UNITED STATES GOVERNMENT MEMORANDUM

To: Public Information (MS 5030)

Plans Section, Office of Field Operations (MS 5231)

Public Information copy of Exploration Plan

Control # - S-07534

Type - Supplemental Exploration Plan

Lease(s) - OCS-G32673 Block - 325 Walker Ridge Area

Operator - Woodside Energy (USA) Inc.

Subsea Wells A, B, C, and D

DP SEMISUBMERSIBLE

Attached is a copy of the subject plan for public comments on issues that

should be addressed in an Environmental Assessment.

It has been deemed submitted as of this date and is under review for approval.

Michelle Griffitt

Plan Coordinator Description -

Rig Type - Subject: From: October 4, 2012TABLE OF CONTENTS

Plan Contents (§§ 250.211 and 250.241) (a) Plan Information Form. (b) Location Map. (c) Safety and pollution prevention features. (d) Storage tanks and production vessels. (e) Pollution prevention measures (f) Additional measures.

General Information (§§ 250.213 and 250.243) (a) Applications and permits. (b) Drilling fluids. (c) Production. (d) Oils characteristics. (e) New or unusual technology. (f) Bonding statement. (g) Oil spill financial responsibility (OSFR). (h) Deepwater well control statement. (i) Suspensions of production. (j) Blowout scenario. [3 (b), (c) and (i) proprietary] (k) Chemical products.

Geological Information (§§ 250.214 and 250.244) (a) Geological descriptio n. (b) Structure contour maps. (c) Interpreted two -dimensional (2- D) and/or three -dimensional (3- D) seismic lines. (d) Geological structure cross -sections. Provide interpreted geological structure may be (e) Shallow hazards report. (f) Shallow hazards assessment. (g) High

- resolution seismic lines. (h) Stratigraphic column. (i) Time vs. depth tables. (j) Geochemical information. (k) Future G&G activities.

Hydrogen Sulfide (H 2 S) Information (§§ 250.215 and 250.245) a) Concentration. (b) Classific ation. (c) H 2 S Contingency Plan.

Mineral Resource Conservation Information (§ 250.246) (a) Technology and reservoir engineering practices and procedures. (b) Technology and recovery practices and procedures. (c) Reservoir development.Biological, Physical, and Socioeconomic Information (§§ 250.216 and 250.247) (a) Chemosynthetic communities report. (b) Topographic features map. (c) Topographic features statement (shunting). Not applicable. (d) Live bottoms (Pinnacle Trend) map. (e) Live bottoms (lo w relief) map. (f) Potentially sensitive biological features. (g) Remotely operated vehicle (ROV) monitoring survey plan. (h) Threatened and endangered species information. (i) Archaeological report. (j) Air and water quality information. (k) Socioeconomic information.

Waste and Discharge Information (§§ 250.217 and 250.248) (a) Projected generated wastes. (b) Projected ocean discharges. (c) Modeling report. (d) NPDES permits. (e) Cooling water intakes.

Air Emissions Information (§§ 250.218 and 250.249) (a) Emissions worksheets and screening questions

Oil Spills Information (§§ 250.219 and 250.250) (a) Oil spill response planning. ( i) Regional or subregional OSRP information. (ii) Spill response sites. (iii)OSRO information. (iv) Worst

- cas e scenario determination. (b) Oil spill response discussion. (c) Modeling report.

Environmental Monitoring Information (§§ 250.221 and 250.252) (a) Monitoring systems. (b) Flower Garden Banks National Marine Sanctuary.

Lease Stipulations Information (§§ 250.222 and 250.253)

Environmental Mitigation Measures Information (§§ 250.223 and 250.254)

Decommissioning Information (§ 250.255)

Related Facilities and Operations Information (§ 250.256) (a) Related OCS facilities and operations. (b) Transporta tion system. (c) Produced liquid hydrocarbons transportation vessels.Support Vessels and Aircraft Information (§§ 250.224 and 250.257) (a) General. (b) Diesel oil supply vessels. (c) Drilling fluids transportation (d) Solid and liquid wastes transportation. (e) Vicinity map.

Onshore Support Facilities Information (§§ 250.225 and 250.258) (a) General. (b) Support base construction or expansion. (c) Support base construction or expansion timetable. (d) Waste disposal. (e) Air emissions. (f) Un usual solid and liquid wastes.

Sulphur Operations Information (§ 250.259)

Coastal Zone Management Act (CZMA) Information (§§ 250.226 and 250.260) (a) Consistency certification. (b) Other information

Environmental Impact Analysis (EIA) (§§ 250.227 and 250.261) (a) IPF’s from the proposed activities. (b) Affected environment. (c) Impact analysis. (d) Environmental hazards. (e) Alternatives. (f) Mitigation measures. (g) Consultation. (h) Preparers. (i) References.

Administrative Information (§§ 250.228 and 250.262) (a) Exempted information description (public information copies only). (b) Bibliography.

Appendix A

Plan Information Form

Appendix B

Location Plat Bathemetry Map

Appendix C

Blowout Scenario WCD Assumptions and CalculationsAppendix D Interpreted 2- D or 3

- D Seismic Lines Geological Structure Cross

- Sections High Resolution Seismic Lines Stratigraphic Column Time VS. Depth Tables

Geochemical Information

Appendix E Vicinity Map Shallow Hazard and Archaeologi cal Assessments High Resolution Seismic Lines

Appendix F Air Quality Review

Appendix G Oil Spill Response Discussion Oil Spill Response Certification

Appendix H Consistency Certification

Appendix I Environmental Impact Analysis

## Revised Exploration Pl an Woodside Energy (USA) , Inc. Walker Ridge Block 325

Location s “A-D”

Lease OCS

- G 32673

Plan Contents (§§ 250.211 and 250.241)

Woodside Energy (USA) Inc. ( Woodside ), as designated Operator of the subject lease, hereby submits t his pr oposed Supplemental E xploration P lan in acco rdance w ith t he r egulations

contained in Title 30 C FR 250.200

- 204 and more specifically defined in the Bureau of Safety and E nvironmental E nforcement (BSEE) [ formerly Bureau o f O cean Energy M anagement, Regulation and Enforcement ( BOE M RE )] NTL’s 2008

- G04, 2009

- G27 and 2009

- N06. Under

this E xploration P lan (EP), Woodside plans to drill and temporarily abandon four (4 ) well s

. The Initial Exploration Plan for Locations A- C, Control No. N

- 9414, was approved September 23,

2009. A supplem ental L ocation D was submitted on November 17, 2011 and was given Control

No. S

- 7534. Woodside pr oposes t o r evise C ontrol N o. S-7534 by add ing Locations A -C to comply w ith N TL 201 0

- N06 , r evising Location D an d revising t he Worst C ase D ischarge

Scenario s a s well as commencement dates

.

Woodside ’s Plan, as detailed in this EP, is to use a single dynamic position ing semi submersible (DPSS) M obile O ffshore D rilling U nit ( MODU), th e M a ersk D eveloper or e quivalent r ig ( the “Rig”), to d rill one exploration w ell i n t he Walker R idge Block 3 25 ( WR 325) , l ocated approximately 165 miles from the nearest shoreline (Louisiana)

, 185 miles from the supply base

at Fourchon, LA and 195 miles from the helicopter terminal at Amelia, LA. The initial drilling

activities ar e ten tatively planned t o c ommence on or a bout January 1, 201 3 and l ast approximately 150 days. T he timeframe to complete the initial drilling activities is an estimate based on the best available information regarding downhole conditions likely to be encounter ed while drilling the well and not intended to be a limitation.

The rig to be utilized will be a DPSS and will be equipped with state -of-the- art drilling and well control equipment. It is a largely self

- contained drilling vessel with accommodations for a crew up t o 138 persons on b oard i ncluding qua rters, g alley a nd s anitation f acilities. T he R ig w ill comply w ith t he requirements i n N TL 2010

- N05 a nd t he Interim F inal R ules. T he dr illing activities w ill be s upported b y t he s upport ve ssels a nd a ircraft as w ell as ex isting o nshore

facilities. Woodside has e mployed or c ontracted w ith t rained pe rsonnel t o c arry out i ts exploration activities. Woodside employees and contractors are experienced at operating in the

Gulf o f M exico an d are w ell v ersed i n all F e deral a nd S tate l aws regulating ope rations.

Woodside ’s em ployees an d co ntractors s hare Woodside ’s d eep c ommitment to o perating in a safe and environmentally responsible manner.

Woodside , t hrough i ts pa rent and a ffiliate c orporations, ha s e xtensive e xperi ence s afely exploring for oil and gas. Woodside will draw upon this experience in organizing and carrying out i ts pl anned dr illing program. Woodside believes t he b est w ay to m anage bl owouts i s t o prevent them from occurring. Significant effort goes into the design and execution of wells and into bui lding a nd m aintaining s taff c ompetence. In t he unl ike e vent of a s pill, Woodside Regional Oil S pill R esponse P lan i s de signed t o c ontain a nd r espond t o a s pill t hat m eets o rexceeds t he w orst cas e discharge ( WCD) s cenario d etailed i n Appendix C of t his P lan. T he WCD d oes n ot ta ke in to a ccount p otential f low mitig ating f actors s uch a s w ell b ridging, obstructions in wellbore, reservoir barriers or early intervention. Woodside continues to invest in i mprovements to th e s afety and r eliability o f o ur w ell s ystems. A ll o perations w ill b e conducted i n ac cordance w ith ap plicable F ederal an d S tate l aws, r egulations, an d l ease an d permit requirements. Woodside will have trained personnel and monitoring pr o grams in pla ce to ensure such compliance.

(a) Plan Information Form

An OCS Information Form with details of the proposed drilling operations as provided for in this Plan along with a tentative activity schedule is included as Appendix A

.

(b) Bathymetry Map, Loc ation Plat , Anchor Pattern, and Anchor Site Clearance

A Well Location Plat and a Bathymetry Map are included as Appendix B . There are no anchors associated with this plan

.

(c) Safety and Pollution Prevention Features

Safety features on the MODU will inclu de well control, pollution prevention, welding procedure, and blowout prevention equipment as described in Title 30 C FR Part 250, Subparts C, D, E, G and O ; an d as f urther cl arified b y Bureau of S afety and E nvironmental E nforcement ( BSEE )

Notice t o Lessees , a nd c urrent pol icy m aking i nvoked b y t he Bureau o f S afety and Environmental E nforcement ( BSEE ) , E nvironmental P rotection A gency a nd t he U .S. C oast Guard. T he appropriate life boats, life rafts, life jackets, ring buoys, etc., as prescribed by the

U.S. C oast Guard will be maintained on the facility at all times.

In a ccordance w ith T itle 30 C FR P art 250, S ubpart O , a n ope rator i s t o e nsure W ell C ontrol Training is provided for lessee and contractor personnel engaged in well control operations in the

OCS G ulf of M exico. F urther, t he ope rator i s charged w ith t he r esponsibility t o not c reate conditions t hat w ill pos e unr easonable r isk t o t he publ ic he alth, l ife, p roperty, aquatic l ife, wildlife, recreation, navigation, commercial fishing, or other uses of th e ocean.

Supervisory and c ertain designated pe rsonnel on

- board th e f acility are to b e f amiliar w ith th e effluent limitations and guidelines for overboard discharges into the receiving waters, as outlined

in the latest NPDES General Permit GMG290000. Some of these pollution prevention measures include installation of curbs, gutters, drip pans, and drains on dr illing deck areas to collect all

contaminants and debris.

Bureau of S afety and Environmental E nforcement ( BSEE) is required t o c onduct ons ite inspec tions o f o ffshore facilities to c onfirm o perators a re complying with le ase s tipulations, operating r egulations, a pproved pl ans, and ot her c onditions; a s w ell as t o a ssure s afety and pollution pr evention r equirements are be ing m et. T he N ational Potential Incident of Noncompliance (PINC) List serves as the baseline for these inspections. The BSEE also inspects the stockpiles of equipment listed in the operator's approved Oil Spill Response Plan that would be used for the containment and cleanup of hydrocarbon spills.The Rig Woodside plan s to use will comply with all of the regulations of the American Bureau of Shipping (ABS), International Maritime Organization (IMO) and the United States Coast Guard (USCG). All drilling operations will be conducted under the provisions of 30 CFR, Part 250, Subpart D, and other applicable regulations and notices, including those regarding the avoidance of potential drilling hazards and safety and pollution prevention control. Such measures as inflow detection and well control, monitoring for loss of circulation and seepage loss, and casing design will be Woodside’s primary safety measures. Primary pollution prevention measures are contaminated and non- contaminated drain system, mud drain system, and oily water processing.

(d ) Storage Tanks and Production Vessels

Tanks on the Maersk Developer , a typical DP semi, with a capacity of 25 bbls or more of oil as

defined in 30 CFR 254.6 are listed below:

Type of Storage

Tank Type of Facility Tank Capacity (bbls) Number

of Tanks Tot al Capacity

(bbls) Fluid Gravity

(API)

Hull tanks 1&2 Fuel oil (Diesel) 8204 2 16408 32 o

Hull tanks 3&4 Fuel oil (Diesel) 5500 2 11000 32 o Engine day tank P Fuel oil (Diesel) 305 1 305 32 o Engine day tank S Fuel oil (Diesel) 356 1 356 32 o Settling ta nk P Fuel oil (Diesel) 213 1 213 32 o Settling tank S Fuel oil (Diesel) 219 1 219 32 o

Base oil 1 Lube oil 4838 1 4838 30 o

Lubrication oil Lube oil 55 1 55 32 o

Waste oil 1&2 Waste oil 226 2 452 31 o

(e) Pollution Prevention Measures

Not applicable. Flor ida is not an affected State.

(f) Additional Measures

No additional measures are proposed.

## General Information (§§ 250.213 and 250.243)

(a) Applications and Permits

Application / Permit Issuing Agency Status

APD B SEE District To be submitted

General NP DES Permit U.S. EPA To be submitted Emergency Evacuation Plan U.S. Coast Guard To be submitted

(b) Drilling Fluids

Type of Drilling Fluid Est. Vol. of Drilling Fluid per Well

Water

- based 15 ,000 bbls Synthetic

- based 10 ,000 bbls

Oil

- Based 0 bbls

(c ) Peak Production Rates / Life of Reserves

Not applicable for Exploration P lans.

(d) Oil Characteristics

Not applicable for Exploration P lans.

(e) New or Unusual Technology

Woodside does not propose the use of any new or unusual technology in the activities proposed under this plan. Bests and safest technologies as referenced in 30 CF 250 will be incorporated as standard operating procedure.

(f) Bonding Information

The bond r equirements for the activities and facilities proposed in this Plan are satisfied by an

area

- wide bond furnished and maintained according to 30 CFR Part 256, subpart I and NTL No.

2000- G16, “Guidelines for General Lease Surety Bonds”; and additional security under 30 CFR 256.53(d) and National NTL No. 2008- N07, “Supplemental Bond Procedures.”

(g) Oil Spill Financial Responsibility (OSFR)

Woodside ( BOEM Oper ator No. 02407) will demonstrate oil spill financial responsibility for the

activities proposed in this Plan according to 30 CFR Part 253, and NTL 2008

- N05, “Guidelines for Oil Spill Financial Responsibility (OSFR) for Covered Facilities”.(h) Deepwater Well Control Statement

Woodside ( BOEM Operator N o. 02407) ha s t he f inancial c apability t o drill a r elief w ell a nd conduct other emergency well control operations if required.

(i) Suspensions of Production

Not applicable for Exploration P lans.

(j) Blowout Scenario

A blowout scenario for the proposed operations is outlined in Appendix C.

(k) Chemical Products

This information is not required for the activities proposed in this plan in the BOEM GOMR.

## Geological Information (§§ 250.214 and 250.244)

In accordance with 43 C FR 2.13 ( c) (9), those items considered proprietary have been omitted from the Public Information copy and have been referenced accordingly.

(a) Geo logical Description

The Ivan locations are designed to test the Lower Tertiary Wilcox 1, 2, and 3 zones in WR 325. These Paleogene age intervals showed good reservoir quality sand development 6.5 miles to the ESE in the nearby Green Bay #1 well (WR 372-1 ). The Ivan complex is a salt cored anticline that extends in a NW to SE fashion beginning in WR 324 in the NW and continuing into WR 414 and 415 in the SE. The trap consists of 3 way dip closure truncating against the sides of a salt keel on the NE side of the structure. The Tucker #1 well (WR 544- 1) demonstrates oil bearing Wilcox sand development and is approximately 10 miles SW from the location

.

(b) Structure Contour Maps

Enclosed as Appendix D are cu rrent s tructure m ap (s) drawn t o t he t op of t he proposed hydrocarbon z one(s). T he s urface a nd bot tomhole l ocation(s) a long w ith t he l ocations of t he geologic cross -sections of the well(s) to be drilled under this EP are included.

(c) Interpreted 2

- D or 3

- D Seismic Lines

Enclosed as Appendix D are c opies of the migrated and annotated deep seismic line within 500 feet of each of the proposed surface locations.

(d) Geological Structure Cross

- Sections

An interpreted geological cross

- section showing the location and depth of each of the proposed

wel l(s) with at least one key horizon and the objective sand labeled is enclosed as Appendix D

.

(e) Shallow Hazards Report

The Shallow Hazard Report was submitted previously with the Initial Exploration Plan.

(f) Site Specific Shallow Hazards Assessment

Please refer to Appendix E

.

(g) High Resolution Seismic Lines

Please refer to Appendix D

.

(h) Stratigraphic Column

A generalized biostratigraphic/lithostratigraphic c olumn from the seafloor to the total depth of each of the proposed well(s) is included as Appendix D

.(i) Time Versus Depth Tables

Time versus depth tables are included as Appendix D.

(j ) Geochemical Information

This information is not required for the activities proposed in this plan in the BOEM GOMR.

(k ) Future G&G Activitie s

This information is not required for the activities proposed in this plan in the BOEMRE GOMR.

## Hydrogen Sulfide (H2S) Information (§§ 250.215 and 250.245)

(a) Concentration

Woodside does not a nticipate encountering H 2 S w hile c onducting our proposed exploratory

activities.

(b) Classification Request

In accordance with Title 30 CFR 250.490(c), Woodside requests Walker Ridge Block 325, Lease

OCS

- G 32673, be classified by the BOEM as an area where the “absence” of hydrogen sulfide

has been confirmed b ased upon the following:

• T he f ollowing w ells w ere dr illed i n l eases n ear W R 325. N one of the w ells e ncountered hydrogen sulfide gas as determined from the available drilling/scout reports and well logs :

WR -372 #1 OCS-G 18701 Anadarko

WR -278 #1 OCS -G 18675 Devon

WR -285 #1 OCS-G 16971 Conoco

WR -456 #1 OCS-G 16993 Texaco E&P

WR -456 #1 BP1 OCS-G 16993 Texaco E&P

WR -456 #1 BP2 OCS-G 16993 Texaco E&P

WR -544 #1 OCS-G 17003 BP E&P

WR -508 #1 OCS-G 17001 BP E&P

WR -508 #2 OCS-G 17001 Shell Offshore

WR -508 #3 OCS-G 17001 Shell Offshore

WR -508 #3 BP1 OCS-G 17001 Shell Offshore

WR -508 #3 BP2 OCS-G 17001 Shell Offshore

A request for reclassification will be made if additional data indicate th at a different

classification is needed.

(c) Contingency Plan

Woodside does not a nticipate encountering H 2 S w hile c onducting our proposed e xploratory activities therefore a contingency plan is not required at this time.

(d) Modeling Report

Woodside does not a nticipate encountering H 2 S while c onducting our proposed e xploratory activities therefore a modeling report is not required at this time.

## Mineral Resource Conservation Information (§ 250.246)

(a) Technology and Reservoir Engineering Practices and Procedures

Not Required for Exploration Plans

(b) Technology and Recovery Practices and Procedures

Not Required for Exploration Plans

(c) Reservoir Development

Not Required for Exploration Plans

## Biological, P hysical, a nd So cioeconomic I nformation ( §§ 2 50.216 and 250.247)

(a) High De nsity Deepwater Benthic Communities Information

GEMS performed a geohazards assessment for the “Ivan” Prospect located in Block 325 (OCSG-32673) and vicinity, Walker Ridge Area, Gulf of Mexico using a 3D seismic data volume provided by Woodside in November 2008. The purpose of the assessment was to address seafloor conditions that may impact exploratory drilling operations within 2000 feet of the proposed wellsite. Water depths of the study area are greater than 300 meters ( 984 feet). No high density benthic communities have been reported in the area according to the BOEMRE (NTL No. 2009-G4 0). The closest feature with potential for supporting chemosynthetic and other deepwater benthic communities is approximately 8,700 ft from the proposed WR 325- D

lo cation.

Features or areas that could support high- density chemosynthetic communities are not located

within 2000 feet of each proposed muds and cuttings discharge location. No anchors will be

used.

A S ite C learance Letter can be f ound w ith the S hallow H azards A ssessment i n Appendix E

. Woodside doe s not a nticipate a ny s eafloor c onditions t hat m ay i mpact e xploratory dr illing operations within 2000 feet of the proposed wellsite.

(b) Topographic Features Map

There are no proposed bottom- disturbing activities within 1000 feet of the “No Activity Zone” of an identified topographic feature.

(c) Topographic Features Statement (shunting)

The activities proposed in this Plan are in water depths greater than 300 meters so NTL 2009

- G39 is not applicable.

Woodside does not propose to drill more than two wells from the same surface location which is

outside t he 1

- mile Zone but w ithin t he P rotective Zone o f a n i dentified t opographic f eature; therefore a statement for shunting described in Attachment 2, Section A, Item No. 2 of NTL No. 2009-G39 “Biologically Sensitive Areas of the Gulf of Mexico” is not required.

(d) Live Bottom (Pinnacle Trend) Map

The activities proposed in this plan are not affected by a live bottom (pinnacle trend) stipulation

attached to the lease.(e) Live Bottom (Low Relief) Map

The a ctivities p roposed in th is p lan a re n ot a ffected b y a liv e b ottom ( low r elief) s tipulation

attached to the lease.

(f) Potentially Sensitive Biological Features

The activities proposed in this Plan are in water depths greater than 300 meters so NTL 2009

- G39 is not applicable.

Woodside does not pr opose bot to m- disturbing a ctivities w ithin 6 1 meters ( 200 feet) o f potentially sensitive biological features; therefore

, the map described in Attachment 8, S e ction A, of NTL No. 2009- G39 “Biologically Sensitive Underwater Features & Areas ” is not required.

(g) ROV Monitoring Survey Plan

The activities proposed in this plan do not require an ROV Survey Plan since the Deepwater Grid (Grid N o. 1 1) accessed t hro ugh N TL 2008

- G06 s hows s ufficient R OV information ha s b een gathered for this block.

(h ) Threatened and Endangered Species Information

The Marine Mammal Protection Act (MMPA) established a moratorium on the taking of marine

mammals in U.S. waters. It defines “take” to mean “to hunt, harass, capture, or kill” any marine mammal, or attempt to do so. Marine mammals protected under the MMAP that m a y be found in the location of the activities proposed include:

S perm W hales, B lue W hales, S ei W hales, Fin W hales, Humpback W hales and N orth A tlantic

R ight W hales

- of these six whales, only S perm W hales are considered to commonly occur in the

Gulf of M exico. Non

- endagered s pecies i nclude the B ryde’s w hale, m inke w hale, p ygmy and dwarf sperm whale and beaked whales . The West Indian manatee is the only sirenian occurring in the Gulf of Mexico. Bottlenose, Atlantic Spotted, Clymene, Fraser’s, rough

- toothed, spinner and striped dolphins as well as false killer, killer, pygmy killer, melon

- headed and short -finned pil ot whales.

The pur pose of t he E ndangered S pecies A ct ( ESA) i s t o c onserve t hreatened a nd e ndangered species and their ecosystems. A species is considered endangered if it is in danger of extinction throughout a ll or a s ignificant por tion of i ts r ange. A s pecies i s co nsidered t hreatened i f i t i s likely t o become endangered in the future. The l ocation of the activities proposed in this plan does not i nclude a ny c ritical ha bitats de signated unde r t he E SA. Threatened an d en dangered

turtles that may be found in the location of the activities proposed include:Green Sea T urtles, Hawk’s Bill S ea T urtles, Kemp’s Ridley S ea T urtles, Lea therback S ea Turtles, and Loggerhead S ea Turtles.

Other threatened or endangered species or “species of concern” (i.e., a candidate for Federal listing under the ESA) that have been identified by the NMFS as potentially sensitive to OCS

activities within the Gulf of Mexico include:

Gulf sturgeon, s malltooth s awfish , southern bald eagle, eastern brown pelican, Eskimo curlew, piping plover, southeastern snowy plover, roseate tern, whooping crane and wood stork as well as four subspecies of beach mice

Threatened nearshore marine invertebrates species include:

Elkhorn Coral and Staghorn Coral

P lease refer to our Environmental Impact Analysis (EIA) contained in this plan for detailed

information on how Woodside plans to mitigate harm to these threatened and endangered species.

(i) Archaeological Report

Woodside will perform an ROV /AUV survey imaging 100% of the seafloor with sector scanning sonar within a minimum 500’ radius of the proposed well location(s) prior to or upon commencement of operations. These locations will be certified by an authorized marine archaeologist and by Woodside to be clear of seafloor archaeological resou rces, including historic shipwrecks. Copies of the certifications and a circle radius plat of the survey area will be submitted to the BOEMRE. Should a resource be encountered, Woodside will contact the BOEMRE immediately.

(j) Air and Water Quality Information

The location of the activities proposed in this plan do es not affect the State of Florida; therefore this information is not required in this plan.

(k) Socioeconomic Information

The location of the activities proposed in this plan do es not aff ect the State of Florida; therefore this information is not required in this plan.

### Waste and Discharge Information (§§ 250.217 and 250.248)

(a) Projected Ocean Discharges See Table 1 below. There will be do downhole disposal. These discharges will be covered by a general NPDES discharge permit. (b) Projected Generated Wastes See Table 2 below

Table 1. Wastes Generated, Treated and Downhole Disposed or Discharged to the Gulf of

Mexico ( Discharges Per Well Unless Otherwise Noted) Projected Generated Waste P rojected Ocean Discharges Type of Waste and Composition Composition Projected

Amount Maximum Discharge Rate Discharge Method

Water

- Based Drilling Fluid Barite,

additives 1 50 00 bbls 3000 bbls/ mo Discharged Overboard

Synthetic

- based Drilling fluid Este rs, polyalpha

olefins NA NA NA

Cuttings Wetted with Synthetic

based Fluid Esters, polyalpha

olefins 57 00 bbls 1140 bbls /mo. Cleaned & Discharged

Overboard

Cuttings Wetted

with Water

- Based

Fluid Barite,

additives 5 3 0 bbls 16 bbls /mo. Discharg ed Overboard

Cuttings Wetted

with Oil

- based Fluid Diesel 0 NA NA

Domestic Waste Grey water 730,000 gal. 35 gal/person/day Treated and Discharged

Overboard Sanitary Waste Treated Sanitary

Waste 5 1 7, 5 00 gal. 25 gal/day/person “ “

Deck Drainage Rai n/Wash

Water 0

- 100,000

bbls /

rainfall NA “ “

Well Treat

. , W/O or Completion Fluids NA NA Discharged Overboard

Desalinization unit Brine 16,500 bbls 110 bbls/day “ “

BOP fluid BOP Fluid 35 bbls/yr 3 bbls/mo. Discharged at seafloor

Ballast Water NA NA Discharged Overboard Bilge water NA NA “ “

Excess cement at

seafloor Cement 7 00 bbls 140 bbls /mo. Discharged at seafloor

Fire water NA NA Discharged Overboard Cooling water NA NA “ “

Produced Water NA NA “ “ NA=Not Applicabl eTable 2. Wastes Transported and/or Disposed of Onshore ( Discharges Per Well Unless Otherwise Noted) Projected Generated

Waste Solid and Liquid Wastes Transportation Waste Disposal

Type of

Waste Composition Transport

Method Name/Location

of Facili ty Amount Disposal

Method

Oil

- Based

Fluid NA

Synthetic

based

Fluid Used SBF

and additives Tanks on supply boat US Liquids, Fouchon, LA 10,0 00

bbls /well Recycled

Cuttings

Wetted

with Oil

Based Mud NA

Produced

Sand NA

Trash and

Debris Steel, cables

, paper, cardboard, plastic Storage bins on supply boat Waste Management Galliano, LA 23.3 cu. meter/yr Landfill

Used Oil Used oil Drums on supply boat New Park Fourchon, LA 20

bbls /yr Recycled

Wash

Water NA

Chemical

Wastes NA

NA=Not Applicable

(c) Modeling Report

Not required by EPA under the OCS General Permit.

(d) NPDES Permits

This information is not required for the activities proposed in this plan in the BOEM GOMR. Any discharges will be performed in accordance with GMG 290,000.

( e) Cooling Water Intakes

This information is not required for the activities proposed in this plan in the BOEM GOMR.

## Air Emissions Information (§§ 250.218 and 250.249)

(a) Screening Checklist

Included in this section is the Projected Air Emissions Wo rksheet prepared in accordance with

NTL No. 2008-G04.

For th is p lan, th ere are n o existing f acilities o r activities co

- located w ith t he c urrent pr oposed activities; therefore, the Complex Total Emissions are the same as the Plan Emissions.

Screening Que stions for EP ’s Yes No

Is any calculated Complex Total (CT) Emission amount (tons) associated with your proposed exploration activities more than 90% of the amounts calculated using the following formulas: CT = 3400D 2/3 for CO, and CT = 33.3D for the othe r air pollutants (where D = distance to shore in miles)? x

Do your emission calculations include any emission reduction measures or modified

emission factors? x

Are your proposed exploration activities located east of 87.5 o W longitude? x
Do you expe ct to encounter H 2 S at concentrations greater than 20 parts per million (ppm)? x

Do you propose to flare or vent natural gas for more than 48 continuous hours from any proposed well? x

Do you propose to burn produced hydrocarbon liquids? x

Air Pollu tant Plan

Emission

Amounts 1

(tons) Calculated Exemption

Amounts 2

(tons) Calculated Complex Total

Emission Amounts 3

(tons) Carbon monoxide (CO)

SEE ATTACHED APPENDIX F NA Particulate matter (PM) NA Sulphur dioxide (SO 2 ) NA Nitrogen oxides (N O

x ) NA Volatile organic compounds (VOC) NA

1 For activities proposed in your EP or DOCD, list the projected emissions calculated from the worksheets.

2 List the exemption amounts for your proposed activities calculated by using the formulas in 30 C FR 250.303(d).

3 List the complex total emissions associated with your proposed activities calculated from the worksheets Calculations of the projected Plan Emission, Complex Total Emission and Exemption Amounts were performed by Debra K. Benoit, ( 713 ) 401-0083, Debra.benoit@Woodside energy.com

## Oil Spills Information (§§ 250.219 and 250.250)

(a) Oil Spill Response Planning

(1) Site

- Specific OSRP

Not applicable. This Plan is not for the Eastern Planning Area and Florida is not an

affected state.

(2)(i) Regional or Subregional OSRP Information

Woodside ’s Regional Oil Spill Response Plan (OSRP) ( BOEMRE Operator No. 02407) has been revised and submitted for approval on May 19 , 2011. The Regional OSRP will cover activities proposed in this P lan. OSRP Certification is detailed in Appendix G

.

(ii) Spill Response Sites

Primary Response Equipment Location Preplanned Staging Location(s)

Lake Charles and Fourchon, LA Fourchon, LA

(iii) OSRO Info rmation

Woodside ’s p rimary response providers, Clean Gu lf As sociates ( CGA) , N ational Response C orporation ( NRC) Helix W ell C ontainment G roup ( HWCG) and O’Brien’s Response Management (ORM)

, will provide closest available personnel and equipment

, as well a s supervisory personnel.

(iv) Worst Case Scenario Determination

Category Regional OS RP EP Type of Activity Exploratory Drilling Exploratory Drilling Facility Location (area/block) AT 187 * WR 325 Facility Designation 2 Wellbore Wellbore

Distance to Nearest Shoreline (miles) 79 165

Volume 3
Storage tanks (total) Flowlines (on facility) Lease term pipelines Uncontrolled blowout (volume per day)

Total Volume NA

NA

NA 199,028 bbls

199,028 bbls NA

NA

NA 31,190 bbls

31,190 bbls Type of Oil(s) (crude oil, condensate, diesel) Crude Oil Crude Oil

API Gravity(s) 4 28o 2 4 o

* (BOEM Control No. N-9534)1 Types of activities include pipeline, platform, caisson, subsea completion or manifold, and mobile drilling rig.

2 E.g., Well No. 2, Platform JA, Pipeli ne Segment No. 6373.

3 Take your regional OSRP worst

- case scenario volume from the appropriate section of your regional OSRP. For EP’s, the worst

- case scenario volume is the daily volume possible from an uncontrolled blowout. Determine this volume using the provisions of 30 CFR 254.47(b). For DOCD’s, determine the volume of your worst

- case scenario using the provisions of 30 CFR 254.47(a), (b), and (c), as appropriate.

4 Provide API gravity of all oils given under “Type of Oil(s)” above. Estimate for EP’s.

Since Woodside has the ability to respond to the appropriate worst

- case spill scenario included in its regional OSRP submitte d May 19, 2011 and since the worst

- case scenario determined for this Plan does not replace the worst- case scenario in our re gional OSRP, I hereby certify that Woodside has the capability to respond, to the maximum extent practicable, to a worst- case discharge, or a substantial threat of such a discharge, resulting from the activities proposed in

this Plan.

The a ssumptions a nd calculations f or t he W CD f or t he pr oposed ope rations a re de tailed i n Appendix C

.

(b) Oil Spill Response Discussion

The oil spill response discussion for the proposed operations is detailed in Appendix G.

(c) Modeling Report

Not applicable. Florida is not an affected State . No installation of surface facilities is planned

located in water depths greater than 400 meters.

## Environmental Monitoring Information (§§ 250.221 and 250.252)

(a) Monitoring Systems

Woodside is aware of the requirements of NTL No. 2009

- G02 whereby BOEM established and implemented a program to monitor ocean currents and require operators to share the data for all floating MODU’s and production facilities operating or installed in water depths greater than 400 meters (1,312 feet). Woodside will report ocean current data to the National Data Buoy Center (NDBC) Internet website as required.

(b) Incidental Takes

Woodside does not anticipate the incidental taking of any protected species or marine mammal

as a result of the activ ities proposed in this Plan based on the implementation of, and adherence

to, NTL No . 2012-Joint- G02 “Implementation o f S eismic S urvey M itigation M easures a nd Protected S pecies O bserver P rogram, NTL No . 2012- BSEE

- G01 “Marine T rash an d D ebris

Awareness Trai ning and Elimination” and NTL No. 2012-Joint- G01 “Vessel Strike Avoidance and Injured/Dead Protected Species Reporting”.

(c) Flower Garden Banks National Marine Sanctuary

Woodside ’s activities under this Supplemental EP are not located within the Protect ive Zones of

the Flower Garden Banks or Stetson Bank ; t herefore

, are not required to monitor the impacts of an oil spill that may affect these areas

.

## Lease Stipulations Information (§§ 250.222 and 250.253)

Oil a nd gas e xploration a nd d evelopment activities on t he OCS a re s ubject t o s tipulations developed before the lease sale and would be attached to the lease instrument, as necessary, in the form o f mitigating measures. The BOEM is responsible for ensuring full compliance with stipulations.

BOEM (Mine rals M anagement S ervice ) invoked The P rotected S pecies S tipulation for L ease

OCS

- G 32673, Walker Ridge Block 325.

The Protected Species Stipulation was invoked to reduce the potential taking of federally protected s pecies ( e.g., sea t urtles, m arine m ammals an d o ther l isted s pecies in t he Endangered Species Act of 1973 (ESA ).

Bureau of S afety and Environmental E nforcement ( BSEE) [ BOEMRE ] issued N TL

2012-Joint- G01 and N TL 2012-Joint- G02 pursuant t o 30 C FR 250.103, 250.23( o) a nd 250.204(s) to explain how Op erators must implement measures to minimize the risk of vessel s trikes t o pr otected s pecies a nd report obs ervations of i njured o r d ead pr otected species e ffective F ebruary 7, 2007. Woodside will e nsure t hat our c ontract ve ssel operators ar e aw are o f t heir requirement t o r eport s ightings of a ny i njured or de ad protected species immediately to the BOEM Protected Species Biologist by telephone.

The Bureau of S afety and E nvironmental E nforcement ( BSEE) (formerly BOEMRE )

issued NTL 2012- BSEE

- G01 pursuant to 30 CFR 150.103 to provide guidance and assist the operators in preventing intentional and / or accidental introduction of trash and debris

into th e ma rine e nvironment. W ith th is a ssistance a nd with la ws s uch a s M ARPOL

Annex V , t he M arine Plastic P ollution Research a nd C ontrol A ct, and r egulations imposed by various agencies including the U.S. Coast Guard and the U.S. Environmental Protection A gency, ou r e mployees w ill e nsure t hat a ll of fshore pe rsonnel, i ncluding contractors and other support services

- relate d personnel have complete understanding of the r equirement t hat O perators be pr oactive i n avoiding a ccidental l oss of s olid w aste

items on the OCS.

## Environmental Mitigation Measures Information (§§ 250.223 and 250.254)

(a) Mitigation of Impacts.

Not applicable. Florida is not an affected State

.

(b) Incidental Takes

Woodside does not anticipate the incidental taking of any protected species or marine mammal as a result of the activities proposed in this Plan based on the implementation of, and ad herence
to, N TL N o. 2012-Joint- G02 “Implementation o f S eismic S urvey M itigation M easures a nd Protected S pecies O bserver P rogram, N TL No. 2012- BSEE

- G01 “Marine T rash an d D ebris Awareness Training and Elimination” and NTL No. 2012-Joint- G01 “Vessel Strike Av oidance and Injured/Dead Protected Species Reporting”.



## Decommissioning Information (§ 250.255)

Not applicable. The information at § 250.255 regarding decommissioning is not required to accompany EP’s and DOCD’s submitted in the MMS GOMR.



## Related Fac ilities and Operations Information (§ 250.256)

(a) Related OCS Facilities and Operations

This discussion is not required for EP’s.

(b) Transportation System

This discussion is not required for EP’s.

(c) Produced Liquid Hydrocarbons Transportation Vessels

There will be no produced liquid hydrocarbons, including well test fluids, transported by means other than a pipeline for the activities proposed in this plan.

## Support Vessels and Aircraft Information (§§ 250.224 and 250.257)

(a) General

The following list provides information regarding the vessels and aircraft Woodside will use to support our proposed activities.

Type of Vessel Maximum Fuel Tank Storage Capacity Maximum No. in Area at Any

Time Trip Frequency or

Duration

Tug boat(s) N/A N/A N/A Supply boa t(s) 250,000 gals 2 3 times / week Anchor boat(s) NA NA NA Crew boat(s) 34,000 gals 1 6 times / week Helicopter 280 gals 1 6 times / week

(b) Diesel Oil Supply Vessels

Not a pplicable. Florida is n ot a n affected s tate; n o a ctivities a re p roposed w ithin P rotective

z ones; no surface facility is planned in water depths greater than 400 meters or a surface facility in any water depth that supports a subsea development in water depths greater than 400 m eters (1,312 feet); this is not a DOCD for which Alaba ma is an affected state or a D OCD proposing

new multiwell structures for which Louisiana is an affected state.

Size of Fuel Supply

vessel Capacity of fuel supply vessel Frequency of fuel

transfers Route fuel supply

vessel will take

285 ’ 203,000 gal. Wee kly Fourchon to MODU

(c) Drilling Fluids Transportation

Type of Material Quantity Being Transported Quantity Being Transported Transportation Method

Dry Bulk (Cement, Barite, Gel) 12,000 sx max combined Below deck dry bulk tanks

onboard OSV

Synt hetic

- base drilling

fluids 11,000 bbls max per

voyage Drums on supply boat

Water Based drilling

fluids 12,000 bbls max per

voyage Below deck liquid mud

tanks onboard OSV

(d) Solid and Liquid Wastes Transportation

See Table 2 of Waste and Discharge Section

.(e) Vicinity Map

A Vicinity Plat showing the location of Walker Ridge Block 325 relative to the shoreline and the

onshore base is included as Appendix E.

## Onshore Support Facilities Information (§§ 250.225 and 250.258)

(a) General

Woodside proposes to utilize the following existing onshore base for support:

Name Location Existing, New or

Modified Baker Hughes Drilling Fluids Fourchon, LA Existing

C- Port Fourchon, LA Existing

(b) Support Base Construction or Expansion

The pr oposed ope rations do not m andate a ny immediate m easures f or l and a cquisition or expansion of the existing onshore base facilities.

(c) Support Base Construction or Expansion Timetable

No known shore base construction is planned for the time period of this operation.

(d) Waste Disposal

See Table 2 of Waste and Discharge Section

.

(e) Air Emissions

This discussion is not required to accompany EP’s submitted in the BOEM GOMR.

(f) Unusual Solid and Liquid Wastes

This discussion is not required to accompan y EP’s submitted in the BOEM GOMR.



## Sulf ur Operations Information (§ 250.259)

Woodside is not proposing to conduct sulfur operations in this P lan.

## Coastal Zone Management Act (CZMA) Information (§§ 250.226 and 250.260)

The S tates o f T exas, L ouisiana , M ississippi, A labama, a nd F lorida ha ve f ederally a pproved coastal z one m anagement pr ograms ( CZMP). Applicants f or an O CS plan s ubmitted t o t he

BOEM must provide a certification with necessary data and information for the affected State to

determine t hat the p roposed act ivity(s) co mplies w ith t he en forceable p olicies o f each S tates’ approved p rogram, and that s uch a ctivity will be c onducted i n a m anner c onsistent w ith t he

program.

(a) Consistency Certification

A Coastal Zone Management Consistency Certif ication for the State of Louisiana is required for the initial exploratory activities proposed in this plan and is included in Appendix H

.

Consistency certification is not required because when a Plan is not (1) Initial EP or DOCD (2) Supplemental EP or DOCD for which Florida and Alabama are affected States (3) Supplemental DOCD proposing new multi-well structures for which Louisiana, Mississippi,

and Texas are affected States (4) Revised EP or DOCD for which the MMS GOMR determines that the revisions could result in a significant change in the impacts previously identified and evaluated (refer to 30 CFR 250.285).

(b) Other Information

The enforceable policies for the State of Louisiana were considered in making the certification of consistency abo ve.



## Environmental Impact Analysis (EIA) (§§ 250.227 and 250.261)

The Environmental Impact Analysis is included as Appendix H.

## Administrative Information (§§ 250.228 and 250.262)

NTL 2010

- N10 S tatement of C ompliance w ith A pplicable R egulations a nd Evaluation of Information Demonstrating Adequate Spill Response and Well Containment Resources

NTL 2010- N06 Information Requirements for EPs, DPPs, and DOCDs on the OCS.

3D GeoHazard Study of Block 325, Walker Ridge Area, OCS

- G 32673 prepared for Woodside.

NTL 2009- G40 Benthic Communities

NTL 2009-G39 Biologically Sensitive Underwater Features & Areas

NTL 2009

- G27 & 20 10

- N06 Submitting E xploration P lans & D evelopment O perations

Coordination Documents

NTL 2009- G06 Military Warning and Water Test Area s.

NTL 2009-G02 Ocean Current Monitoring

NTL 2008 -G20 & 201 2 -Joint- G01 Revisions t o t he List of O CS Lease Blocks R equiring Archaeological Resource Surveys and Reports.

NTL 2008-N07 Supplemental Bond Procedures.

NTL 2008- N05 Guidelines for Oil Spill Financial Responsibility (OSFR) for Covered Facilities.

NTL 2008- G06 Remotely Operated Vehicle Surveys in Deepwater.

NTL 2008

- G04 Information R equirements f or E xploration Plans a nd D evelopment O perations

Coordination Documents.

NTL 2012-Joint- G0 1 Vessel Strike Avoidance and Injured/Dead Protected Species Reporting.

NTL 20 12- BSEE

- G0 1 Marine Trash and Debris Awareness and Elimination.

NTL 2012-Joint- G0 1 Implementation of S eismic S urvey M itigation M easures a nd P rotected Species Observer Program

NTL 2005-G07 Archaeological Resource Surveys and Reports.

NTL 2001- G10 Clarification of Eastern Gulf of Mexico Sale 181 Military Areas Stipulation.

NTL 2000-G16 Guidelines for General Lease Surety Bonds.

Current Code of Federal Regulations 30 Parts 250, 254 and 256.ADMINISTRATIVE INFORMATION

(a) Exempted Information Description (Public Information Copies Only)

In accordance with 43 CFR Part 2, Appendix E, sections (4) and (9), the following information is exempt from disclosure and has been omitted from the Public Information copy of this plan:

**•** The geologic objectives, BHL, TVD, and MD information on form BOEM -137 (OCS Plan Information Form) in Appendix A

**•** All items under Geological and Geophysical Information, except for the non-proprietary

version of shallow hazards assessment

**•** Correlative well information used to justify H2S classification request under Hydrogen

Sulfide Information

**•** Geological section of Worst Case Discharge Scenario calculations and assumptions.

(b) Bibliography

**•** Shallow Hazard Survey

**•** Woodside Oil Spill Response Plan

**•** Outer Continental Shelf Oil & Gas Leasing Program: 2007 -2012, Final Environmental Impact Statement, 2007-03

**•** Initial Exploration Plan N -9414