company's U.S.federal and state cash tax payments and are recorded as a reduction of current taxes payable (though not a reduction of the current provision) and as an increase in shareholders' equity. The income tax provision for continuing operations differs from the amount that would be computed by applying the U.S.federal income tax rate of 35% to pretax income as a result of the following: In assessing the realizability of the deferred tax assets, management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which the temporary diff

Employee Benefits

Employee Benefits
	12 Months Ended Dec. 31, 2009 USD / shares
Pension And Other Postretirement Benefits Disclosure Abstract
EMPLOYEE BENEFITS	10.EMPLOYEE BENEFITS: The Company sponsors a qualified, tax-deferred savings plan in accordance with provisions of Section401(k) of the Internal Revenue Code for its employees. Employees may defer up to 100% of their compensation, subject to certain limitations. The Company matches the employee contributions up to 5% of employee compensation along with a profit sharing contribution of 8%. The expense associated with the Company's contribution was $1.1million, $0.9million and $0.9million for the years ended December31, 2009, 2008 and 2007, respectively.

Commitments and Contingencies

Commitments and Contingencies
	12 Months Ended Dec. 31, 2009 USD / shares
Legal Proceedings Abstract
COMMITMENTS AND CONTINGENCIES	11. COMMITMENTS AND CONTINGENCIES: Transportation contract.In December 2005, the Company agreed to become an anchor shipper on REX securing pipeline infrastructure providing sufficient capacity to transport a portion of its natural gas production away from southwest Wyoming and to provide for reasonable basis differentials for its natural gas in the future. REX begins at the Opal Processing Plant in southwest Wyoming and traverses Wyoming and several other states to an ultimate terminus in eastern Ohio. The Company's commitment involves a capacity of 200MMMBtu per day of natural gas for a term of 10years commencing with initial transportation in January 2008, and the Company is obligated to pay REX certain demand charges related to its rights to hold this firm transportation capacity as an anchor shipper. During the first quarter of 2009, the Company entered into agreements to secure an additional capacity of 50 MMmBtu per day on the REX pipeline system, beginning in January 2012 through December 2018. This additional capacity will provide the Company with the ability to move additional volumes from its producing wells in Wyoming to markets in the eastern U.S. The Company currently projects that demand charges related to the remaining term of the contract will total approximately $789.3million. There have been and will continue to be, numerous other proposed pipeline projects to transport growing Rockies and Wyoming natural gas production to a variety of geographically diverse markets in different parts of North America. Many such proposals have been presented to the Company in recent months, which, if constructed, would provide the Company with additional outlets and market access for its natural gas production from southwest Wyoming. The Company continuously evaluates such proposals and may make additional commitments to one or more such pipeline projects in the future. Drilling contracts.As of December31, 2009, the Company had committed to drilling obligations with certain rig contractors totaling $144.8million ($64.4million due in 2010, $80.4million due in one to three years). The commitments expire in 2012 and were entered into to fulfill the Company's drilling program initiatives in Wyoming. Office space lease.In May 2007, the Company amended its office leases in Englewood, Colorado and Houston, Texas, both of which it has committed through 2012. The Company's total remaining commitment for office leases is $1.6million at December31, 2009 ($0.8million in 2010, $0.7million in 2011 and $0.1million in 2012). During the years ended December31, 2009, 2008 and 2007, the Company recognized expense associated with its office leases in the amount of $0.9million, $0.7million, and $0.6million, respectively. Other.The Company is currently involved in various routine disputes and allegations incidental to its business operations. While it is not possible to determine the ultimate disposition of these matters, management, after consultation with legal counsel, is of the opinion that the final resolution of all such currently pending or threatened litigation is not likely to have a material adverse effect on the consolidated financial po

Discontinued Operations

Discontinued Operations
	12 Months Ended Dec. 31, 2009 USD / shares
Disposal Groups Including Discontinued Operations Disclosure Abstract
DISCONTINUED OPERATIONS	12.DISCONTINUED OPERATIONS: During the third quarter of 2007, we made the decision to dispose of Sino-American Energy Corporation ("Sino-American"), which owned our Bohai Bay assets in China, in order to focus on our legacy asset in the Pinedale Field in southwest Wyoming. The reserve volumes sold represent all of Ultra's international assets and, previously, were the only results included in our foreign operating segment. The Company accounted for its Sino-American operations as discontinued operations and reclassified prior period financial statements to exclude these businesses from continuing operations. A summary of financial information related to the Company's discontinued operations is as follows: For the Year Ended December 31, 2009 2008 2007 Operating revenues $ - $ - $ 64,822 Gain on sale of subsidiary - 640 98,066 Lease operating expenses - - 11,419 Severance taxes - - 8,113 Depletion, depreciation and amortization - - 14,981 General and administrative expenses - - 99 Income before income tax provision - 640 128,276 Income tax provision - 225 45,482 Income from discontinued operations, net of tax $ - $ 415 $ 82,794

Credit Risk

Credit Risk
	12 Months Ended Dec. 31, 2009 USD / shares
Concentration Of Credit Risk Abstract
CREDIT RISK	13.CREDIT RISK: The Company's revenues are derived principally from uncollateralized sales to customers in the natural gas and oil industry. The concentration of credit risk in a single industry affects the Company's overall exposure to credit risk because customers may be similarly affected by changes in economic and other conditions. The Company performs a credit analysis of customers prior to making any sales to new customers or increasing extension of credit for existing customers. Based upon this credit analysis, the Company may require a standby letter of credit or a financial guarantee. The Company's financial instruments that are exposed to concentrations of credit risk consist primarily of trade receivables and commodity derivative contracts associated with the Company's hedging program. Concentrations of credit risk with respect to receivables are limited due to its large number of customers and their dispersion across geographic areas. A significant counterparty is defined as one that individually accounts for 10% or more of the Company's total revenues during the year. In 2009, the Company had three significant counterparties associated with sales of its natural gas production and commodity derivatives contracts. Sales and settlements of derivative contracts to Sempra Energy Trading Corp., J Aron Company and JP Morgan Chase Bank, N.A. were $144.9 million, $101.3 million, and $97.1 million, respectively, which accounted for 16.2%, 11.3% and 10.8% of the Company's total 2009 revenues (including realized gains on commodity derivatives), respectively. At December31, 2009, the Company had outstanding receivables (which were received in full in January 2010)from Sempra Energy Trading Corp., J Aron Company and JP Morgan Chase Bank, N.A. totaling $19.7million.

Subsequent Events

Subsequent Events
	12 Months Ended Dec. 31, 2009 USD / shares
Subsequent Events [Abstract]
SUBSEQUENT EVENT	14.SUBSEQUENT EVENTS: FASB ASC Topic 855, Subsequent Events ("FASB ASC 855"), sets forth principles and requirements to be applied to the accounting for and disclosure of subsequent events. FASB ASC 855 sets forth the period after the balance sheet date during which management shall evaluate events or transactions that may occur for potential recognition or disclosure in the financial statements, the circumstances under which events or transactions occurring after the balance sheet date shall be recognized in the financial statements and the required disclosures about events or transactions that occurred after the balance sheet date. The FASB issued ASU No. 2010-09, Subsequent Events (FASB ASC 855), Amendments to Certain Recognition and Disclosure Requirements, on February 24, 2010, in an effort to remove some contradictions between the requirements of U.S. GAAP and the SEC's filing rules. The amendments remove the requirement that public companies disclose the date of their financial statements in both issued and revised financial statements. The Company has evaluated the period subsequent to December 31, 2009 for events that did not exist at the balance sheet date but arose after that date and determined that the subsequent events described below should be disclosed in order to keep the financial statements from being misleading. On December 21, 2009, the Company announced that it had signed a purchase and sale agreement, subject to due diligence, to acquire additional acreage in the Pennsylvania Marcellus Shale in order to increase the scale of its Marcellus position. In connection with the purchase in Pennsylvania, the Company placed $25.0 million in an escrow account, which is reflected as non-current restricted cash on the Consolidated Balance Sheets at December 31, 2009. The Company closed this acquisition on February 22, 2010. At the closing, the Company acquired 78,221 net acres in the deep rights, for a purchase price of $333.0 million, subject to post closing adjustments. The Company may acquire additional interests in these net acres at subsequent closings if the Sellers cure title defects as provided in the purchase agreement. On January 28, 2010, the Company's subsidiary, Ultra Resources, Inc., agreed to issue an aggregate amount of $500.0 million of Senior Notes (the "2010 Senior Notes") pursuant to a Second Supplement to its Master Note Purchase Agreement dated March6, 2008. Of the 2010 Senior Notes: $270.0 million of the 2010 Senior Notes were issued January 28, 2010 and $230.0 million of the 2010 Senior Notes were issued February 16, 2010. The 2010 Senior Notes rank pari passu with Ultra Resources' bank revolving credit facility and other outstanding Senior Notes. Payment of the 2010 Senior Notes is guaranteed by the Company and its subsidiary, UP Energy Corporation. Proceeds from the 2010 Senior Notes were used to repay revolving credit facility debt, but did not reduce the borrowings available under the revolving credit facility, and for general corporate purposes, including funding the Pennsylvania Marcellus Shale acquisition that closed on February 22, 2010. Of the 2010 Senior Notes, $116.0million are 4.98%senior

Summarized Quarterly Financial

Summarized Quarterly Financial Information
	12 Months Ended Dec. 31, 2009 USD / shares
Summarized Quarterly Financial Information [Abstract]
SUMMARIZED QUARTERLY FINANCIAL INFORMATION	15. SUMMARIZED QUARTERLY FINANCIAL INFORMATION (UNAUDITED): 2009 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Total Revenues from continuing operations $ 167,953 $ 130,341 $ 155,164 $ 213,304 $ 666,762 Gain (loss) on commodity derivatives 206,428 (60,698) (55,428) 56,215 146,517 Expenses from continuing operations 116,975 98,264 104,131 113,043 432,413 Write-down of oil and gas properties 1,037,000 - - - 1,037,000 Interest expense 7,297 9,897 9,744 10,229 37,167 Other (expense) income, net (2,613) (505) 193 37 (2,888) (Loss) income before income tax (benefit) provision (789,504) (39,023) (13,946) 146,284 (696,189) Income tax (benefit) provision (276,916) (13,497) (5,616) 50,893 (245,136) (Loss) income from continuing operations (512,588) (25,526) (8,330) 95,391 (451,053) Net (loss) income $ (512,588) $ (25,526) $ (8,330) $ 95,391 $ (451,053) Net (loss) income per common share - basic $ (3.39) $ (0.17) $ (0.06) $ 0.63 $ (2.98) Net (loss) income per common share - fully diluted $ (3.39) $ (0.17) $ (0.06) $ 0.62 $ (2.98) 2008 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Total Revenues from continuing operations $ 271,137 $ 308,240 $ 297,627 $ 207,396 $ 1,084,400 (Loss) gain on commodity derivatives (27,673) (11,596) 58,117 14,368 33,216 Expenses from continuing operations 107,922 112,346 110,308 111,818 442,394 Interest expense 5,272 4,543 5,183 6,278 21,276 Other income (expense), net 150 127 92 49 418 Income before income tax provision 130,420 179,882 240,345 103,717 654,364 Income tax provision 47,021 63,489 91,370 38,624 240,504 Income from continuing operations 83,399 116,393 148,975 65,093 413,860 Revenues from discontinued operations (103) 743 - - 640 Income tax provision - discontinued operations (36) 261 - - 225 Net income $ 83,332 $ 116,875 $ 148,975 $ 65,093 $ 414,275 Basic Earnings per Share: Income per common share from continuing operations $ 0.55 $ 0.76 $ 0.98 $ 0.43 $ 2.72 Income per common share from discontinued operations $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 Net income per common share - basic $ 0.55 $ 0.76 $ 0.98 $ 0.43 $ 2.72 Fully Diluted Earnings per Share: Income per common share from continuing operations $ 0.53 $ 0.74 $ 0.95 $ 0.42 $ 2.65 Income per common share from discontinued operations $ 0.00 $ 0.00 $ 0.00 $ 0.00 $ 0.00 Net income per common share - fully diluted $ 0.53 $ 0.74 $ 0.95 $ 0.42 $ 2.65

Disclosure About Oil and Gas Pr

Disclosure About Oil and Gas Producing Activities
	12 Months Ended Dec. 31, 2009 USD / shares
Oil And Gas Exploration And Production Industries Disclosures Abstract
DISCLOSURE ABOUT OIL AND GAS PRODUCING ACTIVITIES	16.DISCLOSURE ABOUT OIL AND GAS PRODUCING ACTIVITIES (UNAUDITED): The following information about the Company's oil and natural gas producing activities is presented in accordance with FASB ASC Topic 932, Oil and Gas Reserve Estimation and Disclosures: A.OIL AND GAS RESERVES: On January 6, 2010, the FASB issued an ASU updating oil and gas reserve estimation and disclosure requirements. The ASU amends FASB ASC 932 to align the reserve calculation and disclosure requirements with the requirements in SEC Release No. 33-8995. The ASU is effective for reporting periods ending on or after December 31, 2009. On December31, 2008, the SEC issued SEC Release No.33-8995, amending oil and gas reporting requirements under Rule4-10 of RegulationS-X and Industry Guide 2 in RegulationS-K revising oil and gas reserves estimation and disclosure requirements. The new rules include changes to pricing used to estimate reserves, the ability to include non-traditional resources in reserves, the use of new technology for determining reserves and permitting disclosure of probable and possible reserves. The primary objectives of the revisions are to increase the transparency and information value of reserve disclosures and improve comparability among oil and gas companies. The rule is effective for annual reports on Form10-K for fiscal years ending on or after December31, 2009. Accordingly, the Company adopted the update to FASB ASC 932 as of December 31, 2009 in order to conform to the requirements in SEC Release No.33-8995. The implementation of this rule did not result in material additions to the Company's proved reserves included in this report as of December 31, 2009. In accordance with our three-year planning and budgeting cycle, proved undeveloped reserves included in the current, as well as previous, reserve estimates include only economic well locations that are forecast to be drilled within a three-year period. As a result of our self-imposed three-year limit on proved undeveloped reserves inventory, we have not booked any proved undeveloped reserves beyond five years. The determination of oil and natural gas reserves is complex and highly interpretive. Assumptions used to estimate reserve information may significantly increase or decrease such reserves in future periods. The estimates of reserves are subject to continuing changes and, therefore, an accurate determination of reserves may not be possible for many years because of the time needed for development, drilling, testing, and studies of reservoirs. The Director Reservoir Engineering Planning is primarily responsible for overseeing the preparation of the Company's reserve estimates by our independent engineers, Netherland, Sewell Associates, Inc. The Director has a Bachelor of Science degree in Petroleum Engineering and is a licensed Professional Engineer. The Company's internal controls over reserve estimates include reconciliation and review controls, including an independent internal review of assumptions used in the estimation. All of the information regarding reserves in this annual report is derived from the report of Netherland, Sewell Associates, Inc. The report of Ne