March 1, 2004

Mr. Harry Thompson
Wilon Resources, Inc.
931 Ashland Terrace
Chattanooga, TN  37415



       Re: Engineering Reserve Evaluation
        Trace Fork Prospect Area
        Butler District
        Wayne County, WV

Dear Mr. Thompson:

     After a review  of your  lease  holdings  in the  Trace  Fork area of Wayne
County,  West  Virginia,  and  surrounding  production,  I  have  estimated  the
following natural gas reserves (as of September 30, 2003):

Proved, Developed, Non-producing --                  0.5 BCF   (Devonian Shale)

Proved, Undeveloped --                              24.5 BCF   (Devonian Shale)

Probable --                    12.5 BCF   (Silurian -- McKenzie/Keefer/Big Six).


     This is based upon  information  contained in the previous  report entitled
GEOLOGIC AND  ENGINEERING  REPORT ON THE TRACE FORK AREA,  BUTLER  COUNTY,  WEST
VIRGINIA (dated January 2000) plus additional  analysis of production data which
was not  available at the time of that report.

     The Devonian  Shale  analysis in based upon 120-acre well spacing over your
reported  12,000  leased  acres.  Per well recovery is estimated at 0.25 BCF. My
records of well  drilling  indicate  that four of your  shut-in  wellbores  were
originally drilled through the gas-bearing Devonian Shale.  Assuming that two of
these  wellbores  can be  successfully  reentered  and completed in the Devonian
Shale and  placed  on line,  I have  applied  the  reserves  of two wells to the
Proved, Developed, Non-producing category. The remaining Devonian Shale reserves
are categorized as Proved, Undeveloped.

For the Silurian  McKenzie/Keefer/Big Six formations,  I estimated
25% (4,000  acres) of your  holdings to be  developed.  Assuming  wells would be
drilled  on  120-acre  spacing,  this would  result in 25 wells.  Based upon the
production from other producing  Silurian wells in Wayne County,  I have applied
average  reserves  of 0.5  BCF/well.

     In  completing  this  valuation  I have not  considered  any value for deep
mineral  rights  or for  other  shallow  zones,  although  both  may be  present
underlying  the project  acreage.  In arriving at my conclusions I have utilized
data provided me by Wilon  Resources,  Inc.,  and the West  Virginia  Geological
Survey. I have not independently  verified any of this data, but have assumed it
to be  accurate.  It is my  understanding  that Wilon  holds  valid  leases over
approximately  12,000  acres in Wayne County  designated  the Trace Fork Project
area. I have not investigated the validity of such leases,  but have relied upon
the general area represented to me by Wilon Resources.

     Please  bear in mind  that any  projections  provided  in this  report  are
estimates only, based upon the stated  assumptions.  As such, they should not be
construed as exact values,  and if recovered,  the revenue there from could vary
widely, dependent upon product pricing and reservoir rock properties. Therefore,
if you have  questions  regarding  specific  methods  employed in my evaluation,
portions of text which were not clearly  expressed,  or regarding gas production
in  general,  I will be happy to try to  answer  them.  I do not claim to be all
knowing or infallible,  but it is my sincere desire to be honest and informative
so that you may make the best possible decisions.

          Sincerely.


          Steven P. Kohler
          Engineering Consultant