NOTICE OF GUARANTEED DELIVERY
FOR
TENDER OF ALL OUTSTANDING
10 1/4% SENIOR SUBORDINATED NOTES DUE 2008
IN EXCHANGE FOR
10 1/4% SENIOR SUBORDINATED NOTES DUE 2008
OF
CONTINENTAL RESOURCES, INC.
Registered holders of outstanding 10 1/4% Senior Subordinated Notes due
2008 (the "Old Notes") of Continental Resources, Inc. ("Continental") who wish
to tender their Old Notes in exchange for a like number of 10 1/4% Senior
Subordinated Notes due 2008 (the "New Notes") of Continental and, in each
case, whose Old Notes are not immediately available or who cannot deliver
their Old Notes and Letter of Transmittal (and any other documents required by
the Letter of Transmittal) to United States Trust Company of New York (the
"Exchange Agent") prior to the Expiration Date may use this Notice of
Guaranteed Delivery or one substantially equivalent hereto. This Notice of
Guaranteed Delivery may be delivered by hand or sent by facsimile transmission
(receipt confirmed by telephone and an original delivered by guaranteed
overnight delivery) or mail to the Exchange Agent. See "The Exchange Offer --
Terms of the Exchange Offer -- Guaranteed Delivery Procedures" in the
Prospectus.
THE EXCHANGE AGENT FOR THE EXCHANGE OFFER IS:
UNITED STATES TRUST COMPANY OF NEW YORK
BY MAIL: BY OVERNIGHT COURIER: BY HAND: BY FACSIMILE:
United States Trust United States Trust United States Trust (212) 420-6152
Company of New York Company of New York Company of New York (For Eligible
P.O. Box 844 Corporate Trust 111 Broadway Institutions Only)
Cooper Station Operations Department Lower Level
New York, NY 10276-0844 770 Broadway-13th Floor New York, NY 10006 CONFIRM BY TELEPHONE:
Attention: Corporate New York, NY 10003 Attention: Corporate (800) 548-6565
Trust Services Trust Services
(registered or certified
mail recommended)
DELIVERY OF THIS NOTICE OF GUARANTEED DELIVERY TO AN ADDRESS OTHER THAN AS
SET FORTH ABOVE OR TRANSMISSION OF INSTRUCTIONS VIA A FACSIMILE TRANSMISSION TO
A NUMBER OTHER THAN AS SET FORTH ABOVE WILL NOT CONSTITUTE A VALID DELIVERY.
This Notice of Guaranteed Delivery is not to be used to guarantee signatures. If
a signature on a Letter of Transmittal is required to be guaranteed by an
Eligible Institution, such signature guarantee must appear in the applicable
space provided on the Letter of Transmittal for Guarantee of Signatures.
Ladies & Gentlemen:
The undersigned hereby tender(s) to Continental upon the terms and
subject to the conditions set forth in the Exchange Offer and the Letter of
Transmittal, receipt of which is hereby acknowledged, the aggregate principal
amount of Old Notes set forth below pursuant to the guaranteed delivery
procedures set forth in the Prospectus.
The undersigned understands that tenders of Old Notes pursuant to the
Exchange Offer may not be withdrawn after 5:00 p.m., New York City time on the
Expiration Date. Tenders of Old Notes may also be withdrawn if the Exchange
Offer is terminated without any such Old Notes being exchanged thereunder or as
otherwise provided in the Prospectus.
All authority herein conferred or agreed to be conferred by this Notice of
Guaranteed Delivery shall survive the death, bankruptcy or incapacity of the
undersigned and every obligation of the undersigned under this Notice of
Guaranteed Delivery shall be binding upon the heirs, personal representatives,
executors, administrators, successors, assigns, trustees in bankruptcy and other
legal representatives of the undersigned.
PLEASE SIGN AND COMPLETE
Signature(s) of Registered Owner(s) Name(s) of Registered Holder(s):
or Authorized Signatory:
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Principal Amount of Old Notes Address:
Tendered: ---------------------------
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Certificate No(s). of Old Notes (if Area Code and Telephone No.:
available):
- ----------------------------------- ----------------------------------
- ----------------------------------- Date:
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This Notice of Guaranteed Delivery must be signed by the registered
holder(s) of Old Notes exactly as its (their) name(s) appear on certificates
for Old Notes or on a security position listing the owners of Old Notes, or by
person(s) authorized to become registered Holder(s) by endorsements and
documents transmitted with this Notice of Guaranteed Delivery. If signature
is by a trustee, executor, administrator, guardian, attorney-in-fact, officer
or other person acting in a fiduciary or representative capacity, such person
must provide the following information.
PLEASE PRINT NAME(s) AND ADDRESS(es)
Name(s):
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Capacity:
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Address(es):
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DO NOT SEND OLD NOTES WITH THIS FORM. OLD NOTES SHOULD BE SENT TO THE
EXCHANGE AGENT TOGETHER WITH A PROPERLY COMPLETED AND DULY EXECUTED LETTER OF
TRANSMITTAL.
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GUARANTEE
(Not to be used for signature guarantee)
The undersigned, an eligible guarantor institution which is a member of one
of the following signature guarantee programs (an "Eligible Institution"): (i)
The Securities Transfer Agents Medallion Program (STAMP), (ii) The New York
Stock Exchange Medallion Signature Program (MSF), or (iii) The Stock Exchange
Medallion Program (SEMP), hereby (a) represents that each holder of Old Notes on
whose behalf this tender is being made "own(s)" the Old Notes covered hereby
within the meaning of Rule 14e-4 under the Securities Exchange Act of 1934, as
amended, (b) represents that such tender of Old Notes complies with such Rule
14e-4, and (c) guarantees that, within three New York Stock Exchange trading
days from the date of this Notice of Guaranteed Delivery, a properly completed
and duly executed Letter of Transmittal (or a facsimile thereof), together with
certificates representing the Old Notes covered hereby in proper form for
transfer and required documents will be deposited by the undersigned with the
Exchange Agent.
THE UNDERSIGNED ACKNOWLEDGES THAT IT MUST DELIVER THE LETTER OF
TRANSMITTAL AND OLD NOTES TENDERED HEREBY TO THE EXCHANGE AGENT WITHIN THE
TIME SET FORTH ABOVE AND THAT FAILURE TO DO SO COULD RESULT IN FINANCIAL LOSS
TO THE UNDERSIGNED.
Name of Firm: Address: Authorized Signature:
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- -------------------------------- Name:
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Area Code and Telephone No.: Title:
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Date:
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