##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSION
 Washington, D.C.
    20549
  Form 10-Q
   þ

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended
    June 30, 2007ORo

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period
    from          to    Commission file number 0-29370
   ULTRA PETROLEUM CORP.
 (Exact name of registrant as
    specified in its charter)
   Yukon Territory,
    Canada

N/A(State or other jurisdiction
    of
    incorporation or organization)

(I.R.S. employer
    identification number)363 North Sam Houston
    Parkway,
    Suite 1200, Houston, Texas

77060(Zip code)(Address of principal executive
    offices)    (281) 876-0120
 (Registrants telephone
    number, including area code)
   þ o
  Rule 12b-2 þ o
  Rule 12b-2
  þ o o
  Rule 12b-2 o þ




---



##### 



TABLE
    OF CONTENTS
  PART
    I  FINANCIAL INFORMATIONITEM 1


FINANCIAL
    STATEMENTS


3ITEM 2


MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS


17ITEM 3


QUANTITATIVE AND
    QUALITATIVE DISCLOSURES ABOUT MARKET RISK


21ITEM 4


CONTROLS AND
    PROCEDURES


22PART
    II  OTHER INFORMATIONITEM 1.


LEGAL
    PROCEEDINGS


23ITEM 1A.


RISK
    FACTORS


23ITEM 2.


CHANGES IN
    SECURITIES AND USE OF PROCEEDS


23ITEM 3.


DEFAULTS IN SENIOR
    SECURITIES


24ITEM 4.


SUBMISSION OF
    MATTERS TO A VOTE OF THE SECURITY HOLDERS


24ITEM 5.


OTHER
    INFORMATION


24ITEM 6.


EXHIBITS


25SIGNATURES


26EXHIBIT
    INDEX


27Employment Agreement - Michael D. WatfordCertification of CEO Pursuant to Section 302Certification of CFO Pursuant to Section 302Certification of CEO Pursuant to Section 906Certification of CFO Pursuant to Section 906   2




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##### Table of Contents



PART I 
    FINANCIAL INFORMATION  ITEM 1 
    FINANCIAL
    STATEMENTS  ULTRA
    PETROLEUM CORP.
  CONSOLIDATED
    STATEMENTS OF INCOME
  For the Six MonthsFor the Three Months Ended June 30,


Ended June 30,2007


2006


2007


2006(Unaudited)(Amounts in thousands of U.S. dollars, exceptper share data)Revenues:Natural gas sales

$
116,420


$
96,044


$
263,705


$
213,837Oil sales


40,402



33,849



69,310



67,306Total operating revenues


156,822



129,893



333,015



281,143Expenses:Production expenses and taxes


33,744



24,829



66,665



49,672Depletion and depreciation


38,239



18,048



73,263



36,688General and administrative


3,675



3,714



6,943



7,916Total operating expenses


75,658



46,591



146,871



94,276Operating income


81,164



83,302



186,144



186,867Other income (expense):Interest expense


(4,221
)


(139
)


(6,921
)


(311
)Interest income


309



770



636



1,344Total other income (expense)


(3,912
)


631



(6,285
)


1,033Income, before income tax provision


77,252



83,933



179,859



187,900Income tax provision


28,183



33,258



64,199



69,751Net income


49,069



50,675



115,660



118,149Retained earnings, beginning of
    period


691,375



461,063



624,784



393,589Retained earnings, end of period

$
740,444


$
511,738


$
740,444


$
511,738Income per common
    share  basic

$
0.32


$
0.33


$
0.76


$
0.76Income per common
    share  fully diluted

$
0.31


$
0.31


$
0.73


$
0.72Weighted average common shares
    outstanding  basic


152,022



155,223



151,975



155,222Weighted average common shares
    outstanding  fully diluted


158,992



162,966



159,056



163,115    3




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  CONSOLIDATED
    BALANCE SHEETS
  June 30,


December 31,2007


2006(Unaudited)(Amounts in thousands of U.S. dollars)ASSETSCurrent assetsCash and cash equivalents

$
17,481


$
14,707Restricted cash


1,874



667Accounts receivable


108,597



90,099Deferred tax asset


8,512



8,266Derivative assets


1,412



Inventory


13,166



19,337Prepaid drilling costs and other
    current assets


649



3,495Total current assets


151,691



136,571Oil and gas properties, net, using
    the full cost method of accountingProved


1,332,960



1,048,308Unproved


77,764



71,060Capital assets


1,679



1,830Other


2,407



Total assets

$
1,566,501


$
1,257,769LIABILITIES AND
    SHAREHOLDERS EQUITYCurrent liabilitiesAccounts payable and accrued
    liabilities

$
122,639


$
76,291Current taxes payable


6,133



6,842Capital cost accrual


85,115



94,867Total current liabilities


213,887



178,000Long-term debt


300,000



165,000Deferred income tax liability


300,400



259,191Other long-term obligations


26,071



26,573Shareholders equityShare capital


478



5,415Treasury stock


(16,744
)


(1,194
)Retained earnings


740,444



624,784Accumulated other comprehensive
    income


1,965



Total shareholders equity


726,143



629,005Total liabilities and
    shareholders equity

$
1,566,501


$
1,257,769    4




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  CONSOLIDATED
    STATEMENTS OF CASH FLOWS
  Six Months EndedJune 30,2007


2006(Unaudited)(Amounts in thousands of U.S. dollars)Cash provided by (used in):Operating activities:Net income for the period

$
115,660


$
118,149Adjustments to reconcile net
    income to net cash provided by operating activities:Depletion and depreciation


73,263



36,688Deferred income taxes


51,945



52,128Excess tax benefit from stock
    based compensation


(11,548
)


(8,058
)Stock compensation


1,648



524Other


43



Net changes in non-cash working
    capital:Restricted cash


(1,207
)


(1
)Accounts receivable


(18,498
)


3,677Inventory


106



794Prepaid expenses and other current
    assets


3,018



15Accounts payable and accrued
    liabilities


46,349



28,198Deferred revenue






780Other long-term obligations


(1,748
)


1,092Taxes payable


(1,205
)


3,725Net cash provided by operating
    activities


257,826



237,711Investing activities:Oil and gas property expenditures


(361,507
)


(185,940
)Change in capital cost accrual


(9,752
)


8,777Inventory


5,837



(2,435
)Purchase of capital assets


(219
)


(394
)Net cash used in investing
    activities


(365,641
)


(179,992
)Financing activities:Borrowings on long-term debt, gross


135,000



Payments on long-term debt, gross






Deferred financing costs


(1,082
)


Repurchased shares


(39,744
)


(73,346
)Stock issued for compensation






1,741Excess tax benefit from stock
    based compensation


11,548



8,058Proceeds from exercise of options


4,867



6,682Net cash provided by (used in)
    financing activities


110,589



(56,865
)Increase in cash during the period


2,774



854Cash and cash equivalents,
    beginning of period


14,707



44,395Cash and cash equivalents, end of
    period

$
17,481


$
45,249    5




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
 (Unaudited)
  Form 10-Q
  DESCRIPTION
    OF THE BUSINESS:
    1.
    SIGNIFICANT
    ACCOUNTING POLICIES:  Regulation S-X. Regulation S-X Form 10-K. Form 10-K.
  Basis of presentation and principles of
    consolidation: Sino-American
  Accounting principles:
  Cash and cash equivalents:
  Restricted cash:
  Capital assets other than oil and gas
    properties:
  Oil and gas properties: country-by-country
 6




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    country-by-country
  Regulation S-X Rule 4-10. country-by-country
  Inventories:
  Forward natural gas sales
    transactions:
  Income taxes:
  Earnings per share:
 7




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Three Months Ended


Six Months EndedJune 30,


June 30,


June 30,


June 30,2007


2006


2007


2006Net income

$
49,069


$
50,675


$
115,660


$
118,149Weighted average common shares
    outstanding during the period


152,022



155,223



151,975



155,222Effect of dilutive instruments


6,970



7,743



7,081



7,893Weighted average common shares
    outstanding during the period including the effects of dilutive
    Instruments


158,992



162,966



159,056



163,115Basic earnings per share

$
0.32


$
0.33


$
0.76


$
0.76Diluted earnings per share

$
0.31


$
0.31


$
0.73


$
0.72   Use of estimates:
  Accounting for share-based
    compensation:
    Revenue Recognition.
   8




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Other Comprehensive Earnings
    (Loss):
  Three Months Ended June 30,


Six Months Ended June 30,2007


2007


2007


2006Net income

$
49,069


$
50,675


$
115,660


$
118,149Unrealized gain on derivative
    instruments, net of tax


1,965







1,965



Comprehensive income

$
51,034


$
50,675


$
117,625


$
118,149   Impact of recently issued accounting
    pronouncements:
  2.
    OIL AND
    GAS PROPERTIES:  June 30,


December 31,2007


2006Developed Properties:Acquisition, equipment,
    exploration, drilling and environmental costs 
    Domestic

$
1,520,944


$
1,174,683Acquisition, equipment,
    exploration, drilling and environmental costs  China


107,560



96,874Less accumulated depletion,
    depreciation and amortization  Domestic


(258,267
)


(196,683
)Less accumulated depletion,
    depreciation and amortization  China


(37,277
)


(26,566
)1,332,960



1,048,308Unproven Properties:Acquisition and exploration
    costs  Domestic


35,427



28,998Acquisition and exploration
    costs  China


42,337



42,062$
1,410,724


$
1,119,368   3.
    LONG-TERM
    LIABILITIES:  June 30,


December 31,2007


2006Bank indebtedness

$
300,000


$
165,000Other long-term obligations


26,071



26,573$
326,071


$
191,573  9




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Bank indebtedness:
      1 2
    Other long-term obligations:
  4.
    SHARE
    BASED COMPENSATION  Valuation
    and Expense Information under SFAS 123R
    Six Months


Six MonthsEnded


EndedJune 30,


June 30,2007


2006Total cost of share-based payment
    plans

$
2,342


$
611Amounts capitalized in fixed assets


1,194



287Amounts recognized in income for
    amounts previously capitalized in inventory and fixed assets






Amounts charged against income,
    before income tax benefit

$
1,148


$
324Amount of related income tax
    benefit recognized in income

$
403



114    10




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Six Months EndedJune 30, 2007


June 30, 2006Non-Executives


Executives


Non-Executives


ExecutivesExpected volatility


42.54  43.70
%


44.4
%


45.0  45.8
%


43.5
%Expected dividends


0
%


0
%


0
%


0
%Expected term (in years)


4.75  5.02



5.53



2.75  4.70



3.58Risk free rate


4.52  5.07
%


4.69
%


4.84  5.03
%


4.84
%Expected forfeiture rate


14.0
%


14.0
%


25.0
%


25.0
%   Changes
    in Stock Options and Stock Options Outstanding
    WeightedAverageNumber of


Exercise PriceOptions


(US$)Balance, December 31, 2006


9,082,756


$
0.26 to $67.73Granted


380,976


$
45.95 to $62.23Exercised


(704,108
)

$
0.38 to $55.58Forfeited


(76,432
)

$
47.19 to $63.05Expired






Balance, June 30, 2007


8,683,192


$
0.26 to $67.73   PERFORMANCE
    SHARE PLANS:
  Long-Term Equity-Based Incentives.
     11




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
           12




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  5.
    SEGMENT
    INFORMATION    Three Months Ended June 30,2007


2006Domestic


China


Total


Domestic


China


TotalOil and gas sales

$
130,872


$
25,950


$
156,822


$
104,822


$
25,071


$
129,893Costs and Expenses:Depletion and depreciation


32,591



5,648



38,239



15,377



2,671



18,048Lease operating expenses


5,574



2,982



8,556



2,398



1,926



4,324Production taxes


14,694



3,514



18,208



12,049



4,093



16,142Gathering


6,980







6,980



4,363







4,363Income from operations


71,033



13,806



84,839



70,635



16,381



87,016General and administrative










3,675











3,714Other (income) expense










3,912











(631
)Income before income taxes









$
77,252










$
83,933Capital expenditures

$
191,494


$
3,235


$
194,729


$
105,645


$
7,095


$
112,740Net oil and gas properties at
    June 30, 2007 and December 31, 2006, respectively

$
1,298,104


$
112,620


$
1,410,724


$
1,006,998


$
112,370


$
1,119,368   13




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Six Months Ended June 30,2007


2006Domestic


China


Total


Domestic


China


TotalOil and gas sales

$
287,448


$
45,567


$
333,015


$
230,639


$
50,504


$
281,143Costs and Expenses:Depletion and depreciation


62,220



11,043



73,263



30,633



6,055,438



36,688Lease operating expenses


10,251



5,609



15,860



4,807



4,714



9,521Production taxes


32,207



5,125



37,332



26,674



5,365



32,039Gathering


13,473







13,473



8,112







8,112Income from operations


169,297



23,790



193,087



160,413



34,370



194,783General and administrative










6,943











7,916Other (income) expense










6,285











(1,033
)Income before income taxes









$
179,859










$
187,900Capital expenditures

$
350,547


$
10,960


$
361,507


$
172,185


$
13,755


$
185,940Net oil and gas properties at
    June 30, 2007 and December 31, 2006, respectively

$
1,298,104


$
112,620


$
1,410,724


$
1,006,998


$
112,370


$
1,119,368   6.
    SHARE
    REPURCHASE PROGRAM:          7.
    INCOME
    TAXES:  Accounting for
    Uncertainty in Income Taxes  an interpretation of
    FASB Statement No. 109, Accounting for Income Taxes.
 14




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
        non-U.S. income
        For the Three Months Ended June 30,


For the Six Months Ended June 30,2007


2006


2007


2006$


Rate


$


Rate


$


Rate


$


RateCurrent:China

$
5,661



7.3
%

$
7,290



8.7
%

$
9,645



5.3
%

$
13,825



7.4
%US AMT, other


15



0.0
%






0.0
%


1,541



0.9
%






0.0
%Withholding taxes-stock
    distribution


1,068



1.4
%


3,797



4.5
%


1,068



0.6
%


3,798



2.0
%Deferred tax expense


21,440



27.8
%


22,171



26.4
%


51,945



28.9
%


52,128



27.7
%Total Income Tax Provision

$
28,183



36.5
%

$
33,258



39.6
%

$
64,199



35.7
%

$
69,751



37.1
%   8.
    DERIVATIVE
    FINANCIAL INSTRUMENTS:     15




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##### Table of Contents



ULTRA
    PETROLEUM CORP.
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Volume-


Average


UnrealizedMMBTU/


Price/


Gain atType

Remaining Contract Period


Day


MMBTU


06/30/2007*Swap


Apr 2008  Oct 2008



10,000


$
7.10


$
926,771Swap


Apr 2008  Oct 2008



10,000


$
7.12


$
1,009,952Swap


Apr 2008  Oct 2008



10,000


$
7.16


$
1,090,443     *
    
    Unrealized gains are not adjusted for income tax effect.    Volume -


AverageRemaining Contract Period

MMBTU/Day


Price/MMBTUApril 2007  October 2007


40,000


$
6.20Calendar 2008


100,000


$
6.83April 2008  October 2008


30,000


$
7.13Calendar 2009


10,000


$
7.51     Volume


AverageType

Remaining Contract Period


MMBTU/Day


Price/MMBTUSwap


Aug 2007  Dec 2007



10,000


$
4.59   9.
    LEGAL
    PROCEEDINGS:   16




---



##### Table of Contents



ITEM 2 
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
    AND RESULTS OF OPERATIONS    2003-2007
         17




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##### Table of Contents



RESULTS
    OF OPERATIONS
  QUARTER
    ENDED JUNE 30, 2007 VS. QUARTER ENDED JUNE 30,
    2006
                 18




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##### Table of Contents



SIX
    MONTHS ENDED JUNE 30, 2007 VS. SIX MONTHS ENDED JUNE 30,
    2006
                 19




---



##### Table of Contents



LIQUIDITY
    AND CAPITAL RESOURCES
            1 2
   20




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##### Table of Contents



OFF
    BALANCE SHEET ARRANGEMENTS
    CAUTIONARY
    STATEMENT PURSUANT TO SAFE HARBOR PROVISION OF THE PRIVATE
    SECURITIES LITIGATION REFORM ACT OF 1995
    and/or and/or Form 10-K
  ITEM 3 
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK   21




---



##### Table of Contents



Volume-


Average


UnrealizedMMBTU/


Price/


Gain atType

Remaining Contract Period


Day


MMBTU


06/30/2007*Swap


Apr 2008  Oct 2008



10,000


$
7.10


$
926,771Swap


Apr 2008  Oct 2008



10,000


$
7.12


$
1,009,952Swap


Apr 2008  Oct 2008



10,000


$
7.16


$
1,090,443     *
    
    Unrealized gains are not adjusted for income tax effect.    Volume-


AverageRemaining Contract Period

MMBTU/Day


Price/MMBTUApril 2007  October 2007


40,000


$
6.20Calendar 2008


100,000


$
6.83April 2008  October 2008


30,000


$
7.13Calendar 2009


10,000


$
7.51     Volume


AverageType

Remaining Contract Period


MMBTU/Day


Price/MMBTUSwap


Aug 2007  Dec 2007



10,000


$
4.59   ITEM 4 
    CONTROLS
    AND PROCEDURES  (a)
    Evaluation
    of Disclosure Controls and Procedures   22




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##### Table of Contents



Rule 13a-15(e)
 PART II 
    OTHER INFORMATION  ITEM 1.
    LEGAL
    PROCEEDINGS    ITEM 1A.
    RISK
    FACTORS  Form 10-K
  ITEM 2.
    CHANGES
    IN SECURITIES AND USE OF PROCEEDS  Total Number


Maximum Numberof Shares


(or ApproximatePurchased


Dollar Value)as Part of


of Shares ThatPublicly


May Yet beTotal Number


Average


Announced


Purchasedof Shares


Price Paid


Plans or


Under thePeriod

Purchased


per Share


Programs


Plans or ProgramsJan 1  Jan 31, 2007













$
802 millionFeb 1  Feb 28, 2007


18,179


$
51.87



18,179


$
801 millionMar 1  Mar 31, 2007


149,900


$
52.66



149,900


$
793 millionApr 1  Apr 30, 2007


217,350


$
55.01



217,350


$
781 millionMay 1  May 31, 2007


46,142


$
62.88



18,179


$
778 millionJun 1  Jun 30, 2007


272,000


$
56.41



272,000


$
763 millionTOTAL


703,571


$
55.48



703,571


$
763 million    23




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##### Table of Contents



ITEM 3.
    DEFAULTS
    IN SENIOR SECURITIES    ITEM 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF THE SECURITY HOLDERS    Michael D. Watford



127,487,357 voted in favor, zero
    voted against and 268,954 votes withheld.W. Charles Helton



126,196,192 voted in favor, zero
    voted against and 1,561,067 votes withheld.Stephen J. McDaniel



126,714,729 voted in favor, zero
    voted against and 1,042,530 votes withheld.James C. Roe



127,025,213 voted in favor, zero
    voted against and 732,046 votes withheld.Robert E. Rigney



125,317,592 voted in favor, zero
    voted against and 2,438,719 votes withheld.         ITEM 5.
    OTHER
    INFORMATION     24




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##### Table of Contents




    Mr. Watford and the Company cannot agree to the terms of an
    extension of the agreement, or if the Company elects not to
    renew the agreement at the end of the initial term or any
    extended term,
    The agreement is terminated by the Company other than for just
    cause (except in connection with a change of control), or
    Mr. Watford terminates the Agreement because his
    responsibilities or duties with the Company materially change,
    the Company fails to provide to Mr. Watford the
    compensation he is entitled to under the agreement,
    Mr. Watford is required to relocate outside of Houston,
    Texas, or there is a material breach by the Company of any
    provision of the agreement (provided such termination is within
    two years of any such event).      ITEM 6.
    EXHIBITS AND
    REPORTS ON
    FORM 8-K    3
.1

Articles of Incorporation of Ultra
    Petroleum Corp.  (incorporated by reference to
    Exhibit 3.1 of the Companys Quarterly Report on
    Form 10Q for the period ended June 30, 2001.)3
.2

By-Laws of Ultra Petroleum
    Corp-(incorporated by reference to Exhibit 3.2 of the
    Companys Quarterly Report on Form 10Q for the period
    ended June 30, 2001.)3
.3

Articles of Amendment to Articles
    of Incorporation of Ultra Petroleum Corp. (incorporated by
    reference to Exhibit 3.3 of the Companys Report on
    Form 10-K/A
    for the period ended December 31, 2005)4
.1

Specimen Common Share
    Certificate  (incorporated by reference to
    Exhibit 4.1 of the Companys Quarterly Report on
    Form 10Q for the period ended June 30, 2001.)10
.1

Credit Agreement dated as of
    April 30, 2007 among Ultra Resources, Inc., JPMorgan Chase
    Bank, N.A. as Administrative Agent, J.P. Morgan Securities
    Inc. as Sole Bookrunner and Sole Lead Arranger, and the Lenders
    party thereto  (incorporated by reference to
    Exhibit 10.1 of the Companys Quarterly Report on
    Form 10-Q
    for the period ended March 31, 2007).10
.2*

Employment Agreement between the
    Company and Michael D. Watford dated August 6, 2007.31
.1*

Certification of Chief Executive
    Officer pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2002.31
.2*

Certification of Chief Financial
    Officer pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2002.32
.1*

Certification of Chief Executive
    Officer pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002.32
.2*

Certification of Chief Financial
    Officer pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002.     *
    
    filed herewith 25




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##### Table of Contents



SIGNATURES      By:
    /s/  Michael
    D. Watford   Title:
    Chairman, President and Chief Executive Officer     By:
    /s/  Marshall
    D. Smith   Title:
    Chief Financial Officer   26




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##### Table of Contents



EXHIBIT INDEX  3
.1

Articles of Incorporation of Ultra
    Petroleum Corp.  (incorporated by reference to
    Exhibit 3.1 of the Companys Quarterly Report on
    Form 10Q for the period ended June 30, 2001.)3
.2

By-Laws of Ultra Petroleum
    Corp-(incorporated by reference to Exhibit 3.2 of the
    Companys Quarterly Report on Form 10Q for the period
    ended June 30, 2001.)3
.3

Articles of Amendment to Articles
    of Incorporation of Ultra Petroleum Corp. (incorporated by
    reference to Exhibit 3.3 of the Companys Report on
    Form 10-K/A
    for the period ended December 31, 2005)4
.1

Specimen Common Share
    Certificate  (incorporated by reference to
    Exhibit 4.1 of the Companys Quarterly Report on
    Form 10Q for the period ended June 30, 2001.)10
.1

Credit Agreement dated as of
    April 30, 2007 among Ultra Resources, Inc., JPMorgan Chase
    Bank, N.A. as Administrative Agent, J.P. Morgan Securities
    Inc. as Sole Bookrunner and Sole Lead Arranger, and the Lenders
    party thereto  (incorporated by reference to
    Exhibit 10.1 of the Companys Quarterly Report on
    Form 10-Q
    for the period ended March 31, 2007).10
.2*

Employment Agreement between the
    Company and Michael D. Watford dated August 6, 2007.31
.1*

Certification of Chief Executive
    Officer pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2002.31
.2*

Certification of Chief Financial
    Officer pursuant to Section 302 of the Sarbanes-Oxley Act
    of 2002.32
.1*

Certification of Chief Executive
    Officer pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002.32
.2*

Certification of Chief Financial
    Officer pursuant to Section 906 of the Sarbanes-Oxley Act
    of 2002.     *
    
    filed herewith 27