1 EXHIBIT 99.(b)(1) August 21, 1996 Seaboard Oil Company 3100 North "A" Street Building "B", Suite 200 Midland, Texas 79705 Gentlemen: In accordance with your request, we have estimated the extent and value of certain domestic proved crude oil, condensate, and gas reserves owned by Seaboard Oil Company (the "Company") as of March 31, 1996. The properties to which proved reserves are attributable are located in the states of Arkansas, Colorado, Louisiana, North Dakota, New Mexico, Oklahoma, Texas and Wyoming. The estimated reserves are based on a detailed study of certain properties owned by the "Company". During this study, we consulted freely with the officers and employees of the "Company" and were given access to such records, geological and engineering reports, and other data as were desired for examination. In preparation of this report, we have relied without independent verification upon information furnished by the "Company" with respect to property interests owned by it, production from such properties, current costs of operation, current prices for production, agreements relating to current and future operations and various other information and data which were accepted as represented. It was not considered necessary to make a field examination of the physical condition and operation of the properties in which the "Company" owns an interest. We estimate the net proved reserves, future net revenue, and the present value of future net revenue from the properties of the "Company" as of March 31, 1996 to be as follows: Present Value Classification Oil and Future Net Discounted of Reserves Condensate Gas Revenue at 10 Percent -------------- ---------- ------- ---------- ------------- (MBBL) (MMCF) (M$) (M$) Proved Developed Producing 1,947 1,904 25,105 17,020 2 The following table sets forth the changes in total proved reserves owned by the "Company" as of March 31, 1996: Net Liquid Net Gas (BBL) (MCF) ---------- ------- Total Proved Reserves: Developed and Undeveloped Beginning of Period, March 31, 1995 2,316,240 2,181,778 Revisions of Previous Estimates (86,329) (13,427) --------- --------- Beginning of Year, as Revised 2,229,911 2,168,351 Improved Recovery Purchases of Minerals-in-Place and Extensions 28,148 53,065 Production (311,004) (330,951) Sales of Minerals-in-Place 251 14,154 --------- --------- End of Period, March 31, 1996 1,947,306 1,904,619 ========= ========= Proved Developed Reserves: Beginning of Period, March 31, 1995 2,003,768 2,181,778 End of Period, March 31, 1996 1,947,306 1,904,619 3 Seaboard Oil Company August 21, 1996 Page 3 Using a ten percent discount rate, the present value of the estimated future net revenue from proved oil and gas reserves owned by the "Company" as of March 31, 1996 is shown as follows: Net Value, $ Discounted at 10% ----------------- Proved Developed and Undeveloped Reserves: Added in Previous Years 16,980,657 New Discoveries and Purchases of Minerals-in-Place 39,413 ---------- Total as of March 31, 1996 17,020,070 ========== Proved Developed Reserves: 17,020,070 ========== The reserves evaluated in this report are classified as proved. Reserves for the producing properties were determined by extrapolation of the production decline trends, where applicable, analogy with similar offset wells, by volumetric calculations using basic reservoir parameters such as porosity, water saturation, net pay thickness, and estimated areal extent of the reservoir, or by material balance calculations. This study was performed using industry-accepted principles of engineering evaluation that are predicated on established scientific concepts. The application of such principles involves extensive judgments and is subject to changes in existing technical knowledge, economic conditions and statutory or regulatory provisions. Reserve evaluations are imprecise due to inherent uncertainties and limitations in the data base. Joe C. Neal & Associates reserves the right to alter the calculation of reserves discussed in this report if corrections to these data are subsequently required. The value estimated in this report is based on the assumptions that the properties are not negatively affected by the existence of hazardous substances or detrimental environmental conditions. We are experts in the identification of hazardous substances but were not asked to make that determination. It is possible that tests and inspections conducted by a qualified hazardous substance and environmental expert could reveal the existence of hazardous material and environmental conditions on or around the properties that would negatively affect the properties' value. 4 Seaboard Oil Company August 21, 1996 Page 4 Property identification, expense and revenue interests, actual product prices, and operating expenses were provided by the "Company". These data were not verified by inspection of internal records and files, nor was a physical inspection made of the properties. Information regarding prices and the particular pricing categories under current governmental regulations was supplied by the "Company". Net oil and gas reserves are estimated quantities of crude oil, natural gas, and natural gas liquids attributed to the revenue interests of the "Company" after deduction of royalty and/or overriding royalty interests. Net income to the revenue interests of the "Company" is the future net revenue after deduction of state and county taxes, operating expenses, and investments, if applicable. The resulting net income is before federal income tax and does not consider any encumbrances against the properties, if such exist. Minor variations in composite column totals result from computer rounding. Values of the estimated net proved reserves are expressed in terms of future net revenue and present value of future net revenue. Future net revenue are calculated by deducting estimated operating expenses, capital costs, and severance and ad valorem taxes from the future gross revenue. Present value of future net revenue is calculated by discounting the future net revenue at the rate of ten percent per annum compounded monthly over the expected period of realization. The present value set forth in this report does not necessarily represent the fair market value of the evaluated interests. A summary projection of the estimated future net revenue and present value of future net revenue as of March 31, 1996 is as follows: Proved Developed ---------------- Future Net Discounted Year Revenue at 10% ---- ---------- ---------- ($) ($) 1996 4,586,330 4,364,509 1997 3,770,459 3,246,713 1998 3,114,526 2,426,698 Remaining 13,633,915 6,982,150 ---------- ---------- Total 25,105,230 17,020,070 ========== ========== Current oil and gas prices were employed, with prices changed only to the extent that 5 Seaboard Oil Company August 21, 1996 Page 5 the price changes are considered, under the Securities and Exchange Commission's rules, to be fixed and determinable. Oil volumes shown herein are expressed in barrels which are equivalent to 42 United States gallons. Gas volumes are expressed at standard conditions of 60 degrees Fahrenheit and at the standard pressure base of the respective area in which the reserves are located. Operating expenses were held constant for the life of the properties, except for the Robertson North Clearfork and Quito West Units. The operating costs were de-escalated for the loss of downdip wells as the units mature and "water out"these wells. Severance and ad valorem taxes were deducted in the lease reserves and economics projections at the standard state rates. This report is solely for the information of and assistance to the "Company" for their use in Securities and Exchange Commission filings. It is not to be used, circulated, quoted or otherwise referred to for any other purpose without the express written consent of the undersigned except as required by law. Data utilized in this report will be maintained in our files and are available for your use. It has been our privilege to serve you by preparing this evaluation. Yours very truly, /s/ JOE C. NEAL & ASSOCIATES JCN:bm Reference: 96004 6 CONSENT OF INDEPENDENT ENGINEERS As independent engineer consultants, we hereby consent to the use of our summary report and data extracted therefrom (and all references to our Firm) included in or made a part of this Rule 13E-3 Transaction Statement and Proxy Statement for the Company's 1996 Annual Meeting. /s/ Joe C. Neal & Associates ---------------------------- JOE C. NEAL & ASSOCIATES Dated: August 21, 1996