##### 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 1934
 For the quarterly period ended March 31, 2010
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission file number 000-53180
 ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
  Delaware
    
    20-8978061(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer
Identification No.)Westpointe Corporate Center One1550 Coraopolis Heights Rd. 2nd FloorMoon Township, PA
    
    15108(Address of principal executive offices)
    
    (zip code)
 (412) 262-2830
 Yes þ No o
 Yes o No þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ
 Yes o No þ
 Yes o No þ




---



##### 



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
(A Delaware Limited Partnership)
INDEX TO QUARTERLY REPORT
ON FORM 10-Q
 PAGEPART I. FINANCIAL INFORMATIONItem 1: Financial StatementsBalance Sheets as of March 31, 2010 and December 31, 2009
    
    
    3Statements of Operations for the Three Months ended March 31, 2010 and 2009
    
    
    4Statement of Changes in Partners Capital for the Three Months ended March 31, 2010
    
    
    5Statement of Cash Flows for the Three Months ended March 31, 2010 and 2009
    
    
    6Notes to Financial Statements
    
    
    7-16Item 2: Managements Discussion
 and Analysis of Financial Condition
and Results of Operations
    
    
    16-19Item 4: Controls and Procedures
    
    
    19PART II. OTHER INFORMATIONItem 1: Legal Proceedings
    
    
    20Item 6: Exhibits
    
    
    20SIGNATURES
    
    
    21Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   2




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
 
 BALANCE SHEETS
 March 31,
    
    
    December 31,2010
    
    
    2009(Unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    1,003,200
    
    
    $
    1,142,300Accounts receivable  affiliate
    
    
    3,258,000
    
    
    
    3,874,900Short-term hedge receivable due from affiliate
    
    
    3,909,400
    
    
    
    2,407,600Total current assets
    
    
    8,170,600
    
    
    
    7,424,800Oil and gas properties, net
    
    
    51,134,200
    
    
    
    52,839,600Long-term hedge liability due from affiliate
    
    
    3,545,500
    
    
    
    1,980,800$
    62,850,300
    
    
    $
    62,245,200LIABILITIES AND PARTNERS CAPITALCurrent liabilities:Accrued liabilities
    
    $
    170,700
    
    
    $
    111,800Short-term hedge liability due to affiliate
    
    
    23,500
    
    
    
    29,000Total current liabilities
    
    
    194,200
    
    
    
    140,800Asset retirement obligation
    
    
    3,420,900
    
    
    
    3,370,300Long-term hedge liability due to affiliate
    
    
    727,200
    
    
    
    301,800Partners capital:Managing general partner
    
    
    13,009,000
    
    
    
    13,968,400Limited partners (16,345.90 units)
    
    
    43,832,700
    
    
    
    46,038,800Accumulated other comprehensive income (loss)
    
    
    1,666,300
    
    
    
    (1,574,900
    )Total partners capital
    
    
    58,508,000
    
    
    
    58,432,300$
    62,850,300
    
    
    $
    62,245,200
   3




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
 
 STATEMENTS OF NET OPERATIONS
 (Unaudited)
 Three Months EndedMarch 31,2010
    
    
    2009REVENUESNatural gas and oil
    
    $
    3,550,300
    
    
    $
    5,724,400Interest income
    
    
    300
    
    
    
    1,100Total revenues
    
    
    3,550,600
    
    
    
    5,725,500COSTS AND EXPENSESProduction
    
    
    1,461,700
    
    
    
    1,894,800Depletion
    
    
    1,747,800
    
    
    
    1,879,600Accretion of asset retirement obligation
    
    
    50,600
    
    
    
    41,100General and administrative
    
    
    101,200
    
    
    
    98,400Total expenses
    
    
    3,361,300
    
    
    
    3,913,900Net earnings
    
    $
    189,300
    
    
    $
    1,811,600Allocation of net (loss) earnings:Managing general partner
    
    $
    339,500
    
    
    $
    938,900Limited partners
    
    $
    (150,200
    )
    
    $
    872,700Net (loss) earnings per limited partnership unit
    
    $
    (9
    )
    
    $
    53
   4




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
 
 STATEMENT OF CHANGES IN PARTNERS CAPITAL  FOR THE THREE MONTHS ENDED  March 31, 2010  (Unaudited)
 AccumulatedManaging
    
    
    
    
    
    
    OtherGeneral
    
    
    Limited
    
    
    ComprehensivePartner
    
    
    Partners
    
    
    (Loss) Income
    
    
    TotalBalance at January 1, 2010
    
    $
    13,968,400
    
    
    $
    46,038,800
    
    
    $
    (1,574,900
    )
    
    $
    58,432,300Participation in revenues and expenses:Net production revenues
    
    
    731,000
    
    
    
    1,357,600
    
    
    
    
    
    
    
    2,088,600Interest income
    
    
    100
    
    
    
    200
    
    
    
    
    
    
    
    300Depletion
    
    
    (338,500
    )
    
    
    (1,409,300
    )
    
    
    
    
    
    
    (1,747,800
    )General and administrative
    
    
    (35,400
    )
    
    
    (65,800
    )
    
    
    
    
    
    
    (101,200
    )Accretion of asset retirement obligation
    
    
    (17,700
    )
    
    
    (32,900
    )
    
    
    
    
    
    
    (50,600
    )Net earnings (loss)
    
    
    339,500
    
    
    
    (150,200
    )
    
    
    
    
    
    
    189,300Other comprehensive income
    
    
    
    
    
    
    
    
    
    
    3,241,200
    
    
    
    3,241,200Subordination
    
    
    (152,300
    )
    
    
    152,300
    
    
    
    
    
    
    
    Asset contributions
    
    
    42,400
    
    
    
    
    
    
    
    
    
    
    
    42,400Distributions to partners
    
    
    (1,189,000
    )
    
    
    (2,208,200
    )
    
    
    
    
    
    
    (3,397,200
    )Balance at March 31, 2010
    
    $
    13,009,000
    
    
    $
    43,832,700
    
    
    $
    1,666,300
    
    
    $
    58,508,000
   5




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
 
 STATEMENTS OF CASH FLOWS
 (Unaudited)
 Three Months EndedMarch 31,2010
    
    
    2009Cash flows from operating activities:Net earnings
    
    $
    189,300
    
    
    $
    1,811,600Adjustments to reconcile net earnings to net cash provided by
operating activities:Depletion
    
    
    1,747,800
    
    
    
    1,879,600Non cash loss on derivative value
    
    
    594,600
    
    
    
    2,298,800Accretion of asset retirement obligation
    
    
    50,600
    
    
    
    41,100Decrease (increase) in accounts receivable-affiliate
    
    
    616,900
    
    
    
    (1,267,900
    )Increase in accrued liabilities
    
    
    58,900
    
    
    
    2,800Net cash provided by operating activities
    
    
    3,258,100
    
    
    
    4,766,000Cash flows from financing activities:Distributions to partners
    
    
    (3,397,200
    )
    
    
    (7,663,000
    )Net cash used in financing activities
    
    
    (3,397,200
    )
    
    
    (7,663,000
    )Net decrease in cash and cash equivalents
    
    
    (139,100
    )
    
    
    (2,897,000
    )Cash and cash equivalents at beginning of period
    
    
    1,142,300
    
    
    
    2,897,400Cash and cash equivalents at end of period
    
    $
    1,003,200
    
    
    $
    400Supplemental Schedule of non-cash investing and financing activities:Assets contributed by managing general partner:Tangible equipment
    
    $
    10,500
    
    
    $
    304,200Intangible drilling costs
    
    
    31,900
    
    
    
    297,600$
    42,400
    
    
    $
    601,800
   6




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
 
 NOTES TO FINANCIAL STATEMENTS
 March 31, 2010
 (Unaudited)
 NOTE 1  DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
    NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  Use of Estimates
    7




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
(Unaudited)
 NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Accounts Receivable and Allowance for Possible Losses
  Revenue Recognition
   Impairment of Long-Lived Assets
    8




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
(Unaudited)
 NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Impairment of Long-Lived Assets (Continued)
  Working Interest
  Oil and Gas Properties
  March 31,
    
    
    December 31,2010
    
    
    2009Natural gas and oil properties:Proved properties:Leasehold interests
    
    $
    3,900,000
    
    
    $
    3,911,300Wells and related equipment
    
    
    202,566,700
    
    
    
    202,711,300206,466,700
    
    
    
    206,622,600Accumulated depletion
    
    
    (155,332,500
    )
    
    
    (153,783,000
    )$
    51,134,200
    
    
    $
    52,839,600
  9




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
(Unaudited)
 NOTE 2  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
 Oil and Gas Properties (Continued)
   Recently Adopted Accounting Standards
  NOTE 3  TRANSACTIONS WITH ATLAS RESOURCES, LLC AND ITS AFFILIATES
  
    
    Administrative costs which are included in general and administrative expenses in the
Partnerships Statements of Operations are payable at $75 per well per month.
Administrative costs incurred for the three months ended March 31, 2010 and 2009 were
$74,200 and $72,200, respectively.
 
    
    Monthly well supervision fees which are included in production expenses in the
Partnerships Statements of Operations are payable at $377 per well per month in 2010
and 2009, respectively, for operating and maintaining the wells. Well supervision fees
incurred for the three months ended March 31, 2010 and 2009 were $373,000 and $362,900,
respectively.
 
    
    Transportation fees which are included in production expenses in the Partnerships
Statements of Operations are generally payable at 13% of the natural gas sales price.
Transportation fees incurred for the three months ended March 31, 2010 and 2009 were
$506,300 and $919,000, respectively.
 
    
    Assets contributed from the MGP which are disclosed on the Partnerships Statement of
Cash Flows as a non-cash activity for the three months ended March 31, 2010 and 2009,
were $42,400 and $601,800, respectively.
  10




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
 (Unaudited)
 NOTE 3  TRANSACTIONS WITH ATLAS RESOURCES, LLC AND ITS AFFILIATES (Continued)
  Subordination by Managing General Partner
  NOTE 4  COMPREHENSIVE INCOME (LOSS)
  Three Months EndedMarch 31,2010
    
    
    2009Net earnings
    
    $
    189,300
    
    
    $
    1,811,600Other comprehensive loss:Unrealized holding gain (loss) on hedging contracts
    
    
    3,751,300
    
    
    
    (4,669,100
    )Less: reclassification adjustment for (gain) loss
realized in net earnings
    
    
    (510,100
    )
    
    
    571,100Total other comprehensive income (loss)
    
    
    3,241,200
    
    
    
    (4,098,000
    )Comprehensive income (loss)
    
    $
    3,430,500
    
    
    $
    (2,286,400
    )
 NOTE 5  DERIVATIVE INSTRUMENTS
   11




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
(Unaudited)
 NOTE 5  DERIVATIVE INSTRUMENTS (Continued)
  Fair Value of Derivative Instruments:
 Asset Derivatives
    
    
    Liability DerivativesDerivatives in
    
    
    
    
    
    Fair Value
    
    
    
    
    
    
    Fair ValueCash Flow
    
    Balance Sheet
    
    March 31,
    
    
    December 31,
    
    
    Balance Sheet
    
    March 31,
    
    
    December 31,Hedging Relationships
    
    Location
    
    2010
    
    
    2009
    
    
    Location
    
    2010
    
    
    2009Commodity contracts:
    
    Current assets
    
    $
    3,909,400
    
    
    $
    2,407,600
    
    
    Current liabilities
    
    $
    (23,500
    )
    
    $
    (29,000
    )Long-term assets
    
    
    3,545,500
    
    
    
    1,980,800
    
    
    Long-term liabilities
    
    
    (727,200
    )
    
    
    (301,800
    )Total derivatives
    
    
    
    
    
    $
    7,454,900
    
    
    $
    4,388,400
    
    
    
    
    
    
    $
    (750,700
    )
    
    $
    (330,800
    )
 Effects of Derivative Instruments on Statements of Operations:
 Gain/(Loss)
    
    
    
    
    
    
    Gain/(Loss)Recognized in OCI on Derivative
    
    
    
    
    
    
    Reclassified from OCI into Income(Effective Portion)
    
    
    Location of Gain/(Loss)
    
    
    (Effective Portion)Derivatives in
    
    Three Months Ended
    
    
    Reclassified from Accumulated
    
    
    Three Months EndedCash Flow
    
    March 31,
    
    
    March 31,
    
    
    OCI into Income
    
    
    March 31,
    
    
    March 31,Hedging Relationship
    
    2010
    
    
    2009
    
    
    (Effective Portion)
    
    
    2010
    
    
    2009Commodity contracts
    
    $
    3,751,300
    
    
    $
    (4,669,100
    )
    
    Natural gas and oil revenue
    
    $
    510,100
    
    
    $
    (571,100
    )
   12




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
 (Unaudited)
 NOTE 5  DERIVATIVE INSTRUMENTS (Continued)
   Natural Gas Fixed Price Swaps
 Production
    
    
    
    
    
    AveragePeriod Ending
    
    Volumes
    
    
    Fixed Price
    
    
    Fair ValueDecember 31,
    
    (MMbtu)(1)
    
    
    (per MMbtu)(1)
    
    
    Asset(2)2010
    
    
    1,008,800
    
    
    $
    7.35
    
    
    $
    3,087,2002011
    
    
    752,500
    
    
    
    6.69
    
    
    
    1,268,2002012
    
    
    542,300
    
    
    
    6.85
    
    
    
    808,6002013
    
    
    339,000
    
    
    
    6.82
    
    
    
    300,100$
    5,464,100
 Natural Gas Costless Collars
 Production
    
    
    
    
    
    
    
    AveragePeriod Ending
    
    Option
    
    Volumes
    
    
    Floor & Cap
    
    
    Fair ValueDecember 31,
    
    Type
    
    (MMbtu)(1)
    
    
    (per MMbtu)(1)
    
    
    Asset(2)2010
    
    Puts purchased
    
    
    70,800
    
    
    $
    7.84
    
    
    $
    292,9002010
    
    Calls sold
    
    
    70,800
    
    
    
    9.01
    
    
    
    2011
    
    Puts purchased
    
    
    379,100
    
    
    
    6.20
    
    
    
    579,9002011
    
    Calls sold
    
    
    379,100
    
    
    
    7.28
    
    
    
    2012
    
    Puts purchased
    
    
    238,000
    
    
    
    6.22
    
    
    
    203,7002012
    
    Calls sold
    
    
    238,000
    
    
    
    7.31
    
    
    
    2013
    
    Puts purchased
    
    
    287,900
    
    
    
    6.23
    
    
    
    148,1002013
    
    Calls sold
    
    
    287,900
    
    
    
    7.39
    
    
    
    $
    1,224,600
  13




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
 (Unaudited)
 NOTE 5  DERIVATIVE INSTRUMENTS (Continued)
 Crude Oil Fixed Price Swaps
 Production
    
    
    
    
    
    AveragePeriod Ending
    
    Volumes
    
    
    Fixed Price
    
    
    Fair ValueDecember 31,
    
    (Bbl)(1)
    
    
    (per Bbl)(1)
    
    
    Asset(3)2010
    
    
    700
    
    
    $
    97.22
    
    
    $
    9,7002011
    
    
    800
    
    
    
    77.46
    
    
    
    1,8002012
    
    
    600
    
    
    
    76.86
    
    
    
    6002013
    
    
    200
    
    
    
    77.36
    
    
    
    200$
    12,300
 Crude Oil Costless Collars
 Production
    
    
    
    
    
    
    
    
    
    AveragePeriod Ending
    
    Option
    
    
    Volumes
    
    
    Floor & Cap
    
    
    Fair ValueDecember 31,
    
    Type
    
    
    (Bbl)(1)
    
    
    (per Bbl)(1)
    
    
    Asset(3)2010
    
    Puts purchased
    
    
    500
    
    
    $
    85.00
    
    
    $
    2,3002010
    
    Calls sold
    
    
    500
    
    
    
    112.55
    
    
    
    2011
    
    Puts purchased
    
    
    500
    
    
    
    67.22
    
    
    
    5002011
    
    Calls sold
    
    
    500
    
    
    
    89.44
    
    
    
    2012
    
    Puts purchased
    
    
    400
    
    
    
    65.51
    
    
    
    3002012
    
    Calls sold
    
    
    400
    
    
    
    91.45
    
    
    
    2013
    
    Puts purchased
    
    
    100
    
    
    
    65.36
    
    
    
    1002013
    
    Calls sold
    
    
    100
    
    
    
    93.44
    
    
    
    $
    3,200Total Net Asset
    
    
    $
    6,704,200
 
 (1)
    
    MMBTU represents million British Thermal Units.(2)
    
    Fair value based on forward NYMEX natural gas prices.(3)
    
    Fair value based on forward WTI crude oil prices. NOTE 6  FAIR VALUE OF FINANCIAL INSTRUMENTS
  Level 1
 Level 2
 Level 3
  14




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
(Unaudited)
 NOTE 6  FAIR VALUE OF FINANCIAL INSTRUMENTS (Continued)
 Assets and Liabilities Measured at Fair Value on a Recurring Basis
  March 31, 2010
    
    
    December 31, 2009Level 2
    
    
    Total
    
    
    Level 2
    
    
    TotalCommodity-based derivatives
    
    $
    6,704,200
    
    
    $
    6,704,200
    
    
    $
    4,057,600
    
    
    $
    4,057,600Total
    
    $
    6,704,200
    
    
    $
    6,704,200
    
    
    $
    4,057,600
    
    
    $
    4,057,600
 Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
   NOTE 7  ASSET RETIREMENT OBLIGATION
    15




---



##### Table of Contents



ATLAS RESOURCES PUBLIC 17-2007 (A) L.P.
NOTES TO FINANCIAL STATEMENTS (Continued)
March 31, 2010
 (Unaudited)
 NOTE 7  ASSET RETIREMENT OBLIGATION (Continued)
  Three Months EndedMarch 31,2010
    
    
    2009Asset retirement obligation at beginning of period
    
    $
    3,370,300
    
    
    $
    2,738,900Accretion expense
    
    
    50,600
    
    
    
    41,100Asset retirement obligation at end of period
    
    $
    3,420,900
    
    
    $
    2,780,000
 
 ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (UNAUDITED)
 Forward-Looking Statements
 When used in this Form 10-Q , the words believes, anticipates, expects and similar
expressions are intended to identify forward-looking statements. These risks and uncertainties
could cause actual results to differ materially from the results stated or implied in this
document. Readers are cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date hereof. We undertake no obligation to publicly release the results
of any revisions to forward-looking statements which we may make to reflect events or circumstances
after the date of this Form 10-Q or to reflect the occurrence of unanticipated events.
  General
     16




---



##### Table of Contents



Results of Operations
  Three Months EndedMarch 31,2010
    
    
    2009Production revenues (in thousands):Gas
    
    $
    3,518
    
    
    $
    5,490Oil
    
    
    32
    
    
    
    234Total
    
    $
    3,550
    
    
    $
    5,724Production volumes:Gas (mcf/day) (1)
    
    
    7,056
    
    
    
    9,187Oil (bbls/day) (1)
    
    
    19
    
    
    
    66Total (mcfe/day) (1)
    
    
    7,170
    
    
    
    9,583Average sales prices: (2)Gas (per mcf) (1) (3)
    
    $
    6.34
    
    
    $
    9.17Oil (per bbl) (1) (4)
    
    $
    70.74
    
    
    $
    74.60Average production costs:As a percent of revenues
    
    
    41
    %
    
    
    33
    %Per mcfe (1)
    
    $
    2.26
    
    
    $
    2.20Depletion per mcfe
    
    $
    2.71
    
    
    $
    2.18
 
 (1)
    
    Mcf represents thousand cubic feet, mcfe represents thousand cubic feet
equivalent, and bbls represents barrels. Bbls are converted to mcfe using the ratio
of six mcfs to one bbl.(2)
    
    Average sales prices represent accrual basis pricing after reversing the effect
of previously recognized gains resulting from prior period impairment charges.(3)
    
    Average gas prices are calculated by including in total revenue derivative gains
previously recognized into income and dividing by the total volume for the period.
Previously recognized derivative gains were $505,200 and $2,088,200 for the three
months ended March 31, 2010 and 2009, respectively. The derivative gains are included
in other comprehensive income and resulted from prior period impairment charges.(4)
    
    Average oil prices are calculated by including in total revenue derivative gains
previously recognized into income and dividing by the total volume for the period.
Previously recognized derivative gains were $89,500 and $210,600 for the three months
ended March 31, 2010 and 2009, respectively. The derivative gains are included in other
comprehensive income and resulted from prior period impairment charges. Natural Gas Revenues.
  17




---



##### Table of Contents



Oil Revenues.
 Expenses.
   Liquidity and Capital Resources
      18




---



##### Table of Contents



Critical Accounting Policies
  Subordination by Managing General Partner
  
 ITEM 4.
    
    CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures
     19




---



##### Table of Contents



PART II OTHER INFORMATION
 
 ITEM 1.
    
    LEGAL PROCEEDINGS
   
 ITEM 6.
    
    EXHIBITS
 
 EXHIBIT INDEX
 Exhibit No.
    
    Description4.0
    
    
    Amended and Restated Certificate and Agreement of Limited Partnership for Public 17-2007 (A) L.P. (1)10.1
    
    
    Drilling and Operating Agreement for Atlas America Public 17-2007 (A) L.P. (1)31.1
    
    
    Certification Pursuant to Rule 13a-14/15(d)-1431.2
    
    
    Certification Pursuant to Rule 13a-14/15(d)-1432.1
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 200232.2
    
    
    Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
 
 (1)
    
    Filed on June 27, 2007
in the Form S-1 Registration Statement dated June 27, 2007, File
No. 000-53180  20




---



##### Table of Contents



SIGNATURES
   Atlas Resources, LLC, Managing General PartnerDate:  May 17, 2010
    By:
    /s/ Freddie M. KotekFreddie M. Kotek, Chairman of the Board of Directors, Chief Executive Officer and President  Date:  May 17, 2010
    By:
    /s/ Freddie M. KotekFreddie M. Kotek, Chairman of the Board of Directors, Chief Executive Officer and PresidentDate:  May 17, 2010
    By:
    /s/ Matthew A. JonesMatthew A. Jones, Chief Financial OfficerDate:  May 17, 2010
    By:
    /s/ Sean P. McGrathSean P. McGrath, Chief Accounting Officer  21