Prepared by and upon EXHIBIT 4.2
recordation please return to:
Gray H. Muzzy
Bracewell & Patterson, L.L.P.
711 Louisiana, Suite 2900
Houston, Texas 77002
ACT OF MORTGAGE, SECURITY AGREEMENT,
ASSIGNMENT OF PRODUCTION AND
FINANCING STATEMENT
THE STATE OF TEXAS (S)
(S)
COUNTY OF HARRIS (S)
Be it known that on this 21st day of November, 1996, before me, the
undersigned Notary Public, duly commissioned and qualified in and for the County
and State aforesaid, and therein residing, and in the presence of the
undersigned competent witnesses, whose names are subscribed hereto,
Personally came and appeared FORMAN PETROLEUM CORPORATION, a Louisiana
corporation, whose federal tax identification number is 72-0954774 with a
mailing address of 650 Poydras Street, Suite 2200, New Orleans, Louisiana,
70130-6101 appearing herein through Marvin J. Gay, its duly authorized
Treasurer, acting pursuant to resolutions of the Board of Directors of such
corporation, a certified extract of which are attached hereto
("Mortgagor"),
which Mortgagor through its representative declared unto me, Notary, as follows:
ARTICLE I
DEFINITIONS
-----------
Mortgagor agrees that, as used in this instrument, the following terms
shall have the following meanings:
1.1 "COLLATERAL" means the Realty Collateral, Personalty Collateral and
Immovable Collateral, all proceeds thereof (including without limitation the
right to receive insurance
proceeds attributable to the loss of any portion of the foregoing), and
products, renewals, increases, profits, substitutions, replacements, additions,
amendments and accessions thereof, thereto or therefor.
1.2 "CONTRACTS" means all contracts, operating agreements, farm-out or
farm-in agreements, sharing agreements, mineral purchase agreements, rights-of-
way, servitudes, ease ments, surface leases, permits, franchises, licenses,
pooling, communitization or unitization agreements, unit designations and
pooling orders now in effect or hereafter entered into by Mortgagor affecting
any of the Oil and Gas Properties, Operating Equipment, Immovable Collateral, or
Hydrocarbons now, or hereafter covered hereby, or which are useful or
appropriate in drilling for, producing, treating, handling, storing,
transporting or marketing oil, gas or other minerals produced from any of the
property affected by the Oil and Gas Properties.
1.3 "DEFAULT RATE" means a rate of interest equal to the lesser of 18%
per annum or the Maximum Rate.
1.4 "ENGINEERING REPORT" means that certain report prepared by
Ryder Scott Company for Mortgagor dated July 1, 1996, titled Estimated Future
Reserves and Income Attributable to Certain Leasehold and Royalty Interests in
Boutte Field, Lake Enfermer Field and Manila Village Field.
1.5 "EVENT OF DEFAULT" shall have the meaning set forth in Article 5.1
hereof.
1.6 "HAZARDOUS MATERIALS" means any flammable explosives, radioactive
materials, hazardous wastes, hazardous materials, hazardous or toxic substances,
or related materials as defined in the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, as amended (42 U.S.C. (S) 9601 et seq.),
the Hazardous Materials Transportation Act, as amended (49 U.S.C. (S) 1801 et
seq.) the Resource Conservation and Recovery Act, as amended (42 U.S.C. (S) 6901
et seq.), and in the regulations adopted and publications promulgated pursuant
thereto, and all asbestos (friable or non-friable), petroleum derivatives,
polychlorinated biphenyls, and substances defined as hazardous materials under
any federal, state or local laws, ordinances, codes, rules, orders, regulations
or policies governing the use, storage, treatment, transportation, manufacture,
refinement, handling, production or disposal thereof.
1.7 "HYDROCARBONS" means the oil, gas, casinghead gas, other liquid or
gaseous hydrocarbons and all other minerals in and under or attributable to and
that may be produced, obtained or secured from, the lands covered and affected
by the Oil and Gas Properties, and all products refined therefrom.
1.8 "IMMOVABLE COLLATERAL" means all of Mortgagor's interests now owned
or hereafter acquired in and to all Immovable Operating Equipment and all
proceeds, products,
-2-
renewals, increases, profits, substitutions, replacements, additions, amendments
and accessions thereof, thereto or therefor.
1.9 "IMMOVABLE OPERATING EQUIPMENT" means any of the items described in
the first sentence of paragraph 1.17 which as a result of being incorporated
into realty or structures or improvements located therein or thereon, constitute
immovables under the laws of the State of Louisiana.
1.10 "LENDER" means Joint Energy Development Investments Limited
Partnership, a Delaware limited Partnership, whose Federal tax identification
number is 76-0407964, with offices at 1400 Smith Street, Houston, Texas 77002,
herein represented by Wynne M. Snoots, Jr., Agent and Attorney-in-Fact on behalf
of Enron Capital Corp., the General Partner of the Lender.
1.11 "MAXIMUM RATE" is defined in Article 6.6.
1.12 "MORTGAGE" means this Act of Mortgage, Security Agreement,
Assignment of Production and Financing Statement, as it may be amended, modified
or supplemented from time to time.
1.13 "MORTGAGEE" means the Lender, its successors and assigns, and any
legal owner, holder, assignee or pledgee of any of the Obligations secured
hereby.
1.14 "NOTE" means that certain promissory note of Mortgagor payable to
the order of the Lender in the original principal amount of $4,000,000.00, dated
of even date herewith, and all modifications, amendments, renewals and
extensions thereof.
1.15 "OBLIGATIONS" means (a) the indebtedness evidenced by the Note in
the principal amount and with interest, collection and attorney's fees, all as
provided therein; all renewals, modifications, rearrangements or extensions of
the Note, in whole or in part; any sums which may be advanced or paid by
Mortgagee under the terms hereof on account of the failure of Mortgagor to
comply with the covenants of Mortgagor contained herein; and all other
indebtedness of Mortgagor arising pursuant to the provisions of this Mortgage,
(b) all promissory notes evidencing additional loans which Mortgagee may
hereafter make to Mortgagor, it being anticipated that Mortgagee may make such
additional loans (without having any obligation to do so); (c) all other
indebtedness and liabilities of all kinds of Mortgagor to Mortgagee now existing
or hereafter arising, whether fixed or contingent, joint or several, direct or
indirect, primary or secondary, and regardless of how created or evidenced; (d)
all sums advanced or costs or expenses incurred by Mortgagee, which are made or
incurred pursuant to, or allowed by, the terms of this instrument or any other
instrument executed in connection with the Note, including but not limited to
all legal fees and all engineering and other costs incurred in connection with
Mortgagee's due diligence, plus interest thereon from the date of the advance
-3-
until reimbursement of Mortgagee charged at the Default Rate; (e) all renewals,
extensions, amendments and substitutions of the above whether or not Mortgagor
executes any renewal or extension agreement, any amounts due and payable by
Mortgagor to ECT Securities Corp. and (f) any amounts due and payable by
Mortgagor to Mortgagee under any swap or hedge agreement.
1.16 "OIL AND GAS PROPERTY OR PROPERTIES" means (a) the oil, gas and/or
mineral leases, mineral estates, mineral servitudes, subleases, farm outs,
royalties, overriding royalties, net profits interests, production payments and
similar mineral interests described in Exhibit A attached hereto and made a part
hereof for all purposes, (b) any wells, production unit or units and wells which
may affect all or any portion of such mineral interests including, without
limitation, those units which may be described or referred to on Exhibit A or
any unit created under orders, regulations, rules or other official acts of any
Federal, state or other governmental body or agency having jurisdiction, (c) any
other interest in, to or relating to (i) all or any part of the land or leases
described in Exhibit A or (ii) any of the estates, property rights or other
interests referred to above, and (d) any instrument executed in amendment,
correction, modifica tion, confirmation, renewal or extension of the same.
1.17 "OPERATING EQUIPMENT" means all surface or subsurface machinery,
fixtures, equipment, facilities, supplies or other property of whatsoever kind
or nature (excluding drilling rigs, trucks, automotive equipment or other
property taken to the premises to drill a well or for other similar temporary
uses) now or hereafter located on or attributable to any of the property
affected by the Oil and Gas Properties which are useful for the production,
treatment, storage or transportation of Hydrocarbons, including, but not limited
to, all oil wells, gas wells, water wells, injection wells, casing, tubing,
rods, pumping units and engines, christmas trees, derricks, separators, gun
barrels, flow lines, tanks, gas systems (for gathering, treating and
compression), water systems (for treating, disposal and injection), power
plants, poles, lines, transformers, starters and controllers, machine shops,
tools, storage yards and equipment stored therein, buildings and camps,
telegraph, telephone and other communication systems, roads, loading racks and
shipping facilities. Operating Equipment shall not include any items
incorporated into realty or structures or improvements located therein or
thereon in such a manner that they constitute immovables under the laws of the
State of Louisiana.
1.18 "PERSONALTY COLLATERAL" means all of Mortgagor's interest now
owned or hereafter acquired in and to (i) all Operating Equipment, (ii) all
Hydrocarbons severed and extracted from or attributable to the Oil and Gas
Properties, including oil in tanks, (iii) all accounts (including, but not
limited to, accounts resulting from the sale of Hydrocarbons at the wellhead),
contract rights and general intangibles now or hereafter arising in connection
with the sale or other disposition of any Hydrocarbons, (iv) all Contracts and
all general intangibles now or hereafter arising in connection with or resulting
from Contracts, (v) all proceeds and products of the Realty Collateral and/or
Immovable Collateral, and (vi) all rents, issues,
-4-
proceeds, products, renewals, increases, profits, substitutions, replacements,
additions, amendments and accessions of, to or for all of the property described
in this subparagraph.
1.19 "REALTY COLLATERAL" means all of Mortgagor's interest now owned or
hereafter acquired, legal or beneficial in and to the Oil and Gas Properties and
all unsevered and unextracted Hydrocarbons (even though Mortgagor's interest
therein be incorrectly described in, or a description of a part or all such
interest be omitted from, Exhibit A).
1.20 "UNIFORM COMMERCIAL CODE" OR "UCC" shall have the meaning set
forth in Section 5.3.
ARTICLE II
CREATION OF PRIVILEGE AND SECURITY INTEREST
-------------------------------------------
2.1 MORTGAGE AND PLEDGE. In order to secure the full and punctual
payment and performance of the Obligations, and the performance of the covenants
and obligations contained herein, Mortgagor does by these presents specially
mortgage, pledge, assign, hypothecate and warrant unto and in favor of
Mortgagee, for itself and as collateral agent on behalf of ECT Securities Corp.
and any holder of Obligations described in clause (f) of the definition of
Obligations, the Realty Collateral and Immovable Collateral, together with the
right to receive insurance proceeds attributable to the insurance loss of such
property (as provided in LSA R.S. 9:5386).
2.2 SECURITY INTEREST. For the same consideration and to further
secure the Obligations, Mortgagor hereby grants to Mortgagee for itself and as
collateral agent on behalf of ECT Securities Corp. and any holder of Obligations
described in clause (f) of the definition of Obligations, a security interest in
and to the Personalty Collateral and the Immovable Collateral.
2.3 FUTURE ADVANCES. This Mortgage secures all future advances and
obligations constituting Obligations. The total amount of Obligations secured
by this instrument (including without limitation as a mortgage and as an
assignment, and including without limitation all advances and Default Rate
interest hereunder) may decrease or increase from time to time, but at no time
shall the total amount of Obligations secured hereby exceed the sum of
$100,000,000.
-5-
ARTICLE III
PROCEEDS FROM PRODUCTION
------------------------
3.1 ASSIGNMENT OF PRODUCTION.
------------------------
(a) Mortgagor, in order to further secure the Obligations, up to the
maximum amount provided above in Section 2.3, effective as of the date hereof
at 7:00 a.m. Central Time, U.S.A., has assigned, transferred, conveyed and
delivered and does hereby assign, transfer, convey and deliver unto Mortgagee
for itself and as collateral agent on behalf of ECT Securities Corp. and any
holder of Obligations described in clause (f) of the definition of
Obligations, Mortgagor's interest, now owned or hereafter acquired, in and to
the Hydrocarbons (or the proceeds therefrom), the same to be delivered into
pipelines connected to the Oil and Gas Properties, or to any other purchaser
thereof to the credit of Mortgagee.
(b) All parties producing, purchasing, taking, possessing, processing or
receiving any production from the Oil and Gas Properties, or having in their
possession any such production or the proceeds of runs for which they or
others are accountable to Mortgagee by virtue of the provisions of this
Article 3.1, are authorized and directed by Mortgagor to treat and regard
Mortgagee as the assignee and transferee of Mortgagor and entitled in its
place and stead to receive Mortgagor's interest, now owned or hereafter
acquired, in and to the Hydrocarbons and the proceeds thereof.
(c) Mortgagor directs and instructs each purchaser of production from
the Oil and Gas Properties to pay to Mortgagee all of the proceeds of
Mortgagor's interest, now owned or hereafter acquired, in and to the
Hydrocarbons until such time as such purchaser has been furnished evidence
that all of the Obligations have been paid and that the privilege evidenced
hereby has been released. Mortgagor authorizes Mortgagee to receive and
collect all sums of money derived from the proceeds of all of Mortgagor's
interest, now owned or hereafter acquired in and to the Hydrocarbons, and no
purchaser of any production from the Oil and Gas Properties shall have any
responsibility for the application of any funds paid to Mortgagee.
(d) Mortgagee may (i) endorse and cash any and all checks and drafts
payable to the order of Mortgagor or Mortgagee for the account of Mortgagor,
received from or in connection with the revenues and proceeds of the
Hydrocarbons affected hereby, and the same may be applied as provided herein
and (ii) execute any transfer or division orders in the name of Mortgagor or
otherwise, with warrants and indemnities binding on Mortgagor; provided that
Mortgagee shall not be held liable for, nor be required to verify, the
accuracy of Mortgagor's interests as represented therein.
-6-
(e) Mortgagee shall have the right at Mortgagee's election and in the
name of Mortgagor, or otherwise, to prosecute and defend any and all actions
or legal proceed ings deemed advisable by Mortgagee in order to collect such
funds and to protect the interests of Mortgagee and/or Mortgagor, with all
reasonable costs, expenses and attor neys fees incurred in connection
therewith being paid by Mortgagor.
(f) The foregoing provisions of this Section 3.1 shall constitute an
absolute and present assignment of all Mortgagor's interest in the
Hydrocarbons. Mortgagee grants to Mortgagor a conditional license to receive
and sell such Hydrocarbons, and the proceeds therefrom, and to use the same
in accordance with the terms of this Mortgage until Mortgagee delivers
written notice to Mortgagor that Mortgagee has elected to terminate such
license at which time such conditional license shall terminate without
further notice or action on the part of Mortgagee. The existence or exercise
of such conditional license shall not operate to subordinate this assignment,
in whole or in part, to any subsequent assignment by Mortgagor permitted
hereunder, and any such subsequent assignment by Mortgagor shall be subject
to the rights of Mortgagee hereunder.
3.2 APPLICATION OF PROCEEDS. All payments received by Mortgagee
pursuant to this Article III shall either be held by Mortgagee in a cash
collateral account as additional Collateral or, at the option of Mortgagee,
applied at the time of receipt, or from time to time at the discretion of
Mortgagee if held in such cash collateral account, as follows:
(a) First, to the satisfaction of all costs and expenses incurred in
connection with the collection of such proceeds, and the payment of any part
of the Obligations not represented by a written instrument;
(b) Second, to the payment of all accrued interest on the Obligations;
(c) Third, to the payment of any then due and owing principal
constituting part of the Obligations; and
(d) The balance, if any, shall be released to Mortgagor, if not retained
by Mortgagee in the cash collateral account.
3.3 RELEASE OF PROCEEDS. Mortgagee or any future Mortgagee or
Mortgagees may at any time and from time to time release to Mortgagor or its
order all or any portion of the funds received from the proceeds of oil, gas or
other minerals as provided in this Article III without in any wise impairing,
releasing or discharging the lien, privilege and security of this instrument,
and the pledge and assignment herein provided for or affecting the validity
thereof.
-7-
3.4 MORTGAGOR'S PAYMENT DUTIES. Nothing contained herein will limit
Mortgagor's absolute duty to make payment of the Obligations when the proceeds,
if any, received by Mortgagee pursuant to this Article are insufficient to pay
the same, and the receipt of proceeds under this Article will be in addition to
all other security now or hereafter existing to secure payment of the
Obligations.
3.5 LIABILITY OF MORTGAGEE. Mortgagee is hereby absolved from all
liability for failure to enforce collection of any of such proceeds, and from
all other responsibility in connec tion therewith except the responsibility to
account to Mortgagor for proceeds actually received by Mortgagee.
3.6 INDEMNIFICATION. Mortgagor agrees to indemnify Mortgagee against
all claims, actions, liabilities, judgments, costs, attorneys fees or other
charges of whatsoever kind or nature (hereafter referred to in this Article as
"Claims") made against or incurred by Mortgagee as a consequence of the
assertion either before or after the payment in full of the Obligations, that
Mortgagee received Hydrocarbons or proceeds pursuant to this Article III which
were claimed by third persons. Mortgagee will have the right to employ
attorneys and to defend against any such Claims and unless furnished with
reasonable indemnity, Mortgagee will have the right to pay or compromise and
adjust all such Claims. Mortgagor will indemnify and pay to Mortgagee all such
amounts as may be paid in respect thereof, or as may be successfully adjudicated
against Mortgagee and all such amounts shall be a part of the Obligation secured
by this instrument. The liabilities of Mortgagor as set forth in this Article
will survive the termination of this instrument.
ARTICLE IV
MORTGAGOR'S WARRANTIES AND COVENANTS
------------------------------------
4.1 PAYMENT AND PERFORMANCE OF OBLIGATIONS. Mortgagor covenants and
agrees that Mortgagor shall punctually pay when due all interest and principal
comprising the Obliga tions secured by this instrument and all other amounts
and indebtedness secured and to be secured hereby and will perform all of the
terms, covenants and provisions of any loan or other agreement entered into by
Mortgagor and Mortgagee in connection herewith.
4.2 WARRANTIES. Mortgagor warrants as follows:
(a) Mortgagor has good and marketable title to the Collateral free from
all liens, security interests or other encumbrances except as specifically
permitted by the provisions of Article 4.4(h) below. Notwithstanding
anything contained in Exhibit A to the contrary, Mortgagor's ownership of the
Oil and Gas Properties and the undivided interests therein as specified will
afford Mortgagor not less than those net interests in the production from the
Collateral (or properties now or hereafter pooled or unitized therewith), or
production which is allocated to such Oil and Gas Properties, and (ii) will
-8-
cause Mortgagor to bear not more than that portion of the costs of drilling,
developing and operating such leases, than those set forth in the Engineering
Report; none of the Collateral is subject to a production sales contract;
none of the Collateral is subject at present to any regulatory refund
obligation and to Mortgagor's knowledge no facts exist which might cause the
same to be imposed;
(b) Mortgagor has the full power, authority and legal right to execute
the Note and any and all other instruments entered into in connection
therewith, to perform the Obligations and to mortgage, pledge, assign and
hypothecate the Collateral to Mortgagee without the consent of any person and
has all licenses, permits, qualifications and other documentation necessary
or appropriate to own, and if Mortgagor is the operator of any of the
Collateral, to operate the Collateral. Mortgagor (a) is a corporation
validly existing and in good standing under the laws of the State of
Louisiana; (b) has all requisite authority to conduct its business and own
and lease its properties; (c) is qualified and in good standing in every
jurisdiction in which the nature of its business makes qualification
necessary or where failure to qualify could have a material adverse effect on
its financial condition or the performance of its obligations under the Note
and this Mortgage. Mortgagor is in compliance in all respects with all laws
and requirements applicable to its business, the violation of which might
materially affect its obligations hereunder, and has obtained all approvals,
licenses, exemptions and other authorizations from, and has accomplished all
filings, registrations and qualifications with, any governmental agency that
are necessary for the transaction of its business.
(c) The representations of Mortgagor as to quantum and nature of the
interest of Mortgagor in and to the Oil and Gas Properties set forth in the
Engineering Report includes the entire interest of Mortgagor in the Oil and
Gas Properties and are complete and accurate in all respects. There are no
"back-in" or "reversionary" interests held by third parties which could
reduce the interest of Mortgagor in the Oil and Gas Properties except as
expressly set forth in the Engineering Report.
(d) Except as permitted by Article 4.4(h) below or as otherwise
disclosed in writing prior to the date hereof, Mortgagor has not received any
notice of any claim of lien, privilege, right, title or interest to any of
the Collateral from any third party and Mortgagor does not have any knowledge
of any facts, circumstances or conditions which could, by lapse of time or
otherwise, result in any claim of right, title, privilege, lien or interest
by any third party in or to the Collateral.
(e) There are no prior consent rights or preferential purchase rights in
third parties affecting any part of the Collateral.
-9-
(f) No operating or other agreement to which Mortgagor is a party or by
which Mortgagor is bound affecting any part of the Collateral requires
Mortgagor to bear any of the costs relating to the Collateral greater than
the leasehold interest of Mortgagor in such portion of the Collateral, except
in the event Mortgagor is obligated under an operating agreement to assume a
portion of a defaulting or non-consenting party's share of costs.
(g) Mortgagor has not received any prepayment prior to the date hereof
under any agreement providing for the sale by Mortgagor of Hydrocarbons which
agree ment contains a "take or pay" clause or similar arrangement that
obligates Mortgagor to deliver Hydrocarbons at some future time without then
or thereafter receiving full payment therefor.
(h) Mortgagor is not obligated to "make up" any deliveries of oil or gas
to any third party out of the production from any of the Oil and Gas
Properties.
(i) No approval or consent of any person or of any regulatory or
administrative commission or authority or of any other governmental body is
necessary under any existing laws or regulations (A) to authorize the
execution and delivery of this instrument or of any written instruments
constituting part or all of the Obligations or (B) except as may be provided
by the rules of the Louisiana Department of Conservation or the relative
state regulatory authority having jurisdiction over oil and gas operations in
Louisiana, to authorize the observance or performance by Mortgagor of the
covenants contained in this instrument or in the written instruments
constituting all or part of the Obligations.
(j) To the best of Mortgagor's knowledge, after due inquiry and
investigation, all information and other data contained in statements or
reports furnished to Mortgagee by or on behalf of Mortgagor relating to the
Collateral was complete and accurate when made or delivered to Mortgagee and
did not omit to state any material facts necessary to make the information
contained therein not misleading.
(k) Each oil and gas lease constituting a portion of the Collateral is
valid and subsisting, all covenants, conditions and obligations contained in
each such oil and gas lease and any assignments or agreements relating
thereto have been fully performed and complied with in all material respects,
and there exists no unsatisfied demand or dispute between Mortgagor and any
lessor or any party to any such assignment or agreement.
(l) All proceeds from the sale of Mortgagor's interest in the
Hydrocarbons are currently being paid in full to Mortgagor by the purchaser
thereof on a timely basis and none of such proceeds are currently being held
in suspense by such purchaser or any other party.
-10-
(m) The operation of the Oil and Gas Properties and the sale,
processing, transportation and marketing of Hydrocarbons has been and is
currently being conducted in accordance with all applicable federal, state
and local laws, rules, regulations, orders and ordinances including without
limitation all applicable local, state and federal environmental laws,
regulations, ordinances and administrative and judicial orders relating to
the generation, recycling, reuse, sale, storage, handling, transport and
disposal of any Hazardous Materials.
(n) There is no pending or, to the best knowledge of Mortgagor,
threatened claim, suit, judicial or administrative action or proceeding which
involves or may involve the Collateral or any part thereof or the production
of Hydrocarbons which, if adversely determined to Mortgagor, could have a
material adverse effect on the Collateral or the ability of Mortgagor to
perform its obligations under this instrument.
(o) All taxes, assessments, and governmental charges imposed upon the
Collateral or upon the income and profit of the Collateral have been paid
when due.
(p) The proceeds of the Note shall be used to satisfy all outstanding
trade payables of Mortgagor that are more than ninety (90) days past due.
Upon funding of the proceeds of the Note, there shall exist no trade payables
that are more than ninety (90) days past due.
(q) Mortgagor's federal taxpayer identification number is accurately
stated on page one of this instrument.
(r) The address of Mortgagor's place of business, residence, chief
executive office and office where Mortgagor keeps its records concerning
accounts, contract rights and general intangibles is as set forth in Article
6.12, and there has been no change in the location of Mortgagor's place of
business, residence, chief executive office and office where it keeps such
records and no change of Mortgagor's name during the four months immediately
preceding the date of this instrument.
4.3 FURTHER ASSURANCES.
------------------
(a) Mortgagor covenants that Mortgagor shall execute and deliver such
other and further instruments, and shall do such other and further acts as in
the opinion of Mortgagee may be necessary or desirable to carry out more
effectively the purposes of this instrument, including, without limiting the
generality of the foregoing, the following:
-11-
(i) Prompt correction of any defect in the execution or acknowl-
edgment of this instrument, any written instrument comprising part or all of
the Obligations, or any other document used in connection herewith.
(ii) Prompt correction of any defect which may hereafter be
discovered in the title to the Collateral.
(iii) To indemnify and hold Mortgagee harmless from and against any
and all costs and expenses, including, but not limited to, any and all cost,
expense, loss, damage or liability which Mortgagee may suffer or incur by
reason of the failure of title to all or part of the Collateral or by reason
of the failure or inability of Mortgagor, for any reason, to convey the
rights, titles and interest which this instrument purports to mortgage,
pledge, hypothecate, convey, grant or assign.
(iv) Prompt execution and delivery of all division or transfer
orders or other instruments which in Mortgagee's opinion are required to
transfer to Mortgagee the proceeds from the sale of all of the Mortgagor's
interest in and to all Hydrocarbons.
(v) Prompt payment when due and owing of all taxes, assessments
and governmental charges imposed on this instrument, upon the interest of
Mortgagee or upon the income and profits from any of the above.
(b) Mortgagor covenants that Mortgagor shall maintain and preserve the
first and prior privilege, lien and security interest herein created so long
as any of the Obligations remain unpaid.
(c) Mortgagor covenants to immediately notify Mortgagee of any
discontinuance of or change in the address of Mortgagor's place of business,
residence, chief executive office or office where it keeps records concerning
accounts, contract rights and general intangibles.
(d) Mortgagor covenants that all information to be furnished to
Mortgagee by or on behalf of Mortgagor shall be complete and accurate when
made.
(e) Mortgagor covenants to maintain its existence and continue to be a
corporation in good standing in the states of Texas and Louisiana.
(f) Mortgagor covenants to not permit any sale, assignment, pledge,
merger or transfer of any interest or beneficial interest in Mortgagor, as
the case may be, without the prior written consent of Mortgagee;
-12-
(g) Mortgagor covenants to not create, assume, incur, suffer to exist or
in any manner become liable, directly, indirectly, or contingently in respect
to any debt other than the following:
(i) debt owed to the Mortgagee;
(ii) debt currently outstanding to Endowment Energy Partners,
L.P., a Delaware limited partnership and Endowment Energy Co-
Investment Partnership, a Delaware general partnership
(collectively referred to herein as the "Endowment") which shall
not exceed $36,000,000;
(iii) debt in the form of accounts payable to trade creditors for
goods or services which are not aged more than ninety (90) days
from the billing date and current operating liabilities (other than
for borrowed money) which are not more than ninety (90) days past
due, and each case incurred in the ordinary course of business, as
presently conducted, and paid within the specified time, unless
contested in good faith and by appropriate proceedings; and
(h) Mortgagor covenants to not make any distributions to its
shareholders; and/or not make any advances to or investments in Mortgagor's
subsidiaries or affiliates without the prior written consent of Mortgagee.
4.4 OPERATION OF OIL AND GAS PROPERTIES. As long as any of the
Obligations remain unpaid or unsatisfied, and whether or not Mortgagor is the
operator of the Oil and Gas Properties, Mortgagor shall (at Mortgagor's own
expense):
(a) not enter into any operating agreement, contract or agreement which
materially adversely affects the Collateral;
(b) neither abandon, forfeit, surrender, release, sell, assign,
sublease, farmout or convey, nor agree to sell, assign, sublease, farmout or
convey, nor mortgage or grant a privilege or security interest in, nor
otherwise dispose of or encumber any of the Collateral or any interest
therein, except for releases of leases which have expired by their own terms,
reassignments under existing contract provisions, or the sale of Hydro
carbons in the ordinary course of business, and transactions otherwise
permitted in writing by Mortgagee;
(c) cause the Collateral to be maintained, developed and protected
against drainage and continuously operated for the production and marketing
of Hydrocarbons in a good and workmanlike manner as a prudent operator would
in accordance with
-13-
generally accepted practices, applicable oil and gas leases and Contracts,
and all applicable Federal, state and local laws, rules and regulations,
including all environmental laws;
(d) promptly pay or cause to be paid when due and owing (i) all rentals
and royalties payable in respect of the Collateral; (ii) all expenses
incurred in or arising from the operation or development of the Collateral;
(iii) all taxes, assessments and governmental charges imposed upon the
Collateral, upon the income and profits from any of the Collateral, or upon
Mortgagee because of its interest therein; and (iv) all local, state and
federal taxes, payments and contributions for which Mortgagor may be liable;
and indemnify Mortgagee from all liability in connection with any of the
foregoing;
(e) promptly take all action necessary to enforce or secure the
observance or performance of any term, covenant, agreement or condition to be
observed or performed by third parties under any Contract, or any part
thereof, or to exercise any of its rights, remedies, powers and privileges
under any Contract, all in accordance with the respective terms thereof;
(f) cause the Operating Equipment and the Immovable Collateral to be
kept in good and effective operating condition, and cause to be made all
repairs, renewals, replacements, additions and improvements thereof or
thereto, necessary or appropriate in connection with the production of
Hydrocarbons from the Oil and Gas Properties;
(g) permit and do all things necessary or proper to enable Mortgagee
(through its agents and employees) to enter upon the Oil and Gas Properties
for the purpose of investigating and inspecting the condition and operations
of the Collateral whenever they so desire;
(h) cause the Collateral to be kept free and clear of liens, privileges,
charges, security interests and encumbrances of every character other than
liens:
(i) for taxes, assessments or other governmental charges on the
Collateral if the same shall be inchoate, or are being contested in good
faith and by appropriate proceedings and with respect to which reserves in
conformity with generally accepted accounting principles have been
provided on the books of the Mortgagor;
(ii) imposed by law, such as carriers', warehousemen's and
mechanics' liens and other similar liens arising in the ordinary course of
business which are inchoate or are being contested in good faith and by
appropriate proceeding and with respect to which adequate reserves have
been provided;
-14-
(iii) arising under operating agreements that are described in
Exhibit A and are inchoate or are being contested in good faith and by
appropriate proceedings and with respect to which adequate reserves have been
provided;
(iv) A subordinate lien and security interest created pursuant to
the following: Those various Acts of Collateral Mortgages identified in
Exhibit "A" to a Subordination of Mortgage dated November 20, 1996, executed
by the Endowment for the benefit of Mortgagee (the "Endowment Liens");
(v) in favor of the Mortgagee pursuant to this instrument;
(vi) predial servitudes, restrictions and other similar
encumbrances that, in the aggregate, do not materially interfere with the
use, operation or ownership of the property subject thereto or materially
impair the value thereof; and
(vii) otherwise permitted by Mortgagee in writing.
(i) carry with standard insurance companies and in amounts satisfactory
to Mortgagee the following insurance:
(A) workman's compensation insurance and public liability and
property damage insurance in respect of all activities relating to the
Collateral in which the Mortgagor might incur personal liability for the
death or injury of an employee or third person or damage to or destruction
of another's property; and
(B) to the extent such insurance is carried by others engaged in
similar undertakings in the same general areas in which the Collateral is
located, (i) well control insurance and (ii) insurance in respect of the
Operating Equipment and Immovable Collateral against loss or damage by
fire, lightning, hail, tornado, explosion and other similar risks;
(j) cause all policies of insurance to provide the maximum prior written
notice to Mortgagee of cancellation which the insurance company will provide
and to name Mortgagee as an additional named insured or as a "loss payee";
permit Mortgagee to apply any proceeds of such insurance which it may receive
toward part or full satisfaction of any or all of the Obligations secured
hereby whether or not they are then due and owing and whether or not they are
liquidated or contingent; and permit
-15-
Mortgagee to obtain replacement insurance (which may, but need not, be single
interest insurance in favor of Mortgagee) if any insurance required hereby
expires, is canceled or is otherwise not in full force and effect;
(k) furnish to Mortgagee, upon request, copies of all operating
agreements, oil and/or gas purchase contracts, or other contracts or
agreements relating to the Collateral;
(l) promptly perform all express or implied covenants that are required
to be performed pursuant to any Contract;
(m) to use all cash flow generated by the Collateral from time to time:
first, to pay lease operating expenses relating to the Collateral and general
and administrative expenses approved by Mortgagee which in no event shall
exceed $150,000 per calendar month in the aggregate; second, to pay all trade
payables and third, to the establishment of cash reserves or for capital
expenditures pursuant to an Authority for Expenditure ("AFE") prepared by
Mortgagor and approved by Mortgagee in writing, including reasonable
expenditures necessary for completion of the current workover operations in
the LaFourche Parish School Board No. 1 Well.
4.5 RECORDING. Mortgagor covenants and agrees to promptly (at
Mortgagor's own expense) record, register, deposit and file this and every other
instrument in addition or supple mental thereto, including all applicable
financing statements, in such offices and places within the State of Louisiana,
the state where the Mortgagor has its principal place of business, and with the
Minerals Management Service and at such times and as often as may be necessary
to preserve, protect and renew the privilege and security interest herein
created as a first and prior privilege or security interest on real or personal
property, whether movable or immovable, as the case may be, and otherwise shall
do and perform all matters or things necessary or expedient to be done or
observed by reason of any applicable law or regulation of any state or of the
United States or any other competent authority for the purpose of effectively
creating, perfecting, maintaining and preserving the privilege and security
interest created hereby in and on the Collateral. Mortgagor shall pay all taxes
payable upon the recording of this and every other instrument in addition or
supplement hereto.
4.6 RECORDS, STATEMENTS AND REPORTS. Mortgagor agrees and covenants to
keep proper books of record and account in which complete and correct entries
shall be made of Mortgagor's transactions in accordance with generally accepted
accounting principles and to furnish or cause to be furnished to Mortgagee upon
request or, if such reports are prepared by third parties, when available after
request by Mortgagee, in addition to any information, schedules and reports
required hereby or by any loan agreements entered into by Mortgagee and
Mortgagor in connection herewith, the following:
-16-
(a) As soon as available and in any event within one hundred twenty
(120) days after the end of each fiscal year, a statement of Mortgagor's
financial position as of the end of such fiscal year and the related
statements of revenues and expenses of Mortgagor for such fiscal year,
setting forth in each case in comparative form the figures from Mortgagor's
budget for such fiscal year and actual expenditures for such fiscal year.
Such statements shall be audited by a nationally recognized accounting firm
or other firm reasonably acceptable to Mortgagee, whose report shall be
unqualified and shall further state that such financial statements present
fairly the financial position of Mortgagor as of the end of such fiscal year
and the results of its operations and changes in financial position for such
fiscal year;
(b) As soon as available and in any event within thirty (30) days
following the end of each month, lease operating statements and a report
showing the calculation of cash flow in form and substance consistent with
the current financial report form provided to Mortgagee.
(c) As soon as available and in any event within sixty (60) days after
the end of each quarter, an unaudited statement of Mortgagor's financial
position as of the end of such quarter and the related statements of revenues
and expenses of Mortgagor for such quarter, setting forth in each case in
comparative form the figures from Mortgagor's budget for such quarter and
actual expenses for such quarter;
(d) Quarterly reports showing payment of all applicable severance, ad
valorem and other similar taxes; and
(e) Such other information concerning operation of the Collateral, the
title of Mortgagor to or the interest of Mortgagee in the Collateral and the
business and affairs and financial condition of Mortgagor as Mortgagee may
from time to time reasonably request.
ARTICLE V
DEFAULT AND REMEDIES
--------------------
5.1 EVENTS OF DEFAULT. Mortgagor will be in default under this
instrument upon the happening of any of the following events or conditions
("Event of Default"):
(a) Mortgagor or any endorser, guarantor, surety, accommodation party,
or other person liable upon or for payment of any of the Obligations secured
hereby fails to pay when due any of the Obligations secured hereby or to
perform punctually any other obligation, covenant, term, or provision
contained in or referred to in this instrument or any other instrument
executed in connection herewith, including without limitation the occurrence
of a Default as defined in the Note;
-17-
(b) Any warranty or representation made in this instrument by Mortgagor
or furnished to Mortgagee on behalf of Mortgagor is determined by Mortgagee
to be untrue in any respect which would or might, in Mortgagee's opinion,
result in substantial loss or impairment of the security provided by this
instrument;
(c) The entry of an order for relief under Title 11 of the United States
Code as to Mortgagor or the adjudication of Mortgagor as insolvent or
bankrupt pursuant to the provisions of any state insolvency or bankruptcy
act; the commencement by Mortgagor of any case, proceeding or other action
seeking any reorganization, arrangement, composition, adjustment,
liquidation, dissolution or similar relief for itself under any present or
future statute, law or regulation relating to bankruptcy, insolvency,
reorganization or other relief for debtors; Mortgagor's consent to,
acquiescence in or attempt to secure the appointment of any receiver of all
or any substantial part of its properties or of the Collateral; Mortgagor
shall generally not pay its debts as they become due or shall admit in
writing its inability to pay its debts or shall make a general assignment for
the benefit of creditors; or Mortgagor shall take any corporate action to
authorize any of the acts set forth above in this Paragraph;
(d) Any case, proceeding or other action against Mortgagor shall be
commenced seeking to have an order for relief entered against it as a debtor
or seeking any reorganization, arrangement, composition, adjustment,
liquidation, dissolution or similar relief under any present or future
statute, law or regulation relating to bankruptcy, insolvency, reorganization
or other relief for debtors, or seeking appointment of any receiver for
Mortgagor or for all or any substantial part of its property or for the
Collateral, and such case, proceeding or other action (i) results in the
entry of an order for relief against it which is not fully stayed within
seven business days after the entry thereof, or (ii) remains undismissed for
an aggregate of thirty days (whether or not consecutive); or the possibility
that any portion of the Collateral would, by operation of law or otherwise,
devolve on or pass to any person other than Mortgagor and such situation
shall continue and not be remedied within thirty days after the happening of
any such event;
(e) Mortgagor's title to the Collateral or any substantial part thereof
becomes the subject matter of litigation which would or might, in Mortgagee's
opinion, upon final determination result in substantial impairment or loss of
the security provided by this instrument;
(f) Except as specifically authorized herein, there is substantial
damage to or destruction of or sale of any of the Collateral or the
Collateral is subjected to any privilege, lien or encumbrances not permitted
under subsection 4.4(h); or
-18-
(g) Except as to any default which has been disclosed to Mortgagee in
writing as of the date of this Mortgage, there occurs a default in the
performance of any obligation of Mortgagor to any other party, including but
not limited to, a default under any document executed in connection with or
creating the Endowment Liens.
5.2 ACCELERATION UPON DEFAULT. In addition to the right and privilege to
demand payment of the Note at any time, as set forth therein, and without
limiting the Mortgagee's rights and privileges thereunder, upon the occurrence
of any Event of Default, or at any time thereafter, Mortgagee may, at its
option, declare the entire unpaid principal of and the interest accrued on the
Obligations to be forthwith due and payable, without any protest, presentment,
demand, notice of intent to accelerate, notice of acceleration or further notice
of any kind, all of which are hereby expressly waived by Mortgagor.
5.3 RIGHTS TO COLLATERAL UPON DEFAULT.
(a) Operation of property by Mortgagee. Upon the occurrence of an Event
of Default or at any time thereafter, and in addition to all other rights of
Mortgagee, Mortgagee shall have the following rights and powers (but no
obligation):
(i) To enter upon and take possession of any of the Realty
Collateral, to exclude Mortgagor therefrom, and to hold, use, administer,
manage and operate the same to the extent that Mortgagor could do so;
(ii) To operate the Realty Collateral, without any liability to
Mortgagor in connection with such operations, except for failure to use
ordinary care in the operation of the Realty Collateral; and
(iii) To the extent that Mortgagor could do so, to collect, receive
and receipt for all Hydrocarbons produced and sold from the Realty
Collateral, to make repairs, to purchase machinery and equipment, to conduct
workover operations, to drill additional wells, and to exercise every power,
right and privilege of Mortgagor with respect to the Realty Collateral.
When and if the expenses of such operation and development (including costs
of unsuccessful workover operations or additional wells) have been paid, and
the Obligations have been paid, the Realty Collateral shall be returned to
Mortgagor (providing there has been no foreclosure sale).
(b) Seizure. Mortgagor for itself and its successors and assigns,
agrees and stipulates that it shall be lawful for and Mortgagor authorizes
Mortgagee without making a demand or putting in default, putting in default
being expressly waived, to cause all and singular the Realty Collateral to be
seized and sold by executory or other
-19-
legal process without appraisement (appraisement being hereby expressly
waived) either in its entirety or in lots, or parcels as Mortgagee may
determine to the highest bidder for cash or on such terms as Mortgagee may
direct, Mortgagor for itself, its successors and assigns, hereby
acknowledging the Obligations and confessing judgment for the full amount of
said Note in principal and interest and all other Obligations.
(c) Foreclosure. Upon the occurrence of an Event of Default (as
hereinafter defined), Mortgagee shall have the right and power to proceed by
suit or suits for spe cific performance of any covenant or agreement herein
contained or in aid of the execution of any power herein granted or for any
foreclosure hereunder or for the sale of the Realty Collateral under the
judgment or decree of any court or courts of competent jurisdiction, or for
the appointment of a receiver pending any foreclosure hereunder or the sale
of the Realty Collateral under the order of a court or courts of competent
jurisdiction or under executory or other legal process, or for the
enforcement of any other appropriate remedy. Mortgagor agrees that, in the
event any proceedings are taken under this instrument by way of executory
process or otherwise, any and all declarations of the facts made by authentic
act before a notary public and in the presence of two witnesses, by a person
declaring that such facts lie within his knowledge, shall constitute
authentic evidence of such facts for the purpose of executory process.
(d) Application of Proceeds. The proceeds of any sale of the Collateral
or any part thereof will be applied (A) first, to the payment of all expenses
incurred by Mortgagee; (B) second, to the payment of the Obligations; and (C)
third, the balance, if any, thereafter remaining will be paid to Mortgagor or
Mortgagor's successors or assigns as their interests may appear upon demand
of Mortgagor or Mortgagor's successors or assigns.
(e) Keeper Provisions. Upon the occurrence of an Event of Default,
Mortgagee is authorized prior or subsequent to the institution of any
foreclosure proceedings, to enter upon the Collateral, or any part thereof,
and to exercise without interference from Mortgagor any and all rights which
Mortgagor has with respect to the management, possession and operation of the
Collateral, it being the intention to confer on Mortgagee or Mortgagee's
agent, all of the rights granted to keepers of mineral interests by LSA R.S.
9:5131, et seq. It is hereby agreed that the keeper shall be entitled to
receive as compensation, in excess of its costs and expenses, an amount equal
to one percent of the gross revenues of the Collateral. All costs, expenses
and liabilities of every character incurred by Mortgagee in managing,
operating and maintaining such Collateral shall constitute a demand
obligation owing by Mortgagor to Mortgagee, shall draw interest thereon from
date of expenditure until date paid at the Default Rate, all of which shall
constitute a portion of the Obligations secured by the privilege and lien
evidenced by this instrument.
-20-
(f) Waiver. Mortgagor hereby expressly waives:
(i) The benefit of appraisement as provided for in Articles 2332,
2336, 2723 and 2724 of the Louisiana Code of Civil Procedure and all other
laws conferring the same;
(ii) The demand and three (3) days delay accorded by Articles 2639
and 2721 of the Louisiana Code of Civil Procedure;
(iii) The notice of seizure required by Articles 2293 and 2721 of
the Louisiana Code of Civil Procedure; and
(iv) The benefit of any other provisions of Articles 2331, 2722 and
2723 of the Louisiana Code of Civil Procedure;
and Mortgagor agrees to the immediate seizure of the property subject
hereto in the event of suit hereon, and further, Mortgagee and any
future holder or holders of the Note shall be entitled to all of the
rights and remedies provided in the Louisiana Commercial Laws -- Secured
Transactions (Chapter 9 of the Louisiana Uniform Commercial Code (the
"UCC" or "Uniform Commercial Code")) , by Articles 203-204 of the
Louisiana Mineral Code and by Article 3278 et seq. of the Louisiana
Civil Code.
5.4 ACCUMULATION OF RIGHTS. Every right, power and remedy herein given
to Mortgagee shall be cumulative of and in addition to every other right, power
and remedy herein specifically given and now or hereafter existing; and each and
every right, power and remedy, whether specifically given or otherwise existing,
may be exercised from time to time and so often and in such order as may be
deemed expedient by Mortgagee, and the exercise or the beginning of the exercise
of any such right, power or remedy shall not be deemed a waiver of the right to
exercise at the same time or thereafter any other right, power or remedy. No
delay or omission by Mortgagee in the exercise of any right, power or remedy
shall impair any such right, power or remedy or operate as a waiver thereof or
of any other right, power or remedy then or thereafter existing and no single
sale or series of sales under this Article V shall exhaust Mortgagee's rights
and powers, but such power shall continue to exist for so long as, and may be
exercised in the manner hereinabove provided as often as, the circumstances
require to give Mortgagee full relief hereunder.
5.5 MARSHALING. Mortgagor, for itself and all who may claim through or
under Mortgagor waives, to the extent that Mortgagor may lawfully do so under
applicable law of the State of Louisiana, any and all rights to have the
Collateral marshaled upon any foreclosure of the lien and privilege hereof, or
sold in inverse order of alienation, and Mortgagor agrees that Mortgagee may
cause the Collateral to be sold as an entirety or in parcels as Mortgagee may
direct.
-21-
5.6 RIGHTS TO PERSONALTY COLLATERAL UPON DEFAULT. Upon the occurrence
of an Event of Default, or at any time thereafter, Mortgagee may proceed against
the Personalty Collateral in accordance with the rights and remedies granted
herein with respect to the Realty Collateral, or will have all rights and
remedies granted by the Uniform Commercial Code and this instrument. Mortgagee
shall have the right to take possession of the Personalty Collateral, and for
this purpose Mortgagee may enter upon any premises on which any or all of the
Personalty Collateral is situated and, to the extent that Mortgagor could do so,
take possession of and operate the Personalty Collateral or remove it therefrom.
Mortgagee may require Mortgagor to assemble the Personalty Collateral and make
it available to Mortgagee at a place to be designated by Mortgagee which is
reasonably convenient to both parties. Unless the Personalty Collateral is
perishable or threatens to decline speedily in value or is of a type customarily
sold on a recognized market, Mortgagee will send Mortgagor reasonable notice of
the time and place of any public sale or of the time after which any private
sale or other disposi tion of the Personalty Collateral is to be made. This
requirement of sending reasonable notice will be met if such notice is mailed,
postage prepaid, to Mortgagor at the address designated in Section 6.12 (or such
other address as has been designated as provided herein) at least ten days
before the time of the sale or disposition. In addition to the expenses of
retaking, holding, preparing for sale, selling and the like, Mortgagee will be
entitled to recover reasonable attorney's fees and legal expenses as provided
for in this instrument and in the writings evidencing said Obligations before
applying the balance of the proceeds from the sale or other disposition toward
satisfaction of the Obligations. Mortgagor will remain liable for any
deficiency remaining after the sale or other disposition.
5.7 RIGHTS TO IMMOVABLE COLLATERAL UPON DEFAULT. Upon the occurrence
of any Event of Default, or at any time thereafter, Mortgagee may elect to treat
the Immovable Collateral as either Realty Collateral or as Personalty Collateral
(but not both) and proceed to exercise such rights as apply to the type of
Collateral selected.
5.8 ACCOUNT MORTGAGORS. Mortgagee may, in its discretion, before or
after the occurrence of an Event of Default, notify any account debtors to make
payments directly to Mortgagee and contact account debtors directly to verify
information furnished by Mortgagor. Mortgagee shall not have any obligation to
preserve any rights against prior parties.
ARTICLE VI
MISCELLANEOUS
-------------
6.1 ADVANCES BY MORTGAGEE. Each and every covenant of Mortgagor herein
contained shall be performed and kept by Mortgagor solely at Mortgagor's
expense. If Mortgagor fails to perform or keep any of the covenants of
whatsoever kind or nature contained in this instrument, Mortgagee or any keeper
may, but will not be obligated to, make advances to perform the same on
Mortgagor's behalf, and Mortgagor hereby agrees to repay such sums and any
attorneys' fees incurred in connection therewith on demand plus interest thereon
from
-22-
the date of the advance until paid at the Default Rate. In addition,
Mortgagor hereby agrees to repay on demand any reasonable costs, expenses and
attorney's fees incurred by Mortgagee or any keeper which are to be obligations
of the Mortgagor pursuant to, or allowed by, the terms of this instrument, plus
interest thereon from the date of the advance until paid at the Default Rate.
Any such amounts so paid by Mortgagee or any keeper shall be considered part of
the Obligations secured hereby and shall be secured by this instrument and the
amount and nature of any such payment by Mortgagee and the date when paid shall
be held to be fully and authentically established by affidavit of Mortgagee or
its or their agents, servants or employees, and such amounts shall be paid as
part of the Obligations out of the proceeds of the sale of the Collateral in the
event of foreclosure or other proceedings together with interest thereon at the
rate provided for above; provided, however (a) that the amount of the
Obligations secured and to be secured hereby shall in no event exceed the amount
set out in Article 2.3 above and (b) that the exercise of any right or
advancement or payment of cost or expenses by Mortgagee or any keeper shall in
no manner be construed as a waiver of the rights of Mortgagee to demand payment
on the Note. Mortgagee and any future holder or holders of the Note shall be
and are hereby subrogated to all rights, liens and privileges securing payment
of any debt or claim for the payment of which Mortgagee may make advances
pursuant to the terms hereof.
6.2 DEFENSE OF CLAIMS. Mortgagor shall promptly notify Mortgagee in
writing of the commencement of any legal proceedings affecting Mortgagor's title
to the Collateral or the lien and privilege created hereby, and shall take such
action, employing attorneys agreeable to the Mortgagee, as may be necessary to
preserve Mortgagor's and Mortgagee's rights herein. If Mortgagor fails or
refuses to defend Mortgagor's or Mortgagee's rights in and to the Collateral,
Mortgagee may take such action on behalf of and in the name of Mortgagor and at
Mortgagor's expense. Moreover, Mortgagee may take such independent action in
connection therewith as it may in its discretion deem proper, including, without
limitation, the right to employ indepen dent counsel and to intervene in any
suit affecting the Collateral. All costs, expenses and attorneys' fees incurred
by Mortgagee pursuant to this Article 6.2 shall be paid by Mortgagor on demand
plus interest thereon from the date of the advance by Mortgagee until paid at
the Default Rate.
6.3 PARTIAL RELEASES. The Mortgagee at all times shall have the right
to release any part of the Collateral now or hereafter subject to the lien and
privilege hereof or any part of the proceeds of production or any income herein
or hereafter assigned or pledged or any other security it now has or may
hereafter have securing said indebtedness, without releasing any other part of
said Collateral, proceeds, income or security and without affecting the lien
hereof as to the parts or parties not released, or the right to future proceeds
and income.
6.4 RENEWALS, AMENDMENTS AND OTHER SECURITY. Without notice or consent
of Mortgagor, renewals and extensions of the written instruments constituting
part or all of the Obligations may be given at any time and amendments may be
made to agreements relating to any part of such written instruments or the
Collateral. Mortgagee may take or hold other
-23-
security for the Obligations without notice to or consent of Mortgagor. The
acceptance of this instrument by Mortgagee shall not waive or impair any other
security Mortgagee may have or hereafter acquire to secure the payment of the
Obligations nor shall the taking of any such additional security waive or impair
the lien and security interests herein granted. Mortgagee may resort first to
such other security or any part thereof, or first to the security herein given
or any part thereof, or from time to time to either or both, even to the partial
or complete abandonment of either security, and such action will not be a waiver
of any rights conferred by this instrument.
6.5 ASSIGNMENT AND FINANCING STATEMENT. This instrument will be deemed
to be and may be enforced from time to time as an assignment, chattel mortgage,
contract, deed of trust, financing statement, real estate mortgage, or security
agreement, and from time to time as any one or more thereof if appropriate under
applicable state law. As a financing statement this instrument is intended to
cover all Personalty Collateral and Immovable Collateral, including without
limitation Mortgagor's interest in all Hydrocarbons as and after they are
severed by being reduced to possession at the wellhead and all accounts arising
from the sale thereof at the wellhead. This instrument shall be filed in the
appropriate records of the county or counties or parish or parishes and the
state in which the Realty Collateral is located, in the Uniform Commercial Code
records of a parish in the State of Louisiana or other appropriate office of the
State in which any Personalty Collateral or any Realty Collateral is located and
in the Uniform Commercial Code Records of the state where Mortgagor's principal
place of business is located (if not in Louisiana). At Mortgagee's request
Mortgagor shall execute financing statements covering the Personalty Collateral
and Immovable Collateral, which financing statements may be filed in the Uniform
Commercial Code records of a parish in the State of Louisiana or any other state
or other appropriate office of the state in which any of the Collateral is
located or where Mortgagor has its principal place of business or in the county
where Mortgagor has its principal place of business.
6.6 LIMITATION ON INTEREST. As used herein, the term "Maximum Rate"
shall mean and refer to the maximum rate of nonusurious interest, if any, that
Mortgagee may from time to time charge Mortgagor and in regard to which
Mortgagor would be prevented successfully from raising the claim or defense of
usury under applicable law as now, or to the extent permitted by law, as may
hereafter be, in effect (said law permitting the highest rate being herein
referred to as the "Interest Law"). It is the intention of Mortgagor and
Mortgagee to conform strictly to the Interest Law applicable to this loan
transaction. Accordingly, it is agreed that notwithstanding any provision to
the contrary, the aggregate of all interest and any other charges or
consideration constituting interest under applicable Interest Law that is taken,
reserved, contracted for, charged or received under this Mortgage or otherwise
in connection with this loan transaction shall under no circumstances exceed the
maximum amount of interest allowed by the Interest Law applicable to this loan
transaction. If any excess of interest in such respect is provided for, or
shall be adjudicated to be so provided for, in the Note or in any of the
documents securing payment of the Note or otherwise relating thereto, then in
such event (a)
-24-
the provisions of this paragraph shall govern and control, (b) neither Mortgagor
nor Mortgagor's heirs, legal representatives, successors or assigns or any other
party liable for the payment of the Note shall be obligated to pay the amount of
such interest to the extent that it is in excess of the maximum amount of
interest allowed by the Interest Law applicable to this loan transaction, (c)
any excess shall be deemed a mistake and canceled automatically and, if there
tofore paid, shall be credited on the Note by Mortgagee (or if the Note shall
have been paid in full, refunded to Mortgagor) and (d) the effective rate of
interest shall be automatically subject to reduction to the Maximum Rate allowed
under such Interest Law as now or hereafter construed by courts of appropriate
jurisdiction. All sums paid or agreed to be paid the Mortgagee for the use,
forbearance or detention of the indebtedness evidenced by the Note shall, to the
extent permitted by the Interest Law applicable to this loan transaction, be
amortized, prorated, allocated and spread throughout the full term of the Note.
6.7 UNENFORCEABLE OR INAPPLICABLE PROVISIONS. If any provision hereof
is invalid or unenforceable, the other provisions hereof will remain in full
force and effect and will be liberally construed in favor of Mortgagee in order
to carry out the provisions hereof.
6.8 RIGHTS CUMULATIVE. Each and every right, power and remedy herein
given to Mortgagee will be cumulative and not exclusive, and each and every
right, power and remedy whether specifically herein given or otherwise existing
may be exercised from time to time and as often and in such order as may be
deemed expedient by Mortgagee, and the exercise, or the beginning of the
exercise, of any such right, power or remedy will not be deemed a waiver of the
right to exercise, at the same time or thereafter, any other right, power or
remedy. No delay or omission by Mortgagee in the exercise of any right, power
or remedy will impair any such right, power or remedy or operate as a waiver
thereof or of any other right, power or remedy then or thereafter existing.
6.9 WAIVER BY MORTGAGEE. Any and all covenants in this instrument may
from time to time by instrument in writing by the Mortgagee, be waived to such
extent and in such manner as Mortgagee may desire, but no such waiver will ever
affect or impair Mortgagee's rights hereunder, except to the extent specifically
stated in such written instrument. All changes to and modifications of this
instrument must be in writing by authentic act and signed by Mortgagee.
6.10 TERMS. The term "Mortgagor" as used in this instrument will be
construed as singular or plural to correspond with the number of persons
executing this instrument as Mortgagor. If more than one person executes this
instrument as Mortgagor, their duties, covenants, warranties and liabilities
under this instrument will be joint, several and in solido, and any occurrence
of an Event of Default as to one Mortgagor shall be deemed an Event of Default
as to each Mortgagor. The terms "Mortgagee" and "Mortgagor" as used in this
instrument include the heirs, executors or administrators, successors,
representatives, receivers, and assigns of those parties. This instrument is
binding upon Mortgagor, Mortgagor's successors and assigns, as well as upon
any person, firm or corporation hereafter acquiring title to any
-25-
of the Collateral by, through or under Mortgagor and will inure to the benefit
of Mortgagee and its successors and assigns.
6.1 GOVERNING LAW. THIS INSTRUMENT SHALL BE GOVERNED BY AND CONSTRUED
IN ACCORDANCE WITH THE LAWS OF THE STATE OF LOUISIANA, SUBJECT, HOWEVER, TO THE
EFFECT OF APPLICABLE FEDERAL LAW (INCLUDING, WITHOUT LIMITATION, 12 U.S.C. 85).
6.1 NOTICE. All notices required or permitted to be given by Mortgagor
or Mortgagee shall be given in writing and may be effected by personal delivery,
by facsimile or by placing the same in the U. S. Mail, registered or certified,
return receipt requested, postage prepaid and addressed as follows:
Mortgagor: FORMAN PETROLEUM CORPORATION
650 Poydras Street - Suite 2200
New Orleans, Louisiana 70130-6101
Attn: Marvin J. Gay
Mortgagee: JOINT ENERGY DEVELOPMENT INVESTMENTS
LIMITED PARTNERSHIP
c/o Enron Corp.
1400 Smith Street
Houston, Texas 77002
Attn: Keith Power/Brenda McGee,
Specialists - 28th Floor
With a copy to: JOINT ENERGY DEVELOPMENT INVESTMENTS
LIMITED PARTNERSHIP
c/o Enron Corp.
1400 Smith Street
Houston, Texas 77002
Attn: Wynne M. Snoots
Unless otherwise provided herein, all notices shall be deemed given (i) upon
receipt if hand delivered or sent by facsimile, or (ii) if sent by mail, three
days following the date deposited in the mail. Mortgagor agrees that its
address shall be changed only by depositing notice of such change enclosed in a
post-paid wrapper in a post office or official depository under the care and
custody of the United States Postal Service, certified mail, postage prepaid,
return receipt requested, addressed to Mortgagee at the address set out above
(or to such other address as Mortgagee may have designated by notice given as
provided above, to Mortgagor). Any such notice of change of address of
Mortgagor or Mortgagee or other holder of the Obligations shall be effective
five business days after such deposit.
-26-
6.13 SURETY WAIVERS. Mortgagor agrees that no acceleration of the
maturity of the Obligations, no renewal, extension or rearrangement of or any
other indulgence with respect to the Obligations, no change in the place or
manner of payment of or other change in the terms of the Obligations, no release
of or substitution for any security or other guaranty now or hereafter held by
Mortgagee for payment of the Obligations, no release of any person liable for
payment or purchase of the Obligations, including, without limitation, any
maker, endorser, guarantor or surety (any such other person is referred to
herein as an "Other Liable Party"), no delay in enforcement of payment of the
Obligations and no delay or omission or lack of dili gence or care in
exercising any right or power with respect to the Obligations or any security
therefor or guaranty thereof, shall in any manner impair or affect the rights of
Mortgagee or the obligations, duties and liabilities of Mortgagor hereunder.
Mortgagor agrees that it shall not be necessary or required that Mortgagee make
demand for payment upon any Other Liable Party or present the Obligations for
payment by any Other Liable Party or make protest thereof or give notice to any
Other Liable Party of maturity or nonpayment of the Obligations by any Other
Liable Party or file suit or proceed to obtain or assert a claim for personal
judgment against any Other Liable Party for the Obligations or make any effort
at collection of the Obligations or exercise or assert any other right or remedy
to which Mortgagee is or may be entitled in connection with the Obligations or
any security therefor or assert or file at any time any claim against the assets
or estate of any Other Liable Party as a condition of enforcing this instrument.
Mortgagor waives any right to the benefit of or to require or control
application of any Collateral now existing or hereafter obtained by Mortgagee as
security for the Obligations and agrees that Mortgagee shall have no duty
insofar as Mortgagor is concerned to apply upon any of the Obligations, any
money, payments or other property at any time received by or paid to or in the
possession of Mortgagee. Mortgagor agrees that except for the gross negligence
or willful misconduct of Mortgagee, Mortgagor shall have no recourse or action
against Mortgagee by reason of any action Mortgagee may take or omit to take in
connection with the Obligations or the collection of any sums or amounts herein
mentioned, or in connection with any security or any other guaranty at any time
existing therefor.
6.14 CONDEMNATION. All awards and payments heretofore and hereafter
made for the taking of or injury to the Collateral, or any portion thereof,
whether such taking or injury be done under the power of eminent domain or
otherwise, are hereby assigned, and shall be paid to Mortgagee. Mortgagee is
hereby authorized to collect and receive the proceeds of such awards and
payments and to give proper receipts and acquittances therefor. Mortgagor
hereby agrees to make, execute and deliver, upon request, any and all
assignments and other instruments sufficient for the purpose of confirming this
assignment of the awards and payments to Mortgagee free and clear of any
encumbrances of any king or nature whatsoever. Any such award or payment may,
at the option of Mortgagee, be retained and applied by Mortgagee after payment
of reasonable attorneys' fees, costs and expenses incurred in connection with
the collection of such award or payment toward payment of all or a portion of
the Obligations, whether or not the Obligations are then due and payable, or be
paid over wholly or in part to
-27-
Mortgagor for the purpose of altering, restoring or rebuilding any part of the
Collateral which may have been altered, damaged or destroyed as a result of any
such taking, or other injury to the Collateral.
6.15 WAIVER OF NOTARY'S CERTIFICATES. The parties hereto expressly
waive the production of mortgage, conveyance or tax certificates and hereby
relieve and release me, said Notary, and agree to hold me harmless from and by
reason of the nonproduction and nonannexation thereof to this instrument.
6.16 SUBROGATION. This instrument is made with full substitution and
subrogation of Mortgagee, its successors and assigns, in and to all covenants,
warranties and representations by others heretofore given or made with respect
to title in and to the Collateral or any part thereof whether recorded or
unrecorded by contract or otherwise, to the extent that such covenants,
warranties and representations may be so subrogated and to any liens or
privileges covering any property or properties of Mortgagor securing the payment
of any indebtedness which is fully or partially discharged by funds made
available to Mortgagor and secured hereby, to the full extent that such
subrogation of liens and privileges is allowed under applicable state law.
-28-
Thus done and passed in my office in Houston, Harris County, Texas, this
21st day of November, 1996 in the presence of the undersigned competent
witnesses who hereunto sign their names with the Mortgagor and me, Notary, after
due reading of the whole.
MORTGAGOR
Witnesses to all
signatures: FORMAN PETROLEUM CORPORATION
/s/ Gray H. Muzzy
- ------------------------
Gray H. Muzzy
By: /s/ Marvin J. Gay
-------------------
/s/ Lynn C. Woodson Marvin J. Gay
----------------------- Treasurer
Lynn C. Woodson
Stamp: /s/ Diane L. Bailey
Diane L. Bailey --------------------------------
Notary Public, State of Texas Notary Public in and for
My Commission The State of Texas
Expires 5/21/99 -------------------
Name: Diane L. Bailey
---------------------------
My Commission Expires: 5/21/99
----------
(Signature Page to Act of Mortgage, Security Agreement,
Assignment of Production and Financing Statement)
-29-
EXHIBIT A
PREAMBLE
LOUISIANA
This Exhibit A sets forth the description of the Oil and Gas Properties
covered by the Act of Mortgage, Security Agreement, Assignment of Production and
Financing Statement to which this Exhibit A is attached (the "Mortgage").
Capitalized terms used in this Preamble and not otherwise defined herein shall
have the meanings ascribed thereto in the Mortgage.
1. This Exhibit A consists of descriptions of oil, gas and
mineral leases, overriding royalties and other interests covering lands located
within the State of Louisiana or federal lands located on the Outer Continental
Shelf and offshore of the State of Louisiana. The heading for each lease or
group of leases includes Mortgagor's internal prospect name.
2. Exhibit A includes one or more pages with the following
subheadings:
Leases: The description of the lease or leases in which Mortgagor owns
an interest covered by this Exhibit. Where applicable, the
original lessor and lessee, Federal Lease Number, the date of
the lease, the lands covered by the lease and other descriptive
information relating to the lease is set forth.
Limitations: The information next to this subheading describes the areas
under each lease in which Mortgagor owns an interest. Such
description shall include all of Mortgagor's right, title and
interest in the oil, gas and mineral leases and other interests
listed in this Exhibit and not any interest in excess thereof.
If "none" appears, there are no limitations on Mortgagor's
interest in the areas or depths under the lease.
Contract List: Exhibit A may include one or more pages with the heading
"Contract List" which list certain agreements that affect
Mortgagor's interest in the oil, gas and mineral leases and
other interests, and Mortgagor's interest in the wells or units
described or referred to in the Exhibit, which oil, gas and
mineral leases and other interests and wells or units are
located in the prospect identified in the heading of the page of
the Exhibit, to the extent such agreements are in force and
effect. The reference to such agreements shall not constitute a
ratification or other recognition of the validity or
effectiveness of such agreements or otherwise revive same. Such
contracts are referred to by the type of agreement and affects
Mortgagor's interest in oil, gas and mineral leases and other
interests. Also shown is the date or the effective date of the
agreement and amendments thereto, and the parties to the
agreement.
Ownership
Interests: Exhibit A includes Mortgagor's Working Interest and the Mortgagor's
Net Revenue Interest (identified as Mortgaged Interest) for certain
wells, units or areas covered by a lease. The wells or units are
located in the prospect identified in the heading of the exhibit,
and the prospect is located in the parish of the State of Louisiana
referred to in the description or on federal lands located on the
Outer Continental Shelf and offshore of the State of Louisiana. The
wells or units in the particular prospect are located upon the
lands covered by the oil, gas and mineral leases, overriding
royalties or other interests described in the exhibit that relates
to that prospect or lands pooled therewith. The descriptions
include the following:
Well or
Unit Name: The particular well or unit located within
the prospect identified in the heading.
Working
Interest: Mortgagor's Working Interest.
Net Revenue
Interest: Mortgagor's Net Revenue Interest.
The Working Interests and Net Revenue Interests are computed and
set out herein after taking into account all of the terms,
provisions and conditions of the agreements and other instruments
listed on the "Contract List".
The Mortgagor's Net Revenue Interest means (i) with respect to a
unit for which the Mortgagor's Net Revenue Interest is stated, that
interest in the applicable oil or gas production produced, saved
and sold from such unitized, pooled, communitized or participating
areas with respect to the existing interval in which the well or
wells located on such unit are completed, which is owned by the
Mortgagor by virtue of its ownership of the Mortgagor's Working
Interest in the leases included in whole or in part in such area
after deducting all burdens against the production therefrom, and
(ii) with respect to a well for which the Mortgagor's Net Revenue
Interest is stated, that interest in the existing interval in which
such well is completed for production after deducting all burdens
against the production therefrom which is owned by the Mortgagor by
virtue of its ownership of the Mortgagor's Working Interest in the
lease on which such well is located.
"Before Payout" and "After Payout" refer to the Mortgagor's Working
Interest and the Mortgagor's Net Revenue Interest "before payout"
and "after payout" as
defined in the applicable joint operating agreement or other
instrument affecting the well or unit as denoted in the Exhibit.
Mortgagor's interest may decrease or increase as a result of a
reversionary interest, an operation wherein Mortgagor has paid
costs attributable to the interest of a non-consenting party or a
con senting party has paid costs attributable to the interest of
Mortgagor as a non-consenting party, and the consenting party is
entitled to recover a percentage of its cost, or other circumstance
which triggers an increase or decrease in such interest. Mortgagor
makes no undertaking concerning the terms and conditions of the
reversion or the status of payout, the costs that may be recovered,
whether or when such recovery has occurred or will occur, or, in
the case of an election, what election will be made. If more than
one reversionary interest, non-consent operation or other
circumstance affects a well or unit, "After Payout" refers to the
occurrence of the reversion of the last of the reversionary
interest, recoupment or such other circumstance.
Page 1 of 64
EXHIBIT A
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
02-0000082-001 08/20/1974 08/20/1974 523 34 393815
GROSS ACRES LESSOR : DR. J.A. GRAVOIS
0.00000 LESSOR ID :
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 2 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
05-0000200-001 03/08/1976 03/08/1976 569 667 422170
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY, INC.
4.58000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
05-0000203-001 12/12/1972 12/12/1972 552 208 414734
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
0.22900 LESSOR ID:
LESSEE : LYNAL INC
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
05-0000206-001 05/24/1973 05/24/1973 506 834 382504
GROSS ACRES LESSOR : JOHN M CULVER AND JANE DUSENBURY CULVER,
ET AL
0.35781 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
05-0000207-001 05/03/1973 05/03/1973 506 831 382503
GROSS ACRES LESSOR : JAMES B THOMAS, ET AL
0.35781 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 3 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
05-0000208-001 12/07/1972 12/07/1972 516 372 389020
GROSS ACRES LESSOR : JAMES P THOMAS
0.35781 LESSOR ID:
LESSEE : LYNAL, INC
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
05-0000209-001 05/12/1976 05/12/1976
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
1.12210 LESSOR ID:
LESSEE : MCMORAN EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 4 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001537-001 12/10/1973 12/10/1973 506 257 382128
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC.
7.62200 LESSOR ID:
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002046-001 09/26/1975 09/26/1975 551 357 414240
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
11.95100 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003268-001 06/13/1975 06/13/1975 543 479 408667
GROSS ACRES LESSOR : HUGH C MCNEIL
160.00000 LESSOR ID:
LESSEE : MCMORAN EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003268-002 06/13/1975 06/13/1975 543 475 408666
GROSS ACRES LESSOR : GRACE WELD COLBY
160.00000 LESSOR ID:
LESSEE : MCMORAN EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 5 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003271-001 03/26/1975 03/26/1975 537 869 404483
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
71.59400 LESSOR ID:
LESSEE : MCMORAN EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 6 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001542-001 04/01/1974 04/01/1974 602 365 452164
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
9.96000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003270-001 03/18/1974 03/18/1974 510 706 385730
GROSS ACRES LESSOR : RUTH DEXTER CLOW ET AL
160.00000 LESSOR ID:
LESSEE : XPO INC
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 7 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003272-001 09/04/1981 09/04/1981 749 279 548650
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC.
137.59900 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003273-001 03/29/1983 03/29/1983 824 679 585751
GROSS ACRES LESSOR : DELMAR D KNOWLES SR
160.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003273-002 03/29/1983 03/29/1983 824 613 585730
GROSS ACRES LESSOR : AUDREY E KNOWLES ET AL
160.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 8 of 64
WELL NAME PARISH/STATE
- --------- ------------
Lafourche Realty Co. #8 Lower CIB CARST Lafourche/Louisiana
Ruth D. Clow #2 T-1 SD SEG I Lafourche/Louisiana
Ruth D. Clow #1 V-3 SD SEG I Lafourche/Louisiana
Ruth D. Clow #2 V-2 SD SEG I Lafourche/Louisiana
Ruth D. Clow #2 T-7 SD SEG I Lafourche/Louisiana
Ruth D. Clow #2 S-2 SD SEG I Lafourche/Louisiana
Ruth D. Clow #2 T SD Lafourche/Louisiana
Ruth D. Clow #2 T-3 SD Lafourche/Louisiana
Ruth D. Clow #2 T-5 SD Lafourche/Louisiana
Ruth D. Clow #3 CIB CARST Lafourche/Louisiana
Ruth D. Clow #3 V-2 SD SEG I Lafourche/Louisiana
Lafourche Realty Co. #A2 V-2 RD SUA Lafourche/Louisiana
Lafourche Realty Co. #A2 V-3 SD SEG III Lafourche/Louisiana
Lafourche Realty Co. #B2 T-7 SD SEG III Lafourche/Louisiana
Lafourche Realty Co. #B2 R RA SUA Lafourche/Louisiana
Lafourche Realty Co. #B2D S-2 SD SEG II Lafourche/Louisiana
Lafourche Realty Co. #B2D T-1 SD SEG II Lafourche/Louisiana
H.C. McNeil #6 T-1 SD SEG I Lafourche/Louisiana
H.C. McNeil #6D R SD SEG I Lafourche/Louisiana
EXHIBIT A Page 9 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
1-0001156-001 09/25/1972 09/25/1972 508 249 383445
GROSS ACRES LESSOR : WILLIAM H HARRISON, ET AL
82.44000 LESSOR ID:
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
1-0001441-001 08/30/1972 08/30/1972 554 533 416550
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
64.99600 LESSOR ID:
LESSEE : ROBERT A CHENOWITH
PROSPECT : LAKE ENFERMER
RESERVATION AND EXCEPTION:
LESS AND EXCEPT THOSE PORTIONS OF THE ABOVE LEASES TO THE EXTENT THAT SUCH
LEASES ARE SITUATED WITHIN THE SURFACE BOUNDARIES OF THE H SAND, RESERVOIR A,
IN THE LAKE ENFERMER FIELD, LAFOURCHE PARISH, LOUISIANA, AS ESTABLISHED BY
LOUISIANA OFFICE OF CONSERVATION ORDER NUMBER 340-A DATED JUNE 24, 1974,
EFFECTIVE MAY 9, 1974 RECORDED IN COB 518, FOLIO 112 UNDER ENTRY NO. 390257;
AND
LESS AND EXCEPT THOSE PORTIONS OF THE ABOVE LEASES TO THE EXTENT THAT SUCH
LEASES ARE SITUATED WITHIN THE SURFACE BOUNDARIES OF THE I RA SUA RESERVOIR A,
IN THE LAKE ENFERMER FIELD, LAFOURCHE PARISH, LOUISIANA, AS ESTABLISHED BY
LOUISIANA OFFICE OF CONSERVATION ORDER NUMBER 340-B DATED JUNE 4, 1974,
EFFECTIVE MAY 9, 1974 RECORDED IN COB 518, FOLIO 116 UNDER ENTRY NO. 390258.
EXHIBIT A Page 10 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001441-001 08/30/1972 08/30/1972 554 533 416550
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
64.99600 LESSOR ID:
LESSEE : ROBERT A CHENOWETH
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001538-001 11/24/1973 11/24/1973 506 250 382127
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
0.48200 LESSOR ID:
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002032-001 08/30/1980 08/30/1980 711 616 527528
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
20.62600 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002332-001 11/26/1978 11/26/1978 642 626 480876
GROSS ACRES LESSOR : HAROLD J POTTER ET AL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 11 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002332-002 11/26/1978 11/26/1978 642 630 480877
GROSS ACRES LESSOR : ROBERT J NEWELL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002332-003 11/26/1978 11/26/1978 642 634 480878
GROSS ACRES LESSOR : DONNA NEWELL WICHSER
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-002333-001 02/06/1979 02/06/1979 642 618 480874
GROSS ACRES LESSOR : HUGH C MCNEIL, ET AL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002333-002 01/17/1979 01/17/1979 642 622 480875
GROSS ACRES LESSOR : GRACE WELD COLBY, ET AL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 12 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-001 11/21/1978 11/21/1978 642 602 480870
GROSS ACRES LESSOR : ADRIENNE F FABER
80.00000 LESSOR ID :
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-002 11/21/1978 11/21/1978 642 606 480871
GROSS ACRES LESSOR : JUNE R CLAUSE
80.00000 LESSOR ID :
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-003 11/25/1978 11/25/1978 642 610 480872
GROSS ACRES LESSOR : DR L PENFIELD FABER
80.00000 LESSOR ID :
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-004 11/21/1978 11/21/1978 642 614 480873
GROSS ACRES LESSOR : THOMAS L FASSETT ET AL
80.00000 LESSOR ID :
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 13 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-001 11/27/1978 11/27/1978 645 1 482083
GROSS ACRES LESSOR : PAUL A DOTY
32.43100 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-002 11/27/1978 11/27/1978 645 17 482087
GROSS ACRES LESSOR : MARIAN DOTY GEHLMANN
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-003 11/27/1978 11/27/1978 645 13 482086
GROSS ACRES LESSOR : DONALD R DOTY
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-004 11/27/1978 11/27/1978 645 5 482084
GROSS ACRES LESSOR : HELEN G DOTY ET AL
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 14 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-005 11/27/1978 11/27/1978 645 9 482085
GROSS ACRES LESSOR : ROXANN F RHEA
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003265-001 11/24/1982 11/24/1982 798 65 573212
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
37.00700 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003267-001 06/10/1982 06/10/1982 782 801 566560
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
1.92200 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0006385-001 11/01/1986 11/01/1986 990 446 669883
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
39.48900 LESSOR ID:
LESSEE : CSX OIL & GAS CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 15 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0006413-001 02/01/1987 02/01/1987 992 538 670646
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
1.47700 LESSOR ID:
LESSEE : CSX OIL & GAS CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240702-001 07/15/1992 07/15/1992 1151 608 741660
GROSS ACRES LESSOR : ROBERT J NEWELL
20.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240702-002 07/15/1992 07/15/1992 1152 335 741865
GROSS ACRES LESSOR : RUTH HOLLISTON SANDERS
20.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240708-001 07/15/1992 07/15/1992 1151 746 741711
GROSS ACRES LESSOR : THE ELLEN LUCY MCHUGH TRUST
20.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 16 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240709-001 07/15/1992 07/15/1992 1152 331 741864
GROSS ACRES LESSOR : JANICE DOTY HALL
80.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240709-002 07/15/1992 07/15/1992 1152 339 741866
GROSS ACRES LESSOR : KARL GEHLMANN
80.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 17 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-01/1992
LESSOR : LAFOURCHE REALTY COMPANY INC
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT: LAKE ENFERMER
LAFOURCHE REALTY COMPANY, INC. LANDS SITUATED IN LAFOURCHE PARISH, LOUISIANA AND
DESCRIBED AS FOLLOWS, TO-WIT:
12.187 acres, more or less, situated in Sections 7 and 18 of Township 20 South,
Range 23 East and being more particularly described by metes and bounds as
follows:
Beginning at a point along the intersection of the T-1 RA SUA
and the R RA SUA having Lambert coordinates
x = 2,372,047.33
y = 251,372.78
thence northwest along the T-1 RA SUA N66d11'9"W 107.58'
thence S85d06'05"W 286 84'
thence S44d55'87"W 136.89'
thence S26d12'00"W 210.64'
thence S15d03'42"W 311.71'
thence S10d21'12"W 422.08'
thence S06d27'01"W 832.00'
thence S01d58'64"W 632.39'
thence S00d46'13"E 685.05'
thence S05d48'02"E 608.05'
to a point along the intersection of the T-1 RA SUA
and the R RA SUA
x = 2,371,245.57
y = 247,982.78
thence northwest along the R RA SUA N11d 31'18"W 208.06'
thence N08d58'24"W 553.30'
thence N06d37'31"W 526.10'
thence N02d08'24"E 582.30'
thence N06d11'81"E 842.83'
thence N02d19'04"E 420.34'
thence N09d48'87"E 147.14'
thence N14d37'15"E 118.85'
thence N32d16'32"E 112.36'
thence N52d35'41"E 107.00'
thence N66d 48'05"E 114.23'
thence N80d54'35"E 126.59'
thence S76d30'15"E 128.55'
thence S65d51'16"E 158.90'
thence S58d114'46"E 182.87'
to the Point of Beginning
EXHIBIT A Page 18 of 64
THE NOMENCLATURE FOR THE UNITS MENTIONED IN THE ABOVE METES AND BOUNDS ARE MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
R RA SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-P-3,
DATED OCTOBER 18, 1983, EFFECTIVE AUGUST 30, 1983, RECORDED COB 840, FOLIO -,
ENTRY NO. 593064.
T-1 RA SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-Q-2,
DATED OCTOBER 18, 1983, EFFECTIVE AUGUST 30, 1983, RECORDED COB 840, FOLIO -,
ENTRY NO. 593062.
EXHIBIT A Page 19 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
LAFOURCHE REALTY COMPANY, INC. LANDS SITUATED IN LAFOURCHE PARISH, LOUISIANA AND
DESCRIBED AS FOLLOWS TO-WIT:
ALL THE LANDS WHICH LIE WITHIN THE R RB SUA UNIT AS ESTABLISHED BY THE LOUISIANA
OFFICE OF CONSERVATION ORDER NO. 340-P-3 EFFECTIVE AUGUST 30, 1983, RECORDED IN
BOOK 840, ENTRY NO. 593064, LAFOURCHE PARISH, LOUISIANA, BUT LIE OUTSIDE THE T-1
RB SUA UNIT ESTABLISHED BY THE LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-Q-
1, EFFECTIVE JUNE 17, 1981, RECORDED IN BOOK 754, FOLIO 341, ENTRY NO. 551518,
LAFOURCHE PARISH, LOUISIANA.
EXHIBIT A Page 20 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01/01/1992
LESSOR : LAFOURCHE REALTY COMPANY INC
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
LAFOURCHE REALTY COMPANY, INC. LANDS SITUATED IN LAFOURCHE PARISH, LOUISIANA AND
DESCRIBED AS FOLLOWS TO-WIT:
TRACT 1: 2.122 acres, more or less, situated in Section 19, Township 20 South,
Range 23 East, and being more particularly described by metes and
bounds as follows:
Beginning at a point along the intersection of V-3 RD SU A and
V 2 RO SU A having Lambert coordinates
x = 2,378,160.00
y = 243,410.00
thence Southwest along the V-2 RD SU A S13d23'33"E 215.87
thence S08d06'25"E 263.10
thence S03d10'47"E 180.28
thence S07d07'30"W 241.87' to a point along the intersection of the V-2 RD SU A
and the V-3 RD SU A having Lambert coordinates
x = 2,378,220.00
y = 242,630.00
thence Northeast along the V-3 RD SU A N00d00'02"E 270.00'
thence N06d32'47"W 614.00' to the point of beginning.
TRACT 2: .458 acres, more or less, situated in Section 20, Township 20 South,
Range 23 East, and being more particularly described by metes and
bounds as follows:
Beginning at a point along the intersection of the V-3 RD SU A and
the V-2 RD SU A having Lambert coordinates
x = 2,374,776.92
y = 240,647.10
thence Southwest along the V-3 RD SU A S01d19'34"W 566.03' to the intersection
of the V-2 RD SU A and the V-3 RD SU A having Lambert coordinates
x = 2,374,763.85
y = 240,082.22
thence Northwestward along the V-2 RD SU A N83'd59'28"W 328.35'
to a point having Lambert coordinates
x = 2,374,437.31
y = 240,116.89
thence Northeast N02d37'35"W 629.91' to the point of beginning
THE NOMENCLATURE FOR THE UNITS MENTIONED IN THE ABOVE METES AND BOUNDS
DESCRIPTION ARE MORE PARTICULARLY DESCRIBED AS FOLLOWS:
V-2 RD SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-T-4,
DATED JULY 1985, EFFECTIVE MAY 7, 1985, RECORDED COB 918, FOLIO 756, ENTRY NO.
631920, RECORDS LAFOURCHE PARISH, LOUISIANA.
EXHIBIT A Page 21 of 64
V-3 RD SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-S-4,
DATED JULY 1985, EFFECTIVE MAY 7, 1985, RECORDED COB 918, FOLIO 760, ENTRY NO.
631921, RECORDS LAFOURCHE PARISH, LOUISIANA.
EXHIBIT A Page 22 of 64
WELL NAME PARISH/STATE
- --------- ------------
Harrison #3 L RA SUA Lafourche/Louisiana
Harrison #4 ALT L RA SUA Lafourche/Louisiana
Harrison #4 L RA SUA Lafourche/Louisiana
Harrison #4D UL RA SUA Lafourche/Louisiana
Lafourche Realty Co. #3 0-2 RA Lafourche/Louisiana
Lafourche Realty Co. #4 D-1 RA SUA Lafourche/Louisiana
Lafourche Realty Co. #4D C-2 RA Lafourche/Louisiana
Lafourche Realty Co. #7 V-3 SD SEG II Lafourche/Louisiana
Lafourche Realty Co. #7 V-2 SD SEG II Lafourche/Louisiana
Lafourche Realty Co. #8 V-4 SD Lafourche/Louisiana
Lafourche Realty Co. #8 T-7 RC SUA Lafourche/Louisiana
Lafourche Realty Co. #8 T-8 SD Lafourche/Louisiana
EXHIBIT A Page 23 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001328-001 12/18/1972 12/18/1972 483 510 363827
GROSS ACRES LESSOR : STATE OF LOUISIANA
200.03500 LESSOR ID: 6024
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001535-001 05/13/1974 05/13/1974 514 581 388122
GROSS ACRES LESSOR : STATE OF LOUISIANA
1.58700 LESSOR ID: 6301
LESSEE : TEXAS GAS EXPLORATION
CORPORATION
ET AL
PROSPECT : LAKE ENFERMER
RESERVATION AND EXCEPTION:
LESS AND EXCEPT THOSE PORTIONS OF THE ABOVE LOUISIANA STATE LEASES TO THE
EXTENT THAT SUCH LEASES ARE SITUATED WITHIN THE SURFACE BOUNDARIES OF THE
UPPER L SAND, RESERVOIR A, IN THE LAKE ENFERMER FIELD, LAFOURCHE PARISH,
LOUISIANA, AS ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NUMBER
340-K DATED MARCH 4, 1976, EFFECTIVE MARCH 1, 1976 RECORDED IN COB 560, FOLIO
83__ UNDER ENTRY NO. 421706.
EXHIBIT A Page 24 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002707-001 11/19/1979 11/19/1979 685 663 511082
GROSS ACRES LESSOR : STATE OF LOUISIANA
110.29500 LESSOR ID: 8403
LESSEE : S W PLAUCHE' III
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001156-001 09/25/1972 09/25/1972 508 249 383445
GROSS ACRES LESSOR : WILLIAM H HARRISON, ET AL
82.44000 LESSOR ID:
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001441-001 08/30/1972 08/30/1972 554 533 416550
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
64.99600 LESSOR ID:
LESSEE : ROBERT A CHENOWETH
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003274-001 04/15/1984 04/15/1984 873 488 610333
GROSS ACRES LESSOR : RICHARD JOSEPH HARRISON
13.02525 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003274-002 04/15/1984 04/15/1984 873 440 610329
GROSS ACRES LESSOR : SHIRLEY HARRISON HYDE
13.02525 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 25 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003274-003 04/15/1984 04/15/1984 873 464 610331
GROSS ACRES LESSOR : KATHERINE LORETTA HARRISON
13.02525 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003274-004 04/15/1984 04/15/1984 873 476 610332
GROSS ACRES LESSOR : LYDIA HARRISON RYAN
13.02525 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003274-005 04/15/1984 04/15/1984 873 452 610330
GROSS ACRES LESSOR : THE WILLIAM HARRISON JR FAMILY
PROJECT
13.02525 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0005936-001 04/01/1986 04/01/1986 949 196 648110
GROSS ACRES LESSOR : LYDIA HARRISON RYAN
2.48700 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 26 of 64
COVERING LANDS IN
LAFOURCHE PARISH, STATE OF LOUISIANA
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0005936-002 04/01/1986 04/01/1986 949 184 648109
GROSS ACRES LESSOR : THE WILLIAM HARRISON JR FAMILY
PROJECT A PTNSHP
2.48700 LESSOR ID:
LESSEE : KENNETH SAVABE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0005936-003 04/01/1986 04/01/1986 949 172 648108
GROSS ACRES LESSOR : SHIRLEY HARRISON HYDE
2.48700 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0005936-004 04/01/1986 04/01/1986 949 148 648106
GROSS ACRES LESSOR : RICHARD JOSEPH HARRISON
2.48700 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0005936-005 04/01/1986 04/01/1986 949 160 648107
GROSS ACRES LESSOR : KATHERINE LORETTA HARRISON
2.48700 LESSOR ID:
LESSEE : KENNETH SAVAGE
PROSPECT : LAKE ENFERMER
RESERVATION AND EXCEPTION:
LESS AND EXCEPT THOSE PORTIONS OF THE ABOVE LOUISIANA STATE LEASES TO THE
EXTENT THAT SUCH LEASES ARE SITUATED WITHIN THE SURFACE BOUNDARIES OF THE
UPPER L SAND, RESERVOIR A, IN THE LAKE ENFERMER FIELD, LAFOURCHE PARISH,
LOUISIANA, AS ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NUMBER
340-K DATED MARCH 4, 1976, EFFECTIVE MARCH 1, 1976 RECORDED IN COB 560, FOLIO
830 UNDER ENTRY NO. 421706.
EXHIBIT A Page 27 of 64
WELL NAME PARISH/STATE
- --------- ------------
Harrison #2 I RA SUA Lafourche/Louisiana
Harrison #2D H RA Lafourche/Louisiana
Harrison #5 H RC (well bore only) Lafourche/Louisiana
Harrison #6 ALT L-1 SD Lafourche/Louisiana
Harrison #6 H-1 RB Lafourche/Louisiana
Harrison #6 G-1 RA SUA Lafourche/Louisiana
Harrison #6 H RA Lafourche/Louisiana
Harrison #6D K SD Lafourche/Louisiana
Lafourche Realty Co. #1 O RA Lafourche/Louisiana
Lafourche Realty Co. #1 M RA Lafourche/Louisiana
Lafourche Realty Co. #1 I RA SUA Lafourche/Louisiana
Lafourche Realty Co. #1D N RA Lafourche/Louisiana
Lafourche Realty Co. #2 H RB (well bore only) Lafourche/Louisiana
Lafourche Realty Co. #2 ALT H-1 RA Lafourche/Louisiana
Lafourche Realty Co. #5 C-3 RA SUA (well bore only) Lafourche/Louisiana
Lafourche Realty Co. #5 B RA (well bore only) Lafourche/Louisiana
Lafourche Realty Co. #6 J SD (well bore only) Lafourche/Louisiana
EXHIBIT A Page 28 of 64
UNITS
1. T-1 RB SUA as created by Louisiana Office of Conservation Order No. 340-Q-1
effective June 17, 1981;
2. R RA SU A as revised by Louisiana Office of Conservation Order No. 340-P-3
effective August 30, 1983;
3. T-7 RC SUA as created by Louisiana Office of Conservation Order No. 340-W
effective August 30, 1983;
4. V-2 RD SUA as created by Louisiana Office of Conservation Order No. 340-T-4
effective May 7, 1985;
5. R RB SU A as revised by Louisiana Office of Conservation Order No. 340-P-3
effective August 30, 1983;
6. Cib Carst RB SUA as created by Louisiana Office of Conservation Order No.
340-U-1 effective October 23, 1984;
7. L RA SUA as revised by Louisiana Office of Conservation Order No. 340-F-1
effective March 1, 1976;
8. T-1 RA SUA as revised by Louisiana Office of Conservation Order No. 340-Q-2
effective August 30, 1983;
9. H RA SUA as created by Louisiana Office of Conservation Order No. 340-A
effective May 9, 1974;
10. I RA SUA as created by Louisiana Office of Conservation Order No. 340-B
effective May 9, 1974.
EXHIBIT A Page 29 of 64
WORKING NET REVENUE
EXHIBIT "A" & "A-2" WELLS INTEREST INTEREST
- ------------------------- -------- -----------
#2 CLOW T-1 RB SUA .5964447 .4407330
#B-2d LAFOURCHE REALTY R RA SUA .5664751 .4274966
#6-D HARRISON G
#2 CLOW T-1 UPPER .5654470 .4217100
#8 LAFOURCHE T-7 RC SUA .8620380 .6165744
#A-2 LAFOURCHE V-2 .5352910 .4000000
#6-D H.C. MCNEIL R-RB SUA .5979900 .4471250
#6-D HARRISON F
GRAHAM #8 LAFOURCHE CIB CARST .0151260 .0121648
#6-D MCNEIL R HIGHER .5979900 .4471250
WORKING NET REVENUE
EXHIBIT "A1" WELLS INTEREST INTEREST
- ------------------ -------- -----------
#3 HARRISON L RA SUA .733750 .5466550
#4 HARRISON L RA SUA .733750 .5466550
EXHIBIT A Page 30 of 64
OIL, GAS AND MINERAL LEASES - LAFOURCHE
CROSSING FIELD PROSPECT, LAFOURCHE PARISH, LOUISIANA
CONVEYANCE RECORDS
OF LAFOURCHE
PARISH, LOUISIANA
LESSOR LEASE DATE ENTRY NO.
Dixon H. Cain, et ux 04/01/89 697209
American Cancer Society, Louisiana Division, Inc. 04/01/89 700119
Roland von Kurnatowski 04/01/89 700120
Evelyn von Kurnatowski Benham 04/01/89 700121
Clarence C. Clifton, Jr., et al 04/01/89 700122
Mary Cobb Black 04/06/89 700123
Ethel L. McDermott, et als 04/01/89 700124
Jean D. Babel, et vir 04/01/89 700125
Margaret D. Hunter, et vir 04/01/89 700126
Louise Ash Smaizys 04/01/89 700127
B. William Payne, et als 04/01/89 700128
Clara Louise Hagge, et vir 04/01/89 700129
W. Ridley Wheeler Estate 04/01/89 700130
Mary Jane Brown Courtney 04/27/89 700131
Lois Plummer Wachter 04/01/89 700132
B. Wendell Phillips, et ux 04/01/89 700133
Viola Shenk Branton 04/01/89 700134
Judy Branton Wilkins 04/01/89 700135
Paul Shenk, Jr. 04/01/89 700136
May Ayo Peltier, et als 04/01/89 700137
Emilio Alfredo Martinez, et als 04/01/89 700138
Nora Martinez Oliver 04/01/89 700139
Maria Martinez Bussmann 04/01/89 700140
First National Bank of Commerce, as Agent & Atty-in-
Fact for Berta Paulina Contreras, Elvira Maria
Contreras, and Maria de Los Angeles Contreras 04/01/89 700141
Donald G. Robichaux, et ux 04/01/89 700142
Donald G. Robichaux, et ux 04/14/89 700143
Donald G. Robichaux, et ux 04/01/89 700144
Lynn P. Thibodeaux, et ux 05/10/89 700145
Algy Irvin, Sr., et ux 05/10/89 700146
Emilio Alfredo Martinez, et als 04/01/89 700147
Nora Martinez Oliver 04/01/89 700148
Maria Martinez Bussman 04/01/89 700149
First National Bank of Commerce, as Agent & Atty-in-
Fact for Berta Paulina Contreras, Elvira Maria
Contreras, and Maria de Los Angeles Contreras 04/01/89 700150
Francis Dugas, et als 04/01/89 700151
Donald G. Robichaux, et ux 04/01/89 700152
Emily Baudoin Eroche, et als 04/01/89 700152
May Ayo Peltier, et als 04/01/89 700154
Hubert L. Brown, Jr. 06/23/89 700715
EXHIBIT A Page 31 of 64
CONVEYANCE RECORDS
OF LAFOURCHE
PARISH, LOUISIANA
LESSOR LEASE DATE ENTRY NO.
American Cancer Society, Louisiana Division, Inc. 03/15/84 603761
Louise Ash Smaizys 03/30/84 603762
Evelyn von Kurnatowski Benham 03/30/84 603763
W. Ridley Wheeler Estate 03/30/84 604533
Clarence C. Clifton, Jr., et al 03/30/84 604532
Roland von Kurnatowski 03/30/84 604534
Paul Shenk, Jr. 03/30/84 609218
Truman Branton 03/30/84 609220
B. Wendell Phillips, et ux 03/30/84 609436
Clarebelle Housh 03/30/84 609219
Ethel L. McDermott, et als 03/30/84 609221
Hibernia National Bank of New Orleans, Trustee for 04/13/84 609222
Mireille Leibreton Cobb and Trustee for Mireille
Lebreton Cobb and Mary Cobb Black
Lois Plummer Wachter 03/30/84 611323
Emilio Alfredo Martinez, et als 01/01/84 603754
Dixon H. Cain, et ux 02/01/84 603769
Donald G. Robichaux, et ux 02/01/84 603755
May Ayo Peltier, et als 02/01/84 603760
David J. Robichaux, et ux 04/26/84 604581
Succession of Lupita Echeverria Martinez 07/01/84 613853
Mary Jane Brown Courtney 01/01/85 624879
Hubert L. Brown, Jr. 02/15/85 625253
B. William Payne, et als 12/01/84 625254
Frances G. Thompson, et al 12/01/84 625252
Clara Louise Hagge, et vir 12/01/84 631753
The above described leases INSOFAR AND ONLY INSOFAR as they cover the
following described property:
That portion of the Brock Exploration Corporation, 10,180' RB SU A, L.
Martinez No. 1, created by Conservation Department Order No. 63-J-1,
effective June 25, 1985, recorded under Entry No. 631793, records of
Lafourche Parish, Louisiana, falling within the Germany Operating Company,
9,630' RA SU A, Matherne No. 1, created by Conservation Department Order
No. 63-L, effective January 10, 1989, recorded under Entry No. 693985,
records of Lafourche Parish, Louisiana, INSOFAR AND ONLY INSOFAR as the
depth below the productive 9,630' zone, is concerned, and limited to one
hundred feet (100') below the deepest producing horizon on or before April
1, 1990. There is also expected herefrom, any and all production derived
from the above mentioned Germany Operating Company, 9,630' RA SU A Matherne
No. 1 Unit.
The above described tract contains approximately 5,337 acres, more or less.
EXHIBIT A Page 32 of 64
CONVEYANCE RECORDS
OF LAFOURCHE
PARISH, LOUISIANA
LESSOR LEASE DATE ENTRY NO.
Sadie Fagot Peter, et als 04/15/84 609215
A.G. Fagot 04/15/84 609216
Robert Fagot 04/15/84 609217
Wilfred C. Fagot 04/15/84 610888
Caryl C. Fagot, et als 11/01/85 641119
INSOFAR AND ONLY INSOFAR as the above leases covering the following
described property:
TRACT NO. 1: A certain tract of land situated in Sections 133 and 134, Township
15 South, Range 17 East, Lafourche Parish, Louisiana, being more particularly
described as follows: Beginning at the Northeast corner of Section 133 having
Lambert Plane Coordinates X=2,185,757.27 and Y=389,661.91 go S1327'14"W along
East line of section approximately 330', more or less, to the point of
beginning, thence S1327; 14" W 4,000' along East line of Section 133 to a point
being the Southeast corner of said tract; thence at a right angle West-Northwest
1,600' to a point being the Southwest corner of said tract; thence N1322'40"E
4,000' to a point being the Northwest corner of said tract; thence East-
Southeast 1,600' at an angle and bearing common to the South line of said tract
to the point of beginning estimated to contain 146 acres, more or less. LESS
AND EXCEPT:
Approximately 18.5 acres, more or less, within the 9,630' RA SUA, Matherne No.
1, created by Department of Conservation Order No. 63-L, effective January 13,
1989, recorded under Entry No. 693985, records of Lafourche Parish, Louisiana.
The above described tract of land contains 127.5 acres, more or less.
TRACT NO. 2: That portion of the Brock Exploration Corporation, 10,180' RB SU
A, L. Martinez No. 1, created by Conservation Department Order No. 63-J-1,
effective June 25, 1985, recorded under Entry No. 631793, records of Lafourche
Parish, Louisiana, falling within the Germany Operating Company, 9630' RA SU A,
Matherne No. 1, created by Conservation Department Order No. 63-L, effective
January 10, 1989, recorded under Entry No. 693985, records of Lafourche Parish,
Louisiana, INSOFAR AND ONLY INSOFAR as the depth below the productive 9630'
zone, is concerned.
There is expressly excepted herefrom, any and all production derived from the
above mentioned Germany Operating Company, 9630' RA SU A, Matherne No. 1 Unit.
The hereinabove described tract contains approximately 5.337 acres, more or
less.
EXHIBIT A Page 33 of 64
CONVEYANCE RECORDS
OF LAFOURCHE
PARISH, LOUISIANA
LESSOR LEASE DATE ENTRY NO.
Thompson Limited 08/01/89 702764
The Azby Fund, et al 08/25/89 702765
David J. Robichaux, Jr., et ux 08/01/89 705190
David J. Robichaux, Jr., et ux 08/01/89 705191
David J. Robichaux, Jr., et ux 08/01/90 705189
INSOFAR AND ONLY INSOFAR AS TO THAT PORTION OF ALL OF THE OIL, GAS AND
MINERAL LEASES DESCRIBED ABOVE ARE INCLUDED WITHIN THE 9,850' RB SU A CREATED BY
THE LOUISIANA OFFICE OF CONSERVATION ORDER 63-E-1, RECORDED IN CONVEYANCE BOOK
1077, FOLIO 114, ENTRY NO. 710980, THE SURVEY PLAT OF SUCH UNIT BEING RECORDED
IN CONVEYANCE sBOOK 1082, FOLIO 529, ENTRY NO. 713460, ALL IN THE RECORDS OF
LAFOURCHE PARISH, LOUISIANA AND INSOFAR AND ONLY INSOFAR AS THESE OIL, GAS AND
MINERAL LEASES COVER THE RIGHTS DOWN TO THE DEPTH OF 10,002 FEET BELOW THE
SURFACE OF THE EARTH.
FORMAN PETROLEUM CORPORATION'S INTEREST:
UNIT OPERATING INTEREST 15.000000%
UNIT REVENUE INTEREST 11.313022%
EXHIBIT A Page 34 of 64
EXHIBIT "A"
TO
ACT OF MORTGAGE
FORMAN PETROLEUM CORPORATION
TO
JOINT ENERGY DEVELOPMENT INTERESTS LIMITED PARTNERSHIP
1. The following Exhibit "A" consists of Pages Nos. 1 through ___, inclusive.
2. The recording references in Exhibit "A", Pages 1-44 are the Conveyance
Records of LaFourche Parish, Louisiana.
3. The recording references in Page 59 of Exhibit "A" are to the records of
Terrebonne Parish, Louisiana.
EXHIBIT A Page 35 of 64
RECORDED
LESSOR LESSEE DATED COB PAGE ENTRY #
Robert J. Newell Total Minatome Corporation 07/15/92 1151 608 741660
Ruth Holliston Sanders Total Minatome Corporation 07/15/92 1152 335 741865
Donna J. Wichser Total Minatome Corporation 07/15/92 1155 58 742881
Marjorie Reynolds Total Minatome Corporation 07/15/92 1156 444 743501
Thomas Potter Total Minatome Corporation 07/15/92 1156 453 743506
Thomas L. Fassett Total Minatome Corporation 07/15/92 1158 268 744471
Willard Fassett Total Minatome Corporation 07/15/92 1158 264 744470
Richard Fassett Total Minatome Corporation 07/15/92 1158 260 744469
The Adrienne F. Faber Trust Total Minatome Corporation 07/15/92 1158 256 744468
L. Penfield Faber Total Minatome Corporation 07/15/92 1158 252 744467
Janice Doty Hall Total Minatome Corporation 07/15/92 1152 331 741864
Karl Gehlmann Total Minatome Corporation 07/15/92 1152 339 741866
Donald R. Doty Total Minatome Corporation 07/15/92 1156 449 743505
Paul A. Doty III and Donald J. Total Minatome Corporation 07/15/92 1156 549 743565
Doty
Roxann F. Rhea Total Minatome Corporation 07/15/92 1156 680 743653
The Ellen Lucy McHugh Trust Total Minatome Corporation 07/15/92 1151 746 741711
June R. Claus Total Minatome Corporation 07/15/92 1167 368 748541
LaFourche Realty Company, Total Minatome Corporation 01/01/92 1179 754010
Inc.
LaFourche Realty Company, Total Minatome Corporation 01/01/92 1179 754011
Inc.
That certain Operating Agreement providing a Carried Interest to State effective
January 11, 1978 between the State Mineral Board, for and on behalf of the State
of Louisiana, and Texas Gas Exploration Corporation, Lynal Exploration Company,
Tesoro Petroleum Corporation, Samedan Oil Corporation, Oppenheimer Oil & Gas,
Inc., McMoRan Exploration Co. and Natomas Exploration, Inc., referred to
collectively as Operator, recorded in the Conveyance Records of Lafourche
Parish, Louisiana on January 19, 1978, in Book 616 under Entry Nos. 463367,
463368, 463369, 463370, 463371, 463372, and 463373.
NO. LESSOR LESSEE DATE COB FOLIO ENTRY
NO.
1. LAFOURCHE REALTY COMPANY FORMAN PETROLEUM CORPORATION SEPT. 1, 1993 1179 754012
2. LAFOURCHE REALTY COMPANY FORMAN PETROLEUM CORPORATION SEPT. 5, 1993 1179 754013
3. LAFOURCHE REALTY CO., INC. TOTAL MINATOME CORPORATION JAN. 1, 1992 1179 754010
4. LAFOURCHE REALTY CO., INC. TOTAL MINATOME CORPORATION JAN. 1, 1992 1179 754011
5. DONNA J. WICHSER TOTAL MINATOME CORPORATION JULY 15, 1992 1155 58 742881
6. MARJORIE REYNOLDS TOTAL MINATOME CORPORATION JULY 15, 1992 1156 444 743501
7. THOMAS POTTER TOTAL MINATOME CORPORATION JULY 15, 1992 1156 453 743506
8. ADRIENNE F. FABER TRUST, THE,
U/W TOTAL MINATOME CORPORATION JULY 15, 1992 1158 256 744468
9. JUNE R. CLAUS TOTAL MINATOME CORPORATION JULY 15, 1992 1167 368 748541
10. L. PENFIELD FABER TOTAL MINATOME CORPORATION JULY 15, 1992 1158 252 744467
11. THOMAS L. FASSETT TOTAL MINATOME CORPORATION JULY 15, 1992 1158 268 744471
12. WILLARD FASSETT TOTAL MINATOME CORPORATION JULY 15, 1992 1158 264 744470
13. RICHARD FASSETT TOTAL MINATOME CORPORATION JULY 15, 1992 1158 260 744469
14. PAUL A. DOTY, III, ET AL TOTAL MINATOME CORPORATION JULY 15, 1992 1156 549 743565
15. DONALD R. DOTY TOTAL MINATOME CORPORATION JULY 15, 1992 1156 449 743505
16. ROXANN F. RHEA TOTAL MINATOME CORPORATION JULY 15, 1992 1156 680 743653
17. SHIRLEY HARRISON HYDE, ET AL FORMAN PETROLEUM CORPORATION JAN. 1, 1993 1170 750093
18. WILLIAM HARRISON, ET AL FORMAN PETROLEUM CORPORATION JAN. 1, 1993 1170 750092
19. PATRICK J. HARRISON ESTATE FORMAN PETROLEUM CORPORATION JAN. 1, 1993 1173 751174
20. GLORIA K. FERRERA, ET AL FORMAN PETROLEUM CORPORATION JAN. 1, 1993 1170 750091
21. ANN V. PENMAN REVOCABLE
TRUST, THE, ET AL FORMAN PETROLEUM CORPORATION JULY 15, 1993 1173 241 751233
22. THE ALLEN COMPANY FORMAN PETROLEUM CORPORATION MARCH 1, 1993 1171 750581
23. LAFOURCHE REALTY COMPANY,
INC. FORMAN PETROLEUM CORPORATION OCT. 1, 1993 1189 348 757789
EXHIBIT A Page 36 of 64
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001156-001 09/25/1972 09/25/1972 508 249 383445
GROSS ACRES LESSOR : WILLIAM H. HARRISON, ET AL
82.44000 LESSOR ID:
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001441-001 08/30/1972 08/30/1972 554 533 416550
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
64.99600 LESSOR ID:
LESSEE : ROBERT A. CHENOWETH
PROSPECT : LAKE ENFERMER
RESERVATION AND EXCEPTION:
LESS AND EXCEPT THOSE PORTIONS OF THE ABOVE LEASES TO THE EXTENT THAT SUCH
LEASES ARE SITUATED WITHIN THE SURFACE BOUNDARIES OF THE H SAND, RESERVOIR A, IN
THE LAKE ENFERMER FIELD, LAFOURCHE PARISH, LOUISIANA, AS ESTABLISHED BY
LOUISIANA OFFICE OF CONSERVATION ORDER NUMBER 340-A DATED JUNE 4, 1974,
EFFECTIVE MAY 9, 1974 RECORDED IN COB 518, FOLIO 116 UNDER ENTRY NO. 390___ AND
LESS AND EXCEPT THOSE PORTIONS OF THE ABOVE LEASES TO THE EXTENT THAT SUCH
LEASES ARE SITUATED WITHIN THE SURFACE BOUNDARIES OF THE I RA SUA RESERVOIR A,
IN THE LAKE ENFERMER FIELD, LAFOURCHE PARISH, LOUISIANA, AS ESTABLISHED BY
LOUISIANA OFFICE OF CONSERVATION ORDER NUMBER 340-B DATED JUNE 4, 1974,
EFFECTIVE MAY 9, 1974 RECORDED IN COB 518, FOLIO 116 UNDER ENTRY NO. 390258.
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001441-001 08/30/1972 08/30/1972 554 533 416550
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
64.99600 LESSOR ID:
LESSEE : ROBERT A. CHENOWETH
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0001538-001 11/24/1973 11/24/1973 506 250 382127
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
0.48200 LESSOR ID:
LESSEE : LYNAL EXPLORATION COMPANY
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 37 of 64
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002032-001 08/30/1980 08/30/1980 711 616 527528
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY
20.62600 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002332-001 11/26/1978 11/26/1978 642 626 480876
GROSS ACRES LESSOR : HAROLD J POTTER ET AL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002332-002 11/26/1978 11/26/1978 642 630 480877
GROSS ACRES LESSOR : ROBERT J NEWELL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002332-003 11/26/1978 11/26/1978 642 634 480878
GROSS ACRES LESSOR : DONNA NEWELL WICHSER
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002333-001 02/06/1979 02/06/1979 642 618 480874
GROSS ACRES LESSOR : HUGH C MCNEIL, ET AL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 38 of 64
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002333-002 01/17/1979 01/17/1979 642 622 480875
GROSS ACRES LESSOR : GRACE WELD COLBY, ET AL
20.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-001 11/21/1978 11/21/1978 642 602 480870
GROSS ACRES LESSOR : ADRIENNE F FABER
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-002 11/21/1978 11/21/1978 642 606 480871
GROSS ACRES LESSOR : JUNE R CLAUSE
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-003 11/25/1978 11/25/1978 642 610 480872
GROSS ACRES LESSOR : DR L PENFIELD FABER
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002367-004 11/21/1978 11/21/1978 642 614 480873
GROSS ACRES LESSOR : THOMAS L. FASSETT ET AL
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 39 of 64
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-001 11/27/1978 11/27/1978 645 1 482083
GROSS ACRES LESSOR : PAUL A DOTY
32.43100 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-002 11/27/1978 11/27/1978 645 17 482087
GROSS ACRES LESSOR : MARIAN DOTY GEHLMANN
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-003 11/27/1978 11/27/1978 645 13 482086
GROSS ACRES LESSOR : DONALD R. DOTY
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-004 11/27/1978 11/27/1978 645 5 482084
GROSS ACRES LESSOR : HELEN G DOTY ET AL
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0002536-005 11/27/1978 11/27/1978 645 9 482085
GROSS ACRES LESSOR : ROXANN F RHEA
80.00000 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 40 of 64
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003265-001 11/24/1982 11/24/1982 798 65 573212
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
37.00700 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0003267-001 06/10/1982 06/10/1982 782 801 566560
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
1.92200 LESSOR ID:
LESSEE : TEXAS GAS EXPLORATION CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0006385-001 11/01/1986 11/01/1986 990 446 669883
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
39.48900 LESSOR ID:
LESSEE : CSX OIL & GAS CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-0006413-001 02/01/1987 02/01/1987 992 538 670646
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
1.47700 LESSOR ID:
LESSEE : CSX OIL & GAS CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240702-001 07/15/1992 07/15/1992 1151 608 741660
GROSS ACRES LESSOR : ROBERT J NEWELL
20.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 41 of 64
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240702-002 07/15/1992 07/15/1992 1152 335 741865
GROSS ACRES LESSOR : RUTH HOLLISTON SANDERS
20.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240708-001 07/15/1992 07/15/1992 1151 746 741711
GROSS ACRES LESSOR : THE ELLEN LUCY MCHUGH TRUST
20.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240709-001 07/15/1992 07/15/1992 1152 331 741864
GROSS ACRES LESSOR : JANICE DOTY HALL
80.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-5240709-002 07/15/1992 07/15/1992 1152 339 741866
GROSS ACRES LESSOR : KARL GEHLMANN
80.00000 LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01-01/1992
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
LAFOURCHE REALTY COMPANY, INC. LANDS SITUATED IN LAFOURCHE PARISH, LOUISIANA AND
DESCRIBED AS FOLLOWS TO-WIT:
12.157 acres, more or less, situated in Sections 7 and 18 of Township 20 South,
Range 23 East and being more particularly described by metes and bounds as
follows:
EXHIBIT A Page 42 of 64
Beginning at a point along the intersection of the T-1 RA SUA and the R RA SUA
having Lambert coordinates as
x = 2,372,047.33
y = 251,372.76
thence northwest along the T-1 RA SUA N86d 11'9"W 107.58'
thence S85d36'05"W 286.84'
thence S64d55'57"W 136.89'
thence S26d12'00"W 210.64'
thence S15d03'42"W 311.71'
thence S10d21'12"W 422.88'
thence S06d27'01"W 632.00'
thence S01d55'54"W 682.39'
thence S00d46'13"E 595.05'
thence S05d49'02"E 508.85'
to a point along the intersection of the T-1 RA SUA
and the R RA SUA
x = 2,371,245.57
y = 247,982.76
thence northwest along the R RA SUA N11d31'18"W 208.05'
thence N09d59'24"W 553.39'
thence N05d07'31"W 526.10'
thence N02d08'24"E 562.39'
thence N06d11'51"E 842.93'
thence N02d19'04"E 420.34'
thence N09d46'57"E 147 14'
thence N14d37'15"E 118 85'
thence N32d16'32"E 112 36'
thence N52d35'41"E 107 00'
thence N66d48'05"E 114 23'
thence N80d54'35"E 126 59'
thence S76d30'15"E 128.55'
thence S65d51'16"E 158 90'
thence S59d14'45"E 182 87'
to the Point of Beginning
THE NOMENCLATURE FOR THE UNITS MENTIONED IN THE ABOVE METES AND BOUNDS ARE MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
R RA SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-P-3,
DATED OCTOBER 18, 1983, EFFECTIVE AUGUST 30, 1983, RECORDED COB 840, FOLIO - ,
ENTRY NO. 593064.
T-1 RA SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-Q-2,
DATED OCTOBER 18, 1983, EFFECTIVE AUGUST 30, 1983, RECORDED COB 840, FOLIO - ,
ENTRY NO. 593062.
EFFECTIVE CURRENT RECORDING
PROPERTY NO LEASE DATE DATE BOOK PAGE ENTRY
01/01/1992
GROSS ACRES LESSOR : LAFOURCHE REALTY COMPANY INC
LESSOR ID:
LESSEE : TOTAL MINATOME CORPORATION
PROSPECT : LAKE ENFERMER
EXHIBIT A Page 43 of 64
LAFOURCHE REALTY COMPANY, INC. LANDS SITUATED IN LAFOURCHE PARISH, LOUISIANA AND
DESCRIBED AS FOLLOWS TO-WIT:
TRACT 1: 2.122 acres, more or less, situated in Section 19, Township 20 South,
Range 23 East, and being more particularly described by metes and
bounds as follows:
Beginning at a point along the Intersection of V-3 RD SU A and
V 2 RD SU A having Lambert coordinates
x = 2,378,150.00
y = 243,410.00
thence Southwest along the V-2 RD SU A S13d23'33"E 215.87
thence S09d05'25"E 253.18
thence S03d10'47"E 180.28
thence S07d07'30"W 241.87" to a point along
the intersection of the V-2 RD SU A and the V-3 RD SU A having Lambert
coordinates
x = 2,378,220.00
y = 242,530.00
thence Northeast along the V-3 RD SU A N00d00'02"E 270.00'
thence N06d32'47"W 614.00' to the point of beginning.
TRACT 2: .459 acres, more or less, situated in Section 20, Township 20 South,
Range 23 East, and being more particularly described by metes and
bounds as follows:
Beginning at a point along the Intersection of the V-3 RD SU A and
the V-2 RD SU A having Lambert coordinates
x = 2,374,776.92
y = 240,647.10
thence Southwest along the V-3 RD SU A S01d19'34"W 565.03' to the
Intersection of the V-2 RD SU A and the V-3 RD SU A having Lambert coordinates
x = 2,374,763.85
y = 240,082.22
thence Northwestward along the V-2 RD SU A N83d59'28"W 328.35'
to a point having Lambert coordinates
x = 2,374,437.31
y = 240,118.59
thence Northeast N32d37'35"W 029 91' to the point of beginning
THE NOMENCLATURE FOR THE UNITS MENTIONED IN THE ABOVE METES AND BOUNDS
DESCRIPTION ARE MORE PARTICULARLY DESCRIBED AS FOLLOWS:
V-2 RD SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-T-
4, DATED JULY 1, 1985, EFFECTIVE MAY 7, 1985, RECORDED COB 918, FOLIO 756,
ENTRY NO. 631920, RECORDS OF LAFOURCHE PARISH, LOUISIANA.
V-2 RD SUA ESTABLISHED BY LOUISIANA OFFICE OF CONSERVATION ORDER NO. 340-S-
4, DATED JULY 1, 1985, EFFECTIVE MAY 7, 1985, RECORDED COB 918, FOLIO 760,
ENTRY NO. 631921, RECORDS OF LAFOURCHE PARISH, LOUISIANA.
EXHIBIT A Page 44 of 64
Contract No. 136
Farmout Agreement dated April 10, 1973, between Lynal Exploration Company,
Samedan Oil Corporation, Tesoro Petroleum Corporation and Oppenheimer Oil
and Gas, Inc., as Farmors, and Texas Gas Exploration Corporation, as
Farmee, covering certain lands and leases in Lafourche Parish, Louisiana.
Contract No.137
Joint Operating Agreement dated December 14, 1973, between Texas Gas
Exploration Corporation, as Operator, and Lynal Exploration Company, Tesoro
Petroleum Corporation, Samedan Oil Corporation and Oppenheimer Oil & Gas,
Inc. as Non-Operators; a declaration and notice of same having been
recorded in the Conveyance Records of Lafourche Parish, Louisiana on
November 15, 1976, in Book 579, at Folio 138, under Entry No. 435086.
Contract No.138
Unit Operating Agreement dated May 9, 1974, between Texas Gas Exploration
Corporation, as Operator, and Lynal Exploration Company, Tesoro Petroleum
Corporation, Samedan Oil Corporation, Oppenheimer Oil & Gas, Inc., and
Petro-Lewis Corporation, as Non-Operators, covering the operation of the
"I" RA SU A, established by Louisiana Department of Conservation Order No.
340-B, effective May 9, 1974; a declaration and notice of said Agreement
having been recorded in the Conveyance Records of Lafourche Parish,
Louisiana on November 15, 1976, in Book 579, at Folio 144, under Entry No.
435087.
Contract No.139
Unit Operating Agreement dated August 14, 1974, between Texas Gas
Exploration Corporation, as Operator, and Lynal Exploration Company, Tesoro
Petroleum Corporation, Samedan Oil Corporation, Oppenheimer Oil & Gas,
Inc., and Petro-Lewis Corporation, as Non-Operators, covering the
operation of the "H" RB SU A, established by Louisiana Department of
Conservation Order No. 340-A-1, effective August 14, 1974; a declaration
and notice of said Agreement having been recorded in the Conveyance Records
of Lafourche Parish, Louisiana on November 15, 1976, in Book 579, at Folio
146, under Entry No. 435088.
Contract No.140
Unit Operating Agreement dated June 17, 1975 between Texas Gas Exploration
Corporation, as Operator, and Lynal Exploration Company, Tesoro Petroleum
Corporation, Samedan Oil Corporation, Oppenheimer Oil & Gas, Inc., and
Petro-Lewis Corporation, as Non-Operators, covering the operation of the
"J" RA SU A, established by Louisiana Department of Conservation Order No.
340-H, effective June 17, 1975; a declaration and notice of said Agreement
having been recorded in the Conveyance Records of Lafourche Parish,
Louisiana on April 4, 1977, in Book 591, at Folio 393 under Entry No.
443618.
Contract No. 141
Farmout Agreement dated February 13, 1976, as amended, between McMoRan
Exploration Company and Texas Gas Exploration Corporation, covering certain
lands and leases in Lafourche Parish, Louisiana.
EXHIBIT A Page 45 of 64
Contract No.142
Joint Operating Agreement dated effective December 1, 1976, between Texas
Gas Exploration Corporation, as Operator, and Inc., Tesoro Petroleum
Corporation, Samedan Oil Corporation, OPCO Production Company, McMoRan Oil
& Gas Company and Natomas North America, Inc., as Non-Operators, a
declaration and notice of same having been recorded in the Conveyance
Records of Lafourche Parish, Louisiana on August 11, 1980 in Book 708, at
Folio 777 under Entry No. 525436.
Contract No.143
Unit Operating Agreement dated June 28, 1977 between Texas Gas Exploration
Corporation, as Operator, and Douglas D. Lynn, Alton Coats Estate, Tesoro
Petroleum Corporation, Samedan Oil Corporation, OPCO Production Company,
McMoRan Oil & Gas Company, and Natomas North America, Inc., as Non-
Operator, covering operations of the "R" RA SU A, established by Louisiana
Department of Conservation Order No. 340-P-1, effective June 28, 1977 as
amended by Orders 340-P-2 and 340-P-3; a declaration and notice of said
Agreement being recorded in the Conveyance Records of Lafourche Parish,
Louisiana on January 15, 1985 in Book 898, at Folio 456 under Entry No.
621391.
Contract No.144
Operating Agreement Providing A Carried Interest to State effective January
11, 1978 between the State Mineral Board, for and on behalf of the State of
Louisiana, and Texas Gas Exploration Corporation, Lynal Exploration
Company, Tesoro Petroleum Corporation, Samedan Oil Corporation, Oppenheimer
Oil & Gas, Inc., McMoRan Exploration Co. and Natomas Exploration, Inc.
referred to collectively as Operator, recorded in the Conveyance Records of
Lafourche Parish, Louisiana on January 19, 1978, in Book 616 under Entry
Nos. 463367, 463368, 463369, 463370, 463371, 463372, and 463373.
Contract No.145
Unit Operating Agreement dated March 15, 1978 between Texas Gas Exploration
Corporation, as Operator, and Douglas D. Lynn, Alton Coats Estate, Tesoro
Petroleum Corporation, Samedan Oil Corporation, OPCO Production Company,
McMoRan Oil & Gas Company, and Natomas North America, Inc., as Non-
Operator, covering operators of the "V-3" RA SU A, established by Louisiana
Department of Conservation Order No. 340-S, effective March 15, 1978, as
amended by Order 340-S-1; a declaration and notice of said Agreement being
recorded in the Conveyance Records of Lafourche Parish, Louisiana on
January 15, 1985 in Book 898, at Folio 454 under Entry No. 621390.
Contract No.146
Joint Operating Agreement dated effective March 15, 1978 between Texas Gas
Exploration Corporation, as Operator, and Lynal Exploration Company, Tesoro
Petroleum Corporation, Samedan Oil Corporation, OPCO Production Company,
McMoRan Oil & Gas Company and Natomas North America, Inc., as Non-
Operators, a declaration and notice of same having been recorded in the
Conveyance Records of Lafourche Parish, Louisiana on August 11, 1980, in
Book 708, at Folio 773, under Entry No.525435, as amended 11-20-80.
EXHIBIT A Page 46 of 64
Contract No. 148
Farmout Agreement dated September 14, 1984, between Samedan Oil
Corporation, Yankee Exploration, Inc., Damson Oil Corporation, Lynal, Inc.,
as Farmors, and Texas Gas Exploration Corporation, as Farmee, covering
certain lands and leases in Lafourche Parish, Louisiana.
Contract No. 235
Unit Operating Agreement dated June 28, 1977 between Texas Gas Exploration
Corporation, as Operator, and Douglas D. Lynn, Alton Coats Estate, Tesoro
Petroleum Corporation, Samedan Oil Corporation, OPCO Production Company,
McMoRan Oil & Gas Company and Natomas North America, Inc., as Non-
Operators, covering the operations of the "T-1" RA SU A, established by
Louisiana Department of Conservation Order No. 340-Q, effective June 28,
1977 as amended by Orders 340-Q-1 and 340-Q-2; a declaration and notice of
said Agreement being recorded in the Conveyance Records of Lafourche
Parish, Louisiana on January 15, 1985 in Book 898, at Folio 452 under Entry
No. 621389.
Contract No. 209:
AMI Termination Agreement between TGEC and MCMORAN, et al dated 8/22/1979.
Lake Enfermer Prospect, Lafourche Parish, Louisiana.
Contract No. 147:
Farmout Agreement between MCMORAN Production Co-Opr, and TGEC-Non-Opr dated
10/11/1983. Lake Enfermer Prospect, Lafourche Parish, Louisiana, as
amended 4/25/84; 6/25/84.
Contract No. 1051:
Farmout Agreement dated 8/30/84, amended 9/14/84, between Samedan, et al
and TGEC. Lake Enfermer Prospect, Lafourche Parish, Louisiana.
Contract No. 1052:
Farmout Agreement dated 8/7/1984 between Damson and TGEC. Lake Enfermer
Prospect, Lafourche Parish, Louisiana.
Transportation Agreement between Louisiana Intrastate Gas Corporation (LIG)
and TOTAL MINATOME CORPORATION dated March 1, 1992.
Gas Agreement dated 4/10/75 between TGEC and Mr. Richard St. Pierre, Sr.
Graham Agency Agreement dated March 14, 1988.
Voluntary Unit with the State Mineral Board of the State of Louisiana
covering State Lease Numbers 8403 and 6024, being a pooled unit bounded by
V-3 RB SUA, V-4 RA SUA, V-2 RB SUA and T-7 RC SUA, recorded in Book 891,
Page 490, Entry No. 618326, Lafourche Parish, Louisiana. Contract No. 695.
EXHIBIT A Page 47 of 64
LAKE ENFERMER FIELD
-------------------
1. Oil, Gas and Mineral Lease, dated October 1, 1993, between Lafourche Realty
Company, as Lessor, and Forman Petroleum Corporation, as Lessee, recorded
in Conveyance Book 118___, Folio 348, Entry No. 757789 of the records of
Lafourche Parish, Louisiana.
2. Oil, Gas and Mineral Lease, dated January 1, 1993, between Lafourche Realty
Company, as Lessor, and Forman Petroleum Corporation, as Lessee, recorded
in Conveyance Book 1201, Folio 149, Entry No. 763180 of the records of
Lafourche Parish, Louisiana.
3. Oil, Gas and Mineral Lease, dated March 1, 1993, between The Allan Company,
as Lessor, and Forman Petroleum Corporation, as Lessee, recorded in
Conveyance Book 1171, Entry No. 750581 of the records of Lafourche Parish,
Louisiana.
4. Oil, Gas and Mineral Lease, dated October 21, 1993, between William H.
Harrison, Jr., Administrator of the Succession of Patrick John Harrison, as
Lessor, and Forman Petroleum Corporation, as Lessee, recorded in Conveyance
Book 1194, Folio 650, Entry No. 759920 of the records of Lafourche Parish,
Louisiana.
5. Oil, Gas and Mineral Lease, dated October 21, 1993, between William H.
Harrison, Jr., et al, as Lessors, and Forman Petroleum Corporation, as
Lessee, recorded in Conveyance Book 1192, Entry No. 758828 of the records
of Lafourche Parish, Louisiana.
6. Oil, Gas and Mineral Lease, dated October 21, 1993, between Gloria Knight
Ferrera, et al, as Lessors, and Forman Petroleum Corporation, as Lessee,
recorded in Conveyance Book 1192, Entry No. 758827 of the records of
Lafourche Parish, Louisiana.
7. Oil, Gas and Mineral Lease, dated October 21, 1993, between Shirley
Harrison Hyde, et al, as Lessors, and Forman Petroleum Corporation, as
Lessee, recorded in Conveyance Book 1192, Entry No. 758829 of the records
of Lafourche Parish, Louisiana.
8. Oil, Gas and Mineral Lease, dated June 30, 1994, between Philip A. Grove,
et al, as Lessor and Forman Petroleum Corporation, as Lessee, recorded in
Conveyance Book 1215, Folio 597, Entry No. 770121 of the records of
Lafourche Parish, Louisiana.
9. Oil, Gas and Mineral Lease, dated July 25, 1994, between The Allan Company,
as Lessor, and Forman Petroleum Corporation, as Lessee, recorded in
Conveyance Book 1214, Folio 521, Entry No. 769655 of the records of
Lafourche Parish, Louisiana.
10. Oil, Gas and Mineral Lease, dated May 16, 1994, between the State Mineral
Board of the State of Louisiana, acting for and in behalf of the Lafourche
Parish School Board, as Lessor, and Forman Petroleum Corporation, as
Lessee, recorded in Conveyance Book 1208, Folio 818, Entry No. 767117 of
the records of Lafourche Parish, Louisiana.
EXHIBIT A Page 48 of 64
LAKE ENFERMER FIELD
LAFOURCHE PARISH, LOUISIANA
1. Oil, Gas and Mineral Lease, dated November 1, 1993, between The William H.
Harrison, Jr. Family Project, as Lessor, and Forman Petroleum Corporation, as
Lessee, recorded in COB 1252, Folio 62, Entry No.786316, records of Lafourche
Parish, Louisiana. (Lease No. 9203-0008-04)
2. Oil, Gas and Mineral Lease, dated October 21,1993, between The William H.
Harrison, Jr. - Family Project, as Lessor, and Forman Petroleum Corporation, as
Lessee, recorded in COB 1240, Folio 223, Entry No. 780620, records of Lafourche
Parish, Louisiana. (Lease No. 9203-0008-07)
3. Oil, Gas and Mineral Lease, dated January 18, 1996, between The Ellen Lucy
McHugh Trust, as Lessor, and Forman Petroleum Corporation, as Lessee, recorded
in COB 1264, Entry No.792430, records of LaFourche Parish, Louisiana. (Lease No.
9203-0016-02)
4. Oil, Gas and Mineral Lease, dated January 18, 1996, between The Clint Colby
Revocable Trust, et al, as Lessor, and Forman Petroleum Corporation, as Lessee,
recorded in COB 1264, Entry No. 792429, records of LaFourche Parish, Louisiana.
(Lease No. 9203-0016-01)
5. Oil, Gas and Mineral Lease, dated January 18, 1996, between The Adrienne F.
Faber Testamentary Trust, el al, as Lessor, and Forman Petroleum Corporation, as
Lessee, recorded in COB 1264, Entry No.792425 records of Lafourche Parish,
Louisiana. (Lease No. 9203-0017-01)
6. Oil, Gas and Mineral Lease, dated January 18,1996, between Thomas L.
Fassett, as Lessor, and Forman Petroleum Corporation, as Lessee, recorded in COB
1264, Entry No. 792427, records of Lafourche Parish, Louisiana. (Lease No.9203-
0017-04)
7. Oil, Gas and Mineral Lease, dated January 18,1996, between Willard Fassett,
as Lessor, and Forman Petroleum Corporation, as Lessee, recorded in COB 1264,
Entry No. 792428, records of Lafourche Parish, Louisiana. (Lease No. 9203-0017-
05)
8. Oil, Gas and Mineral Lease, dated January 18,1996, between Richard Fassett,
as Lessor, and Forman Petroleum Corporation, as Lessee, recorded in COB 1264,
Entry No. 792426, records of Lafourche Parish, Louisiana. (Lease No. 9203-0017-
06)
9. Oil, Gas and Mineral Lease, dated September 26,1994, between Gloria Knight
Ferrera, et al as Lessor, and Forman Petroleum Corporation, as Lessee, recorded
in COB 1239, Folio 774, Entry No. 780495, records of Lafourche Parish,
Louisiana. (Lease No. 9203-0040-01)
10. Oil, Gas and Mineral Lease, dated September 26,1994, between Shirley
Harrison Hyde, et al, as Lessor, and Forman Petroleum Corporation, as Lessee,
recorded in COB 1239, Folio 782, Entry No.780496, records of Lafourche Parish,
Louisiana. (Lease No.9203-0040-02)
11. Oil, Gas and Mineral Lease, dated September 26,1994, between The William H.
Harrison, Jr. - Family Project, as Lessor, and Forman Petroleum Corporation, as
Lessee, recorded in COB 1239, Folio 790, Entry No.780497, records of Lafourche
Parish, Louisiana. (Lease No. 9203-0040-03)
EXHIBIT A Page 49 of 64
FORMAN PETROLEUM CORPORATION
MANILLA VILLAGE FIELD
JEFFERSON PARISH, LOUISIANA
I.
OIL GAS AND MINERAL LEASES
1. 940001. That certain Oil, Gas and Mineral Lease dated October 9, 1963,
between Alma Franz Deichmann, et al, as Lessors and Whitestone Petroleum
Corporation, as Lessee, which lease is recorded in COB 23, Folio 919 as Entry
No. 273368 of the Conveyance Records of Jefferson Parish, Louisiana.
Before Payout After Payout
------------- ------------
Operating Interest 0.08166667 0.07145833
Net Revenue Interest 0.05843367 0.05112946
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
2. 940002. That certain Oil, Gas and Mineral Lease dated October 16, 1963,
between Herbert J. Harvey, as Lessor and Whitestone Petroleum Corporation, as
Lessee, which lease is recorded in Mineral Lease Book 24, Folio 47, as Entry No.
275432 of the Mineral Lease Records of Jefferson Parish, Louisiana.
Before Payout After Payout
------------- ------------
Operating Interest 0.01333333 0.01166667
Net Revenue Interest 0.00854019 0.00747266
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
3. 940003. That certain Oil, Gas and Mineral Lease dated October 9, 1963,
between Lillian Richards, et al, as Lessors and Whitestone Petroleum
Corporation, as Lessee, which lease is recorded in Mineral Lease Book 23, Folio
915, as Entry No. 273367, of the Mineral Lease Records of Jefferson Parish,
Louisiana.
Before Payout After Payout
------------- ------------
Operating Interest 0.18400000 0.16100000
Net Revenue Interest 0.13165464 0.11519779
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
4. 940004. That certain Oil, Gas and Mineral Lease dated October 9, 1963,
between George Deichmann, et al, as Lessors and Whitestone Petroleum
Corporation, as Lessee, which lease is recorded in Mineral Lease Book 23, Folio
911, as Entry No. 273366, of the Mineral Lease Records of Jefferson Parish,
Louisiana.
EXHIBIT A Page 50 of 64
Before Payout After Payout
------------- ------------
Operating Interest 0.42100000 0.36837500
Net Revenue Interest 0.30123150 0.26357758
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
5. 940500. That certain Oil, Gas and Mineral Lease dated September 23, 1963,
between The State of Louisiana, as Lessor and Whitestone Petroleum Corporation,
as Lessee, which lease is recorded in Mineral Lease Book 23, Folio 903, Entry
No. 272461 of the Mineral Lease Records of Jefferson Parish, Louisiana, and
further designated as State Lease No. 4192,
INSOFAR AND ONLY INSOFAR AS THE TRACTS OR PARCELS OF LAND COVERED BY SAID
OIL, GAS AND MINERAL LEASE ARE LOCATED WITHIN THE PERIMETERS OF THE
FOLLOWING DESCRIBED LANDS, TO-WIT:
Beginning at U.S.C. & G.S. Station "Mud-1934", said point having Lambert
Plane Coordinates of x = 2,416,499.62 and Y = 295,408.07, go West 1,550
feet to a point, thence North 4,900 feet to a point on the West line of
State Lease 4192, being the Southwest corner of the 14,700 feet Sand Unit
B, and described herein as "Point of Beginning"; thence North along the
West line of State Lease 4192 a distance of 3,200 feet to the Northwest
Corner of said lease; thence East along the North line of said lease a
distance of 7,250 feet to the Northeast Corner of said lease; thence
Southerly a distance of 2,350 feet to a point on the East line of State
Lease 4192; thence Westerly at right angles, a distance of 3,610 feet to a
point; thence Southerly at right angles a distance of 250 feet to a point;
thence Westerly at right angles a distance of 1,000 feet to a point on the
East line of 14,700 feet Sand Unit "B"; thence Southerly a distance of 600
feet to the Southeast Corner of 14,700 feet Sand Unit B; thence West a
distance of 2,640 feet along the South boundary of said unit to the Point
of Beginning.
Before Payout After Payout
-------------- ------------
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.46320754 0.40530660
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
6. 941001 and 941002. That certain Oil, Gas and Mineral Lease dated January
21, 1967, between Emile A. Maier, et al, as Lessors and Whitestone Petroleum
Corporation, as Lessee, which lease was signed in counterparts that are recorded
in Mineral Lease Book 26, Folio 684, Entry No. 384949 of the Mineral Lease
Records of Jefferson Parish, Louisiana, and in Mineral Lease Book 26, Folio 690,
Entry No. 384950 of the Mineral Lease Records of Jefferson Parish, Louisiana,
LESS AND EXCEPT THEREFROM THOSE PORTIONS OF THE TRACTS OR PARCELS OF LANDS
COVERED BY THE ABOVE DESCRIBED OIL, GAS AND MINERAL LEASE LYING OUTSIDE OF
THE FOLLOWING DESCRIBED UNITS, TO WIT:
EXHIBIT A Page 51 of 64
1. MV Bigenerina Q Sand Unit established by Louisiana Department of
Conservation Order No. 582-C-1 dated October 19, 1970, effective October 1,
1970.
2. MV Bigenerina O Sand Unit established by Louisiana Department of
Conservation Order No. 582-D-1 dated October 16, 1970, effective October 1,
1970.
3. MV Bigenerina E Sand Unit established by Louisiana Department of
Conservation Order No. 582-E-l dated October 16, 1970, effective October 1,
1970.
4. MV Bigenerina K Sand Unit established by Louisiana Department of
Conservation Order No. 582-F-1 dated October 16, 1970, effective October 1,
1970.
5. MV 9900' Sand Unit established by Louisiana Department of
Conservation Order No. 582-J dated October 16, 1970, effective October 1,
1970.
6. MV Bigenerina Q-1 Sand Unit established by Louisiana Department of
Conservation Order No. 582-K dated October 19, 1970, effective October 1,
1970.
7. Bigenerina M Sand Unit established by Louisiana Department of
Conservation Order No. 582-G dated February 10, 1969, effective February 1,
1969.
8. Bigenerina "R" Sand Unit established by Louisiana Department of
Conservation Order No. 582-A-2 dated February 21, 1968, effective February
9, 1968.
Before Payout After Payout
------------- ------------
Operating interest 0.70000000 0.61250000
Net Revenue Interest 0.50085000 0.43824375
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
7. 941500. That certain Oil, Gas and Mineral Lease dated effective August 14,
1967, between The State of Louisiana, as Lessor and Whitestone Petroleum
Corporation, as Lessee, which lease is recorded in Mineral Lease Book 26, Folio
985, Entry No. 403622 of the Mineral Lease Records of Jefferson Parish,
Louisiana, and further designated as State Lease No. 4972.
Before Payout After Payout
------------- ------------
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.44887500 0.39276563
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
EXHIBIT A Page 52 of 64
8. 942001 and 942001. That certain Oil, Gas and Mineral Lease dated September
12, 1967, between Emile A. Maier, et al, as Lessors and Whitestone Petroleum
Corporation, as Lessee, which lease is recorded in Mineral Lease Book 27, Folio
64, Entry No. 405869 of the Mineral Lease Records of Jefferson Parish,
Louisiana, and in Mineral Lease Book 27, Folio 121, Entry No. 408393 of the
Mineral Lease Records of Jefferson Parish, Louisiana,
INSOFAR AND ONLY INSOFAR AS THE LANDS DESCRIBED IN SAID OIL, GAS AND
MINERAL LEASE ARE INCLUDED IN AND LIMITED TO THE MINERAL RIGHTS UNITIZED AS
TO:
a. The MV Bigenerina "0" RA Sand Unit established by Louisiana
Department of Conservation Order No. 582-D-l dated October 16, 1970,
effective October 1, 1970.
b. The MV 9900' Sand Unit established by Louisiana Department of
Conservation Order No. 582-J dated October 16, 1970, effective October 1,
1970.
c. The MV Bigenerina "R" RA SU A Sand Unit established by Louisiana
Department of Conservation Order No. 582-A-2 dated February 21, 1968,
effective February 9, 1968.
Before Payout After Payout
------------- ------------
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.50085000 0.43824375
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
9. 943000. That certain Oil, Gas and Mineral Lease dated September 23, 1963,
between The State of Louisiana, as Lessor and Pel Tex Petroleum Company, as
Lessee, which lease is recorded in Mineral Lease Book 23, Folio 893, Entry No.
272125 of the Mineral Lease Records of Jefferson Parish, Louisiana, further
identified as State Lease 4190,
INSOFAR AND ONLY INSOFAR AS THE LANDS DESCRIBED IN SAID OIL, GAS AND
MINERAL LEASE ARE INCLUDED IN AND LIMITED TO THE MINERAL RIGHTS UNITIZED AS
TO:
a. The MV Bigenerina "O" RA Sand Unit created by La. Office of
Conservation Order No. 582-D-l dated effective October 1, 1970.
b. The MV Bigenerina "Q" RA Sand Unit created by La. Office of
Conservation Order No. 582-C-1 dated effective October 1, 1970.
c. The MV Bigenerina "R" RA SU A created by La. Office of
Conservation Order No. 582-A-2 dated effective February 9, 1968.
Before Payout After Payout
------------- ------------
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.49560021 0.43365183
10. 943500. That certain Oil, Gas and Mineral Lease dated August 21, 1963,
between Ada Jamison Watt, et al, as Lessors and Robert L. Wolfe as Lessee, which
lease is recorded in Mineral
EXHIBIT A Page 53 of 64
Lease Book 23, Folio 993, Entry No. 274377 of the Mineral Lease Records of
Jefferson Parish, Louisiana.
11. That certain Oil, Gas and Mineral Lease dated September 12, 1967, between
Emile A. Maier, et al, as Lessors and Whitestone Petroleum Corporation, as
Lessee, which lease is recorded in Mineral Lease Book 27, Folio 64, Entry No.
405869 of the Mineral Lease Records of Jefferson Parish, Louisiana, and in
Mineral Lease Book 27, Folio 121, Entry No. 408393 of the Mineral Lease Records,
of Jefferson Parish, Louisiana, SAVE AND EXCEPT THEREFROM THE FOLLOWING:
a. All lands and mineral rights unitized as to:
(i) The MV Bigenerina "0" RA Sand Unit established by Louisiana
Department of Conservation Order No. 582-D-1 dated October 16,
1970, effective October 1, 1970;
(ii) The MV 9900' Sand Unit established by Louisiana Department of
Conservation Order No. 582-J dated October 16, 1970, effective
October 1, 1970; and
(iii) The MV Bigenerina "R" RA SU A Sand Unit established by
Louisiana Department of Conservation Order No. 582-A-2 dated
February 21, 1968, effective February 9, 1968; and
b. All lands released by that certain instrument dated October 8, 1971
executed by Patrick Petroleum Company, et al, recorded in Mineral
Lease Book 29, Folio 889, Entry No. 538451.
Before Payout After Payout
------------- ------------
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.50085000 0.43824375
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
INSOFAR AND ONLY INSOFAR AS THE LANDS DESCRIBED IN SAID OIL, GAS AND
MINERAL LEASE ARE INCLUDED IN AND LIMITED TO THE MINERAL RIGHTS UNITIZED AS
TO:
a. The MV Bigenerina "0" RA Sand Unit created by La. Office of
Conservation Order No. 582-D-1 dated effective October 1, 1970.
b. The MV Bigenerina "Q" RA Sand Unit created by La Office of
Conservation Order No. 582-C-1 dated effective October 1, 1970.
c. The MV Bigenerina "R" RA SU A created by La. Office of
Conservation Order No. 582-A-2 dated effective February 9, 1968.
Before Payout After Payout
------------- ------------
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.49560021 0.43365177
EXHIBIT A Page 54 of 64
Payout is determined pursuant to the terms of that certain Assignment and
Conveyance from C. T. Carden, et al to Forman Petroleum Corporation, recorded in
the records of Jefferson Parish, Louisiana, covering the above-described Oil,
Gas and Mineral Lease.
II.
FEE LAND
That certain tract of land comprising 25 acres, more or less, located in
Section 37, Township 18 South, Range 24 East, Jefferson Parish, Louisiana, being
the same tract of land acquired by Tidewater Associated Oil Company from Zodiac
Corporation by deed dated March 30, 1949, and recorded"in Conveyance Book 266,
Folio 685, and acquired by James D. Mullins, et al from Texaco Producing Inc.,
by deed dated May 31, 1985, recorded in COB 1260, Folio 28, Entry No. 85-25399,
in the records of Jefferson Parish, Louisiana, purporting to cover all surface
and mineral rights in and to subject property.
After Payout
#1 and
Before Payout Payout #2
Operating Interest 0.70000000 0.61250000
Net Revenue Interest 0.61110000 0.43135313
Payout #1, relating to a certain reversionary interest, and Payout #2,
relating to a certain mineral royalty interest, are determined pursuant to the
terms of that certain Assignment and Conveyance from C. T. Carden, et al to
Forman Petroleum Corporation, recorded in the records of Jefferson Parish,
Louisiana, covering the above-described Oil, Gas and Mineral Lease.
III.
UNIT INTERESTS
1. M V 9900' RA Sand Unit created by State of Louisiana, Office of
Conservation Order No. 582-J, effective October 1, 1970.
Total Unit Interest
Before Payout After Payout
------------- ------------
Net Revenue Interest 0.44505841 0.38862266
All payouts are determined pursuant to the terms of that certain Assignment
and Conveyance from C. T. Carden, et al to Forman Petroleum Corporation,
recorded in the records of Jefferson Parish, Louisiana, covering the above-
described Oil, Gas and Mineral Lease.
2. M V Bigenerina K Sand Unit created by State of Louisiana, Office of
Conservation Order No. 582-F-1, effective October 1, 1970.
Total Unit Interest
-------------------
Before Payout After Payout
------------- ------------
Net Revenue Interest 0.47256859 0.39994271
EXHIBIT A Page 55 of 64
All payouts are determined pursuant to the terms of that certain Assignment
and Conveyance from C. T. Carden, et al to Forman Petroleum Corporation,
recorded in the records of Jefferson Parish, Louisiana, covering the above-
described Oil, Gas and Mineral Lease.
3. M V Bigenerina 0 Sand Unit created by State of Louisiana, Office of
Conservation Order No. 582-D-1, effective October 1, 1970.
Total Unit Interest
-------------------
Before Payout After Payout
------------- ------------
Net Revenue Interest 0.42960741 0.37259593
All payouts are determined pursuant to the terms of that certain Assignment
and Conveyance from C. T. Carden, et al to Forman Petroleum Corporation,
recorded in the records of Jefferson Parish, Louisiana, covering the above-
described Oil, Gas and Mineral Lease.
4. M V Bigemerina Q Sand Unit created by State of Louisiana, Office of
Conservation Order No. 582-C-l, effective October 1, 1970.
Total Unit Interest
-------------------
Before Payout After Payout
------------- ------------
Net Revenue Interest 0.48856586 0.42451424
All payouts are determined pursuant to the terms of that certain Assignment
and Conveyance from C. T. Carden, et al to Forman Petroleum Corporation,
recorded in the records of Jefferson Parish, Louisiana, covering the above-
described Oil, Gas and Mineral Lease.
5. M V Bigenerina Q-1 Sand Unit created by State of Louisiana, Department of
Conservation Order No. 582-K, effective October 1, 1970.
Total Unit Interest
-------------------
Before Payout After Payout
------------- ------------
Net Revenue Interest 0.48114320 0.41761012
All payouts are determined pursuant to the terms of that certain Assignment
and Conveyance from C. T. Carden, et al to Forman Petroleum Corporation,
recorded in the records of Jefferson Parish, Louisiana, covering the above-
described Oil, Gas and Mineral Lease.
IV.
WELLS
1. E. A. Maier "B", Well #1. S/N 124815. Located 3,150' South of North Line &
3,775' East of West Line of, and in Sec. 27, T18S-R24E, Jefferson Parish,
Louisiana. Serves as Unit Well for 9900' SU.
2. Getty Fee,Well #1. S/N 124108. Located 2,334' South of North Line & 2,321'
East of West Line of Section 27, to location in Sec. 37, T18S-R24E,
Jefferson Parish, Louisiana, being North, 82(degrees) 40'21" East, 1192.51'
from USC&GS Station "Saint 66". Serves as Unit Well for MV Big. "K" RA SU.
EXHIBIT A Page 56 of 64
3. Wm. Deichmann et al., Well #1. S/N 119971. Located 2,340' South of North
Line & 250' West of East Line of, and in Sec. 28, T18S-R24E, Jefferson
Parish, Louisiana, being North 84(degrees) West, 2,275' from USC&GS Station
"St. Denis". Serves as Unit Well for MV Big. "Q" RA SU.
4. Wm. Deichmann et al., Well #2. S/N 121111. Located 2,167' South of North
Line & 735' East of West line of, and in Sec. 27, T18S-R24E, Jefferson
Parish, Louisiana. Serves as Unit Well for Big. "S" VU A.
5. Wm. Deichmann et al, Well #3. S/N 122813. Located 1,350' South of North
Line & 330' East of West Line of, and in Sec. 27, T18S-R24E, Jefferson
Parish, Louisiana, being North 36(degrees) 51'50" West of USC&GS Sta "Saint
66". Serves as Unit Well for MV Big. "O" SU.
6. Wm. Deichmann et al., Well #4. S/N 124286. Located 1,366' South of North
Line & 863.36' West of East Line of, and in Sec. 28, T18S-R24E, Jefferson
Parish, Louisiana, being North 62(degrees) 13'33" West, 2,280.48' from
USC&GS Sta "Saint 66". Serves as Unit Well for MV Big. "O" RA SU.
7. State Lease 4192, Well #3. S/N 108701. Located South 41(degrees) 34' West,
3,226.2' from USC&GS Sta "St. Denis" in T18S-R24E, Jefferson Parish,
Louisiana. Produces as a Lease Well from the 14,400' Sand.
8. State Lease 4192, Well #4. S/N 117135. Located South 65(degrees) 19'27" West,
1,986.22' from USC&GS Sta "St. Denis" in T18S-R24E, Jefferson Parish,
Louisiana.
V.
MAJOR ITEMS OF OWNED EQUIPMENT
Quantity
--------
1 Concrete Production Barge with cantilevered deck
2 3,000-Bbl galvanized, bolted stock tanks
1 1,500-Bbl galvanized, bolted stock tank
6 4' x 22'6" National 75# WP Heater Treaters
2 4' x 20' National 50# WP Recirculating Water Treaters
1 6' x 28' National 50# WP Test Heater Treater
6 24" x 5' Vertical Oil/Gas Separators, 125# WP
3 20" x 7'6" BS&B Vert. Oil/Gas Separators, 1440# WP
1 7' x 15' Vertical Oil/Gas Separator, 125# WP
1 24" x 10' BS&B Vert. Gas/Water Separator. 480# WP. Scrubber at
Compressor Inlet.
1 24" x 18'6" BS&B Vert. Glycol Tower, 1440# WP, c/w IMM BTU Glycol
Regenerator
EXHIBIT A Page 57 of 64
3 2" x 12' Horiz Meter Runs w/ Daniel Jr Fittings & Barton Bellows-
type gas meters.
2 3" x 16' Horiz Meter Runs w/ Daniel Jr Fittings & Barton Bellows-
type gas meters.
1 Concrete Salt Water Disposal Deck Barge
2 1,500-Bbl galvanized, bolted SW settling Tanks
1 10' x 12' Dog House/Office Building
1 8' x 9' Tool House w/ aluminum Sides
EXHIBIT A Page 58 of 64
BY FORMAN PETROLEUM CORPORATION
I.
OIL, GAS AND MINERAL LEASES
BOUTTE FIELD
ST. CHARLES PARISH, LOUISIANA
1. That certain Oil, Gas and Mineral Lease dated January 8, 1952, by Lydia B.
Simoneaux et al, as Lessors, and The Texas Company, as Lessee, which lease
is recorded in COB YYY, Folio 182, Entry No. 9119 of the Conveyance Records
of St. Charles Parish, Louisiana, as amended by that certain instrument
dated December 27, 1952, by Lydia B. Simoneaux et al and The Texas Company,
of record in COB 4, Folio 342, Entry No. 10536 of the Conveyance Records of
St. Charles Parish, Louisiana; and less and except the acreage described in
that certain Compromise Agreement and Partial Release dated effective
November 8, 1963, by and between Texaco, Inc. et al, of record in COB 39,
Folio 92, Entry No. 25144 of the Conveyance Records of St. Charles Parish,
Louisiana.
2. That certain Oil, Gas and Mineral Lease dated January 8, 1952, between St.
Charles Land Company, In Liquidation, as Lessor, and The Texas Company, as
Lessee, of record in COB YYY, Folio 188, Entry No. 9120 of the Conveyance
Records of St. Charles Parish, Louisiana, as amended by that certain
instrument dated December 26, 1952, by and between the St. Charles Land
Company, In Liquidation, and The Texas Company, of record in COB 4, Folio
345, Entry No. 10537 of the Conveyance Records of St. Charles Parish,
Louisiana; and less and except the acreage described in that certain
Compromise Agreement and Partial Release dated effective November 8, 1963,
by and between Texaco, Inc. et al, of record in COB 39, Folio 92, Entry No.
25144 of the Conveyance Records of St. Charles Parish, Louisiana.
The Interest of Forman Petroleum Corporation in Oil, Gas and Mineral Leases Nos.
1 and 2 above is owned in Tracts A and B as Follows:
TRACT A
The South Half of Southeast Quarter (S/2 of SE/4), and the Southwest
Quarter (SW/4) of Section 17; the Southeast Quarter (SE/4) and the
Southeast Quarter of Southwest Quarter (SE/4 of SW/4) of Section 18; All of
Section 19; All of Section 20; the West Half of West Half (W/2 of W/2) and
the East Half of Northwest Quarter (E/2 of NW/4) of Section 21; the
Northwest Quarter of Northwest Quarter (NW/4 of NW/4) of Section 28; the
North Half (N/2) of Section 29; and the North Half (N/2) of Section 30, all
in Township 14 South, Range 21 East, St. Charles Parish, Louisiana, LESS
AND EXCEPT the East Half of the Northwest Quarter (E/2 of NW/4) of Section
21, Township 14 South, Range 21 East, St. Charles Parish, Louisiana (Tract
B below).
LEASE OPERATING INTEREST .50000000
LEASE NET REVENUE INTEREST .42968750
The East Half of the Northwest Quarter
(E/2 of NW/4) of Section 21, Township 14 South,
Range 21 East. St. Charles Parish. Louisiana
OPERATING INTEREST .50000000
EXHIBIT A Page 59 of 64
NET REVENUE INTEREST .40625000
UNITS
Subject to the following
drilling and production units, created by
Department of Conservation or Office of
Conservation Orders and/or Voluntary Units:
1. By instrument dated January 4, 1960, recorded on April 20, 1960, in
Conveyance Book 26, Folio 475, Entry No. 20109, executed by and between
Texaco Inc., Pan American Petroleum Corporation et al a 40 acre production
unit was created for the Robulus #1 Zone (being that zone encountered
between the electric log depths of 10262' through 10415' in The Texas
Company's (now Texaco Inc.) Rathborne #3 Well located in Section 18,
Township 14 South, Range 21 East, St. Charles Parish, Louisiana, inclusive
of the mineral leases covering the subject property. (30 acres).
2. A plat for Texaco Inc.'s Boutte Field, St. Charles Parish, Louisiana, Main
Pay R 100 SUA, created by Office of Conservation Order No. 605-H, dated
November 22, 1982, was registered on February 14, 1983, in Conveyance Book
293, Folio 763, Entry No. 93337 of the records of St. Charles Parish,
Louisiana.
3. A plat for Texaco Inc.'s Boutte Field, St. Charles Parish, Louisiana, ROB L
RA SUA created by Office Of Conservation Order No. 605-L dated August 17,
1989, was registered on November 2, 1989, in Conveyance Book 417, Folio
166, Entry No. 147127, of the records of St. Charles Parish, Louisiana.
4. The Rathborne 2 Sand, Sand Unit A and Sand Unit B, created by Department of
Conservation Order No. 605-D dated November 22, 1965, effective November 1,
1965, Boutte Field, St. Charles Parish, Louisiana.
5. Supplement to Office of Conservation Order No. 605-D, dated May 9, 1979,
effective May 9, 1979, Boutte Field, St. Charles Parish, Louisiana.
6. The Rathborne 2 Sand, Reservoir A, Sand Unit C, created by Department of
Conservation Order No. 605-D-1, dated November 25, 1975, effective November
1, 1975, Boutte Field, St. Charles Parish, Louisiana.
7. The Simoneaux 10 Sand, Sand Unit A, Sand Unit B, and Sand Unit C, created
by Department of Conservation Order No. 605-E, dated November 22, 1965,
effective November 1, 1965, Boutte Field, St. Charles Parish, Louisiana.
8. Supplement to Office of Conservation Order No. 605-E, dated June 28, 1979,
effective June 28, 1979, Boutte Field, St. Charles Parish, Louisiana.
9. The Simoneaux 10 Sand, Sand Unit D, created by Department of Conservation
Order No. 605-E-l, dated November 15, 1966, effective December 1, 1966,
Boutte Field, St. Charles Parish, Louisiana.
10. Supplement to Department of Conservation Order No. 605-E-l, dated January
3, 1977, effective January 3, 1977, Boutte Field, St. Charles Parish,
Louisiana.
11. The Simoneaux 10 Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order No. 605-E-2, dated November 25, 1975, effective November
1, 1975, Boutte Field, St. Charles Parish, Louisiana. This order also
dissolved Simoneaux 10 Sand
EXHIBIT A Page 60 of 64
Unit A and Simoneaux Sand Unit B created by Department of Conservation
Order No. 605-E.
12. Supplement to Office of Conservation Order No. 605-E-2, dated July 25,
1980, effective July 25, 1980, Boutte Field, St. Charles Parish, Louisiana.
13. The 10000 Foot Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order No. 605-F, dated December 28, 1979, effective December
13, 1979, Boutte Field, St. Charles Parish, Louisiana.
14. Supplement to Department of Conservation Order No. 605-F, dated March 12,
1985, effective March 12, 1985, Boutte Field, St. Charles Parish,
Louisiana.
15. Supplement to Department of Conservation Order No. 605-F, dated December
28, 1989, effective December 28, 1989, Boutte Field, St. Charles Parish,
Louisiana.
16. The Simoneaux 4 Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order No. 605-G, dated February 13, 1981, effective October
21, 1980, Boutte Field, St. Charles Parish, Louisiana.
Unit Operating Interest - .7622699 - Unit NRI - .5731162
17. Supplement to Department of Conservation Order No. 605-G, dated December
28, 1989, effective December 28, 1989, Boutte Field, St. Charles Parish,
Louisiana.
18. The Main Pay Sand Reservoir 100, Sand Unit A, created by Department of
Conservation Order No. 605-H, dated November 22, 1982, effective September
29, 1982, Boutte Field, St. Charles Parish, Louisiana.
19. Supplement to Department of Conservation Order No. 605-H, dated January 6,
1986, effective January 6, 1986, Boutte Field, St. Charles Parish,
Louisiana.
20. Supplement to Department of Conservation Order No. 605-H, dated December
31, 1984, effective December 31, 1984, Boutte Field, St. Charles Parish,
Louisiana.
21. The Simoneaux 2C Sand, Reservoir A, Sand Unit B, created by Department of
Conservation Order No. 605-J, dated October 30, 1985, effective September
25, 1985, Boutte Field, St. Charles Parish, Louisiana.
22. The Simoneaux 2B Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order 605-K, dated February 18, 1987, effective February 10,
1987, Boutte Field, St. Charles Parish, Louisiana.
23. The ROB-L Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order 605-L, dated August 17, 1989, effective August 8, 1989,
Boutte Field, St. Charles Parish, Louisiana.
II.
OIL, GAS AND MINERAL LEASE
BOUTTE FIELD
ST. CHARLES PARISH. LOUISIANA
That certain Oil, Gas and Mineral Lease dated March 31, 1952, by Joseph
Rathborne Land and Lumber Company, Inc., as Lessor, and The California Company,
as Lessee, of record in COB
EXHIBIT A Page 61 of 64
ZZZ, Folio 180, Entry No. 9317 of the Conveyance Records of St. Charles Parish,
Louisiana, LESS AND EXCEPT the lands covered by those certain Partial Releases
as follows:
(1) Dated February 6, 1970, by and between Chevron Oil Company et al and
Rathborne Land Company, Inc., unrecorded, releasing the following described
280.33 acres, more or less:
Those portions of Sections 8, 17 and 18, Township 14 South, Range 21 East,
Southeastern Land District West of the Mississippi River, St. Charles Parish,
Louisiana, described as follows:
Beginning at the Southeast corner of the North one-half of Section 18, Township
14 South, Range 21 East; thence South 89 degrees 16 minutes West 660.0 feet;
thence North 330.0 feet; thence East 657.7 feet; thence North 0 degrees 23
minutes West 244.4 feet; thence North 89 degrees 16 minutes East 2,030.0 feet;
thence North 330.0 feet; thence East 610.0 feet; thence North 330.0 feet; thence
East 330.0 feet; thence North 1,270.0 feet; thence East 330.0 feet; thence North
171.4 feet; thence North 89 degrees 16 minutes East 690.0 feet; thence North
160.0 feet; thence East 630.0 feet; thence North 200.0 feet; thence East 330.0
feet; thence North 300.0 feet; thence East 294.7 feet; thence South 0 degrees 23
minutes East 4,620.4 feet; thence South 89 degrees 16 minutes West 2,631.5 feet;
thence North 0 degrees 23 minutes West 1,325.5 feet; thence South 89 degrees 16
minutes West 2,631.5 feet to the place of beginning, containing 280.33 acres
more or less.
(2) Dated February 13, 1978, effective February 7, 1978, by and between Chevron
USA, Inc. et al and Rathborne Land Company, Inc., of record in COB 205,
Folio 564, Entry No. 61635 of the Conveyance Records of St. Charles Parish,
Louisiana; and
(3) Dated January 8, 1982, by and between Chevron USA, Inc. et al and Rathborne
Land Company, Inc., of record in COB 276, Folio 518, Entry No. 86878 of the
Conveyance Records of St. Charles Parish, Louisiana.
LEASE OPERATING INTEREST 1.00000000
LEASE NET REVENUE INTEREST .70312500
EXHIBIT A Page 62 of 64
UNITS
Subject to the following
drilling and production units, created by
Department of Conservation or Office of
Conservation Orders and/or Voluntary Units:
1. By instrument dated January 4, 1960, recorded on April 20, 1960, in
Conveyance Book 26, Folio 475, Entry No. 20109, executed by and between
Texaco, Inc., Pan American Petroleum Corporation et al a 40 acre production
unit was created for the Robulus #1 Zone (being that zone encountered
between the electric log depths of 10262' through 10415' in the Texas
Company's (now Texaco Inc.) Rathborne #3 Well located in Section 18,
Township 14 South, Range 21 East, St. Charles Parish, Louisiana, inclusive
of the mineral leases covering the subject property. (10 acres).
2. A plat for Texaco Inc.'s Boutte Field, St. Charles Parish, Louisiana, Main
Pay R 100 SUA, created by Office of Conservation Order No. 605-H, dated
November 22, 1982, was registered on February 14, 1983, in Conveyance Book
293, Folio 763, Entry No. 93337 of the records of St. Charles Parish,
Louisiana.
3. A plat of Texaco Inc.'s Boutte Field, St. Charles Parish, Louisiana, ROB L
RA SUA, created by Office Of Conservation Order No. 605-L dated August 17,
1989, was registered on November 2, 1989, in Conveyance Book 417, Folio
166, Entry No. 147127, of the records of St. Charles Parish, Louisiana.
4. The Rathborne 2 Sand, Sand Unit A and Sand Unit B, created by Department of
Conservation Order No. 605-D dated November 22, 1965, effective November 1,
1965, Boutte Field, St. Charles Parish, Louisiana.
5. Supplemental to Office of Conservation Order No. 605-D, dated May 9, 1979,
effective May 9, 1979, Boutte Field, St. Charles Parish, Louisiana.
6. The Simoneaux 10 Sand, Sand Unit A, Sand Unit B, and Sand Unit C, created
by Department of Conservation Order No. 605-E, dated November 22, 1965,
effective November 1, 1965, Boutte Field, St. Charles Parish, Louisiana.
7. The Simoneaux 10 Sand, Sand Unit D, created by Department of Conservation
Order No. 605-E-1, dated November 15, 1966, effective December 1, 1966,
Boutte Field, St. Charles Parish, Louisiana.
8. Supplement to Department of Conservation Order No. 605-E-l, dated January
3, 1977, effective January 3, 1977, Boutte Field, St. Charles Parish,
Louisiana.
9. The 10000 Foot Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order No. 605-F, dated December 28, 1979, effective December
13, 1979, Boutte Field, St. Charles Parish, Louisiana.
Unit Operating Interest - .7588295 - Unit NRI - .5712350
10. Supplement to Department of Conservation Order No. 605-F, dated March 12,
1985, effective March 12, 1985, Boutte Field, St. Charles Parish,
Louisiana.
11. Supplement to Department of Conservation Order No. 605-F, dated December
28, 1989, effective December 28, 1989, Boutte Field, St. Charles Parish,
Louisiana.
EXHIBIT A Page 63 of 64
12. The Simoneaux 4 Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order No. 605-G, dated February 13, 1981, effective October
21, 1980, Boutte Field, St. Charles Parish, Louisiana.
13. Supplement to Department of Conservation Order No. 605-G, dated December
28, 1989, effective December 28, 1989, Boutte Field, St. Charles Parish,
Louisiana.
14. The Main Pay Sand Reservoir 100, Sand Unit A, created by Department of
Conservation Order No. 605-H, dated November 22, 1982, effective September
29, 1982, Boutte Field, St. Charles Parish, Louisiana.
15. Supplement to Department of Conservation Order No. 605-H, dated January 6,
1986, effective January 6, 1986, Boutte Field, St. Charles Parish,
Louisiana.
16. Supplement to Department of Conservation Order No. 605-H, dated December
31, 1984, effective December 31, 1984, Boutte Field, St. Charles Parish,
Louisiana.
17. The Simoneaux 2C Sand, Reservoir A, Sand Unit B, created by Department of
Conservation Order No. 605-J, dated October 30, 1985, effective September
25, 1985, Boutte Field, St. Charles Parish, Louisiana.
18. The Simoneaux 2B Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order 605-K, dated February 18, 1987, effective February 10,
1987, Boutte Field, St. Charles Parish, Louisiana.
19. The ROB-L Sand, Reservoir A, Sand Unit A, created by Department of
Conservation Order 605-L, dated August 17, 1989, effective August 8, 1989,
Boutte Field, St. Charles Parish, Louisiana.
III.
SURFACE LEASE
BOUTTE FIELD
ST. CHARLES PARISH. LOUISIANA
That certain Surface Lease dated July 3, 1990, by Gerard M. Simoneaux et
al, as Lessors, to Texaco, Inc., as Lessee, of record in COB 428, Folio
127, Entry No. 152744 of the Conveyance Records of St. Charles Parish,
Louisiana.
EXHIBIT A Page 64 of 64
(All recording references in this Exhibit "A" are to the records of Terrebonne
Parish, Louisiana.)
OIL GAS AND MINERAL LEASE
Oil, Gas and Mineral Lease dated December 20, 1985, by Tenneco Oil Company,
as Lessor, to Amoco Production Company, as Lessee, a declaration of which
being of record in Conveyance Book 1043, folio 660, Entry No. 774829, as
amended by Amendment to Lease dated March 30, 1987, of record in COB 1100,
folio 493, Entry No. 804214.
UNITS
Subject to the following drilling and production units created by the Department
of Conservation or the Office of Conservation Orders:
1. Tex W-10 RA SU A created by Order No. 898-G effective February 9,
1988, supplemented August 3, 1993 (COB 1379, folio 700, Entry No.
922193), Bayou Dularge Field, Terrebonne Parish, Louisiana.
2. Duval RB SU A created by Order No. 898-C-1 effective February 2, 1988,
Bayou Dularge Field, Terrebonne Parish, Louisiana.
3. Tex W-12A RA SU A, created by Order No. 898-H, effective February 9,
1988, Bayou Dularge Field, Terrebonne Parish, Louisiana.
II.
SURFACE RIGHTS
Boat Dockage Lease dated May 19, 1993, by Bayou Dularge Marina for a term
ending May 31, 1998.
SCHEDULE OF RECORDING DATA
Act of Mortgage, Security Agreement, Assignment of Production and Financing
Statement dated November 21, 1996, executed by Forman Petroleum
Corporation, passed before Diane L. Bailey, Notary Public, recorded in the
following parishes in the State of Louisiana:
Parish Book Page/Folio Entry No.
- ------ ------------- ---------- ---------
Jefferson Mineral Lease 150 96-63909
Book 136
MOB 3775 163 96-63909
Lafourche COB 1290 226 806225
MOB 728 673 806225
St. Charles COB 515 663 206916
MOB 622 586 206916
Terrebonne COB 1532 987329
MOB 1081 987329