ASSIGNMENT AND BILL OF SALE
| COMMONWEALTH OF KENTUCKY | § |
| | § |
| COUNTY OF FAYETTE | § |
THIS ASSIGNMENT AND BILL OF SALE (“Assignment”) dated the 29th day of September, 2009, but effective as of the 1st day of July, 2009, at 12:01 A.M. EST (“Effective Time”), is from CLASSIC OIL & GAS RESOURCES, INC., a Kentucky corporation, with its principal office located at 416 W. Brannon Road, Nicholasville, KY 40356 ("Assignor") to VELOCITY ENERGY PARTNERS LP, a Delaware limited partnership, with its principal office located at 523 N. Sam Houston Parkway East, Suite 175, Houston, TX 77060 (hereinafter referred to as “Assignee”).
IN CONSIDERATION OF the sum of one hundred dollars and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Assignor hereby GRANTS, CONVEYS, SELLS and ASSIGNS to Assignee all of its right, title and interest, except as expressly excluded herein, in and to the following assets (individually or collectively, "Classic Assets"):
| | | A. (1) 50% WORKING INTERESTS: Fifty Percent (50%) of Classic’s working interests in the active, open, shut-in, or temporarily abandoned (but not plugged and abandoned) proved, developed, producing (“PDP”) oil or gas wells and proved, developed, non-producing and behind pipe wells (“PDNP & BP”), which Fifty Percent (50%) interests are set forth and identified on the schedules attached hereto as Exhibits A-1 and A-2, respectively, and made a part hereof, except for wells in which Summit Highwall Mining Services, Inc. (“Summit”) has contracted with Classic to purchase certain additional interests proportionate to its respective working interest percentages, which wells are identified on the schedule attached hereto as Exhibit A-3 and made a part hereof (“Summit Wells”) in which Velocity will acquire 50% of Classic’s working interest remaining after any such acquisition by Summit (individually or collectively, such working interests identified on Exhibits A-1, A-2, and A-3 constitute the “50% Working Interests”); and |
| | | (2) 100% WORKING INTERESTS: One Hundred Percent (100%) of Classic’s working interests in the active, open, shut-in, or temporarily abandoned (but not plugged and abandoned) proved, developed, producing (“PDP”) oil or gas wells and proved, developed, non-producing and behind pipe wells (“PDNP & BP”) identified on the schedules attached hereto as Exhibit A-4 and A-5, (individually or collectively, such working interests constitute the “100% Working Interests” and the 100% Working Interests and the 50% Working Interests, individually or collectively, constitute the “Acquired Working Interests”); |
| | B. OTHER CONTRACTUAL OR PROPERTY RIGHTS AND OBLIGATONS: In granting to Velocity the Acquired Working Interests, the parties understand that there shall also be conveyed to Velocity at Closing, and Velocity shall assume, such contractual and property rights and obligations as are derivative from post-Effective Date ownership of the Acquired Working Interests, to the extent Classic would have received or assumed such contractual and property rights and obligations had it retained, and not conveyed, such Acquired Working Interests (exclusive of, but not limited to (i) any contractual or property rights and obligations as operator of the Wells relating to the 50% Working Interests, to the extent such may be deemed derivative from such 50% Working Interests (under which Classic shall continue as the sole operator), (ii) contractual or property rights and obligations as operator of the Wells relating to the 100% Working Interests, to the extent such may also be deemed derivative from such 100% Working Interests (under which Classic shall not continue as the operator but cannot convey the such contractual or property rights and obligations); (iii) any other contractual or property rights and obligations derived from being the operator of any Wells relating to the Acquired Working Interests, to the extent such may also be deemed derivative from such Acquired Working Interests and (iv) any contractual or property rights and obligations to the extent such was earned by, accrued to the benefit of or was transferred to Classic prior to the Effective Date), as well as such contractual or property rights and obligations more fully described in Paragraph 7 of the LOI described in Paragraph 5 below (individually or collectively, the “Other Contractual or Property Rights and Obligations”); and |
| | C. DOCUMENTATION AND DATA: All originals (with respect to 100% Working Interests) or copies (with respect to 50% Working Interests) of its contracts, licenses, permits, seismic and other technical data, maps, logs, well files, books and records, and other information and materials relating to such Acquired Working Interests (collectively, the “Documentation and Data”). |
| | Individually or collectively, the 50% Working Interests, the 100% Working Interests, the Other Contractual or Property Rights and Obligations and the Documentation and Data constitute the “Classic Assets”, all of which shall conveyed at the Closing (the "Transaction") free and clear of all liens and encumbrances, except for usual and customary liens and encumbrances deemed to be Permitted Encumbrances, and any preferential rights of purchase by third parties. Except as may be otherwise expressly provided for in this letter, Classic retains all rights to any other assets or property of Classic, including, but not limited to, interests in other wells, other leasehold interests, royalty interests, easements, wellhead facilities and other oilfield equipment, gathering and transportation facilities and equipment, vehicles and other property whether real, personal or mixed. |
TO HAVE AND TO HOLD the Classic Assets, subject to the following terms and conditions:
1. Special Warranty Of Title. Assignor warrants and shall defend title to the Classic Assets conveyed to Assignee against every person whomsoever lawfully claiming the Classic Assets or any part thereof by, through and under Assignor, but not otherwise.
2. Agreements. This Assignment is made subject to and shall be burdened by the terms, covenants and conditions contained in any contracts, agreements and instruments affecting the Classic Assets; and at and after the Effective Time, Assignee shall be bound by and shall perform all of the terms, covenants and conditions contained therein.
3. Compliance With Laws. This Assignment is made subject to all applicable laws, statutes, ordinances, permits, decrees, orders, judgments, rules and regulations which are promulgated, issued or enacted by a governmental entity having appropriate jurisdiction, and Assignee shall comply with the same at and after the Effective Time.
4. Successors and Assigns. The terms, covenants and conditions contained in this Assignment shall be binding upon and inure to the benefit of the Parties hereto and their respective successors and assigns, and such terms, covenants and conditions shall be covenants running with the land and with each subsequent transfer or assignment of the Classic Assets, or any part thereof.
5. Letter of Intent. This Assignment is made in accordance with and is subject to the terms, covenants and conditions contained in that certain definitive, legally binding Letter of Intent dated effective as of July 1, 2009, by and between Classic Oil & Gas Resources, Inc. and Velocity Energy Partners LP, as Buyer (“LOI”), and the terms, covenants and conditions contained in the LOI, including capitalized terms not expressly defined herein, are incorporated herein by reference as though said terms, covenants and conditions were fully set forth verbatim herein. If there is a conflict between the provisions of the LOI and this Assignment, the provisions of the LOI shall control the rights and obligations of the Parties.
7. Governing Law. The laws of the State of West Virginia, excluding its conflicts of law principles, shall govern this Assignment and Bill of Sale.
EXECUTED on the day and year first referenced above, but effective as of the Effective Time.
ASSIGNOR:
CLASSIC OIL & GAS RESOURCES, INC.
| By: | /s/ William W. Kelly, Jr. |
| Name: | William W. Kelly, Jr. |
| Title: | President |
ASSIGNEE:
VELOCITY ENERGY PARTNERS LP,
By Velocity Energy Limited LLC,
It’s General Partner
| By: | /s/ D. E. Vandenberg |
| Name: | D. E. Vandenberg |
| Title: | President |
ACKNOWLEDGEMENTS
| COMMONWEALTH OF KENTUCKY | § |
| | § |
| COUNTY OF FAYETTE | § |
The foregoing instrument was acknowledged before me this the 2nd day of October, 2009, by William W. Kelly, Jr., as President of Classic Oil & Gas Resources, Inc., a Kentucky corporation, on behalf of said corporation.
| My commission expires: | |
| | Signature |
| | |
| | |
| | Name (Printed, Typed of Stamped) |
| | |
| | Notary Public - Commonwealth of Kentuc |
| COMMONWEALTH OF KENTUCKY | § |
| | § |
| COUNTY OF FAYETTE | § |
The foregoing instrument was acknowledged before me this _____ day of September, 2009, by D. E. Vandenberg, as President of Velocity Energy Limited LLC, a Texas limited liability company, as General Partner of Velocity Energy Partners LP, a Delaware limited partnership on behalf of said entity.
| My commission expires: | |
| | Signature |
| | |
| | |
| | Name (Printed, Typed of Stamped) |
| | |
| | Notary Public - Commonwealth of Kentucky |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| | | | | | | | |
| AUREDNICK #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.450 | 2.500 | 2.450 |
| BOLEN#1 PDP | OCEANA EAST | WYOMING | 1-PDP | 1.039 | 1.119 | 1.039 | 1.119 |
| BROWNING #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.470 | 2.500 | 2.470 |
| BRYANT #1 PDP | OCEANA | WYOMING | 1-PDP | 4.000 | 3.300 | 4.000 | 3.300 |
| CHAMBERS #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 1.500 | 1.670 | 1.500 | 1.670 |
| COOK #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 5.526 | 4.560 | 5.526 | 4.560 |
| COOK #2 PDP | OCEANA EAST | WYOMING | 1-PDP | 1.039 | 0.857 | 1.039 | 0.857 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| COOKE, H. #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 5.000 | 4.300 | 5.000 | 4.300 |
| CRAIG #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.450 | 2.500 | 2.450 |
| DAVIS #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.000 | 2.225 | 2.000 | 2.225 |
| FOX #1 PDP | OCEANA | WYOMING | 1-PDP | 5.000 | 4.850 | 5.000 | 4.850 |
| FOX #2 PDP | OCEANA | WYOMING | 1-PDP | 4.000 | 3.300 | 4.000 | 3.300 |
| HATFIELD #1 PDP | OCEANA | WYOMING | 1-PDP | 1.039 | 1.119 | 1.039 | 1.119 |
| HUGHES #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.450 | 2.500 | 2.450 |
| JACKSON #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 4.000 | 3.300 | 4.000 | 3.300 |
| JEWELL #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 1.039 | 1.119 | 1.039 | 1.119 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| LAMB #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 1.039 | 1.119 | 1.039 | 1.119 |
| LANDIS #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 1.500 | 1.670 | 1.500 | 1.670 |
| LANDIS #2 PDP | CLEAR FORK | WYOMING | 1-PDP | 1.500 | 1.670 | 1.500 | 1.670 |
| LANDIS #3 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.470 | 2.500 | 2.470 |
| NLC CHURCH #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 5.000 | 4.850 | 5.000 | 4.850 |
| PCHC 1309 B PDP | OCEANA | WYOMING | 1-PDP | 1.813 | 1.523 | 1.813 | 1.523 |
| PCT #115 PDP | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| PCT #128 PDP | YUKON - S | McDOWELL | 1-PDP | 1.500 | 1.230 | 0.775 | 0.635 |
| PCT #129 PDP (APO) | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #130 PDP | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #131 PDP (APO) | YUKON - S | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.410 | 1.155 |
| PCT #132 PDP | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #133 PDP | YUKON - S | McDOWELL | 1-PDP | 2.000 | 1.640 | 1.035 | 0.850 |
| PCT #134 PDP | YUKON - S | McDOWELL | 1-PDP | 5.000 | 4.100 | 2.585 | 2.120 |
| PCT #135 PDP | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #136 PDP | YUKON - S | McDOWELL | 1-PDP | 12.500 | 10.025 | 6.465 | 5.300 |
| PCT #137 PDP (APO) | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #138 PDP | YUKON - S | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.290 | 1.060 |
| PCT #140 PDP | YUKON - S | McDOWELL | 1-PDP | 1.500 | 1.230 | 0.775 | 0.635 |
| PCT #141 PDP | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #142 PDP | YUKON - S | McDOWELL | 1-PDP | 0.500 | 0.410 | 0.260 | 0.215 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| PCT #143 PDP (APO) | YUKON - S | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #146 PDP | YUKON - S | McDOWELL | 1-PDP | 1.500 | 1.230 | 0.775 | 0.635 |
| PCT #150 PDP | YUKON - N | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.290 | 1.060 |
| PCT #152 PDP (APO) | YUKON - N | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.290 | 1.060 |
| PCT #153 PDP | YUKON - N | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.290 | 1.060 |
| PCT #154 PDP | YUKON - N | McDOWELL | 1-PDP | 18.500 | 15.170 | 9.565 | 7.845 |
| PCT #156 PDP | YUKON - N | McDOWELL | 1-PDP | 1.500 | 1.230 | 0.775 | 0.635 |
| PCT #157 PDP | YUKON - S | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.410 | 1.155 |
| PCT #160 PDP | YUKON - N | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.410 | 1.155 |
| PCT #161 PDP | YUKON - N | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #162 PDP | YUKON - N | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #163 PDP | YUKON - N | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #164 PDP | YUKON - N | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| PCT #166 PDP | YUKON - N | McDOWELL | 1-PDP | 5.500 | 4.510 | 2.955 | 2.425 |
| PCT #167 PDP | YUKON - S | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.410 | 1.155 |
| PCT #168 PDP | YUKON - S | McDOWELL | 1-PDP | 9.000 | 7.380 | 4.655 | 3.815 |
| PCT #169 PDP | YUKON - S | McDOWELL | 1-PDP | 1.500 | 1.230 | 0.775 | 0.635 |
| PCT #175 PDP | YUKON - S | McDOWELL | 1-PDP | 2.500 | 2.050 | 1.410 | 1.155 |
| PENNINGTON #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.550 | 2.500 | 2.550 |
| SHORT, A. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.000 | 2.225 | 2.000 | 2.225 |
| SPEARS #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 4.500 | 3.690 | 4.500 | 3.690 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| STEPP #1 PDP | OCEANA | WYOMING | 1-PDP | 6.500 | 5.500 | 6.500 | 5.500 |
| TOLER, C. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 1.500 | 1.670 | 1.500 | 1.670 |
| TOLER, D. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 25.374 | 20.568 | 25.374 | 20.568 |
| TOLER, D.R. #1 PDP | OCEANA EAST | WYOMING | 1-PDP | 4.000 | 3.280 | 4.000 | 3.280 |
| TOLER, J. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.550 | 2.500 | 2.550 |
| TOLER, K. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 43.500 | 35.940 | 43.500 | 35.940 |
| TOLER, M. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.500 | 2.550 | 2.500 | 2.550 |
| TOLER, T. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 2.000 | 2.225 | 2.000 | 2.225 |
| WEST, S. #1 PDP | CLEAR FORK | WYOMING | 1-PDP | 27.675 | 25.009 | 27.675 | 25.009 |
| | | EXHIBIT A-1 PDP WELLS | | | |
| | | CLASSIC OIL & GAS | 50% | | | |
| | | RESOURCES, INC. | WELLS | | | |
| | | | | | | |
| | | CLASSIC INTERESTS | BPO | BPO | APO | APO |
| WELL | PROSPECT | COUNTY | STATUS | WI | NRI | WI | NRI |
| | | | | | | | |
| WEST, S. #3 PDP | CLEAR FORK | WYOMING | 1-PDP | 5.000 | 4.125 | 5.000 | 4.125 |
| WEST ET AL #1 PDP | CLEAR FORK | WYOMING | 2-PDNP | 2.000 | 2.225 | 2.000 | 2.225 |
| WRIGHT, B. #1 PDP | KIMBALL | WYOMING | 1-PDP | 4.500 | 3.715 | 4.500 | 3.715 |
EXHIBIT A-2 PDNP&BP WELLS
CLASSIC OIL & GAS 50%
RESOURCES, INC. WELLS
| | | | | CLASSIC INTERESTS | | BPO | | | BPO | | | APO | | | APO | |
| WELL | | PROSPECT | | COUNTY | | STATUS | | WI | | | NRI | | | WI | | | NRI | |
| | | | | | | | | | | | | | | | | | | |
| CLINE, B. #1 PDNP | | CLEAR FORK | | WYOMING | | 2-PDNP | | | 2.500 | | | | 2.550 | | | | 2.500 | | | | 2.550 | |
| FIELDS, BOB #1 PDNP | | OCEANA | | WYOMING | | 2-PDNP | | | 4.000 | | | | 3.280 | | | | 4.000 | | | | 3.280 | |
| FOX #1 PDNP (BP) | | OCEANA | | WYOMING | | 2-PDNP (BP) | | | 5.000 | | | | 4.850 | | | | 5.000 | | | | 4.850 | |
| JACKSON #1 PDNP (BP) | | OCEANA EAST | | WYOMING | | 2-PDNP (BP) | | | 4.000 | | | | 3.300 | | | | 4.000 | | | | 3.300 | |
| LAMB #1 PDNP (BP) | | OCEANA EAST | | WYOMING | | 2-PDNP (BP) | | | 1.039 | | | | 1.119 | | | | 1.039 | | | | 1.119 | |
| NLC CHURCH #1 PDNP (BP) | | OCEANA EAST | | WYOMING | | 2-PDNP (BP) | | | 5.000 | | | | 4.850 | | | | 5.000 | | | | 4.850 | |
| PCT #134 PDNP (BP) | | YUKON - S | | McDOWELL | | 2-PDNP (BP) | | | 5.000 | | | | 4.100 | | | | 2.585 | | | | 2.120 | |
| PCT #145 PDNP | | YUKON - S | | McDOWELL | | 2-PDNP | | | 3.000 | | | | 2.460 | | | | 1.274 | | | | 1.554 | |
| PCT #149 PDNP | | YUKON - N | | McDOWELL | | 2-PDNP | | | 2.500 | | | | 2.050 | | | | 1.292 | | | | 1.059 | |
| PCT #173 PDNP | | YUKON - S | | McDOWELL | | 2-PDNP | | | 5.500 | | | | 4.510 | | | | 2.844 | | | | 2.332 | |
| PCT #176 PDNP | | YUKON - S | | McDOWELL | | 2-PDNP | | | 12.500 | | | | 10.250 | | | | 6.465 | | | | 5.300 | |
| STEPP #1 PDNP (BP) | | OCEANA | | WYOMING | | 2-PDNP (BP) | | | 6.500 | | | | 5.500 | | | | 6.500 | | | | 5.500 | |
| TOLER, D.R. #1 PDNP (BP) | | OCEANA EAST | | WYOMING | | 2-PDNP (BP) | | | 4.000 | | | | 3.280 | | | | 4.000 | | | | 3.280 | |
| WEST, S. #2 PDNP | | CLEAR FORK | | WYOMING | | 2-PDNP | | | 2.500 | | | | 2.550 | | | | 2.500 | | | | 2.550 | |
EXHIBIT A-3 SUMMIT WELLS
CLASSIC OIL & GAS %
RESOURCES, INC. VARIES
| | | | | CLASSIC INTERESTS | | BPO | | | BPO | | | APO | | | APO | |
| WELL | | PROSPECT | | COUNTY | | STATUS | | WI | | | NRI | | | WI | | | NRI | |
| | | | | | | | | | | | | | | | | | | |
| BOLEN#1 PDP | | OCEANA EAST | | WYOMING | | 1-PDP | | | 1.039 | | | | 1.119 | | | | 1.039 | | | | 1.119 | |
| COOK #1 PDP | | OCEANA EAST | | WYOMING | | 1-PDP | | | 5.526 | | | | 4.560 | | | | 5.526 | | | | 4.560 | |
| COOK #2 PDP | | OCEANA EAST | | WYOMING | | 1-PDP | | | 1.039 | | | | 0.857 | | | | 1.039 | | | | 0.857 | |
| HATFIELD #1 PDP | | OCEANA | | WYOMING | | 1-PDP | | | 1.039 | | | | 1.119 | | | | 1.039 | | | | 1.119 | |
| JEWELL #1 PDP | | OCEANA EAST | | WYOMING | | 1-PDP | | | 1.039 | | | | 1.119 | | | | 1.039 | | | | 1.119 | |
| LAMB #1 PDP | | OCEANA EAST | | WYOMING | | 1-PDP | | | 1.039 | | | | 1.119 | | | | 1.039 | | | | 1.119 | |
EXHIBIT A-4 PDP WELLS
CLASSIC OIL & GAS 100%
RESOURCES, INC. WELLS
| | | | | CLASSIC INTERESTS | | BPO | | | BPO | | | APO | | | APO | |
| WELL | | PROSPECT | | COUNTY | | STATUS | | WI | | | NRI | | | WI | | | NRI | |
| | | | | | | | | | | | | | | | | | | |
| ADKINS #1 PDP | | INDIAN CREEK | | WYOMING | | 1-PDP | | | 15.000 | | | | 12.825 | | | | 15.000 | | | | 12.825 | |
| BOBO #1 PDP | | GILBERT CREEK | | MINGO | | 1-PDP | | | 75.000 | | | | 66.250 | | | | 75.000 | | | | 66.250 | |
| CLINE, ELMER #1 PDP | | GILBERT CREEK | | MINGO | | 1-PDP | | | 100.000 | | | | 87.500 | | | | 100.000 | | | | 87.500 | |
| CLINE, ELMER #2 PDP | | GILBERT CREEK | | MINGO | | 1-PDP | | | 15.500 | | | | 15.250 | | | | 15.500 | | | | 15.250 | |
| CLINE, R. S. #1 PDP | | ELK LICK | | WYOMING | | 1-PDP | | | 30.000 | | | | 27.650 | | | | 30.000 | | | | 27.650 | |
| CNB 748 PDP | | BOONE COUNTY | | BOONE | | 1-PDP | | | 100.000 | | | | 80.280 | | | | 100.000 | | | | 80.280 | |
| ELLIS #1 PDP | | GILBERT CREEK | | MINGO | | 1-PDP | | | 100.000 | | | | 87.500 | | | | 100.000 | | | | 87.500 | |
| ELLIS #2 PDP | | GILBERT CREEK | | MINGO | | 1-PDP | | | 19.500 | | | | 18.670 | | | | 19.500 | | | | 18.670 | |
| McGRAW #1 PDP | | PECKS MILL - LF | | LOGAN | | 1-PDP | | | 10.000 | | | | 9.000 | | | | 10.000 | | | | 9.000 | |
| MEADOWS #1 PDP | | BRENTON | | WYOMING | | 1-PDP | | | 100.000 | | | | 87.500 | | | | 100.000 | | | | 87.500 | |
| OWENS #1 PDP | | GARDEN GAP | | WYOMING | | 1-PDP | | | 20.000 | | | | 18.300 | | | | 20.000 | | | | 18.300 | |
| PENN VA. #920 PDP | | ANAWALT | | McDOWELL | | 1-PDP | | | 100.000 | | | | 87.500 | | | | 100.000 | | | | 87.500 | |
| SMITH #1 PDP | | GILBERT CREEK | | MINGO | | 1-PDP | | | 20.000 | | | | 19.100 | | | | 20.000 | | | | 19.100 | |
EXHIBIT A-5 PDNP&BP WELLS
CLASSIC OIL & GAS 100%
RESOURCES, INC. WELLS
| | | | | CLASSIC INTERESTS | | BPO | | | BPO | | | APO | | | APO | |
| WELL | | PROSPECT | | COUNTY | | STATUS | | WI | | | NRI | | | WI | | | NRI | |
| | | | | | | | | | | | | | | | | | | |
| TINSLEY #1 PDNP | | GILBERT CREEK | | MINGO | | 2-PDNP | | | 100.000 | | | | 77.500 | | | | 100.000 | | | | 77.500 | |
