EXHIBIT 99.2




RYDER SCOTT COMPANY                                    Telephone (303) 623-9147
621 Seventeenth Street                                       Fax (303) 623-4258
Suite 1550
Denver, Colorado 80293


                                   May 3, 2013


Synergy Resources Corporation
20203 Highway 60
Platteville, Colorado  80651

Gentlemen:

     At your request,  Ryder Scott Company,  L.P.  (Ryder Scott) has prepared an
estimate of the proved reserves,  future production,  and income attributable to
certain  leasehold  interests of Synergy Resources  Corporation  (Synergy) as of
February 28, 2013. The subject  properties are located in the state of Colorado.
The  reserves  and  income  data were  estimated  based on the  definitions  and
disclosure  guidelines of the United States  Securities and Exchange  Commission
(SEC) contained in Title 17, Code of Federal  Regulations,  Modernization of Oil
and Gas Reporting,  Final Rule released January 14, 2009 in the Federal Register
(SEC regulations). Our third party study, completed on May 3, 2013 and presented
herein,  was prepared for public  disclosure by Synergy in filings made with the
SEC in  accordance  with  the  disclosure  requirements  set  forth  in the  SEC
regulations.

     The properties  evaluated by Ryder Scott represent 100 percent of the total
net proved liquid  hydrocarbon  reserves and 100 percent of the total net proved
gas reserves of Synergy as of February 28, 2013.

     The  estimated  reserves  and future net income  amounts  presented in this
report,  as of  February  28,  2013,  are  related to  hydrocarbon  prices.  The
hydrocarbon  prices  used in the  preparation  of this  report  are based on the
average prices during the 12-month period prior to the ending date of the period
covered in this report,  determined as the unweighted arithmetic averages of the
prices  in effect  on the  first-day-of-the-month  for each  month  within  such
period, unless prices were defined by contractual  arrangements,  as required by
the SEC regulations. Actual future prices may vary significantly from the prices
required by SEC regulations;  therefore,  volumes of reserves actually recovered
and the amounts of income actually  received may differ  significantly  from the
estimated  quantities  presented in this  report.  The results of this study are
summarized below.

                                       1


                                                                

                                 SEC PARAMETERS
                     Estimated Net Reserves and Income Data
                         Certain Leasehold Interests of
                          Synergy Resources Corporation
                              As of February 28, 2013
            -------------------------------------------------------------

            -------------------------------------------------------------
                                                     Proved
                           ------------------------------------------------------------
                                    Developed                                Total
                           -----------------------------
                            Producing     Non-Producing    Undeveloped       Proved
                           ------------   --------------  --------------  -------------
Net Remaining Reserves
  Oil/Condensate -           1,906,849        2,237,152       2,476,148      6,620,149
Barrels
  Gas - MCF                 11,245,438       13,284,725      17,534,658     42,064,821

Income Data, $
  Future Gross Revenue     $197,067,952    $230,846,045    $265,063,743   $692,977,740
  Deductions               ------------    ------------    ------------   ------------

                            35,374,254       62,903,544     125,389,037    223,666,835
                            ----------       ----------     -----------    -----------
  Future Net Income        $161,693,698    $167,942,501    $139,674,706   $469,310,905
(FNI)

  Discounted FNI @ 10%     $93,214,064      $74,720,092     $40,113,708   $208,047,864


     Liquid  hydrocarbons  are expressed in standard 42 gallon barrels.  All gas
volumes are reported on an "as sold" basis  expressed in thousands of cubic feet
(MCF) at the  official  temperature  and pressure  bases of Colorado,  which are
60(degree)F and 14.73 psia, respectively.

     The estimates of the reserves,  future production,  and income attributable
to properties in this report were prepared using the economic  software  package
PHDWin Petroleum  Economic  Evaluation  Software,  a copyrighted  program of TRC
Consultants, L.C. Ryder Scott has found this program to be generally acceptable,
but notes that certain  summaries and  calculations may vary due to rounding and
may not exactly match the sum of the properties being  summarized.  Furthermore,
one line  economic  summaries may vary slightly from the more detailed cash flow
projections  of  the  same  properties,  also  due  to  rounding.  The  rounding
differences are not material.

     The future gross revenue is after the deduction of  production  taxes.  The
deductions  incorporate  the normal  direct  costs of  operating  the wells,  ad
valorem taxes,  recompletion  costs and development costs. The future net income
is  before  the  deduction  of  state  and  federal  income  taxes  and  general
administrative  overhead,  and has not been adjusted for outstanding  loans that
may exist,  nor does it include any adjustment for cash on hand or undistributed
income. Liquid hydrocarbon reserves account for approximately 78 percent and gas
reserves account for the remaining 22 percent of total future gross revenue from
the proved reserves.

     The  discounted  future  net  income  shown  above was  calculated  using a
discount rate of 10 percent per annum compounded monthly.  Future net income was
discounted  at four other  discount  rates which were also  compounded  monthly.
These results are shown in summary form as follows.

                                       2


                                      Discounted Future Net Income
                                        As of February 28, 2013
                                     -------------------------------
                Discount Rate                    Total
                   Percent                       Proved
               ----------------            -------------------

                      5                       $298,993,514
                      8                       $238,507,237
                     12                       $183,199,427
                     15                       $153,684,093

     The results shown above are presented for your  information  and should not
be construed as our estimate of fair market value.

Reserves Included in This Report

     The proved reserves  included herein conform to the definition as set forth
in the Securities and Exchange  Commission's  Regulations  Part 210.4-10 (a). An
abridged  version of the SEC  reserves  definitions  from  210.4-10(a)  entitled
"Petroleum Reserves Definitions" is included as an attachment to this report.

     The various  reserve  status  categories  are defined under the  attachment
entitled  "Petroleum Reserves Status Definitions and Guidelines" in this report.
The proved developed  non-producing reserves included herein consist of the shut
in and behind  pipe  categories.  The refrac  cases are  included  as the behind
pipe-rf category.

     No attempt was made to quantify or  otherwise  account for any  accumulated
gas  production  imbalances  that may exist.  The proved gas  volumes  presented
herein do not include volumes of gas consumed in operations as reserves.

     Reserves are  "estimated  remaining  quantities  of oil and gas and related
substances  anticipated to be  economically  producible,  as of a given date, by
application  of  development  projects  to  known  accumulations."  All  reserve
estimates involve an assessment of the uncertainty  relating the likelihood that
the  actual  remaining  quantities  recovered  will be  greater or less than the
estimated  quantities  determined  as of the date  the  estimate  is  made.  The
uncertainty  depends chiefly on the amount of reliable  geologic and engineering
data available at the time of the estimate and the interpretation of these data.
The relative degree of uncertainty may be conveyed by placing  reserves into one
of two principal classifications,  either proved or unproved.  Unproved reserves
are less  certain  to be  recovered  than  proved  reserves,  and may be further
sub-classified  as  probable  and  possible  reserves  to  denote  progressively
increasing  uncertainty  in their  recoverability.  At Synergy's  request,  this
report  addresses  only  the  proved  reserves  attributable  to the  properties
evaluated herein.

     Proved oil and gas reserves are "those  quantities of oil and gas which, by
analysis of geoscience and  engineering  data, can be estimated with  reasonable
certainty to be economically  producible from a given date forward".  The proved
reserves included herein were estimated using deterministic methods. The SEC has
defined  reasonable  certainty for proved reserves,  when based on deterministic
methods, as a "high degree of confidence that the quantities will be recovered."

                                       3


     Proved  reserve  estimates  will  generally be revised  only as  additional
geologic or engineering data become available or as economic  conditions change.
For  proved  reserves,  the  SEC  states  that  "as  changes  due  to  increased
availability  of  geoscience   (geological,   geophysical,   and   geochemical),
engineering, and economic data are made to the estimated ultimate recovery (EUR)
with time,  reasonably  certain  EUR is much more  likely to  increase or remain
constant  than to  decrease."  Moreover,  estimates  of proved  reserves  may be
revised as a result of future operations,  effects of regulation by governmental
agencies or  geopolitical  or economic  risks.  Therefore,  the proved  reserves
included in this report are estimates  only and should not be construed as being
exact quantities, and if recovered, the revenues therefrom, and the actual costs
related thereto, could be more or less than the estimated amounts.

     Synergy's  operations  may be  subject to  various  levels of  governmental
controls and  regulations.  These controls and regulations may include,  but may
not be limited to, matters relating to land tenure and leasing, the legal rights
to  produce  hydrocarbons,  drilling  and  production  practices,  environmental
protection,  marketing and pricing policies, royalties, various taxes and levies
including  income tax and are subject to change from time to time.  Such changes
in  governmental  regulations  and policies may cause volumes of proved reserves
actually  recovered  and amounts of proved  income  actually  received to differ
significantly from the estimated quantities.

     The  estimates  of proved  reserves  presented  herein  were  based  upon a
detailed study of the properties in which Synergy owns an interest;  however, we
have not made any field  examination of the  properties.  No  consideration  was
given in this report to potential  environmental  liabilities that may exist nor
were any costs  included  for  potential  liabilities  to  restore  and clean up
damages, if any, caused by past operating practices.

Estimates of Reserves

     The estimation of reserves involves two distinct determinations.  The first
determination results in the estimation of the quantities of recoverable oil and
gas and the second  determination  results in the estimation of the  uncertainty
associated  with those  estimated  quantities in accordance with the definitions
set  forth  by  the  Securities  and  Exchange  Commission's   Regulations  Part
210.4-10(a). The process of estimating the quantities of recoverable oil and gas
reserves relies on the use of certain generally accepted analytical  procedures.
These  analytical  procedures fall into three broad  categories or methods:  (1)
performance-based  methods; (2) volumetric-based methods; and (3) analogy. These
methods may be used singularly or in combination by the reserve evaluator in the
process of estimating the quantities of reserves. Reserve evaluators must select
the method or  combination  of methods which in their  professional  judgment is
most  appropriate  given the  nature  and  amount  of  reliable  geoscience  and
engineering  data  available at the time of the  estimate,  the  established  or
anticipated performance characteristics of the reservoir being evaluated and the
stage of development or producing maturity of the property.

     In many cases,  the analysis of the available  geoscience  and  engineering
data and the  subsequent  interpretation  of this data may  indicate  a range of
possible  outcomes in an estimate,  irrespective  of the method  selected by the
evaluator. When a range in the quantity of reserves is identified, the evaluator
must determine the uncertainty associated with the incremental quantities of the
reserves.  If the  reserve  quantities  are  estimated  using the  deterministic
incremental approach,  the uncertainty for each discrete incremental quantity of
the  reserves is addressed by the reserve  category  assigned by the  evaluator.
Therefore,  it is the categorization of reserve  quantities as proved,  probable
and/or  possible  that  addresses  the  inherent  uncertainty  in the  estimated
quantities reported.  For proved reserves,  uncertainty is defined by the SEC as
reasonable  certainty wherein the "quantities  actually  recovered are much more
likely than not to be  achieved."  The SEC states that  "probable  reserves  are
those  additional  reserves  that are less certain to be  recovered  than proved

                                       4


reserves but which,  together with proved  reserves,  are as likely as not to be
recovered." The SEC states that "possible reserves are those additional reserves
that are less  certain to be  recovered  than  probable  reserves  and the total
quantities  ultimately  recovered  from  a  project  have a low  probability  of
exceeding  proved plus  probable  plus  possible  reserves."  All  quantities of
reserves within the same reserve category must meet the SEC definitions as noted
above.

     Estimates of reserves  quantities and their associated  reserve  categories
may be revised in the future as additional geoscience or engineering data become
available.  Furthermore,  estimates of reserves  quantities and their associated
reserve  categories  may also be revised due to other factors such as changes in
economic  conditions,  results of future  operations,  effects of  regulation by
governmental  agencies or  geopolitical  or economic  risks as previously  noted
herein.

     The proved  reserves for the properties  included  herein were estimated by
performance  methods  or by  analogy.  Approximately  100  percent of the proved
producing  reserves  attributable  to  producing  wells and/or  reservoirs  were
estimated by the performance methods.  These performance methods include decline
curve  analysis  which  utilized  extrapolations  of historical  production  and
pressure data available  through  February,  2013 in those cases where such data
were  considered  to be  definitive.  The data  utilized in this  analysis  were
supplied to Ryder Scott by Synergy or obtained from public data sources and were
considered sufficient for the purpose thereof.

     Approximately  100  percent  of  the  proved  developed  non-producing  and
undeveloped  reserves included herein were estimated by the analogy method.  The
analogy method  utilized  pertinent well data supplied to Ryder Scott by Synergy
or which we have obtained from public data sources that were  available  through
February 2013. The data utilized in this analysis were considered sufficient for
purposes thereof.

     To  estimate  economically  recoverable  proved  oil and gas  reserves  and
related  future  net cash  flows,  we  consider  many  factors  and  assumptions
including,  but not limited to, the use of  reservoir  parameters  derived  from
geological,  geophysical and engineering data which cannot be measured directly,
economic  criteria  based on current  costs and SEC  pricing  requirements,  and
forecasts   of   future   production   rates.    Under   the   SEC   regulations
210.4-10(a)(22)(v)   and  (26),  proved  reserves  must  be  anticipated  to  be
economically  producible  from a given date forward  based on existing  economic
conditions including the prices and costs at which economic producibility from a
reservoir is to be determined.  While it may reasonably be anticipated  that the
future prices  received for the sale of production  and the operating  costs and
other costs  relating to such  production  may  increase or decrease  from those
under existing economic conditions,  such changes were, in accordance with rules
adopted by the SEC, omitted from consideration in making this evaluation.

     Synergy has  informed us that they have  furnished  us all of the  material
accounts,  records,  geological and engineering data, and reports and other data
required  for this  investigation.  In preparing  our forecast of future  proved
production  and  income,  we have  relied upon data  furnished  by Synergy  with
respect to property  interests  owned,  production  and well tests from examined
wells, normal direct costs of operating the wells or leases, other costs such as
transportation   and/or  processing  fees,  ad  valorem  and  production  taxes,
recompletion and development costs,  product prices based on the SEC regulations
and adjustments or  differentials  to product prices.  Ryder Scott reviewed such
factual  data  for  its  reasonableness;  however,  we  have  not  conducted  an
independent  verification  of the data  furnished  by Synergy.  We consider  the
factual data used in this report  appropriate  and sufficient for the purpose of
preparing the estimates of reserves and future net revenues herein.

                                       5


     In summary,  we consider  the  assumptions,  data,  methods and  analytical
procedures used in this report  appropriate for the purpose hereof,  and we have
used all such methods and procedures that we consider  necessary and appropriate
to prepare the estimates of reserves herein. The proved reserves included herein
were  determined in conformance  with the United States  Securities and Exchange
Commission (SEC) Modernization of Oil and Gas Reporting;  Final Rule,  including
all  references  to  Regulation  S-X and  Regulation  S-K,  referred  to  herein
collectively  as the "SEC  Regulations."  In our  opinion,  the proved  reserves
presented in this report comply with the definitions,  guidelines and disclosure
requirements as required by the SEC regulations.

Future Production Rates

     For wells currently on production, our forecasts of future production rates
are based on historical  performance  data.  If no production  decline trend has
been established,  future  production rates were held constant,  or adjusted for
the  effects of  curtailment  where  appropriate,  until a decline in ability to
produce  was  anticipated.  An  estimated  rate of decline  was then  applied to
depletion of the reserves.  If a decline trend has been established,  this trend
was used as the basis for estimating future production rates.

     Offset  analogies and other related  information  were used to estimate the
anticipated  initial  production rates for those wells or locations that are not
currently producing. For reserves not yet on production, sales were estimated to
commence at an anticipated  date  furnished by Synergy.  Wells or locations that
are  not  currently   producing  may  start  producing  earlier  or  later  than
anticipated in our estimates due to unforeseen  factors  causing a change in the
timing to initiate  production.  Such factors may include delays due to weather,
the  availability  of  rigs,  the  sequence  of  drilling,   completing   and/or
recompleting wells and/or constraints set by regulatory bodies.

     The future  production rates from wells currently on production or wells or
locations  that are not currently  producing may be more or less than  estimated
because  of  changes  including,  but not  limited  to,  reservoir  performance,
operating  conditions related to surface facilities,  compression and artificial
lift,  pipeline  capacity and/or operating  conditions,  producing market demand
and/or allowables or other constraints set by regulatory bodies.

Hydrocarbon Prices

     The hydrocarbon  prices used herein are based on SEC price parameters using
the average  prices  during the 12-month  period prior to the ending date of the
period covered in this report,  determined as the unweighted arithmetic averages
of the prices in effect on the first-day-of-the-month for each month within such
period, unless prices were defined by contractual arrangements.  For hydrocarbon
products  sold  under  contract,  the  contract  prices,   including  fixed  and
determinable  escalations,  exclusive of inflation adjustments,  were used until
expiration of the contract.  Upon contract expiration,  the prices were adjusted
to the 12-month unweighted arithmetic average as previously described.

     Ryder Scott  determined  the above  mentioned  average  prices in effect on
February 28, 2013.  These initial SEC hydrocarbon  prices were determined  using
the 12-month average first-day-of-the-month  benchmark prices appropriate to the
geographic area where the  hydrocarbons  are sold.  These  benchmark  prices are
prior to the adjustments for differentials as described herein.  The table below
summarizes the "benchmark  prices" and "price reference" used for the geographic
area included in the report.  In certain  geographic  areas, the price reference
and benchmark prices may be defined by contractual arrangements.

                                       6


     The product  prices that were  actually  used to determine the future gross
revenue  for each  property  reflect  adjustments  to the  benchmark  prices for
gravity,  quality,  local conditions,  and/or distance from market,  referred to
herein as  "differentials."  The  differentials  used in the preparation of this
report were furnished to us by Synergy.  The differentials  furnished to us were
accepted as factual data and reviewed by us for their  reasonableness;  however,
we have not conducted an independent verification of the data used by Synergy to
determine these differentials.

     In addition,  the table below summarizes the net volume weighted  benchmark
prices  adjusted  for  differentials  and  referred  to herein  as the  "average
realized  prices."  The average  realized  prices  shown in the table below were
determined from the total future gross revenue before  production  taxes and the
total net reserves for the geographic  area and presented in accordance with SEC
disclosure requirements for each of the geographic areas included in the report.

                                                         Avg             Avg
                                       Price          Benchmark        Realized
 Geographic Area      Product        Reference          Prices          Prices

  North America

     Colorado     Oil/Condensate    WTI Cushing       $94.14/BBL      $86.47/BBL

                        Gas          Henry Hub       $2.86/MMBTU      $3.76/MCF

     The effects of derivative instruments designated as price hedges of oil and
gas quantities are not reflected in our individual property evaluations.

Costs

     Operating  costs for the leases and wells in this report were  furnished by
Synergy and are based on the  operating  expense  reports of Synergy and include
only those costs  directly  applicable  to the leases and wells.  The  operating
costs include a portion of general and  administrative  costs allocated directly
to the leases and wells. The operating costs for non-operated properties include
the COPAS  overhead  costs that are  allocated  directly to the leases and wells
under terms of operating  agreements.  The operating  costs furnished by Synergy
were  reviewed  by us for their  reasonableness  using  information  supplied by
Synergy for this purpose.  No deduction was made for loan  repayments,  interest
expenses,  or  exploration  and  development  prepayments  that were not charged
directly to the leases or wells.

     Development  costs  were  furnished  to us by  Synergy  and  are  based  on
authorizations for expenditure for the proposed work or actual costs for similar
projects.  The  development  costs  furnished by Synergy were reviewed by us for
their  reasonableness  using  information  supplied by Synergy for this purpose.
Synergy's  estimates of zero  abandonment  costs after salvage value for onshore
properties  were used in this report.  Ryder Scott has not  performed a detailed
study of the  abandonment  costs or the salvage  value and makes no warranty for
Synergy's estimate.

     The proved developed  non-producing and undeveloped reserves in this report
have been  incorporated  herein in accordance  with  Synergy's  plans to develop
these  reserves  as of  February  28,  2013.  The  implementation  of  Synergy's
development  plans as presented to us and incorporated  herein is subject to the
approval process adopted by Synergy's management.  As the result of our inquires
during the course of  preparing  this  report,  Synergy has informed us that the
development  activities  included herein have been subjected to and received the
internal  approvals  required by Synergy's  management at the appropriate local,

                                       7


regional and/or corporate level. In addition to the internal approvals as noted,
certain  development  activities  may still be subject to  specific  partner AFE
processes,  Joint Operating Agreement (JOA) requirements or other administrative
approvals external to Synergy.  Additionally,  Synergy has informed us that they
are not aware of any legal,  regulatory,  political or economic  obstacles  that
would significantly alter their plans.

     Current costs used by Synergy were held constant throughout the life of the
properties.

Standards of Independence and Professional Qualification

     Ryder Scott is an independent  petroleum  engineering  consulting firm that
has been providing  petroleum  consulting services throughout the world for over
seventy-five  years.  Ryder Scott is  employee-owned  and  maintains  offices in
Houston,  Texas; Denver,  Colorado; and Calgary,  Alberta,  Canada. We have over
eighty engineers and geoscientists on our permanent staff. By virtue of the size
of our firm and the large  number of clients for which we provide  services,  no
single client or job represents a material portion of our annual revenue.  We do
not serve as officers or directors of any privately-owned or publicly-traded oil
and gas  company  and are  separate  and  independent  from  the  operating  and
investment  decision-making  process of our clients. This allows us to bring the
highest  level  of  independence  and  objectivity  to each  engagement  for our
services.

     Ryder  Scott  actively   participates  in  industry  related   professional
societies  and  organizes  an annual  public  forum  focused  on the  subject of
reserves  evaluations  and SEC  regulations.  Many of our staff have authored or
co-authored  technical  papers on the subject of  reserves  related  topics.  We
encourage  our  staff to  maintain  and  enhance  their  professional  skills by
actively participating in ongoing continuing education.

     Prior to becoming an officer of the  Company,  Ryder  Scott  requires  that
staff engineers and geoscientists  have received  professional  accreditation in
the form of a  registered  or  certified  professional  engineer's  license or a
registered or certified professional  geoscientist's  license, or the equivalent
thereof,   from  an   appropriate   governmental   authority   or  a  recognized
self-regulating professional organization.

     We are independent petroleum engineers with respect to Synergy.  Neither we
nor any of our  employees  have any  interest  in the  subject  properties,  and
neither the employment to do this work nor the compensation is contingent on our
estimates of reserves for the properties which were reviewed.

     The  results  of this  study,  presented  herein,  are  based on  technical
analysis conducted by teams of geoscientists and engineers from Ryder Scott. The
professional  qualifications of the undersigned,  the technical person primarily
responsible  for reviewing and approving the reserves  information  discussed in
this report, are included as an attachment to this letter.

Terms of Usage

     The results of our third party study, presented in report form herein, were
prepared in accordance  with the  disclosure  requirements  set forth in the SEC
regulations  and  intended for public  disclosure  as an exhibit in filings made
with the SEC by Synergy.

     Synergy  makes  periodic  filings  on Form 10-K with the SEC under the 1934
Exchange Act.  Furthermore,  Synergy has certain  registration  statements filed
with the SEC under the 1933  Securities  Act into which any  subsequently  filed
Form 10-K is incorporated by reference.  We have consented to the  incorporation
by  reference  in the  registration  statements  on Form S-3 of  Synergy  of the
references  to our name as well as to the  references  to our third party report
for Synergy which appears in the February 28, 2013 annual report on Form 10-K of
Synergy.  Our written consent for such use is included as a separate  exhibit to
the filings made with the SEC by Synergy.

                                       8


     We have provided Synergy with a digital version of the original signed copy
of this  report  letter.  In the event  there are any  differences  between  the
digital  version  included in filings  made by Synergy and the  original  signed
report letter, the original signed report letter shall control and supersede the
digital version.

     The  data  and work  papers  used in the  preparation  of this  report  are
available for examination by authorized  parties in our offices.  Please contact
us if we can be of further service.

                                          Very truly yours,

                                          RYDER SCOTT COMPANY, L.P.
                                          TBPE Firm Registration No. F-1580

                                          /s/ James L. Baird

                                          James L. Baird, P.E.
                                          Colorado License No. 41521
                                          Managing Senior Vice President

   [seal]
                                          /s/ Thomas E. Venglar

                                          Thomas E. Venglar, P.E.
                                          Colorado License No. 28846
                                          Senior Petroleum Engineer


             Professional Qualifications of Primary Technical Person

The  conclusions  presented in this report are the result of technical  analysis
conducted by teams of geoscientists  and engineers from Ryder Scott Company L.P.
James Larry Baird was the primary  technical  person  responsible for overseeing
the estimate of the reserves.

Mr. Baird,  an employee of Ryder Scott Company L.P. (Ryder Scott) since 2006, is
a  Managing   Senior  Vice   President   and  also  serves  as  Manager  of  the
placeCityDenver  office,  responsible for coordinating and supervising staff and
consulting  engineers  of the company in ongoing  reservoir  evaluation  studies
worldwide.  Before  joining  Ryder  Scott,  Mr.  Baird  served  in a  number  of
engineering  positions  with  Gulf Oil  Corporation,  Northern  Natural  Gas and
Questar  Exploration & Production.  For more  information  regarding Mr. Baird's
geographic and job specific experience,  please refer to the Ryder Scott Company
website at www.ryderscott.com/ Experience/Employees.

Mr. Baird earned a Bachelor of Science degree in Petroleum  Engineering from the
PlaceTypeUniversity  of  PlaceNameMissouri  at Rolla in 1970 and is a registered
Professional Engineer in the States of Colorado and placeStateUtah. He is also a
member of the Society of Petroleum Engineers.

In addition to gaining  experience and competency through prior work experience,
the  placeStateColorado  and Utah  Board  of  Professional  Engineers  recommend
continuing  education  annually,  including  at  least  one  hour in the area of
professional  ethics,  which Mr. Baird fulfills.  As part of his 2011 continuing
education  hours,  Mr. Baird attended an internally  presented  sixteen hours of
formalized  training as well as an eight hour public forum.  Mr. Baird  attended
the 2010 and 2011 RSC  Reserves  Conference  and  various  professional  society
presentations   specifically  on  the  new  SEC  regulations   relating  to  the
definitions and disclosure  guidelines contained in the United States Securities
and Exchange Commission Title 17, Code of Federal Regulations,  Modernization of
Oil and Gas  Reporting,  Final Rule  released  January  14,  2009 in the Federal
Register.  Mr. Baird attended an additional sixteen hours of formalized in-house
training  during 2011 and 2012  covering  such  topics as the  SPE/WPC/AAPG/SPEE
Petroleum Resources  Management System,  reservoir  engineering,  geoscience and
petroleum  economics  evaluation  methods,  reserve  reconciliation   processes,
overviews of the various  productive  basins of North  America,  evaluations  of
resource play reserves,  procedures and software and ethics for consultants. Mr.
Baird  was a keynote  speaker,  presenting  the  Changing  Landscape  of the SEC
Reporting,  at the 2009  Unconventional  Gas  International  Conference  held in
CityplaceFort Worth, StateTexas.

Based on his  educational  background,  professional  training  and more than 40
years of practical  experience  in the  estimation  and  evaluation of petroleum
reserves,  Mr. Baird has attained the professional  qualifications as a Reserves
Estimator  and  Reserves  Auditor  set forth in  Article  III of the  "Standards
Pertaining to the Estimating  and Auditing of Oil and Gas Reserves  Information"
promulgated by the Society of Petroleum Engineers as of February 19, 2007.



             Professional Qualifications of Primary Technical Person

The  conclusions  presented in this report are the result of technical  analysis
conducted by teams of geoscientists and engineers from Ryder Scott Company, L.P.
Thomas E. Venglar was the primary  technical  person  responsible for overseeing
the estimate of the future net reserves and income.

Mr. Venglar,  an employee of Ryder Scott Company L.P. (Ryder Scott) beginning in
2006,  is  a  Senior  Petroleum   Engineer   responsible  for  coordinating  and
supervising  staff and consulting  engineers of the company in ongoing reservoir
evaluation  studies.  Before joining Ryder Scott,  Venglar served in a number of
engineering  positions with Grynberg  Petroleum  Company and Anadarko  Petroleum
Corporation.  For more information  regarding Mr.  Venglar's  geographic and job
specific  experience,  please  refer  to the  Ryder  Scott  Company  website  at
www.ryderscott.com/Experience/Employees.

Venglar  earned a  Bachelor  of Science  degree in  Petroleum  Engineering  from
PlaceNameTexas  PlaceNameA&M  PlaceTypeUniversity  in 1979  and is a  registered
Professional Engineer in the state of StateplaceColorado. He is also a member of
the Society of Petroleum Engineers.

Based on his  educational  background,  professional  training  and more than 30
years of practical  experience  in the  estimation  and  evaluation of petroleum
reserves,  Venglar has attained the  professional  qualifications  as a Reserves
Estimator  and  Reserves  Auditor as set forth in Article III of the  "Standards
Pertaining to the Estimating  and Auditing of Oil and Gas Reserves  Information"
promulgated by the Society of Petroleum Engineers as of February 19, 2007.