exv10w1






Exhibit 10.1



Devon Energy Production Company, L.P.

1200 Smith Street, Houston, Texas 77002

Telephone 713-265-6609; FAX 713-754-4584




October 4, 2010



Sun River Energy, Inc.

5950 Berkshire Lane

Suite 1650

Dallas, TX 75225

Attn: Stuart Newsome





	Re:	 	 Farmout Agreement

Lake Murvaul Prospect

Panola County, Texas





Gentlemen:



When executed by Sun River Energy, Inc. (“Farmee”) at the space provided below, this letter
agreement (together with all exhibits, schedules, and any other attachments hereto, collectively,
this “Agreement”) shall constitute the agreement between Farmee and Devon Energy Production Co.,
L.P. (“Devon”) pursuant to which Devon agrees to grant Farmee an option to earn, without warranty
of title, express, statutory or implied, a portion of Devon’s right, title and interest in and to
the oil, gas and mineral leases described in the attached Exhibit “A” (each a “Lease” and
collectively, the “Leases”), INSOFAR and ONLY INSOFAR as the Leases pertain to lands that are
located within the area outlined in blue on Exhibit “B” attached hereto (collectively, the
“Contract Lands”), subject to the depth limitations specified below. Devon and Farmee may each be
referred to in this Agreement as a “Party”, and collectively as the “Parties”. This Agreement is
effective as of October 4, 2010 (the “Effective Date”).



1. Initial Test Well and Definitions




     1.1. On or before November 30, 2010, Farmee must commence (or cause to be commenced)
the actual drilling of a vertical well (the “Initial Test Well”) at a Legal Location (as defined
below) with a drilling rig capable of drilling to the Haynesville Lime Formation (as defined below)
and must thereafter prosecute drilling of the Initial Test Well to a depth sufficient to penetrate
and log the Haynesville Shale Formation, and shall either (i) complete such well in, and produce
oil and/or gas in paying quantities from the Shallow Zone (as defined below) or the Deep Zone (as
defined below), or both, or (ii) if such well does not produce oil and/or gas in paying quantities,
then plug and abandon same in accordance with this Agreement and all applicable laws, rules, and
regulations. As used in this Agreement, “Legal Location” means a drilling location that (i) is
acceptable pursuant to all federal, state, and local laws, rules and regulations governing the
drilling of oil and gas wells in the State of Texas, and (ii) is located on the Contract Lands.



     1.2. Notwithstanding that Devon is participating in the drilling of the Initial Test
Well with a retained working interest as set forth below, Farmee shall pay and be responsible for
one hundred percent (100%) of the liability associated with, and the cost and expense of (i)
drilling the well; (ii) either completing such well “to the tanks and the sales pipeline”, or if
such well is



 









 







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not capable of producing oil and/or gas in paying quantities, plugging and abandoning such
well in accordance with applicable laws and regulations; and (iii) restoring the surface and
settling all damage claims associated with same. As used in this Agreement, “to the tanks and the
sales pipeline” shall mean (i) for a Well capable of producing oil in paying quantities, through
the tanks and (ii) for a Well capable of producing gas in paying quantities to the sales pipeline.




     1.3. “Haynesville Shale Formation” is defined as that certain oil, gas and
condensate bearing zone located between the stratigraphic equivalent depths of nine thousand five
hundred seventy five feet (9,575’) MD and ten thousand five hundred feet (10,500’) MD, as measured
on that certain electric log measurement in the Champlin Baker Estate Well, API No. 42-365-30743,
of the Mary Strickland Survey, Abstract 597, located in Panola County, Texas.



     1.4. “Cotton Valley Formation” is defined as that certain oil, gas and condensate
bearing zone located between the stratigraphic equivalent depths of eight thousand five hundred
feet (8,500’) MD and nine thousand five hundred seventy five feet (9,575’) MD, as measured on that
certain electric log measurement in the Champlin Baker Estate Well, API No. 42-365-30743, of the
Mary Strickland Survey, Abstract 597, located in Panola County, Texas.



     1.5. “Contract Depth” means (i) for a Test Well, a depth sufficient to penetrate the
Haynesville Shale Formation, and (ii) for an Infill Well, a depth sufficient to penetrate and test
any formation within the Shallow Zone, which formation shall be specified in the AFE for such
Infill Well.



     1.6. “Shallow Zone” means the depth interval commencing at the surface of the earth
and extending down to and including the base of the Cotton Valley Formation.



     1.7. “Deep Zone” means the depth interval commencing at the base of the Cotton
Valley Formation and extending down to and including the base of the Haynesville Shale Formation.



     1.8. “Well” means either a Test Well or an Infill Well.



     1.9. “Test Well” means either the Initial Test Well or a Subsequent Test Well (as
defined in Section 2.1, below).


2. Subsequent Test Wells




     2.1. If Farmee has fully complied with the terms of this Agreement relating to the
Initial Test Well and is not otherwise in default under any other agreement with Devon or any other
agreement concerning the Contract Lands, then Farmee shall have the right, but not the obligation,
to continue to earn additional interests in the Contract Lands by drilling additional vertical
well(s) (each a “Subsequent Test Well”) on the remaining Contract Lands that are not within the
confines of a Drilling Unit for the Initial Test Well or any Subsequent Test Well, by commencing
the actual drilling of a Subsequent Test Well at a Legal Location, within a new Drilling Unit as
set forth below, with not more than sixty (60) days passing between the date of the previous Rig
Release (as defined below) and the date of the commencement of actual drilling of the next
succeeding Subsequent Test Well, until the Contract Lands are Fully Developed. As used in this
Agreement, “Fully Developed” means the time at which all of the Contract Lands have been pooled
into a Drilling Unit containing a producing Test Well that has been drilled pursuant to this
Agreement. “Rig Release” means the date on which the drilling rig is released from drilling a Test
Well to Contract Depth pursuant to the terms of this Agreement.



 









 






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     2.2. Each Subsequent Test Well drilled pursuant to this Agreement shall be drilled
in the same manner as provided for the Initial Test Well, and Farmee must (a) drill each Subsequent
Test Well at a Legal Location, (b) pool each Subsequent Test Well into a Drilling Unit on which no
Test Well has previously been drilled and completed as a well capable of producing in paying
quantities, (c) penetrate and log the Haynesville Lime Formation, and (d) either (i) complete such
Subsequent Test Well in, and produce oil and/or gas in paying quantities from, either the Cotton
Valley Formation or the Haynesville Lime Formation, or both, or (ii) if such Subsequent Test Well
does not produce oil and/or gas in paying quantities from either the Cotton Valley Formation or the
Haynesville Lime Formation, then plug and abandon same in accordance with this Agreement and
applicable laws and regulations



     2.3. Notwithstanding that Devon is participating in the drilling of each Subsequent
Test Well with a retained working interest as set forth below, Farmee shall pay and be responsible
for one hundred percent (100%) of the liability associated with, and the cost and expense of, (i)
drilling each Subsequent Test Well; (ii) either completing each such well “to the tanks and the
sales pipeline” (as defined in Section 1.2, above), or if such well is not capable of producing oil
and/or gas in paying quantities, plugging and abandoning such well in accordance with applicable
laws and regulations; and (iii) restoring the surface and settling all damage claims associated
with same.



     2.4. Farmee covenants and agrees that Farmee will designate to Devon in writing a
drilling unit (each a “Drilling Unit”), not less than thirty (30) days prior to building a drilling
location, for each Test Well that it drills pursuant to this Agreement. The maximum number of
acres that may be included in a Drilling Unit shall be the maximum number of acres permitted by
applicable law, rule, regulation, or field rule. With respect to each Drilling Unit designated by
Farmee, acreage within the Contract Lands must comprise at least ninety percent (90%) of the
acreage contributed thereto (unless Devon consents in writing to permit a Drilling Unit to be
formed with a lesser percentage of acreage from the Contract Lands). The Drilling Unit for the
Initial Test Well shall be designated to include the acreage outlined in blue and identified as
“Neal Heirs Unit” on Exhibit “B”. Farmee may determine the boundaries of the Drilling Units for
each Subsequent Test Well, so long as (a) each such Drilling Unit complies with all of the terms of
this Agreement, (b) each such Drilling Unit complies with all applicable laws, rules, regulations,
and fields rules, and (c) Devon receives prior written notice of and approves of Farmee’s
designation of each such Drilling Unit, which approval shall not be unreasonably withheld. Farmee
covenants and agrees that Farmee shall provide Devon with a certified copy of the unit designation
it files and records in the Official Public Records of Panola County, Texas, for each Drilling
Unit.


3. Rights Earned in the Test Wells and Devon’s Reversion Rights




     3.1. If Farmee (i) has fully complied with the terms of this Agreement, (ii) is not
in default under any other agreement with Devon or any other agreement concerning the Contract
Lands, (iii) has successfully drilled a Test Well to penetrate the Haynesville Shale and has logged
from the surface to the top of the Haynesville Lime, (iv) has completed such Test Well as a well
producing oil and/or gas in paying quantities from either the Shallow Zone or the Deep Zone, or
both, and (v) has settled all surface damage claims associated with same, then upon receipt of
Farmee’s written request and as soon as practicable after Devon is reasonably satisfied that Farmee
has satisfied its obligations under this Agreement with regard to such Test Well, Devon shall
execute, acknowledge and deliver to Farmee a recordable assignment as set forth below:



     3.2. If the Test Well produces in paying quantities from the Shallow Zone
only, then:



 









 





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	 	(a)	 	Devon shall execute, acknowledge and deliver to Farmee a recordable
assignment (a “Unit Assignment”), without warranty of title express, implied or
statutory, of an undivided eighty-one and one quarter percent (81.25%) of Devon’s
right, title and interest, in and to the Contract Lands, INSOFAR AND ONLY INSOFAR
as pertains to the depth interval encompassed by the Shallow Zone.
	 
	 	(b)	 	Within thirty (30) days after Payout (as defined below) of any Test Well
from the Shallow Zone, Devon shall be entitled to and Farmee will execute,
acknowledge and deliver to Devon a recordable assignment (a “Shallow Zone APO
Assignment”), without warranty of title express, implied or statutory except by,
through or under Farmee, and free and clear of all liens, encumbrances and other
burdens not of record as of the Effective Date of this Agreement, of an undivided
three and three-quarters percent (3.75%) out of the eighty-one and one quarter
percent (81.25%) interest received by Farmee pursuant to the Unit Assignment in
and to (1) the wellbore and equipment of such Test Well, and (2) all production
attributable to the Test Well, INSOFAR AND ONLY INSOFAR as pertains to the depth
interval encompassed by the Shallow Zone. It is the intent of the Parties that,
after the Shallow Zone APO Assignment is executed, Farmee shall have an undivided
seventy-seven and one-half percent (77.5%) working interest in the Test Well and
production attributable thereto, and Devon shall have an undivided twenty-two and
one-half percent (22.5%) working interest in the Test Well and production
attributable thereto, both proportionately reduced to Devon’s pre-assignment
interest. This Section 3.2(b) shall survive the termination of this Agreement.





     3.3. If the Test Well produces in paying quantities from the Deep Zone,
(regardless of whether it also produces in paying quantities from the Shallow Zone), then:




	 	(a)	 	Devon shall execute, acknowledge and deliver to Farmee (i) a Unit
Assignment, without warranty of title express, implied or statutory, of an
undivided eighty-one and one quarter percent (81.25%) of Devon’s right, title and
interest in and to the Contract Lands, INSOFAR AND ONLY INSOFAR as pertains to the
depths within the Shallow Zone, LESS AND EXCEPT the wellbore of the Test Well, any
equipment thereon or associated therewith, and all oil and gas attributable
thereto, AND (ii) a recordable assignment (a “Wellbore Assignment”), without
warranty of title express, implied or statutory, of an undivided seventy-seven and
one-half percent (77.5%) of Devon’s right, title and interest, in and to (1) the
wellbore and equipment of the Test Well, and (2) all production attributable to
the Test Well, INSOFAR AND ONLY INSOFAR as pertains to the depth interval
commencing at the surface of the earth and extending down to and including the
deepest depth drilled in the Test Well, but in any case no deeper than the base of
the Haynesville Lime Formation.
	 
	 	(b)	 	Within thirty (30) days after Payout of any Test Well from a Deep Zone,
Devon will be entitled to and Farmee shall execute, acknowledge and deliver to
Devon a recordable assignment (a “Deep Zone APO Assignment”), without warranty of
title express, implied or statutory, except by, through or under Farmee, and free
and clear of all liens, encumbrances and other burdens not of record as of the
Effective Date of this Agreement, of an undivided two and one-




 









 






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	 	 	 	half percent (2.50%) out of the seventy-seven and one-half percent (77.5%) interest
received by Farmee pursuant to the Wellbore Assignment in and to (1) the wellbore
and equipment of such Test Well, and (2) all production attributable to the Test
Well, INSOFAR AND ONLY INSOFAR as pertains to the depth interval commencing at the
surface of the earth and extending down to and including the deepest depth drilled
in the Test Well, but in any case no deeper than the base of the Haynesville Shale
Formation. It is the intent of the Parties that, after the Deep Zone APO
Assignment is executed, Farmee shall have an undivided seventy-five percent (75%)
working interest in the Test Well and production attributable thereto, and Devon
shall have an undivided twenty-five percent (25%) working interest in the Test Well
and production attributable thereto, both proportionately reduced to Devon’s
pre-assignment interest. This Section 3.3(b) shall survive the termination of this
Agreement.





     3.4. [Reserved]



     3.5. The interests assigned by Devon pursuant to this Article 3, if any, shall
contain a reservation of an overriding royalty interest in favor of Devon in and to all oil, gas
and other minerals attributable to the Leases (in the case of a Unit Assignment) and the Test Well
(in the case of a Wellbore Assignment), equal to the positive arithmetic difference, if any,
between twenty-five percent (25%) and current royalty and overriding royalty burdens shown of
record on the Effective Date hereof (the “ORRI”), proportionately reduced to the extent that Devon
owns less than the entire oil, gas and/or mineral leasehold estate in the Leases or the Leases
cover less than the entire oil, gas and/or mineral fee in the Contract Lands. The ORRI shall not
bear any of the costs of (a) developing, producing or operating the leasehold premises or (b)
gathering, treating, compressing, marketing or transporting the production therefrom, but shall
bear its proportionate part of severance taxes and other taxes measured by production. Neither
Devon’s undivided working interest in and to the Leases nor the ORRI set forth above may be reduced
by pooling or unitization without Devon’s prior written consent, which shall not be unreasonably
withheld. Devon shall have the right, but not the obligation, to from time to time take its ORRI
in kind.



     3.6. Devon’s ORRI shall be (i) calculated as of the date of first production from
any Well, (ii) indefeasibly paid to Devon on or before the (a) thirtieth (30th) day of
the second calendar month after the month in which such royalties accrued for oil or condensate
sales and (b) thirtieth (30th) day of the third calendar month after the month in which
the royalties accrued for gas sales. Division Orders pertaining to Devon’s ORRI shall be sent to:
Devon Energy Production Company, L.P., 1200 Smith Street, Houston, Texas 77002 — Attention:
Division Order Department. If Farmee fails to tender royalty payments within 90 days of the
initial production from a Well or within 60 days on production thereafter, then Farmee shall pay
interest on the amount due equal to either (i) the prime rate of Chase Bank plus five percent (5%),
or (ii) the highest rate allowed by law, whichever is lower.



     3.7. [Reserved]



     3.8. Farmee acknowledges and agrees that nothing contained in this Agreement (or in
any Assignment delivered under this Agreement) shall be deemed or otherwise construed to grant
Farmee any right to earn (or otherwise transfer, assign, sell or convey to Farmee) any rights to
any other formations other than those explicitly set forth in this Agreement.



 









 






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     3.9. Farmee’s rights in any Wellbore Assignment earned pursuant to this Agreement
shall be limited to production of oil and gas from such wellbore, and shall not include the
right to deepen, sidetrack, recomplete, or perform any other operations on such Well, unless Farmee
receives Devon’s written consent prior to commencing any such other operations, which consent may
be granted or withheld in Devon’s sole discretion. Operations conducted to establish, re-establish
or enhance production from the “Shallow Zone” shall not be subject to or restricted by this
provision.


4. Infill Wells




     4.1. After either (i) the Contract Lands have been Fully Developed, or (ii)
continuous drilling operations pursuant to Section 2.1 cease, Farmee and Devon may subsequently
propose the drilling of additional wells (each an “Infill Well”) within the Drilling Units
previously created pursuant to this Agreement. The drilling of all Infill Wells shall be governed
by the Operating Agreement as set forth in Article 7, subject to the provisions of this Article 4.
All Infill Wells proposed by Farmee must be vertical wells, unless Farmee receives Devon’s prior
written consent to propose a horizontal well, which consent may granted or withheld in Devon’s sole
discretion. All of the provisions of this Article 4 shall survive the termination of this
Agreement. Only one Infill Well may be proposed and drilled at a time, meaning that after any
Infill Well is proposed, another Infill Well may not be proposed until either (a) the previous
proposal is withdrawn, or (b) drilling operations on the previously proposed Infill Well are
completed.



     4.2. Farmee may propose the drilling of an Infill Well by delivering to Devon a
written proposal, which proposal must include an AFE (collectively, a “Proposal”) for the proposed
Infill Well. In response to such a Proposal, Devon must elect whether or not it will participate
in the drilling of such well. Devon’s election shall be made on a well-by-well basis. Devon will
have thirty (30) days from the date it receives a written Proposal for the drilling of an Infill
Well in which to notify Farmee in writing of its election. If Devon fails to make an election
under this Article 4 within the thirty-day period set forth above, then Devon shall be deemed to
have elected not to participate in the drilling of that well.



     4.3. If Devon elects to participate in the drilling of an Infill Well, then Devon
must relinquish its ORRI in so far and only insofar as it pertains to (i) the wellbore of that
Infill Well, and (ii) all oil and gas attributable thereto.



     4.4. If Devon elects not to participate in the drilling of an Infill Well,
then Devon shall assign to Farmee all of its undivided working interest in the wellbore and
equipment of that Infill Well and all oil and gas attributable thereto, but retain its ORRI in that
Infill Well.



     4.5. Upon Payout of any Infill Well in which Devon has elected not to
participate, Devon shall have the option, but not the obligation, to convert its ORRI in that
Infill Well into a Back-In Assignment (as defined below). The foregoing shall be referred to in
this Agreement as Devon’s “Back-In Right”.



     4.6. Promptly, but in any case on or before thirty (30) days following Payout of any
(i) well, or (ii) Infill Well subject to Devon’s Back-In Right, Farmee shall provide Devon written
notice thereof (each a “Payout Notice”) and such additional information in form and substance as
Devon shall reasonably request in connection therewith; provided, however, that Farmee’s failure to
provide any Payout Notice shall have no affect upon Devon’s Back-In Right or its right to receive
an APO Assignment. Devon shall have thirty (30) days after receipt of any Payout Notice within
which to exercise Devon’s Back-In Right. The failure of Devon to exercise its Back-In



 









 






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Right within the thirty (30) day period allowed therefor shall constitute an election not to
exercise its Back-In Right.




     4.7. Within fifteen (15) days of Devon’s delivery of written notice to Farmee of its
intent to exercise its Back-In Right, Farmee shall execute, acknowledge and deliver to Devon a
recordable assignment (a “Back-In Assignment”), without warranty of title express, implied or
statutory except by, through or under Farmee, and free and clear of all liens, encumbrances and
other burdens not of record as of the Effective Date of this Agreement, of an undivided ten percent
(10%) out of one hundred percent (100%) of the working interest assigned to Farmee in the Unit
Assignment pursuant to Section 4.4 in and to the wellbore and equipment of that Infill Well and all
oil and gas attributable thereto. The election to Back-In shall be effective as of 7:00 a.m.
C.S.T. on the first day following the date on which Payout has occurred.



     4.8. As used in this Agreement, the term “Payout” shall mean that point in time when
Farmee has recovered the following costs: (i) the actual costs and expenses incurred by Farmee in
examining and curing title, surface preparations and damages, drilling, testing, completing and
equipping the applicable Well plus the costs of surface facilities, if such facilities are
constructed and used by Farmee to process production from such Well, and (ii) all costs and
expenses incurred by Farmee in operating such Well and selling production therefrom during the time
of recovery of such costs and expenses. Such costs and expenses shall be determined in accordance
with the COPAS Accounting Procedure exhibit to the Operating Agreement. The costs and expenses
referred to above shall be recovered from the proceeds from the sale of production from the
applicable Well remaining after all royalties and present lease burdens, including Devon’s ORRI,
have been paid, and after all ad valorem, severance, gross production and any other taxes levied on
production have been paid. In the event surface facilities are constructed by Farmee, and such
facilities will facilitate processing from more than one well, then for purposes of Payout, the
costs of such facilities shall be allocated equally among said wells.


5. Manner of Drilling and Termination of Rights.




     5.1. [Reserved]



     5.2. Any Well drilled under this Agreement shall be diligently and continuously
drilled in a good and workmanlike manner in accordance with good oilfield practice. Once any Well
drilled under this Agreement has reached the applicable Contract Depth for such Well, it shall,
subject to completion rig and equipment availability, within sixty (60) days thereafter, (i) be
completed into the tanks if capable of producing oil or completed into the sales pipeline if
capable of producing gas or (ii) plugged and abandoned in accordance with the rules and regulations
of the Texas Railroad Commission, in which case Farmee shall restore the surface and settle all
damage claims. Farmee shall give Devon fifteen (15) days written notice prior to any action by
Farmee that will initiate field rule hearings with the Texas Railroad Commission or proceedings to
be held with any regulatory body having jurisdiction for the issuance of any orders which would
establish proration, drilling or production units including all or any portion of the Contract
Lands.



     5.3. With respect to any wells Devon may drill within the aerial confines of the
Contract Lands or on any lands contiguous therewith, Farmee hereby deems Devon its agent and
attorney-in-fact for the sole purpose of waiving Farmee’s right to object to the granting of any
and all Rule 37 exceptions. This Paragraph 5.3 shall survive the termination of this Agreement and
shall remain in effect so long thereafter as oil and/or gas are produced from the Contract Lands.



 









 






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     5.4. Notwithstanding anything to the contrary contained in this Agreement, Farmee
covenants and agrees (for itself and its successors and assigns and such covenant shall be deemed
for all purposes to be a covenant running with the Contract Lands) that Farmee shall not complete
(nor shall it consent to or participate in the completion of) (i) any Test Well below the base of
the Haynesville Shale Formation, or (ii) any Infill Well below the base of the Cotton Valley
Formation. Farmee agrees that it shall constitute a default under this Agreement if Farmee fails
to comply with this Section 5.4.


6. Further Reservations Farmee covenants and agrees (for itself and its successors and
assigns and such covenant shall be deemed for all purposes to be a covenant running with the
Contract Lands) that in the event all or any part of the Leases described on Exhibit “A” are
renewed, extended or force pooled in support of any Well by Farmee within one (1) year of the
expiration of such Lease or Leases, then such Leases shall be expressly subject to this Agreement,
including, without limitation, the reservation of the ORRI in favor of Devon and the requirement
that Devon be carried “to the tanks and the sales pipeline” in any such Well.



7. Operating Agreement




     7.1. All operations conducted under the terms of this Agreement shall be governed by
the AAPL-1989 Model Form Operating Agreement attached hereto as Exhibit “C” (the “Operating
Agreement”). Except where provided otherwise in this Agreement, the Operating Agreement shall
become automatically effective, without the signatures of Farmee and Devon, as to each Well drilled
pursuant to this Agreement upon commencement of drilling operations on that Well, and the Parties
hereto shall be conclusively deemed to have agreed to same when this Agreement is executed. In the
event that the terms and provisions of the Operating Agreement conflict with the terms and
provisions of the body of this Agreement, the terms and provisions of the body of this Agreement
shall govern and control.



     7.2. Sun River Operating, Inc., Sun River Energy, Inc.’s wholly owned subsidiary,
shall be designated Operator for any Well drilled and completed under this Agreement on the
Contract Lands, unless the Parties agree otherwise in writing.



     7.3. This Agreement is made subject to (whether recorded or not and regardless of
whether or not Farmee has actual or constructive notice of any of such) any instruments,
agreements, or contracts covering, pertaining to or affecting the Contract Lands (including,
without limitation, any oil or gas sales contracts, product purchasing agreements, and joint
operating agreements). It is understood and agreed that Farmee is solely responsible for obtaining
any necessary consents to assign or waivers required under any of the foregoing and for obtaining
any waivers, if any, of Maintenance of Uniform Interest or Preferential Right to Purchase
provisions under any of the foregoing. FARMEE (AND ITS SUCCESSORS AND ASSIGNS) HEREBY AGREES TO
INDEMNIFY AND DEFEND DEVON FROM ANY THIRD PARTY CLAIMS AGAINST DEVON RESULTING FROM FARMEE’S (OR
ITS SUCCESSORS’ AND ASSIGNS’) FAILURE TO SATISFY THE PROVISIONS OF THIS SECTION 7.3.


8. Substitute Well




     8.1. If a Test Well is lost for any reason prior to being drilled to applicable
Contract Depth or Farmee has encountered, during the drilling of such Test Well, mechanical
difficulty or



 









 





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a formation or condition which would render further drilling impracticable or impossible,
Farmee may plug and abandon that well and may continue its rights under this Agreement by
commencing the drilling (at a Legal Location) of a substitute well (or wells) (each a “Substitute
Well”) for the Test Well that has been lost or abandoned within sixty (60) days from the date the
prior well was lost. Any Substitute Well drilled shall be drilled subject to the same terms and
conditions and to the same depth as provided for the Test Well so lost or abandoned. Each
reference in this Agreement to a Test Well shall be deemed also to apply to any Substitute Well
drilled therefor.




     8.2. If Farmee elects to drill a Substitute Well, Farmee shall plug and abandon the
Test Well for which the Substitute Well is proposed to be drilled and restore the surface of the
property pursuant to then-current government regulations and any contractual obligations affecting
the surface location. Failure to timely satisfy these requirements shall constitute a default
under this Agreement and Farmee shall forfeit its rights to earn additional interests in the
Contract Lands.


9. Reservation of Rights. Devon expressly reserves unto itself all oil and gas rights
within the Contract Lands, except those rights which may be earned by Farmee pursuant to the terms
of this Agreement. Devon reserves concurrent unrestricted rights of ingress, egress, use,
occupancy, and any and all other surface rights to the Contract Lands necessary or convenient for
Devon to exercise and enjoy the oil, gas and mineral rights reserved to Devon, including but not
limited to the right to construct, maintain and operate pipelines, tank batteries and roads on,
over and across the surface of the Contract Lands, provided that neither Farmee nor Devon shall
unreasonably interfere with the other Party’s operations thereon and thereunder.



10. Confidentiality. Farmee shall be obligated to treat all information obtained from any
Wells drilled on the Contract Lands and any information obtained from operations conducted under
this Agreement (collectively, the “Confidential Information”) as strictly confidential and shall
not disclose Confidential Information to any third parties without Devon’s prior written consent;
provided, however, Farmee shall not be restricted by the obligations set forth in this Article 10
from disclosing such information as required pursuant to applicable law and/or regulation. This
Article 10 shall survive the termination of this Agreement for a period of two (2) years, which
period shall begin on the date that this Agreement terminates.



11. [Reserved]



12. Well Information and Requirements. Farmee shall furnish Devon with daily drilling
reports, depth logs and daily mud logs from a manned mud logging unit on any Well drilled under
this Agreement, on lands pooled with any of the Contract Lands, monthly production reports,
together with the other reports, information and data as specified on the attached Exhibit “D” or
which Farmee chooses to run, collect or gather. Devon, and its employees, agents and
representatives, at Devon’s sole risk, cost and expense, shall have free and convenient access to
the derrick floor at all times to observe all operations under this Agreement or to gather any
information which Devon may desire. All such information shall either be e-mailed or faxed to the
following:




	 	 	 	 	 	 

	 	If to Devon:
	 	Brian Bayliss
	 	E-mail Address:
	 	brian.bayliss@dvn.com
	 	Facsimile No.:
	 	281/754-4584	 	 






 









 






Farmout Agreement

October 4, 2010

Sun River Energy, Inc.




	 	 	 	 	 	 

	 	If to Farmee:
	 	Stuart J. Newsome
	 	E-mailAddress:
	 	snewsome@snrv.com
	 	Facsimile No.:
	 	888-344-8871	 	 





All information and reports provided pursuant to this provision shall be deemed Confidential
Information under the definition provided in Article 10, above.



13. Compliance with Contracts and Laws: Farmee’s Indemnity. In connection with Farmee’s
operations under this Agreement, Farmee shall:





	 	(a)	 	Conduct its operations in strict compliance with the terms of the Leases and
any other agreements covering and applicable to the Contract Lands on which any Well
is located; and
	 
	 	(b)	 	Obtain and maintain all permits, easements, rights of way and any
authorizations necessary to perform its obligations under this Agreement; and
	 
	 	(c)	 	Observe and comply with applicable laws, ordinances, regulations, rules and
orders of all federal, state and local government agencies and authorities, including
but not limited to those directed at protecting human health and the environment, such
as (by way of example and not limitation and including all amendments) (a) the
Comprehensive Environmental Response, Compensation and Liability Act of 1980, (b) the
Resource Conservation and Recovery Act of 1976, (c) the Clean Water Act, (d) the Safe
Drinking Water Act, (e) the Hazardous Materials Transportation Act, (f) the Toxic
Substances Control Act, and (g) the Clean Air Act, and make all reports to such
agencies and authorities and furnish Devon with copies of the same; and
	 
	 	(d)	 	Keep the Leases, Contract Lands, Wells and producing equipment used in
connection therewith free and clear from all liens and encumbrances; and
	 
	 	(e)	 	Pay all federal and state taxes and contributions, including those assessed
against employees for which the employer has responsibility to collect and remit,
with respect to wages and salaries earned by persons in connection with the drilling
of any Well under this Agreement and make all reports required in connection
therewith; and
	 
	 	(f)	 	TO THE EXTENT ALLOWED BY LAW, RELEASE, DEFEND, INDEMNIFY AND HOLD HARMLESS
DEVON, ITS EMPLOYEES, DIRECTORS, SHAREHOLDERS AND OFFICERS (COLLECTIVELY, “THE DEVON
GROUP”), FROM AND AGAINST ALL LIABILITIES, CLAIMS, DEMANDS, CAUSES OF ACTION, DAMAGES,
LOSSES, LIENS, SUITS, JUDGMENTS, FINES, PENALTIES AND EXPENSES (INCLUDING WITHOUT
LIMITATION REASONABLE ATTORNEYS’ FEES, COURT COSTS, COSTS OF INVESTIGATION, AMOUNTS
PAID IN SETTLEMENT, AMOUNTS AWARDED BY ARBITRATORS, ADJUSTMENT EXPENSES, EXPERT
WITNESS FEES AND EXPENSES, AND ALL OTHER COSTS ASSOCIATED WITH OR RELATED TO
LITIGATION, ARBITRATION, OR MEDIATION OF ANY DISPUTE) OF ANY KIND OR NATURE
(COLLECTIVLEY, “CLAIMS”) IN CONNECTION WITH PERSONAL INJURIES (INCLUDING, WITHOUT
LIMITAION, DEATH), OR PROPERTY DAMAGE ARISING OUT OF OR RELATING TO THE ACCESS TO OR
ACTIVITIES OF FARMEE, ITS




 









 





Farmout Agreement

October 4, 2010

Sun River Energy, Inc.




	 	 	 	AFFILIATES, SUBORDINATES, PARENTS, CONTRACTORS AND SUBCONTRACTORS AND ANY OF THEIR
RESPECTIVE EMPLOYEES, PARTNERS, AGENTS AND REPRESENTATIVES, ON THE CONTRACT LANDS.
THIS SECTION 13(f) SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.
	 
	 	(g)	 	FARMEE ACKNOWLEDGES THAT THE LANDS DESCRIBED IN THE LEASES HAVE BEEN USED FOR
OIL AND GAS OPERATIONS IN THE PAST. FARMEE AGREES THAT ANY CONVEYANCE OF INTERESTS
UNDER THIS AGREEMENT SHALL BE ON AN “AS IS” “WHERE IS” BASIS AND WITH ALL FAULTS.
	 
	 	(h)	 	Farmee will comply with all existing surface use provisions contained in any
surface use or other agreements applicable to the Contract Lands and will obtain
Devon’s approval when it places their drill site location, pipelines, and lease roads
or use of Devon’s lease roads. Farmee also agrees to repair and maintain Devon’s
lease roads that it uses.




14. Devon’s Indemnity. DEVON SHALL TO THE EXTENT ALLOWED BY LAW, RELEASE, DEFEND,
INDEMNIFY AND HOLD HARMLESS FARMEE, ITS EMPLOYEES, DIRECTORS AND
OFFICERS, FROM AND AGAINST ALL
LIABILITIES, CLAIMS, DEMANDS, CAUSES OF ACTION, DAMAGES, LOSSES, LIENS, SUITS, JUDGMENTS, FINES,
PENALTIES, COSTS AND EXPENSES (INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS’ FEES, COURT
COSTS, COSTS OF INVESTIGATION, AMOUNTS PAID IN SETTLEMENT, AMOUNTS AWARDED BY ARBITRATORS,
ADJUSTMENT EXPENSES, EXPERT WITNESS FEES AND EXPENSES, AND ALL OTHER COSTS ASSOCIATED WITH OR
RELATED TO LITIGATION, ARBITRATION, OR MEDIATION OF ANY DISPUTE) OF ANY KIND OR NATURE IN
CONNECTION WITH PERSONAL INJURIES, INCLUDING DEATH, OR PROPERTY DAMAGE ARISING OUT OF OR RELATING
TO THE ACCESS TO OR ACTIVITIES OF ANY OF DEVON’S EMPLOYEES ON THE CONTRACT LANDS AS PERMITTED UNDER
THIS AGREEMENT, AND/OR ANY ACTIVITIES OF ANY OF DEVON’S EMPLOYEES ON THE CONTRACT LANDS PRIOR TO
THE DATE OF THIS AGREEMENT. THIS ARTICLE 14 SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.



15. Insurance




     15.1. While conducting any operations under this Agreement, Farmee shall carry the
types and minimum amounts of insurance described in Exhibit “E” and shall furnish Devon with
certificates evidencing said coverage. The General Liability Insurance and Automobile Liability
Insurance as described in Exhibit “E” shall be endorsed to waive subrogation against Devon, its
employees, directors and officers and to name Devon as an additional insured. Devon shall carry
insurance for its indemnity provided for in Article 14 above.



     15.2.
Applicability of Texas Anti-Indemnity Act. To the extent that the
Texas Civil Practice and Remedies Code § 127.001 et seq. applies to any insurance or indemnity
claim under this Agreement, the Parties agree that all indemnity obligations will be supported by
liability insurance coverage (to the extent specified in this Agreement). All other insurance
obligations required under this Agreement shall remain as set forth in Section 15.1, above.



 









 





Farmout Agreement

October 4, 2010

Sun River Energy, Inc.




     15.3. Relationship Between Insurance and Indemnity Obligations: The Parties
agree that obligations set forth in Section 13(f) and 15.1 above are separate and apart from each
other, such that the failure of fulfill the indemnity obligations does not alter or eliminate the
insurance obligations or vice versa. It is further agreed that the insurance obligations under
this Article 15 shall not in any way limit the defense and indemnity obligations set forth in this
Agreement.


16. Option to Takeover Well. Upon reaching Contract Depth in any Well drilled under this
Agreement, Farmee shall run its standard suite of electrical and other well logs therein to total
depth. If Farmee then determines that it does not desire to attempt a completion, Farmee shall,
within twenty-four (24) hours, notify Devon of such decision and furnish Devon with such well logs.
Devon shall have forty-eight (48) hours (inclusive of Saturdays, Sundays and legal holidays)
following receipt of such notice and the well logs to elect to take over such Well. Should Devon
elect not to take over any such Well, Farmee shall plug and abandon said Well at the cost, risk and
expense of the Parties that participated in the drilling of said Well. Should Devon elect to take
over the Well, it may do so, assuming the cost, risk and expense of all future operations thereon,
including eventual plugging and abandonment thereof, and compensating Farmee for the reasonable
salvage value of the material and equipment in the Well.



17. Reassignment before Relinquishment. Should Farmee, or its successors or permitted
assigns, elect to release, relinquish or abandon all or part of any interest in the Leases and
Contract Lands that it acquired pursuant to this Agreement, then Farmee shall provide Devon with
written notice of such election sixty (60) days prior to any such release, relinquishment or
abandonment; whereupon, at Devon’s option, in its sole discretion, and upon its written request,
the interest being so released, relinquished or abandoned shall be reassigned to Devon. The
reassignment made under the terms of this Article 17 shall be free and clear of—and the releasing
Party shall remain liable for and release, defend, indemnify and hold harmless the Party receiving
notice against—all burdens, liens, encumbrances or outstanding interests other than those existing
on the date of this Agreement.



18. Title. Devon makes no representation and disclaims all warranties, whether
expressed, implied or statutory, as to its title to the Leases and Contract Lands. At any time
after Farmee’s acceptance hereof and upon Farmee’s written request, Devon shall make available to
Farmee, at Farmee’s cost, copies of all non-privileged instruments pertaining to Devon’s title that
it may have in its possession, but Devon shall not be obligated to purchase or otherwise acquire or
provide any new, additional or supplemental documents.



19. Force Majeure. If, as a result of a force majeure event, any Party to this Agreement
is prevented from either (i) complying with any of the obligations imposed upon it by this
Agreement, or (ii) exercising any of the rights granted to it under this Agreement, then the time
within which said Party may perform such obligations or exercise such rights shall be extended for
a period equal to the time during which said Party was prevented from the performance of such
obligations, or the exercise of such rights, but in no event shall such force majeure period extend
for more than ninety (90) days. The Party claiming force majeure under this Article 19 shall take
all reasonable steps to remedy the condition as soon as possible. For purposes of this Agreement,
a “force majeure event” is defined as any fire, storm, explosion, flood, any other act of God, an
act of government, unforeseeable equipment or mechanical failure or delay, or any other cause,
whether similar or dissimilar, reasonably proved beyond the control of such Party which prevents
the performance of the Party’s obligations or the exercise of its rights, under this Agreement.







 









 






Farmout Agreement

October 4, 2010

Sun River Energy, Inc.





20. Notices. All notices required under this Agreement shall be given in writing and
delivered either in person, by United States certified mail return receipt requested, courier
service, or facsimile, addressed to each of the Parties at the addresses listed below:





Sun River Energy, Inc.

5950 Berkshire Lane, Suite 1650

Dallas, Texas 75225

Attn: Stuart J. Newsome

Telephone: 800-669-6511

Facsimile:    888-344-8871


Devon Energy Production Co., L.P.

ATTN: Land Dept. — Carthage District Manager

1200 Smith Street

Houston, Texas 77002

Telephone: (713) 265-5816

Facsimile:    (713) 265-8865


A copy of any notice delivered in person, by courier service, or facsimile, shall also be sent on
the date of such delivery to the Party to whom the notice is addressed by certified mail return
receipt requested. Each Party has the right to change its address by giving written notice thereof
to the other Party.



21. [Reserved]



22. Time Is Of The Essence. Time is of the essence for this Agreement. Any default by
Farmee (or any of its permitted assignees or successors) in the carrying out of Farmee’s (or any of
its permitted assignee’s or successor’s) duties and obligations under this Agreement shall be cause
for forfeiture of all of Farmee’s (or any of its permitted assignee’s or successor’s) rights,
privileges and benefits under this Agreement, save and except the right to receive from Devon any
assignment which may have previously been fully earned; provided that Farmee (or any of its
permitted assignees or successors) shall never be relieved of any duties and obligations under this
Agreement which may have matured prior to the time of such forfeiture. Should Devon find that
Farmee has not complied with and is in default in carrying out its duties and obligations under
this Agreement, including without limitation, paying Devon in accord with its ORRI and working
interest, Devon shall notify Farmee in writing of its failure to comply and Farmee shall have
thirty (30) days (except as to a failure of Farmee to pay Devon any sum due Devon, in which case,
the cure period shall be five (5) days) from receipt of such notice to remedy the default situation
and return to full compliance under the terms of this Agreement. Failure to comply within the
allotted thirty-day (or, if applicable, five-day) period shall result in a complete termination of
Farmee’s rights under this Agreement save rights previously earned. The forfeiture shall not
affect any rights or remedies to which Devon may be entitled under this Agreement.



23. Termination. This Agreement shall terminate upon the first to occur of the
following: (i) November 30, 2010, if Farmee fails to commence the actual drilling of the Initial
Test Well on or before that date in accord with Section 1.1 of this Agreement; (ii) the sixty-first
day after drilling ceases on any Test Well that did not reach Contract Depth, if Farmee has not
commenced drilling on a Substitute Well therefor; (ii) the sixty-first day after drilling ceases on
any Test Well if Farmee has not commenced drilling on the next succeeding Subsequent Test Well in
accord with Section 2.2, above; (iii) Farmee’s failure to cure any default under this Agreement in
accord with






 









 






Farmout Agreement

October 4, 2010

Sun River Energy, Inc.





Article 22, above; or (iv) the date on which Devon delivers the final Unit Assignment to
Farmee, After the Contract Lands are Fully Developed. The plugging obligations set forth
in Articles 1, 2, 5, and 8 shall survive the termination of this Agreement.



24. Miscellaneous Provisions. This Article 24 shall survive the termination of this
Agreement.





	 	(a)	 	Relationship of the Parties. It is not the intention of the Parties to
create a partnership, nor shall this Agreement be construed as creating a mining or other
partnership, joint venture, agency relationship or other association, or to render the
Parties liable as partners, co-venturers or principals. The liability of Devon and Farmee
shall be several, not joint or collective. Farmee and Devon shall be responsible only for
its obligations, and shall be liable only for its proportionate share of the costs, if
any, to be incurred under this Agreement. No Party shall have any liability under this
Agreement to third Parties to satisfy the default of any other Party in the payment of any
expense or obligation.
	 
	 	(b)	 	Construction of Agreement. In construing this Agreement, the following rules
shall apply:






	 	(i)	 	 Captions. No consideration shall be given to the captions, which are
inserted only for convenience in locating provisions of this agreement and not as an
aid in its construction.
	 
	 	(ii)	 	 Control of Drafting. No consideration shall be given to the fact or
presumption that one Party has had a greater or lesser hand in drafting this agreement
than any other Party.
	 
	 	(iii)	 	 Defined Terms. A defined term has its defined meaning everywhere in
this agreement, regardless of whether the term appears before or after the place in
this agreement where the term is defined.






	 	(c)	 	Governing Law. This Agreement and all matters pertaining hereto, including,
but not limited to, matters of performance, non-performance, breach, remedies, procedures,
rights, duties and interpretation or construction, shall be governed and determined by the
law of the State of Texas, without giving effect to any choice of law rules that would
result in the application of the laws of another state. THE PARTIES HEREBY CONSENT TO THE
EXCLUSIVE VENUE OF THE PROPER STATE OR FEDERAL COURT LOCATED IN HARRIS COUNTY, TEXAS, AND
HEREBY WAIVE ALL OTHER VENUES.
	 
	 	(d)	 	Entire Agreement. This Agreement and the Exhibits hereto set forth all
understandings between the Parties respecting the subject matter hereof, and all prior
agreements, understandings and representations, whether oral or written, respecting this
transaction are merged into and superseded by this Agreement.
	 
	 	(e)	 	Successors, Assigns, and Sublessees. This Agreement shall be binding upon
and shall inure to the benefit of the Parties and their respective successors and
permitted assigns and sublessees and the terms hereof shall be deemed to run with the
Leases and the Contract Lands. Farmee may not assign, sublease, or transfer—by operation
of law or otherwise—any rights in this Agreement or any rights it earns under this
Agreement without Devon’s prior written consent, which consent may be granted or withheld
in Devon’s sole discretion. Any assignment, sublease or transfer by Farmee in derogation
of this Section 24(e) shall be void ab initio. If any transfer is effected by Farmee
pursuant to the terms of this Agreement,




 









 





Farmout Agreement

October 4, 2010

Sun River Energy, Inc.




	 	 	 	or by any of its successors or assigns, the transfer will be made expressly subject to this
Agreement, and Farmee shall remain responsible for all duties and obligations of the
transferee.
	 
	 	(f)	 	Waiver. This agreement may not be altered or amended, nor any rights under
this Agreement waived, except by an instrument, in writing, executed by the Party to be
charged with such amendment or waiver. No waiver of any other term, provision or
condition of this agreement, in any one or more instances, shall be deemed to be, or
construed as, a further or continuing waiver of any such term, other provision or
condition or as a waiver of any other term, provision or condition of this agreement.
	 
	 	(g)	 	Waiver of Jury Trial. EACH PARTY WAIVES, TO THE FULLEST EXTENT PERMITTED BY
APPLICABLE LAW, ANY RIGHT IT MAY HAVE TO A TRIAL BY JURY WITH RESPECT TO ANY SUIT, ACTION
OR PROCEEDING RELATING TO THIS AGREEMENT.
	 
	 	(h)	 	Severability. If any provision of this Agreement is invalid, illegal or
incapable of being enforced, all other provisions of this agreement shall nevertheless
remain in full force and effect, so long as the economic or legal substance of the
transactions contemplated hereby is not affected in a materially adverse manner with
respect to either Party.
	 
	 	(i)	 	Consequential Damages. The Parties to this Agreement waive any rights to
incidental, consequential or punitive damages resulting from a breach of this agreement,
including, without limitation, loss of profits.
	 
	 	(j)	 	Equal Opportunity Compliance. Notwithstanding any other provision of this
agreement, Farmee shall comply with the Equal Employment Opportunity Compliance
Certificate attached as Exhibit “F”.
	 
	 	(k)	 	Conflicts. In the event of a conflict between the terms and conditions
of this Agreement and the terms and conditions of the Exhibits attached hereto, the terms
and conditions of this Agreement shall apply.
	 
	 	(l)	 	Each Party represents and warrants that the representative signing this Agreement
on that Party’s behalf is fully authorized to do so in the capacity expressed, and that
any corporate or other legal action required to be taken prior to the execution of this
Agreement has been taken. The Parties further acknowledge that they have read this
Agreement and have had the opportunity to consult with counsel of their choosing, that
they are fully cognizant of the terms and conditions and legal effect of this Agreement,
and upon signing this Agreement they are not relying upon any representation other than
the terms stated herein. This Agreement shall be deemed for all purposes to have been
prepared through the joint efforts of the Parties and shall not be construed for or
against one Party or the other as a result of the preparation, submittal, drafting,
execution or other event of negotiation hereof. Farmee acknowledges and agrees that Devon
(i) shall not have any liability to Farmee relating to or resulting from the use or
reliance on any of the information (or as a result of any inaccuracies contained therein
or omissions therefrom), whether written or oral, furnished by Devon (or any
representative of Devon) and (ii) has not made any representation or warranty with respect
to any information, whether written or oral, furnished by Devon (or any representative of
any of the foregoing). Farmee acknowledges and agrees that, in entering into this
Agreement, it has relied solely on its own investigation of the subject matter hereof and
the representation and warranties




 









 





Farmout Agreement

October 4, 2010

Sun River Energy, Inc.




	 	 	 	expressly set forth in this Agreement, subject to the limitations and restrictions
specified herein.
	 
	 	(m)	 	Neither Party shall have any liability hereunder to third parties to satisfy the
default of the other Party in the payment of any expense or obligation. However, Devon
may, at its sole option, elect to cure any default of Farmee under any agreement
pertaining to the Contract Lands—including but not limited to this Agreement, any
applicable Operating Agreement, and the Leases—in which case the expenses incurred by
Devon to cure the default may be recouped from or setoff against any sums owing to Farmee.
	 
	 	(n)	 	Counterparts. This Agreement may be executed in multiple counterparts,
all of which taken together will constitute one agreement. This Agreement will be deemed
effective as of the Effective Date only after it has been executed and delivered by both
Parties. Delivery of a signed copy of this Agreement by email or facsimile transmission
will be deemed to be delivery of this Agreement for all purposes.




If the foregoing terms and provisions are agreeable, then please sign a copy of this Agreement at
the place provided below and return the signed copy to my attention at the letterhead address prior
to October 22, 2010. If Devon does not receive a copy of this Agreement executed by Farmee prior
to said date, time being of the essence, then this Agreement shall be null and void and have no
further force and effect.




	 	 	 	 	 
	DEVON ENERGY PRODUCTION CO., L.P.

 	 	 
	By:  	/s/ Daniel W. Higdon
 	 	 
	 	Name:  	Daniel W. Higdon 	 	 
	 	Title:  	Agent and Attorney-in-Fact 	 	 
	 
	AGREED TO AND ACCEPTED this 22nd day of October, 2010, by:



SUN RIVER ENERGY, INC.___________________

 	 	 
	By:  	/s/
Donal R. Schmidt, Jr.
 	 	 
	 	Name:  	Donal R. Schmidt, Jr. 	 	 
	 	Title:  	President and CEO 	 	 



 









 






Lake Murvaul




EXHIBIT “A”

Attached to and made a part of that certain Farmout Agreement dated October 4, 2010, by and

between Devon Energy Production Company, L.P., and Sun River Energy, Inc.



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006833/000
	 	Nathan Shaw
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110515	 	 	Book 1330 Page 408 Reception # 112458
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006834/000
	 	John C Bush et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110511	 	 	Book 1330 Page 197 Reception # 112401
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006835/000
	 	Billy Joe Essery et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110425	 	 	Book 1330 Page 237 Reception # 112412
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006836/000
	 	Sylvia Birdwell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110510	 	 	Book 1330 Page 179 Reception # 112395
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006841/001
	 	Judy Lake Stuart
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110127	 	 	Book 1330 Page 414 Reception # 112460
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006841/002
	 	Walter B Lake
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110127	 	 	Book 1330 Page 325 Reception # 112436
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006841/003
	 	Joe D Lake
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110127	 	 	Book 1330 Page 321 Reception # 112434
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006841/004
	 	Carl Maxie Lake
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110127	 	 	Book 1330 Page 316 Reception # 112433
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006841/005
	 	Troy Lynn Lake
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110127	 	 	Book 1330 Page 322 Reception # 112435
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/001
	 	Ella Bea Bush Maines
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 336 Reception # 112439
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/002
	 	Mildred G Bush
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 203 Reception # 112403
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/003
	 	James W Bush
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 200 Reception # 112402
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/004
	 	Sybil Bush Burns
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 182 Reception # 112396
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/005
	 	George W Bush
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 191 Reception # 112399
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/006
	 	Minnie L Bush
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 206 Reception # 112404
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006920/007
	 	Sarah Bush Stewart
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110329	 	 	Book 1330 Page 411 Reception # 112459
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006921/001
	 	Howard D Beasley et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110118	 	 	Book 1330 Page 165 Reception # 112391
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006921/002
	 	Elvern Beasley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110119	 	 	Book 1330 Page 162 Reception # 112390
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006921/003
	 	Nettie J Beasley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110124	 	 	Book 1330 Page 165 Reception # 112393
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006921/004
	 	Margaret Hill Beasley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110608	 	 	Book 1330 Page 168 Reception # 112392
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3006921/005
	 	John Federick Eakin
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20101023	 	 	Book 1415 Page 312 Reception # 126394
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/001
	 	Austin Living Trust Dated 9/9/1996
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110203	 	 	Book 1330 Page 153 Reception # 112387
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/002
	 	Glen F Williams et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110203	 	 	Book 1330 Page 520 Reception # 112487
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/003
	 	Barbara Jean Marcom Magee
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110223	 	 	Book 1330 Page 339 Reception # 112440
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/004
	 	Martha Ann Hargraves
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110224	 	 	Book 1330 Page 271 Reception # 112421
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/005
	 	Sherry Baker
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110206	 	 	Book 1330 Page 159 Reception # 112389
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/006
	 	James F Hall Sr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110217	 	 	Book 1330 Page 264 Reception # 112419
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/007
	 	John D Womeldurf
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110222	 	 	Book 1330 Page 532 Reception # 112490
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/008
	 	Beverly Ann Marcom Caldwell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110223	 	 	Book 1330 Page 209 Reception # 112405
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/009
	 	Patricia D Harrell
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110207	 	 	Book 1330 Page 268 Reception # 112420
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/010
	 	Judith K Baker
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110208	 	 	Book 1330 Page 156 Reception # 112388
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/011
	 	Bobbie Cecille Hall Ferguson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110224	 	 	Book 1330 Page 243 Reception # 112414
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/012
	 	Margaret Leslie Read et vir
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110203	 	 	Book 1330 Page 390 Reception # 112453
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/013
	 	Greylan Lesco
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110227	 	 	Book 1330 Page 328 Reception # 112437
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/014
	 	Carla Kaley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110224	 	 	Book 1330 Page 300 Reception # 112429
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/015
	 	Dorothy C Barry
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120321	 	 	Book 1373 Page 154 Reception # 119612
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/016
	 	Franklin W Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120319	 	 	Book 1373 Page 160 Reception # 119614
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/017
	 	Lottie Marie Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120329	 	 	Book 1373 Page 184 Reception # 119620
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/018
	 	Diana Dean Robinson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120420	 	 	Book 1384 Page 113 Reception # 121580
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/019
	 	A E Dean Jr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120420	 	 	Book 1384 Page 68 Reception # 121567
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/020
	 	Bruce A Collins
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120319	 	 	Book 1373 Page 157 Reception # 119613
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/021
	 	Truman Paul Davis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120330	 	 	Book 1379 Page 14 Reception # 120644
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/022
	 	Glen A Deason
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130801	 	 	Book 1407 Page 565 Reception # 125122
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/023
	 	Bobbie Sue Phillips
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130218	 	 	Book 1555 Page 642 Reception # 149475
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/024
	 	Patsy W Fountain
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130218	 	 	Book 1558 Page 842 Reception # 149924
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007022/025
	 	Emory L Williams et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130218	 	 	Book 1555 Page 645 Reception # 149476
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/001
	 	Sarah Ann Summers
	 	DEVON ENERGY PRODUCTION
	 	 	20110308	 	 	Book 1330 Page 417 Reception # 112461






Page 1 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/002
	 	Deborah Jo Rook Wion
	 	DEVON ENERGY PRODUCTION
	 	 	20110303	 	 	Book 1330 Page 229 Reception # 112410
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/003
	 	Mary Frances Donoho
	 	DEVON ENERGY PRODUCTION
	 	 	20110307	 	 	Book 1330 Page 229 Reception # 112410
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/004
	 	Dawn Leigh Ellen Rook Murphy
	 	DEVON ENERGY PRODUCTION
	 	 	20110303	 	 	Book 1330 Page 229 Reception # 112410
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/006
	 	Ann Broome Dorney
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120226	 	 	Book 1367 Page 330 Reception # 118493
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/007
	 	Marilyn Newcomb Gounah
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120226	 	 	Book 1367 Page 338 Reception # 118496
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/008
	 	Maxie Hughes Wilson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120223	 	 	Book 1367 Page 403 Reception # 118512
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/009
	 	Tim Tucker et al
	 	DEVON ENERGY PRODUCTION
	 	 	20110827	 	 	Book 1342 Page 367 Reception # 114597
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/010
	 	Troy W Rook
	 	DEVON ENERGY PRODUCTION
	 	 	20120118	 	 	Book 1367 Page 384 Reception # 118508
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/011
	 	Legacy Royalties Ltd
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130404	 	 	Book 1391 Page 202 Reception # 122739
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/012
	 	Jdmi Llc
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130608	 	 	Book 1391 Page 194 Reception # 122736
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/013
	 	Jon S Brown
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130618	 	 	Book 1391 Page 140 Reception # 122723
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007023/014
	 	James W Summers Family Inv Ltd
	 	DEVON ENERGY PRODUCTION
	 	 	20110827	 	 	Book 1342 Page 349 Reception # 114593
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/001
	 	Bruce Earl Robinson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110613	 	 	Book 1330 Page 393 Reception # 112454
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/002
	 	Earl Robinson et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110613	 	 	Book 1330 Page 397 Reception # 112455
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/003
	 	Rodger Glen Hardin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120413	 	 	Book 1501 Page 398 Reception # 140654
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/004
	 	Marsha Ann Cloudy
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1505 Page 340 Reception # 141242
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/005
	 	Melvin Duane Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1507 Page 156 Reception # 141589
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/006
	 	James Leonard Ritter Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1505 Page 377 Reception # 141253
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/007
	 	David Allen Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1510 Page 734 Reception # 142278
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/008
	 	Brett Lee Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1507 Page 162 Reception # 141591
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/009
	 	David Wayne Pool
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1505 Page 374 Reception # 141252
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/010
	 	Jan L Godwin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1505 Page 354 Reception # 141246
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/011
	 	Charles Edwin Hardin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120413	 	 	Book 1501 Page 395 Reception # 140653
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/012
	 	Chris Lynn Hardin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120413	 	 	Book 1505 Page 357 Reception # 141247
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/013
	 	Richard Earl Hardin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120413	 	 	Book 1505 Page 360 Reception # 141248
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/014
	 	Sherry Diane Hardin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120413	 	 	Book 1503 Page 280 Reception # 140955
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/015
	 	Leta R Holtz
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1507 Page 165 Reception # 141592
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/016
	 	Maria P Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1501 Page 414 Reception # 140660
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/017
	 	Michael Dan Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1501 Page 417 Reception # 140661
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/018
	 	Rhonda Hardin Brinlee
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120413	 	 	Book 1507 Page 137 Reception # 141583
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/019
	 	Delores Marlene Bennett
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1505 Page 326 Reception # 141238
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/020
	 	Susan Faye Curtis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1509 Page 8 Reception # 141947
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/021
	 	Patti Cannady
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 616 Reception # 140352
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/022
	 	Marsha Lena Castanon
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 619 Reception # 140353
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/023
	 	Audrey J Gardner
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 634 Reception # 140357
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/024
	 	Peggy Jeanene Hodge
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 659 Reception # 140365
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/025
	 	Elton W Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 666 Reception # 140367
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/026
	 	James Corbert Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1501 Page 411 Reception # 140659
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/027
	 	Joe Dan Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 669 Reception # 140368
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/028
	 	Justin Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1503 Page 286 Reception # 140958
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/029
	 	Shirley Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 672 Reception # 140369
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/030
	 	Terry Dale Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1501 Page 420 Reception # 140662
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/031
	 	Timmy Ray Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 675 Reception # 140370
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/032
	 	Janice Miller Jones
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 678 Reception # 140371
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/033
	 	Etha Fay Grayson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1499 Page 647 Reception # 140361
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/034
	 	Rhonda L Kimbro
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1499 Page 689 Reception # 140374
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/035
	 	Melton E Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1499 Page 764 Reception # 140399
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/036
	 	James D Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1499 Page 761 Reception # 140398
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/037
	 	Gail Dean Parker
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1501 Page 424 Reception # 140664
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/038
	 	Myrtle Lavada Wright
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1499 Page 774 Reception # 140402
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/039
	 	Rita L Alfred
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1499 Page 601 Reception # 140346






Page 2 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/040
	 	Mattie Zelma Bearden
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 606 Reception # 140348
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/041
	 	Melba Lou Bohuslav
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 612 Reception # 140350
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/042
	 	Brenda Kay Akin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 595 Reception # 140344
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/043
	 	Joseph Wendell Watson Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1503 Page 303 Reception # 140963
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/044
	 	Terrie O Turner
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 752 Reception # 140395
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/045
	 	Pamela J Young
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 777 Reception # 140403
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/046
	 	Norton Lee Willis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 771 Reception # 140401
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/047
	 	Bobbie Smith et vir
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 738 Reception # 140391
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/048
	 	Teresa Lynn Smith
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 741 Reception # 140392
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/049
	 	Micki Denise Millersmith
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 709 Reception # 140380
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/050
	 	Doris Mcintosh
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120313	 	 	Book 1499 Page 703 Reception # 140378
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/051
	 	Jimmy Aldon Mullinax
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1499 Page 712 Reception # 140381
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/052
	 	Lilla Frances Ramsey
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 722 Reception # 140386
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/053
	 	Stephen Allan Ramsey
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 725 Reception # 140387
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/054
	 	Terry Lance Ramsey
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 728 Reception # 140388
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/055
	 	V L & M F Ramsey Family Trust
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 731 Reception # 140389
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/056
	 	Clifford A Ramsey
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120316	 	 	Book 1499 Page 719 Reception # 140385
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/057
	 	Brett Alan Pool
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1510 Page 731 Reception # 142277
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/058
	 	Keena Nanette Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1510 Page 737 Reception # 142279
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/059
	 	Billy Joe Ritter Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1514 Page 423 Reception # 142782
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/060
	 	Thomas Lee Watson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1514 Page 427 Reception # 142783
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/061
	 	Belinda Beth Hill
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1514 Page 419 Reception # 142781
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/062
	 	Judy Lynn Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1525 Page 63 Reception # 144523
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/063
	 	Nelda J Stephens
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1525 Page 66 Reception # 144524
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/064
	 	Karen D Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1522 Page 748 Reception # 144156
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/065
	 	James M Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1507 Page 159 Reception # 141590
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/066
	 	David E Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120306	 	 	Book 1501 Page 428 Reception # 140666
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/070
	 	Sheri Lynn Borchardt
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120422	 	 	Book 1515 Page 840 Reception # 143004
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007064/071
	 	Annajo Watson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120312	 	 	Book 1516 Page 5 Reception # 143007
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007065/000
	 	William C Hencey et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110607	 	 	Book 1330 Page 278 Reception # 112423
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007082/000
	 	Nellie Belle Porter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110118	 	 	Book 1330 Page 383 Reception # 112451
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/001
	 	Anne Klein Rotenberg
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1342 Page 334 Reception # 114589
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/002
	 	Edward L Rotenberg
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 402 Reception # 112456
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/003
	 	Francis Peyton Dubose
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110201	 	 	Book 1330 Page 234 Reception # 112411
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/004
	 	Legail Peyton Patterson
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110201	 	 	Book 1330 Page 372 Reception # 112448
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/005
	 	Stephen J Rotenberg
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 405 Reception # 112457
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/006
	 	Marilyn Geiger
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 332 Reception # 116615
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/007
	 	Mark Goldblatt
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 335 Reception # 116616
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/008
	 	Gail Smock
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 468 Reception # 116651
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/009
	 	Sparks Resources Ltd
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120820	 	 	Book 1404 Page 11 Reception # 124544
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/010
	 	Herman L Meyer Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110114	 	 	Book 1437 Page 30 Reception # 129446
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/011
	 	Jean Gorr Frazzell
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20101002	 	 	Book 1415 Page 308 Reception # 126392
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/012
	 	Nancy Louisie Crawford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20101002	 	 	Book 1415 Page 310 Reception # 126393
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007604/013
	 	Douglas M Rotenberg
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130114	 	 	Book 1447 Page 595 Reception # 131397
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/001
	 	Lee Owens Graves
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110707	 	 	Book 1330 Page 255 Reception # 112417
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/002
	 	Peggie S Havard
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110710	 	 	Book 1330 Page 275 Reception # 12422
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/003
	 	Clyde Ennis Graves
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110713	 	 	Book 1330 Page 281 Reception # 112416
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/004
	 	James S Ingram
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110720	 	 	Book 1330 Page 288 Reception # 112426
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/005
	 	M L Davis Jr
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110721	 	 	Book 1330 Page 220 Reception # 112408
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/006
	 	Abbie Ruth Mcjimsey
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110804	 	 	Book 1342 Page 292 Reception # 114577
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/007
	 	Lasa Nelson Grimes
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110808	 	 	Book 1342 Page 256 Reception # 114568






Page 3 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/008
	 	Maurine G Shepherd
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110807	 	 	Book 1342 Page 341 Reception # 114591
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/009
	 	Nelwyn G Brannon
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110807	 	 	Book 1342 Page 185 Reception # 114549
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/010
	 	Sterlene Bolling
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110810	 	 	Book 1342 Page 181 Reception # 114548
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/011
	 	Sammie Fae Waltman
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110810	 	 	Book 1342 Page 377 Reception # 114599
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/012
	 	Cleo Murle Leatherwood
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110810	 	 	Book 1342 Page 284 Reception # 114575
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/013
	 	Nancy Clare Lucas
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110810	 	 	Book 1342 Page 288 Reception # 114576
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/014
	 	Ricky Nelson
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110815	 	 	Book 1342 Page 308 Reception # 114582
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/015
	 	James Rodney Thomas
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110810	 	 	Book 1342 Page 356 Reception # 114594
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/016
	 	Madie Lou Jimerson
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110812	 	 	Book 1342 Page 269 Reception # 114571
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/017
	 	John Dickey Thomas
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110815	 	 	Book 1342 Page 360 Reception # 114595
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/018
	 	Shirley Joan Latham
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110815	 	 	Book 1342 Page 280 Reception # 114574
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/019
	 	Pamela H Powers
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110823	 	 	Book 1342 Page 316 Reception # 114584
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/020
	 	Carolyn H Crawford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110823	 	 	Book 1342 Page 207 Reception # 114555
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/021
	 	Hiram Lee Latham
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110823	 	 	Book 1342 Page 276 Reception # 114573
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/022
	 	Andre Dwain Hall
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110823	 	 	Book 1342 Page 260 Reception # 114569
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/023
	 	Maurine Dean
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110824	 	 	Book 1342 Page 217 Reception # 114557
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/024
	 	Laretta Hollis
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110828	 	 	Book 1342 Page 252 Reception # 114567
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/025
	 	Daniel Smith
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110829	 	 	Book 1342 Page 345 Reception # 114592
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/026
	 	Hall Brothers Trust
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110823	 	 	Book 1342 Page 242 Reception # 114564
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/027
	 	Gerald Wayne Ford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110829	 	 	Book 1342 Page 224 Reception # 114559
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/028
	 	Bobbie Rambo
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1342 Page 324 Reception # 114586
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/029
	 	Brenda Kay Cranford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111005	 	 	Book 1357 Page 290 Reception # 116604
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/030
	 	Hugh Glen Hall
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111005	 	 	Book 1357 Page 353 Reception # 116621
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/031
	 	Jenneita Wallace
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110828	 	 	Book 1342 Page 373 Reception # 114598
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/032
	 	Clyde Homer Langford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 405 Reception # 116634
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/033
	 	Sharon Pitman
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110815	 	 	Book 1342 Page 312 Reception # 114583
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/034
	 	Barry Langford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 389 Reception # 116630
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/035
	 	Sammie Lou Sitton
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 461 Reception # 116649
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/036
	 	Jo Ann Hancock
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 357 Reception # 116622
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/037
	 	Nogie Lee Jones
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 365 Reception # 116624
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/038
	 	Jeanette L Lake
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 385 Reception # 116629
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/039
	 	Bonnie L Graves
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 341 Reception # 116618
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/040
	 	Charles Dwight Smith
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 464 Reception # 116650
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/041
	 	Charles Thomas Graves
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111031	 	 	Book 1357 Page 345 Reception # 116619
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/042
	 	Mike Daniel
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111031	 	 	Book 1357 Page 294 Reception # 116605
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/043
	 	Johnny Latham Graves
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111030	 	 	Book 1357 Page 349 Reception # 116620
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/044
	 	Pam Bagley
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 264 Reception # 116597
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/045
	 	Connie Weaver
	 	DEVON ENERGY PRODUCTION CO LP
	 		20111110	 	 	Book 1357 Page 475 Reception # 116653
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/046
	 	Kathy Kahn
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111110	 	 	Book 1357 Page 373 Reception # 116626
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/047
	 	Patti Lou Williams
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 494 Reception # 116658
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/048
	 	Steve Langford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 401 Reception # 116633
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/049
	 	Jo Ann Williams
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110823	 	 	Book 1357 Page 490 Reception # 116657
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/050
	 	Robbie Kucera
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120104	 	 	Book 1367 Page 360 Reception # 118502
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/051
	 	Sherry Bourque
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 268 Reception # 116598
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/052
	 	Earl Cariker
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110815	 	 	Book 1357 Page 279 Reception # 116601
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/053
	 	Nettie Mildred Bush
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110810	 	 	Book 1342 Page 196 Reception # 114552
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/054
	 	Nathan Earl Langford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111116	 	 	Book 1357 Page 393 Reception # 116631
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/055
	 	Roy Dean Langford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111116	 	 	Book 1357 Page 397 Reception # 116632
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/057
	 	American Assurance 2000 LP
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1403 Page 774 Reception # 124521
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/058
	 	Melonny A Keyse
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1367 Page 357 Reception # 118501
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/059
	 	Linda Christine Dloughy
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110928	 	 	Book 1357 Page 318 Reception # 116611






Page 4 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/060
	 	Terry Thevenot
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 471 Reception # 116652
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/061
	 	Tana Andrews
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111110	 	 	Book 1357 Page 257 Reception # 116595
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/062
	 	Charles Keith Langford
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120823	 	 	Book 1413 Page 274 Reception # 126020
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/063
	 	Mitchell Davis et ux
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120618	 	 	Book 1403 Page 806 Reception # 124529
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/107
	 	La Nelle Dobson
	 	DEVON ENERGY PRODUCTION
	 	 	20111019	 	 	Book 1357 Page 322 Reception # 116612
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/108
	 	Johnny Latham Graves
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1501 Page 391 Reception # 140652
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/109
	 	Mary Penwell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120528	 	 	Book 1509 Page 019 Reception # 141950
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/110
	 	Ricky Nelson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1507 Page 152 Reception # 141588
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/111
	 	Charles Thomas Graves
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1501 Page 387 Reception # 140651
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/112
	 	Lasa Nelson Grimes
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1503 Page 274 Reception # 140953
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/113
	 	Jennifer Jimerson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1505 Page 363 Reception # 141249
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/114
	 	Melonny A Keyse
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1509 Page 014 Reception # 141949
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/115
	 	Sherry Bourque
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1505 Page 332 Reception # 141240
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/116
	 	Janice Enck
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 626 Reception # 140355
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/117
	 	Marguerite G Foster
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1499 Page 630 Reception # 140356
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/118
	 	James Goolsby
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 643 Reception # 140360
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/119
	 	Charles Leo Griffith
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1499 Page 650 Reception # 140362
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/120
	 	Nogie Lee Jones
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 681 Reception # 140372
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/121
	 	John Max Lade
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 692 Reception # 140375
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/122
	 	William T Latham
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 696 Reception # 140376
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/123
	 	Sammie Lou Sitton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 734 Reception # 140390
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/125
	 	Terry Thevenot
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1503 Page 298 Reception # 140962
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/126
	 	James Rodney Thomas
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 744 Reception # 140393
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/127
	 	John Dickey Thomas
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1499 Page 748 Reception # 140394
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/128
	 	Deena M Darroh
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1505 Page 343 Reception # 141243
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/129
	 	James Ray Nail
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1503 Page 291 Reception # 140960
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/142
	 	Jennifer Jimerson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120704	 	 	Book 1391 Page 196 Reception # 122737
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/143
	 	John Dickey Thomas
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120704	 	 	Book 1391 Page 247 Reception # 122751
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/144
	 	James Rodney Thomas
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120704	 	 	Book 1391 Page 244 Reception # 122750
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/145
	 	Clyde Ennis Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120712	 	 	Book 1393 Page 785 Reception # 122944
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/146
	 	Maurine Dean
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120712	 	 	Book 1393 Page 782 Reception # 122943
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/147
	 	Nogie Lee Jones
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120704	 	 	Book 1393 Page 791 Reception # 122946
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/148
	 	Andre Dwain Hall
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120712	 	 	Book 1393 Page 788 Reception # 122945
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/149
	 	Shirley Joan Latham
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1396 Page 427 Reception # 123387
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/150
	 	Robert Henry Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1396 Page 433 Reception # 123389
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/151
	 	William T Latham
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1396 Page 430 Reception # 123388
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/152
	 	Sharon Pittman Davis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1403 Page 808 Reception # 124530
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/153
	 	John Wayne Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1404 Page 7 Reception # 124543
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/154
	 	Ricky Nelson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1404 Page 1 Reception # 124541
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/155
	 	Jane Butler
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 800 Reception # 124527
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/156
	 	John Max Lade
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 824 Reception # 124535
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/157
	 	Mary Penwell
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1404 Page 4 Reception # 124542
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/158
	 	James Goolsby
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 811 Reception # 124531
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/159
	 	Charles Thomas Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 818 Reception # 124533
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/160
	 	Lasa Nelson Grimes
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120723	 	 	Book 1403 Page 821 Reception # 124534
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/162
	 	Pam Bagley
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 778 Reception # 124522
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/163
	 	Bonnie L Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 778 Reception # 124532
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/164
	 	Jo Ann Hancock
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1407 Page 580 Reception # 125127
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/165
	 	Clyde Homer Langford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 827 Reception # 124536
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/166
	 	Nathan Earl Langford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 831 Reception # 124537
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/167
	 	Roy Dean Langford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1403 Page 835 Reception # 124538






Page 5 of 16









 






Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/168
	 	Steve A Langford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120712	 	 	Book 1396 Page 424 Reception # 123386
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/169
	 	Patti Lou Williams
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120713	 	 	Book 1396 Page 437 Reception # 123390
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/170
	 	Connie Weaver
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 628 Reception # 125140
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/171
	 	Jenneita Wallace
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 625 Reception # 125139
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/172
	 	Sammie Lou Sitton
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 607 Reception # 125134
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/173
	 	Robbie Kucera
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 594 Reception # 125131
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/174
	 	Barry Langford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1407 Page 597 Reception # 125132
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/175
	 	Kathy Kahn
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 591 Reception # 125130
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/176
	 	Johnny Latham Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 574 Reception # 125125
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/177
	 	Janice Enck
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1407 Page 567 Reception # 125123
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/178
	 	Mitchell Davis et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 563 Reception # 125121
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/179
	 	Earl Cariker
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 556 Reception # 125119
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/180
	 	Sherry Bourque
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 550 Reception # 125117
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/181
	 	Terry Thevenot
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1407 Page 610 Reception # 125135
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/182
	 	Hiram Lee Latham
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1413 Page 282 Reception # 126022
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/183
	 	Laretta Hollis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1413 Page 271 Reception # 126019
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/184
	 	Tana Andrews
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1411 Page 1 Reception # 125641
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/185
	 	Melonny A Keyse
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120824	 	 	Book 1411 Page 29 Reception # 125650
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/186
	 	Joann Williams
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120801	 	 	Book 1415 Page 321 Reception # 126397
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/188
	 	Charles Keith Langford
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120823	 	 	Book 1413 Page 278 Reception # 126021
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/189
	 	Glenda Faye Edge
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110120	 	 	Book 1437 Page 8 Reception # 129439
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/190
	 	Jeanette L Lake
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130823	 	 	Book 1437 Page 24 Reception # 129444
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/191
	 	Iva Nell Soape
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110120	 	 	Book 1437 Page 42 Reception # 129450
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/192
	 	Daniel Smith
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120713	 	 	Book 1393 Page 822 Reception # 122953
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/193
	 	Tommie Jones Carlie
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1514 Page 415 Reception # 142780
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/199
	 	Jere Moore Brewster
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121027	 	 	Book 1537 Page 100 Reception # 146412
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/200
	 	Bobby E Moore
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121027	 	 	Book 1538 Page 453 Reception # 146632
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/201
	 	Candace D Johnson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130122	 	 	Book 1547 Page 536 Reception # 147977
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/202
	 	Eula Mae Griffith
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1518 Page 171 Reception # 143341
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/203
	 	Jane Butler
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120730	 	 	Book 1522 Page 115 Reception # 144038
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/204
	 	Jennifer Jones Anderson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1525 Page 814 Reception # 144731
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/205
	 	Barry W Heaton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1525 Page 819 Reception # 144732
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/206
	 	Donna Kertacy Williams
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1525 Page 824 Reception # 144733
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/207
	 	Randy J Heaton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1501 Page 402 Reception # 140656
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/208
	 	Johnny Latham Graves
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120220	 	 	Book 1501 Page 391 Reception # 140652
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/209
	 	Sharon G Pittman
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120619	 	 	Book 1522 Page 118 Reception # 144039
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/210
	 	Melinda Jonew Lowrey
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1518 Page 176 Reception # 143343
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/211
	 	Imo Jean Stone Peach
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1518 Page 180 Reception # 143344
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/212
	 	Tenna Jones Vardeman
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1518 Page 184 Reception # 143345
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/213
	 	Karen Sue Camp
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130120	 	 	Book 1550 Page 177 Reception # 148470
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/214
	 	Jo Ann Griffith
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130114	 	 	Book 1550 Page 185 Reception # 148472
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/215
	 	Mitchell Davis et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120302	 	 	Book 1550 Page 180 Reception # 148471
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007605/216
	 	Roy G Heaton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130107	 	 	Book 1550 Page 188 Reception # 148473
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007607/001
	 	Michael Young
	 	DEVON ENERGY PRODUCTION
	 	 	20110809	 	 	Book 1342 Page 389 Reception # 114602
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007607/002
	 	Gary Young
	 	DEVON ENERGY PRODUCTION
	 	 	20110809	 	 	Book 1342 Page 385 Reception # 114601
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/001
	 	Robert Tinkle
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110113	 	 	Book 1330 Page 495 Reception # 112480
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/003
	 	Christine Gaston
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 247 Reception # 112415
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/004
	 	Virgil Tinkle Jr
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 503 Reception # 112482
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/005
	 	Bill Tinkle
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 446 Reception # 112468
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/006
	 	Doris Marshall Thiele
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 422 Reception # 112462
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/007
	 	Virginia Hughes
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1352 Page 464 Reception # 115688






Page 6 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/008
	 	Shannon Lynn Tinkle
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 491 Reception # 112479
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/009
	 	Birdell Tinkle
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 454 Reception # 112470
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/010
	 	Raymond & Darla M Tinkle
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 476 Reception # 112475
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/011
	 	Lorene Tinkle Nix
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110207	 	 	Book 1330 Page 364 Reception # 112446
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007632/012
	 	First Baptist Church
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120710	 	 	Book 1393 Page 818 Reception # 122952
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/001
	 	John C Bush et ux
	 	DEVON ENERGY PRODUCTION
	 	 	20110515	 	 	Book 1330 Page 194 Reception # 112400
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/002
	 	Glenda Tinkle Crawford
	 	DEVON ENERGY PRODUCTION
	 	 	20110515	 	 	Book 1330 Page 217 Reception # 112407
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/003
	 	Shirley Weaver
	 	DEVON ENERGY PRODUCTION
	 	 	20110720	 	 	Book 1330 Page 513 Reception # 112485
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/004
	 	Cohron Bush
	 	DEVON ENERGY PRODUCTION
	 	 	20110511	 	 	Book 1330 Page 217 Reception # 112407
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/005
	 	Billy Ray Bush et ux
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110515	 	 	Book 1342 Page 193 Reception # 114551
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/005
	 	Billy Ray Bush et ux
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110815	 	 	Book 1342 Page 193 Reception # 114551
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/006
	 	Fern Bush
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20121024	 	 	Book 1420 Page 580 Reception # 127209
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/007
	 	Mary Suzanne Bush Rainer
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20121024	 	 	Book 1420 Page 589 Reception # 127212
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/008
	 	Jere Bruner Bush Living Trust
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20121024	 	 	Book 1420 Page 583 Reception # 127210
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/009
	 	Michael Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20101205	 	 	Book 1425 Page 615 Reception # 128091
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/010
	 	Jack Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20101205	 	 	Book 1425 Page 612 Reception # 128090
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007740/011
	 	Beverly Bush Patterson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20121024	 	 	Book 1420 Page 586 Reception # 127211
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007745/000
	 	Joe Dan Johnson
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20111002	 	 	Book 1342 Page 273 Reception # 114572
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/001
	 	J O Wray et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 536 Reception # 112491
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/002
	 	Kenneth C Griffith
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 259 Reception # 112418
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/003
	 	James Woolsey Williams et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 523 Reception # 112488
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/004
	 	Bud A Williams et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 516 Reception # 112486
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/005
	 	Marvin H Joslin et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 296 Reception # 112428
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/006
	 	Bobby G Morris et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 347 Reception # 112442
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/007
	 	Billy D Morris et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 343 Reception # 112441
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/008
	 	Frances Virginia Pace
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 368 Reception # 112447
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/009
	 	William W Kelly
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 304 Reception # 112430
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/010
	 	Melinda Jean Johns
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 292 Reception # 112427
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/011
	 	Joe Clint Kilpatrick
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 312 Reception # 112432
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/012
	 	Frank Louis Kilpatrick
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 308 Reception # 112431
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/013
	 	Robin P Cody
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 213 Reception # 112406
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/014
	 	Curtis W Loyd et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 332 Reception # 112438
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/015
	 	Anthony A Pendley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 375 Reception # 112449
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/016
	 	Tommy C Pendley et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 379 Reception # 112450
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007825/017
	 	Randy Putman
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110615	 	 	Book 1330 Page 386 Reception # 1124452
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/001
	 	Raymond Tinkle et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110621	 	 	Book 1330 Page 466 Reception # 112473
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/002
	 	Christine Gaston
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1342 Page 232 Reception # 114561
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/003
	 	Lorene Tinkle Nix
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1330 Page 360 Reception # 112445
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/004
	 	Bob Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1330 Page 462 Reception # 112472
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/005
	 	Virgil Tinkle Jr
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 499 Reception # 112481
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/006
	 	Virginia Hughes
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1330 Page 281 Reception # 112424
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/007
	 	Doris Marshall Thiele
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 462 Reception # 112472
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/008
	 	Birdell Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1330 Page 434 Reception # 112465
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/009
	 	Bill Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1330 Page 438 Reception # 112466
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007870/010
	 	Shannon Lynn Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110621	 	 	Book 1330 Page 480 Reception # 112476
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/001
	 	Raymond Tinkle et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110811	 	 	Book 1330 Page 471 Reception # 112474
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/002
	 	Christine Gaston
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1342 Page 228 Reception # 114560
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/003
	 	Virginia Hughes
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 284 Reception # 112425
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/004
	 	Birdell Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 450 Reception # 112469
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/005
	 	Bill Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 442 Reception # 112467
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/006
	 	Virgil Tinkle Jr
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 507 Reception # 112483






Page 7 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/007
	 	Shannon Lynn Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 483 Reception # 112477
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/008
	 	Lorene Tinkle Nix
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 356 Reception # 112444
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/009
	 	Robert Tinkle
	 	DEVON ENERGY PRODUCTION
	 	 	20110620	 	 	Book 1330 Page 458 Reception # 112471
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007980/010
	 	Doris Marshall Thiele
	 	DEVON ENERGY PRODUCTION
	 	 	20110611	 	 	Book 1330 Page 426 Reception # 112463
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007984/001
	 	Owen Nail
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111002	 	 	Book 1342 Page 305 Reception # 114581
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007984/002
	 	Horace L Nail
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111002	 	 	Book 1342 Page 299 Reception # 114579
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007984/003
	 	Jerry M Nail
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111002	 	 	Book 1342 Page 299 Reception # 114579
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/001
	 	Gara Lee Bush et al
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110317	 	 	Book 1330 Page 188 Reception # 112398
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/002
	 	Jerry T Hanszen
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110512	 	 	Book 1449 Page 390 Reception # 131737
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/003
	 	Sammie Kay Smith Stewart
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110417	 	 	Book 1449 Page 430 Reception # 131750
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/004
	 	David Gerald Pittman
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110409	 	 	Book 1449 Page 417 Reception # 131746
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/005
	 	Deborah Pittman Olson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110407	 	 	Book 1449 Page 413 Reception # 131745
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/006
	 	Lena Joyce Walker
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110410	 	 	Book 1449 Page 434 Reception # 131751
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/007
	 	Donna Darlene Bartlett Brown
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110625	 	 	Book 1461 Page 823 Reception # 133834
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/008
	 	Leta M Pratt
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110603	 	 	Book 1462 Page 124 Reception # 133875
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/009
	 	Thomas S Ivester et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110410	 	 	Book 1462 Page 60 Reception # 133855
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/010
	 	Edward Derward Trlica
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110603	 	 	Book 1462 Page 159 Reception # 133884
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/011
	 	Tamara L Hodge
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110620	 	 	Book 1462 Page 183 Reception # 133891
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/012
	 	Wilma C Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110617	 	 	Book 1462 Page 4 Reception # 133839
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/013
	 	Keith Larry Buchanan
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110618	 	 	Book 1461 Page 841 Reception # 133836
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/014
	 	Mark E Gallear et al
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110612	 	 	Book 1462 Page 21 Reception # 133844
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/015
	 	Donna Howard
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110616	 	 	Book 1462 Page 47 Reception # 133852
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/016
	 	Ruth Collins Irwin
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110616	 	 	Book 1462 Page 56 Reception # 133854
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/017
	 	David Neal Tompkins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110620	 	 	Book 1462 Page 155 Reception # 133883
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/018
	 	Lisa Tompkins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110620	 	 	Book 1462 Page 194 Reception # 133894
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/019
	 	Lana Owen
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110521	 	 	Book 1453 Page 569 Reception # 132468
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/020
	 	Misty Beardsley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110604	 	 	Book 1461 Page 823 Reception # 133831
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/021
	 	Tanya Middleton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110604	 	 	Book 1462 Page 104 Reception # 133869
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/022
	 	Terry Brown
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110625	 	 	Book 1461 Page 837 Reception # 133835
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/023
	 	Tammy Brown Austin Camp
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110625	 	 	Book 1466 Page 149 Reception # 134459
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/024
	 	Ravenell Charles Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110724	 	 	Book 1470 Page 101 Reception # 135222
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/025
	 	Elva Lena Young Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110731	 	 	Book 1470 Page 106 Reception # 135223
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/026
	 	Mark Wittliff
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110411	 	 	Book 1470 Page 128 Reception # 135230
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/027
	 	Sandra Lynn Petty
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110624	 	 	Book 1462 Page 190 Reception # 133893
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/028
	 	David Wayne Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110821	 	 	Book 1470 Page 97 Reception # 135221
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/029
	 	Darla Jean Norton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110624	 	 	Book 1462 Page 114 Reception # 133872
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/030
	 	Jerry Dale Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110820	 	 	Book 1474 Page 35 Reception # 135941
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/031
	 	Curtis Dean Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110821	 	 	Book 1474 Page 31 Reception # 135940
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/032
	 	Tasha Aschmutat
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110623	 	 	Book 1470 Page 85 Reception # 135218
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/033
	 	Matthew A Trlica
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110521	 	 	Book 1462 Page 163 Reception # 133885
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/034
	 	Tina Collins
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110821	 	 	Book 1470 Page 107 Reception # 135224
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/035
	 	Deann Burkard
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110821	 	 	Book 1470 Page 93 Reception # 135220
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/036
	 	Jo Dawn Mathews
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110821	 	 	Book 1479 Page 739 Reception # 136949
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/037
	 	James R Ross
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110730	 	 	Book 1470 Page 120 Reception # 135228
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/038
	 	Somar Gambino Lee Ramos A Minor
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111117	 	 	Book 1485 Page 708 Reception # 137908
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/039
	 	Brianna Lynn Ramos A Minor
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111117	 	 	Book 1485 Page 700 Reception # 137906
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/040
	 	Gabriel Lee Ross, a Minor
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111117	 	 	Book 1485 Page 704 Reception # 137907
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3007985/042
	 	Sammie Kay Smith Stewart Mineral
Trust
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121009	 	 	Book 1535 Page 749 Reception # 146233
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/001
	 	Marian Cassity Browning
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110816	 	 	Book 1342 Page 189 Reception # 114550






Page 8 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/002
	 	Mary Joyce Cassity
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20110816	 	 	Book 1342 Page 200 Reception # 114553
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/012
	 	Norma M Markey Testamentary Tr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130910	 	 	Book 1404 Page 26 Reception # 124548
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/014
	 	Maureen Markey Brodnax
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130907	 	 	Book 1404 Page 30 Reception # 124550
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/015
	 	Frank Henry Markey II
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130907	 	 	Book 1404 Page 32 Reception # 124551
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/023
	 	Barbara Markey Crim
	 	K-2 LAND SERVICES INC
	 	 	20130910	 	 	Book 1404 Page 28 Reception # 124549
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/024
	 	Jimmy W Cassity
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110117	 	 	Book 1436 Page 826 Reception # 129432
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/025
	 	Marian C Browning
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120626	 	 	Book 1391 Page 142 Reception # 122724
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008086/026
	 	Mary Joyce Cassity
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120626	 	 	Book 1391 Page 159 Reception # 122727
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008223/001
	 	William Porterfield
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111215	 	 	Book 1357 Page 446 Reception # 116645
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008223/002
	 	Neida Porterfield Weir
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 479 Reception # 116654
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008427/001
	 	William Audrin Phillips
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111213	 	 	Book 1367 Page 375 Reception # 118506
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008427/002
	 	Pleasant Kittrell Goree IV
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111213	 	 	Book 1367 Page 335 Reception # 118495
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008470/001
	 	Loren Berenger
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110608	 	 	Book 1330 Page 175 Reception # 112394
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/001
	 	Fran Rounds
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111006	 	 	Book 1342 Page 337 Reception # 114590
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/002
	 	Raboil Resources LLC
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111006	 	 	Book 1342 Page 320 Reception # 114585
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/003
	 	Naomi Cariker
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110510	 	 	Book 1449 Page 382 Reception # 131734
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/004
	 	Frank Allen Cariker
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110510	 	 	Book 1449 Page 379 Reception # 131733
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/005
	 	Cathy Dreyer
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110510	 	 	Book 1449 Page 387 Reception # 131736
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/006
	 	John J Rudisill Jr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110509	 	 	Book 1449 Page 421 Reception # 131747
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/007
	 	Marilee Roland Russell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110512	 	 	Book 1453 Page 622 Reception # 132476
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/008
	 	Deborah Lynn Littlefield
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110512	 	 	Book 1453 Page 566 Reception # 132467
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/009
	 	Whitaker Properties LP
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110606	 	 	Book 1462 Page 167 Reception # 133886
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/010
	 	Simpson Whitaker Properties LP
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110606	 	 	Book 1462 Page 139 Reception # 133879
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/011
	 	Sharon Roland
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110512	 	 	Book 1462 Page 133 Reception # 133877
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/012
	 	Mary Frances Fickett
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110509	 	 	Book 1453 Page 557 Reception # 132464
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/013
	 	David C Sugarek
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120408	 	 	Book 1503 Page 296 Reception # 140961
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/014
	 	JDMI LLC
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120427	 	 	Book 1503 Page 284 Reception # 140957
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/015
	 	Ellen Squyres Dorsey Life Estate
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120415	 	 	Book 1504 Page 601 Reception # 141120
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/016
	 	Dorsey Family Living Trust
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120415	 	 	Book 1504 Page 598 Reception # 141119
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/017
	 	John Frederick Dorsey
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120421	 	 	Book 1505 Page 348 Reception # 141244
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/018
	 	Fred H Cariker Jr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120429	 	 	Book 1507 Page 126 Reception # 141578
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/019
	 	Susan Dorsey White
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120421	 	 	Book 1505 Page 380 Reception # 141254
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/020
	 	Dixie L Mayfield
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120423	 	 	Book 1503 Page 289 Reception # 140959
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/021
	 	Kelton Dorsey
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120606	 	 	Book 1509 Page 011 Reception # 141948
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008472/022
	 	Keever-Cariker Family Trust
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20130301	 	 	Book 1558 Page 845 Reception # 149925
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008474/001
	 	Johnnie Lynn Mcwilliams
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120104	 	 	Book 1367 Page 372 Reception # 118505
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008474/002
	 	Shirley Ann Crawford
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120104	 	 	Book 1367 Page 316 Reception # 118490
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/001
	 	Neva Box
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 272 Reception # 116599
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/002
	 	Janie R Prycer
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 449 Reception # 116646
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/003
	 	Byron Porterfield
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 433 Reception # 116641
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/004
	 	Ruth M Porterfield et vir
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 442 Reception # 116646
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/005
	 	Shelton Wayne Garner
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 329 Reception # 116614
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/006
	 	Edmon L Garner
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 326 Reception # 116613
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/007
	 	Helen Porterfield
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 439 Reception # 116643
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/008
	 	Elsie Porterfield Cathey
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 283 Reception # 116602
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/009
	 	Charles E Porterfield
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20111113	 	 	Book 1357 Page 436 Reception # 116642
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008530/010
	 	Alice Lorene Houk
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120207	 	 	Book 1367 Page 378 Reception # 118507
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008531/002
	 	Railsback Legacy LLC
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120611	 	 	Book 1391 Page 225 Reception # 122745
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008531/003
	 	Elizabeth R Jackson
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120611	 	 	Book 1385 Page 747 Reception # 121912
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008531/004
	 	Mary R Temple
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20120611	 	 	Book 1385 Page 744 Reception # 121911






Page 9 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008531/005
	 	Frank J Hall et al
	 	DEVON ENERGY PRODUCTION CO LP
	 	 	20130508	 	 	Book 1396 Page 419 Reception # 123385
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/001
	 	Jewel W Clark
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120103	 	 	Book 1367 Page 301 Reception # 118486
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/002
	 	Sammie Ruth Hazel
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120221	 	 	Book 1373 Page 200 Reception # 119624
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/003
	 	Johnnie Lynn Mcwilliams
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120103	 	 	Book 1367 Page 372 Reception # 118505
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/004
	 	Shirley Ann Crawford
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120103	 	 	Book 1367 Page 312 Reception # 118490
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/005
	 	Jennie Marjorie Fontaine
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120215	 	 	Book 1367 Page 331 Reception # 118494
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/006
	 	Wanda Wooten Lewis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120208	 	 	Book 1367 Page 364 Reception # 118503
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/007
	 	Milton Rodger Wooten
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120208	 	 	Book 1367 Page 364 Reception # 118503
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/008
	 	Robert W Cook, Jr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120307	 	 	Book 1384 Page 57 Reception # 121565
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/009
	 	Lajeanne Wooten Osburn
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120208	 	 	Book 1373 Page 219 Reception # 119628
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/010
	 	Pat A Cook
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120307	 	 	Book 1379 Page 7 Reception # 120642
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/011
	 	Frances Wooten Kendall
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121207	 	 	Book 1544 Page 106 Reception # 147422
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008592/012
	 	James Leonard Wooten
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121207	 	 	Book 1553 Page 47 Reception # 148970
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/045
	 	Stephanie Clifton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111215	 	 	Book 1367 Page 308 Reception # 118488
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/046
	 	Sylvia Dohmeyer
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111215	 	 	Book 1367 Page 324 Reception # 118492
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/047
	 	Stanley Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111215	 	 	Book 1367 Page 320 Reception # 118491
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/048
	 	J C Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111204	 	 	Book 1357 Page 314 Reception # 116610
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/049
	 	Billy Wayne Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111204	 	 	Book 1357 Page 306 Reception # 116608
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/050
	 	Theda Faye Britton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111204	 	 	Book 1357 Page 275 Reception # 116600
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/051
	 	Gus W Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111204	 	 	Book 1357 Page 310 Reception # 116609
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/052
	 	A E Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111204	 	 	Book 1357 Page 298 Reception # 116606
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/053
	 	Debbie Shelton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111204	 	 	Book 1357 Page 456 Reception # 116648
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/054
	 	Annie Grace Davis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111204	 	 	Book 1357 Page 302 Reception # 116607
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/055
	 	Francis A Marlow
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110707	 	 	Book 1462 Page 187 Reception # 133892
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/056
	 	Betty L Ludiker
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110707	 	 	Book 1466 Page 153 Reception # 134460
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/057
	 	Sharon Calhoun
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110707	 	 	Book 1462 Page 176 Reception # 133889
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/058
	 	Lucille Hight
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110829	 	 	Book 1474 Page 46 Reception # 135944
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/059
	 	Patricia Slocum
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110804	 	 	Book 1470 Page 124 Reception # 135229
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/060
	 	Bonnie Cabbiness
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110804	 	 	Book 1470 Page 89 Reception # 135219
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/073
	 	Stuart Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111215	 	 	Book 1501 Page 376 Reception # 140648
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/074
	 	David Wayne Akin
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120212	 	 	Book 1499 Page 598 Reception # 140345
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/075
	 	Murphy-Payne Properties Ltd
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120209	 	 	Book 1499 Page 715 Reception # 140382
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/076
	 	Jerry Britton
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120526	 	 	Book 1509 Page 004 Reception # 141946
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/077
	 	Molly A Joyce Gst Trust
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20111113	 	 	Book 1357 Page 369 Reception # 116625
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/078
	 	Sherian Davis Weiss
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120319	 	 	Book 1518 Page 188 Reception # 143346
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/079
	 	Teressa Annette Young
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120526	 	 	Book 1518 Page 192 Reception # 143347
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/086
	 	Nita Jo Fleming
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130222	 	 	Book 1553 Page 59 Reception # 148975
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/087
	 	Doris Pike Wagner
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130216	 	 	Book 1553 Page 63 Reception # 148976
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/088
	 	Earl Nathan Watson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130304	 	 	Book 1559 Page 7 Reception # 149928
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008593/089
	 	Reba Watson Nelson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130304	 	 	Book 1555 Page 638 Reception # 149474
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/001
	 	Marvin H Joslin et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1367 Page 349 Reception # 118499
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/002
	 	J O Wray Jr et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1367 Page 411 Reception # 118514
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/003
	 	William W Kelly
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1367 Page 353 Reception # 118500
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/004
	 	James W Williams et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 486 Reception # 116656
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/005
	 	Bud A Williams et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 482 Reception # 116655
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/006
	 	Melinda Jean Johns
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 361 Reception # 116623
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/007
	 	Frances Virginia Pace
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 421 Reception # 116638
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/008
	 	Billy D Morris et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 417 Reception # 116637
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/009
	 	Bobby G Morris et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 413 Reception # 116636
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/010
	 	Joe Clint Kilpatrick
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 381 Reception # 116628
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/011
	 	Robin P Cody
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 286 Reception # 116603






Page 10 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/012
	 	Anthony A Pendley
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 425 Reception # 116639
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/013
	 	Tommy C Pendley et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 429 Reception # 116640
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/014
	 	Randy Putman
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 452 Reception # 116647
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/015
	 	Marie P Loyd
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 409 Reception # 116635
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/016
	 	Kenneth C Griffith Life Estate
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1367 Page 341 Reception # 118497
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008673/017
	 	Frank Louis Kilpatrick
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111121	 	 	Book 1357 Page 377 Reception # 116627
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/001
	 	Nickey Girouard
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120315	 	 	Book 1373 Page 191 Reception # 119622
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/002
	 	Jesse Fay Medley
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120315	 	 	Book 1373 Page 214 Reception # 119627
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/003
	 	Bobbie Jean Davis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120315	 	 	Book 1373 Page 171 Reception # 119617
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/004
	 	William Harold Towns
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120321	 	 	Book 1373 Page 256 Reception # 119636
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/005
	 	Pam Towns
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120321	 	 	Book 1373 Page 251 Reception # 119635
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/006
	 	Bobby Joe Towns
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120315	 	 	Book 1373 Page 245 Reception # 119634
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/007
	 	Rebecca Towns Shore
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120315	 	 	Book 1373 Page 227 Reception # 119630
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/008
	 	Kathleen Towns
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120501	 	 	Book 1379 Page 71 Reception # 120659
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/009
	 	Rhett Towns
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120425	 	 	Book 1379 Page 76 Reception # 120660
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/010
	 	Rhex R Towns
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120425	 	 	Book 1379 Page 81 Reception # 120661
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/011
	 	Vikki Pauline Towns Vardeman
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120425	 	 	Book 1379 Page 86 Reception # 1202662
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/012
	 	Kristine Towns Von Stauber
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120315	 	 	Book 1379 Page 51 Reception # 120654
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/013
	 	Carson E Cockrum et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120530	 	 	Book 1391 Page 164 Reception # 122728
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/014
	 	Glorese Seeger
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110325	 	 	Book 1447 Page 600 Reception # 131399
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/015
	 	Dale Reed
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110325	 	 	Book 1447 Page 591 Reception # 131396
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/016
	 	Cosette Reed
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110325	 	 	Book 1447 Page 587 Reception # 131395
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/017
	 	Ann Reed Gentry
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110325	 	 	Book 1447 Page 575 Reception # 131390
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/018
	 	Tom Jake Todd
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110520	 	 	Book 1462 Page 149 Reception # 133882
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/019
	 	Nadene Pursley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110520	 	 	Book 1462 Page 128 Reception # 133876
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/020
	 	Larry Holland
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 34 Reception # 133848
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/021
	 	Barbara Cook
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110611	 	 	Book 1462 Page 179 Reception # 133890
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/022
	 	Druentta Jarvis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110325	 	 	Book 1462 Page 52 Reception # 133853
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/023
	 	Monica Stephenson Malinosky
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 94 Reception # 133866
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/024
	 	Loren Stephenson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 145 Reception # 133881
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/025
	 	Erb Family Partnership Limited
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110508	 	 	Book 1462 Page 18 Reference # 133843
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/026
	 	Vida Pauline Deberry
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110601	 	 	Book 1462 Page 9 Reception # 133840
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/027
	 	Joe Dan Knox
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110501	 	 	Book 1453 Page 563 Reception # 132466
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/028
	 	Clyde Sheffield
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110501	 	 	Book 1453 Page 625 Reception # 132477
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/029
	 	Joyce Taylor
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110501	 	 	Book 1453 Page 628 Reception # 132478
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/030
	 	Janis Knox Boyd
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110501	 	 	Book 1461 Page 830 Reception # 133833
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/031
	 	Jeanetta Hooker May
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 98 Reception # 133867
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/032
	 	Dorothy Hooker Hough
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 44 Reception # 133851
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/033
	 	Janette A Holley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110625	 	 	Book 1462 Page 38 Reception # 133849
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/034
	 	Mary Sweeney
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1466 Page 163 Reception # 134463
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/035
	 	Daniel B Grimes
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 28 Reception # 133846
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/036
	 	Geoffrey E Grimes
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 31 Reception # 133847
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/037
	 	Thomas T Holley
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110602	 	 	Book 1462 Page 41 Reception # 133850
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/038
	 	Soape Family Partnership
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110415	 	 	Book 1449 Page 424 Reception # 131748
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/039
	 	Ronald W Starr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110421	 	 	Book 1449 Page 427 Reception # 131749
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/040
	 	Rose Mary Magrill
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110421	 	 	Book 1449 Page 410 Reception # 131744
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/041
	 	Joe R Magrill Jr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110421	 	 	Book 1449 Page 407 Reception # 131743
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/042
	 	Mozelle Baldwin Phillips Test
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110501	 	 	Book 1462 Page 121 Reception # 133874
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/043
	 	Willie Lee Heaton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110825	 	 	Book 1474 Page 42 Reception # 135943
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/044
	 	Sylvia Heath Meuth
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110825	 	 	Book 1474 Page 56 Reception # 135947
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/045
	 	Marleta T Chadwick
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110415	 	 	Book 1462 Page 1 Reception # 133838






Page 11 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/046
	 	James Hull Heaton
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110820	 	 	Book 1470 Page 111 Reception # 135225
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/047
	 	William J Heaton Jr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110825	 	 	Book 1470 Page 114 Reception # 135226
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/048
	 	Whitney Donise Stephenson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110602	 	 	Book 1490 Page 390 Reception # 138680
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008695/049
	 	Lisa Stephenson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110615	 	 	Book 1490 Page 386 Reception # 138679
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008723/040
	 	Ernestine Adams
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120531	 	 	Book 1384 Page 50 Reception # 121563
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008723/042
	 	Kenneth P Hazel
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120612	 	 	Book 1384 Page 73 Reception #121569
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008723/045
	 	Robert B Payne Jr et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120605	 	 	Book 1391 Page 215 Reception # 122743
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008833/001
	 	Glenda M Sapp
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120412	 	 	Book 1379 Page 42 Reception # 120652
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008833/002
	 	David Thomas
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120226	 	 	Book 1367 Page 392 Reception # 118510
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008833/003
	 	Michael Thomas
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120228	 	 	Book 1373 Page 240 Reception # 119633
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008833/004
	 	Lindsey S Herrell Indiv & A-I-Fet
al
	 	DEVON ENERGY PRODUCTION COMPAY LP
	 	 	20120228	 	 	Book 1373 Page 204 Reception # 119625
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008833/005
	 	Murfi L Jackson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120228	 	 	Book 1373 Page 209 Reception # 119626
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3008833/006
	 	Franklin Thomas
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120129	 	 	Book 1367 Page 397 Reception # 118511
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009074/001
	 	William Owen Harvey
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121005	 	 	Book 1538 Page 449 Reception # 146631
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009074/002
	 	Charles Wayne Harvey
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121005	 	 	Book 1538 Page 445 Reception # 146630
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009074/003
	 	Martha Elizabeth Harvey Boren
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20121005	 	 	Book 1538 Page 441 Reception # 146629
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/005
	 	Paula Davis
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120504	 	 	Book 1379 Page 11 Reception # 120643
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/006
	 	Tom Witherspoon
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120504	 	 	Book 1379 Page 91 Reception # 120663
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/007
	 	Jerry Pass
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120516	 	 	Book 1384 Page 99 Reception # 121576
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/008
	 	Donna Ortega
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120529	 	 	Book 1384 Page 93 Reception # 121574
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/009
	 	Mildred Witherspoon
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120522	 	 	Book 1384 Page 149 Reception # 121590
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/010
	 	Nora Pass
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120516	 	 	Book 1384 Page 102 Reception # 121577
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/011
	 	Jerrell Witherspoon
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120504	 	 	Book 1384 Page 146 Reception # 121589
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/012
	 	Sue W Wallace
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120522	 	 	Book 1384 Page 139 Reception # 121587
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/013
	 	Ilene Manuel
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120522	 	 	Book 1384 Page 86 Reception # 121572
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/017
	 	Elta Besherse
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120504	 	 	Book 1384 Page 54 Reception # 121654
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/020
	 	Richard Paul Jones
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120710	 	 	Book 1391 Page 199 Reception # 122738
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/021
	 	Huey Dan Hancock
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1391 Page 181 Reception # 122732
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/022
	 	Geraldine Dockins By Jean Dockins
AIF
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1391 Page 178 Reception # 122731
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/024
	 	Jeffry Allen Murray
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1403 Page 839 Reception # 124539
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/025
	 	Russell Dean Hancock
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1411 Page 11 Reception # 125644
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/026
	 	Sandra H Stark
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1411 Page 36 Reception # 125652
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/027
	 	James W Hancock
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1407 Page 577 Reception # 125126
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/028
	 	Terry Paul Hancock
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1407 Page 577 Reception # 125126
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/029
	 	Haskell Witherspoon
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1411 Page 42 Reception # 125654
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/030
	 	Fern Witherspoon Weaver
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1411 Page 39 Reception # 125653
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/031
	 	Denise Brown
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1407 Page 553 Reception # 125118
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/032
	 	Tammy Lou Witherspoon
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1407 Page 633 Reception # 125142
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/033
	 	Alan Lee Mims
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1437 Page 33 Reception # 129447
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/034
	 	Glen A Taylor
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120613	 	 	Book 1391 Page 241 Reception # 122749
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009075/043
	 	Donna Beth Black
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120303	 	 	Book 1499 Page 609 Reception # 140349
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009082/000
	 	Sylvia E Bridwell
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120618	 	 	Book 1391 Page 136 Reception # 122722
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009083/000
	 	Andrew Youngblood et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120709	 	 	Book 1391 Page 257 Reception # 122754
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009084/000
	 	Riggs Hill Family Limited

Partnership
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120504	 	 	Book 1385 Page 715 Reception # 121904
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009086/000
	 	First Baptist Church Carthage
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120511	 	 	Book 1384 Page 69 Reception # 121568
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009088/001
	 	Richmond Shaw Jr et ux
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120327	 	 	Book 1373 Page 223 Reception # 119629
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009088/002
	 	Laura Harding
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120329	 	 	Book 1373 Page 196 Reception # 119623
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009088/003
	 	David Snelson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120329	 	 	Book 1373 Page 236 Reception # 119632
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009088/004
	 	Leticia Smith
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120329	 	 	Book 1373 Page 236 Reception # 119632






Page 12 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009088/005
	 	Nelva Deats
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120329	 	 	Book 1373 Page 187 Reception # 119621
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009094/000
	 	Bobby J Phillips et ux
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120604	 	 	Book 1384 Page 105 Reception # 121578
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/001
	 	Bobbie Mims Smith et vir
	 	DEVON LOUISIANA CORPORATION
	 	 	20120501	 	 	Book 1379 Page 47 Reception # 120653
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/002
	 	Doris Mims Mcintosh et vir
	 	DEVON LOUISIANA CORPORATION
	 	 	20120501	 	 	Book 1379 Page 38 Reception # 120651
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/003
	 	Audrey J Gardner
	 	DEVON LOUISIANA CORPORATION
	 	 	20120915	 	 	Book 1411 Page 8 Reception # 125643
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/004
	 	Elton E Johnson
	 	DEVON LOUISIANA CORPORATION
	 	 	20120915	 	 	Book 1411 Page 20 Reception # 125647
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/005
	 	James Corbert Johnson
	 	DEVON LOUISIANA CORPORATION
	 	 	20120915	 	 	Book 1411 Page 23 Reception # 125648
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/006
	 	Shirley Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120915	 	 	Book 1411 Page 26 Reception # 125649
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/007
	 	Laverl Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110422	 	 	Book 1449 Page 398 Reception # 131740
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/008
	 	Leland W Johnson
	 	DEVON ENERGY PRODUCTION COMPANY PL
	 	 	20110422	 	 	Book 1449 Page 401 Reception # 131741
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/009
	 	Allen Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110422	 	 	Book 1449 Page 392 Reception # 131738
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/010
	 	Cleon C Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110422	 	 	Book 1449 Page 395 Reception # 131739
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/011
	 	Lester Lee Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110422	 	 	Book 1449 Page 404 Reception # 131742
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/012
	 	Johnnie Diane Shaw
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 136 Reception # 133878
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/013
	 	Sue C Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 88 Reception # 133864
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/014
	 	Retha J Els
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 15 Reception # 133842
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/015
	 	Barbara Jean Stallones
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1466 Page 156 Reception # 134461
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/016
	 	Joe Dan Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 82 Reception # 133862
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/017
	 	Beverly Phillips
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 118 Reception # 133873
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/018
	 	James Donald Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 79 Reception # 133861
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/019
	 	Melba Lou Bohuslav
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1461 Page 827 Reception # 133832
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/020
	 	Patricia J Spann
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 142 Reception # 133880
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/021
	 	Pamela J Young
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 170 Reception # 133887
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/022
	 	Terry Dale Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 91 Reception # 133865
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/023
	 	Michael Dan Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 67 Reception # 133857
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/024
	 	Patti Cannady
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1461 Page 845 Reception # 133837
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/025
	 	Ramon R Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 85 Reception # 133863
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/026
	 	Debra J Mccombs
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 101 Reception # 133868
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/027
	 	Dale L Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 76 Reception # 133860
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/028
	 	Cecil A Johnson Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 73 Reception # 133859
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/029
	 	Gail Dean Parker
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 111 Reception # 133871
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/030
	 	Reba Ailene Murphy
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 108 Reception # 133870
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/031
	 	Etha Fay Grayson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 25 Reception # 133845
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/032
	 	Myrtle Lavada Wright
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 173 Reception # 133888
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/033
	 	Timmy Ray Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 64 Reception # 133856
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/034
	 	Tyson Clay Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 70 Reception # 133858
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/035
	 	Larry Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110422	 	 	Book 1453 Page 560 Reception # 132465
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/036
	 	Stormy Dickerson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1462 Page 12 Reception # 133841
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/037
	 	Nelda J Stephens
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1474 Page 60 Reception # 135948
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/038
	 	James M Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110627	 	 	Book 1466 Page 166 Reception # 134464
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/039
	 	Justin Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1474 Page 49 Reception # 135945
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/040
	 	Karen D Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1474 Page 71 Reception # 135951
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/041
	 	Melton E Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1474 Page 74 Reception # 135952
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/042
	 	Julie Ann Alafa
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1479 Page 720 Reception # 136943
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/043
	 	Maria P Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1479 Page 733 Reception # 136947
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/044
	 	Rhonda L Kimbro
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1479 Page 736 Reception # 136948
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/045
	 	David E Whitten
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1485 Page 716 Reception # 137910
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/046
	 	Rita L Alfred
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110919	 	 	Book 1487 Page 602 Reception # 138222
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/047
	 	Terry Dickerson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110607	 	 	Book 1474 Page 39 Reception # 135942
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/048
	 	Judy Lynn Johnson
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110919	 	 	Book 1487 Page 605 Reception # 138223
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/049
	 	James D Whitten
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110919	 	 	Book 1499 Page 758 Reception # 140397






Page 13 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/050
	 	Joseph E Whitten
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20110919	 	 	Book 1485 Page 719 Reception # 137911
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/051
	 	Virginia Mae Norman
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120930	 	 	Book 1537 Page 109 Reception # 146415
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/052
	 	Melissa Renee Sharver
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120930	 	 	Book 1537 Page 119 Reception # 146418
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/053
	 	Belinda Lanelle Smith
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120930	 	 	Book 1537 Page 122 Reception # 146419
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009193/054
	 	Sheila J Driscoll
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120930	 	 	Book 1544 Page 103 Reception # 147421
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009200/001
	 	John Wayne Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120710	 	 	Book 1393 Page 810 Reception # 122950
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009200/002
	 	Robert Henry Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120710	 	 	Book 1393 Page 814 Reception # 122951
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009200/003
	 	Glenda Faye Edge
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110121	 	 	Book 1437 Page 5 Reception # 129438
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009200/004
	 	Iva Nell Soape
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110121	 	 	Book 1437 Page 39 Reception # 129449
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009208/000
	 	Riggs Hill Family Limited

Partnership
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120504	 	 	Book 1385 Page 718 Reception # 121905
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/001
	 	Legacy Iii Partners L P et al
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120423	 	 	Book 1379 Page 30 Reception # 120649
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/002
	 	Phil Williams
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120508	 	 	Book 1384 Page 142 Reception # 121588
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/003
	 	Walter Hearnsberger Estate et al
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120508	 	 	Book 1384 Page 77 Reception # 121570
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/004
	 	Alma Ruth Shofner
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120530	 	 	Book 1384 Page 116 Reception # 121581
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/005
	 	Sheila Ann Dedman Henderson
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120613	 	 	Book 1391 Page 184 Reception # 122733
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/006
	 	George Randall Councill
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120621	 	 	Book 1391 Page 169 Reception # 122729
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/007
	 	Pamela Ann Blanchette
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120621	 	 	Book 1391 Page 132 Reception # 122721
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/008
	 	Vicki Lynn Robson
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120621	 	 	Book 1391 Page 228 Reception # 122746
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3009210/009
	 	Janis Karen Ashmore
	 	DEVON ENERGY PRODUCTION COMPANY
	 	 	20120621	 	 	Book 1391 Page 130 Reception # 122720
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010266/001
	 	Emma Jean Weseman Stuber
	 	DEVON ENERGY PRODUCTION COMPANY

L P
	 	 	20120706	 	 	Book 1391 Page 237 Reception # 122748
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010266/002
	 	Billy Dean Weseman
	 	DEVON ENERGY PRODUCTION COMPANY

L P
	 	 	20120706	 	 	Book 1391 Page 253 Reception # 122753
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010267/001
	 	Andrew B Jordan Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110115	 	 	Book 1425 Page 618 Reception # 128092
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010267/002
	 	John F Jordan
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110115	 	 	Book 1425 Page 621 Reception # 128093
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010267/003
	 	Gwen Jordan Muguerza
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110115	 	 	Book 1437 Page 36 Reception # 129448
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010267/004
	 	Lou Ann Higginbotham
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110115	 	 	Book 1437 Page 15 Reception # 129441
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010673/001
	 	Sandra Browning Love Family Trust
	 	DEVON ENERGY PRODUCTION CO
	 	 	20110109	 	 	Book 1437 Page 28 Reception # 129445
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3010673/002
	 	James Hugh Browning Jr Family Tr
	 	DEVON ENERGY PRODUCTION CO
	 	 	20110109	 	 	Book 1436 Page 824 Reception # 129431
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011060/001
	 	Soape Family Partnership
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20110729	 	 	Book 1466 Page 159 Reception # 134462
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011060/002
	 	Erb Family Partnership Ltd
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20120201	 	 	Book 1501 Page 383 Reception # 140650
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/001
	 	Robert Bowersock
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111022	 	 	Book 1479 Page 723 Reception # 136944
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/002
	 	Patty Dill
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111022	 	 	Book 1479 Page 726 Reception # 136945
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/003
	 	Craig Overman
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111022	 	 	Book 1479 Page 743 Reception # 136950
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/004
	 	Steve Overman
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111022	 	 	Book 1479 Page 746 Reception # 136951
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/005
	 	Eldrich Carr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120422	 	 	Book 1505 Page 337 Reception # 141241
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/006
	 	Shannon M Griffiths
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120430	 	 	Book 1507 Page 143 Reception # 141585
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/007
	 	Cynthia A Bringas
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120430	 	 	Book 1507 Page 140 Reception # 141584
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/008
	 	Betts Baker
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120422	 	 	Book 1505 Page 323 Reception # 141237
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/009
	 	Michael A Carr
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120422	 	 	Book 1503 Page 271 Reception # 140952
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/010
	 	Baker Petroleum & Investments Inc
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120312	 	 	Book 1499 Page 604 Reception # 140347
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/011
	 	Bruce W Betts
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120422	 	 	Book 1503 Page 268 Reception # 140951
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/012
	 	Cynthia Betts
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120422	 	 	Book 1505 Page 329 Reception # 141239
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3011859/013
	 	Lawrence F And Martha S Betts Liv
Trust
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120422	 	 	Book 1507 Page 123 Reception # 141577
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012181/001
	 	Bobby Joe Ritter
	 	RANGE PRODUCTION I LP
	 	 	20130410	 	 	Book 1377 Page 498 Reception # 120377
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012181/002
	 	Whitaker Properties Lp
	 	RANGE PRODUCTION I LP
	 	 	20130416	 	 	Book 1383 Page 179 Reception # 121443
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012181/003
	 	Simpson Whitaker Properties Lp
	 	RANGE PRODUCTION I LP
	 	 	20130416	 	 	Book 1383 Page 182 Reception # 121444
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012181/010
	 	Royce Ann Crump Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20130205	 	 	Book 1550 Page 191 Reception # 148474






Page 14 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012434/001
	 	Joe S Shepherd Dba
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111210	 	 	Book 1487 Page 687 Reception # 138249
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012434/002
	 	Dawn Robertson Jones
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111215	 	 	Book 1485 Page 712 Reception # 137909
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012434/003
	 	Walter O Hill
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111209	 	 	Book 1487 Page 598 Reception # 138221
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012434/004
	 	Steve Devos
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111209	 	 	Book 1487 Page 594 Reception # 138220
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012434/005
	 	Ascher Family Living Trust
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111211	 	 	Book 1485 Page 696 Reception # 137905
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012456/001
	 	Suzanne Alyssa Cornwell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120316	 	 	Book 1501 Page 372 Reception # 140647
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012456/002
	 	Michael Lawrence Cornwell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120316	 	 	Book 1501 Page 368 Reception # 140646
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3012456/003
	 	Vera M Cornwell
	 	DEVON ENERGY PRODUCTION COMPANY L
P
	 	 	20120615	 	 	Book 1384 Page 61 Reception # 121566
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3013937/001
	 	L F Wedgeworth Jr
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111214	 	 	Book 1543 Page 74 Reception # 147232
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3013937/002
	 	Sybil J Keeling
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111214	 	 	Book 1543 Page 70 Reception # 147230
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3013937/003
	 	Linda Kay Tyer Nix
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111214	 	 	Book 1543 Page 450 Reception # 147302
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	42-3013937/004
	 	Michael Champagne
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	20111214	 	 	Book 1543 Page 72 Reception # 147231
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Ronnie D. Griffith, Life Estate
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03282013	 	 	Book 1566 Page 234 Reception # 151170
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	James Donald Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 671 Reference # 151100
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Sue Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 662 Reception # 151097
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Patricia J Spann
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 665 Reception # 151098
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Nelda Jean Dodd
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04/21/13	 	 	Book 1573 Page 211 Reception # 152174
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Carolyn Lynn Jackson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03/06/12	 	 	Book 1573 Page 226 Reception # 152179
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Cleon C Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 674 Reception # 151101
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Larry Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1570 Page 765 Reception # 151823
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Laverl Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 659 Reception # 151096
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Leland W Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 656 Reception # 151095
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Lester Lee Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 668 Reception # 151099
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Linval Allen Johnson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1565 Page 663 Reception # 151094
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Virginia Mae Norman
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1570 Page 768 Reception # 151824
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Joe G Allison
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1575 Page 520 Reception # 152489
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Sam L Allison
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1575 Page 525 Reception # 152491
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Jean Allison Bunyard
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1575 Page 530 Reception # 152493
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Jimmy W Cassity
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1573 Page 185 Reception # 152166
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Bobby Gene Cassity
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1575 Page 535 Reception # 152495
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Cecil A Cassity
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1573 Page 190 Reception # 152168
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Patricia Pace Perdue
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1573 Page 175 Reception # 152162
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Charlie R Allison
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1575 Page 515 Reception # 152487
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Reba Cassity Neal
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1573 Page 180 Reception # 152164
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Ronnie D Griffith
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03282013	 	 	Book 1566 Page 228 Reception # 151168
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Dorothy Kay Davis
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03282013	 	 	Book 1566 Page 231 Reception # 151169
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Karen Sue Camp
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03282013	 	 	Book 1566 Page 240 Reception # 151172
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Melinda Gail Griffith Leinard
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03282013	 	 	Book 1566 Page 237 Reception # 151171
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Patricia Gay Greer
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	03282013	 	 	Book 1573 Page 220 Reception # 152177
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Elona Gayle Stokes
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04042013	 	 	Book 1573 Page 252 Reception # 152188
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Alex Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04042013	 	 	Book 1573 Page 234 Reception # 152182
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Chris Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04042013	 	 	Book 1573 Page 237 Reception # 152183
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Stan Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04042013	 	 	Book 1573 Page 246 Reception # 152186
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Dexter Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04042013	 	 	Book 1573 Page 240 Reception # 152184
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Max T Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04042013	 	 	Book 1573 Page 243 Reception # 152185
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	William Stephen Bryan
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05042013	 	 	Book 1565 Page 646 Reception # 151091
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Laura Link Shivers
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	06222013	 	 	Book 1575 Page 554 Reception # 152501
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Alice Wooten Hart, Life Estate
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	12072012	 	 	Book 1547 Page 544 Reception # 147979
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Bobby Joe Ritter
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04112013	 	 	Book 1570 Page 213 Reception # 151712
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Jeanette L Lake
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	08222013	 	 	Book 1573 Page 232 Reception # 152181
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Susan Neal Wisdom
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05212012	 	 	Book 1573 Page 172 Reception # 152160






Page 15 of 16









 







Lake Murvaul



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	State	 	County	 	Area	 	Lease File	 	Lessor	 	Lessee	 	Expiration Date	 	Recording Information
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Rhonda Dixon Taylor
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	06102013	 	 	Book 1575 Page 548 Reception # 152499
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Jo Ann Griffith
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	06102013	 	 	Book 1573 Page 223 Reception # 152178
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Lynn Franklin Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04122013	 	 	Book 1570 Page 208 Reception # 151710
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Nelda Jean Clark
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04122013	 	 	Book 1570 Page 210 Reception # 151711
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Johnny Earl Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04122013	 	 	Book 1570 Page 203 Reception # 151708
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Rex Lee Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04122013	 	 	Book 1570 Page 206 Reception # 151709
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Sherry Bourque
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1573 Page 208 Reception # 152173
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Charles Thomas Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1573 Page 214 Reception # 152175
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Johnny Latham Graves
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1573 Page 217 Reception # 152176
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Jennifer Jimerson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1575 Page 550 Reception # 152500
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Nogie Lee Jones
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1573 Page 229 Reception # 152180
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Melonney A Keyse
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1575 Page 544 Reception # 152498
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Sammie Lou Jones Sitton
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1573 Page 249 Reception # 152187
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Terry G Thevenot
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05262013	 	 	Book 1575 Page 540 Reception # 152497
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	James Rodney Thomas
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05242013	 	 	Book 1570 Page 776 Reception # 151826
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	John Dickey Thomas
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	05242013	 	 	Book 1573 Page 255 Reception # 152189
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Celia B Frazier
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07132013	 	 	Book 1581 Page 242 Reception # 153361
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Richard B Nelson
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	08022013	 	 	Book 1583 Page 87 Reception # 153674
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Tommie L Wilhite
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07072013	 	 	Book 1581 Page 287 Reception # 153374
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Sheila J Driscoll
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	04022013	 	 	Book 1583 Page 81 Reception # 153672
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Jon Dell Moore
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07072013	 	 	Book 1583 Page 84 Reception # 153673
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Kelly Williams Boutin
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07232013	 	 	Book 1585 Page 100 Reception #153924
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Robert Williams
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07232013	 	 	Book 1581 Page 291 Reception # 153375
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Cindy LaVonne Williams Powdrill
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07232013	 	 	Book 1581 Page 264 Reception # 153367
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Carrol Ann Williams Purdy
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07232013	 	 	 
	Texas

	 	Panola
	 	Lake Murvaul Area
	 	TBD
	 	Murry Williams
	 	DEVON ENERGY PRODUCTION COMPANY LP
	 	 	07232013	 	 	 





It is Devon’s intent to include all leasehold still within their primary term within the prospect
area as set out on Exhibit “B” attached hereto, whether properly set out above or not, less and
except those leases or those lands covered by a lease which falls within the boundaries of the
existing units within the prospect area, including the Dudley Williams Heirs Unit, Summer Unit,
Markey Unit and Annie Harvey Unit, and the planned Alvis Ritter Heirs Unit.







Page 16 of 16









 
















 











 





EXHIBIT “C”




Attached to that certain Letter Agreement by and between Sun River Energy, Inc. and

Devon Energy Production Company, LP dated as of                     , 2010.



A.A.P.L. FORM 610 — 1989



MODEL FORM OPERATING AGREEMENT



OPERATING AGREEMENT



DATED



                    ,                     ,



                    year


OPERATOR Sun River Operating, Inc.



CONTRACT AREA The contract area covers any joint operations between 

Sun River Energy, Inc., as Non-Operator, and Devon Energy Production Company, L.P.,

as Non-Operator, resulting from Farmout Agreement dated October 4, 2010.



COUNTY OR PARISH OF Panola, STATE OF Texas




COPYRIGHT 1989 — ALL RIGHTS RESERVED

AMERICAN ASSOCIATION OF PETROLEUM

LANDMEN, 4100 FOSSIL CREEK BLVD.

FORT WORTH, TEXAS, 76137, APPROVED

FORM.




A.A.P.L. NO. 610 — 1989








 









 







A.A.P.L FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




TABLE OF CONTENTS




	 	 	 	 	 	 	 	 	 
	Article	 	Title	 	Page
	 
	 	 	I.	 	DEFINITIONS
	 	 	1	 
	II.	 	EXHIBITS
	 	 	1	 
	III.	 	INTERESTS OF PARTIES
	 	 	2	 
	 	 	 	 	A. OIL AND GAS INTERESTS:
	 	 	2	 
	 	 	 	 	B. INTERESTS OF PARTIES IN COSTS AND PRODUCTION:
	 	 	2	 
	 	 	 	 	C. SUBSEQUENTLY CREATED INTERESTS:
	 	 	2	 
	IV.	 	TITLES
	 	 	2	 
	 	 	 	 	A. TITLE EXAMINATION:
	 	 	2	 
	 	 	 	 	B. LOSS OR FAILURE OF TITLE:
	 	 	3	 
	 	 	 	 	1. Failure of Title
	 	 	3	 
	 	 	 	 	2. Loss by Non-Payment or Erroneous Payment of Amount Due
	 	 	3	 
	 	 	 	 	3. Other Losses
	 	 	3	 
	 	 	 	 	4. Curing Title
	 	 	3	 
	 	 	V.	 	OPERATOR
	 	 	4	 
	 	 	 	 	A. DESIGNATION AND RESPONSIBILITIES OF OPERATOR:
	 	 	4	 
	 	 	 	 	B. RESIGNATION OR REMOVAL OF OPERATOR AND SELECTION OF SUCCESSOR:
	 	 	4	 
	 	 	 	 	1. Resignation or Removal of Operator
	 	 	4	 
	 	 	 	 	2. Selection of Successor Operator
	 	 	4	 
	 	 	 	 	3. Effect of Bankruptcy
	 	 	4	 
	 	 	 	 	C. EMPLOYEES AND CONTRACTORS:
	 	 	4	 
	 	 	 	 	D. RIGHTS AND DUTIES OF OPERATOR:
	 	 	4	 
	 	 	 	 	1. Competitive Rates and Use of Affiliates
	 	 	4	 
	 	 	 	 	2. Discharge of Joint Account Obligations
	 	 	4	 
	 	 	 	 	3. Protection from Liens
	 	 	4	 
	 	 	 	 	4. Custody of Funds
	 	 	5	 
	 	 	 	 	5. Access to Contract Area and Records
	 	 	5	 
	 	 	 	 	6. Filing and Furnishing Governmental Reports
	 	 	5	 
	 	 	 	 	7. Drilling and Testing Operations
	 	 	5	 
	 	 	 	 	8. Cost Estimates
	 	 	5	 
	 	 	 	 	9. Insurance
	 	 	5	 
	VI.	 	DRILLING AND DEVELOPMENT
	 	 	5	 
	 	 	 	 	A. INITIAL WELL:
	 	 	5	 
	 	 	 	 	B. SUBSEQUENT OPERATIONS:
	 	 	5	 
	 	 	 	 	1. Proposed Operations
	 	 	5	 
	 	 	 	 	2. Operations by Less Than All Parties
	 	 	6	 
	 	 	 	 	3. Stand-By Costs
	 	 	7	 
	 	 	 	 	4. Deepening
	 	 	8	 
	 	 	 	 	5. Sidetracking
	 	 	8	 
	 	 	 	 	6. Order of Preference of Operations
	 	 	8	 
	 	 	 	 	7. Conformity to Spacing Pattern
	 	 	9	 
	 	 	 	 	8. Paying Wells
	 	 	9	 
	 	 	 	 	C. COMPLETION OF WELLS; REWORKING AND PLUGGING BACK:
	 	 	9	 
	 	 	 	 	1. Completion
	 	 	9	 
	 	 	 	 	2. Rework, Recomplete or Plug Back
	 	 	9	 
	 	 	 	 	D. OTHER OPERATIONS:
	 	 	9	 
	 	 	 	 	E. ABANDONMENT OF WELLS:
	 	 	9	 
	 	 	 	 	1. Abandonment of Dry Holes
	 	 	9	 
	 	 	 	 	2. Abandonment of Wells That Have Produced
	 	 	10	 
	 	 	 	 	3. Abandonment of Non-Consent Operations
	 	 	10	 
	 	 	 	 	F. TERMINATION OF OPERATIONS:
	 	 	10	 
	 	 	 	 	G. TAKING PRODUCTION IN KIND:
	 	 	10	 
	 	 	 	 	(Option 1) Gas Balancing Agreement
	 	 	10	 
	VII.	 	EXPENDITURES AND LIABILITY OF PARTIES
	 	 	11	 
	 	 	 	 	A. LIABILITY OF PARTIES:
	 	 	11	 
	 	 	 	 	B. LIENS AND SECURITY INTERESTS:
	 	 	12	 
	 	 	 	 	C. ADVANCES:
	 	 	12	 
	 	 	 	 	D. DEFAULTS AND REMEDIES:
	 	 	12	 
	 	 	 	 	1. Suspension of Rights
	 	 	13	 
	 	 	 	 	2. Suit for Damages
	 	 	13	 
	 	 	 	 	3. Deemed Non-Consent
	 	 	13	 
	 	 	 	 	4. Advance Payment
	 	 	13	 
	 	 	 	 	5. Costs and Attorneys’ Fees
	 	 	13	 
	 	 	 	 	E. RENTALS, SHUT-IN WELL PAYMENTS AND MINIMUM ROYALTIES:
	 	 	13	 
	 	 	 	 	F. TAXES:
	 	 	13	 
	VIII.	 	ACQUISITION, MAINTENANCE OR TRANSFER OF INTEREST
	 	 	14	 
	 	 	 	 	A. SURRENDER OF LEASES:
	 	 	14	 
	 	 	 	 	B. RENEWAL OR EXTENSION OF LEASES:
	 	 	14	 
	 	 	 	 	C. ACREAGE OR CASH CONTRIBUTIONS:
	 	 	14	 






i 









 





A.A.P.L FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




TABLE OF CONTENTS




	 	 	 	 	 	 	 	 	 
	Article	 	Title	 	Page
	 
	 	 	 	 	D. ASSIGNMENT; MAINTENANCE OF UNIFORM INTEREST: 
	 	 	15	 
	 	 	 	 	E. WAIVER OF RIGHTS TO PARTITION: 
	 	 	15	 
	IX.	 	INTERNAL REVENUE CODE ELECTION 
	 	 	15	 
	 	 	X.	 	CLAIMS AND LAWSUITS 
	 	 	15	 
	XI.	 	FORCE MAJEURE 
	 	 	16	 
	XII.	 	NOTICES 
	 	 	16	 
	XIII.	 	TERM OF AGREEMENT 
	 	 	16	 
	XIV.	 	COMPLIANCE WITH LAWS AND REGULATIONS 
	 	 	16	 
	 	 	 	 	A. LAWS, REGULATIONS AND ORDERS: 
	 	 	16	 
	 	 	 	 	B. GOVERNING LAW: 
	 	 	16	 
	 	 	 	 	C. REGULATORY AGENCIES: 
	 	 	16	 
	XV.	 	MISCELLANEOUS 
	 	 	17	 
	 	 	 	 	A. EXECUTION: 
	 	 	17	 
	 	 	 	 	B. SUCCESSORS AND ASSIGNS: 
	 	 	17	 
	 	 	 	 	C. COUNTERPARTS: 
	 	 	17	 
	 	 	 	 	D. SEVERABILITY 
	 	 	17	 
	XVI.	 	OTHER PROVISIONS 
	 	 	17	 







ii 











 





A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




OPERATING AGREEMENT




          THIS AGREEMENT, entered into by and between Sun River Operating, Inc.,
hereinafter designated and referred to as “Operator,” and the signatory party or parties other than
Operator, sometimes
hereinafter referred to individually as “Non-Operator,” and collectively as “Non-Operators.”




WITNESSETH:




          WHEREAS, the parties to this agreement are owners of Oil and Gas Leases and/or Oil and Gas
Interests in the land
identified in Exhibit “A,” and the parties hereto have reached an agreement to explore and develop
these Leases and/or Oil
and Gas Interests for the production of Oil and Gas to the extent and as hereinafter provided,




          NOW, THEREFORE, it is agreed as follows:




ARTICLE I.

DEFINITIONS




          As used in this agreement, the following words and terms shall have the meanings here ascribed
to them:




          A. The term “AFE” shall mean an Authority for Expenditure prepared by a party to this
agreement for the purpose of
estimating the costs to be incurred in conducting an operation hereunder.




          B. The term “Completion” or “Complete” shall mean a single operation intended to complete a
well as a producer of Oil
and Gas in one or more Zones, including, but not limited to, the setting of production casing,
perforating, well stimulation
and production testing conducted in such operation.




          C. The term “Contract Area” shall mean all of the lands, Oil and Gas Leases and/or Oil and
Gas Interests intended to be
developed and operated for Oil and Gas purposes under this agreement. Such lands, Oil and Gas
Leases and Oil and Gas
Interests are described in Exhibit “A.”




          D. The term “Deepen” shall mean a single operation whereby a well is drilled to an objective
Zone below the deepest
Zone in which the well was previously drilled, or below the Deepest Zone proposed in the associated
AFE, whichever is the
lesser.




          E. The terms “Drilling Party” and “Consenting Party” shall mean a party who agrees to join in
and pay its share of the
cost of any operation conducted under the provisions of this agreement.




          F. The term “Drilling Unit” shall mean the area fixed for the drilling of one well by order
or rule of any state or federal
body having authority. If a Drilling Unit is not fixed by any such rule or order, a Drilling Unit
shall be the drilling unit as
established by the pattern of drilling in the Contract Area unless fixed by express agreement of
the Drilling Parties.




          G. The term “Drillsite” shall mean the Oil and Gas Lease or Oil and Gas Interest on which a
proposed well is to be
located.




          H. The term “Initial Well” shall mean the well required to be drilled by the parties hereto
as provided in Article VI.A.




          I. The term “Non-Consent Well” shall mean a well in which less than all parties have
conducted an operation as
provided in Article VI.B.2.




          J. The terms “Non-Drilling Party” and “Non-Consenting Party” shall mean a party who elects
not to participate in a
proposed operation.




          K. The term “Oil and Gas” shall mean oil, gas, casinghead gas, gas condensate, and/or all
other liquid or gaseous
hydrocarbons and other marketable substances produced therewith, unless an intent to limit the
inclusiveness of this term is
specifically stated.




          L. The term “Oil and Gas Interests” or “Interests” shall mean unleased fee and mineral
interests in Oil and Gas in tracts
of land lying within the Contract Area which are owned by parties to this agreement.




          M. The terms “Oil and Gas Lease,” “Lease” and “Leasehold” shall mean the oil and gas leases
or interests therein
covering tracts of land lying within the Contract Area which are owned by the parties to this
agreement.




          N. The term “Plug Back” shall mean a single operation whereby a deeper Zone is abandoned in
order to attempt a
Completion in a shallower Zone.




          O. The term “Recompletion” or “Recomplete” shall mean an operation whereby a Completion in
one Zone is abandoned
in order to attempt a Completion in a different Zone within the existing wellbore.




          P. The term “Rework” shall mean an operation conducted in the wellbore of a well after it is
Completed to secure,
restore, or improve production in a Zone which is currently open to production in the wellbore.
Such operations include, but
are not limited to, well stimulation operations but exclude any routine repair or maintenance work
or drilling, Sidetracking, Deepening, Completing, Recompleting, or Plugging Back of a well.




          Q. The term “Sidetrack” shall mean the directional control and intentional deviation of a
well from vertical so as to
change the bottom hole location unless done to straighten the hole or drill around junk in the hole
to overcome other
mechanical difficulties.




          R. The term “Zone” shall mean a stratum of earth containing or thought to contain a common
accumulation of Oil and
Gas separately producible from any other common accumulation of Oil and Gas.




          Unless the context otherwise clearly indicates, words used in the singular include the plural,
the word “person” includes
natural and artificial persons, the plural includes the singular, and any gender includes the
masculine, feminine, and neuter.




ARTICLE II.

EXHIBITS




          The following exhibits, as indicated below and attached hereto, are incorporated in and made a
part hereof:



	 	 	 	 	 

	þ

	 	A.
	 	Exhibit “A,” shall include the following information:
	 

	 	 	 	(1) Description of lands subject to this agreement,
	 

	 	 	 	(2) Restrictions, if any, as to depths, formations, or substances,
	 

	 	 	 	(3) Parties to agreement with addresses and telephone numbers for notice purposes,
	 

	 	 	 	(4) Percentages or fractional interests of parties to this agreement,
	 

	 	 	 	(5) Oil and Gas Leases and/or Oil and Gas Interests subject to this agreement,
	 

	 	 	 	(6) Burdens on production.
	þ

	 	B.
	 	Exhibit “A-2,” Plat of Contract Area.
	þ

	 	C.
	 	Exhibit “C,” Accounting Procedure.
	þ

	 	D.
	 	Exhibit “D,” Insurance.
	þ

	 	E.
	 	Exhibit “E,” Gas Balancing Agreement.
	þ

	 	F.
	 	Exhibit “F,” Non-Discrimination and Certification of Non-Segregated Facilities.
	o 

	 	G.	 	 
	þ

	 	H.
	 	Other: Model Form Recording Supplement to Operating Agreement






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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




          If any provision of any exhibit, except Exhibits “E,” “F” and “G,” is inconsistent with any
provision contained in
the body of this agreement, the provisions in the body of this agreement shall prevail.




ARTICLE III.

INTERESTS OF PARTIES




A. Oil and Gas Interests:




          If any party owns an Oil and Gas Interest in the Contract Area, that Interest shall be treated
for all purposes of this
agreement and during the term hereof as if it were covered by a
mutually acceptable form of Oil and Gas Lease,
and the owner thereof shall be deemed to own both royalty interest in such lease and the interest
of the lessee thereunder.




B. Interests of Parties in Costs and Production:




          Unless changed by other provisions, all costs and liabilities incurred in operations under
this agreement shall be borne
and paid, and all equipment and materials acquired in operations on the Contract Area shall be
owned, by the parties as their
interests are set forth in Exhibit “A.” In the same manner, the parties shall also own all
production of Oil and Gas from the Contract Area subject, however, to the payment of royalties and other burdens on production as
described hereafter.




          Regardless of which party has contributed any Oil and Gas Lease or Oil and Gas Interest on
which royalty or other
burdens may be payable and except as otherwise expressly provided in this agreement, each party
shall pay or deliver, or cause to be paid or delivered, all existing burdens on its share of the production from acreage contributed by such party to the Contract
Area, and shall indemnify, defend and hold the other parties free from any liability therefor.
 Except as otherwise expressly provided in this agreement, if any party has contributed hereto any
Lease or Interest which is
burdened with any royalty, overriding royalty, production payment or other burden on production in
excess of the amounts
stipulated above, such party so burdened shall assume and alone bear all such excess obligations
and shall indemnify, defend
and hold the other parties hereto harmless from any and all claims attributable to such excess
burden. However, so long as
the Drilling Unit for the productive Zone(s) is identical with the Contract Area, each party shall
pay or deliver, or cause to
be paid or delivered, all burdens on production from the Contract Area due under the terms of the
Oil and Gas Lease(s)
which such party has contributed to this agreement, and shall indemnify, defend and hold the other
parties free from any
liability therefor.




          No party shall ever be responsible, on a price basis higher than the price received by such
party, to any other party’s
lessor or royalty owner, and if such other party’s lessor or royalty owner should demand and
receive settlement on a higher
price basis, the party contributing the affected Lease shall bear the additional royalty burden
attributable to such higher price.




          Nothing contained in this Article III.B. shall be deemed an assignment or cross-assignment of
interests covered hereby,
and in the event two or more parties contribute to this agreement jointly owned Leases, the
parties’ undivided interests in
said Leaseholds shall be deemed separate leasehold interests for the purposes of this agreement.




C. Subsequently Created Interests:




          If any party has contributed hereto a Lease or Interest that is burdened with an assignment of
production given as security
for the payment of money, or if, after the date of this agreement, any party creates an overriding
royalty, production
payment, net profits interest, assignment of production or other burden payable out of production
attributable to its working
interest hereunder, such burden shall be deemed a “Subsequently Created Interest.” Further, if any
party has contributed
hereto a Lease or Interest burdened with an overriding royalty, production payment, net profits
interests, or other burden
payable out of production created prior to the date of this
agreement, and such burden is not recorded in Panola County, Texas shown on Exhibit “A,” such
burden also shall be deemed a Subsequently Created Interest to the extent such burden causes the
burdens on such party’sLease or Interest to exceed the amount stipulated in Article III.B. above.



          The party whose interest is burdened with the Subsequently Created Interest (the “Burdened
Party”) shall assume and
alone bear, pay and discharge the Subsequently Created Interest and shall indemnify, defend and
hold harmless the other
parties from and against any liability therefor. Further, if the Burdened Party fails to pay, when
due, its share of expenses
chargeable hereunder, all provisions of Article VII.B. shall be enforceable against the
Subsequently Created Interest in the
same manner as they are enforceable against the working interest of the Burdened Party. If the
Burdened Party is required
under this agreement to assign or relinquish to any other party, or parties, all or a portion of
its working interest and/or the
production attributable thereto, said other party, or parties, shall receive said assignment and/or
production free and clear of
said Subsequently Created Interest, and the Burdened Party shall indemnify, defend and hold
harmless said other party, or
parties, from any and all claims and demands for payment asserted by owners of the Subsequently
Created Interest.




ARTICLE IV.

TITLES




A. Title Examination:




          Title examination shall be made on the Drillsite of any proposed well prior to commencement of
drilling operations and,
if a majority in interest of the Drilling Parties so request or Operator so elects, title
examination shall be made on the entire
Drilling Unit, or maximum anticipated Drilling Unit, of the well. The opinion will include the
ownership of the working
interest, minerals, royalty, overriding royalty and production payments under the applicable
Leases. Each party contributing
Leases and/or Oil and Gas Interests to be included in the Drillsite or Drilling Unit, if
appropriate, shall furnish to Operator
all abstracts (including federal lease status reports), title opinions, title papers and curative
material in its possession free of
charge. All such information not in the possession of or made available to Operator by the
parties, but necessary for the
examination of the title, shall be obtained by Operator. Operator shall cause title to be examined
by attorneys on its staff or
by outside attorneys and field landmen. Copies of all title opinions shall be furnished to each Drilling Party.
Costs incurred by Operator in
procuring abstracts, fees paid outside attorneys for title examination (including preliminary,
supplemental, shut-in royalty
opinions and division order title opinions) and other direct charges as provided in Exhibit “C”
shall be borne by the Drilling
Parties in the proportion that the interest of each Drilling Party bears to the total interest of
all Drilling Parties as such
interests appear in Exhibit “A.” Operator shall make no charge for services rendered by its staff
attorneys or other personnel
in the performance of the above functions.



          
Operator shall be responsible for utilizing its reasonable efforts for securing curative matter and pooling amendments or agreements
required in
connection with Leases or Oil and Gas Interests contributed by such
party. Operator shall be responsible for the preparation and recording of pooling designations or declarations and communitization agreements as well as the
conduct of hearings before governmental agencies for the securing of spacing or pooling orders or any other orders
necessary or appropriate to
the conduct of operations hereunder. This shall not prevent any party from appearing on its own
behalf at such hearings.
Costs incurred by Operator, including fees paid to outside attorneys, which are associated with
hearings before governmental
agencies, and which costs are necessary and proper for the activities contemplated under this
agreement, shall be direct
charges to the joint account and shall not be covered by the administrative overhead charges as
provided in Exhibit “C.”










-2-









 





A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



Operator shall make no charge for services rendered by its staff attorneys or other personnel in
the performance of the above
functions.




          No well shall be drilled on the Contract Area until after (1) the title to the Drillsite or
Drilling Unit, if appropriate, has been examined as above provided, and (2) the title
has been approved by the Non-Operator.




B. Loss or Failure of Title:




               1. Failure of Title: Should any Oil and Gas Interest or Oil and Gas Lease be lost
through failure of title, which results in a
reduction of interest from that shown on Exhibit “A,” the party credited with contributing the
affected Lease or Interest (including, if applicable, a successor in interest to such party) shall have ninety (90) days from
final determination of title
failure to acquire a new lease or other instrument curing the entirety of the title failure, which
acquisition will not be subject
to Article VIII.B., and failing to do so, this agreement, nevertheless, shall continue in force as
to all remaining Oil and Gas
Leases and Interests; and,




               (a) The party credited with contributing the Oil and Gas Lease or Interest affected by the
title failure (including, if
applicable, a successor in interest to such party) shall bear alone the entire loss and it shall
not be entitled to recover from
Operator or the other parties any development or operating costs which it may have previously paid
or incurred, but there
shall be no additional liability on its part to the other parties hereto by reason of such title
failure;




               (b) There shall be no retroactive adjustment of expenses incurred or revenues received from
the operation of the
Lease or Interest which has failed, but the interests of the parties contained on Exhibit “A” shall
be revised on an acreage
basis, as of the time it is determined finally that title failure has occurred, so that the
interest of the party whose Lease or
Interest is affected by the title failure will thereafter be reduced in the Contract Area by the
amount of the Lease or Interest failed;




               (c) If the proportionate interest of the other parties hereto in any producing well previously
drilled on the Contract
Area is increased by reason of the title failure, the party who bore the costs incurred in
connection with such well attributable
to the Lease or Interest which has failed shall receive the proceeds attributable to the increase
in such interest (less costs and
burdens attributable thereto) until it has been reimbursed for unrecovered costs paid by it in
connection with such well
attributable to such failed Lease or Interest;




               (d) Should any person not a party to this agreement, who is determined to be the owner of any
Lease or Interest
which has failed, pay in any manner any part of the cost of operation, development, or equipment,
such amount shall be paid
to the party or parties who bore the costs which are so refunded;




               (e) Any liability to account to a person not a party to this agreement for prior production of
Oil and Gas which arises
by reason of title failure shall be borne severally by each party (including a predecessor to a
current party) who received
production for which such accounting is required based on the amount of such production received,
and each such party shall
severally indemnify, defend and hold harmless all other parties hereto for any such liability to
account;




               (f) No charge shall be made to the joint account for legal expenses, fees or salaries in
connection with the defense of
the Lease or Interest claimed to have failed, but if the party contributing such Lease or Interest
hereto elects to defend its title
it shall bear all expenses in connection therewith; and




               (g) If any party is given credit on Exhibit “A” to a Lease or Interest which is limited solely
to ownership of an
interest in the wellbore of any well or wells and the production therefrom, such party’s absence of
interest in the remainder
of the Contract Area shall be considered a Failure of Title as to such remaining Contract Area
unless that absence of interest
is reflected on Exhibit “A.”




          2. Loss by Non-Payment or Erroneous Payment of Amount Due: If, through mistake or
oversight, any rental, shut-in well
payment, minimum royalty or royalty payment, or other payment necessary to maintain all or a
portion of an Oil and Gas
Lease or interest is not paid or is erroneously paid, and as a result a Lease or Interest
terminates, there shall be no monetary
liability against the party who failed to make such payment. Unless the party who failed to make
the required payment
secures a new Lease or Interest covering the same interest within ninety (90) days from the
discovery of the failure to make
proper payment, which acquisition will not be subject to Article VIII.B., the interests of the
parties reflected on Exhibit “A”
shall be revised on an acreage basis, effective as of the date of termination of the Lease or
Interest involved, and the party
who failed to make proper payment will no longer be credited with an interest in the Contract Area
on account of ownership
of the Lease or Interest which has terminated. If the party who failed to make the required
payment shall not have been fully
reimbursed, at the time of the loss, from the proceeds of the sale of Oil and Gas attributable to
the lost Lease or Interest,
calculated on an acreage basis, for the development and operating costs previously paid on account
of such Lease or Interest,
it shall be reimbursed for unrecovered actual costs previously paid by it (but not for its share of
the cost of any dry hole
previously drilled or wells previously abandoned) from so much of the following as is necessary to
effect reimbursement:




               (a) Proceeds of Oil and Gas produced prior to termination of the Lease or Interest, less
operating expenses and lease
burdens chargeable hereunder to the person who failed to make payment, previously accrued to the
credit of the lost Lease or
Interest, on an acreage basis, up to the amount of unrecovered costs;




               (b) Proceeds of Oil and Gas, less operating expenses and lease burdens chargeable hereunder to
the person who failed
to make payment, up to the amount of unrecovered costs attributable to that portion of Oil and Gas
thereafter produced and
marketed (excluding production from any wells thereafter drilled) which, in the absence of such
Lease or Interest termination,
would be attributable to the lost Lease or Interest on an acreage basis and which as a result of
such Lease or Interest
termination is credited to other parties, the proceeds of said portion of the Oil and Gas to be
contributed by the other parties
in proportion to their respective interests reflected on Exhibit “A”; and,




               (c) Any monies, up to the amount of unrecovered costs, that may be paid by any party who is,
or becomes, the owner
of the Lease or Interest lost, for the privilege of participating in the Contract Area or becoming
a party to this agreement.




          3. Other Losses: All losses of Leases or Interests committed to this agreement, other
than those set forth in Articles
IV.B.1. and IV.B.2. above, shall be joint losses and shall be borne by all parties in proportion to
their interests shown on
Exhibit “A.” This shall include but not be limited to the loss of any Lease or Interest through
failure to develop or because
express or implied covenants have not been performed (other than performance which requires only
the payment of money),
and the loss of any Lease by expiration at the end of its primary term if it is not renewed or
extended. There shall be no
readjustment of interests in the remaining portion of the Contract Area on account of any joint
loss.




          4. Curing Title: In the event of a Failure of Title under Article IV.B.1. or a loss of
title under Article IV.B.2. above, any
Lease or Interest acquired by any party hereto (other than the party whose interest has failed or
was lost) during the ninety
(90) day period provided by Article IV.B.1. and Article IV.B.2. above covering all or a portion of
the interest that has failed
or was lost shall be offered at cost to the party whose interest has failed or was lost, and the
provisions of Article VIII.B.
shall not apply to such acquisition.









-3-









 






A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




ARTICLE V.

OPERATOR




A. Designation and Responsibilities of Operator:




          
Sun River Operating, Inc.                               shall be the Operator of the Contract Area, and shall conduct
and direct and have full control of all operations on the Contract Area as permitted and required
by, and within the limits of
this agreement. In its performance of services hereunder for the Non-Operators, Operator shall be
an independent contractor
not subject to the control or direction of the Non-Operators except as to the type of operation to
be undertaken in accordance
with the election procedures contained in this agreement. Operator shall not be deemed, or hold
itself out as, the agent of the
Non-Operators with authority to bind them to any obligation or liability assumed or incurred by
Operator as to any third
party. Operator shall conduct its activities under this agreement as a reasonable prudent
operator, in a good and workmanlike
manner, with due diligence and dispatch, in accordance with good oilfield practice, and in
compliance with applicable law and
regulation, but in no event shall it have any liability as Operator to the other parties  their officers, employees, or agents
 for
losses sustained or liabilities incurred whether or not due to the
negligence of operator except such as may result from gross negligence or willful misconduct.




B. Resignation or Removal of Operator and Selection of Successor:




          1. Resignation or Removal of Operator: Operator may resign at any time by giving
written notice thereof to Non-Operators.
If Operator terminates its legal existence, no longer owns an interest hereunder in the Contract
Area, or is no longer capable of
serving as Operator, Operator shall be deemed to have resigned without any action by Non-Operators,
except the selection of a
successor. Operator may be removed only for good cause by the affirmative vote of Non-Operators
owning a majority interest
based on ownership as shown on Exhibit “A” remaining after excluding the voting interest of
Operator; such vote shall not be
deemed effective until a written notice has been delivered to the Operator by a Non-Operator
detailing the alleged default and
Operator has failed to cure the default within thirty (30) days from its receipt of the notice or,
if the default concerns an
operation then being conducted, within forty-eight (48) hours of its receipt of the notice. For
purposes hereof, “good cause” shall
mean not only gross negligence or willful misconduct but also the material breach of or inability
to meet the standards of
operation contained in Article V.A. or material failure or inability to perform its obligations
under this agreement.




          Subject to Article VII.D.1., such resignation or removal shall not become effective until 7:00
o’clock A.M. on the first
day of the calendar month following the expiration of ninety (90) days after the giving of notice
of resignation by Operator
or action by the Non-Operators to remove Operator, unless a successor Operator has been selected
and assumes the duties of
Operator at an earlier date. Operator, after effective date of resignation or removal, shall be
bound by the terms hereof as a
Non-Operator. A change of a corporate name or structure of Operator or transfer of Operator’s
interest to any single affiliate
subsidiary, parent or successor corporation shall not be the basis for removal of Operator.




          2. Selection of Successor Operator: Upon the resignation or removal of Operator under
any provision of this agreement, a
successor Operator shall be selected by the parties. The successor Operator shall be selected from
the parties owning an
interest in the Contract Area at the time such successor Operator is selected. The successor
Operator shall be selected by the the party or
affirmative vote of the party or parties owning a majority interest based on ownership as shown on Exhibit
“A”;
provided, however, if an Operator which has been removed or is deemed to have resigned fails to
vote or votes only to
succeed itself, the successor Operator shall be selected by the affirmative vote of the party or
parties owning a majority
interest based on ownership as shown on Exhibit “A” remaining after excluding the voting interest
of the Operator that was
removed or resigned. The former Operator shall promptly deliver to the successor Operator all
records and data relating to
the operations conducted by the former Operator to the extent such records and data are not already
in the possession of the
successor operator. Any cost of obtaining or copying the former Operator’s records and data shall
be charged to the joint
account.




          3. Effect of Bankruptcy: If Operator becomes insolvent, bankrupt or is placed in
receivership, it shall be deemed to have
resigned without any action by Non-Operators, except the selection of a successor. If a petition
for relief under the federal
bankruptcy laws is filed by or against Operator, and the removal of Operator is prevented by the
federal bankruptcy court, all
Non-Operators and Operator shall comprise an interim operating committee to serve until Operator
has elected to reject or
assume this agreement pursuant to the Bankruptcy Code, and an election to reject this agreement by
Operator as a debtor in
possession, or by a trustee in bankruptcy, shall be deemed a resignation as Operator without any
action by Non-Operators,
except the selection of a successor. During the period of time the operating committee controls
operations, all actions shall
require the approval of two (2) or more parties owning a majority interest based on ownership as
shown on Exhibit “A.” In
the event there are only two (2) parties to this agreement, during the period of time the operating
committee controls
operations, a third party acceptable to Operator, Non-Operator and the federal bankruptcy court
shall be selected as a
member of the operating committee, and all actions shall require the approval of two (2) members of
the operating
committee without regard for their interest in the Contract Area based on Exhibit “A.”




C. Employees and Contractors:




          The number of employees or contractors used by Operator in conducting operations hereunder,
their selection, and the
hours of labor and the compensation for services performed shall be determined by Operator, and all
such employees or
contractors shall be the employees or contractors of Operator.




D. Rights and Duties of Operator:




          1. Competitive Rates and Use of Affiliates: All wells drilled on the Contract Area
shall be drilled on a competitive
contract basis at the usual rates prevailing in the area. If it so desires, Operator may employ
its own tools and equipment in the drilling and completion of wells, but its charges therefor shall not exceed the prevailing rates in the area
and the rate of such charges
shall be agreed upon by the parties in writing before drilling operations are commenced, and such
work shall be performed by
Operator under the same terms and conditions as are customary and usual in the area in contracts of
independent contractors
who are doing work of a similar nature. All work performed or materials supplied by affiliates or
related parties of Operator
shall be performed or supplied at competitive rates, pursuant to written agreement, and in
accordance with customs and
standards prevailing in the industry.




          2. Discharge of Joint Account Obligations: Except as herein otherwise specifically
provided, Operator shall promptly pay
and discharge expenses incurred in the development and operation of the Contract Area pursuant to
this agreement and shall
charge each of the parties hereto with their respective proportionate shares upon the expense basis
provided in Exhibit “C.”
Operator shall keep an accurate record of the joint account hereunder, showing expenses incurred
and charges and credits
made and received.




          3. Protection from Liens: Operator shall pay, or cause to be paid, as and when they
become due and payable, all accounts
of contractors and suppliers and wages and salaries for services rendered or performed, and for
materials supplied on, to or in
respect of the Contract Area or any operations for the joint account thereof, and shall keep the
Contract Area free from






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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




liens and encumbrances resulting therefrom except for those resulting from a bona fide dispute as
to services rendered or
materials supplied.




          4. Custody of Funds: Operator shall hold for the account of the Non-Operators any
funds of the Non-Operators advanced
or paid to the Operator, either for the conduct of operations hereunder or as a result of the sale
of production from the
Contract Area, and such funds shall remain the funds of the Non-Operators on whose account they are
advanced or paid until
used for their intended purpose or otherwise delivered to the Non-Operators or applied toward the
payment of debts as
provided in Article VII.B. Nothing in this paragraph shall be construed to establish a fiduciary
relationship between Operator
and Non-Operators for any purpose other than to account for Non-Operator funds as herein
specifically provided. Nothing in
this paragraph shall require the maintenance by Operator of separate accounts for the funds of
Non-Operators unless the
parties otherwise specifically agree.




          5. Access to Contract Area and Records: Operator shall, except as otherwise provided
herein, permit each Non-Operator
or its duly authorized representative, at the Non-Operator’s sole risk and cost, full and free
access at all reasonable times to
all operations of every kind and character being conducted for the joint account on the Contract
Area and to the records of
operations conducted thereon or production therefrom, including Operator’s books and records
relating thereto. Such access
rights shall not be exercised in a manner interfering with Operator’s conduct of an operation
hereunder and shall not obligate
Operator to furnish any geologic or geophysical data of an interpretive nature unless the cost of
preparation of such
interpretive data was charged to the joint account. Operator will furnish to each Non-Operator
upon request copies of any
and all reports and information obtained by Operator in connection with production and related
items, including, without
limitation, meter and chart reports, production purchaser statements, run tickets and monthly gauge
reports, but excluding
purchase contracts and pricing information to the extent not applicable to the production of the
Non-Operator seeking the
information. Any audit of Operator’s records relating to amounts expended and the appropriateness
of such expenditures
shall be conducted in accordance with the audit protocol specified in Exhibit “C.”






          6. Filing and Furnishing Governmental Reports: Subject to Article XVI.F., Operator will file, and upon written
request promptly furnish copies to
each requesting Non-Operator not in default of its payment obligations, all operational notices,
reports or applications
required to be filed by local, State, Federal or Indian agencies or authorities having jurisdiction
over operations hereunder.
Each Non-Operator shall provide to Operator on a timely basis all information necessary to Operator
to make such filings.




          7. Drilling and Testing Operations: The following provisions shall apply to each well
drilled hereunder, including but not
limited to the Initial Well:




               (a) Operator will promptly advise Non-Operators of the date on which the well is spudded, or
the date on which
drilling operations are commenced.




               (b) Operator will send to Non-Operators such reports, test results and notices regarding the
progress of operations on the well
as the Non-Operators shall reasonably request, including, but not limited to, daily drilling
reports, completion reports, and well logs.




               (c) Operator shall adequately test all Zones encountered which may reasonably be expected to
be capable of producing
Oil and Gas in paying quantities as a result of examination of the electric log or any other logs
or cores or tests conducted
hereunder.





          8.
Cost Estimates: Upon request of any the estimated cost of
finishing an operation Consenting Party, Operator shall furnish incurred for the joint account at reasonable intervals during the conduct of any operation pursuant
to this agreement.
Operator shall not be held liable for errors in such estimates so long as the estimates are made in
good faith.




          9. Insurance: At all times while operations are conducted hereunder, Operator shall
comply with the workers
compensation law of the state where the operations are being conducted; provided, however, that
Operator may be a self-
insurer for liability under said compensation laws in which event the only charge that shall be
made to the joint account shall
be as provided in Exhibit “C.” Operator shall also carry or provide insurance for the benefit of
the joint account of the parties
as outlined in Exhibit “D” attached hereto and made a part hereof. Operator shall require all
contractors engaged in work on
or for the Contract Area to comply with the workers compensation law of the state where the
operations are being conducted
and to maintain such other insurance as Operator may require.




          In the event automobile liability insurance is specified in said Exhibit “D,” or subsequently
receives the approval of the
parties, no direct charge shall be made by Operator for premiums paid for such insurance for
Operator’s automotive
equipment.




ARTICLE VI.

DRILLING AND DEVELOPMENT




A. Initial Well:




          On
or before the day ___________ of ______________________, ___________, Operator shall commence the drilling of the Initial
Well at the following location: Approximate location :



Surface hole location: x =

Bottom hole location: x =



and shall thereafter continue the drilling of the well with due diligence to



The drilling of the Initial Well and the participation therein by all parties is obligatory,
subject to Article VI.C.1. as to participation
in Completion operations and Article VI.F. as to termination of operations and Article XI as to
occurrence of force majeure.




B. Subsequent Operations:




          1. Proposed Operations: If any party hereto should desire to drill any well on the
Contract Area other than the Initial Well, or
if any party should desire to Rework, Sidetrack, Deepen, Recomplete or Plug Back a dry hole or a
well no longer capable of
producing in paying quantities in which such party has not otherwise relinquished its interest in
the proposed objective Zone under
this agreement, the party desiring to drill, Rework, Sidetrack, Deepen, Recomplete or Plug Back
such a well shall give written notice of the proposed operation to the parties who have not
otherwise relinquished their interest in such objective Zone






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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




under this agreement and to all other parties in the case of a proposal for Sidetracking or
Deepening, specifying the work to be
performed, the location, proposed depth, objective Zone and the estimated cost of the operation.
The parties to whom such a
notice is delivered shall have thirty (30) days after receipt of the notice within which to notify
the party proposing to do the work
whether they elect to participate in the cost of the proposed operation. If a drilling rig is on
location, notice of a proposal to
Rework, Sidetrack, Recomplete, Plug Back or Deepen may be given by telephone and the response
period shall be limited to forty-
eight (48) / hours, exclusive of Saturday, Sunday and legal holidays. Failure of a party to whom
such notice is delivered to reply
within the period above fixed shall constitute an election by that party not to participate in the
cost of the proposed operation.



Any proposal by a party to conduct an operation conflicting with the operation initially proposed
shall be delivered to all parties
within the time and in the manner provided in Article VI.B.6.




          If all parties to whom such notice is delivered elect to participate in such a proposed
operation, the parties shall be
contractually committed to participate therein provided such operations are commenced within the
time period hereafter set
forth, and Operator shall, no later than ninety (90) days after expiration of the notice period of
thirty (30) days (or as
promptly as practicable after the expiration of the forty-eight (48) hour period when a drilling
rig is on location, as the case
may be), actually commence the proposed operation and thereafter complete it with due diligence at
the risk and expense of
the parties participating therein; provided, however, said commencement date may be extended upon
written notice of same
by Operator to the other parties, for a period of up to thirty (30) additional days if, in the sole
opinion of Operator, such
additional time is reasonably necessary to obtain permits from governmental authorities, surface
rights (including rights-of-
way) or appropriate drilling equipment, or to complete title examination or curative matter
required for title approval or
acceptance. If the actual operation has not been commenced within the time provided (including any
extension thereof as
specifically permitted herein or in the force majeure provisions of Article XI) and if any party
hereto still desires to conduct
said operation, written notice proposing same must be resubmitted to the other parties in
accordance herewith as if no prior
proposal had been made. Those parties that did not participate in the drilling of a well for which
a proposal to Deepen or
Sidetrack is made hereunder shall, if such parties desire to participate in the proposed Deepening
or Sidetracking operation,
reimburse the Drilling Parties in accordance with Article VI.B.4. in the event of a Deepening
operation and in accordance
with Article VI.B.5. in the event of a Sidetracking operation.




          2. Operations by Less Than All Parties:




          (a) Determination of Participation. If any party to whom such notice is delivered as
provided in Article VI.B.1. or
VI.C.1. (Option No. 2) elects not to participate in the proposed operation, then, in order to be
entitled to the benefits of this
Article, the party or parties giving the notice and such other parties as shall elect to
participate in the operation shall, no
later than ninety (90) days after the expiration of the notice period of thirty (30) days (or as
promptly as practicable after the
expiration of the forty-eight (48) hour period when a drilling rig is on location, as the case may
be) actually commence the
proposed operation and complete it with due diligence. Operator shall perform all work for the
account of the Consenting
Parties; provided, however, if no drilling rig or other equipment is on location, and if Operator
is a Non-Consenting Party,
the Consenting Parties shall either: (i) request Operator to perform the work required by such
proposed operation for the
account of the Consenting Parties, or (ii) designate one of the Consenting Parties as Operator to
perform such work. The
rights and duties granted to and imposed upon the Operator under this agreement are granted to and
imposed upon the party
designated as Operator for an operation in which the original Operator is a Non-Consenting Party.
Consenting Parties, when
conducting operations on the Contract Area pursuant to this Article VI.B.2., shall comply with all
terms and conditions of this
agreement.




          If less than all parties approve any proposed operation, the proposing party, immediately
after the expiration of the
applicable notice period, shall advise all Parties of the total interest of the parties approving
such operation and its
recommendation as to whether the Consenting Parties should proceed with the operation as proposed.
Each Consenting Party,
within forty-eight (48) hours (exclusive of Saturday, Sunday, and legal holidays) after delivery of
such notice, shall advise the
proposing party of its desire to (i) limit participation to such party’s interest as shown on
Exhibit “A” or (ii) carry only its
proportionate part (determined by dividing such party’s interest in the Contract Area by the
interests of all Consenting Parties in
the Contract Area) of Non-Consenting Parties’ interests, or (iii) carry its proportionate part
(determined as provided in (ii)) of
Non-Consenting Parties’ interests together with all or a portion of its proportionate part of any
Non-Consenting Parties’
interests that any Consenting Party did not elect to take. Any interest of Non-Consenting Parties
that is not carried by a
Consenting Party shall be deemed to be carried by the party proposing the operation if such party
does not withdraw its
proposal. Failure to advise the proposing party within the time required shall be deemed an
election under (i). In the event a
drilling rig is on location, notice may be given by telephone, and the time permitted for such a
response shall not exceed a
total of forty-eight (48) hours (exclusive of Saturday, Sunday and legal holidays). The proposing
party, at its election, may
withdraw such proposal if there is less than 100% participation and shall notify all parties of
such decision within ten (10)
days, or within twenty-four (24) hours if a drilling rig is on location, following expiration of
the applicable response period.
If 100% subscription to the proposed operation is obtained, the proposing party shall promptly
notify the Consenting Parties
of their proportionate interests in the operation and the party serving as Operator shall commence
such operation within the
period provided in Article VI.B.1., subject to the same extension right as provided therein.


See Article XVI.M.




          (b) Relinquishment of Interest for Non-Participation. The entire cost and risk of
conducting such operations shall be
borne by the Consenting Parties in the proportions they have elected to bear same under the terms
of the preceding
paragraph. Consenting Parties shall keep the leasehold estates involved in such operations free
and clear of all liens and
encumbrances of every kind created by or arising from the operations of the Consenting Parties. If
such an operation results
in a dry hole, then subject to Articles VI.B.6. and VI.E.3., the Consenting Parties shall plug and
abandon the well and restore
the surface location at their sole cost, risk and expense; provided, however, that those
Non-Consenting Parties that
participated in the drilling, Deepening or Sidetracking of the well shall remain liable for, and
shall pay, their proportionate
shares of the cost of plugging and abandoning the well and restoring the surface location insofar
only as those costs were not
increased by the subsequent operations of the Consenting Parties. If any well drilled, Reworked,
Sidetracked, Deepened,
Recompleted or Plugged Back under the provisions of this Article results in a well capable of
producing Oil and/or Gas in
paying quantities, the Consenting Parties shall Complete and equip the well to produce at their
sole cost and risk, and the
well shall then be turned over to Operator (if the Operator did not conduct the operation) and
shall be operated by it at the
expense and for the account of the Consenting Parties. Upon commencement of operations for the
drilling, Reworking,
Sidetracking, Recompleting, Deepening or Plugging Back of any such well by Consenting Parties in
accordance with the
provisions of this Article, each Non-Consenting Party shall be deemed to have relinquished to
Consenting Parties, and the
Consenting Parties shall own and be entitled to receive, in proportion to their respective
interests, all of such Non-
Consenting Party’s interest in the well and share of production therefrom or, in the case of a
Reworking, Sidetracking,









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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




Deepening, Recompleting or Plugging Back, or a Completion pursuant to Article VI.C.1. Option No.
2, all of such Non-
Consenting Party’s interest in the production obtained from the operation in which the
Non-Consenting Party did not elect
to participate. Such relinquishment shall be effective until the proceeds of the sale of such
share, calculated at the well, or
market value thereof if such share is not sold (after deducting applicable ad valorem, production,
severance, and excise taxes,
royalty, overriding royalty and other interests not excepted by Article III.C. payable out of or
measured by the production
from such well accruing with respect to such interest until it reverts), shall equal the total of
the following:




          (i) 200 % of each such Non-Consenting Party’s share of the cost of any newly acquired
surface equipment
beyond the wellhead connections (including but not limited to stock tanks, separators, treaters,
pumping equipment and
piping), plus 100% of each such Non-Consenting Party’s share of the cost of operation of the well
commencing with first
production and continuing until each such Non-Consenting Party’s relinquished interest shall revert
to it under other
provisions of this Article, it being agreed that each Non-Consenting Party’s share of such costs
and equipment will be that
interest which would have been chargeable to such Non-Consenting Party had it participated in the
well from the beginning
of the operations; and




          (ii) 300 % of (a) that portion of the costs and expenses of drilling, Reworking,
Sidetracking, Deepening,
Plugging Back, testing, Completing, and Recompleting, after deducting any cash contributions
received under Article VIII.C.,
and of (b) that portion of the cost of newly acquired equipment in the well (to and including the
wellhead connections),
which would have been chargeable to such Non-Consenting Party if it had participated therein.




          Notwithstanding anything to the contrary in this Article VI.B., if the well does not reach the
deepest objective Zone
described in the notice proposing the well for reasons other than the encountering of granite or
practically impenetrable
substance or other condition in the hole rendering further operations impracticable, Operator shall
give notice thereof to each
Non-Consenting Party who submitted or voted for an alternative proposal under Article VI.B.6. to
drill the well to a
shallower Zone than the deepest objective Zone proposed in the notice under which the well was
drilled, and each such Non-
Consenting Party shall have the option to participate in the initial proposed Completion of the
well by paying its share of the
cost of drilling the well to its actual depth, calculated in the manner provided in Article VI.B.4.
(a). If any such Non-
Consenting Party does not elect to participate in the first Completion proposed for such well, the
relinquishment provisions
of this Article VI.B.2. (b) shall apply to such party’s interest.




          (c) Reworking, Recompleting or Plugging Back. An election not to participate in the
drilling, Sidetracking or
Deepening of a well shall be deemed an election not to participate in any Reworking or Plugging
Back operation proposed in
such a well, or portion thereof, to which the initial non-consent election applied that is
conducted at any time prior to full
recovery by the Consenting Parties of the Non-Consenting Party’s recoupment amount. Similarly, an
election not to
participate in the Completing or Recompleting of a well shall be deemed an election not to
participate in any Reworking
operation proposed in such a well, or portion thereof, to which the initial non-consent election
applied that is conducted at
any time prior to full recovery by the Consenting Parties of the Non-Consenting Party’s recoupment
amount. Any such
Reworking, Recompleting or Plugging Back operation conducted during the recoupment period shall be
deemed part of the
cost of operation of said well and there shall be added to the sums to be recouped by the
Consenting Parties 300% of
that portion of the costs of the Reworking, Recompleting or Plugging Back operation which would
have been chargeable to
such Non-Consenting Party had it participated therein. If such a Reworking, Recompleting or
Plugging Back operation is
proposed during such recoupment period, the provisions of this Article VI.B. shall be applicable as
between said Consenting
Parties in said well.




          (d) Recoupment Matters. During the period of time Consenting Parties are entitled to
receive Non-Consenting Party’s
share of production, or the proceeds therefrom, Consenting Parties shall be responsible for the
payment of all ad valorem,
production, severance, excise, gathering and other taxes, and all royalty, overriding royalty and
other burdens applicable to
Non-Consenting Party’s share of production not excepted by Article III.C.




          In the case of any Reworking, Sidetracking, Plugging Back, Recompleting or Deepening
operation, the Consenting
Parties shall be permitted to use, free of cost, all casing, tubing and other equipment in the
well, but the ownership of all
such equipment shall remain unchanged; and upon abandonment of a well after such Reworking,
Sidetracking, Plugging Back,
Recompleting or Deepening, the Consenting Parties shall account for all such equipment to the
owners thereof, with each
party receiving its proportionate part in kind or in value, less cost of salvage.




          Within ninety (90) days after the completion of any operation under this Article, the party
conducting the operations
for the Consenting Parties shall furnish each Non-Consenting Party with an inventory of the
equipment in and connected to
the well, and an itemized statement of the cost of drilling, Sidetracking, Deepening, Plugging
Back, testing, Completing,
Recompleting, and equipping the well for production; or, at its option, the operating party, in
lieu of an itemized statement
of such costs of operation, may submit a detailed statement of monthly billings. Each month
thereafter, during the time the
Consenting Parties are being reimbursed as provided above, the party conducting the operations for
the Consenting Parties
shall furnish the Non-Consenting Parties with an itemized statement of all costs and liabilities
incurred in the operation of
the well, together with a statement of the quantity of Oil and Gas produced from it and the amount
of proceeds realized from
the sale of the well’s working interest production during the preceding month. In determining the
quantity of Oil and Gas
produced during any month, Consenting Parties shall use industry accepted methods such as but not
limited to metering or
periodic well tests. Any amount realized from the sale or other disposition of equipment newly
acquired in connection with
any such operation which would have been owned by a Non-Consenting Party had it participated
therein shall be credited
against the total unreturned costs of the work done and of the equipment purchased in determining
when the interest of such
Non-Consenting Party shall revert to it as above provided; and if there is a credit balance, it
shall be paid to such Non-
Consenting Party.




          If and when the Consenting Parties recover from a Non-Consenting Party’s relinquished interest
the amounts provided
for above, the relinquished interests of such Non-Consenting Party shall automatically revert to it
as of 7:00 a.m. on the day
following the day on which such recoupment occurs, and, from and after such reversion, such
Non-Consenting Party shall
own the same interest in such well, the material and equipment in or pertaining thereto, and the
production therefrom as
such Non-Consenting Party would have been entitled to had it participated in the drilling,
Sidetracking, Reworking,
Deepening, Recompleting or Plugging Back of said well. Thereafter, such Non-Consenting Party shall
be charged with and
shall pay its proportionate part of the further costs of the operation of said well / in accordance
with the terms of this
agreement and Exhibit “C” attached hereto.




          3. Stand-By Costs: When a well which has been drilled or Deepened has reached its
authorized depth and all tests have
been completed and the results thereof furnished to the parties, or when operations on the well
have been otherwise
terminated pursuant to Article VI.F., stand-by costs incurred pending response to a party’s notice
proposing a Reworking,






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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989





Sidetracking, Deepening, Recompleting, Plugging Back or Completing operation in such a well
(including the period required
under Article VI.B.6. to resolve competing proposals) shall be charged and borne as part of the
drilling or Deepening
operation just completed. Stand-by costs subsequent to all parties responding, or expiration of
the response time permitted,
whichever first occurs, and prior to agreement as to the participating interests of all Consenting
Parties pursuant to the terms
of the second grammatical paragraph of Article VI.B.2. (a), shall be charged to and borne as part
of the proposed operation,
but if the proposal is subsequently withdrawn because of insufficient participation, such stand-by
costs shall be allocated
between the Consenting Parties in the proportion each Consenting Party’s interest as shown on
Exhibit “A” bears to the total
interest as shown on Exhibit “A” of all Consenting Parties.




          In the event that notice for a Sidetracking operation is given while the drilling rig to be
utilized is on location, any party
may request and receive up to five (5) additional days after expiration of the forty-eight hour
response period specified in
Article VI.B.1. within which to respond by paying for all stand-by costs and other costs incurred
during such extended
response period; Operator may require such party to pay the estimated stand-by time in advance as a
condition to extending
the response period. If more than one party elects to take such additional time to respond to the
notice, standby costs shall be
allocated between the parties taking additional time to respond on a day-to-day basis in the
proportion each electing party’s
interest as shown on Exhibit “A” bears to the total interest as shown on Exhibit “A” of all the
electing parties.




          4. Deepening: If less than all parties elect to participate in a drilling,
Sidetracking, or Deepening operation proposed
pursuant to Article VI.B.1., the interest relinquished by the Non-Consenting Parties to the
Consenting Parties under Article
VI.B.2. shall relate only and be limited to the lesser of (i) the total depth actually drilled or
(ii) the objective depth or Zone
of which the parties were given notice under Article VI.B.1. (“Initial Objective”). Such well
shall not be Deepened beyond the
Initial Objective without first complying with this Article to afford the Non-Consenting Parties
the opportunity to participate
in the Deepening operation.




          In the event any Consenting Party desires to drill or Deepen a Non-Consent Well to a depth
below the Initial Objective,
such party shall give notice thereof, complying with the requirements of Article VI.B.1., to all
parties (including Non-
Consenting Parties). Thereupon, Articles VI.B.1. and 2. shall apply and all parties receiving such
notice shall have the right to
participate or not participate in the Deepening of such well pursuant to said Articles VI.B.1. and
2. If a Deepening operation
is approved pursuant to such provisions, and if any Non-Consenting Party elects to participate in
the Deepening operation,
such Non-Consenting party shall pay or make reimbursement (as the case may be) of the following
costs and expenses.




          (a) If the proposal to Deepen is made prior to the Completion of such well as a well capable
of producing in paying
quantities, such Non-Consenting Party shall pay (or reimburse Consenting Parties for, as the case
may be) that share of costs
and expenses incurred in connection with the drilling of said well from the surface to the Initial
Objective which Non-
Consenting Party would have paid had such Non-Consenting Party agreed to participate therein, plus
the Non-Consenting
Party’s share of the cost of Deepening and of participating in any further operations on the well
in accordance with the other
provisions of this Agreement; provided, however, all costs for testing and Completion or attempted
Completion of the well
incurred by Consenting Parties prior to the point of actual operations to Deepen beyond the Initial
Objective shall be for the
sole account of Consenting Parties.




          (b) If the proposal is made for a Non-Consent Well that has been previously Completed as a
well capable of producing
in paying quantities, but is no longer capable of producing in paying quantities, such
Non-Consenting Party shall pay (or
reimburse Consenting Parties for, as the case may be) its proportionate share of all costs of
drilling, Completing, and
equipping said well from the surface to the Initial Objective, calculated in the manner provided in
paragraph (a) above, less
those costs recouped by the Consenting Parties from the sale of production from the well. The
Non-Consenting Party shall
also pay its proportionate share of all costs of re-entering said well. The Non-Consenting
Parties’ proportionate part (based
on the percentage of such well Non-Consenting Party would have owned had it previously participated
in such Non-Consent
Well) of the costs of salvable materials and equipment remaining in the hole and salvable surface
equipment used in
connection with such well shall be determined in accordance with Exhibit “C.” If the Consenting
Parties have recouped the
cost of drilling, Completing, and equipping the well at the time such Deepening operation is
conducted, then a Non-
Consenting Party may participate in the Deepening of the well with no payment for costs incurred
prior to re-entering the
well for Deepening




          The foregoing shall not imply a right of any Consenting Party to propose any Deepening for a
Non-Consent Well prior
to the drilling of such well to its Initial Objective without the consent of the other Consenting
Parties as provided in Article
VI.F.




          5. Sidetracking: Any party having the right to participate in a proposed Sidetracking
operation that does not own an
interest in the affected wellbore at the time of the notice shall, upon electing to participate,
tender to the wellbore owners its
proportionate share (equal to its interest in the Sidetracking operation) of the value of that
portion of the existing wellbore
to be utilized as follows:




          (a) If the proposal is for Sidetracking an existing dry hole, reimbursement shall be on the
basis of the actual costs
incurred in the initial drilling of the well down to the depth at which the Sidetracking operation
is initiated.




          (b) If the proposal is for Sidetracking a well which has previously produced, reimbursement
shall be on the basis of
such party’s proportionate share of drilling and equipping costs incurred in the initial drilling
of the well down to the depth
at which the Sidetracking operation is conducted, calculated in the manner described in Article
VI.B.4(b) above. Such party’s
proportionate share of the cost of the well’s salvable materials and equipment down to the depth at
which the Sidetracking
operation is initiated shall be determined in accordance with the provisions of Exhibit “C.”




          6. Order of Preference of Operations. Except as otherwise specifically provided in
this agreement, if any party desires to
propose the conduct of an operation that conflicts with a proposal that has been made by a party
under this Article VI, such
party shall have fifteen (15) days from delivery of the initial proposal, in the case of a proposal
to drill a well or to perform
an operation on a well where no drilling rig is on location, or twenty-four (24) hours, exclusive
of Saturday, Sunday and legal
holidays, from delivery of the initial proposal, if a drilling rig is on location for the well on
which such operation is to be
conducted, to deliver to all parties entitled to participate in the proposed operation such party’s
alternative proposal, such
alternate proposal to contain the same information required to be included in the initial proposal.
Each party receiving such
proposals shall elect by delivery of notice to Operator within five (5) days after expiration of
the proposal period, or within
twenty-four (24) hours (exclusive of Saturday, Sunday and legal holidays) if a drilling rig is on
location for the well that is the
subject of the proposals, to participate in one of the competing proposals. Any party not electing
within the time required
shall be deemed not to have voted. The proposal receiving the vote of parties owning the largest
aggregate percentage
interest of the parties voting shall have priority over all other competing proposals; in the case
of a tie vote, the






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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989





initial proposal shall prevail. Operator shall deliver notice of such result to all parties
entitled to participate in the operation
within five (5) days after expiration of the election period (or within twenty-four (24) hours,
exclusive of Saturday, Sunday
and legal holidays, if a drilling rig is on location). Each party shall then have two (2) days (or
twenty-four (24) hours if a rig
is on location) from receipt of such notice to elect by delivery of notice to Operator to
participate in such operation or to
relinquish interest in the affected well pursuant to the provisions of Article VI.B.2.; failure by
a party to deliver notice within
such period shall be deemed an election not to participate in the prevailing proposal. See
Article XVI.E.




          7. Conformity to Spacing Pattern. Notwithstanding the provisions of this Article
VI.B.2., it is agreed that no wells shall be
proposed to be drilled to or Completed in or produced from a Zone from which a well located
elsewhere on the Contract
Area is producing, unless such well conforms to the then-existing well spacing pattern for such
Zone, or has been approved for drilling,
completion in or production from such Zone by order of the regulatory agency with responsibility
for such matters.




          8. Paying Wells. No party shall conduct any Reworking, Deepening, Plugging Back,
Completion, Recompletion, or
Sidetracking operation under this agreement with respect to any well then capable of producing
in paying quantities except
with the consent of all parties that have not relinquished interests in the well at the time of
such operation.




C. Completion of Wells; Reworking and Plugging Back:




          1. Completion: Without the consent of all parties, no well shall be drilled, Deepened
or Sidetracked, except any well
drilled, Deepened or Sidetracked pursuant to the provisions of Article VI.B.2. of this agreement.
Consent to the drilling,
Deepening or Sidetracking shall include:





	 	o	 	 Option No. 1: All necessary expenditures for the drilling, Deepening or Sidetracking, testing, Completing and
equipping of the well, including necessary tankage and/or surface facilities.
	 
	 	þ	 	Option No. 2: All necessary expenditures for the drilling, Deepening or Sidetracking and testing of the well. When
such well has reached its authorized depth, and all logs, cores and other tests have been
completed, and the results
thereof furnished to the parties, Operator shall give immediate notice to the Non-Operators
having the right to
participate in a Completion attempt whether or not Operator recommends attempting to
Complete the well,
together with Operator’s AFE for Completion costs if not previously provided. The parties
receiving such notice
shall have forty-eight (48) hours (exclusive of Saturday, Sunday and legal holidays) in
which to elect by delivery of
notice to Operator to participate in a recommended Completion attempt or to make a
Completion proposal with an
accompanying AFE. Operator shall deliver any such Completion proposal, or any Completion
proposal conflicting
with Operator’s proposal, to the other parties entitled to participate in such Completion
in accordance with the
procedures specified in Article VI.B.6. Election to participate in a Completion attempt
shall include consent to all
necessary expenditures for the Completing and equipping of such well, including necessary
tankage and/or surface
facilities but excluding any stimulation operation not contained on the Completion AFE.
Failure of any party
receiving such notice to reply within the period above fixed shall constitute an election
by that party not to
participate in the cost of the Completion attempt; provided, that Article VI.B.6. shall
control in the case of
conflicting Completion proposals. If one or more, but less than all of the parties, elect
to attempt a Completion, the
provision of Article VI.B.2. hereof (the phrase “Reworking, Sidetracking, Deepening,
Recompleting or Plugging
Back” as contained in Article VI.B.2. shall be deemed to include “Completing”) shall apply
to the operations
thereafter conducted by less than all parties; provided, however, that Article VI.B.2.
shall apply separately to each
separate Completion or Recompletion attempt undertaken hereunder, and an election to become
a Non-Consenting
Party as to one Completion or Recompletion attempt shall not prevent a party from becoming
a Consenting Party
in subsequent Completion or Recompletion attempts regardless whether the Consenting Parties
as to earlier
Completions or Recompletion have recouped their costs pursuant to Article VI.B.2.; provided
further, that any
recoupment of costs by a Consenting Party shall be made solely from the production
attributable to the Zone in
which the Completion attempt is made. Election by a previous Non-Consenting party to
participate in a subsequent
Completion or Recompletion attempt shall require such party to pay its proportionate share
of the cost of salvable
materials and equipment installed in the well pursuant to the previous Completion or
Recompletion attempt,
insofar and only insofar as such materials and equipment benefit the Zone in which such
party participates in a
Completion attempt.





          2. Rework, Recomplete or Plug Back: No well shall be Reworked, Recompleted or Plugged
Back except a well Reworked,
Recompleted, or Plugged Back pursuant to the provisions of Article VI.B.2. of this agreement.
Consent to the Reworking,
Recompleting or Plugging Back of a well shall include all necessary expenditures in conducting such
operations and Operator’s notice shall be written and delivered via facsimile or electronic mail where
feasible, and Non-
Completing and equipping of said well, including necessary tankage and/or surface facilities.




D. Other Operations:




          Operator shall not undertake any single project reasonably estimated to require an expenditure
in excess of
Twenty-five thousand and no/100 Dollars ($25,000) except in connection with the
drilling, Sidetracking, Reworking, Deepening, Completing, Recompleting or Plugging Back of a well
that has been previously
authorized by or pursuant to this agreement; provided, however, that, in case of explosion, fire,
flood or other sudden
emergency, whether of the same or different nature, Operator may take such steps and incur such
expenses as in its opinion
are required to deal with the emergency to safeguard life and property but Operator, as promptly as
possible, shall report the
emergency to the other parties. If Operator prepares an AFE for its own use, Operator shall
furnish any Non-Operator so
requesting an information copy thereof for any single project costing in excess of twenty-five
thousand Dollars
($25,000). Any party who has not relinquished its interest in a well shall have the
right to propose that
Operator perform repair work or undertake the installation of artificial lift equipment or
ancillary production facilities such as
salt water disposal wells or to conduct additional work with respect to a well drilled hereunder or
other similar project (but
not including the installation of gathering lines or other transportation or marketing facilities,
the installation of which shall
be governed by separate agreement between the parties) reasonably estimated to require an
expenditure in excess of the
amount first set forth above in this Article VI.D. (except in connection with an operation required
to be proposed under
Articles VI.B.1. or VI.C.1. Option No. 2, which shall be governed exclusively be those Articles).
Operator shall deliver such
proposal to all parties entitled to participate therein. If within thirty (30) days thereof
Operator secures the written consent
of any party or parties owning at least 51% of the interests of the parties entitled to
participate in such operation,
each party having the right to participate in such project shall be bound by the terms of such
proposal and shall be obligated
to pay its proportionate share of the costs of the proposed project as if it had consented to such
project pursuant to the terms
of the proposal.




E. Abandonment of Wells:







     1. Abandonment
of Dry Holes: Except for any well drilled, side tracked or Deepened pursuant to
Article VI.B.2., any well which has
been drilled, side tracked or Deepened under the terms of this agreement and is proposed to be completed as a
dry hole shall not be





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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




plugged and abandoned without the consent of all parties. Should Operator, after diligent effort,
be unable to contact any
party, or should any party fail to reply within forty-eight (48) hours (exclusive of Saturday,
Sunday and legal holidays) after
delivery of notice of the proposal to plug and abandon such well, such party shall be deemed to
have consented to the
proposed abandonment. All such wells shall be plugged and abandoned in accordance with applicable
regulations and at the cost, risk and expense of the parties who participated in the cost of drilling, sidetracking or Deepening such
well. Any party who objects to
plugging and abandoning such well by notice delivered to Operator within forty-eight (48) hours
(exclusive of Saturday,
Sunday and legal holidays) after delivery of notice of the proposed plugging shall take over the
well as of the end of such
forty-eight (48) hour notice period and conduct further operations in search of Oil and/or Gas
subject to the provisions of
Article VI.B.; failure of such party to provide proof reasonably satisfactory to Operator of its
financial capability to conduct
such operations or to take over the well within such period or thereafter to conduct operations on
such well or plug and
abandon such well shall entitle Operator to retain or take possession of the well and plug and
abandon the well. The party
taking over the well shall indemnify Operator (if Operator is an abandoning party) and the other
abandoning parties against
liability for any further operations conducted on such well except for the costs of plugging and
abandoning the well and
restoring the surface, for which the abandoning parties shall remain proportionately liable.



     2. Abandonment of Wells That Have Produced: Except for any well in which a Non-Consent
operation has been conducted hereunder for which the Consenting Parties have not been fully reimbursed as herein
provided, any well which has been completed as a producer shall not be plugged and abandoned without the consent of all
parties who then have an interest in such well. If all parties consent to such abandonment, the well shall be plugged and abandoned in accordance with applicable regulations
and at the cost, risk and expense of all the parties hereto. Failure of a party to reply within thirty (30) days of delivery of
notice of proposed abandonment shall be deemed an election to consent to the proposal. If, within thirty (30) days after
delivery of notice of the proposed abandonment of any well, all parties do not agree to the abandonment of such well, those
wishing to continue its operation from the Zone then open to production shall be obligated to take over the well as of the
expiration of the applicable notice period and shall indemnify Operator (if Operator is an abandoning party) and the
other abandoning parties against liability for any further operations on the well conducted by such parties. Failure of
such party or parties to provide proof reasonably satisfactory to Operator of their financial capability to conduct such operations
or to take over the well within the required period or thereafter to conduct operations on such well ninety (90) days shall entitle
operator to retain or take possession of such well and plug and abandon the well.



          Parties taking over a well as provided herein shall tender to each of the other parties its
proportionate share of the value of
the well’s salvable material and equipment, determined in accordance with the provisions of Exhibit
“C,” less the estimated cost
of salvaging and the estimated cost of plugging and abandoning and restoring the surface; provided,
however, that in the event
the estimated plugging and abandoning and surface restoration costs and the estimated cost of
salvaging are higher than the
value of the well’s salvable material and equipment, each of the abandoning parties shall tender to
the parties continuing
operations their proportionate shares of the estimated excess cost. Each abandoning party shall
assign to the non-abandoning
parties, without warranty, express or implied, as to title or as to quantity, or fitness for use of
the equipment and material, all
of its interest in the wellbore of the well and related equipment, together with its interest in
the Leasehold insofar and only
insofar as such Leasehold covers the right to obtain production from that wellbore in the Zone then
open to production. If the
interest of the abandoning party is or includes and Oil and Gas Interest, such party shall execute
and deliver to the non-
abandoning party or parties an oil and gas lease, limited to the wellbore and the Zone then open to
production, for a term of one (1) year and so long thereafter as Oil and/or Gas is produced from the Zone covered thereby,
such lease to be on a mutually acceptable lease form.
The assignments or leases so limited shall encompass the Drilling Unit upon which the well is
located.
The payments by, and the assignments or leases to, the assignees shall be in a ratio based upon the
relationship of their
respective percentage of participation in the Contract Area to the aggregate of the percentages of
participation in the Contract
Area of all assignees. There shall be no readjustment of interests in the remaining portions of
the Contract Area.




          Thereafter, abandoning parties shall have no further responsibility, liability, or interest in
the operation of or production from the well in the Zone then open other than the royalties retained in any lease made under the
terms of this Article. At its option, Operator shall continue to operate the assigned well for the account of the non-abandoning
parties at the rates and
charges contemplated by this agreement, plus any additional cost and charges which may arise as the
result of the separate
ownership of the assigned well. Upon proposed abandonment of the producing Zone assigned or
leased, the assignor or lessor
shall then have the option to repurchase its prior interest in the well (using the same valuation
formula) and participate in
further operations therein subject to the provisions hereof.




          3. Abandonment of Non-Consent Operations: The provisions of Article VI.E.1. or VI.E.2.
above shall be applicable as
between Consenting Parties in the event of the proposed abandonment of any well excepted from said
Articles; provided,
however, no well shall be permanently plugged and abandoned unless and until all parties having the
right to conduct further
operations therein have been notified of the proposed abandonment and afforded the opportunity to
elect to take over the well
in accordance with the provisions of this Article VI.E.; and provided further, that Non-Consenting
Parties who own an interest
in a portion of the well shall pay their proportionate shares of abandonment and surface
restoration cost for such well as
provided in Article VI.B.2.(b




F. Termination of Operations:




          Upon the commencement of an operation for the drilling, Reworking, Sidetracking, Plugging
Back, Deepening, testing,
Completion or plugging of a well, including but not limited to the Initial Well, such operation
shall not be terminated without
consent of parties bearing 51% of the costs of such operation; provided, however, that
in the event granite or other
practically impenetrable substance or condition in the hole is encountered which renders further
operations impractical,
Operator may discontinue operations and give notice of such condition in the manner provided in
Article VI.B.1, and the
provisions of Article VI.B. or VI.E. shall thereafter apply to such operation, as appropriate.




G. Taking Production in Kind:





	 	 	þ Option No. 1: Gas Balancing Agreement Attached







     Each party shall have the right to take in kind or separately dispose of its proportionate share of all Oil and Gas produced from the
Contract Area, exclusive of production which may be used in development and producing
operations and in preparing and
treating Oil and Gas for marketing purposes and production unavoidably lost. Any extra
expenditure incurred in the taking
in kind or separate disposition by any party of its proportionate share of the production
shall be borne by such party. Any
party taking its share of production in kind shall be required to pay for only its
proportionate share of such part of
Operator’s surface facilities which it uses.




     Each party shall execute such division orders and contracts as may be necessary for the
sale of its interest in and
production from the Contract Area, and, except as provided in
Article VI.B. and Article VII.B., shall be
entitled to receive payment



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 A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




directly from the purchaser thereof for its share of all production.



See Article XVI.L.





     All parties shall give timely written notice to Operator of their Gas marketing
arrangements for the following
month, excluding price, and shall notify Operator immediately in the event of a change in
such arrangements.
Operator shall maintain records of all marketing arrangements, and of volumes actually sold
or transported, which
records shall be made available to Non-Operators upon reasonable request.




     In the event one or more parties’ separate disposition of its share of the Gas causes
split-stream deliveries to separate
pipelines and/or deliveries which on a day-to-day basis for any reason are not exactly equal
to a party’s respective proportionate share of total Gas sales to be allocated to it, the balancing or accounting between the
parties shall be in accordance with the Gas balancing agreement between the parties hereto, which is attached as Exhibit “E” or is a
separate agreement. Operator shall give notice to all parties of the first sales of Gas from
any well under this agreement.



ARTICLE VII.

EXPENDITURES AND LIABILITY OF PARTIES




A. Liability of Parties:




     The liability of the parties shall be several, not joint or collective. Each party shall be
responsible only for its obligations,
and shall be liable only for its proportionate share of the costs of developing and operating the
Contract Area. Accordingly, the
liens granted among the parties in Article VII.B. are given to secure only the debts of each
severally, and no party shall have
any liability to third parties hereunder to satisfy the default of any other party in the payment
of any expense or obligation
hereunder. It is not the intention of the parties to create, nor shall this agreement be construed
as creating, a mining or other
partnership, joint venture, agency relationship or association, or to render the parties liable as
partners, co-venturers, or
principals. In their relations with each other under this agreement, the parties shall not be
considered fiduciaries or to have
established a confidential relationship but rather shall be free to act on an arm’s-length basis in
accordance with their own
respective self-interest, subject, however, to the obligation of the parties to act in good faith
in their dealings with each other
with respect to activities hereunder.



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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



B. Liens and Security Interests:




     Each party grants to the other parties hereto a lien upon any interest it now owns or
hereafter acquires in Oil and Gas
Leases and Oil and Gas Interests in the Contract Area, and a security interest and/or purchase
money security interest in any
interest it now owns or hereafter acquires in the personal property and fixtures on or used or
obtained for use in connection
therewith, to secure performance of all of its obligations under this agreement including but not
limited to payment of expense,
interest and fees, the proper disbursement of all monies paid hereunder, the assignment or
relinquishment of interest in Oil
and Gas Leases as required hereunder, and the proper performance of operations hereunder. Such
lien and security interest
granted by each party hereto shall include such party’s leasehold interests, working interests,
operating rights, and royalty and
overriding royalty interests in the Contract Area now owned or hereafter acquired and in lands
pooled or unitized therewith or
otherwise becoming subject to this agreement, the Oil and Gas when extracted therefrom and
equipment situated thereon or
used or obtained for use in connection therewith (including, without limitation, all wells, tools,
and tubular goods), and accounts
(including, without limitation, accounts arising from gas imbalances or from the sale of Oil and/or
Gas at the wellhead),
contract rights, inventory and general intangibles relating thereto or arising therefrom, and all
proceeds and products of the
foregoing.



     To
perfect the lien and security agreement provided herein, each party hereto shall execute an instrument in the form attached as Exhibit “H”
and acknowledge any financing statement prepared and submitted by any party hereto in conjunction
herewith or at any time
following execution hereof, and Operator is authorized to file this agreement or an instrument in the form attached as Exhibit “H” executed herewith
as
a lien or mortgage in the applicable real estate records and as a financing statement with the
proper officer under the Uniform
Commercial Code in the state in which the Contract Area is situated and such other states as
Operator shall deem appropriate
to perfect the security interest granted hereunder. Any party may
file this agreement, or an instrument in the form attached as Exhibit “H” executed
herewith, or such other documents as it deems necessary as a lien or mortgage in the applicable
real estate records and/or a
financing statement with the proper officer under the Uniform Commercial Code.



     Each party represents and warrants to the other parties hereto that the lien and security
interest granted by such party to
the other parties shall be a first and prior lien, and each party hereby agrees to maintain the
priority of said lien and security
interest against all persons acquiring an interest in Oil and Gas Leases and Interests covered by
this agreement by, through or
under such party. All parties acquiring an interest in Oil and Gas Leases and Oil and Gas
Interests covered by this agreement,
whether by assignment, merger, mortgage, operation of law, or otherwise, shall be deemed to have
taken subject
to the lien and security interest granted by this Article VII.B. as to all obligations attributable
to such interest hereunder
whether or not such obligations arise before or after such interest is acquired.



     To the extent that parties have a security interest under the Uniform Commercial Code of the
state in which the
Contract Area is situated, they shall be entitled to exercise the rights and remedies of a secured
party under the Code.
The bringing of a suit and the obtaining of judgment by a party for the secured indebtedness shall
not be deemed an
election of remedies or otherwise affect the lien rights or security interest as security for the
payment thereof. In
addition, upon default by any party in the payment of its share of expenses, interests or fees, or
upon the improper use
of funds by the Operator, the other parties shall have the right, without prejudice to other rights
or remedies, to collect
from the purchaser the proceeds from the sale of such defaulting party’s share of Oil and Gas until
the amount owed by
such party, plus interest as provided in “Exhibit C,” has been received, and shall have the right
to offset the amount
owed against the proceeds from the sale of such defaulting party’s share of Oil and Gas. All
purchasers of production
may rely on a notification of default from the non-defaulting party or parties stating the amount
due as a result of the
default, and all parties waive any recourse available against purchasers for releasing production
proceeds as provided in
this paragraph.



     If any party fails to pay its share of cost within one hundred twenty (120) days after
rendition of a statement therefor by
Operator, the non-defaulting parties, including Operator, shall upon request by Operator, pay the
unpaid amount in the
proportion that the interest of each such party bears to the interest of all such parties. The
amount paid by each party so
paying its share of the unpaid amount shall be secured by the liens and security rights described
in Article VII.B., and each
paying party may independently pursue any remedy available hereunder or otherwise.



     If any party does not perform all of its obligations hereunder, and the failure to perform
subjects such party to foreclosure
or execution proceedings pursuant to the provisions of this agreement, to the extent allowed by
governing law, the defaulting
party waives any available right of redemption from and after the date of judgment, any required
valuation or appraisement
of the mortgaged or secured property prior to sale, any available right to stay execution or to
require a marshaling of assets
and any required bond in the event a receiver is appointed. In addition, to the extent permitted
by applicable law, each party
hereby grants to the other parties a power of sale as to any property that is subject to the lien
and security rights granted
hereunder, such power to be exercised in the manner provided by applicable law or otherwise in a
commercially reasonable
manner and upon reasonable notice.



     Each party agrees that the other parties shall be entitled to utilize the provisions of Oil
and Gas lien law or other lien
law of any state in which the Contract Area is situated to enforce the obligations of each party
hereunder. Without limiting
the generality of the foregoing, to the extent permitted by applicable law, Non-Operators agree
that Operator may invoke or
utilize the mechanics’ or materialmen’s lien law of the state in which the Contract Area is
situated in order to secure the
payment to Operator of any sum due hereunder for services performed or materials supplied by
Operator.



C. Advances:




     Operator, at its election, shall have the right from time to time to demand and receive from
one or more of the other
parties payment in advance of their respective shares of the estimated amount of the expense to be
incurred in all operations other than routine monthly operations
hereunder during the next succeeding month, which right may be exercised only by submission to each
such party of an
itemized statement of such estimated expense, together with an invoice for its share thereof. Each
such statement and invoice
for the payment in advance of estimated expense shall be submitted on or before the 20th day of the
next preceding month. Each party shall pay to Operator its proportionate share of such estimate within fifteen thirty (30) days after
such estimate and
invoice is received. If any party fails to pay its share of said estimate within said time, the
amount due shall bear interest as
provided in Exhibit “C” until paid. Proper adjustment shall be made monthly between advances and
actual expense to the end
that each party shall bear and pay its proportionate share of actual expenses incurred, and no
more.



D. Defaults and Remedies:




     If any party fails to discharge any financial obligation under this agreement, including
without limitation the failure to
make any advance under the preceding Article VII.C. or any other provision of this agreement,
within the period required for
such payment hereunder, then in addition to the remedies provided in Article VII.B. or elsewhere in
this agreement, the
remedies specified below shall be applicable. For purposes of this Article VII.D., all notices and
elections shall be delivered



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 A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



only by Operator, except that Operator shall deliver any such notice and election requested by a
non-defaulting Non-Operator,
and when Operator is the party in default, the applicable notices and elections can be delivered by
any Non-Operator.
Election of any one or more of the following remedies shall not preclude the subsequent use of any
other remedy specified
below or otherwise available to a non-defaulting party.



     1. Suspension of Rights: Any party may deliver to the party in default a Notice of
Default, which shall specify the default,
specify the action to be taken to cure the default, and specify that failure to take such action
will result in the exercise of one
or more of the remedies provided in this Article. If the default is not cured within thirty (30)
days of the delivery of such
Notice of Default, all of the rights of the defaulting party granted by this agreement may upon
notice be suspended until the
default is cured, without prejudice to the right of the non-defaulting party or parties to continue
to enforce the obligations of
the defaulting party previously accrued or thereafter accruing under this agreement. If Operator
is the party in default, the
Non-Operators shall have in addition the right, by vote of Non-Operators owning a majority in
interest in the Contract Area
after excluding the voting interest of Operator, to appoint a new Operator effective immediately.
The rights of a defaulting
party that may be suspended hereunder at the election of the non-defaulting parties shall include,
without limitation, the right
to receive information as to any operation conducted hereunder during the period of such default,
the right to elect to
participate in an operation proposed under Article VI.B. of this agreement, the right to
participate in an operation being
conducted under this agreement even if the party has previously elected to participate in such
operation, and the right to
receive proceeds of production from any well subject to this agreement.



     2. Suit for Damages: Non-defaulting parties or Operator for the benefit of
non-defaulting parties may sue (at joint
account expense) to collect the amounts in default, plus interest accruing on the amounts recovered
from the date of default
until the date of collection at the rate specified in Exhibit “C” attached hereto. Nothing herein
shall prevent any party from
suing any defaulting party to collect consequential damages accruing to such party as a result of
the default.



     3. Deemed Non-Consent: The non-defaulting party may deliver a written Notice of
Non-Consent Election to the
defaulting party at any time after the expiration of the thirty-day cure period following delivery
of the Notice of Default, in
which event if the billing is for the drilling a new well or the Plugging Back, Sidetracking,
Reworking or Deepening of a
well which is to be or has been plugged as a dry hole, or for the Completion or Recompletion of any
well, the defaulting
party will be conclusively deemed to have elected not to participate in the operation and to be a
Non-Consenting Party with
respect thereto under Article VI.B. or VI.C., as the case may be, to the extent of the costs unpaid
by such party,
notwithstanding any election to participate theretofore made. If election is made to proceed under
this provision, then the
non-defaulting parties may not elect to sue for the unpaid amount pursuant to Article VII.D.2.



     Until the delivery of such Notice of Non-Consent Election to the defaulting party, such party
shall have the right to cure
its default by paying its unpaid share of costs plus interest at the rate set forth in Exhibit “C,”
provided, however, such
payment shall not prejudice the rights of the non-defaulting parties to pursue remedies for damages
incurred by the non-
defaulting parties as a result of the default. Any interest relinquished pursuant to this Article
VII.D.3. shall be offered to the
non-defaulting parties in proportion to their interests, and the non-defaulting parties electing to
participate in the ownership
of such interest shall be required to contribute their shares of the defaulted amount upon their
election to participate therein.



     4. Advance Payment: If a default is not cured within thirty (30) days of the delivery
of a Notice of Default, Operator, or
Non-Operators if Operator is the defaulting party, may thereafter require advance payment from the
defaulting
party of such defaulting party’s anticipated share of any item of expense for which Operator, or
Non-Operators, as the case may
be, would be entitled to reimbursement under any provision of this agreement, whether or not such
expense was the subject of
the previous default. Such right includes, but is not limited to, the right to require advance
payment for the estimated costs of
drilling a well or Completion of a well as to which an election to participate in drilling or
Completion has been made. If the
defaulting party fails to pay the required advance payment, the non-defaulting parties may pursue
any of the remedies provided
in the Article VII.D. or any other default remedy provided elsewhere in this agreement. Any excess
of funds advanced remaining
when the operation is completed and all costs have been paid shall be promptly returned to the
advancing party.



     5. Costs and Attorneys’ Fees: In the event any party is required to bring legal
proceedings to enforce any financial
obligation of a party hereunder, the prevailing party in such action shall be entitled to recover
all court costs, costs of
collection, and a reasonable attorney’s fee, which the lien provided for herein shall also secure.



E. Rentals, Shut-in Well Payments and Minimum Royalties:




     Rentals,
shut-in well payments and minimum royalties which may be required under the terms of
any lease shall be paid
by the Operator for and on behalf of such parties who subjected such lease to this agreement at its or their expense. In the event two or
more parties
own and have contributed interests in the same lease to this agreement, such parties may designate
one of such parties to
make said payments for and on behalf of all such parties. Any party may request, and shall be
entitled to receive, proper
evidence of all such payments. In the event of failure to make proper payment of any rental,
shut-in well payment or
minimum royalty through mistake or oversight where such payment is required to continue the lease
in force, any loss which
results from such non-payment shall be borne in accordance with the provisions of Article IV.B.2.



     Operator shall notify Non-Operators of the anticipated completion of a shut-in well, or the
shutting in or return to
production of a producing well, at least five (5) days (excluding Saturday, Sunday, and legal
holidays) prior to taking such
action, or at the earliest opportunity permitted by circumstances, but assumes no liability for
failure to do so. In the event of
failure by Operator to so notify Non-Operators, the loss of any lease contributed hereto by
Non-Operators for failure to make
timely payments of any shut-in well payment shall be borne jointly by the parties hereto under the
provisions of Article
IV.B.3.



F. Taxes:




     Beginning with the first calendar year after the effective date hereof, Operator shall render
for ad valorem taxation all
property subject to this agreement which by law should be rendered for such taxes, and it shall pay
all such taxes assessed
thereon before they become delinquent. Prior to the rendition date, each Non-Operator shall
furnish Operator information as
to burdens (to include, but not be limited to, royalties, overriding royalties and production
payments) on Leases and Oil and
Gas Interests contributed by such Non-Operator. If the assessed valuation of any Lease is reduced
by reason of its being
subject to outstanding excess royalties, overriding royalties or production payments, the reduction
in ad valorem taxes
resulting therefrom shall inure to the benefit of the owner or owners of such Lease, and Operator
shall adjust the charge to
such owner or owners so as to reflect the benefit of such reduction. If the ad valorem taxes are
based in whole or in part
upon separate valuations of each party’s working interest, then notwithstanding anything to the
contrary herein, charges to
the joint account shall be made and paid by the parties hereto in accordance with the tax value
generated by each party’s
working interest. Operator shall bill the other parties for their proportionate shares of all tax
payments in the manner
provided in Exhibit “C.” However, if at any time any Party is taking its share of production
in-kind or is separately disposing of same, such Party shall pay or cause to be paid any and all
taxes to such production.



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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



     If Operator considers any tax assessment improper, Operator may, at its discretion, protest
within the time and manner
prescribed by law, and prosecute the protest to a final determination, unless all parties agree to
abandon the protest prior to final
determination. During the pendency of administrative or judicial proceedings, Operator may elect
to pay, under protest, all such taxes
and any interest and penalty. When any such protested assessment shall have been finally
determined, Operator shall pay the tax for
the joint account, together with any interest and penalty accrued, and the total cost shall then be
assessed against the parties, and be
paid by them, as provided in Exhibit “C.”



     Each party shall pay or cause to be paid all production, severance, excise, gathering and
other taxes imposed upon or with respect
to the production or handling of such party’s share of Oil and Gas produced under the terms of this
agreement.



ARTICLE VIII.

ACQUISITION, MAINTENANCE OR TRANSFER OF INTEREST




A. Surrender of Leases:




     The Leases covered by this agreement, insofar as they embrace acreage in the Contract Area,
shall not be surrendered in whole
or in part unless all parties consent thereto. However, no consent shall be necessary to release a
lease which has expired or otherwise terminated.



     However, should any party desire to surrender its interest in any Lease or in any portion
thereof, such party shall give written
notice of the proposed surrender to all parties, and the parties to whom such notice is delivered
shall have thirty (30) days after
delivery of the notice within which to notify the party proposing the surrender whether they elect
to consent thereto. Failure of a
party to whom such notice is delivered to reply within said 30-day period shall constitute a
consent to the surrender of the Leases
described in the notice. If all parties do not agree or consent thereto, the party desiring to
surrender shall assign, without express or
implied warranty of title, all of its interest in such Lease, or portion thereof, and any well,
material and equipment which may be
located thereon and any rights in production thereafter secured, to the parties not consenting to
such surrender. If the interest of the
assigning party is or includes an Oil and Gas Interest, the assigning party shall execute and
deliver to the party or parties not
consenting to such surrender an oil and gas lease covering such Oil and Gas Interest for a term of
one (1) year and so long
thereafter as Oil and/or Gas is produced in commercial quantities from the land covered thereby, such lease to be on a mutually acceptable form..”
Upon such assignment or lease, the assigning party shall be relieved from all obligations
thereafter accruing, but not theretofore
accrued, with respect to the interest assigned or leased and the operation of any well attributable
thereto, and the assigning party
shall have no further interest in the assigned or leased premises and its equipment and production
other than the royalties retained
in any lease made under the terms of this Article. The party assignee or lessee shall pay to the
party assignor or lessor the
reasonable salvage value of the latter’s interest in any well’s salvable materials and equipment
attributable to the assigned or leased
acreage. The value of all salvable materials and equipment shall be determined in accordance with
the provisions of Exhibit “C,” less
the estimated cost of salvaging and the estimated cost of plugging and abandoning and restoring the
surface. If such value is less
than such costs, then the party assignor or lessor shall pay to the party assignee or lessee the
amount of such deficit. If the
assignment or lease is in favor of more than one party, the interest shall be shared by such
parties in the proportions that the
interest of each bears to the total interest of all such parties. If the interest of the parties
to whom the assignment is to be made
varies according to depth, then the interest assigned shall similarly reflect such variances.



     Any assignment, lease or surrender made under this provision shall not reduce or change the
assignor’s, lessor’s or surrendering
party’s interest as it was immediately before the assignment, lease or surrender in the balance of
the Contract Area; and the acreage
assigned, leased or surrendered, and subsequent operations thereon, shall not thereafter be subject
to the terms and provisions of this
agreement but shall be deemed subject to an Operating Agreement  identical to this agreement and modified to
only reflect the
ownership of the acquiring parties and their respective interests.



B. Renewal or Extension of Leases:




     If any party secures a renewal or replacement of an Oil and Gas Lease or Interest subject to
this agreement, then all other parties who participated in the ownership of the lease or leases
being renewed
shall be notified promptly upon such acquisition or, in the case of a replacement Lease taken
before expiration of an existing Lease,
promptly upon expiration of the existing Lease. The parties notified shall have the right for a
period of thirty (30) days following
delivery of such notice in which to elect to participate in the ownership of the renewal or
replacement Lease, insofar as such Lease
affects lands within the Contract Area, by paying to the party who acquired it their proportionate
shares of the acquisition cost
allocated to that part of such Lease within the Contract Area, which shall be in proportion to the
interest held at that time by the
parties in the Contract Area. Each party who participates in the purchase of a renewal or
replacement Lease shall be given an
assignment of its proportionate interest therein by the acquiring party without warranty of title,
except as to acts by, through, or under
the acquiring party.



     If some, but less than all, of the parties elect to participate in the purchase of a renewal
or replacement Lease, it shall be owned
by the parties who elect to participate therein, in a ratio based upon the relationship of their
respective percentage of participation in
the Contract Area to the aggregate of the percentages of participation in the Contract Area of all
parties participating in the
purchase of such renewal or replacement Lease. The acquisition of a renewal or replacement Lease
by any or all of the parties hereto
shall not cause a readjustment of the interests of the parties stated in Exhibit “A,” but any
renewal or replacement Lease in which
less than all parties elect to participate shall not be subject to this agreement but shall be
deemed subject to a separate Operating
Agreement in the form of this agreement.



     If the interests of the parties in the Contract Area vary according to depth, then their right
to participate proportionately in
renewal or replacement Leases and their right to receive an assignment of interest shall also
reflect such depth variances.



     The provisions of this Article shall apply to renewal or replacement Leases whether they are
for the entire interest covered by
the expiring Lease or cover only a portion of its area or an interest therein. Any renewal or
replacement Lease taken before the
expiration of its predecessor Lease, or taken or contracted for or becoming effective within six
(6) months after the expiration of the
existing Lease, shall be subject to this provision so long as this agreement is in effect at the
time of such acquisition or at the time
the renewal or replacement Lease becomes effective; but any Lease taken or contracted for more than
six (6) months after the
expiration of an existing Lease shall not be deemed a renewal or replacement Lease and shall not be
subject to the provisions of this
agreement.



     The provisions in this Article shall also be applicable to extensions of Oil and Gas Leases.



C. Acreage or Cash Contributions:







     
While this agreement is in force, if any party receives a contribution of cash towards the drilling
of a well or any other
operation on the Contract Area, such contribution shall be paid to the party who conducted the
drilling or other operation and shall
be applied by it against the cost of such drilling or other operation. If the contribution be in
the form of acreage, the party to whom
the contribution is made shall promptly tender an assignment of the acreage, without warranty of
title, to the Drilling Parties in the
proportions said Drilling Parties shared the cost of drilling the well. Such acreage shall become a
separate Contract Area and, to the
extent possible, be governed by provisions identical to this agreement. Each party shall promptly
notify all other parties of any
acreage or cash contributions it may obtain in support of any well or any other operation on the
Contract Area. The above
provisions shall also be applicable to optional rights to earn acreage outside the Contract Area
which are in support of well drilled
inside Contract Area.



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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



     If any party contracts for any consideration relating to disposition of such party’s share of
substances produced hereunder,
such consideration shall not be deemed a contribution as contemplated in this Article VIII.C.



D. Assignment; Maintenance of Uniform Interest:




     Every sale, encumbrance, transfer or other disposition made by any party shall be made
expressly subject to this agreement
and shall be made without prejudice to the right of the other parties, and any transferee of an
ownership interest in any Oil and
Gas Lease or Interest shall be deemed a party to this agreement as to the interest conveyed from
and after the effective date of
the transfer of ownership; provided, however, that the other parties shall not be required to
recognize any such sale,
encumbrance, transfer or other disposition for any purpose hereunder until thirty (30) days after
they have received a copy of the
instrument of transfer or other satisfactory evidence thereof in writing from the transferor or
transferee. No assignment or other
disposition of interest by a party shall relieve such party of obligations previously incurred by
such party hereunder with respect
to the interest transferred, including without limitation the obligation of a party to pay all
costs attributable to an operation
conducted hereunder in which such party has agreed to participate prior to making such assignment,
and the lien and security
interest granted by Article VII.B. shall continue to burden the interest transferred to secure
payment of any such obligations.



     If, at any time the interest of any party is divided among and owned by four or more
co-owners, Operator, at its discretion,
may require such co-owners to appoint a single trustee or agent with full authority to receive
notices, approve expenditures,
receive billings for and approve and pay such party’s share of the joint expenses, and to deal
generally with, and with power to
bind, the co-owners of such party’s interest within the scope of the operations embraced in this
agreement; however, all such co-
owners shall have the right to enter into and execute all contracts or agreements for the
disposition of their respective shares of
the Oil and Gas produced from the Contract Area and they shall have the right to receive,
separately, payment of the sale
proceeds thereof.



E. Waiver of Rights to Partition:




     If permitted by the laws of the state or states in which the property covered hereby is
located, each party hereto owning an
undivided interest in the Contract Area waives any and all rights it may have to partition and have
set aside to it in severalty its
undivided interest therein.



ARTICLE IX.

INTERNAL REVENUE CODE ELECTION




     If, for federal income tax purposes, this agreement and the operations hereunder are regarded
as a partnership, and if the
parties have not otherwise agreed to form a tax partnership pursuant to Exhibit “G” or other
agreement between them, each
party thereby affected elects to be excluded from the application of all of the provisions of
Subchapter “K,” Chapter 1, Subtitle
“A,” of the Internal Revenue Code of 1986, as amended (“Code”), as permitted and authorized by
Section 761 of the Code and
the regulations promulgated thereunder. Operator is authorized and directed to execute on behalf
of each party hereby affected
such evidence of this election as may be required by the Secretary of the Treasury of the United
States or the Federal Internal
Revenue Service, including specifically, but not by way of limitation, all of the returns,
statements, and the data required by
Treasury Regulation §1.761. Should there be any requirement that each party hereby affected give
further evidence of this
election, each such party shall execute such documents and furnish such other evidence as may be
required by the Federal Internal
Revenue Service or as may be necessary to evidence this election. No such party shall give any
notices or take any other action
inconsistent with the election made hereby. If any present or future income tax laws of the state
or states in which the Contract
Area is located or any future income tax laws of the United States contain provisions similar to
those in Subchapter “K,” Chapter
1, Subtitle “A,” of the Code, under which an election similar to that provided by Section 761 of
the Code is permitted, each party
hereby affected shall make such election as may be permitted or required by such laws. In making
the foregoing election, each
such party states that the income derived by such party from operations hereunder can be adequately
determined without the
computation of partnership taxable income.



ARTICLE X.

CLAIMS AND LAWSUITS




     Operator may settle any single uninsured third party damage claim or suit arising from
operations hereunder if the expenditure
does not exceed Twenty-five thousand and no/100 Dollars ($25,000.00) and if the
payment is in complete settlement
of such claim or suit. If the amount required for settlement exceeds the above amount, the parties
hereto shall assume and take over
the further handling of the claim or suit, unless such authority is delegated to Operator. All
costs and expenses of handling settling,
or otherwise discharging such claim or suit shall be a the joint expense of the parties
participating in the operation from which the
claim or suit arises. If a claim is made against any party or if any party is sued on account of
any matter arising from operations
hereunder over which such individual has no control because of the rights given Operator by this
agreement, such party shall
immediately notify all other parties, and the claim or suit shall be treated as any other claim or
suit involving operations hereunder.



-15-









 




 A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



ARTICLE XI.

FORCE MAJEURE




     If any party is rendered unable, wholly or in part, by force majeure to carry out its
obligations under this agreement, other
than the obligation to indemnify or make money payments or furnish security, that party shall give
to all other parties
prompt written notice of the force majeure with reasonably full particulars concerning it;
thereupon, the obligations of the
party giving the notice, so far as they are affected by the force majeure, shall be suspended
during, but no longer than, the
continuance of the force majeure. The term “force majeure,” as here employed, shall mean an act of
God, strike, lockout, or
other industrial disturbance, act of the public enemy, war, blockade, public riot, lightening,
fire, storm, flood or other act of
nature, explosion, governmental action, governmental delay, restraint or inaction, unavailability
of equipment, and any other
cause, whether of the kind specifically enumerated above or otherwise, which is not reasonably
within the control of the party
claiming suspension.



     The affected party shall use all reasonable diligence to remove the force majeure situation as
quickly as practicable. The
requirement that any force majeure shall be remedied with all reasonable dispatch shall not require
the settlement of strikes,
lockouts, or other labor difficulty by the party involved, contrary to its wishes; how all such
difficulties shall be handled shall
be entirely within the discretion of the party concerned.



ARTICLE XII.

NOTICES




     All notices authorized or required between the parties by any of the provisions of this
agreement, unless otherwise
specifically provided, shall be in writing and delivered in person or by United States mail,
courier service, telegram, telex,
telecopier or any other form of facsimile, postage or charges prepaid, and addressed to such
parties at the addresses listed on
Exhibit “A.” All telephone or oral notices permitted by this agreement shall be confirmed
immediately thereafter by written
notice. The originating notice given under any provision hereof shall be deemed delivered only
when received by the party to
whom such notice is directed, and the time for such party to deliver any notice in response thereto
shall run from the date
the originating notice is received. “Receipt” for purposes of this agreement with respect to
written notice delivered hereunder
shall be actual delivery of the notice to the address of the party to be notified specified in
accordance with this agreement, or
to the telecopy, facsimile or telex machine of such party. The second or any responsive notice
shall be deemed delivered when
deposited in the United States mail or at the office of the courier or telegraph service, or upon
transmittal by telex, telecopy
or facsimile, or when personally delivered to the party to be notified, provided, that when
response is required within 24 or
48 hours, such response shall be given orally or by telephone, telex, telecopy or other facsimile
within such period. Each party
shall have the right to change its address at any time, and from time to time, by giving written
notice thereof to all other
parties. If a party is not available to receive notice orally or by telephone when a party
attempts to deliver a notice required
to be delivered within 24 or 48 hours, the notice may be delivered in writing by any other method
specified herein and shall
be deemed delivered in the same manner provided above for any responsive notice.



ARTICLE XIII.

TERM OF AGREEMENT




     Unless terminated by mutual consent of the parties hereto,
This agreement shall remain in full force and effect as to the Oil and Gas Leases and/or Oil
and Gas Interests subject
hereto for the period of time selected below; provided, however, no party hereto shall ever be
construed as having any right, title
or interest in or to any Lease or Oil and Gas Interest contributed by any other party beyond the
term of this agreement.



	 	o	 	 







	 	þ	 	Option No. 2: In the event the well described in Article VI.A., or any subsequent well drilled under any provision
of this agreement, results in the Completion of a well as a well capable of production of Oil and/or Gas in paying
quantities, this agreement shall continue in force so long as any such well is capable of production, and for an
additional period of 90 days thereafter; provided, however, if, prior to the expiration of such
additional period, one or more of the parties hereto are engaged in drilling, Reworking, Deepening, Sidetracking,
Plugging Back, testing or attempting to Complete or Re-complete a well or wells hereunder, this agreement shall
continue in force until such operations have been completed and if production results therefrom, this agreement
shall continue in force as provided herein. In the event the well described in Article VI.A., or any subsequent well
drilled hereunder, results in a dry hole, and no other well is capable of producing Oil and/or Gas from the
Contract Area, this agreement shall terminate unless drilling, Deepening, Sidetracking, Completing, Re-
completing, Plugging Back or Reworking operations are commenced within 90 days from the
date of abandonment of said well. “Abandonment” for such purposes shall mean either (i) a
decision by all parties
not to conduct any further operations on the well or (ii) the elapse of 180 days from the
conduct of any
operations on the well, whichever first occurs.





     The termination of this agreement shall not relieve any party hereto from any expense,
liability or other obligation or any
remedy therefor which has accrued or attached prior to the date of such termination.



     Upon termination of this agreement and the satisfaction of all obligations hereunder, in the
event a memorandum of this
Operating Agreement has been filed of record, Operator is authorized to file of record in all
necessary recording offices a
notice of termination, and each party hereto agrees to execute such a notice of termination as to
Operator’s interest, upon
request of Operator, if Operator has satisfied all its financial obligations.



ARTICLE XIV.

COMPLIANCE WITH LAWS AND REGULATIONS




A. Laws, Regulations and Orders:




     This agreement shall be subject to the applicable laws of the state in which the Contract Area
is located, to the valid rules,
regulations, and orders of any duly constituted regulatory body of said state; and to all other
applicable federal, state,
and local laws, ordinances, rules, regulations and orders.



B. Governing Law:




     This agreement and all matters pertaining hereto, including but not limited to matters of
performance, non-performance, breach, remedies, procedures, rights, duties, and interpretation or construction,
shall be governed and determined by the law of the state of Texas.



C. Regulatory Agencies:




     Nothing herein contained shall grant, or be construed to grant, Operator the right or
authority to waive or release any
rights, privileges, or obligations which Non-Operators may have under federal or state laws or
under rules, regulations or



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A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989



orders promulgated under such laws in reference to oil, gas and mineral operations, including the
location, operation, or
production of wells, on tracts offsetting or adjacent to the Contract Area.




          With respect to the operations hereunder, Non-Operators agree to release Operator from any and
all losses, damages,
injuries, claims and causes of action arising out of, incident to or resulting directly or
indirectly from Operator’s interpretation
or application of rules, rulings, regulations or orders of the Department of Energy or Federal
Energy Regulatory Commission
or predecessor or successor agencies to the extent such interpretation or application was made in
good faith and does not
constitute gross negligence. Each Non-Operator further agrees to reimburse Operator for such
Non-Operator’s share of
production or any refund, fine, levy or other governmental sanction that Operator may be required
to pay as a result of such
an incorrect interpretation or application, together with interest and penalties thereon owing by
Operator as a result of such
incorrect interpretation or application.



ARTICLE XV.

MISCELLANEOUS




A. Execution:




     This agreement shall be binding upon each Non-Operator when this agreement or a counterpart
thereof has been
executed by such Non-Operator and Operator notwithstanding that this agreement is not then or
thereafter executed by all of
the parties to which it is tendered or which are listed on Exhibit “A” as owning an interest in the
Contract Area or which
own, in fact, an interest in the Contract Area. Operator may, however, by written notice to all
Non-Operators who have
become bound by this agreement as aforesaid, given at any time prior to the actual spud date of the
Initial Well but in no
event later than five days prior to the date specified in Article VI.A. for commencement of the
Initial Well, terminate this
agreement if Operator in its sole discretion determines that there is insufficient participation to
justify commencement of
drilling operations. In the event of such a termination by Operator, all further obligations of
the parties hereunder shall cease
as of such termination. In the event any Non-Operator has advanced or prepaid any share of
drilling or other costs
hereunder, all sums so advanced shall be returned to such Non-Operator without interest. In the
event Operator proceeds
with drilling operations for the Initial Well without the execution hereof by all persons listed on
Exhibit “A” as having a
current working interest in such well, Operator shall indemnify Non-Operators with respect to all
costs incurred for the
Initial Well which would have been charged to such person under this agreement if such person had
executed the same and
Operator shall receive all revenues which would have been received by such person under this
agreement if such person had
executed the same.



B. Successors and Assigns:




     This agreement shall be binding upon and shall inure to the benefit of the parties hereto and
their respective heirs,
devisees, legal representatives, successors and assigns, and the terms hereof shall be deemed to
run with the Leases or
Interests included within the Contract Area.



C. Counterparts:




     This instrument may be executed in any number of counterparts, each of which shall be
considered an original for all
purposes.



D. Severability:




     For the purposes of assuming or rejecting this agreement as an executory contract pursuant to
federal bankruptcy laws,
this agreement shall not be severable, but rather must be assumed or rejected in its entirety, and
the failure of any party to
this agreement to comply with all of its financial obligations provided herein shall be a material
default.



ARTICLE XVI.

OTHER PROVISIONS




See Article XVI Attached Hereto




-17-











 





ARTICLE XVI.

OTHER PROVISIONS





	A.	 	PRIORITY OF ARTICLE XVI.




In the event of conflict between the provisions of Article XVI.and any other provisions of this
Operating Agreement or its Exhibits, the provisions of this Article XVI.shall control.





	B.	 	PROPOSED OPERATIONS




Notwithstanding anything to the contrary above set forth, the term “Proposed Operations” shall
expressly include reworking and sidetracking as well as any other operations as may, from time to
time, be accepted practices in the area and locality in which the operations are to be pursued.
In the event of conflict between the provisions of Article XVI, and any other provisions of this
Operating Agreement of its Exhibits, the provisions of this Article XVI, shall control.





	C.	 	WELL PROPOSALS




Except with the consent of all parties and as hereinafter provided, it is specifically provided
that no notice shall be given under Article VI hereof which proposes the drilling of more than one
(1) well at a time to the same objective. Further, the provisions of said Article VI, insofar as
same pertains to notification by a party of its desire to drill a well, shall be suspended for so
long as: 1.) a prior notice has been given which is still in force and effect and the period of
time during which the well regarding same may be commenced has not expired; or, 2.) a well is
presently drilling hereunder. This paragraph shall not apply under those circumstances where the
well to which notice is directed is a well which is necessary under the terms of a lease or
contract, or one required to maintain a lease or a portion thereof in force and effect.



Notwithstanding the provisions of Article VI of this Operating Agreement, if any “proposed
operation” is necessary to earn or to maintain in full force and effect an Oil and Gas Lease, then
as to any such Oil and Gas Lease, the provisions of Article VI.B.2. shall not apply to any party
that elects not to participate in such operations. The party electing not to participate in such
operation (“Non-Consenting Party”) shall forfeit and assign to each party that elects to
participate in such operation (“Consenting Party”), in the proportions that each Consenting Party’s
interest bears to the total interest of all Consenting Parties, all of such Non-Consenting Party’s
interest covered by the Oil and Gas Leases which are so maintained and/or the Oil and Gas Leases
earned by such operations. Thereafter, the terms of this Operating Agreement shall be deemed to be
modified insofar as the same pertains to the lands and depths covered by such Oil and Gas Leases to
(i) reflect the ownership of the Consenting Parties and their respective interests, (ii) reflect
that the Contract Area shall mean the lands covered by the Oil and Gas Leases that are maintained
and/or earned by such operations. A “proposed operation” shall be deemed necessary to maintain an
Oil and Gas Lease in full force and effect if the Oil and Gas Lease earned, as applicable to the
affect portion thereof, is not being otherwise maintained and if the operation is proposed within
six (6) months or less before the expiration or termination of the Oil and Gas Lease.



Nothing herein shall be construed as requiring a relinquishment of such Non-Participating Party’s
interest in any producing wells or units, or in any other wells then being drilled, reworked or
shut-in in the Contract Area, or releasing such Non-Participating Party from any liability for
plugging and abandoning, environmental damages, etc. arising from operations conducted in the
Contract Area prior to the relinquishment of such Non-Participating Party’s interest.





	D.	 	SUBSEQUENTLY CREATED BURDENS




Notwithstanding any provision of this agreement to the contrary where, under the terms of this
agreement, if a party hereto is required to assign to one or more of the other parties its interest
in one or more leases or portion or part thereof, such assignment shall be made free and clear of
all overriding royalties, production payments, net profits interests, mortgages, liens or other
burdens placed thereon by the assigning party resulting from its ownership and operation of such
lease or interest on and after the date of this instrument, except such burdens as mentioned in
Exhibit “A”, or with which the lease or interest was burdened when acquired by the party, by,
through and under but otherwise without warranty of title, either expressed or implied.





	E.	 	PROHIBITION AGAINST OPERATIONS ON PRODUCING WELLS




It is agreed that without the mutual consent of all parties, no reworking or other operations shall
be conducted under the provisions of Article VI hereof so long as any completion is producing in






17a









 







paying quantities or is capable or producing in paying quantities in the well with respect to which
such proposal is made.





	F 	 	PRIORITY OF OPERATIONS




Where a well, authorized under the terms of this agreement by all parties (or by less than all
parties under Article VI.B.2.), has been drilled to the authorized depth or the objective formation
and the parties participating in the well cannot agree on the sequence and timing of further
operations regarding such well, the following elections shall control in the order enumerated
below:





	 	1.	 	an election to do additional logging, coring or testing;
	 
	 	2.	 	an election to attempt to complete the well at either the authorized depth or
objective formation;
	 
	 	3.	 	an election to sidetrack the well;
	 
	 	4.	 	an election to plug back and attempt to complete the well;
	 
	 	5.	 	an election to deepen the well; and,
	 
	 	6.	 	plugging and abandonment.




It is provided, however, that if at any time while the participating parties are considering the
above elections, the hole is in such a condition that, in the opinion of the Operator, a reasonably
prudent Operator would not conduct the operations contemplated by the particular election involved
for fear of placing the hole in jeopardy or losing the same prior to completing the well at the
authorized depth or objective formation, such election shall not be given the priority hereinabove
set forth. In such event the operation which is less likely to jeopardize the well, in the opinion
of a majority interest of the parties, will be conducted. Notwithstanding the provisions of Article
VI.A., should any one of the Parties to this Agreement having a right request that additional
logging, coring or testing be conducted, which has not been prescribed by the Operator, then, after
Operator has given all Parties having a right twenty-four (24) hours to elect to participate in the
proposed additional testing operation or has received all of the elections, whichever is the
earlier, Operator shall conduct such work for the sole benefit, liability and expense of those
Parties electing to participate in such additional testing operation. Expenses involved shall
include, but not be limited to, the standby time from the initial request for the additional work
to be done to its completion. Liabilities shall include, but not be limited to, the integrity of
the wellbore and any costs associated with restoring the wellbore to, as near as possible, its
condition prior to conducting such work. Only those Parties participating in the proposed work
shall receive the information generated therefrom, Nothing in this provision, however, shall force
the Operator to conduct any test, log or core requested under the terms of this provision which
may, in Operator’s sole judgement, endanger the hole.





	G	 	LIENS AND OBLIGATIONS APPLICABLE TO SUBSEQUENTLY CREATED
INTERESTS





     1. If the owner of the interest from which a Subsequently Created Interest (as defined in
Article IIIC.) is derived fails to pay, when due, its share of expenses chargeable hereunder, the
lien granted the other parties hereto under the provisions of Article VIIB. or under the
appropriate state statutes shall cover and affect the Subsequently Created Interest and the rights
of the parties shall be the same as if the Subsequently Created Interest had not been created.



     2. If
the owner of the interest from which a Subsequently Created Interest (as defined in Article IIIC.) is derived (i) elects to abandon a well under the provisions of Article VI.E.
hereof, (ii) elects to surrender a lease (or portion thereof) under the provisions of Article
VIII.A. hereof or (iii) elects not to pay rentals attributable to its interest in any lease and
thereby is required to assign the lease or that portion or interest therein for which it elects not
to pay rentals to those parties paying such rental, such assignment shall be free and clear of the
Subsequently Created Interest.




     3. The owner creating such interest shall indemnify and hold the other parties hereto harmless
from any claim or cause of action by the owner of the Subsequently Created Interest.



17b









 






	H.	 	DEFAULT ON PAYMENTS




If any party (including the Operator) fails to pay its share of any cost, including any advance
which it is obligated to make under the preceding Article VIIC. or any other provision of this
agreement,
within the period required for such payment hereunder, then in addition to the remedies provided in
Article VIIB. the Operator (or any Non-Operator if the Operator is the party in default) may pursue
any of the following remedies:




     1. Withdrawal of Proposed Operation: Operator (or the Non-Operators if Operator is the
party in default) may withdraw its proposed operation (including, but not limited to, the proposed
drilling of the Initial Well as provided in Article VIA. hereof) and shall promptly notify all
Non-Operators of such decision.



     2. Suspension of Rights: Operator (or the Non-Operators if Operator is the party in
default) may deliver to the party in default a Notice of Default, which shall specify the default,
specify the action to be taken to cure the default, and specify that failure to take such action
will result in the exercise of one or more of the remedies provided in this Article. If the default
is not cured within fifteen days of the delivery of such Notice of Default, Operator (or the
Non-Operators if Operator is the party in default) may suspend any or all of the rights of the
defaulting party granted by this agreement until the default is cured, without prejudice to the
right of the


Non-defaulting party to continue to enforce the obligations of the defaulting party theretofore
accrued or thereafter accruing under this agreement. If Operator is the party in default, the
Non-Operators shall in addition have the right, by vote of Non-Operators owning a majority in
interest in the Contract Area after excluding the voting interest of Operator, to appoint a new
Operator effective immediately. The rights of a defaulting party that may be suspended hereunder at
the election of the nondefaulting parties shall include, without limitation, the right to receive
information as to any operation conducted hereunder during the period of such default, and the
right to elect to participate in an operation proposed under Article VI.B.1. of this agreement.




     3. Suit for Damages: Operator (or the Non-Operators if Operator is the party in
default) may sue to collect the amounts in default together with all consequential damages suffered
by the nondefaulting parties as a result of the default, plus interest accruing on the amounts
recovered from the date of default until the date of collection at the rate specified in Section
I.(3) of the Accounting Procedures attached hereto.



     4. Deemed Non-Consent: Operator (or any Non-Operator if the Operator is the party in
default) may deliver a written Notice of Non-Consent Election to the defaulting party at any time
after the expiration of the fifteen day cure period following delivery of the Notice of Default, in
which event if the billing is for the drilling of a new well or the plugging back, sidetracking,
reworking or deepening of a well which is to be or has been plugged as a dry hole, or for the
completion or recompletion of any well, the non-paying party will be conclusively deemed to have
elected not to participate in the operation and to be a Non-Consenting Party with respect thereto
under Article VI.B. or VII.D.1. (Option No. 2) to the extent of the costs unpaid by such party,
notwithstanding any election to participate theretofore made. If election is made to proceed under
this provision, then the nondefaulting party may not elect to sue for the unpaid amount pursuant to
Article XVI.H.3. Until the delivery of such Notice of Non-Consent Election to the non-paying party,
such party shall have the right to cure its default by paying the unpaid billing plus interest at
the rate set forth in Section I(3) of the attached Accounting Procedures plus any costs or damages
incurred by the nondefaulting parties as a result of the default. Any interest relinquished
pursuant to this Article XVI.H.4. shall be offered by Operator (or by the Non-Operators if Operator
is the defaulting party) to the non-defaulting parties in proportion to their interests, and the
non-defaulting parties electing to contribute their share of the defaulted amount.



     5. Good-Faith Disputes: In the event a party disputes in good faith the existence of a
default on his part that is the subject of a Notice of Default, such party may avoid the imposition
of the remedies for such default contained in this agreement by paying the disputed amount into an
account at a bank requiring the signatures of both such party and the Operator (or, if the Operator
is the party in default, a Non-Operator designated by the Non-Operators) in order to release such
funds. Such funds shall be released to the party entitled thereto upon the resolution of the issue
raised by the objecting party.



     6. Costs and Attorneys’ Fees: In the event any party ever be required to bring legal
proceedings in order to collect any sums due from any other party or any to enforce any other right



17c









 




under this agreement, then the prevailing party in such action shall also be entitled to
recover all court costs, costs of collection, and a reasonable attorney’s fee, which the lien
provided for herein shall also secure.





	I.	 	SUCCESSOR TO BILLING PARTY




Notwithstanding the provisions of this agreement and of the Accounting Procedure attached hereto as
Exhibit “C” the parties to this agreement specifically agree that in no event during the term of
this agreement shall Operator be required to make more than one billing for the entire interest
credited to each party. It is further agreed that if any party to this agreement (hereafter
referred to as “Selling Party”) disposes of part of the interest credited to it, the Selling Party
will be solely responsible for billing its assignee or assignees, and shall remain primarily liable
to the other parties for the interest or interests assigned and shall make prompt payment to
Operator for the entire amount of statements and billings rendered to it. It is further understood
and agreed that if Selling Party disposes of all of its interest, whether to one or several
assignees, Operator shall continue to issue statements and billings to the Selling Party for the
interest conveyed until such time as Selling Party has designated and qualified an assignee to
receive the billing for the entire interest. In order to qualify one assignee to receive the
billing for the entire interest credited to Selling Party, Selling Party shall furnish to Operator
the following:




     1. Written notice of the conveyance and photostatic or certified copies of the assignments by
which the transfer was made.



     2. The name of the assignee to be billed and a written statement signed by the assignee to be
billed in which it consents to receive statements and billings of the entire interest credited to
Selling Party hereof and, further, consents to handle any necessary sub-billings in the event it
does not own the entire interest credited to Selling Party.




	J.	 	SEPARATELY MEASURED PRODUCTION




If a diversity of the interest in production from an Oil and Gas Lease subject to this Agreement
occurs as a result of operations by less than all parties pursuant to any provision of this
Agreement, it is agreed that the oil and other liquid hydrocarbons produced from the well or wells
completed by the consenting party or parties shall be separately measured by standard metering
equipment to be properly tested periodically for accuracy, and the setting of a separate tank
battery will not be required unless the purchaser of the production or governmental regulatory body
having jurisdiction will not approve metering for separately measuring the production.





	K.	 	OPERATOR AS REPRESENTATIVE




Operator shall act as the representative of all parties hereto in all hearings and proceedings
before administrative bodies concerning the Contract Area and, subject to approval by
Non-Operators, all costs and expenses incurred by Operator directly or by retention of outside
personnel in participation in such hearings or proceedings shall be proper charges against the
joint account provided, however, that nothing contained herein shall prohibit any of the parties
other than Operator from participating in any such hearings or proceedings in his or its own behalf
and at his or its own cost and expense.



The Operator shall at all times consult freely with all other parties concerning the operations
being or to be conducted on the Contract Area and shall permit any party hereto to collaborate in
any litigation or hearing before any administrative body, State or Federal, affecting the Contract
Area or the production therefrom.





	L.	 	PRESS RELEASES




Any party hereto desiring to issue a news release concerning operations conducted on the Contract
Area shall provide the other parties hereto with copies of the proposed release and no such news
release shall be issued without first obtaining the written consent of all parties participating in
such operations.





	M.	 	MEMORANDUM OF JOINT OPERATING AGREEMENT




The parties hereto agree to execute simultaneously herewith the Memorandum of Operating Agreement
in the form and language set for in Exhibit “G”, which is attached hereto and made a part hereof
for all purposes. The parties agree to execute amendments of same, from time to time, to
accurately reflect the area covered by this Operating Agreement and the current working interests
of the parties hereto.







17d









 









	N.	 	NOTIFICATION OF SUBSEQUENT OPERATION




Notwithstanding anything to the contrary contained in this Agreement or any other agreement
governing the period within which any Non-Operator shall be required to make an election as to
whether it will participate or not participate, as the case may be, in any operation, including,
without limitation, any Drilling, Reworking, Sidetracking, Completion, Deepening, Recompletion,
Plug Back or any other operation requiring the giving of notice prior to the commencement thereof
(individually an “Operation” and collectively, “Operations”) in the Contract Area (such election,
an “Election”), Operator and each of the Non-Operators covenant and agree that any Operation may,
at the sole discretion of Operator, be commenced prior to, contemporaneously with, or after, the
giving notice of such Operation, but prior to the expiration of the time provided for any such
Non-Operator to make it’s Election. Operator and each of the Non-Operators further covenant and
agree that (i) any notice delivered hereunder in connection with any Operation will not be rendered
or deemed untimely, prejudicial, ineffective, or in any way deficient as a result of the
commencement of any Operation, prior to contemporaneously with, or after, the giving of notice of
such Operation, but prior to the expiration of the time provided for in this Agreement for any such
Non-Operator to make its Election and (ii) under no circumstance, will any party to this Agreement
be required to make an Election prior to the expiration of the time provided for making such
Election provided pursuant to this Agreement.





	O.	 	CONTROLLING CONTRACT




The terms of this Operating Agreement are subject to the provisions set out in that certain Farmout
Agreement dated October 4, 2010, between Devon Energy Production Co., L.P., and Sun River Energy,
Inc., and wherever the terms of this Operating Agreement conflict with the terms of said Farmout
Agreement, the terms of said Farmout Agreement shall prevail.





17e











 





A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




     IN WITNESS WHEREOF, this agreement shall be effective as of the                      day of                     ,
                    .



	 	 	 	 	 	 
	ATTEST OR WITNESS: 		OPERATOR



Sun River Operating, Inc.

 	 
	 		By  	
 	 
	 		 	Donal R. Schmidt, Jr. 	 
	 		 	Type or print name 	 
	 		 	Title  	President and CEO
 	 
	 		 	Date  	
 	 
	 		 	Tax ID or S.S. No. 27-9048505
 	




NON-OPERATORS




	 	 	 	 	 	 
	 		
Devon Energy Production Company, L.P.

 	 
	 		By  	
 	 
	 		 	Daniel W. Higdon, Agent and Attorney-in-Fact 	 
	 		 	Type or print name 	 
	 		 	Title  	
 	 
	 		 	Date  	
 	 
	 		 	Tax
ID or S.S.
No. ___________________________	 	 






	 	 	 	 	 	 
	 		Sun River Energy, Inc.

 	 
	 		By  	
 	 
	 		 	Donal R. Schmidt, Jr. 	 
	 		 	Type or print name 	 
	 		 	Title  	President and CEO
 	 
	 		 	Date  	
 	 
	 		 	Tax ID or S.S. No. 84-1491159
 	






	 	 	 	 	 	 
	 		
 	 
	 		By  	
 	 
	 		 	 	 
	 		 	Type or print name 	 
	 		 	Title  	
 	 
	 		 	Date  	
 	 
	 		 	Tax ID or S.S. No. _____________________________
 	 	 




-18-









 





A.A.P.L. FORM 610 — MODEL FORM OPERATING AGREEMENT — 1989




ACKNOWLEDGMENTS



     Note: The following forms of acknowledgment are the short forms approved by the Uniform Law on
Notarial Acts.


The validity and effect of these forms in any state will depend upon the statutes of that state.



Acknowledgment in representative capacity:




	 	 	 	 	 	 	 

	State of TEXAS

	 	 	)	 	 	 
	 

	 	 	)	 	 	ss.
	County of DALLAS

	 	 	)	 	 	 






     This instrument was acknowledged before me on


                     by Donal R. Schmidt, Jr. as President and CEO of Sun River Operating, Inc.



(Seal, if any)




	 	 	 	 	 
	 	 	 
	 	 	 
	 	Title (and Rank) 	 	 
	 	My commission expires: 	 	 
	 



Acknowledgment in representative capacity:




	 	 	 	 	 	 	 

	State of                     

	 	 	)	 	 	 
	 

	 	 	)	 	 	ss.
	County of                     

	 	 	)	 	 	 






     This instrument was acknowledged before me on


       
                
                 
 by                 
               
          as
           
          of
                  
                  
                        .



(Seal, if any)




	 	 	 	 	 
	 	 	 
	 	 	 
	 	Title (and Rank) 	 	 
	 	My commission expires: 	 	 
	 




Acknowledgment in representative capacity:




	 	 	 	 	 	 	 

	State of TEXAS

	 	 	)	 	 	 
	 

	 	 	)	 	 	ss.
	County of DALLAS

	 	 	)	 	 	 






     This instrument was acknowledged before me on


                     by Donal R. Schmidt, Jr. as President and CEO of Sun River Energy, Inc.



(Seal, if any)




	 	 	 	 	 
	 	 	 
	 	 	 
	 	Title (and Rank) 	 	 
	 	My commission expires: 	 	 
	 



-19-











 





EXHIBIT “A”



Attached to and made a part of that certain Operating Agreement dated                          , 2010, by
and between, Sun River Operating, Inc.,as Operator and Devon Energy Production Company, L.P., et
al, as Non — Operators.





	 	1.	 	Description of lands subject to this agreement:
	 
	 	 	 	As shown on Exhibit “B” and described in the oil and gas leases set out below, INSOFAR AND
ONLY INSOFAR as such leases cover lands within the boundaries of the                                         
Unit, Panola County, Texas, being a                      acre unit.
	 
	 	2.	 	Restrictions, if any, as to depths, formations, or substances.
	 






 






	* 	 	 	To be determined
	 
	 	3. & 4.	 	Parties to agreement with addresses and telephone numbers for notice purposes:





	 	 	 	 	 
	 	 	Working Interest	 
	 
	 	 	 	 
	Sun River Operating, Inc.

	 	*To be determined	 
	5950 Berkshire Lane, Suite 1650

Dallas, Texas 75225

Attention: Stuart J. Newsome

Telephone: 800-669-6511

Facsimile: 888-344-8871
	 	 	 	 
	 
	 	 	 	 
	Devon Energy Production Company, L.P.

	 	*To be determined	 
	1200 Smith Street

Houston, Texas 77002

Attention: Land Supervisor-Carthage District

Telephone: 713-286-5700

Facsimile: 713-265-8865
	 	 	 	 
	 
	 	 	 	 
	 
	 	 	 
	 
	 	 	 	 
	Total:
	 	 	100.000000	%







	 	5.	 	Oil and Gas Leases and/or Oil and Gas Interests subject to this agreement:
	 
	 	 	 	See attached Exhibit “A-1”




 









 











EXHIBIT “B”




Attached to and made part of that certain Operating Agreement dated                     ,

2010 by and between Sun River Operating, Inc., as Operator, and Devon Energy

Production Company, L.P., et al, as Non-Operators



Plat of Contract Area



*To be determined




 











 





			
	
	 	COPAS 2005 Accounting Procedure

Recommended by COPAS, Inc.






Exhibit “C”

ACCOUNTING PROCEDURE

JOINT OPERATIONS



Attached
to and made part of that certain Operating Agreement dated
_____________, 2010 by and between Sun River Operating, Inc., as Operator, and Devon Energy Production Company, L.P., et al as Non-Operator.



I. GENERAL PROVISIONS



IF THE PARTIES FAIL TO SELECT EITHER ONE OF COMPETING “ALTERNATIVE” PROVISIONS, OR SELECT ALL THE
COMPETING “ALTERNATIVE” PROVISIONS, ALTERNATIVE 1 IN EACH SUCH INSTANCE SHALL BE DEEMED TO HAVE
BEEN ADOPTED BY THE PARTIES AS A RESULT OF ANY SUCH OMISSION OR DUPLICATE NOTATION.



IN THE EVENT THAT ANY “OPTIONAL” PROVISION OF THIS ACCOUNTING PROCEDURE IS NOT ADOPTED BY THE
PARTIES TO THE AGREEMENT BY A TYPED, PRINTED OR HANDWRITTEN INDICATION, SUCH PROVISION SHALL NOT
FORM A PART OF THIS ACCOUNTING PROCEDURE, AND NO INFERENCE SHALL BE MADE CONCERNING THE INTENT
OF THE PARTIES IN SUCH EVENT.





	1.	 	DEFINITIONS
	 
	 	 	All terms used in this Accounting Procedure shall have the following meaning, unless otherwise
expressly defined in the Agreement:
	 
	 	 	“Affiliate” means for a person, another person that controls, is controlled by, or is under
common control with that person. In this
definition, (a) control means the ownership by one person, directly or indirectly, of more than
fifty percent (50%) of the voting securities
of a corporation or, for other persons, the equivalent ownership interest (such as partnership
interests), and (b) “person” means an
individual, corporation, partnership, trust, estate, unincorporated organization, association,
or other legal entity.
	 
	 	 	“Agreement” means the operating agreement, farmout agreement, or other contract between the
Parties to which this Accounting
Procedure is attached.
	 
	 	 	“Controllable Material” means Material that, at the time of acquisition or disposition by the
Joint Account, as applicable, is so classified
in the Material Classification Manual most recently recommended by the Council of Petroleum
Accountants Societies (COPAS).
	 
	 	 	“Equalized Freight” means the procedure of charging transportation cost to the Joint Account
based upon the distance from the nearest
Railway Receiving Point to the property.
	 
	 	 	“Excluded Amount” means a specified excluded trucking amount most recently recommended by COPAS.
	 
	 	 	“Field Office” means a structure, or portion of a structure, whether a temporary or permanent
installation, the primary function of which is
to directly serve daily operation and maintenance activities of the Joint Property and which
serves as a staging area for directly chargeable
field personnel.
	 
	 	 	“First Level Supervision” means those employees whose primary function in Joint Operations is
the direct oversight of the Operator’s
field employees and/or contract labor directly employed On-site in a field operating capacity.
First Level Supervision functions may
include, but are not limited to:






	 	•	 	Responsibility for field employees and contract labor engaged in activities
that can include field operations, maintenance,
construction, well remedial work, equipment movement and drilling
	 
	 	•	 	Responsibility for day-to-day direct oversight of rig operations
	 
	 	•	 	Responsibility for day-to-day direct oversight of construction operations
	 
	 	•	 	Coordination of job priorities and approval of work procedures
	 
	 	•	 	Responsibility for optimal resource utilization (equipment, Materials,
personnel)
	 
	 	•	 	Responsibility for meeting production and field operating expense targets
	 
	 	•	 	Representation of the Parties in local matters involving community, vendors,
regulatory agents and landowners, as an incidental
part of the supervisor’s operating responsibilities
	 
	 	•	 	Responsibility for all emergency responses with field staff
	 
	 	•	 	Responsibility for implementing safety and environmental practices
	 
	 	•	 	Responsibility for field adherence to company policy
	 
	 	•	 	Responsibility for employment decisions and performance appraisals for field
personnel
	 
	 	•	 	Oversight of sub-groups for field functions such as electrical, safety,
environmental, telecommunications, which may have group
or team leaders.






“Joint Account” means the account showing the charges paid and credits received in the conduct
of the Joint Operations that are to be
shared by the Parties, but does not include proceeds attributable to hydrocarbons and
by-products produced under the Agreement.




“Joint Operations” means all operations necessary or proper for the exploration, appraisal,
development, production, protection,
maintenance, repair, abandonment, and restoration of the Joint Property.



COPYRIGHT © 2005 by COPAS, Inc.





1









 






			
	
	 	COPAS 2005 Accounting Procedure

Recommended by COPAS, Inc.








	 	 	“Joint Property” means the real and personal property subject to the Agreement.
	 
	 	 	“Laws” means any laws, rules, regulations, decrees, and orders of the United States of America
or any state thereof and all other
governmental bodies, agencies, and other authorities having jurisdiction over or affecting the
provisions contained in or the transactions
contemplated by the Agreement or the Parties and their operations, whether such laws now exist
or are hereafter amended, enacted,
promulgated or issued.
	 
	 	 	“Material” means personal property, equipment, supplies, or consumables acquired or held for use
by the Joint Property.
	 
	 	 	“Non-Operators” means the Parties to the Agreement other than the Operator.
	 
	 	 	“Offshore Facilities” means platforms, surface and subsea development and production systems,
and other support systems such as oil and
gas handling facilities, living quarters, offices, shops, cranes, electrical supply equipment
and systems, fuel and water storage and piping,
heliport, marine docking installations, communication facilities, navigation aids, and other
similar facilities necessary in the conduct of
offshore operations, all of which are located offshore.
	 
	 	 	“Off-site” means any location that is not considered On-site as defined in this Accounting
Procedure.
	 
	 	 	“On-site” means on the Joint Property when in direct conduct of Joint Operations. The term
“On-site” shall also include that portion of
Offshore Facilities, Shore Base Facilities, fabrication yards, and staging areas from which
Joint Operations are conducted, or other
facilities that directly control equipment on the Joint Property, regardless of whether such
facilities are owned by the Joint Account.
	 
	 	 	“Operator” means the Party designated pursuant to the Agreement to conduct the Joint Operations.
	 
	 	 	“Parties” means legal entities signatory to the Agreement or their successors and assigns.
Parties shall be referred to individually as
“Party.”
	 
	 	 	“Participating Interest” means the percentage of the costs and risks of conducting an operation
under the Agreement that a Party agrees,
or is otherwise obligated, to pay and bear.
	 
	 	 	“Participating Party” means a Party that approves a proposed operation or otherwise agrees, or
becomes liable, to pay and bear a share of
the costs and risks of conducting an operation under the Agreement.
	 
	 	 	“Personal Expenses” means reimbursed costs for travel and temporary living expenses.
	 
	 	 	“Railway Receiving Point” means the railhead nearest the Joint Property for which freight rates
are published, even though an actual
railhead may not exist.
	 
	 	 	“Shore Base Facilities” means onshore support facilities that during Joint Operations provide
such services to the Joint Property as a
receiving and transshipment point for Materials; debarkation point for drilling and production
personnel and services; communication,
scheduling and dispatching center; and other associated functions serving the Joint Property.
	 
	 	 	“Supply Store” means a recognized source or common stock point for a given Material item.
	 
	 	 	“Technical Services” means services providing specific engineering, geoscience, or other
professional skills, such as those performed by
engineers, geologists, geophysicists, and technicians, required to handle specific operating
conditions and problems for the benefit of Joint
Operations; provided, however, Technical Services shall not include those functions specifically
identified as overhead under the second
paragraph of the introduction of Section III (Overhead). Technical Services may be provided by
the Operator, Operator’s Affiliate, Non-
Operator, Non-Operator Affiliates, and/or third parties.
	 
	2.	 	STATEMENTS AND BILLINGS
	 
	 	 	The Operator shall bill Non-Operators on or before the last day of the month for their
proportionate share of the Joint Account for the
preceding month. Such bills shall be accompanied by statements that identify the AFE (authority
for expenditure), lease or facility, and all
charges and credits summarized by appropriate categories of investment and expense. Controllable
Material shall be separately identified
and fully described in detail, or at the Operator’s option, Controllable Material may be
summarized by major Material classifications.
Intangible drilling costs, audit adjustments, and unusual charges and credits shall be
separately and clearly identified.
	 
	 	 	The Operator may make available to Non-Operators any statements and bills required under Section
I.2 and/or Section I.3.A (Advances
and Payments by the Parties) via email, electronic data interchange, internet websites or other
equivalent electronic media in lieu of paper
copies. The Operator shall provide the Non-Operators instructions and any necessary information
to access and receive the statements and
bills within the timeframes specified herein. A statement or billing shall be deemed as
delivered twenty-four (24) hours (exclusive of
weekends and holidays) after the Operator notifies the Non-Operator that the statement or
billing is available on the website and/or sent via
email or electronic data interchange transmission. Each Non-Operator individually shall elect to
receive statements and billings
electronically, if available from the Operator, or request paper copies. Such election may be
changed upon thirty (30) days prior written
notice to the Operator.




COPYRIGHT © 2005 by COPAS, Inc.




2









 





			
	
	 	COPAS 2005 Accounting Procedure

Recommended by COPAS, Inc.









	3.	 	ADVANCES AND PAYMENTS BY THE PARTIES






	 	A.	 	Unless otherwise provided for in the Agreement, the Operator may require the
Non-Operators to advance their share of the estimated
cash outlay for the succeeding month’s operations within thirty (30) days after receipt of the advance
request or by the first day of
the month for which the advance is required, whichever is later. The Operator shall adjust
each monthly billing to reflect advances
received from the Non-Operators for such month. If a refund is due, the Operator shall apply
the amount to be refunded to the
subsequent month’s billing or advance, unless the Non-Operator sends the Operator a written
request for a cash refund. The Operator
shall remit the refund to the Non-Operator within fifteen (15) days of receipt of such
written request.
	 
	 	B.	 	Except as provided below, each Party shall pay its proportionate share of all bills in
full within fifteen (15) days of receipt date. If
payment is not made within such time, the unpaid balance shall bear interest compounded
monthly at the prime rate published by the
Wall Street Journal on the first day of each month the payment is delinquent, plus three
percent (3%), per annum, or the maximum
contract rate permitted by the applicable usury Laws governing the Joint Property, whichever
is the lesser, plus attorney’s fees, court
costs, and other costs in connection with the collection of unpaid amounts. If the Wall
Street Journal ceases to be published or
discontinues publishing a prime rate, the unpaid balance shall bear interest compounded
monthly at the prime rate published by the
Federal Reserve plus three percent (3%), per annum. Interest shall begin accruing on the
first day of the month in which the payment
was due. Payment shall not be reduced or delayed as a result of inquiries or anticipated
credits unless the Operator has agreed.
Notwithstanding the foregoing, the Non-Operator may reduce payment, provided it furnishes
documentation and explanation to the
Operator at the time payment is made, to the extent such reduction is caused by:






	 	(1)	 	being billed at an incorrect working interest or Participating Interest that is
higher than such Non-Operator’s actual working
interest or Participating Interest, as applicable; or
	 
	 	(2)	 	being billed for a project or AFE requiring approval of the Parties under the
Agreement that the Non-Operator has not approved
or is not otherwise obligated to pay under the Agreement; or
	 
	 	(3)	 	being billed for a property in which the Non-Operator no longer owns a working
interest, provided the Non-Operator has
furnished the Operator a copy of the recorded assignment or letter in-lieu.
Notwithstanding the foregoing, the Non-Operator
shall remain responsible for paying bills attributable to the interest it sold or
transferred for any bills rendered during the thirty
(30) day period following the Operator’s receipt of such written notice; or
	 
	 	(4)	 	charges outside the adjustment period, as provided in Section I.4 (Adjustments).






	4.	 	ADJUSTMENTS






	 	A.	 	Payment of any such bills shall not prejudice the right of any Party to protest or
question the correctness thereof; however, all bills
and statements, including payout statements, rendered during any calendar year shall
conclusively be presumed to be true and correct,
with respect only to expenditures, after twenty-four (24) months following the end of any
such calendar year, unless within said
period a Party takes specific detailed written exception thereto making a claim for
adjustment. The Operator shall provide a response
to all written exceptions, whether or not contained in an audit report, within the time
periods prescribed in Section I.5 (Expenditure
Audits).
	 
	 	B.	 	All adjustments initiated by the Operator, except those described in items (1) through
(4) of this Section I.4.B, are limited to the
twenty-four (24) month period following the end of the calendar year in which the original
charge appeared or should have appeared
on the Operator’s Joint Account statement or payout statement. Adjustments that may be made
beyond the twenty-four (24) month
period are limited to adjustments resulting from the following:






	 	(1)	 	a physical inventory of Controllable Material as provided for in Section V
(Inventories of Controllable Material), or
	 
	 	(2)	 	an offsetting entry (whether in whole or in part) that is the direct result of
a specific joint interest audit exception granted by the
Operator relating to another property, or
	 
	 	(3)	 	a government/regulatory audit, or
	 
	 	(4)	 	a working interest ownership or Participating Interest adjustment.






	5.	 	EXPENDITURE AUDITS






	 	A.	 	A Non-Operator, upon written notice to the Operator and all other Non-Operators, shall
have the right to audit the Operator’s
accounts and records relating to the Joint Account within the twenty-four (24) month period
following the end of such calendar year in
which such bill was rendered; however, conducting an audit shall not extend the time for the
taking of written exception to and the
adjustment of accounts as provided for in Section I.4 (Adjustments). Any Party that is
subject to payout accounting under the
Agreement shall have the right to audit the accounts and records of the Party responsible
for preparing the payout statements, or of
the Party furnishing information to the Party responsible for preparing payout statements.
Audits of payout accounts may include the
volumes of hydrocarbons produced and saved and proceeds received for such hydrocarbons as
they pertain to payout accounting
required under the Agreement. Unless otherwise provided in the Agreement, audits of a payout
account shall be conducted within the
twenty-four (24) month period following the end of the calendar year in which the payout
statement was rendered.
	 
	 	 	 	Where there are two or more Non-Operators, the Non-Operators shall make every reasonable
effort to conduct a joint audit in a
manner that will result in a minimum of inconvenience to the Operator. The Operator shall
bear no portion of the Non-Operators’
audit cost incurred under this paragraph unless agreed to by the Operator. The audits shall
not be conducted more than once each year
without prior approval of the Operator, except upon the resignation or removal of the
Operator, and shall be made at the expense of





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	 	 	 	those Non-Operators approving such audit.
	 
	 	 	 	The Non-Operator leading the audit (hereinafter “lead audit company”) shall issue the audit
report within ninety (90) days after
completion of the audit testing and analysis; however, the ninety (90) day time period shall
not extend the twenty-four (24) month
requirement for taking specific detailed written exception as required in Section I.4.A
(Adjustments) above. All claims shall be
supported with sufficient documentation.
	 
	 	 	 	A timely filed written exception or audit report containing written exceptions (hereinafter
“written exceptions”) shall, with respect to
the claims made therein, preclude the Operator from asserting a statute of limitations
defense against such claims, and the Operator
hereby waives its right to assert any statute of limitations defense against such claims for
so long as any Non-Operator continues to
comply with the deadlines for resolving exceptions provided in this Accounting Procedure. If
the Non-Operators fail to comply with
the additional deadlines in Section I.5.B or I.5.C, the Operator’s waiver of its rights to
assert a statute of limitations defense against
the claims brought by the Non-Operators shall lapse, and such claims shall then be subject
to the applicable statute of limitations,
provided that such waiver shall not lapse in the event that the Operator has failed to
comply with the deadlines in Section I.5.B or
I.5.C.
	 
	 	B.	 	The Operator shall provide a written response to all exceptions in an audit report
within one hundred eighty (180) days after Operator
receives such report. Denied exceptions should be accompanied by a substantive response. If
the Operator fails to provide substantive
response to an exception within this one hundred eighty (180) day period, the Operator will
owe interest on that exception or portion
thereof, if ultimately granted, from the date it received the audit report. Interest shall
be calculated using the rate set forth in Section
I.3.B (Advances and Payments by the Parties).
	 
	 	C.	 	The lead audit company shall reply to the Operator’s response to an audit report within
ninety (90) days of receipt, and the Operator
shall reply to the lead audit company’s follow-up response within ninety (90) days of
receipt; provided, however, each Non-Operator
shall have the right to represent itself if it disagrees with the lead audit company’s
position or believes the lead audit company is not
adequately fulfilling its duties. Unless otherwise provided for in Section I.5.E, if the
Operator fails to provide substantive response
to an exception within this ninety (90) day period, the Operator will owe interest on that
exception or portion thereof, if ultimately
granted, from the date it received the audit report. Interest shall be calculated using the
rate set forth in Section I.3.B (Advances and
Payments by the Parties).
	 
	 	D.	 	If any Party fails to meet the deadlines in Sections I.5.B or I.5.C or if any audit
issues are outstanding fifteen (15) months after
Operator receives the audit report, the Operator or any Non-Operator participating in the
audit has the right to call a resolution
meeting, as set forth in this Section I.5.D or it may invoke the dispute resolution
procedures included in the Agreement, if applicable.
The meeting will require one month’s written notice to the Operator and all Non-Operators
participating in the audit. The meeting
shall be held at the Operator’s office or mutually agreed location, and shall be attended by
representatives of the Parties with
authority to resolve such outstanding issues. Any Party who fails to attend the resolution
meeting shall be bound by any resolution
reached at the meeting. The lead audit company will make good faith efforts to coordinate
the response and positions of the
Non-Operator participants throughout the resolution process; however, each Non-Operator
shall have the right to represent itself.
Attendees will make good faith efforts to resolve outstanding issues, and each Party will be
required to present substantive information
supporting its position. A resolution meeting may be held as often as agreed to by the
Parties. Issues unresolved at one meeting may
be discussed at subsequent meetings until each such issue is resolved.
	 
	 	 	 	If the Agreement contains no dispute resolution procedures and the audit issues cannot be
resolved by negotiation, the dispute shall
be submitted to mediation. In such event, promptly following one Party’s written request for
mediation, the Parties to the dispute
shall choose a mutually acceptable mediator and share the costs of mediation services
equally. The Parties shall each have present
at the mediation at least one individual who has the authority to settle the dispute. The
Parties shall make reasonable efforts to
ensure that the mediation commences within sixty (60) days of the date of the mediation
request. Notwithstanding the above, any
Party may file a lawsuit or complaint (1) if the Parties are unable after reasonable
efforts, to commence mediation within sixty (60)
days of the date of the mediation request, (2) for statute of limitations reasons, or (3) to
seek a preliminary injunction or other
provisional judicial relief, if in its sole judgment an injunction or other provisional
relief is necessary to avoid irreparable damage or
to preserve the status quo. Despite such action, the Parties shall continue to try to
resolve the dispute by mediation.
	 
	 	E.	 	o (Optional Provision — Forfeiture Penalties)
	 
	 	 	 	If the Non-Operators fail to meet the deadline in Section I.5.C, any unresolved exceptions
that were not addressed by the Non-
Operators within one (1) year following receipt of the last substantive response of the
Operator shall be deemed to have been
withdrawn by the Non-Operators. If the Operator fails to meet the deadlines in Section I.5.B
or I.5.C, any unresolved exceptions that
were not addressed by the Operator within one (1) year following receipt of the audit report
or receipt of the last substantive response
of the Non-Operators, whichever is later, shall be deemed to have been granted by the
Operator and adjustments shall be made,
without interest, to the Joint Account.






	6.	 	APPROVAL BY PARTIES






	 	A.	 	GENERAL MATTERS
	 
	 	 	 	Where an approval or other agreement of the Parties or Non-Operators is expressly required
under other Sections of this Accounting
Procedure and if the Agreement to which this Accounting Procedure is attached contains no
contrary provisions in regard thereto, the





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	 	 	 	Operator shall notify all Non-Operators of the Operator’s proposal and the agreement or
approval of a majority in interest of the
Non-Operators shall be controlling on all Non-Operators.
	 
	 	 	 	This Section I.6.A applies to specific situations of limited duration where a Party proposes
to change the accounting for charges from
that prescribed in this Accounting Procedure. This provision does not apply to amendments to
this Accounting Procedure, which are
covered by Section I.6.B.
	 
	 	B.	 	AMENDMENTS
	 
	 	 	 	If the Agreement to which this Accounting Procedure is attached contains no contrary
provisions in regard thereto, this Accounting
Procedure can be amended by an affirmative vote of two (2) or more Parties, one of which is the Operator,
having a combined working interest of at least fifty-one percent (51%), which approval shall be binding on all Parties,
provided, however, approval of at least one (1) Non-Operator shall be required.
	 
	 	C.	 	AFFILIATES
	 
	 	 	 	For the purpose of administering the voting procedures of Sections I.6.A and I.6.B, if
Parties to this Agreement are Affiliates of each
other, then such Affiliates shall be combined and treated as a single Party having the
combined working interest or Participating
Interest of such Affiliates.
	 
	 	 	 	For the purposes of administering the voting procedures in Section I.6.A, if a Non-Operator
is an Affiliate of the Operator, votes
under Section I.6.A shall require the majority in interest of the Non-Operator(s) after
excluding the interest of the Operator’s
Affiliate.





II. DIRECT CHARGES



The Operator shall charge the Joint Account with the following items:





	1.	 	RENTALS AND ROYALTIES
	 
	 	 	Lease rentals and royalties paid by the Operator, on behalf of all Parties, for the Joint
Operations.
	 
	2.	 	LABOR






	 	A.	 	Salaries and wages, including incentive compensation programs as set forth in COPAS
MFI-37 (“Chargeability of Incentive
Compensation Programs”), for:






	 	(1)	 	Operator’s field employees directly employed On-site in the conduct of Joint
Operations,
	 
	 	(2)	 	Operator’s employees directly employed on Shore Base Facilities, Offshore
Facilities, or other facilities serving the Joint
Property if such costs are not charged under Section II.6 (Equipment and Facilities
Furnished by Operator) or are not a
function covered under Section III (Overhead),
	 
	 	(3)	 	Operator’s employees providing First Level Supervision,
	 
	 	(4)	 	Operator’s employees providing On-site Technical Services for the Joint
Property if such charges are excluded from the
overhead rates in Section III (Overhead),
	 
	 	(5)	 	Operator’s employees providing Off-site Technical Services for the Joint
Property if such charges are excluded from the
overhead rates in Section III (Overhead).






	 	 	 	Charges for the Operator’s employees identified in Section II.2.A may be made based on the
employee’s actual salaries and wages,
or in lieu thereof, a day rate representing the Operator’s average salaries and wages of the
employee’s specific job category.
	 
	 	 	 	Charges for personnel chargeable under this Section II.2.A who are foreign nationals shall
not exceed comparable compensation paid
to an equivalent U.S. employee pursuant to this Section II.2, unless otherwise approved by
the Parties pursuant to Section
I.6.A (General Matters).
	 
	 	B.	 	Operator’s cost of holiday, vacation, sickness, and disability benefits, and other
customary allowances paid to employees whose
salaries and wages are chargeable to the Joint Account under Section II.2.A, excluding
severance payments or other termination
allowances. Such costs under this Section II.2.B may be charged on a “when and as-paid
basis” or by “percentage assessment” on the
amount of salaries and wages chargeable to the Joint Account under Section II.2.A. If
percentage assessment is used, the rate shall
be based on the Operator’s cost experience.
	 
	 	C.	 	Expenditures or contributions made pursuant to assessments imposed by governmental
authority that are applicable to costs
chargeable to the Joint Account under Sections II.2.A and B.





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	 	D.	 	Personal Expenses of personnel whose salaries and wages are chargeable to the Joint
Account under Section II.2.A when the
expenses are incurred in connection with directly chargeable activities.
	 
	 	E.	 	Reasonable relocation costs incurred in transferring to the Joint Property personnel
whose salaries and wages are chargeable to the
Joint Account under Section II.2.A. Notwithstanding the foregoing, relocation costs that
result from reorganization or merger of a
Party, or that are for the primary benefit of the Operator, shall not be chargeable to the
Joint Account. Extraordinary relocation
costs, such as those incurred as a result of transfers from remote locations, such as Alaska
or overseas, shall not be charged to the
Joint Account unless approved by the Parties pursuant to Section I.6.A (General Matters).
	 
	 	F.	 	Training costs as specified in COPAS MFI-35 (“Charging of Training Costs to the Joint
Account”) for personnel whose salaries and
wages are chargeable under Section II.2.A. This training charge shall include the wages,
salaries, training course cost, and Personal
Expenses incurred during the training session. The training cost shall be charged or
allocated to the property or properties directly
benefiting from the training. The cost of the training course shall not exceed prevailing
commercial rates, where such rates are
available.
	 
	 	G.	 	Operator’s current cost of established plans for employee benefits, as described in
COPAS MFI-27 (“Employee Benefits Chargeable
to Joint Operations and Subject to Percentage Limitation”), applicable to the Operator’s
labor costs chargeable to the Joint Account
under Sections II.2.A and B based on the Operator’s actual cost not to exceed the employee
benefits limitation percentage most
recently recommended by COPAS.
	 
	 	H.	 	Award payments to employees, in accordance with COPAS MFI-49 (“Awards to Employees and
Contractors”) for personnel whose
salaries and wages are chargeable under Section II.2.A.






	3.	 	MATERIAL
	 
	 	 	Material purchased or furnished by the Operator for use on the Joint Property in the conduct of
Joint Operations as provided under Section
IV (Material Purchases, Transfers, and Dispositions). Only such Material shall be purchased for
or transferred to the Joint Property as
may be required for immediate use or is reasonably practical and consistent with efficient and
economical operations. The accumulation
of surplus stocks shall be avoided.
	 
	4.	 	TRANSPORTATION






	 	A.	 	Transportation of the Operator’s, Operator’s Affiliate’s, or contractor’s personnel
necessary for Joint Operations.
	 
	 	B.	 	Transportation of Material between the Joint Property and another property, or from the
Operator’s warehouse or other storage point
to the Joint Property, shall be charged to the receiving property using one of the methods
listed below. Transportation of Material
from the Joint Property to the Operator’s warehouse or other storage point shall be paid for
by the Joint Property using one of the
methods listed below:






	 	(1)	 	If the actual trucking charge is less than or equal to the Excluded Amount the
Operator may charge actual trucking cost or a
theoretical charge from the Railway Receiving Point to the Joint Property. The basis for
the theoretical charge is the per
hundred weight charge plus fuel surcharges from the Railway Receiving Point to the Joint
Property.. The Operator shall
consistently apply the selected alternative.
	 
	 	(2)	 	If the actual trucking charge is greater than the Excluded Amount, the Operator
shall charge Equalized Freight. Accessorial
charges such as loading and unloading costs, split pick-up costs, detention, call out
charges, and permit fees shall be charged
directly to the Joint Property and shall not be included when calculating the Equalized
Freight.






	5.	 	SERVICES
	 
	 	 	The cost of contract services, equipment, and utilities used in the conduct of Joint Operations,
except for contract services, equipment, and
utilities covered by Section III (Overhead), or Section II.7 (Affiliates), or excluded under
Section II.9 (Legal Expense). Awards paid to
contractors shall be chargeable pursuant to COPAS MFI-49 (“Awards to Employees and
Contractors”).
	 
	 	 	The costs of third party Technical Services are chargeable to the extent excluded from the
overhead rates under Section III (Overhead).
	 
	6.	 	EQUIPMENT AND FACILITIES FURNISHED BY OPERATOR
	 
	 	 	In the absence of a separately negotiated agreement, equipment and facilities furnished by the
Operator will be charged as follows:






	 	A.	 	The Operator shall charge the Joint Account for use of Operator-owned equipment and
facilities, including but not limited to
production facilities, Shore Base Facilities, Offshore Facilities, and Field Offices, at
rates commensurate with the costs of ownership
and operation. The cost of Field Offices shall be chargeable to the extent the Field Offices
provide direct service to personnel who
are chargeable pursuant to Section II.2.A (Labor). Such rates may include labor,
maintenance, repairs, other operating expense,
insurance, taxes, depreciation using straight line depreciation method, and interest on
gross investment less accumulated depreciation
not to exceed eight percent (8%) per annum; provided, however,
depreciation shall not be charged when the






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	 	 	 	equipment and facilities investment have been fully depreciated. The rate may include an
element of the estimated cost for
abandonment, reclamation, and dismantlement. Such rates shall not exceed the average
commercial rates currently prevailing in the
immediate area of the Joint Property.
	 
	 	B.	 	In lieu of charges in Section II.6.A above, the Operator may elect to use average
commercial rates prevailing in the immediate area
of the Joint Property, less twenty percent (20%). If equipment and facilities are charged
under this Section II.6.B, the Operator shall
adequately document and support commercial rates and shall periodically review and update
the rate and the supporting
documentation. For automotive equipment, the Operator may elect to use rates published by
the Petroleum Motor Transport
Association (PMTA) or such other organization recognized by COPAS as the official source of
rates.






	7.	 	AFFILIATES






	 	A.	 	Charges for an Affiliate’s goods and/or services used in operations requiring an AFE or
other authorization from the Non-Operators
may be made without the approval of the Parties provided (i) the Affiliate is identified and
the Affiliate goods and services are
specifically detailed in the approved AFE or other authorization, and (ii) the total costs
for such Affiliate’s goods and services billed
to such individual project do not exceed $ 25,000.00 If the total costs for an
Affiliate’s goods and services charged to such
individual project are not specifically detailed in the approved AFE or authorization or
exceed such amount, charges for such
Affiliate shall require approval of the Parties, pursuant to Section I.6.A (General
Matters).
	 
	 	B.	 	For an Affiliate’s goods and/or services used in operations not requiring an AFE or
other authorization from the Non-Operators,
charges for such Affiliate’s goods and services shall require approval of the Parties,
pursuant to Section I.6.A (General Matters), if the
charges exceed $ 25,000.00 in a given calendar year.
	 
	 	C.	 	The cost of the Affiliate’s goods or services shall not exceed average commercial rates
prevailing in the area of the Joint Property,
unless the Operator obtains the Non-Operators’ approval of such rates. The Operator shall
adequately document and support
commercial rates and shall periodically review and update the rate and the supporting
documentation; provided, however,
documentation of commercial rates shall not be required if the Operator obtains Non-Operator
approval of its Affiliate’s rates or
charges prior to billing Non-Operators for such Affiliate’s goods and services.
Notwithstanding the foregoing, direct charges for
Affiliate-owned communication facilities or systems shall be made pursuant to Section II.12
(Communications).
	 
	 	 	 	If the Parties fail to designate an amount in Sections II.7.A or II.7.B, in each instance
the amount deemed adopted by the Parties as a
result of such omission shall be the amount established as the Operator’s expenditure
limitation in the Agreement. If the Agreement
does not contain an Operator’s expenditure limitation, the amount deemed adopted by the
Parties as a result of such omission shall be
zero dollars ( $0.00).






	8.	 	DAMAGES AND LOSSES TO JOINT PROPERTY
	 
	 	 	All costs or expenses necessary for the repair or replacement of Joint Property resulting from
damages or losses incurred, except to the
extent such damages or losses result from a Party’s or Parties’ gross negligence or willful
misconduct, in which case such Party or Parties
shall be solely liable.
	 
	 	 	The Operator shall furnish the Non-Operator written notice of damages or losses incurred as soon
as practicable after a report has been
received by the Operator.
	 
	9.	 	LEGAL EXPENSE
	 
	 	 	Recording fees and costs of handling, settling, or otherwise discharging litigation, claims, and
liens incurred in or resulting from
operations under the Agreement, or necessary to protect or recover the Joint Property, to the
extent permitted under the Agreement. Costs
of the Operator’s or Affiliate’s legal staff or outside attorneys, including fees and expenses,
are not chargeable unless approved by the
Parties pursuant to Section I.6.A (General Matters) or otherwise provided for in the Agreement.
	 
	 	 	Notwithstanding the foregoing paragraph, costs for procuring abstracts, fees paid to outside
attorneys for title examinations (including
preliminary, supplemental, shut-in royalty opinions, division order title opinions), and
curative work shall be chargeable to the extent
permitted as a direct charge in the Agreement.
	 
	10.	 	TAXES AND PERMITS
	 
	 	 	All taxes and permitting fees of every kind and nature, assessed or levied upon or in connection
with the Joint Property, or the production
therefrom, and which have been paid by the Operator for the benefit of the Parties, including
penalties and interest, except to the extent the
penalties and interest result from the Operator’s gross negligence or willful misconduct.
	 
	 	 	If ad valorem taxes paid by the Operator are based in whole or in part upon separate valuations
of each Party’s working interest, then
notwithstanding any contrary provisions, the charges to the Parties will be made in accordance
with the tax value generated by each Party’s
working interest.





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	 	 	Costs of tax consultants or advisors, the Operator’s employees, or Operator’s Affiliate
employees in matters regarding ad valorem or other
tax matters, are not permitted as direct charges unless approved by the Parties pursuant to
Section I.6.A (General Matters).
	 
	 	 	Charges to the Joint Account resulting from sales/use tax audits, including extrapolated amounts
and penalties and interest, are permitted,
provided the Non-Operator shall be allowed to review the invoices and other underlying source
documents which served as the basis for
tax charges and to determine that the correct amount of taxes were charged to the Joint Account.
If the Non-Operator is not permitted to
review such documentation, the sales/use tax amount shall not be directly charged unless the
Operator can conclusively document the
amount owed by the Joint Account.
	 
	11.	 	INSURANCE
	 
	 	 	Net premiums paid for insurance required to be carried for Joint Operations for the protection
of the Parties. If Joint Operations are
conducted at locations where the Operator acts as self-insurer in regard to its worker’s
compensation and employer’s liability insurance
obligation, the Operator shall charge the Joint Account manual rates for the risk assumed in its
self-insurance program as regulated by the
jurisdiction governing the Joint Property. In the case of offshore operations in federal waters,
the manual rates of the adjacent state shall be
used for personnel performing work On-site, and such rates shall be adjusted for offshore
operations by the U.S. Longshoreman and
Harbor Workers (USL&H) or Jones Act surcharge, as appropriate.
	 
	12.	 	COMMUNICATIONS
	 
	 	 	Costs of acquiring, leasing, installing, operating, repairing, and maintaining communication
facilities or systems, including satellite, radio
and microwave facilities, between the Joint Property and the Operator’s office(s) directly
responsible for field operations in accordance
with the provisions of COPAS MFI-44 (“Field Computer and Communication Systems”). If the
communications facilities or systems
serving the Joint Property are Operator-owned, charges to the Joint Account shall be made as
provided in Section II.6 (Equipment and
Facilities Furnished by Operator). If the communication facilities or systems serving the Joint
Property are owned by the Operator’s
Affiliate, charges to the Joint Account shall not exceed average commercial rates prevailing in
the area of the Joint Property. The Operator
shall adequately document and support commercial rates and shall periodically review and update
the rate and the supporting
documentation.
	 
	13.	 	ECOLOGICAL, ENVIRONMENTAL, AND SAFETY
	 
	 	 	Costs incurred for Technical Services and drafting to comply with ecological, environmental and
safety Laws or standards recommended by
Occupational Safety and Health Administration (OSHA) or other regulatory authorities. All other
labor and functions incurred for
ecological, environmental and safety matters, including management, administration, and
permitting, shall be covered by Sections II.2
(Labor), II.5 (Services), or Section III (Overhead), as applicable.
	 
	 	 	Costs to provide or have available pollution containment and removal equipment plus actual costs
of control and cleanup and resulting
responsibilities of oil and other spills as well as discharges from permitted outfalls as
required by applicable Laws, or other pollution
containment and removal equipment deemed appropriate by the Operator for prudent operations, are
directly chargeable.
	 
	14.	 	ABANDONMENT AND RECLAMATION
	 
	 	 	Costs incurred for abandonment and reclamation of the Joint Property, including costs required
by lease agreements or by Laws.
	 
	15.	 	OTHER EXPENDITURES
	 
	 	 	Any other expenditure not covered or dealt with in the foregoing provisions of this Section II
(Direct Charges), or in Section III
(Overhead) and which is of direct benefit to the Joint Property and is incurred by the Operator
in the necessary and proper conduct of the
Joint Operations. Charges made under this Section II.15 shall require approval of the Parties,
pursuant to Section I.6.A (General Matters).





III. OVERHEAD



As compensation for costs not specifically identified as chargeable to the Joint Account pursuant
to Section II (Direct Charges), the Operator
shall charge the Joint Account in accordance with this Section III.



Functions included in the overhead rates regardless of whether performed by the Operator,
Operator’s Affiliates or third parties and regardless
of location, shall include, but not be limited to, costs and expenses of:





	 	•	 	warehousing, other than for warehouses that are jointly owned under this Agreement
	 
	 	•	 	design and drafting (except when allowed as a direct charge under Sections II.13,
III.1.A(ii), and III.2, Option B)
	 
	 	•	 	inventory costs not chargeable under Section V (Inventories of Controllable
Material)
	 
	 	•	 	procurement
	 
	 	•	 	administration
	 
	 	•	 	accounting and auditing
	 
	 	•	 	gas dispatching and gas chart integration





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	 	•	 	human resources
	 
	 	•	 	management
	 
	 	•	 	supervision not directly charged under Section II.2 (Labor)
	 
	 	•	 	legal services not directly chargeable under Section II.9 (Legal Expense)
	 
	 	•	 	taxation, other than those costs identified as directly chargeable under Section
II.10 (Taxes and Permits)
	 
	 	•	 	preparation and monitoring of permits and certifications; preparing regulatory
reports; appearances before or meetings with
governmental agencies or other authorities having jurisdiction over the Joint Property,
other than On-site inspections; reviewing,
interpreting, or submitting comments on or lobbying with respect to Laws or proposed Laws.




Overhead charges shall include the salaries or wages plus applicable payroll burdens, benefits, and
Personal Expenses of personnel performing
overhead functions, as well as office and other related expenses of overhead functions.





	1.	 	OVERHEAD—DRILLING AND PRODUCING OPERATIONS
	 
	 	 	As compensation for costs incurred but not chargeable under Section II (Direct Charges) and not
covered by other provisions of this
Section III, the Operator shall charge on either:






	 	þ 	 	(Alternative 1) Fixed Rate Basis, Section III.1.B.
	 
	 	o 	 	(Alternative 2) Percentage Basis, Section III.1.C.






	 	A.	 	TECHNICAL SERVICES






	 	(i)	 	Except as otherwise provided in Section II.13 (Ecological Environmental, and
Safety) and Section III.2 (Overhead – Major
Construction and Catastrophe), or by approval of the Parties pursuant to Section I.6.A
(General Matters), the salaries, wages,
related payroll burdens and benefits, and Personal Expenses for On-site Technical
Services, including third party Technical
Services:






	 	þ 	 	(Alternative 1 — Direct) shall be charged
direct to the Joint Account.
	 
	 	o 	 	(Alternative 2 — Overhead) shall be covered by
the overhead rates.






	 	(ii)	 	Except as otherwise provided in Section II.13 (Ecological, Environmental, and Safety) and Section III.2 (Overhead – Major
Construction and Catastrophe), or by approval of the Parties pursuant to Section I.6.A
(General Matters), the salaries, wages,
related payroll burdens and benefits, and Personal Expenses for Off-site Technical
Services, including third party Technical
Services:






	 	þ 	 	(Alternative 1 — All Overhead) shall be covered
by the overhead rates.
	 
	 	o 	 	(Alternative 2 — All Direct) shall be charged
direct to the Joint Account.
	 
	 	o 	 	(Alternative 3 — Drilling Direct) shall be charged direct to
the Joint Account, only to the extent such Technical Services
are directly attributable to drilling, redrilling, deepening, or sidetracking
operations, through completion, temporary
abandonment, or abandonment if a dry hole. Off-site Technical Services for all other
operations, including workover,
recompletion, abandonment of producing wells, and the construction or expansion of
fixed assets not covered by Section
III.2 (Overhead — Major Construction and Catastrophe) shall be covered by the
overhead rates.






	 	 	Notwithstanding anything to the contrary in this Section III, Technical Services provided by
Operator’s Affiliates are subject to limitations
set forth in Section II.7 (Affiliates). Charges for Technical personnel performing non-technical
work shall not be governed by this Section
III.1.A, but instead governed by other provisions of this Accounting Procedure relating to the
type of work being performed.
	 
	B.	 	OVERHEAD—FIXED RATE BASIS






	 	(1)	 	The Operator shall charge the Joint Account at the following rates per well per month:
	 
	 	 	 	Drilling Well Rate per month $11,020.00 (proratedforlessthanafullmonth)
	 
	 	 	 	Producing Well Rate per month $1,116.00
	 
	 	(2)	 	Application of Overhead—Drilling Well Rate shall be as follows:






	 	(a)	 	Charges for onshore drilling wells shall begin on the spud date and terminate
on the date the drilling and/or completion
equipment used on the well is released, whichever occurs later. Charges for offshore and
inland waters drilling wells shall
begin on the date the drilling or completion equipment arrives on location and terminate
on the date the drilling or completion
equipment moves off location, or is released, whichever occurs first. No charge shall be
made during suspension of drilling
and/or completion operations for fifteen (15) or more consecutive calendar days.





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	 	(b)	 	Charges for any well undergoing any type of workover, recompletion, and/or
abandonment for a period of five (5) or more
consecutive work–days shall be made at the Drilling Well Rate. Such charges shall be
applied for the period from date
operations, with rig or other units used in operations, commence through date of rig or
other unit release, except that no charges
shall be made during suspension of operations for fifteen (15) or more consecutive
calendar days.






	 	(3)	 	Application of Overhead—Producing Well Rate shall be as follows:






	 	(a)	 	An active well that is produced, injected into for recovery or disposal, or
used to obtain water supply to support operations for
any portion of the month shall be considered as a one-well charge for the entire month.
	 
	 	(b)	 	Each active completion in a multi-completed well shall be considered as a
one-well charge provided each completion is
considered a separate well by the governing regulatory authority.
	 
	 	(c)	 	A one-well charge shall be made for the month in which plugging and abandonment
operations are completed on any well,
unless the Drilling Well Rate applies, as provided in Sections III.1.B.(2)(a) or (b).
This one-well charge shall be made whether
or not the well has produced.
	 
	 	(d)	 	An active gas well shut in because of overproduction or failure of a purchaser,
processor, or transporter to take production shall
be considered as a one-well charge provided the gas well is directly connected to a
permanent sales outlet.
	 
	 	(e)	 	Any well not meeting the criteria set forth in Sections III.1.B.(3) (a), (b),
(c), or (d) shall not qualify for a producing overhead
charge.






	 	(4)	 	The well rates shall be adjusted on the first day of April each year following the
effective date of the Agreement; provided,
however, if this Accounting Procedure is attached to or otherwise governing the payout
accounting under a farmout agreement, the
rates shall be adjusted on the first day of April each year following the effective date of
such farmout agreement. The adjustment
shall be computed by applying the adjustment factor most recently published by COPAS. The
adjusted rates shall be the initial or
amended rates agreed to by the Parties increased or decreased by the adjustment factor
described herein, for each year from the
effective date of such rates, in accordance with COPAS MFI-47 (“Adjustment of Overhead
Rates”).






	C.	 	OVERHEAD—PERCENTAGE BASIS
	 
	2.	 	OVERHEAD—MAJOR CONSTRUCTION AND CATASTROPHE
	 
	 	 	To compensate the Operator for overhead costs incurred in connection with a Major Construction
project or Catastrophe, the Operator
shall either negotiate a rate prior to the beginning of the project, or shall charge the Joint
Account for overhead based on the following
rates for any Major Construction project in excess of the Operator’s expenditure limit under the
Agreement, or for any Catastrophe
regardless of the amount. If the Agreement to which this Accounting Procedure is attached does
not contain an expenditure limit, Major
Construction Overhead shall be assessed for any single Major Construction project costing in
excess of $100,000 gross.





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Major Construction shall mean the construction and installation of fixed assets, the expansion
of fixed assets, and any other project clearly
discernible as a fixed asset required for the development and operation of the Joint Property,
or in the dismantlement, abandonment,
removal, and restoration of platforms, production equipment, and other operating facilities.




Catastrophe is defined as a sudden calamitous event bringing damage, loss, or destruction to
property or the environment, such as an oil
spill, blowout, explosion, fire, storm, hurricane, or other disaster. The overhead rate shall be
applied to those costs necessary to restore the
Joint Property to the equivalent condition that existed prior to the event.




	 	A.	 	If the Operator absorbs the engineering, design and drafting costs related to the
project:






	 	(1)	 	5% of total costs if such costs are less than $100,000; plus
	 
	 	(2)	 	3% of total costs in excess of $100,000 but less than $1,000,000; plus
	 
	 	(3)	 	2% of total costs in excess of $1,000,000.






	 	B.	 	If the Operator charges engineering, design and drafting costs related to the project
directly to the Joint Account:






	 	(1)	 	4% of total costs if such costs are less than $100,000; plus
	 
	 	(2)	 	2% of total costs in excess of $100,000 but less than $1,000,000; plus
	 
	 	(3)	 	1% of total costs in excess of $1,000,000.






	 	 	Total cost shall mean the gross cost of any one project. For the purpose of this paragraph, the
component parts of a single Major
Construction project shall not be treated separately, and the cost of drilling and workover
wells and purchasing and installing pumping
units and downhole artificial lift equipment shall be excluded. For Catastrophes, the rates
shall be applied to all costs associated with each
single occurrence or event.
	 
	 	 	On each project, the Operator shall advise the Non-Operator(s) in advance which of the above
options shall apply.
	 
	 	 	For the purposes of calculating Catastrophe Overhead, the cost of drilling relief wells,
substitute wells, or conducting other well operations
directly resulting from the catastrophic event shall be included. Expenditures to which these
rates apply shall not be reduced by salvage or
insurance recoveries. Expenditures that qualify for Major Construction or Catastrophe Overhead
shall not qualify for overhead under any
other overhead provisions.
	 
	 	 	In the event of any conflict between the provisions of this Section III.2 and the provisions of
Sections II.2 (Labor), II.5 (Services), or II.7
(Affiliates), the provisions of this Section III.2 shall govern.
	 
	3.	 	AMENDMENT OF OVERHEAD RATES
	 
	 	 	The overhead rates provided for in this Section III may be amended from time to time if, in
practice, the rates are found to be insufficient
or excessive, in accordance with the provisions of Section I.6.B (Amendments).





IV. MATERIAL PURCHASES, TRANSFERS, AND DISPOSITIONS



The Operator is responsible for Joint Account Material and shall make proper and timely charges and
credits for direct purchases, transfers, and
dispositions. The Operator shall provide all Material for use in the conduct of Joint Operations;
however, Material may be supplied by the Non-
Operators, at the Operator’s option. Material furnished by any Party shall be furnished without any
express or implied warranties as to quality,
fitness for use, or any other matter.





	1.	 	DIRECT PURCHASES
	 
	 	 	Direct purchases shall be charged to the Joint Account at the price paid by the Operator after
deduction of all discounts received. The
Operator shall make good faith efforts to take discounts offered by suppliers, but shall not be
liable for failure to take discounts except to
the extent such failure was the result of the Operator’s gross negligence or willful misconduct.
A direct purchase shall be deemed to occur
when an agreement is made between an Operator and a third party for the acquisition of Material
for a specific well site or location.
Material provided by the Operator under “vendor stocking programs,” where the initial use is for
a Joint Property and title of the Material
does not pass from the manufacturer, distributor, or agent until usage, is considered a direct
purchase. If Material is found to be defective
or is returned to the manufacturer, distributor, or agent for any other reason, credit shall be
passed to the Joint Account within sixty (60)
days after the Operator has received adjustment from the manufacturer, distributor, or agent.





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	2.	 	TRANSFERS
	 
	 	 	A transfer is determined to occur when the Operator (i) furnishes Material from a storage
facility or from another operated property, (ii) has
assumed liability for the storage costs and changes in value, and (iii) has previously secured
and held title to the transferred Material.
Similarly, the removal of Material from the Joint Property to a storage facility or to another
operated property is also considered a transfer;
provided, however, Material that is moved from the Joint Property to a storage location for
safe-keeping pending disposition may remain
charged to the Joint Account and is not considered a transfer. Material shall be disposed of in
accordance with Section IV.3 (Disposition of
Surplus) and the Agreement to which this Accounting Procedure is attached.






	 	A.	 	PRICING
	 
	 	 	 	The value of Material transferred to/from the Joint Property should generally reflect the
market value on the date of physical transfer.
Regardless of the pricing method used, the Operator shall make available to the
Non-Operators sufficient documentation to verify the
Material valuation. When higher than specification grade or size tubulars are used in the
conduct of Joint Operations, the Operator
shall charge the Joint Account at the equivalent price for well design specification
tubulars, unless such higher specification grade or
sized tubulars are approved by the Parties pursuant to Section I.6.A (General Matters).
Transfers of new Material will be priced
using one of the following pricing methods; provided, however, the Operator shall use
consistent pricing methods, and not alternate
between methods for the purpose of choosing the method most favorable to the Operator for a
specific transfer:






	 	(1)	 	Using published prices in effect on date of movement as adjusted by the
appropriate COPAS Historical Price Multiplier (HPM)
or prices provided by the COPAS Computerized Equipment Pricing System (CEPS).






	 	(a)	 	For oil country tubulars and line pipe, the published price shall be
based upon eastern mill carload base prices (Houston,
Texas, for special end) adjusted as of date of movement, plus transportation cost as
defined in Section IV.2.B (Freight).
	 
	 	(b)	 	For other Material, the published price shall be the published list
price in effect at date of movement, as listed by a Supply
Store nearest the Joint Property where like Material is normally available, or point
of manufacture plus transportation
costs as defined in Section IV.2.B (Freight).






	 	(2)	 	Based on a price quotation from a vendor that reflects a current realistic
acquisition cost.
	 
	 	(3)	 	Based on the amount paid by the Operator for like Material in the vicinity of
the Joint Property within the previous twelve (12)
months from the date of physical transfer.
	 
	 	(4)	 	As agreed to by the Participating Parties for Material being transferred to the
Joint Property, and by the Parties owning the
Material for Material being transferred from the Joint Property.






	 	B.	 	FREIGHT
	 
	 	 	 	Transportation costs shall be added to the Material transfer price using the method
prescribed by the COPAS Computerized
Equipment Pricing System (CEPS). If not using CEPS, transportation costs shall be calculated
as follows:






	 	(1)	 	Transportation costs for oil country tubulars and line pipe shall be calculated
using the distance from eastern mill to the
Railway Receiving Point based on the carload weight basis as recommended by the COPAS
MFI-38 (“Material Pricing
Manual”) and other COPAS MFIs in effect at the time of the transfer.
	 
	 	(2)	 	Transportation costs for special mill items shall be calculated from that
mill’s shipping point to the Railway Receiving Point.
For transportation costs from other than eastern mills, the 30,000-pound interstate
truck rate shall be used. Transportation costs
for macaroni tubing shall be calculated based on the interstate truck rate per weight of
tubing transferred to the Railway
Receiving Point.
	 
	 	(3)	 	Transportation costs for special end tubular goods shall be calculated using
the interstate truck rate from Houston, Texas, to the
Railway Receiving Point.
	 
	 	(4)	 	Transportation costs for Material other than that described in Sections
IV.2.B.(1) through (3), shall be calculated from the
Supply Store or point of manufacture, whichever is appropriate, to the Railway Receiving
Point






	 	 	 	Regardless of whether using CEPS or manually calculating transportation costs,
transportation costs from the Railway Receiving Point
to the Joint Property are in addition to the foregoing, and may be charged to the Joint
Account based on actual costs incurred. All
transportation costs are subject to Equalized Freight as provided in Section II.4
(Transportation) of this Accounting Procedure.
	 
	 	C.	 	TAXES
	 
	 	 	 	Sales and use taxes shall be added to the Material transfer price using either the method
contained in the COPAS Computerized
Equipment Pricing System (CEPS) or the applicable tax rate in effect for the Joint Property
at the time and place of transfer. In either
case, the Joint Account shall be charged or credited at the rate that would have governed
had the Material been a direct purchase.





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	 	D.	 	CONDITION






	 	(1)	 	Condition “A” — New and unused Material in sound and serviceable condition
shall be charged at one hundred percent (100%)
of the price as determined in Sections IV.2.A (Pricing), IV.2.B (Freight), and IV.2.C
(Taxes). Material transferred from the
Joint Property that was not placed in service shall be credited as charged without gain
or loss; provided, however, any unused
Material that was charged to the Joint Account through a direct purchase will be
credited to the Joint Account at the original
cost paid less restocking fees charged by the vendor. New and unused Material
transferred from the Joint Property may be
credited at a price other than the price originally charged to the Joint Account
provided such price is approved by the Parties
owning such Material, pursuant to Section I.6.A (General Matters). All refurbishing
costs required or necessary to return the
Material to original condition or to correct handling, transportation, or other damages
will be borne by the divesting property.
The Joint Account is responsible for Material preparation, handling, and transportation
costs for new and unused Material
charged to the Joint Property either through a direct purchase or transfer. Any
preparation costs incurred, including any internal
or external coating and wrapping, will be credited on new Material provided these
services were not repeated for such Material
for the receiving property.
	 
	 	(2)	 	Condition “B” — Used Material in sound and serviceable condition and suitable
for reuse without reconditioning shall be priced
by multiplying the price determined in Sections IV.2.A (Pricing), IV.2.B (Freight), and
IV.2.C (Taxes) by seventy-five percent
(75%).
	 
	 	 	 	Except as provided in Section IV.2.D(3), all reconditioning costs required to return the
Material to Condition “B” or to correct
handling, transportation or other damages will be borne by the divesting property.
	 
	 	 	 	If the Material was originally charged to the Joint Account as used Material and placed
in service for the Joint Property, the
Material will be credited at the price determined in Sections IV.2.A (Pricing), IV.2.B
(Freight), and IV.2.C (Taxes) multiplied
by sixty-five percent (65%).
	 
	 	 	 	Unless otherwise agreed to by the Parties that paid for such Material, used Material
transferred from the Joint Property that was
not placed in service on the property shall be credited as charged without gain or loss.
	 
	 	(3)	 	Condition “C” — Material that is not in sound and serviceable condition and not
suitable for its original function until after
reconditioning shall be priced by multiplying the price determined in Sections IV.2.A
(Pricing), IV.2.B (Freight), and IV.2.C
(Taxes) by fifty percent (50%).
	 
	 	 	 	The cost of reconditioning may be charged to the receiving property to the extent
Condition “C” value, plus cost of
reconditioning, does not exceed Condition “B” value.
	 
	 	(4)	 	Condition “D” — Material that (i) is no longer suitable for its original
purpose but useable for some other purpose, (ii) is
obsolete, or (iii) does not meet original specifications but still has value and can be
used in other applications as a substitute for
items with different specifications, is considered Condition “D” Material. Casing,
tubing, or drill pipe used as line pipe shall be
priced as Grade A and B seamless line pipe of comparable size and weight. Used casing,
tubing, or drill pipe utilized as line
pipe shall be priced at used line pipe prices. Casing, tubing, or drill pipe used as
higher pressure service lines than standard line
pipe, e.g., power oil lines, shall be priced under normal pricing procedures for casing,
tubing, or drill pipe. Upset tubular goods
shall be priced on a non-upset basis. For other items, the price used should result in
the Joint Account being charged or credited
with the value of the service rendered or use of the Material, or as agreed to by the
Parties pursuant to Section 1.6.A (General
Matters).
	 
	 	(5)	 	Condition “E” — Junk shall be priced at prevailing scrap value prices.






	 	E.	 	OTHER PRICING PROVISIONS






	 	(1)	 	Preparation Costs
	 
	 	 	 	Subject to Section II (Direct Charges) and Section III (Overhead) of this Accounting
Procedure, costs incurred by the Operator
in making Material serviceable including inspection, third party surveillance services,
and other similar services will be charged
to the Joint Account at prices which reflect the Operator’s actual costs of the
services. Documentation must be provided to the
Non-Operators upon request to support the cost of service. New coating and/or wrapping
shall be considered a component of
the Materials and priced in accordance with Sections IV.1 (Direct Purchases) or IV.2.A
(Pricing), as applicable. No charges or
credits shall be made for used coating or wrapping. Charges and credits for inspections
shall be made in accordance with
COPAS MFI-38 (“Material Pricing Manual”).
	 
	 	(2)	 	Loading and Unloading Costs
	 
	 	 	 	Loading and unloading costs related to the movement of the Material to the Joint
Property shall be charged in accordance with
the methods specified in COPAS MFI-38 (“Material Pricing Manual”).





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	3.	 	DISPOSITION OF SURPLUS
	 
	 	 	Surplus Material is that Material, whether new or used, that is no longer required for Joint
Operations. The Operator may purchase, but
shall be under no obligation to purchase, the interest of the Non-Operators in surplus Material.
	 
	 	 	Dispositions for the purpose of this procedure are considered to be the relinquishment of title
of the Material from the Joint Property to
either a third party, a Non-Operator, or to the Operator. To avoid the accumulation of surplus
Material, the Operator should make good
faith efforts to dispose of surplus within twelve (12) months through buy/sale agreements,
trade, sale to a third party, division in kind, or
other dispositions as agreed to by the Parties.
	 
	 	 	Disposal of surplus Materials shall be made in accordance with the terms of the Agreement to
which this Accounting Procedure is
attached. If the Agreement contains no provisions governing disposal of surplus Material, the
following terms shall apply:






	 	•	 	The Operator may, through a sale to an unrelated third party or entity, dispose
of surplus Material having a gross sale value that
is less than or equal to the Operator’s expenditure limit as set forth in the Agreement
to which this Accounting Procedure is
attached without the prior approval of the Parties owning such Material.
	 
	 	•	 	If the gross sale value exceeds the Agreement expenditure limit, the disposal
must be agreed to by the Parties owning such
Material.
	 
	 	•	 	Operator may purchase surplus Condition “A” or “B” Material without approval of
the Parties owning such Material, based on
the pricing methods set forth in Section IV.2 (Transfers).
	 
	 	•	 	Operator may purchase Condition “C” Material without prior approval of the
Parties owning such Material if the value of the
Materials, based on the pricing methods set forth in Section IV.2 (Transfers), is less
than or equal to the Operator’s expenditure
limitation set forth in the Agreement. The Operator shall provide documentation
supporting the classification of the Material as
Condition C.
	 
	 	•	 	Operator may dispose of Condition “D” or “E” Material under procedures normally
utilized by Operator without prior approval
of the Parties owning such Material.






	4.	 	SPECIAL PRICING PROVISIONS






	 	A.	 	PREMIUM PRICING
	 
	 	 	 	Whenever Material is available only at inflated prices due to national emergencies, strikes,
government imposed foreign trade
restrictions, or other unusual causes over which the Operator has no control, for direct
purchase the Operator may charge the Joint
Account for the required Material at the Operator’s actual cost incurred in providing such
Material, making it suitable for use, and
moving it to the Joint Property. Material transferred or disposed of during premium pricing
situations shall be valued in accordance
with Section IV.2 (Transfers) or Section IV.3 (Disposition of Surplus), as applicable.
	 
	 	B.	 	SHOP-MADE ITEMS
	 
	 	 	 	Items fabricated by the Operator’s employees, or by contract laborers under the direction of
the Operator, shall be priced using the
value of the Material used to construct the item plus the cost of labor to fabricate the
item. If the Material is from the Operator’s
scrap or junk account, the Material shall be priced at either twenty-five percent (25%) of
the current price as determined in Section
IV.2.A (Pricing) or scrap value, whichever is higher. In no event shall the amount charged
exceed the value of the item
commensurate with its use.
	 
	 	C.	 	MILL REJECTS
	 
	 	 	 	Mill rejects purchased as “limited service” casing or tubing shall be priced at eighty
percent (80%) of K-55/J-55 price as determined in
Section IV.2 (Transfers). Line pipe converted to casing or tubing with casing or tubing
couplings attached shall be priced as K-55/J-
55 casing or tubing at the nearest size and weight.





V. INVENTORIES OF CONTROLLABLE MATERIAL



The Operator shall maintain records of Controllable Material charged to the Joint Account, with
sufficient detail to perform physical inventories.



Adjustments to the Joint Account by the Operator resulting from a physical inventory of
Controllable Material shall be made within twelve (12)
months following the taking of the inventory or receipt of Non-Operator inventory report. Charges
and credits for overages or shortages will be
valued for the Joint Account in accordance with Section IV.2 (Transfers) and shall be based on the
Condition “B” prices in effect on the date of
physical inventory unless the inventorying Parties can provide sufficient evidence another Material
condition applies.




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	1.	 	DIRECTED INVENTORIES
	 
	 	 	Physical inventories shall be performed by the Operator upon written request of a majority in
working interests of the Non-Operators
(hereinafter, “directed inventory”); provided, however, the Operator shall not be required to
perform directed inventories more frequently
than once every five (5) years. Directed inventories shall be commenced within one hundred
eighty (180) days after the Operator receives
written notice that a majority in interest of the Non-Operators has requested the inventory. All
Parties shall be governed by the results of
any directed inventory.
	 
	 	 	Expenses of directed inventories will be borne by the Joint Account; provided, however, costs
associated with any post-report follow-up
work in settling the inventory will be absorbed by the Party incurring such costs. The Operator
is expected to exercise judgment in keeping
expenses within reasonable limits. Any anticipated disproportionate or extraordinary costs
should be discussed and agreed upon prior to
commencement of the inventory. Expenses of directed inventories may include the following:






	 	A.	 	A per diem rate for each inventory person, representative of actual salaries, wages,
and payroll burdens and benefits of the personnel
performing the inventory or a rate agreed to by the Parties pursuant to Section I.6.A
(General Matters). The per diem rate shall also
be applied to a reasonable number of days for pre-inventory work and report preparation.
	 
	 	B.	 	Actual transportation costs and Personal Expenses for the inventory team.
	 
	 	C.	 	Reasonable charges for report preparation and distribution to the Non-Operators.






	2.	 	NON-DIRECTED INVENTORIES






	 	A.	 	OPERATOR INVENTORIES
	 
	 	 	 	Physical inventories that are not requested by the Non-Operators may be performed by the
Operator, at the Operator’s discretion. The
expenses of conducting such Operator-initiated inventories shall not be charged to the Joint
Account.
	 
	 	B.	 	NON-OPERATOR INVENTORIES
	 
	 	 	 	Subject to the terms of the Agreement to which this Accounting Procedure is attached, the
Non-Operators may conduct a physical
inventory at reasonable times at their sole cost and risk after giving the Operator at least
ninety (90) days prior written notice. The
Non-Operator inventory report shall be furnished to the Operator in writing within ninety
(90) days of completing the inventory
fieldwork.
	 
	 	C.	 	SPECIAL INVENTORIES
	 
	 	 	 	The expense of conducting inventories other than those described in Sections V.1 (Directed
Inventories), V.2.A (Operator
Inventories), or V.2.B (Non-Operator Inventories), shall be charged to the Party requesting
such inventory; provided, however,
inventories required due to a change of Operator shall be charged to the Joint Account in
the same manner as described in Section
V.1 (Directed Inventories).





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EXHIBIT “D”





Attached to and made a part of that certain Operating Agreement dated                     , 2010,
by and between Sun River Operating, Inc., as Operator, and Devon Energy Production
Company, LP, et al, as Non-Operators.



INSURANCE




     The Operator, during the term of this Agreement, shall carry insurance covering Operator’s
operations upon the Unit Area subject to the Operating Agreement to which this Exhibit “D” is
attached as follows:




	a)	 	Workers’ Compensation insurance: In compliance with the workmen’s compensation laws
of the State of Texas, including employer’s liability with minimum limits of
$1,000,000.00.
	 
	b)	 	Commercial General Liability insurance, including products: A limit of $1,000,000.00
each occurrence for bodily injuries, $2,000,000.00 aggregate. Property damage
liability limit being $1,000,000.00 each occurrence, $2,000,000.00 aggregate.
	 
	c)	 	Business Automobile Liability and property damage insurance. Limits of bodily injury
$1,000,000.00 each person; $1,000,000.00 each occurrence; property damage
$1,000,000.00 each occurrence.





     The Operator shall require its contractors and subcontractors working or performing services
upon the Contract Area subject to the Operating Agreement to which this Exhibit “D” is attached to
comply with the worker’s compensation laws of the State of Texas and to carry such other insurance
and in such amounts as the Operator shall deem necessary.



     Any party may at its own expense acquire such other insurance it deems proper to protect
itself against any claims, losses, damages or destruction arising out of operations hereunder.
Operator, during the term of this Agreement, shall comply with the provisions of this Operating
Agreement, however, other than herein specifically set out, no other insurance will be carried by
Operator for the benefit of Non-Operator.

















 





A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992




INSTRUCTIONS FOR USE OF GAS BALANCING AGREEMENT FORM




GENERAL




     This Gas Balancing Agreement form is intended to be used as Exhibit “E” to the 1977, 1982 and
1989 A.A.P.L. Form
610 Model Form Operating Agreements. It is also generally suitable for use with other forms of
operating agreements.
However, before using this form, both it and the operating agreement in question should be reviewed
and revised as required
to ensure consistency.



     If this form is used as an exhibit to an A.A.P.L. Form 610 Model Form Operating Agreement or
other operating
agreement, the provisions in Section 15 (Counterparts), the “IN WITNESS WHEREOF” paragraph on page
6 and the
signature lines and acknowledgments on page 7 should be omitted.



     This Gas Balancing Agreement may also be executed as a separate agreement for properties
covered by an existing
operating agreement where there is no gas balancing agreement or where the one employed is deemed
inadequate. In that
event, the properties subject to the form will have to be described, and the provisions of Section
15 (Counterparts), the “IN
WITNESS WHEREOF” on page 6 and the signature lines and acknowledgments will have to be employed.



     The description of the area covered by the Agreement may be included in the definition of the
Balancing Area in Section
1.02. Care should be taken in drafting this description, however, because it may be desirable to
cover more than one Balancing
Area. Such a definition might, for example, read as follows:




Each well subject to that Operating Agreement dated ________,

covering _______that produces gas or is allocated a share of gas
production. If a single well is completed in two or more reservoirs,
such well shall be
considered a separate well with respect to, but only with respect to,
each reservoir from
which the gas production is not commingled in the wellbore.



     This Gas Balancing Agreement contains both “alternative” and “optional” provisions. In the
case of alternative
provisions, it will generally be necessary to select one alternative in order to make the Gas
Balancing Agreement effective.
Provisions which are designated as optional (or as Option 1, 2, etc.) may or may not be used. Note
that, in order for an
Alternative or Option to be selected and effective, it must be checked. If, however, an Alternative
is not selected,
“Alternative 1” in each instance will be deemed to have been adopted by the Parties, but if an
Option is not selected, it
will not form a part of the Gas Balancing Agreement. See Section 12.6.


HEADING — Indicate the applicable Operating Agreement and other information. If the Gas
Balancing Agreement is to be
used without an Operating Agreement, the heading on page 1 should be modified appropriately, and
the following references
to the “Operating Agreement” should be deleted or modified appropriately: Section 1.12; Section
7.1; Section 9; Section 12.4;
Section 13.1; and Section 13.2.



SECTION 1.02 — Select the Balancing Area to be used, or insert a description of the
Balancing Area. As a general rule, the
use of a mineral lease as a Balancing Area will only be appropriate in certain situations involving
offshore wells.



SECTION 1.16 — This definition should be used only if one of the optional seasonal
limitation provisions in Section 4.2 is
employed. The specific months during which makeup is to be restricted should be included,
e.g., “the months of November,
December, and the following January and February.”



SECTION 2.1 — The parties should decide whether the basis of balancing in the Balancing
Area will be in Mcfs or MMBtus.
One of the two Alternatives stipulated MUST be selected to avoid an automatic election that
Alternative 1 applies.



SECTION 2.2 — Since most gas is now decontrolled, the primary purpose of this provision is
to provide for separate
application of the form to different price categories in the event that price controls are imposed
in the future by
governmental entity.



SECTION 3.5 — This provision is intended to limit Overproduction in order to keep a Party
from getting too far out of
balance. It should be noted that this Section will only have an impact if a Party owns less than a
1/3 working interest in the
Balancing Area, since under it a party owning a 1/3 interest will be entitled to take 300%, x 1/3 =
100%.



SECTION 4.1 — Select the number of days’ notification that an Underproduced Party must give
prior to making up Gas. Also,
indicate the percentage of each Overproduced Parties’ Gas that Underproduced Parties will be
allowed to make up. The
percentages should be identical.



SECTION 4.2 — The form sets out two Options for imposing seasonal limitations on making up
Gas. It should be noted that
it is NOT required that any seasonal limitation be included. If Option 1 is selected, select the
number of months prior to the
Winter Period that will be used to determine how much Gas an Underproduced Party may make up during
the Winter
Period. This number and the number of months in the Winter Period (as defined in Section 1.16)
should add up to 12 or
less. If Option 2 is selected, indicate the percentage of an Overproduced Party’s Gas that an
Underproduced Party may make
up during the Winter Period. This percentage should be lower than the percentage set out in Section
4.1.



SECTION 4.3 — Select the percentage of an Overproduced Party’s Gas which it should be
required to make available for make
up once it has produced all of its share of ultimately recoverable reserves. This percentage should
be greater than the
percentage set out in Section 4.1.



SECTION 6.2 — One of the two Alternatives stipulated MUST be selected as the basis upon
which Royalty is to be calculated
and paid in order to avoid an automatic election that Alternative 1 applies.



SECTION 7.3 — One of the two Alternatives stipulated for payment of amounts due under a
cash settlement MUST be
selected in order to avoid an automatic election that Alternative 1 applies. Note that Section
7.3.1 is optional, and may
ONLY be used with Section 7.3, Alternative 2.



SECTION 7.4 — One of the two alternatives stipulated for determining proceeds received by
an Overproduced Party for cash
settlement purposes MUST be selected in order to avoid an automatic election that Alternative 1
applies.



SECTION 7.5.1 through 7.5.2 — Before selecting any of these provisions, the Parties should
review the relevant gas processing
arrangements for the Gas. Section 7.5.2, Option 1, contemplates that all wellhead MMBtus of
Overproduction(will be valued
at the gas price per MMBtu received by the Overproduced Party, without regard to whether any of the
gas may have been
processed. Section 7.5.2, Option 2, on the other hand, would include any enhanced or impaired
values resulting from
processing in calculating a valuation for the Overproduction. Note that if Section 7.5.2, Option 1,
is selected, and residue gas
to be sold on an MMBtu basis, it will be necessary to measure the number of MMBtus produced at the
well (even if the
parties have elected to balance on Mcfs), in order to determine the total value of Overproduction.




1









 








A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992



SECTION 7.7 — Select the interest rate payable for unpaid amounts owed pursuant to a cash
settlement.



SECTION 7.9 — In the event that the parties anticipate that Overproduction may be subject
to a potential refund by an
appropriate governmental authority, the Parties may choose this provision.



SECTION
7.10 — If the Parties adopt this provision, an Overproduced Party may make a cash
settlement with Underproduced
Parties for all or part of outstanding gas imbalances as often as once every twenty-four (24)
months.



SECTION 8 — Select the number of days’ prior notification required for well tests, as well
as the length of such tests.



SECTION 12.9 — Select the appropriate method for computing and reporting income to the
Internal Revenue Service based
on the “entitlements” or “sales” methods.



SECTION 13 — The purpose of this Section is to stipulate the rights of Parties in the event
that any Party sells, exchanges,
transfers or assigns its interest in the Balancing Area. Section 13.2 gives the Underproduced Party
an option to demand a
cash settlement if an Overproduced Party sells its interest, and the number of days’ notice and
response should be selected to
implement this procedure.



SECTION 14 — This provision is intended to provide the Parties an opportunity to modify or
supplement any of the Gas
balancing Agreement’s provisions.



SECTION 15 — This provision is to be utilized ONLY if the Gas Balancing Agreement is NOT
agreed to contemporaneously
with the execution of an A.A.P.L. Form 610 Model Form Operating Agreement or another suitable
operating agreement. If
the Gas Balancing Agreement is agreed to contemporaneously with any such operating agreement,
Section 15 should be
omitted. Otherwise, the Parties must determine the appropriate Percentage Interest which must
execute the form to make it
effective and the date by which such interests must execute it.



SIGNATURE ELEMENT — The “IN WITNESS WHEREOF,” signature and attest/witness elements are
ONLY to be utilized
if the Gas Balancing Agreement is NOT agreed to contemporaneously with the execution of an A.A.P.L.
Form 610 Model
Form Operating Agreement or another suitable operating agreement. If the Gas Balancing Agreement is
agreed to
contemporaneously with any such operating agreement, the “IN WITNESS WHEREOF,” signature and
attest/witness
elements should be omitted. Otherwise, these items should be completed in an appropriate fashion,
and any appropriate
amendment made to the heading of the Gas Balancing Agreement.









2









 








	 	 	 

	A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992

	 	AMERICAN ASSOCIATION OF PETROLEUM LANDMEN

APPROVED FORM A. A. P. L. NO. 6





NOTE: Instructions For Use of Gas Balancing
Agreement MUST be reviewed before finalizing
this document.




EXHIBIT “E”

GAS BALANCING AGREEMENT (“AGREEMENT”)

ATTACHED TO AND MADE PART OF THAT CERTAIN




     AGREEMENT DATED __________, 2010 BY AND BETWEEN Sun River Operating, Inc., as Operator
AND Devon Energy Production Company, L.P., as Non-Operator (“OPERATING AGREEMENT”)
RELATING TO THE Contract AREA,
Panola COUNTY/ STATE OF Texas.




	1.	 	DEFINITIONS
	 
	 	 	The following definitions shall apply to this Agreement:






	 	1.01	 	“Arm’s Length Agreement” shall mean any gas sales agreement with an unaffiliated purchaser or any gas sales
agreement with an affiliated purchaser where the sales price and delivery conditions under such agreement are
representative of prices and delivery conditions existing under other similar agreements in the area between
unaffiliated parties at the same time for natural gas of comparable quality and quantity.
	 
	 	1.02	 	“Balancing Area” shall mean (select one):
	 
	 	 	 	þ each well subject to the Operating Agreement that produces Gas or is allocated a share of Gas production. If a
single well is completed in two or more producing intervals, each producing interval from which the Gas
production is not commingled in the wellbore shall be considered a separate well.



	 
	 	1.03	 	
 “Full Share of Current Production” shall mean the Percentage Interest of each Party in the Gas actually produced
from the Balancing Area during each month.
	 
	 	1.04	 	“Gas” shall mean all hydrocarbons produced or producible from the Balancing Area, whether from a well classified
as an oil well or gas well by the regulatory agency having jurisdiction in such matters, which are or may be made
available for sale or separate disposition by the Parties, excluding oil, condensate and other liquids recovered by
field equipment operated for the joint account. “Gas” does not include gas used in joint operations, such as for fuel,
recycling or reinjection, or which is vented or lost prior to its sale or delivery from the Balancing Area.
	 
	 	1.05	 	“Makeup Gas” shall mean any Gas taken by an Underproduced Party from the Balancing Area in excess of its Full
Share of Current Production, whether pursuant to Section 3.3 or Section 4.1 hereof.
	 
	 	1.06	 	“Mcf” shall mean one thousand cubic feet. A cubic foot of Gas shall mean the volume of gas contained in one cubic
foot of space at a standard pressure base and at a standard temperature base.
	 
	 	1.07	 	“MMBtu” shall mean one million British Thermal Units. A British Thermal Unit shall mean the quantity of heat
required to raise one pound avoirdupois of pure water from 58.5 degrees Fahrenheit to 59.5 degrees Fahrenheit at a
constant pressure of 14.73 pounds per square inch absolute.
	 
	 	1.08	 	“Operator” shall mean the individual or entity designated under the terms of the Operating Agreement or, in the
event this Agreement is not employed in connection with an operating agreement, the individual or entity
designated as the operator of the well(s) located in the Balancing Area.
	 
	 	1.09	 	“Overproduced Party” shall mean any Party having taken a greater quantity of Gas from the Balancing Area than
the Percentage interest of such Party in the cumulative quantity of all Gas produced from the Balancing Area.
	 
	 	1.10	 	“Overproduction” shall mean the cumulative quantity of Gas taken by a Party in excess of its Percentage Interest in
the cumulative quantity of all Gas produced from the Balancing Area.
	 
	 	1.11	 	“Party” shall mean those individuals or entities subject to this Agreement, and their respective heirs, successors,
transferees and assigns.
	 
	 	1.12	 	“Percentage Interest” shall mean the percentage or decimal interest of each Party in the Gas produced from the
Balancing Area pursuant to the Operating Agreement covering the Balancing Area.
	 
	 	1.13	 	“Royalty” shall mean payments on production of Gas from the Balancing Area to all owners of royalties, overriding
royalties, production payments or similar interests.
	 
	 	1.14	 	“Underproduced Party” shall mean any Party having taken a lesser quantity of Gas from the Balancing Area than
the Percentage Interest of such Party in the cumulative quantity of all Gas produced from the Balancing Area.
	 
	 	1.15	 	“Underproduction” shall mean the deficiency between the cumulative quantity of Gas taken by a Party and its
Percentage Interest in the cumulative quantity of all Gas produced from the Balancing Area.






	2.	 	BALANCING AREA





     2.1 If this Agreement covers more than one Balancing Area, it shall be applied as if each
Balancing Area were covered
by separate but identical agreements. All balancing hereunder shall be on the basis of Gas taken
from the Balancing Area
measured in (Alternative 1) þ Mcfs or (Alternative 2) o MMBtus.



     2.2 In the event that all or part of the Gas deliverable from a Balancing Area is or
becomes subject to one or more
maximum lawful prices, any Gas not subject to price controls shall be considered as produced from a
single Balancing Area
and Gas subject to each maximum lawful price category shall be considered produced from a separate
Balancing Area.




	3.	 	RIGHT OF PARTIES TO TAKE GAS





     3.1 Each Party desiring to take Gas will notify the Operator, or cause the Operator to be
notified, of the volumes nominated, the name of the transporting pipeline and the pipeline contract number (if available)
and meter station or other identifying description relating
to such delivery, sufficiently in advance for the Operator, acting with reasonable diligence, to
meet all nomination and other




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A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992




requirements. Operator is authorized to deliver the volumes so nominated in accordance with each Party’s interest in the well and confirmed (if
confirmation is required) to the
transporting pipeline in accordance with the terms of this Agreement, provided, however, the well
is capable of delivering the nominated volume for the
applicable Party or Parties.



     3.2 Each Party shall make a reasonable, good faith effort to take its Full Share of Current Production each month, to the
extent that such production is required to maintain leases in effect, to protect the producing
capacity of a well or reservoir, to
preserve correlative rights, or to maintain oil production.



     3.3 When a Party fails for any reason to take its Full Share of Current Production (as such
Share may be reduced by the
right of the other Parties to make up for Underproduction as provided herein), the other Parties
shall be entitled to take any
Gas which such Party fails to take. To the extent practicable, such Gas shall be made available
initially to each Underproduced
Party in the proportion that its Percentage Interest in the Balancing Area bears to the total
Percentage Interests of all
Underproduced Parties desiring to take such Gas. If all such Gas is not taken by the Underproduced
Parties, the portion not
taken shall then be made available to the other Parties in the proportion that their respective
Percentage Interests in the
Balancing Area bear to the total Percentage Interests of such Parties.



     3.4 All Gas taken by a Party in accordance with the provisions of this Agreement, regardless
of whether such Party is
underproduced or overproduced, shall be regarded as Gas taken for its own account with title
thereto being in such taking
Party.



     3.5 Notwithstanding the provisions of Section 3.3 hereof, no Overproduced Party shall be
entitled in any month to take any
Gas in excess of three hundred percent (300%) of its Percentage Interest of the Balancing Area’s
then-current Maximum
Monthly Availability; unless agreed to by all Parties hereto, provided, however, that this limitation shall not apply to the extent that
it would preclude production
that is required to maintain leases in effect, to protect the producing capacity of a well or
reservoir, to preserve correlative
rights, or to maintain oil production. “Maximum Monthly Availability” shall mean the maximum
average monthly rate of
production at which Gas can be delivered from the Balancing Area, as determined by the Operator,
considering the maximum
efficient well rate for each well within the Balancing Area, the maximum allowable(s) set by the
appropriate regulatory agency,
mode of operation, production facility capabilities and pipeline pressures.



     3.6 In the event that a Party fails to make arrangements to take its Full Share of Current
Production required to be
produced to maintain leases in effect, to protect the producing capacity of a well or reservoir, to
preserve correlative rights, or
to maintain oil production, the Operator may sell, if it so elects, any part of such Party’s Full Share of Current
Production that such Party fails
to take for the account of such Party and render to such Party, on a current basis, the full
proceeds of the sale, less any
reasonable marketing, compression, treating, gathering or transportation costs incurred directly in
connection with the sale of
such Full Share of Current Production. In making the sale contemplated herein, the Operator shall
be obligated only to obtain
such price and conditions for the sale as are reasonable under the circumstances and shall not be
obligated to share any of its
markets. Any such sale by Operator under the terms hereof shall be only for such reasonable periods
of time as are consistent
with the minimum needs of the industry under the particular circumstances, but in no event for a
period in excess of one
year. Notwithstanding the provisions of Article 3.4 hereof, Gas sold by Operator for a Party under
the provisions hereof shall
be deemed to be Gas taken for the account of such Party.




	4.	 	IN-KIND BALANCING





     4.1
Effective the first day of any calendar month following  reasonable notice atleast thirty (30) days’ prior
written notice to the Operator,  if required by Operator, any Underproduced Party may begin taking, in addition to its Full
Share of Current
Production and any Makeup Gas taken pursuant to Section 3.3 of this Agreement, a share of current
production determined
by multiplying thirty-five percent (35%) of the Full Shares of Current Production
of all Overproduced Parties by
a fraction, the numerator of which is the Percentage Interest of such Underproduced Party and the
denominator of which
is the total of the Percentage Interests of all Underproduced Parties desiring to take Makeup Gas. In no event will an
Overproduced Party be required to provide more
than thirty-five percent (35%) of its Full Share of Current
Production for Makeup Gas. The Operator will promptly notify all Overproduced Parties of the
election of an Underproduced
Party to begin taking Makeup Gas.



     4.3 þ (Optional) Notwithstanding any other provision of this Agreement, at such time and
for so long as Operator, or
(insofar as concerns production by the Operator) any Underproduced Party, determines in good faith
that an Overproduced
Party has produced all of its share of the ultimately recoverable reserves in the Balancing Area,
such Overproduced Party may
be required to make available for Makeup Gas, upon the demand of the Operator or any Underproduced Party, up to
one hundred percent (100%) of such Overproduced Party’s Full Share of Current Production.




	5.	 	STATEMENT OF GAS BALANCES





     5.1 The Operator will maintain appropriate accounting on a monthly and cumulative basis of the
volumes of Gas that each
Party is entitled to receive and the volumes of Gas actually taken or sold for each Party’s
account. Within sixty (60) days
after the month of production, the Operator will furnish a statement for such month showing (1)
each Party’s Full Share of
Current Production, (2) the total volume of Gas actually taken or sold for each Party’s account,
(3) the difference between
the volume taken by each Party and that Party’s Full Share of Current Production, (4) the
Overproduction or
Underproduction of each Party, and (5) other data as recommended by the provisions of the Council
of Petroleum
Accountants Societies Bulletin No.24, as amended or supplemented hereafter. Each Party taking Gas
will promptly provide to
the Operator any data required by the Operator for preparation of the statements required
hereunder.



     5.2 If any Party fails to provide the data required herein for four (4) consecutive production
months, the Operator, or
where the Operator has failed to provide data, another Party, may audit the production and Gas
sales and transportation
volumes of the non-reporting Party to provide the required data. Such audit shall be conducted only
after reasonable notice and
during normal business hours in the office of the Party whose records are being audited. All costs
associated with such audit
will be charged to the account of the Party failing to provide the required data.




	6.	 	PAYMENTS ON PRODUCTION





     6.1 Each Party taking Gas shall pay or cause to be paid all production and severance taxes due
on all volumes of Gas
actually taken by such Party.



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A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992




     6.2 þ (Alternative 2 — Sales) Each Party shall pay or cause to be paid Royalty due with
respect to Royalty owners to
whom it is accountable based on the volume of Gas actually taken for its account.



     6.3 In the event that any governmental authority requires that Royalty payments be made on any
other basis than that
provided for in this Section 6, each Party agrees to make such Royalty payments accordingly,
commencing on the effective date
required by such governmental authority, and the method provided for herein shall be thereby
superseded.




	7.	 	CASH SETTLEMENTS





     7.1 Upon the earlier of the plugging and abandonment of the last producing interval in the
Balancing Area, the termination
of the Operating Agreement or any pooling or unit agreement covering the Balancing Area, or at any
time no Gas is taken
from the Balancing Area for a period of twelve (12) consecutive months, any Party may give written
notice calling for cash
settlement of the Gas production imbalances among the Parties. Such notice shall be given to all
Parties in the Balancing Area.



     7.2 Within sixty (60) days after the notice calling for cash settlement under Section 7.1, the
Operator will distribute to each
Party a Final Gas Settlement Statement detailing the quantity of Overproduction owed by each
Overproduced Party to each
Underproduced Party and identifying the month to which such Overproduction is attributed, pursuant
to the methodology
set out in Section 7.4.



     7.3 þ (Alternative 2 — Settlement Through Operator) Within sixty (60) days after receipt
of the Final Gas Settlement
Statement, each Overproduced Party will send its cash settlement, accompanied by appropriate
accounting detail, to the
Operator. The Operator will distribute the monies so received, along with any settlement owed by
the Operator as an
Overproduced Party, to each Underproduced Party to whom settlement is due within ninety (90) days
after issuance of the
Final Gas Settlement Statement. In the event that any Overproduced Party fails to pay any
settlement due hereunder, the
Operator may turn over responsibility for the collection of such settlement to the Party to whom it
is owed, and the Operator
will have no further responsibility with regard to such settlement.



     7.3.1 þ (Optional — For use only with Section 7.3, Alternative 2 — Settlement Through
Operator) Any Party shall have
the right at any time upon thirty (30) days’ prior written notice to all other Parties to demand
that any settlements due such
Party for Overproduction be paid directly to such Party by the Overproduced Party, rather than
being paid through the
Operator. In the event that an Overproduced Party pays the Operator any sums due to an
Underproduced Party at any time
after thirty (30) days following the receipt of the notice provided for herein, the Overproduced
Party will continue to be liable
to such Underproduced Party for any sums so paid, until payment is actually received by the
Underproduced Party.



     7.4 þ (Alternative 1 — Historical Sales Basis) The amount of the cash settlement will be
based on the proceeds
received by the Overproduced Party under an Arm’s Length Agreement for the Gas taken from time to
time by the
Overproduced Party in excess of the Overproduced Party’s Full Share of Current Production. Any
Makeup Gas taken by the
Underproduced Party prior to monetary settlement hereunder will be applied to offset Overproduction
chronologically in the
order of accrual.



     7.5 The values used for calculating the cash settlement under Section 7.4 will include all
proceeds received for the sale of the
Gas by the Overproduced Party calculated at the Balancing Area, after deducting any production or
severance taxes paid and any
Royalty actually paid by the Overproduced Party to an Underproduced Party’s Royalty owner(s), to
the extent said payments
amounted to a discharge of said Underproduced Party’s Royalty obligation, as well as any reasonable
marketing, compression,
treating, gathering or transportation costs incurred directly in connection with the sale of the
Overproduction.



     7.5.1 þ (Optional — For Valuation Under Percentage of Proceeds Contracts) For
Overproduction sold under a gas
purchase contract providing for payment based on a percentage of the proceeds obtained by the
purchaser upon resale of
residue gas and liquid hydrocarbons extracted at a gas processing plant, the values used for
calculating cash settlement will
include proceeds received by the Overproduced Party for both the liquid hydrocarbons and the
residue gas attributable to the
Overproduction.



     7.5.2 þ (Optional — Valuation for Processed Gas — Option 2) For Overproduction processed
for the account of the
Overproduced Party at a gas processing plant for the extraction of liquid hydrocarbons, the values
used for calculating cash
settlement will include the proceeds received by the Overproduced Party for the sale of the liquid
hydrocarbons extracted from
the Overproduction, less the actual reasonable costs incurred by the Overproduced Party to process
the Overproduction and to
transport, fractionate and handle the liquid hydrocarbons extracted therefrom prior to sale.



     7.6 To the extent the Overproduced Party did not sell all Overproduction under an Arm’s Length
Agreement, the cash
settlement will be based on the weighted average price received by the Overproduced Party for any
gas sold from the



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A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992



Balancing Area under Arm’s Length Agreements during the months to which such Overproduction is
attributed. In the event
that no sales under Arm’s Length Agreements were made during any such month, the cash settlement
for such month will be
based on the spot sales prices published for the applicable geographic area during such month in a
mutually acceptable pricing
bulletin.




     7.7 Interest compounded at the prime rate in effect at Bank of America plus 1 percent
(or the maximum lawful
rate of interest applicable to the Balancing Area, whichever is less, will accrue for all amounts
due under Section 7.1 beginning
the first day following the date payment is due pursuant to Section 7.3. Such interest shall be
borne by the Operator or any
Overproduced Party in the proportion that their respective delays beyond the deadlines set out in
Sections 7.2 and 7.3
contributed to the accrual of the interest. The Operator shall also be required to pay all such interest if it has
received payment from any Overproduced Party, but failed to timely pay the
Underproduced Party.



     7.8 In lieu of the cash settlement required by Section 7.3, an Overproduced Party may deliver
to the Underproduced Party
an offer to settle its Overproduction in-kind and at such rates, quantities, times and sources as
may be agreed upon by the
Underproduced Party. If the Parties are unable to agree upon the manner in which such in-kind
settlement gas will be
furnished within sixty (60) days after the Overproduced Party’s offer to settle in kind, which
period may be extended by
agreement of said Parties, the Overproduced Party shall make a cash settlement as provided in
Section 7.3. The making of an
in-kind settlement offer under this Section 7.8 will not delay the accrual of interest on the cash
settlement should the Parties
fail to reach agreement on an in-kind settlement.



     7.9 þ (Optional — For Balancing Areas Subject to Federal Price Regulation) That portion
of any monies collected by an
Overproduced Party for Overproduction which is subject to refund by orders of the Federal Energy
Regulatory Commission or
other governmental authority may be withheld by the Overproduced Party until such prices are fully
approved by such
governmental authority, unless the Underproduced Party furnishes a corporate undertaking,
acceptable to the Overproduced
Party, agreeing to hold the Overproduced Party harmless from financial loss due to refund orders by
such governmental
authority.




	8.	 	TESTING





     Notwithstanding any provision of this Agreement to the contrary, any Party shall have the
right, from time to time, to
produce and take up to one hundred percent (100%) of a well’s entire Gas stream to meet the
reasonable deliverability test(s)
required by such Party’s Gas purchaser, and the right to take any Makeup Gas shall be subordinate
to the right of any Party to
conduct such tests; provided, however, that such tests shall be conducted in accordance with
prudent operating practices only
after thirty (30) days’ prior written notice to the Operator and shall last no longer than
seventy-two (72) hours.




	9.	 	OPERATING COSTS





     Nothing in this Agreement shall change or affect any Party’s obligation to pay its
proportionate share of all costs and
liabilities incurred in operations on or in connection with the Balancing Area, as its share
thereof is set forth in the Operating
Agreement, irrespective of whether any Party is at any time selling and using Gas or whether such
sales or use are in
proportion to its Percentage Interest in the Balancing Area.




	10.	 	LIQUIDS





     The Parties shall share proportionately in and own all liquid hydrocarbons recovered with Gas
by field equipment operated
for the joint account in accordance with their Percentage Interests in the Balancing Area.




	11.	 	AUDIT RIGHTS





     Notwithstanding any provision in this Agreement or any other agreement between the Parties
hereto, and further
notwithstanding any termination or cancellation of this Agreement, for a period of two (2) years
from the end of the calendar
year in which any information to be furnished under Section 5 or 7 hereof is supplied, any Party
shall have the right to audit
the records of any other Party regarding quantity, including but not limited to information
regarding Btu-content.
Any Underproduced Party shall have the right for a period of two (2) years from the end of the
calendar year in which any
cash settlement is received pursuant to Section 7 to audit the records of any Overproduced Party as
to all matters concerning
values, including but not limited to information regarding prices and disposition of Gas from the
Balancing Area. Any such
audit shall be conducted at the expense of the Party or Parties desiring such audit, and shall be
conducted, after reasonable
notice, during normal business hours in the office of the Party whose records are being audited.
Each Party hereto agrees to
maintain records as to the volumes and prices of Gas sold each month and the volumes of Gas used in
its own operations,
along with the Royalty paid on any such Gas used by a Party in its own operations. The audit rights
provided for in this
Section 11 shall be in addition to those provided for in Section 5.2 of this Agreement.




	12.	 	MISCELLANEOUS





     12.1 As between the Parties, in the event of any conflict between the provisions of this
Agreement and the provisions of
any gas sales contract, or in the event of any conflict between the provisions of this Agreement
and the provisions of the
Operating Agreement, the provisions of this Agreement shall govern.



     12.2 Each Party agrees to defend, indemnify and hold harmless all other Parties from and
against any and all liability for
any claims, which may be asserted by any third party which now or hereafter stands in a contractual
relationship with such
indemnifying Party and which arise out of the operation of this Agreement or any activities of such
indemnifying Party under
the provisions of this Agreement, and does further agree to save the other Parties harmless from
all judgments or damages
sustained and costs incurred in connection therewith.



     12.3 Except as otherwise provided in this Agreement, Operator is authorized to administer the
provisions of this
Agreement, but shall have no liability to the other Parties for losses sustained or liability
incurred which arise out of or in
connection with the performance of Operator’s duties hereunder, except such as may result from
Operator’s gross negligence or
willful misconduct. Operator shall not be liable to any Underproduced Party for the failure of any
Overproduced Party, (other
than Operator) to pay any amounts owed pursuant to the terms hereof.



     12.4 This Agreement shall remain in full force and effect for as long as the Operating
Agreement shall remain in force and
effect as to the Balancing Area, and thereafter until the Gas accounts between the Parties are
settled in full, and shall inure to
the benefit of and be binding upon the Parties hereto, and their respective heirs, successors,
legal representatives



-4-









 




A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992



and assigns, if any. The Parties hereto agree to give notice of the existence of this Agreement to
any successor in interest of
any such Party and to provide that any such successor shall be bound by this Agreement, and shall
further make any transfer of
any interest subject to the Operating Agreement, or any part thereof, also subject to the terms of
this Agreement.



     12.5 Unless the context clearly indicates otherwise, words used in the singular include the
plural, the plural includes the
singular, and the neuter gender includes the masculine and the feminine.



     12.6 In the event that any “Optional” provision of this Agreement is not adopted by the
Parties to this Agreement by a
typed, printed or handwritten indication, such provision shall not form a part of this Agreement,
and no inference shall be
made concerning the intent of the Parties in such event. In the event that any “Alternative”
provision of this Agreement is not
so adopted by the Parties, Alternative 1 in each such instance shall be deemed to have been adopted
by the Parties as a result
of any such omission. In those cases where it is indicated that an Optional provision may be used
only if a specific Alternative
is selected: (i) an election to include said Optional provision shall not be effective unless the
Alternative in question is selected;
and (ii) the election to include said Optional provision must be expressly indicated hereon, it
being understood that the
selection of an Alternative either expressly or by default as provided herein shall not, in and of
itself, constitute an election to
include an associated Optional provision.



     12.7 This Agreement shall bind the Parties in accordance with the provisions hereof, and
nothing herein shall be construed
or interpreted as creating any rights in any person or entity not a signatory hereto, or as being a
stipulation in favor of any
such person or entity.



     12.8 If contemporaneously with this Agreement becoming effective, or thereafter, any Party
requests that any other Party
execute an appropriate memorandum or notice of this Agreement in order to give third parties notice
of record of same and
submits same for execution in recordable form, such memorandum or notice shall be duly executed by
the Party to which such
request is made and delivered promptly thereafter to the Party making the request. Upon receipt,
the Party making the request
shall cause the memorandum or notice to be duly recorded in the appropriate real property or other
records affecting the
Balancing Area.



     12.9 The Parties to this Agreement agree to abide by the requirements of Treas. Reg. Sec.
1.761-2(d)(2). This regulation requires that all co-producers of natural gas operating under the
same operating agreement must use the cumulative gas balancing method, as described under Treas.
Reg. Sec. 1.761-2(d)(3), to compute and report gross income from sales of natural gas for tax
purposes. In the event of a conflict between the provisions of this Section and any other
provisions of this Agreement, the provisions of this Section shall control..





	13.	 	ASSIGNMENT AND RIGHTS UPON ASSIGNMENT





     13.1 Subject to the provisions of Sections 13.2 (if elected) and 13.3 hereof, and
notwithstanding anything in this Agreement
or in the Operating Agreement to the contrary, if any Party assigns (including any sale, exchange
or other transfer) any of its
working interest in the Balancing Area when such Party is an Underproduced or Overproduced Party,
the assignment or other
act of transfer shall, insofar as the Parties hereto are concerned, include all interest of the
assigning or transferring Party in the
Gas, all rights to receive or obligations to provide or take Makeup Gas and all rights to receive
or obligations to make any
monetary payment which may ultimately be due hereunder, as applicable. Operator and each of the
other Parties hereto shall
thereafter treat the assignment accordingly, and the assigning or transferring Party shall look
solely to its assignee or other
transferee for any interest in the Gas or monetary payment that such Party may have or to which it
may be entitled, and shall
cause its assignee or other transferee to assume its obligations hereunder.



     13.3 The provisions of this Section 13 shall not be applicable in the event any Party
mortgages its interest or disposes of its
interest by merger, reorganization, consolidation or sale of substantially all of its assets to a
subsidiary or parent company, or to
any company in which any parent or subsidiary of such Party owns a majority of the stock of such
company.




	14.	 	OTHER PROVISIONS




-5-









 











A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992





	15.	 	COUNTERPARTS





     This Agreement may be executed in counterparts, each of which when taken with all other
counterparts shall constitute
a binding agreement between the Parties hereto; provided, however, that if a Party or Parties
owning a Percentage Interest in
the Balancing Area equal to or greater than a
________________________________________________________________________ percent (___________%) therein fail(s) to execute this
Agreement on or before _______________________, this Agreement shall not be binding upon any Party and shall be of
no further force and effect.



     IN WITNESS WHEREOF, this Agreement shall be effective as of the _________ day of _________, 2010.



	 	 	 	 	 	 	 	 	 

	
ATTEST OR WITNESS:
	 	 	 	OPERATOR 

Sun River Operating, Inc. 	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 
	 	BY:	 	 	 
	 

	 	 	 	 	 	 

Donal R. Schmidt, Jr.
	 	 
	 	 	 	 	Type or print name	 	 
	 

	 	 	 	Title
	 	President and CEO	 	 
	 

	 	 	 	Date	 	 	 






	 	 	 	 	 	 	 	 	 

	 

	 	 

	 	  Tax ID or S.S. No.	 
	 

	 	 	 	 	 	 









	 	 	 	 	 	 	 	 	 

	

	 	 	 	NON-OPERATORS 
Devon Energy Production Company, L.P.
	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 
	 	BY:	 	 	 	 
	 

	 	 	 	 	 	 

Daniel W. Higdon
	 	 
	 	 	 	 	Type or print name	 	 
	 

	 	 	 	Title
	 	Agent and Attorney-In-Fact	 	 
	 

	 	 	 	Date	 	 	 






	 	 	 	 	 	 	 	 	 

	 

	 	 

	 	  Tax ID or S.S. No.	 
	 

	 	 	 	 	 	 









	 	 	 	 	 	 	 	 	 

	 

	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 
	 	BY:	 	 	 
	 

	 	 	 	 	 	 

	 
	 	 	 	 	Type or print name	 	 
	 

	 	 	 	Title
	 	 	 
	 

	 	 	 	Date	 	 	 






	 	 	 	 	 	 	 	 	 

	 

	 	 

	 	  Tax ID or S.S. No.	 
	 

	 	 	 	 	 	 






-6-









 





A.A.P.L. FORM 610-E — GAS BALANCING AGREEMENT — 1992






ACKNOWLEDGMENTS




     Note: The following forms of acknowledgment are the short forms approved by the Uniform Law on
Notarial Acts. The
validity and effect of these forms in any state will depend upon the statutes of that state.


State of TEXAS )




                    )          ss.


County of DALLAS )




     Before me, the undersigned authority, on this day personally appearedDonal R.
Schmidt, Jr., known to me to be the person whose name is subscribed to the foregoing instrument, as
President and CEO for Sun River Operating, Inc. for the purposes and consideration therein
expressed, in the capacity stated, and as the act and deed of siid corporation.



     Given under my hand and seal of office this ___________ day of _______________, 2010.



	 	 	 	 	 	 	 	 	 

	(Seal, if any)________________________

	 	 
	 	Title (and Rank)
	 	 	 	 
	 

	 	 	 	 	 	 	 	 
	 

	 	 	 	My commission expires:	 	 	 	 
	 

	 	 	 	 	 	 	 	 




State of TEXAS )




                    ) ss.


County of HARRIS )




     Before me, the undersigned authority, on this day personally appeared Daniel W. Higdon, known
to me to be the person whose name is subscribed to the foregoing instrument, as Agent and
Attorney-in-Fact for Devon Energy Production Company, L.P.., an Oklahoma limited partnership, and
acknowledged to me that he executed the same for the purposes and consideration therein expressed,
in the capacity stated, and as the act and deed of said limited partnership.



     Given under my hand and seal of office this _______________ day of________________, 2010.



	 	 	 	 	 	 	 	 	 

	(Seal, if any)________________________

	 	 
	 	Title (and Rank)
	 	 	 	 
	 

	 	 	 	 	 	 	 	 
	 

	 	 	 	My commission expires:	 	 	 	 
	 

	 	 	 	 	 	 	 	 






-7-











 





EXHIBIT “F”



Attached to and made a part of that certain Operating Agreement dated                          , by and
between Sun River Operating, Inc., as Operator and Devon Energy Production Company, L.P., etal, as
Non-Operators.



COMPLIANCE AND AFFIRMATIVE ACTION: Unless exempted by Federal law, rule, regulation or
order, the following clauses contained in the Code of Federal Regulation are incorporated herein by
reference, the full test of which will be made available upon request; 32 C.F.R. 7-103.27 (Disabled
and Vietnam Veterans); 32 C.F.R. 7-103-28 (Handicapped Workers); 32 C.F.R. 7-103.18 (Equal
Opportunity); 32 C.F.R. 1-104.14(a) and (b) (Utilization of Small Disadvantaged Business Concerns);
32 C.F.R. 7-104.52 and 41 C.F.R. Chapter 1, FPR Temporary Regulation 54, Attachment A (Utilization
of Women-Owned Business Concerns). CONTRACTOR shall sign and return the attached Certificate of
Nonsegregated Facilities. CONTRACTOR agrees and covenants that none of its companies or employees
of its subcontractors who provide services pursuant to this contract are unauthorized aliens as
defined in the Immigration Reform and Control Act of 1986.





Page 1 of 1










 





EXHIBIT “H”




NOTICE OF JOINT OPERATING AGREEMENT

AND LIENS AND OTHER SECURITY INTERESTS



	 	 	 	 	 

	STATE OF TEXAS

	 	§	 	 
	 

	 	§
	 	KNOW ALL PERSONS THAT:
	COUNTY OF PANOLA

	 	§	 	 






     WHEREAS, on _________, 2010, the hereinbelow-identified parties, whose addresses are shown on
Exhibit “A” attached hereto, did agree to and make an agreement for developing and operating
certain lands, oil and gas leasehold interests, and/or other oil and gas interests (such agreement,
which is incorporated herein by this reference, being hereinafter referred to as the “Agreement”).
The lands and interests identified in the Agreement included within a “Contract Area”, as that term
is therein defined, those described on Exhibit “A” attached hereto (such land and interests
described on said Exhibit “A” being hereinafter referred to as the “Lands and Interest”); and



     WHEREAS, pursuant to Article VII.B. of the Agreement, each party grants to the other parties
certain liens and other security interests in the Lands and Interests and in fixtures and other
personal property as more fully provided therein.



     NOW, THEREFORE, the parties hereto hereby give notice of the existence of said Agreement and,
specifically, the liens and other security interests granted by the parties therein to the other
parties in accordance with the provisions of the Agreement. Accordingly, the parties hereby grant,
and give notice of, the following liens: (i) a lien upon all of the rights, titles, and interests
of each party, whether now existing or hereafter acquired, in and to (a) the Lands and Interests
described more particularly on Exhibit “A” attached hereto and in lands pooled or unitized
therewith or otherwise becoming subject to the Agreement and (b) all oil, gas, and other minerals
in, on, and under the Lands and Interests and (ii) a security interest in and to all of the rights,
titles, interests, claims, general intangibles, proceeds, and products thereof of each party,
whether now existing or hereafter acquired, in and to (a) the oil and gas extracted from the Lands
and Interests when extracted therefrom, and all rights thereto, including, but not limited to,
accounts arising from gas imbalances, (b) all accounts receivable accruing or arising as the result
of the sale of such oil, gas, and other minerals, (c) all cash or other proceeds from the sale of
such oil, gas, and other minerals once produced, (d) all personal property and fixtures on or used
or obtained for use in connection with the Lands and Interests (including but without limitation,
all wells, tools and tubular goods) and the cash or other proceeds realized from the sale thereof,
and (e) all contract rights, inventory and general intangibles relating thereto and arising
therefrom, and all proceeds and products of the foregoing.



     This Notice may be executed in any number of counterparts, which may be combined to form a
single instrument for recording purposes. All parties need not execute this Notice in order for it
to be effective as to those parties executing it.



     EXECUTED in multiple originals for filing in the real property/mortgage and Uniform Commercial
Code records of the hereinabove identified County(ies) of the State of Texas and as a Financing
Statement under the Uniform Commercial Code of such state with the Secretary of the State of Texas
on this the _____ day of __________, 2010.



 









 





OPERATOR:




	 	 	 	 	 
	SUN RIVER OPERATING, INC.

 	 	 
	By:  	 	 	 
	 	Donal R. Schmidt, Jr. 	 	 
	 	Title:  	President and CEO 	 	 
	 



	 	 	 	 	 
	NON-OPERATORS:



DEVON ENERGY PRODUCTION COMPANY, L.P.

 	 	 
	By:  	 	 	 
	 	Daniel W. Higdon 	 	 
	 	Agent and Attorney-in-Fact 	 	 
	 



	 	 	 	 	 
	SUN RIVER ENERGY, INC.

 	 	 
	By:  	 	 	 
	 	Donal R. Schmidt, Jr. 	 	 
	 	Title:  	President and CEO 	 	 
	 



	 	 	 	 	 
	
 	 	 
	By:  	 	 	 
	 	Title:  	 	 	 
	 



Page 2 of Exhibit “H” 









 






	 	 	 	 	 



ACKNOWLEDGEMENTS




	 	 	 

	STATE OF TEXAS

	 	§
	 

	 	§
	COUNTY OF HARRIS

	 	§






     BEFORE ME, the undersigned authority, on this day personally appeared Daniel W. Higdon, known
to me to be the person whose name is subscribed to the foregoing instrument, as Agent and
Attorney-in-Fact for Devon Energy Production Company, L.P., an Oklahoma limited partnership, and
acknowledged to me that he executed the same for the purposes and consideration therein expressed,
in the capacity stated, and as the act and deed of said limited partnership.



     GIVEN UNDER MY HAND AND SEAL OF OFFICE this ____ day of ________, 2010.



	 	 	 	 	 
	 	 	 
	 	
 	 
	 	Notary Public, State of Texas 	 
	 	 	 
	 



	 	 	 

	STATE OF TEXAS

	 	§
	 

	 	§
	COUNTY OF DALLAS

	 	§






     BEFORE ME, the undersigned authority, on this day personally appeared Donal R. Schmidt, Jr.,
known to me to be the person whose name is subscribed to the foregoing instrument, as President and
CEO for Sun River Operating, Inc. for the purpose and consideration therein expressed, in the
capacity stated, and as the act and deed of said corporation.



     GIVEN UNDER MY HAND AND SEAL OF OFFICE this _____ day of _____________, 2010.



	 	 	 	 	 
	 	 	 
	 	
 	 
	 	Notary Public, State of Texas 	 
	 	 	 
	 



	 	 	 

	STATE OF TEXAS

	 	§
	 

	 	§
	COUNTY OF DALLAS

	 	§






     BEFORE ME, the undersigned authority, on this day personally appeared Donal R. Schmidt, Jr.,
known to me to be the person whose name is subscribed to the foregoing instrument, as President and
CEO for Sun River Energy, Inc. for the purpose and consideration therein expressed, in the capacity
stated, and as the act and deed of said corporation.



     GIVEN UNDER MY HAND AND SEAL OF OFFICE this ______ day of __________, 2010.



	 	 	 	 	 
	 	 	 
	 	
 	 
	 	Notary Public, State of Texas 	 
	 	 	 
	 



	 	 	 

	STATE OF TEXAS

	 	§
	 

	 	§
	COUNTY OF ___________

	 	§






     BEFORE ME, the undersigned authority, on this day personally appeared __________________,
known to me to be the person whose name is subscribed to the foregoing instrument, for the purpose
and consideration therein expressed.



     GIVEN UNDER MY HAND AND SEAL OF OFFICE this ______ day of __________, 2010.



	 	 	 	 	 
	 	 	 
	 	
 	 
	 	Notary Public, State of Texas 	 
	 	 	 
	 




Page 3 of Exhibit “H”











 







	 	 	 	 	 



EXHIBIT “D”




Attached to Letter Agreement dated October 4, 2010, between Devon Energy Production Co., L.P.,

and Sun River Energy, Inc.



Well Information Requirements




	 	 	In drilling a well hereunder, you agree:
	 
	1.	 	To conduct all operations in accordance with approved and accepted practices prevailing in
the field where the well is drilled.
	 
	2.	 	To make adequate evaluation and tests to determine if the well is capable of producing oil or
gas from any formations encountered.
	 
	3.	 	To accord Devon the freedom of the derrick floor and full and free access to the well and the
records thereof at any and all times, at Devon’s own risk and expense.
	 
	4.	 	To give Devon reasonable notice in sufficient time to have a representative present before
any testing, coring or logging of a prospective oil and/or gas zone.
	 
	5.	 	To furnish, or cause to be furnished, Devon, without cost, the following reports, data and
information:





	 	 	 	 	 	 	 	 	 
	 	 	NO.	 	 	 	 
	 	 	COPIES	 	 	 	 
	ITEM	 	FIELD	 	 	FINAL	 
	Geological Prognosis
	 	 	 	 	 	 	1	 
	Drilling Prognosis
	 	 	 	 	 	 	1	 
	Cost Estimate
	 	 	 	 	 	 	1	 
	AFE
	 	 	 	 	 	 	1	 
	Location Plat & Elevation
	 	 	 	 	 	 	1	 
	Application for Permit to Drill
	 	 	 	 	 	 	1	 
	Approved Drilling Permit
	 	 	 	 	 	 	1	 
	Drilling Contract
	 	 	 	 	 	 	1	 
	 
	 	 	 	 	 	 	 	 
	Daily Drilling & Completion Reports e-mailed daily
to DevonNonOps@dvn.com
	 	 	1	 	 	 	 	 
	Mud Log
— 1” log faxed daily (713) 265-2069
	 	 	1	 	 	 	2	 
	Drilling Samples
	 	 	 	 	 	 	 	 
	DST Reports/Ft Results
	 	 	2	 	 	 	2	 
	Core Analysis
	 	 	2	 	 	 	2	 






 









 






	 	 	 	 	 	 	 	 	 
	 	 	NO.	 	 	 	 
	 	 	COPIES	 	 	 	 
	ITEM	 	FIELD	 	 	FINAL	 
	Open Hole Logs — Prints
	 	 	 	 	 	 	4	 
	Open Hole Logs — Final Composite LAS Format CD
	 	 	 	 	 	 	1	 
	Cased Hole Logs
	 	 	 	 	 	 	2	 
	Plug and Abandon Reports
	 	 	 	 	 	 	1	 
	State Completion Reports
	 	 	 	 	 	 	1	 
	Potential Tests Reports
	 	 	 	 	 	 	1	 
	Other Government Reports and Correspondence
	 	 	 	 	 	 	1	 
	Reservoir Fluid Analysis
	 	 	 	 	 	 	1	 
	Bottom Hole Pressure Test
	 	 	 	 	 	 	1	 
	Monthly Production Reports
	 	 	 	 	 	 	1	 
	Engineering Reports
	 	 	 	 	 	 	1	 
	Directional Survey
	 	 	 	 	 	 	2	 
	Paleo Reports
	 	 	 	 	 	 	2	 
	Geology Reports
	 	 	 	 	 	 	2	 






Notices and reports shall be made to:

Devon Energy Production Company, L.P.

1200 Smith Street

Houston, Texas 77002




	 	 	 	 	 

	Name of Geologist:

	 	Brian Bayliss
	 	Office Telephone: (713) 495-7026
	Name of Engineer:

	 	Trey Lowe
	 	Office Telephone: (713) 265-6132





Please e-mail daily mud logs and LAS file logs to the geologist at brian.bayliss@dvn.com





 









 








Exhibit “E”

To that certain Farmout Agreement,

by and between Sun River Energy, Inc. and

Devon Energy Production Company, L.P.,

Dated October 4, 2010




INSURANCE REQUIREMENTS



     Farmee shall carry the following types and amounts of insurance in accordance with Section 12
of the agreement:




	 	(A)	 	WORKER’S COMPENSATION INSURANCE as required by the laws of the state in which
operations will be conducted and EMPLOYER’S LIABILITY INSURANCE with a limit of not
less than $1,000,000 for each occurrence or as required by law.
	 
	 	(B)	 	GENERAL LIABILITY INSURANCE with limits of not less than $1,000,000 for each
occurrence, bodily injury or property damage, (which includes pollution and
contamination coverage for bodily injury, property damage, control, monitoring,
remediation and cleanup costs due to seepage, pollution, contamination or
environmental liabilities of any kind), and a limit of $100,000 for fire damage and a
general aggregated limit of $2,000,000; plus excess liability coverage of $5,000,000
per occurrence and not less than $2,000,000 aggregated (excludes asbestos, watercraft
and auto).
	 
	 	(C)	 	AUTOMOBILE LIABILITY INSURANCE (including all owned and non-owned
automobiles) with a combined single limit of no less than $1,000,000 for bodily injury
or property damage.
	 
	 	(D)	 	FARMEE’S EXTRA EXPENSE (CONTROL OF WELL) with limits of not less than
$25,000,000 per occurrence, covering:






	 	1.	 	Cost of regaining control of a well;
	 
	 	2.	 	Cost incurred in extinguishing an oil or gas well fire;
	 
	 	3.	 	Liability for bodily injury or damage caused by pollution seepage or
contamination.
	 
	 	4.	 	Cost of removing, nullifying or cleaning up seeping, polluting or
contaminating substances emanating from the well.




The insurance listed in (B), (C) and (D) above must name Devon as an additional insured.





 









 







The insurance listed in (A), (B), (C), and (D) above must waive all rights of subrogation against
Devon, and must be primary in relation to any policies in which Devon is named as an additional
insured.




 









 









Exhibit “F”

To that certain Farmout Agreement,

by and between Sun River Energy, Inc. and

Devon Energy Production Company, L.P.,

Dated October 4, 2010




FEDERAL GOVERNMENT CONTRACT COMPLIANCE CERTIFICATION


The entities who are contracting may be Government contractors as defined by law and therefore
may be subject to certain laws, orders, regulations and requirements promulgated by Federal and
State authorities (including but not limited to Executive Orders 11246, 11701, 11458 and 11758).
Farmee hereby certifies compliance with the laws and regulations cited below, to the extent that
such laws and regulations are applicable to Farmee:



41 C.F.R. §60-1.4 (Written Affirmative Action Compliance Program); 41 C.F.R. §60-1.7 (Employer
Information Report EEO-1 Standard Form 100); 41 C.F.R. §60-1.8 (Certification of Non-Segregated
Facilities); Executive Order No. 11246, 42 U.S.C. §2000e and 41 C.F.R. §60 — 1.4(a) (Equal
Opportunity); 41 C.F.R. 60-741.5(a) (Equal Opportunity for Workers with Disabilities); 32 C.F.R.
7-103.27 (Affirmative Action for Disabled Veterans and Veterans of the Vietnam Era); 48 C.F.R.
§52.219-8 (Utilization of Small Business Concerns and Small Disadvantaged Business Concerns); 48
C.F.R. §52.220-3 (Preference for Labor Surplus Area Concerns); 48 C.F.R. §52.219-13 (Utilization of
Women-Owned Small Businesses); 18 C.F.R. 1316.7 (Certifcation Regarding a Drug-Free Workplace).




 









 









Exhibit “G”

To that certain Farmout Agreement,

by and between Sun River Energy, Inc. and

Devon Energy Production Company, L.P.,

Dated ____________, 2010




[Reserved]



[THIS EXHIBIT IS INTENTIONALLY LEFT BLANK AND RESERVED.]