Arena Resources 425 Business combination disclosure

Filed by SandRidge Energy, Inc.

pursuant to Rule 425 under the Securities

Act of 1933, as amended, and deemed filed

pursuant to Rule 14a-6 under the Securities

Exchange Act of 1934, as amended

Subject Company: Arena Resources, Inc.

Commission File No.: 001-31657

SandRidge

Energy Merger with Arena Resources

Investor Presentation

July 2010

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**********

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2

Important Additional Information Filed with the SEC

This

presentation

is

being

made

in

respect

of

the

proposed

business

combination

involving

SandRidge

Energy,

Inc.

(“SandRidge”)

and

Arena

Resources,

Inc.

(“Arena”).

In

connection

with

the

proposed

transaction,

SandRidge

filed

with

the

SEC

a

Registration

Statement

on

Form

S-4,

as

amended,

on

April

30,

2010

containing

a

joint

proxy

statement/prospectus,

and

a

supplement

to

the

joint

proxy

statement/prospectus

on

June

14,

2010,

and

each

of

SandRidge

and

Arena

may

file

with

the

SEC

other

documents

regarding

the

proposed

transaction.

The

definitive

joint

proxy

statement/prospectus

was

first

mailed

to

stockholders

of

SandRidge

and

Arena

on

or

about

May

7,

2010,

and

the

supplement

to

the

joint

proxy

statement/prospectus

was

first

mailed

to

stockholders

on

June

17,

2010.

Investors

and

security

holders

of

SandRidge

and

Arena

are

urged

to

read

the

joint

proxy

statement/prospectus,

the

supplement

and

other

documents

filed

with

the

SEC

carefully

in

their

entirety

because

they

contain

important

information

about

the

proposed

transaction.

Investors

and

security

holders

may

obtain

free

copies

of

the

Registration

Statement

and

the

joint

proxy

statement/prospectus,

the

supplement

and

other

documents

filed

with

the

SEC

by

SandRidge

and

Arena

through

the

web

site

maintained

by

the

SEC

at

www.sec.gov.

Free

copies

of

the

Registration

Statement

and

the

joint

proxy

statement/prospectus,

supplement

and

other

documents

filed

with

the

SEC

may

also

be

obtained

by

directing

a

request

to

SandRidge

Energy,

Inc.,

123

Robert

S.

Kerr

Avenue,

Oklahoma

City,

Oklahoma

73102,

Attention:

Investor

Relations,

or

by

directing

a

request

to

Arena

Resources,

Inc.,

6555

South Lewis Avenue, Tulsa, Oklahoma 74136, Attention: Investor Relations.

SandRidge,

Arena

and

their

respective

directors

and

executive

officers

and

other

persons

may

be

deemed

to

be

participants

in

the

solicitation

of

proxies

in

respect

of

the

proposed

transaction.

Information

regarding

SandRidge's

directors

and

executive

officers

is

available

in

SandRidge's

Annual

Report

on

Form

10-K

for

the

year

ended

December

31,

2009,

which

was

filed

with

the

SEC

on

March

1,

2010,

and

SandRidge's

proxy

statement

for

its

2010

annual

meeting

of

stockholders,

which

was

filed

with

the

SEC

on

April

26,

2010.

Information

regarding

Arena's

directors

and

executive

officers

is

available

in

Arena's

Annual

Report

on

Form

10-

K

for

the

year

ended

December

31,

2009,

which

was

filed

with

the

SEC

on

March

1,

2010,

as

amended

by

the

Annual

Report

on

Form

10-K/A

for

the

year

ended

December

31,

2009,

which

was

filed

with

the

SEC

and

April

30,

2010,

and

Arena's

proxy

statement

for

its

2009

annual

meeting

of

stockholders,

which

was

filed

with

the

SEC

on

October

29,

2009.

Other

information

regarding

the

participants

in

the

proxy

solicitation

and

a

description

of

their

direct

and

indirect

interests,

by

security

holdings

or

otherwise,

is

contained

in

the

joint

proxy

statement/prospectus,

the

supplement

and

other

relevant

materials

filed

with

the

SEC.

Important Information Regarding the Preparation of this Presentation

This

presentation

was

prepared

solely

by

SandRidge

and

Arena.

Although

some

of

the

information

in

this

presentation

refers

to

analyses

of

Tudor,

Pickering,

Holt

&

Co.

Securities,

Inc.

(“Tudor

Pickering”),

Tudor

Pickering

did

not

prepare

any

part

of

this

presentation.

Tudor

Pickering

rendered

an

opinion

to

the

board

of

directors

of

Arena

in

connection

with

the

merger

described

in

this

presentation

on

June

1,

2010.

The

opinion

speaks

only

as

of

that

date

and

is

subject

to

a

number

of

qualifications

and

limitations.

The

opinion

does

not

reflect

changes

that

may

occur

or

may

have

occurred

after

June

1,

2010,

which

could

significantly

alter

the

value

of

Arena

or

SandRidge

or

the

respective

trading

prices

of

their

common

stock.

Tudor

Pickering

has

not

performed

any

further

analysis

of

the

merger

following

the

date

of

its

opinion.

This

presentation

should

not

be

consulted

for,

or

construed

as

a

summary

of,

Tudor

Pickering’s

opinion

or

the

assumptions

made,

procedures

followed,

matters

considered,

and

qualifications

and

limitations

of

the

review

undertaken

by

Tudor

Pickering

in

rendering

its

opinion.

For

that

information,

investors

should

refer

to

the

full

text

of

the

Tudor

Pickering

opinion,

which

is

included

with

the

supplement

to

the

joint

proxy

statement/prospectus

dated

June

14,

2010

and

the

summary

thereof

included

therein

under

the

caption

“Opinion

of

Arena’s

Financial

Advisor.”

Tudor

Pickering

has

advised

that

it

believes

that

its

analyses

must

be

considered

as

a

whole,

and

that

selecting

portions

of

its

analyses

and

of

the

factors

considered

by

it,

without

considering

all

analyses

and

factors

in

their

entirety,

could

create

a

misleading

or

incomplete

view

of

the

evaluation process underlying its opinion.

Safe Harbor Language on Forward Looking Statements:

This

presentation

includes

"forward-looking

statements"

within

the

meaning

of

Section

27A

of

the

Securities

Act

of

1933,

as

amended,

and

Section

21E

of

the

Securities

Exchange

Act

of

1934,

as

amended.

These

statements

express

a

belief,

expectation

or

intention

and

are

generally

accompanied

by

words

that

convey

projected

future

events

or

outcomes.

We

have

based

these

forward-looking

statements

on

our

current

expectations

and

assumptions

and

analyses

made

by

us

in

light

of

our

experience

and

our

perception

of

historical

trends,

current

conditions

and

expected

future

developments,

as

well

as

other

factors

we

believe

are

appropriate

under

the

circumstances.

However,

whether

actual

results

and

developments

will

conform

with

our

expectations

and

predictions

is

subject

to

a

number

of

risks

and

uncertainties,

including

the

ability

to

obtain

governmental

approvals

of

the

merger

on

the

proposed

terms

and

schedule,

the

failure

of

SandRidge

or

Arena

stockholders

to

approve

the

merger,

the

risk

that

the

businesses

will

not

be

integrated

successfully,

credit

conditions

of

global

capital

markets,

changes

in

economic

conditions,

regulatory

changes,

and

other

factors,

many

of

which

are

beyond

our

control.

We

refer

you

to

the

discussion

of

risk

factors

in

Part

I,

Item

1A

-

"Risk

Factors"

of

the

Annual

Report

on

Form

10-K

filed

by

SandRidge

with

the

SEC

on

March

1,

2010;

Part

II,

Item

1A

–

"Risk

Factors"

of

the

Quarterly

Report

on

Form

10-Q

for

the

quarter

ended

March

31,

2010

filed

by

SandRidge

with

the

SEC

on

May

7,

2010;

and

Part

I,

Item

Safe

Harbor

Language

on

Forward

Looking

Statements:

1A

-"Risk

Factors"

of

the

Annual

Report

on

Form

10-K

filed

by

Arena

with

the

SEC

on

March

1,

2010.

All

of

the

forward-looking

statements

made

in

this

communication

are

qualified

by

these

cautionary

statements.

The

actual

results

or

developments

anticipated

may

not

be

realized

or,

even

if

substantially

realized,

they

may

not

have

the

expected

consequences

to

or

effects

on

our

company

or

our

business

or

operations.

Such

statements

are

not

guarantees

of

future

performance

and

actual

results

or developments may differ materially from those projected in the forward-looking statements. We undertake no obligation to update or revise any forward-looking statements.

3

SandRidge & Arena: Key Attributes of the Combination

Complementary assets that will

be maximized through the

combined entity

Strategic Rationale

Merger has the unanimous

support of both companies’

boards and management teams

and ARD stock trades in tight

range to implied offer price

Strong Endorsement for

Transaction

Arena stockholders’

pro forma

ownership significantly exceeds

Arena’s relative operational

contribution to the combined

company (47.2% owned by ARD

stockholders’

pro forma)

Disproportionate Ownership for

Arena Stockholders

Arena trading among the best in

peer group

SandRidge is trading above the

median of market peers

Strong Post Announcement

Trading Performance

Acquisition premium exceeds

market medians across sectors

for similar mergers

Transaction multiples are at the

top of the range versus

comparable transactions

2010E EBITDA (x): 8.6x

Price/ 2010E Cash Flow (x): 8.5x

Reserve Value ($ / Boe): $19.51

Production ($ / Mboe/d): $164.4

Top Quartile Transaction

Multiples

Breakup fee reduced below

market norm

30-day ‘go-shop’

period  from

June 1 –

July 1 to actively solicit

competitive bids

Go-Shop Provided Solid Market

Test of Deal

June 2, 2010:

Transaction

Terms are

Amended

4

SandRidge

& Arena: Merger Update

Increased consideration payable to Arena stockholders

–

Cash consideration raised from $2.50 per share to $4.50 per share

–

Following

the

amendment,

each

outstanding

share

of

Arena

will

be

converted

in

the

merger

into

the

right

to

receive

4.7771

shares

of

SandRidge

common

stock

plus

$4.50

per

share

in

cash

Introduced a 30-day "go-shop" period, which commenced on June 1, 2010 and expired on July 1, 2010

–

Permitted Arena to proactively solicit competing takeover proposals

Reduced termination fee

–

From

$50

million

to

$39

million,

representing

approximately

2.9%

of

the

equity

value

of

Arena

under

the revised merger terms at the time of the announcement

30-day "go-shop" period concluded on July 1, 2010

24 companies were contacted by SunTrust Robinson Humphrey, Inc. (financial advisor to Arena), after

a thorough pre-screen of possible strategic acquirers based on:

–

Wherewithal for a sizable acquisition

–

Presence

in

the

Permian

Basin

or

other

oil

plays

or

an

expressed

interest

in

acquiring

oil

assets

Despite wide-spread news and industry coverage of the “go-shop”, only two reverse inquiries were

received—both from entities with smaller market capitalizations than Arena

–

Arena effectively put in play since initial announcement on April 4

While several parties expressed initial interest in Arena and its assets, none executed a confidentiality

agreement or submitted a takeover proposal which could reasonably be expected to result in a

Company Superior Proposal

Market

affirmed

the

merger

with

SandRidge

as

the

best

strategic

transaction

available

to

Arena

stockholders

Results of “Go-

Shop”

Period

Updated terms represent a unanimously approved transaction supported by both management teams and boards

of directors—includes a period of over 75 days where Arena has been "in play"

with no other buyer interest

Despite Q1’10 production growth, Arena is hitting inventory wall with a limited supply of reserve and acreage to develop and

continues to face operational hurdles 

Standalone Arena would likely need to look for a complete and transformational acquisition to maintain its growth

Combined

entity

offers

over

14,000

drilling

locations

and

over

11

Tcfe

of

inventory

to

support

future

growth

–

100% of Arena standalone represents 2,700 drilling locations; 47.2% of combined entity represents 7,000 locations

5

Why This

Deal, Now,

for Arena?

Merger fully recognizes the value Arena has created for its stockholders to date

Arena stockholders receive 47.2% ownership stake in pro forma entity compared to an operational contribution from Arena of

27%

(a)

Transaction multiples are among the highest in peer trading levels and comparable transactions

Arena has consistently communicated a clear rationale for merging with SandRidge

and believes the results of the

“Go-Shop”

process further affirm the competitiveness of the SandRidge

transaction

Compelling

Valuation

Accelerated capital expenditures in the combined company will result in greater growth than Arena standalone

Operational

efficiencies

from

SandRidge

rig

fleet

of

$5.0-17.0MM

per

incremental

rig

(b)

G&A savings present value of over $100MM

(b)

Increased hedging capacity to lock-in incremental $1.5-2.0 billion revenue for $3 billion total revenue hedged

Proven access to the capital markets

(a)

Operational

contribution

percent

is

the

average

of

the

following

metrics:

2009

SEC

PV-10,

2009

12/31/09

Spot

PV-10,

10-year

Average

NYMEX

Strip

PV-10,

2009

Proved

Reserves,

2009

Proved

Developed

Reserves

&

Q1’10

Production

(b)

Based

on

constant

NYMEX

oil

prices

varying

between

$70

and

$85/bbl

and

$4.50/MMBtu

NYMEX

gas

escalating

to

$6.00

in

2014.

Impact

based

on

hypothetical

Fuhrman-Mascho

type

curve.

Assumes

discount

rate

of

12%,

$8.50/Boe

operating

costs,

production

and

ad

valorem

taxes

of

5.0%

of

revenue,

production

related

G&A

of

$1.50/Boe,

oil

differential

of

($5.00)/bbl

and

gas

differential

of

$1.00/Mcf

(due

to

liquids

content)

Superior

Upside

Strategic Fit

Enhanced

Management

Depth

Synergies

Arena’s assets plug-in to SandRidge’s

current oil portfolio

SandRidge

has extensive operational expertise to optimize Fuhrman-Mascho

Added scope and diversity of asset base provides revenue generating insurance, cost competitive advantages and optionality

around production mix

SandRidge

has proven team with complete complement of geological, operational and financial expertise

–

SandRidge

brings a team of ~35 geologists and ~50 engineers to Arena’s team of 3 geologists

–

Although Arena’s board recognizes the need for a transformational acquisition, Arena has not historically purchased and

integrated large scale acquisitions

SandRidge

team is vested and committed to the growth of the combined entity

–

Tom

Ward,

CEO,

owns

12.6%

of

SandRidge;

Insiders

hold

20.7%

on

a

standalone

basis

$0

$80

$160

$240

$320

$400

0

4,000

8,000

12,000

16,000

20,000

2010

2012

2014

2016

2018

2020

2022

2024

$0

$500

$1,000

$1,500

$2,000

$2,500

0

20,000

40,000

60,000

80,000

100,000

2010

2012

2014

2016

2018

6

Arena Gains Enhanced Growth Profile

Arena’s reserve development is front-loaded with proved reserves peaking in 2012

As standalone entity, Arena would face pressure to replace drilling inventory for future growth; the Company would

likely need to pursue strategic acquisitions or a merger in the next few years

SandRidge has a significantly larger reserve base with significant growth opportunities through 2014 and beyond

Strategic combination enables Arena to take advantage of existing premium valuation

Arena has a strong portfolio of assets with significant near-term opportunities, but standalone sees a run-off of

reserves over the next few years

Arena 3P Production

(a)

SandRidge 3P Production

(a)

Standalone Arena Needs Future Source of Growth

Arena’s 3P Reserves peak in 2014

SD has considerable running room with its inventory of

reserves

Source: SandRidge investor presentations & Company management

(a)

3P Production and capital expenditures based on management expectations as of YE 2009

PDP

PBP

PNP

PUD

Prob

Poss

CAPX

Q1'10

Production

Proved

Reserves

Proved Dev.

Reserves

NYMEX

PV-10

SEC PV-10

Drilling

Locations

100% ARD Standalone

ARD stockholders' 47.2% Stake in Combined Entity

7

Arena Stockholders Will Own Piece of Larger Pie

The SandRidge

transaction is accretive to ARD stockholders across all metrics

8.2MBoe/D

69.3 MMBoe

135.9 MMBoe

26.3 MMBoe

77.1 MMBoe

2,700

7,000

$1,121 MM

$1,266 MM

$1,820 MM

$2,554 MM

27.3 MBoe/D

Source:

SandRidge

investor

presentations

&

Company

management

(a)

ARD

stockholders’

pro

forma

stake

in

combined

entity

calculated

based

on

ARD

stockholders’

47.2%

ownership

in

combined

entity

multiplied

by

pro

forma

metrics

Arena stockholders receive 47.2% ownership stake in pro forma entity

(a)

A combination with SandRidge

offers Arena’s stockholders greater exposure to oil assets and a significantly larger production and

reserve base across both oil and gas

Combined entity increases reserve base and drilling inventory substantially

–

Drilling

Locations

increase

from

2,700

to

over

14,000

(5,700

oil

well

drilling

locations)

–

Proved

developed

reserves

in

increase

from

26.3

MMBoe

to

163.4

MMBoe

$10.00

$11.91

$8.51

$0.00

$6.00

$12.00

$18.00

Analyst

price targets (a)

Future share price

(peer mults) (b)

Future share price

(current mults) (b)

SandRidge implied value per share

8

SandRidge

Value Potential

(a)

Based on public information analysis

(b)

Future

share

prices

of

Arena

and

SandRidge

calculated

by

multiplying

2013E

cash

flow

per

share

by

select

multiples.

The

peer

multiples

used

for

Arena

and

SandRidge

were

5.3x

and

4.9x,

respectively,

and

the

current

multiples

for

Arena

and

SandRidge

were 6.3x and 3.5x, respectively. An equity discount rate of 13% was then used to discount the future share prices to the present

(c)

Utilizes

Forest

purchase

multiple

of

$94.7

/

MBoe

/

d

less

2010

YTD

capex

of

$70

million

(d)

Utilizes

Arena

purchase

multiple

of

$164.4

/

MBoe

/

d

(based

on

Q1’10

production)

less

2010

YTD

capex

of

$70

million

Source:

Supplement

to

joint

proxy

statement/prospectus;

Permian

production

per

SandRidge

management

SandRidge

Permian Production

Rapid growth due to recent activity in new Permian assets acquired

from Forest Oil

Able

to

achieve

growth

on

previously

zero

growth

asset

due

to

in

place

operational expertise

–

Put backup midstream processing partners in place

–

Installed redundant electrical systems

SandRidge

has substantial upside potential and a proven ability to enhance value through operational expertise

Implied SandRidge

Standalone Value

Unlocking Additional Value

Recently signed LOI for proposed $140MM Cana Shale

divestiture highlights hidden asset value not recognized by the

market

–

No associated proved reserves or current production

Complementary geographic overlap in the Permian Basin and

extending into the West Texas Overthrust

Center of SandRidge’s

oil field service operations (Ft. Stockton)

within ~60 miles of all major assets of both SandRidge

and

Arena

Immediate ability to employ inactive, owned rigs in the region

SandRidge

is currently one of the largest contractors in the

region of pressure pumping, workover

rigs, gas processing and

storage, and infrastructure requirements

Production Increase

@ Forest Permian

Multiple

(c)

@ Arena Permian

Multiple

(d)

2,440 Boe/d

$161 million

$331 million

Value Creation

Average standalone price:

$10.14

Percent above current:

71%

SD Price as of 6/1/10:

$6.10

Liquids

57%

Gas

43%

PF Proved Reserves (YE 09)

9

Vision of Future Growth

Arena benefits from significant synergy potential that can be realized as a result of the unique strategic fit for both

companies

(a)

Production reflects December 2009 average for SD; 3/2/2010 for ARD

(b)

Based

on

constant

NYMEX

oil

prices

varying

between

$70

and

$85/bbl

and

$4.50/MMBtu

NYMEX

gas

escalating

to

$6.00

in

2014.

Impact

based

on

hypothetical

Fuhrman-Mascho

type

curve.

Assumes

discount

rate

of

12%,

$8.50/Boe

operating costs, production and ad valorem taxes of 5.0% of revenue, production related G&A of $1.50/Boe, oil differential of ($5.00)/bbl and gas differential of $1.00/Mcf (due to liquids content)

Source: SandRidge

Company Presentation

West Texas Asset Overlap

Combined Company . . . .a Leading Permian Player

Continued significant oil exposure through combined entity

–

SandRidge

currently produces more oil than Arena. Q1’10 oil

production was 1.2 MMBbls

compared to Arena’s 0.6 MMBbls

Creation of a leading Permian player with significant operational and

basin expertise, 21.5 Mboe/d

production and 183 Mmboe

reserves

within a combined company with 57.8 Mboe/d

production

(a)

and

reserves of 288 MMboe

–

Provides ownership in SandRidge’s

desirable, recently acquired

Forest Permian assets

–

Combined 5,700 potential oil well drilling locations

Exposure to significant oil development potential from multiple assets

SandRidge’s

financial performance responds favorably to changes in

both oil and gas prices

–

A $10 / bbl change in oil price represents an $8.9MM increase in

2010E EBITDA

(b)

–

Similarly, a $1 / MMBtu

change in gas prices represents a $9.1MM

increase in 2010E EBITDA

(b)

SandRidge’s

asset mix means that shareholders are able to capitalize on

favorable long-term commodity trends—both oil & gas

Liquids

58%

Gas

42%

PF Q1' 10 Revenue

Liquids

82%

Gas

18%

PF PV-10 (YE 2009)

10

Attractive Valuation and Consideration to Arena Stockholders

(a)

Based on unaffected offer value as of June 1, 2010

(b)

Deal

value

in

excess

of

median

utilizes

proved

reserves

of

69.3

MMBoe,

Q1

production

of

8,217

Boe

/

d

and

FY

+

1

EBITDA

of

$162

million

(c)

Corporate

Transaction

Multiples

are

North

American

precedent

deals

over

$200MM

in

enterprise

value

with

pro

forma

ownership

between

43%-51%

over

the

last

10

years

(Source:

Dealogic)

(d)

Based

on

public

information

analysis

(e)

Based

on

6/1/10

Tudor

Pickering

DCF

analysis

of

SandRidge

and

Arena

using

disclosed

commodity

price

sensitivities

(f)

Based

on

6/1/10

Tudor

Pickering

NAV

analysis

of

SandRidge

and

Arena

using

disclosed

commodity

price

sensitivities

(g)

Based

on

6/1/10

Tudor

Pickering

NAV

analysis

–

operating

case

using

NYMEX

strip

as

of

5/28/10

(h)

Future

share

prices

of

Arena

and

SandRidge

were

calculated

by

multiplying

2013E

cash

flow

per

share

by

select

multiples.

The

peer

multiples

used

for

Arena

and

SandRidge

were

5.3x

and

4.9x,

respectively,

and

the

current

multiples

for

Arena

and

SandRidge

were

6.3x

and

3.5x,

respectively.

An

equity

discount

rate

of

13%

was

then

used

to

discount

the

future

share

prices

to

the

present

Source:

Supplement

to

joint

proxy

statement/prospectus.

See

“Opinion

of

Arena’s

Financial

Advisor”

beginning

on

page

S-40

thereof

with

respect

to

Tudor

Pickering

analysis

Comparable Transaction Summary

Implied Value per Share of the Merger Consideration vs. Arena Standalone

Transaction metrics are attractive relative to peer medians and merger consideration exceeds Arena’s value on a

standalone basis

Transaction Metrics

Peer Median

Arena at Offer

(a)

Enterprise value / Boe

$12.77

$19.51

Enterprise value / MBoe / d

$58.5

$164.4

Enterprise value / FY + 1 EBITDA

5.8x

8.6x

Transaction Premiums

10-yr Median

(c)

Initial Announcement (4/1/10)

1-day prior

5.8%

16.8%

1-week prior

8.3%

26.8%

Deal Value in Excess of

Median ($mm)

(b)

$467

$870

$454

Arena Transaction Unaffected Premiums

Revised Terms (6/1/10)

7.3%

12.5%

4.1%

3.4%

2.5%

2.1%

-2.1%

-3.6%

-4.6%

-5.6%

-7.9%

-12.4%

-15.0%

-10.0%

-5.0%

0.0%

5.0%

10.0%

15.0%

CXO

Gas

ARD

REN

Oil

CLR

PXD

WLL

DNR

BRY

SandRidge & Peers

Arena & Peers

11

Analysis of Trading Activity Since Amendment of Merger Terms

Since the announcement of the amended merger terms on 6/2/10, SandRidge and Arena have performed better than

their peers

Note:  Market data as of July 1, 2010; Oil & Gas commodity prices based on NYMEX 24-month strip; Median excludes commodities, SD & ARD

Source:  Capital IQ, Bloomberg

Share Price Performance since June 1, 2010 (prior to amendment to merger terms)

median

6.4%

5.3%

3.4%

-2.1%

-3.0%

-3.4%

-5.0%

-5.6%

-5.7%

-8.8%

-15.0%

-10.0%

-5.0%

0.0%

5.0%

10.0%

15.0%

PXP

FST

Gas

Oil

SD

NFX

COG

XEC

SM

XCO

Spread: ARD to Implied Offer Price (weekly averages)

Source: Bloomberg, as of 7/1/10

The spread between Arena’s stock price and the implied offer price has continued to tighten

Market Perspective

12

Appendix

*********

*********

*********

*********

*********

*********

*********

*********

*********

******

Strategic Fit

“Arena management believes they need another leg to the story to continue to grow the Company,

and efforts in acquiring new assets have been unsuccessful of late. The Company also expects

economics

in

the

Fuhrman

Mascho

may

deteriorate

as

it

begins

to

drill

away

from

the

core

over

the

next

few

years.

As

a

result,

ARD

believes

that

this

transaction

gives

the

Company

the

most

potential

upside

as

it

is

acquiring

natural

gas

assets

near

a

potential

bottom

in

the

commodity. ”

RBC

Capital

Markets

(April

6th,

2010)

“The

key

asset

of

Arena

is

the

Fuhrman

Mascho

play

with

low-risk

San

Andres

wells

at

around

4,300

feet

as

well

as

Clear

Fork

potential

at

6,000

feet.

Though

the

stated

reserves

of

Arena

were

69

Mmboe

with

approximately

8,500

Boepd

of

net

production

as

of

early

March,

we

believe

SandRidge

should

be

able

to

greatly

ramp

both

rather

quickly

as

the

company

has

the

resources

to

mitigate

any

midstream

issues

and

has

the

assets

to

become

more

active

with

the properties.”

Wunderlich

Securities

(June

22nd,

2010)

Sales Process

“From

our

perspective,

the

inclusion

of

a

30-day

‘go-shop’

period

addresses

one

of

the

primary

shareholder

concerns

in

that

it

allows

ARD

shareholders

a

broader

evaluation

of

potential

options.

While the amendment extends the near-term uncertainty overhang on SD shares, we do not see a

higher bid as a significant risk given the robust transaction metrics associated with the

current

offer. ”

Bank

of

America

Merrill

Lynch

(June

3rd,

2010)

Premium

Valuation

“The acquisition appears to be a good deal for ARD shareholders, as the deal price was struck

at

just

above

our

target

price.”

C.K.

Cooper

&

Company

(April

5th,

2010)

“Deal metrics point to attractive takeout price: Given the $1.57 billion acquisition price, we

estimate the deal corresponds to $22.70 per proved BOE, $47 per PDP BOE, and $185,000 per

flowing

BOE/D.

Management

had

been

guiding

to

a

30%

production

growth

in

2010.”

UBS

(April

5th,

2010)

Research Analyst Commentary

14

Note: Permission to cite nor quote from the source report was neither sought nor obtained

$164.4

5.8x

$58.5

$12.77

8.6x

$19.51

Proved Reserves ($/Boe)

Daily Production

($/MBoe/d)

2010E EBITDA

$164.4

6.6x

7.6x

$95.0

$20.67

8.5x

8.6x

$19.51

Proved Reserves

($/Boe)

Daily Production

($/MBoe/d)

2010E EBITDA

2010E P / CF

Comparable Company Analysis

(a)

(a)

Comparable companies include: BRY, CXO, DNR, PXD, WLL

Source:

Supplement

to

joint

proxy

statement/prospectus.

See

“Opinion

of

Arena’s

Financial

Advisor”

beginning

on

page

S-40

thereof

with

respect

to

Tudor

Pickering

analysis

Comparables Analysis

Comparable Transaction Analysis

Comparables Median

Arena Merger Consideration

Implied merger consideration represents a premium valuation to Arena stockholders across a variety of measures

15

Source:

Supplement

to

joint

proxy

statement

prospectus.

See

“Opinion

of

Arena’s

Financial

Advisor”

beginning

on

page

S-40

thereof

with

respect

to

Tudor

Pickering

analysis

Transaction Metrics Attractive Relative to Relevant Industry Comparables

Arena’s transaction multiples are significantly better than the median

for comparable transactions across all

standard metrics

Transaction Value /

Acquiror / Target

Year of

Announcement

Proved Reserves

($/Boe)

Daily Production

($/Mboe/d)

EBITDA (year of

announcement)

EBITDA (year following

announcement)

Exxon Mobil / XTO Energy

2009

$17.63       

$82.9

5.9x

6.7x

Denbury / Encore

2009

21.21       

105.1

9.4x

8.4x

Plains Exploration / Pogo

2007

15.02       

65.3

5.0x

5.8x

Petrohawk / KCS

2006

24.37       

72.3

5.3x

4.5x

Occidental Petroleum / Vintage

2005

9.03       

52.0

6.7x

5.0x

Chevron / Unocal

2005

10.32       

44.1

4.9x

5.0x

Petrohawk / Mission Resources

2005

14.52       

53.0

NA

NA

Cimarex Energy / Magnum Huner

2005

12.77       

58.5

4.9x

NA

Noble Energy / Patina Oil & Gas

2004

13.30       

60.3

8.5x

7.6x

Pioneer Natural Resources / Evergreen

2004

8.02       

79.9

10.2x

8.1x

Kerr-McGee / Westport Resources

2004

11.68       

37.7

5.7x

5.8x

Plains Exploration / Nuevo Energy

2004

4.52       

19.0

NA

NA

Whiting Petroleum / Equity Oil

2004

4.70       

24.1

NA

NA

Median

$12.77       

$58.5

5.8x

5.8x

Merger Consideration

$19.51       

$164.4

8.6x

6.9x

16

17

Transaction Premium in Excess of Comparables

Precedent North American transactions

(with target pro forma stockholder ownership >=43% and <=51%, >$200 million over the last 10 years)

Source: Dealogic

(a)

Pro forma Arena stockholder ownership based supplement to joint proxy statement/prospectus

Date

Announced

Target

Acquiror

Industry

Deal Value

($mm)

Target

Ownership %

Prior

1-day

Prior

1-week

03/23/10

FNX Mining Co Inc

Quadra Mining Ltd

Materials

1,284

48.0%

1.8%

2.1%

11/02/09

The Black & Decker Corp

The Stanley Works

Consumer Staples

4,241

49.5%

22.1%

17.2%

07/29/08

Solana Resources Ltd

Gran Tierra Energy Inc

Energy and Power

617

49.0%

25.5%

11.4%

12/07/07

Gemstar-TV Guide Intl Inc

Macrovision Corp

Media and Entertainment

2,306

47.0%

10.7%

12.2%

11/13/07

Tutogen Medical Inc

Regeneration Technologies Inc

Healthcare

274

45.0%

26.7%

14.0%

02/05/07

Hanover Compressor Co

Universal Compression Holdings

Energy and Power

2,074

47.0%

2.4%

5.8%

01/29/07

Abitibi-Consolidated Inc

Bowater Inc

Materials

4,270

48.0%

1.4%

0.8%

11/01/06

Caremark Rx Inc

CVS Corp

Healthcare

25,093

45.5%

21.5%

20.3%

09/19/06

Denison Mines Inc

International Uranium Corp

Materials

386

50.0%

1.6%

8.1%

09/14/06

Cambior Inc

IAMGold Corp

Materials

1,233

43.0%

31.5%

24.1%

06/26/06

XM Satellite Radio Hldgs Inc

Sirius Satellite Radio Inc

Media and Entertainment

5,760

50.0%

26.5%

28.7%

04/21/06

KCS Energy Inc

Petrohawk Energy Corp

Energy and Power

1,879

50.0%

9.6%

18.7%

09/19/05

Acclaim Energy Trust

StarPoint Energy Trust

Financials

1,735

47.0%

(1.5%)

3.5%

06/15/05

Integrated Circuit Systems Inc

Integrated Device Tech Inc

High Technology

1,610

46.0%

21.5%

16.3%

03/21/05

Mykrolis Corp

Entegris Inc

High Technology

474

44.0%

5.0%

2.8%

12/15/04

Nextel Communications Inc

Sprint Corp

Telecommunications

46,514

50.0%

16.7%

10.1%

08/12/04

Varco International Inc

National-Oilwell Inc

Energy and Power

2,944

49.0%

9.2%

10.0%

03/17/04

Apogent Technologies Inc

Fisher Scientific Intl Inc

Healthcare

3,669

43.0%

5.5%

4.7%

02/04/04

Cable Design Technologies Corp

Belden Inc

High Technology

508

45.0%

(0.5%)

(3.9%)

06/20/03

Biogen Inc

IDEC Pharmaceuticals Corp

Healthcare

6,059

49.5%

3.7%

(3.0%)

02/19/03

Sports Authority Inc

Gart Sports Co

Retail

306

50.0%

(0.5%)

5.2%

02/22/02

Visionics Corp

Identix Inc

High Technology

269

47.6%

(7.3%)

(9.7%)

01/27/02

Alberta Energy Co Ltd

PanCanadian Energy Corp

Energy and Power

9,233

46.0%

11.8%

16.7%

01/17/02

Proxim Inc

Western Multiplex Corp

Telecommunications

205

50.0%

(9.0%)

(28.1%)

11/18/01

Conoco Inc

Phillips Petroleum Co Inc

Energy and Power

24,786

43.4%

(0.3%)

(10.2%)

10/01/01

Virata Corp

GlobeSpan Inc

High Technology

391

47.5%

(7.6%)

(6.9%)

09/04/01

Global Marine Inc

Santa Fe International Corp

Energy and Power

3,818

50.6%

16.8%

9.5%

08/29/01

Westvaco Corp

Mead Corp

Materials

5,608

50.2%

5.8%

8.3%

05/23/01

Marine Drilling Cos

Pride International Inc

Energy and Power

1,996

44.0%

13.4%

16.2%

10-yr Median

5.8%

8.3%

SandRidge Energy / Arena Resources transaction with unaffected share price as of 4/1/10

1,535

47.2%

(a)

16.8%

26.8%

SandRidge Energy / Arena Resources transaction with unaffected share price as of 6/1/10

1,285

47.2%

(a)

7.3%

12.5%

Premium to Target Price