EX-10.1






Exhibit 10.1




Purchase and Sale Agreement




     This PURCHASE AND SALE AGREEMENT (this “Agreement”) is dated as of October 9, 2008, by
and between SandRidge Energy, Inc., a Delaware corporation (the “Buyer”), and Tom L. Ward
(“Mr. Ward”), TLW Investments L.L.C., an Oklahoma limited liability company as successor to
TLW Investments, Inc., an Oklahoma corporation (“TLW “) and TLW Holdings, L.L.C., an
Oklahoma limited liability company (“TLW Holdings”). Mr. Ward, TLW and TLW Holdings are
each referred to herein individually as a “Seller” and together as the “Sellers.”



     WHEREAS, the Sellers and the Buyer desire to terminate that certain Riata Energy, Inc. Well
Participation Plan dated effective as of June 6, 2006 (the “Plan”), which allows one or
more of the Sellers an option to participate as working interest owners in all wells the Buyer
drills during each calendar year;



     WHEREAS, the Sellers desire to sell and the Buyer desires to purchase all of the rights and
interests which may have been acquired by one or more of the Sellers pursuant to the Plan
including, but not limited to, all interests in the wells, proration units and properties described
on Exhibit A attached hereto that were acquired pursuant to the Plan (the “WPP Interests”).



     NOW, THEREFORE, in consideration of the mutual promises and agreements set forth herein, the
Buyer and the Sellers agree as follows:


1. Purchase and Sale; Termination of the Plan. Subject to the terms and conditions set forth in
this Agreement, at the Closing referred to in Section 4 hereof, the Sellers shall sell, assign,
transfer, and deliver to the Buyer, and the Buyer shall purchase, acquire, and take assignment and
delivery of the WPP Interests. The Sellers and Buyer agree that the Plan shall be terminated
effective as of September 30, 2008 at 11:59 p.m. local time in the jurisdiction in which the WPP
Interests are located (the “Effective Time”). The purchase of the WPP Interests shall be
effective as of Effective Time.



2. Purchase Price. The Buyer shall pay to TLW Holdings, as the aggregate purchase price for the
WPP Interests and termination of the Plan, cash in an amount equal to $60.0 million, as adjusted as
provided by Section 5 hereof (the “Purchase Price”). The Purchase Price shall be paid in
the manner provided in Section 4 hereof.



3. Assumed and Retained Liabilities.




     3.1 Assumed Liabilities. Upon Closing, the Buyer assumes and hereby agrees to fulfill,
perform, be bound by, pay and discharge (or cause to be fulfilled, performed, paid or discharged)
all obligations and liabilities of any kind whatsoever of the Sellers arising from or relating to
the WPP Interests, whether known or unknown, liquidated or contingent, and regardless of whether
the same are deemed to have arisen, accrued or are attributable to periods
prior to, on or after the Effective Time, including obligations and liabilities of the Sellers
concerning: (a) the use, ownership or operation of the WPP Interests, (b) any obligations under or
relating to any applicable contracts, (c) furnishing makeup hydrocarbons and/or settling and paying
for gas imbalances) according to the terms of applicable operating agreements, gas balancing
agreements, hydrocarbons sales, processing, gathering or transportation contracts and



 









 







other contracts, (d) paying all obligations (including obligations relating to prior underpayments) owed
to working interest, royalty, overriding royalty and other interest owners and operators relating
to the WPP Interests, including their share of any revenues or proceeds attributable to production
or sales of hydrocarbons, (e) any taxes other than income taxes of the Sellers attributable to the
WPP Interests for any period or portion thereof beginning on or after the Effective Time; (f)
properly plugging, re-plugging and abandoning the wells (including, but not limited to, all usual
and normal prudent operations for the plugging, abandonment, surface restoration, site clearance,
and disposal of related waste material, including, but not limited to, NORM and asbestos, and of
all oil, gas, injection, water or other wells, sumps, pits, ponds, tanks, impoundments,
foundations, pipelines, structures and equipment of any kind or description on the WPP Interests,
in compliance with all applicable contractual obligations and applicable rules and regulations of
governmental bodies having jurisdiction over the WPP Interests, (g) any obligation or liability for
the dismantling, decommissioning, abandoning and removing of the WPP Interests or equipment
associated therewith, (h) any obligation or liability for the cleaning up, restoration and/or
remediation of the premises covered by or related to the WPP Interests in accordance with any
agreement, laws and regulations, (i) any and all liabilities, responsibilities, claims, losses,
expenses, costs, liens, penalties and fines, incurred or imposed pursuant to any order, notice of
responsibility, directive (including requirements embodied in environmental laws), injunction,
judgment or similar ruling or act (including settlements) by any governmental authority to the
extent arising out of any violation of, or remedial obligation under, any environmental law that is
attributable to (or for which any liability or responsibility is incurred or imposed as a result
of) the ownership or operation of the WPP Interests prior to, at or after Closing or pursuant to
any claim or cause of action by a governmental authority or other person for personal injury,
death, property damage, damage to natural resources, remediation or response costs, or similar
costs or expenses to the extent arising out of a release of any hazardous materials or any
violation of, or any remediation obligation under, any environmental laws that is attributable to
(or for which any liability or responsibility is incurred or imposed as a result of) the ownership
or operation of the WPP Interests prior to, at or after Closing (“Environmental
Liabilities”) and (j) any obligation or liability regarding permits (all of the obligations and
liabilities described in this 3.1 are collectively referred to as the “Assumed
Liabilities”); provided, the Buyer does not assume (and Assumed Liabilities shall not include)
the Retained Liabilities (as defined hereafter).



     3.2 Retained Liabilities. “Retained Liabilities” shall mean any obligations related to claims
asserted by any third party for bodily injury to or death of such third party or damage to property
owned by such third party and which claims are covered by any of the Sellers’ insurance policies of
any of the Sellers to the extent resulting or arising from, or attributable to, the use, ownership
or operation of the WPP Interests by the Sellers and attributable to periods prior to the Effective
Time.


4. Closing.




     4.1 Time and Place. The Closing of the transfer and delivery of the documents and instruments
necessary to consummate the purchases and sales contemplated by this Agreement (the
“Closing”) shall be held at the offices of the Company at 11 a.m. on October 9, 2008, or at
such other time or place as the Buyer and the Sellers may agree. The date on which the Closing is
actually held hereunder is referred to herein as the “Closing Date.”



 









 





     4.2 Transactions at Closing. At the Closing of the purchase and sale of the WPP Interests,
the Sellers shall duly execute and deliver to the Buyer, or its nominee or nominees, such deeds,
bills of sale, certificates of title, and other instruments of assignment or transfer with respect
to the WPP Interests as the Buyer may reasonably request and as may be necessary to vest in the
Buyer the respective WPP Interests conveyed or intended to be conveyed, and to put Buyer in actual
possession of the record and beneficial title to all of the WPP Interests, in each case subject to
no Encumbrance (as defined in Section 6.3 below), including, but not limited to, a Conveyance,
Assignment and Bill of Sale in substantially the form of Exhibit B attached hereto. The Buyer
shall deliver to the Sellers the Purchase Price by wire transfer of immediately available funds to
an account specified by the Sellers or as otherwise agreed to by the Buyer and the Sellers.


5. Adjustments. 5.1 Purchase Price Adjustments.




     5.1 The Purchase Price shall be adjusted upward by each of the following:




(a) The amount, if any, by which capital expenditures attributable
to the WPP Interests during the three month period from July 1, 2008 through
and including September 30, 2008 (the “Quarter”) actually paid by
Sellers to Buyer for capital expenditures exceed $3,569,000.




(b) The amount, if any, by which lease operating expenses
(including ad valorem and severance taxes and operator’s overhead charges)
attributable to the WPP Interests during the Quarter actually paid by Sellers
to Buyer exceed $951,000.




(c) The value of the amount, if any, by which oil and natural gas
production attributable to the WPP Interests during the Quarter for which
Sellers were paid were less than 680.53 MMcfe (converted on a 6-1 basis). The
actual realized weighted average sales price of the oil and gas attributable to
the WPP Interests during the Quarter shall be used to determine the foregoing
value.




(d) The amount of costs and expenses related to the acquisition of
oil and gas leasehold attributable to the WPP Interests that would have been
charged to Sellers by Buyer under the Plan but for this Agreement.



     5.2 The Purchase Price shall be adjusted downward by each of the following:




(a) The amount, if any, by which capital expenditures attributable
to the WPP Interests during the Quarter actually paid by Sellers to Buyer for
capital expenditures are less than $3,569,000.




(b) The amount, if any, by which lease operating expenses
(including ad valorem and severance taxes and operator’s overhead charges)
attributable to the WPP Interests during the Quarter actually paid by Sellers
to Buyer are less than $951,000.



 









 






(c) The value of the amount, if any, by which oil and natural gas
production attributable to the WPP Interests during the Quarter for which
Sellers were paid exceeds 680.53 MMcfe (converted on a 6-1 basis). The actual
realized weighted average sales price of the oil and gas attributable to the
WPP Interests during the Quarter shall be used to determine the foregoing
value.



     5.3 Certain Expenses and Revenues. Notwithstanding anything to the contrary, (a) Sellers
shall pay to Buyer any amounts for lease operating expenses and capital expenditures incurred in
the ordinary course of business related to the WPP Interests for periods ending prior to July 1,
2008 that have been unpaid by Sellers promptly upon receipt of Buyer’s invoice for such costs and
(b) Buyer shall pay to Sellers any oil and gas proceeds attributable to production from the WPP
Interests for periods ending prior to July 1, 2008 previously unpaid by Buyer promptly upon Buyer
becoming aware of such non-payment.



     5.4 Settlement Statements. Attached hereto as Exhibit C is a statement (the “Preliminary
Settlement Statement”) setting forth the Purchase Price with adjustments, including a
reasonably detailed description, calculation and amount of each item determined in good faith by
Buyer that are described in Sections 5.1, 5.2 and 5.3. The Preliminary Settlement
Statement shall also set forth wire transfer instructions for the Closing payments. Payment at the
Closing shall be based on the Preliminary Settlement Statement. No later than December 15, 2008 and
after consultation with Sellers, Buyer shall deliver to Sellers a revised settlement statement
showing in reasonable detail its calculation of the items described in the Preliminary Settlement
Statement along with other adjustments or payments contemplated in this Agreement (said revised
statement and the calculation thereof shall be referred to as the “Final Settlement
Statement”). The Final Settlement Statement shall become final and binding on the Parties on
the 30th day following the date the Final Settlement Statement is received by Sellers,
unless prior to such date Sellers delivers written notice to Buyer of its disagreement with the
Final Settlement Statement (a “Settlement Notice”). Any Settlement Notice shall set forth
Sellers’ proposed changes to the Final Settlement Statement, including an explanation in reasonable
detail of the basis on which Sellers propose such changes. If Sellers timely deliver a Settlement
Notice, Buyer and Sellers shall use good faith efforts to reach written agreement on the disputed
items. If the final Purchase Price as set forth in the Final Settlement Statement exceeds the
estimated Purchase Price as set forth in the Preliminary Settlement Statement, then Buyer shall pay
to TLW Holdings the amount of such excess without interest. If the final Purchase Price as set
forth in the Final Settlement Statement is less than the estimated Purchase Price as set forth in
the Preliminary Settlement Statement, then TLW Holdings shall pay to Buyer the amount of such
excess without interest. Any payment shall be made within three (3) business days of the date the
Final Settlement Statement becomes final pursuant to this section.


6. Representations and Warranties of the Seller. The Sellers represent and warrant to the Buyer as
follows:




     6.1 Authority. The Sellers have all requisite power and authority to own and hold the WPP
Interests owned or held by them. The Sellers have all requisite power, authority, and capacity to
execute and deliver this Agreement and all other agreements, documents, and instruments
contemplated hereby and to carry out all actions required of them pursuant to the terms of this
Agreement, and this Agreement has been duly executed and delivered by the Sellers



 









 







and constitutes the legal, valid, and binding obligation of the Sellers, enforceable against each Seller in
accordance with its terms.



     6.2 Noncontravention. Neither the execution and delivery of this Agreement by the Sellers nor
the consummation by the Sellers of the transactions contemplated hereby will constitute a violation
of, or be in conflict with, or constitute or create a default under, or result in the creation or
imposition of any Encumbrance (as defined in Section 6.3 below) upon any property of the Sellers
(including, without limitation, any of the WPP Interests) pursuant to (a) the charter documents or
operational agreements of TLW or TLW Holdings, each as amended to date; (b) any agreement or
commitment to which any Seller is a party or by which either Seller or any of their properties
(including, without limitation, any of the WPP Interests) is bound, or to which any Seller or any
of such properties is subject; or (c) any statute or any judgment, decree, order, regulation, or
rule of any court or governmental authority.



     6.3 Title to the WPP Interests. Sellers have not assigned, conveyed or otherwise disposed of
beneficial or record title to any interest in the Plan or the WPP Interests assigned from Buyer
pursuant to the Plan, except as between Sellers. One or more of the Sellers are the lawful owners
of, and have the full right to sell, convey, transfer, assign, and deliver, the WPP Interests,
without any restrictions of any kind whatsoever. One or more of the Sellers own record or
beneficial title to the WPP Interests free and clear of any security interest, liens, claims,
charges, options, mortgages, debts, leases (or subleases), conditional sales agreements, title
retention agreements, encumbrances of any kind, created by, through or under Sellers (collectively,
“Encumbrances”), and there are no filings in any registry of deeds in any jurisdiction or
under the Uniform Commercial Code or similar statute in any jurisdiction showing any Seller as
debtor which create or perfect or which purport to create or perfect any Encumbrance in or on any
of the WPP Interests. At and as of the Closing, the Sellers will convey the WPP Interests to the
Buyer by deeds, bills of sale, certificates of title, and instruments of assignment and transfer
effective to vest in the Buyer, without warranty of title, except as to acts by, through or under
Sellers, but not otherwise.



     6.4 Litigation, Etc. No action, suit, proceeding, or investigation is pending or, to the
knowledge of either Seller, threatened, relating to, or affecting any of the WPP Interests, or
which questions the validity of this Agreement or challenges any of the transactions contemplated
hereby, nor is there any basis for any such action, suit, proceeding, or investigation.



     6.5 Conformity to Law. The Sellers have complied with, and are in compliance with, (a) all
laws, statutes, governmental regulations, and all judicial or administrative tribunal
orders, judgments, writs, injunctions, decrees, or similar commands applicable to any of the
WPP Interests (including, without limitation, any labor, environmental, occupational health,
zoning, or other law, regulation, or ordinance); (b) all unwaived terms and provisions of all
contracts, agreements, and indentures by which any of the WPP Interests is subject; and (c) TLW or
TLW Holdings charter documents and operational agreements, each as amended to date. The Sellers
have not committed, been charged with, or been under investigation with respect to, nor does there
exist, any violation of any provision of any federal, state, or local law or administrative
regulation in respect of any of the WPP Interests.



 









 





     6.6 Consents of Third Parties. The Sellers have no obligation to secure any consent from any
third party in order to permit the consummation of the transactions contemplated by this Agreement.



     6.7 Tax Partnerships. The WPP Interests are not subject to any tax partnership agreements.



     6.8 Sellers’ Fees. Sellers have not made any agreement with respect to any legal, broker or
finder’s fees arising out of or in any way related to the transactions contemplated by this
Agreement for which Buyer will have any liability.


7. Representations and Warranties of the Buyer. The Buyer represents and warrants to the Sellers
as follows:




     7.1 Organization and Standing of Buyer. The Buyer is a corporation duly organized, validly
existing, and in good standing under the laws of the state of Delaware. The buyer has full power
and authority under its charter documents and Bylaws and applicable laws to execute and deliver
this Agreement and to consummate the transactions contemplated hereby, and this Agreement has been
duly executed and delivered by the Buyer and constitutes the legal, valid, and binding obligation
of the Buyer, enforceable against the Buyer in accordance with its terms.



     7.2 Noncontravention. Neither the execution and delivery of this Agreement by the Buyer nor
the consummation by the Buyer of the transactions contemplated hereby will constitute a violation
of, or be in conflict with, constitute, or create a default under, or result in the creation or
imposition of any liens upon any property of the Buyer pursuant to (a) the charter documents or
Bylaws of the Buyer, each as amended to date; (b) any agreement or commitment to which the Buyer is
a party or by which the Buyer or any of its properties is bound or to which the Buyer or any of its
properties is subject; or (c) any statute or any judgment, decree, order, regulation, or rule of
any court or governmental authority relating to the Buyer.



     7.3 Buyer’s Fees. Buyer has not made any agreement with respect to any legal, broker or
finder’s fees arising out of or in any way related to the transactions contemplated by this
Agreement for which Sellers will have any liability.



     7.4 Buyer Evaluation. Buyer is the operator of the wells and properties of which the WPP
Interests are a part and has access to all of the information it needs to evaluate the merits and
risks of purchasing the WPP Interests from the Sellers and acknowledges that the Sellers have made
no representation to the Buyer with respect to the oil and gas reserves or value of the
WPP Interests or the likely future production from the WPP Interests and Buyer is not relying
on the Sellers for any such purpose.


8. General.




     8.1 Entire Agreement. This Agreement contains the entire understanding of the parties,
supersedes all prior agreements and understandings relating to the subject matter hereof, and shall
not be amended except by a written instrument hereafter signed by all of the parties hereto.



 









 





     8.2 Governing Law. The validity and construction of this Agreement shall be governed by the
laws of the state of Texas.



     8.3 Sections and Section Headings. All enumerated subdivisions of this Agreement are herein
referred to as “section” or “subsection.” The headings of sections and subsections are for
reference only and shall not limit or control the meaning thereof.



     8.4 Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs and
successors of each of the parties. Neither this Agreement nor the obligations of any party
hereunder shall be assignable or transferable by such party without the prior written consent of
the other party hereto; provided, however, that nothing contained in this Section 8.4 shall prevent
the Buyer, without the consent of the Sellers, from transferring or assigning this Agreement or its
rights or obligations hereunder to another entity controlling, under the control of, or under
common control with the Buyer.



     8.5 Survival and Materiality of Representations and Warranties. The representations and
warranties of the parties hereto contained in this Agreement or otherwise made in writing in
connection with the transactions contemplated hereby (in each case except as affected by the
transactions contemplated by this Agreement) shall be deemed to have been relied on by the Buyer
and shall survive the Closing and the consummation of the transactions contemplated hereby, but
shall terminate one year after the date hereof, except as to the representations and warranties in
Sections 6.1 and 6.3, which shall survive indefinitely. The provisions of Sections 3, 5 and 8
shall survive the Closing.



     8.6 Further Assurances. From time to time, at the request of the Buyer and without further
consideration, the Sellers shall execute and deliver such further instruments of conveyance and
transfer and take such other actions as the Buyer may reasonably require more effectively to convey
and transfer any of the WPP Interests to the Buyer. The Sellers and the Buyer shall also execute
and deliver to the appropriate other party such other instruments as may be reasonably required in
connection with the performance of this Agreement, and each shall take all such further actions as
may be reasonably required to carry out the transactions contemplated by this Agreement.



     8.7 No Implied Rights or Remedies. Except as otherwise expressly provided herein, nothing
herein expressed or implied is intended or shall be construed to confer upon or to give any person,
firm, or corporation, other than the Sellers and the Buyer and their respective shareholders, any
rights or remedies under or by reason of this Agreement.



     8.8 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be deemed an original, but all of which together shall constitute one and the same
instrument.



 









 





     IN WITNESS WHEREOF, and intending to be legally bound hereby, the parties hereto have caused
this Agreement to be duly executed and delivered by their respective duly authorized officers as an
instrument under seal as of the date and year first above written.



	 	 	 	 	 
	 	SELLERS:

 	 
	 	/s/ Tom L. Ward
 	 
	 	Tom L. Ward 	 
	 	 	 
	 	TLW HOLDINGS, L.L.C.

 	 
	 	By:  	/s/ Tom L. Ward
 	 
	 	 	Tom L. Ward 	 
	 	 	Manager 	 
	 
	 	TLW INVESTMENTS, L.L.C.

 	 
	 	By:  	/s/ Tom L. Ward
 	 
	 	 	Tom L. Ward     	 
	 	 	Title:  	Manager 	 
	 
	 	BUYER:



SANDRIDGE ENERGY, INC.

 	 
	 	By:  	/s/ Matthew K. Grubb
 	 
	 	 	Name:  	Matthew K. Grubb 	 
	 	 	Title:  	Executive Vice President and Chief

Operating Officer 	 



 









 





Exhibit A

DESCRIPTION OF WPP INTERESTS


	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	ALBERTS 1-35

	 	 	102089	 	 	OK
	 	CANADIAN
	ALLEGIANCE 1-18

	 	 	102278	 	 	OK
	 	WOODS
	ALLISON 13-6

	 	 	100665	 	 	TX
	 	PECOS
	ALLISON 13-7

	 	 	100666	 	 	TX
	 	PECOS
	ALLISON 20-14

	 	 	100006	 	 	TX
	 	PECOS
	ALLISON 20-15 (LOWER CAB)

	 	 	100007	 	 	TX
	 	PECOS
	ALLISON 20-15 (UPPER CAB)

	 	 	101687	 	 	TX
	 	PECOS
	ALLISON 20-3

	 	 	12922	 	 	TX
	 	PECOS
	ALLISON 20-5

	 	 	101186	 	 	TX
	 	PECOS
	ALLISON 20-6

	 	 	100386	 	 	TX
	 	PECOS
	ALLISON 20-7

	 	 	100009	 	 	TX
	 	PECOS
	ALLISON 20-8

	 	 	100396	 	 	TX
	 	PECOS
	ALLISON 20-9

	 	 	101127	 	 	TX
	 	PECOS
	ALLISON 21-13

	 	 	12909	 	 	TX
	 	PECOS
	ALLISON 21-14

	 	 	100897	 	 	TX
	 	PECOS
	ALLISON 21-15

	 	 	100780	 	 	TX
	 	PECOS
	ALLISON 21-16

	 	 	100729	 	 	TX
	 	PECOS
	ALLISON 21-17

	 	 	101558	 	 	TX
	 	PECOS
	ALLISON 21-18

	 	 	100577	 	 	TX
	 	PECOS
	ALLISON 21-19

	 	 	101814	 	 	TX
	 	PECOS
	ALLISON 21-20

	 	 	101881	 	 	TX
	 	PECOS
	ALLISON 21-22

	 	 	102221	 	 	TX
	 	PECOS
	ALLISON 21-23

	 	 	102294	 	 	TX
	 	PECOS
	ALLISON 21-25

	 	 	100011	 	 	TX
	 	PECOS
	ALLISON 21-26

	 	 	102416	 	 	TX
	 	PECOS
	ALLISON 21-27

	 	 	102417	 	 	TX
	 	PECOS
	ALLISON 21-29

	 	 	102449	 	 	TX
	 	PECOS
	ALLISON 4 1-1

	 	 	100258	 	 	TX
	 	PECOS
	ALLISON 4 2-1

	 	 	101126	 	 	TX
	 	PECOS
	ALLISON 4 2-2

	 	 	101749	 	 	TX
	 	PECOS
	ALLISON 4 2-3

	 	 	101750	 	 	TX
	 	PECOS
	ALLISON 4 2-4

	 	 	102263	 	 	TX
	 	PECOS
	ALLISON 4 3-1

	 	 	101789	 	 	TX
	 	PECOS
	ALLISON 4 3-2

	 	 	102205	 	 	TX
	 	PECOS
	ALLISON 4 3-3

	 	 	102264	 	 	TX
	 	PECOS
	ALLISON 4 6-1

	 	 	100150	 	 	TX
	 	PECOS
	ALLISON 47-4

	 	 	101120	 	 	TX
	 	PECOS
	ALLISON 47-9

	 	 	100012	 	 	TX
	 	PECOS
	ALLISON 48-2

	 	 	101729	 	 	TX
	 	PECOS
	ALLISON 48-3

	 	 	102130	 	 	TX
	 	PECOS
	ALLISON 48-4

	 	 	102295	 	 	TX
	 	PECOS
	ALLISON 48-6

	 	 	102332	 	 	TX
	 	PECOS
	ALLISON NORTH 18-1R

	 	 	102407	 	 	TX
	 	PECOS
	AMIS 5

	 	 	12066	 	 	TX
	 	HARRISON
	ANDERSON 1-19

	 	 	100616	 	 	OK
	 	MAJOR
	ANNE 1-8

	 	 	101946	 	 	OK
	 	WOODS
	ARLENE 1-21

	 	 	102237	 	 	OK
	 	MAJOR
	ASPEN 1-33

	 	 	101782	 	 	OK
	 	WOODWARD





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 1 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	AVA PORTER 1

	 	 	12212	 	 	TX
	 	HARRISON
	BAIRD TRUST 1-15

	 	 	101766	 	 	OK
	 	WOODS
	BALLPARK 1-15

	 	 	101075	 	 	OK
	 	MAJOR
	BESS 1-15

	 	 	102157	 	 	OK
	 	WOODS
	BIG CANYON A 1211A

	 	 	101818	 	 	TX
	 	PECOS
	BIG CANYON RANCH 1 (RE-ENTRY)

	 	 	12691	 	 	TX
	 	PECOS
	BILL 1-8 (OSWEGO)

	 	 	100001	 	 	OK
	 	WOODWARD
	BILL 1-8 (MISSISSIPPI)

	 	 	101595	 	 	OK
	 	WOODWARD
	BILL 1-8 (CHESTER)

	 	 	101594	 	 	OK
	 	WOODWARD
	BILLY NEAL ROGERS GU 7

	 	 	101179	 	 	TX
	 	RUSK
	BILLY NEAL ROGERS GU 8

	 	 	101180	 	 	TX
	 	RUSK
	BILLY RAY 1-7

	 	 	101900	 	 	OK
	 	WOODS
	BILTMORE 1-21

	 	 	102180	 	 	OK
	 	WOODS
	BONNER 4

	 	 	101587	 	 	TX
	 	HARRISON
	BONNER GAS UNIT 3

	 	 	102000	 	 	TX
	 	HARRISON
	BONNER GAS UNIT 5

	 	 	101730	 	 	TX
	 	HARRISON
	BONNER GAS UNIT 6

	 	 	101825	 	 	TX
	 	HARRISON
	BREE 1-8

	 	 	101945	 	 	OK
	 	WOODS
	BRENDA 1-15

	 	 	100484	 	 	OK
	 	WOODWARD
	BROOKS 1-12

	 	 	102142	 	 	OK
	 	WOODS
	BROWN GAS UNIT NO. 1 9

	 	 	100637	 	 	TX
	 	RUSK
	BURR 1-19

	 	 	100452	 	 	OK
	 	MAJOR
	CAL FARLEY BOYS RANCH 1

	 	 	12064	 	 	TX
	 	HARRISON
	CAL FARLEY BOYS RANCH GAS 2

	 	 	101040	 	 	TX
	 	HARRISON
	CANTON 1-33

	 	 	100887	 	 	OK
	 	WOODWARD
	CAROLYN BELL GAS UNIT 10

	 	 	101045	 	 	TX
	 	HARRISON
	CAROLYNN BELL 9

	 	 	100800	 	 	TX
	 	HARRISON
	CAROLYNN BELL GAS UNIT 11

	 	 	101971	 	 	TX
	 	HARRISON
	CAROLYNN BELL GAS UNIT 14

	 	 	101762	 	 	TX
	 	HARRISON
	CAROLYNN BELL GAS UNIT 16

	 	 	101949	 	 	TX
	 	HARRISON
	CAROLYNN BELL GAS UNIT 5

	 	 	101761	 	 	TX
	 	HARRISON
	CAROLYNN BELL GU 6

	 	 	101170	 	 	TX
	 	HARRISON
	CASE 1-15

	 	 	101804	 	 	OK
	 	ALFALFA
	CASE TRUST 1-35

	 	 	102186	 	 	OK
	 	MAJOR
	CASEY 1-8 (CHESTER)

	 	 	101872	 	 	OK
	 	WOODWARD
	CASEY 1-8 (MISSISSIPPI)

	 	 	101873	 	 	OK
	 	WOODWARD
	CASEY 1-8 (OSWEGO)

	 	 	100507	 	 	OK
	 	WOODWARD
	CENTRAL 1-6

	 	 	102050	 	 	OK
	 	WOODS
	CHEROKEE WATER CO GU 11

	 	 	101091	 	 	TX
	 	GREGG
	CHEROKEE WATER COMPANY 10

	 	 	12055	 	 	TX
	 	GREGG
	CHEROKEE WATER COMPANY UNIT 12

	 	 	101970	 	 	TX
	 	GREGG
	CHIMNEY ROCK 1-27 ( MISS)

	 	 	101822.2	 	 	OK
	 	WOODWARD
	CHIMNEY ROCK 1-27 (CHESTER)

	 	 	101822	 	 	OK
	 	WOODWARD
	CROPP 1-11

	 	 	100633	 	 	OK
	 	WOODS
	CULLAN 1-27 (CHESTER)

	 	 	100534	 	 	OK
	 	WOODWARD
	CVX 1-1

	 	 	102334	 	 	TX
	 	ECTOR
	CVX 1-2

	 	 	102335	 	 	TX
	 	ECTOR
	CVX 1-3

	 	 	102336	 	 	TX
	 	ECTOR





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 2 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	CVX 43-1

	 	 	102339	 	 	TX
	 	ECTOR
	DAVID BROWN GAS UNIT 1 7

	 	 	101076	 	 	TX
	 	RUSK
	DAVID BROWN GAS UNIT NO 10

	 	 	101860	 	 	TX
	 	RUSK
	DAWN 1-13

	 	 	102057	 	 	OK
	 	WOODS
	DENALI 1-33

	 	 	102197	 	 	OK
	 	WOODS
	DIEL 2-24

	 	 	101986	 	 	OK
	 	ALFALFA
	DIXON, MATTIE ESTATE GAS 10

	 	 	101038	 	 	TX
	 	HARRISON
	DOVE HOLLOW 1-16

	 	 	101797	 	 	OK
	 	WOODS
	DOWNIE RANCH 4-11

	 	 	100154	 	 	TX
	 	PECOS
	DOYERJOB 1-29

	 	 	101185	 	 	OK
	 	WOODS
	DYCHE 1-25

	 	 	100485	 	 	OK
	 	MAJOR
	EAGLES NEST 1-16

	 	 	100580	 	 	OK
	 	WOODS
	EGGLESTON 1-2

	 	 	100421	 	 	OK
	 	WOODS
	FARON CAIN GAS UNIT 12

	 	 	101758	 	 	TX
	 	HARRISON
	FINNEGAN FARMS 1-32

	 	 	101599	 	 	OK
	 	WOODWARD
	FLOYD 1-11

	 	 	101780	 	 	OK
	 	WOODS
	FLYING HEART 1-8

	 	 	100083	 	 	OK
	 	WOODS
	FORREST 1-15

	 	 	101567	 	 	OK
	 	MAJOR
	FRAZIER 1-27 (CHESTER)

	 	 	100618	 	 	OK
	 	WOODWARD
	FRAZIER 1-27 (MISSISSIPPI)

	 	 	101682	 	 	OK
	 	WOODWARD
	FRECH 3-3

	 	 	101865	 	 	OK
	 	ALFALFA
	G & V 1-32

	 	 	101937	 	 	OK
	 	MAJOR
	G L FLOYD 1-14

	 	 	101767	 	 	OK
	 	WOODS
	GARRETT 10

	 	 	101586	 	 	TX
	 	HARRISON
	GARY ALLEN 1-33

	 	 	102133	 	 	OK
	 	WOODWARD
	GIANT 1-1

	 	 	100901	 	 	OK
	 	WOODS
	GIANT 2-1

	 	 	101889	 	 	OK
	 	WOODS
	GIGOUX 1-26

	 	 	102182	 	 	OK
	 	GARFIELD
	GLADNEY GAS UNIT 11

	 	 	101763	 	 	TX
	 	RUSK
	GLADNEY GAS UNIT 15

	 	 	102094	 	 	TX
	 	RUSK
	GLASGOW 1-20

	 	 	102154	 	 	OK
	 	MAJOR
	GORDON 1-11

	 	 	102207	 	 	OK
	 	WOODWARD
	GREAT WHITE 2-8 (CHESTER)

	 	 	101115	 	 	OK
	 	WOODWARD
	GREAT WHITE 2-8 (OSWEGO)

	 	 	100114	 	 	OK
	 	WOODWARD
	GREER 4

	 	 	12068	 	 	TX
	 	HARRISON
	GUERRA, R.R. 1

	 	 	100891	 	 	TX
	 	STARR
	HALLSVILLE ISD 1

	 	 	12209	 	 	TX
	 	HARRISON
	HALLSVILLE ISD 4

	 	 	101827	 	 	TX
	 	HARRISON
	HARDT 1

	 	 	12072	 	 	TX
	 	HARRISON
	HARMS WAY 1-6

	 	 	102208	 	 	OK
	 	MAJOR
	HEATON A 1-20

	 	 	102329	 	 	OK
	 	WOODS
	HERMAN 1-26

	 	 	101566	 	 	OK
	 	WOODWARD
	HEWITT 1-24

	 	 	101855	 	 	OK
	 	DEWEY
	HOLE IN 1-1

	 	 	102198	 	 	OK
	 	WOODS
	HOLLOWAY GAS UNIT 6

	 	 	101759	 	 	TX
	 	HARRISON
	HOOD 1-23

	 	 	101802	 	 	OK
	 	MAJOR
	HOOD 2-23

	 	 	101886	 	 	OK
	 	MAJOR
	HUDSON, RUTH 33

	 	 	101331	 	 	TX
	 	GAINES





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 3 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	HUDSON, RUTH 34

	 	 	101119	 	 	TX
	 	GAINES
	HULL A 1-10

	 	 	101963	 	 	OK
	 	WOODS
	J & J 1-19

	 	 	100614	 	 	OK
	 	MAJOR
	J EDGAR CULLERS GU 5

	 	 	101146	 	 	TX
	 	RUSK
	JACK 1-24

	 	 	101903	 	 	OK
	 	WOODS
	JAMES 1-32

	 	 	102135	 	 	OK
	 	WOODWARD
	JANETTA 1-4

	 	 	100528	 	 	OK
	 	WOODS
	JEAN 1-19

	 	 	101923	 	 	OK
	 	MAJOR
	JIMMIE MYERS 1

	 	 	100525	 	 	TX
	 	RUSK
	JOANNA 1-33

	 	 	100886	 	 	OK
	 	WOODWARD
	JOHN 1-7

	 	 	102033	 	 	OK
	 	WOODS
	JONES HEIRS C-3

	 	 	100753	 	 	TX
	 	GAINES
	JULIUS 1-5

	 	 	101875	 	 	OK
	 	WOODWARD
	JUSTICE 4

	 	 	12065	 	 	TX
	 	HARRISON
	JUSTICE 5

	 	 	12069	 	 	TX
	 	HARRISON
	KAHOE 1-28

	 	 	101612	 	 	OK
	 	WOODWARD
	KAHOE 1-28R

	 	 	102230	 	 	OK
	 	WOODWARD
	KANGERGA “B” 1

	 	 	100649	 	 	TX
	 	RUSK
	KANGERGA 1

	 	 	50337	 	 	TX
	 	RUSK
	KANGERGA ‘A’ 4

	 	 	100293	 	 	TX
	 	RUSK
	KELLN 1-22A

	 	 	101847	 	 	OK
	 	WOODS
	KELLY JONES 1-33

	 	 	101784	 	 	OK
	 	WOODWARD
	KELSEY HULL 1-15

	 	 	101691	 	 	OK
	 	WOODS
	KILLINGSWORTH GU 1

	 	 	12070	 	 	TX
	 	HARRISON
	KIRBY 1-30

	 	 	102167	 	 	OK
	 	WOODWARD
	KROEKER 1-29

	 	 	101792	 	 	OK
	 	MAJOR
	LAVERN 1-24

	 	 	101690	 	 	OK
	 	WOODS
	LINDSEY A 1-24

	 	 	101771	 	 	OK
	 	MAJOR
	LOCKHART 2

	 	 	100889	 	 	TX
	 	HARRISON
	LOFTIS GAS UNIT 3

	 	 	101037	 	 	TX
	 	HARRISON
	LONGFELLOW 4-41

	 	 	100189	 	 	TX
	 	PECOS
	LONGFELLOW 10-1

	 	 	101778	 	 	TX
	 	PECOS
	LONGFELLOW 10-2

	 	 	101897	 	 	TX
	 	PECOS
	LONGFELLOW 108 11-1

	 	 	101123	 	 	TX
	 	PECOS
	LONGFELLOW 108 12 10

	 	 	101125	 	 	TX
	 	PECOS
	LONGFELLOW 108 12 9

	 	 	101124	 	 	TX
	 	PECOS
	LONGFELLOW 12-11

	 	 	101673	 	 	TX
	 	PECOS
	LONGFELLOW 12-5

	 	 	100162	 	 	TX
	 	PECOS
	LONGFELLOW 12-7

	 	 	101109	 	 	TX
	 	PECOS
	LONGFELLOW 12-8

	 	 	101111	 	 	TX
	 	PECOS
	LONGFELLOW 168 2-3

	 	 	100848	 	 	TX
	 	PECOS
	LONGFELLOW 168 2-4

	 	 	100171	 	 	TX
	 	PECOS
	LONGFELLOW 168 2-6

	 	 	101122	 	 	TX
	 	PECOS
	LONGFELLOW 168 2-7

	 	 	101556	 	 	TX
	 	PECOS
	LONGFELLOW 2-10

	 	 	101893	 	 	TX
	 	PECOS
	LONGFELLOW 2-11

	 	 	102077	 	 	TX
	 	PECOS
	LONGFELLOW 2-8

	 	 	101892	 	 	TX
	 	PECOS
	LONGFELLOW 2-9

	 	 	101704	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 4 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	LONGFELLOW 3-21

	 	 	100578	 	 	TX
	 	PECOS
	LONGFELLOW 4-36 (TESNUS)

	 	 	100186	 	 	TX
	 	PECOS
	LONGFELLOW 4-38R

	 	 	100177	 	 	TX
	 	PECOS
	LONGFELLOW 4-40

	 	 	101107	 	 	TX
	 	PECOS
	LONGFELLOW 4-42

	 	 	100190	 	 	TX
	 	PECOS
	LONGFELLOW 4-45 (LOWER)

	 	 	101058	 	 	TX
	 	PECOS
	LONGFELLOW 4-45 (UPPER)

	 	 	102011	 	 	TX
	 	PECOS
	LONGFELLOW 4-47 (CABBALLOS A)

	 	 	101641	 	 	TX
	 	PECOS
	LONGFELLOW 4-47 (LOW/1ST CAB)

	 	 	100892	 	 	TX
	 	PECOS
	LONGFELLOW 4-48 (LOWER)

	 	 	101922	 	 	TX
	 	PECOS
	LONGFELLOW 4-48 (UPPER)

	 	 	101178	 	 	TX
	 	PECOS
	LONGFELLOW 4-49

	 	 	101607	 	 	TX
	 	PECOS
	LONGFELLOW 4-49 UPPER

	 	 	101607.2	 	 	TX
	 	PECOS
	LONGFELLOW 4-50

	 	 	101606	 	 	TX
	 	PECOS
	LONGFELLOW 4-51

	 	 	101605	 	 	TX
	 	PECOS
	LONGFELLOW 4-52

	 	 	101604	 	 	TX
	 	PECOS
	LONGFELLOW 4-53

	 	 	101603	 	 	TX
	 	PECOS
	LONGFELLOW 4-54

	 	 	101667	 	 	TX
	 	PECOS
	LONGFELLOW 4-55

	 	 	101773	 	 	TX
	 	PECOS
	LONGFELLOW 4-56

	 	 	101777	 	 	TX
	 	PECOS
	LONGFELLOW 4-57

	 	 	101846	 	 	TX
	 	PECOS
	LONGFELLOW 4-58

	 	 	101842	 	 	TX
	 	PECOS
	LONGFELLOW 4-59

	 	 	101857	 	 	TX
	 	PECOS
	LONGFELLOW 4-62

	 	 	101960	 	 	TX
	 	PECOS
	LONGFELLOW 4-63

	 	 	101966	 	 	TX
	 	PECOS
	LONGFELLOW 4-64R

	 	 	102204	 	 	TX
	 	PECOS
	LONGFELLOW 4-65

	 	 	101974	 	 	TX
	 	PECOS
	LONGFELLOW 4-66

	 	 	102045	 	 	TX
	 	PECOS
	LONGFELLOW 4-67

	 	 	102177	 	 	TX
	 	PECOS
	LONGFELLOW 4-68

	 	 	102196	 	 	TX
	 	PECOS
	LONGFELLOW 4-71

	 	 	102276	 	 	TX
	 	PECOS
	LONGFELLOW 4-72

	 	 	102268	 	 	TX
	 	PECOS
	LONGFELLOW 4-73

	 	 	102269	 	 	TX
	 	PECOS
	LONGFELLOW 600 -3- 12 (LOWER)

	 	 	100176	 	 	TX
	 	PECOS
	LONGFELLOW 600 -3- 12 (UPPER)

	 	 	101735	 	 	TX
	 	PECOS
	LONGFELLOW 600 3- 13 (TESNUS)

	 	 	100533	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-11

	 	 	12905	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-13 (1ST CAB)

	 	 	101636	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-22

	 	 	101776	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-23

	 	 	101894	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-25

	 	 	101891	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-26

	 	 	101896	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-27

	 	 	101956	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-28

	 	 	101959	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-30

	 	 	102369	 	 	TX
	 	PECOS
	LONGFELLOW 600 3-9

	 	 	100668	 	 	TX
	 	PECOS
	LONGFELLOW 600 4-13

	 	 	100783	 	 	TX
	 	PECOS
	LONGFELLOW 600 4-14 (1ST CAB)

	 	 	101638	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 5 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	LONGFELLOW 600 4-14 (TESNUS)

	 	 	100606	 	 	TX
	 	PECOS
	LONGFELLOW 600 4-26

	 	 	100805	 	 	TX
	 	PECOS
	LONGFELLOW 600 4-37 (1ST CAB)

	 	 	101640	 	 	TX
	 	PECOS
	LONGFELLOW 600 4-37 (LOWER CAB

	 	 	100187	 	 	TX
	 	PECOS
	LONGFELLOW 600 4-44

	 	 	100588	 	 	TX
	 	PECOS
	LONGFELLOW 600 8-4

	 	 	100208	 	 	TX
	 	PECOS
	LONGFELLOW 600 9-2

	 	 	100194	 	 	TX
	 	PECOS
	LONGFELLOW 600 9-5

	 	 	101117	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-3

	 	 	100198	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-31

	 	 	101138	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-37

	 	 	101809	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-38

	 	 	101810	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-39

	 	 	101862	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-46

	 	 	102058	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-6

	 	 	100200	 	 	TX
	 	PECOS
	LONGFELLOW 600 MD 8-8

	 	 	101052	 	 	TX
	 	PECOS
	LONGFELLOW DC 139 5-1

	 	 	100203	 	 	TX
	 	PECOS
	LONGFELLOW FEE 2 29-1

	 	 	100173	 	 	TX
	 	PECOS
	LONGFELLOW FEE 2 29-3

	 	 	100175	 	 	TX
	 	PECOS
	LONGFELLOW FEE 2 29-4

	 	 	102281	 	 	TX
	 	PECOS
	LONGFELLOW SS 600 18-2

	 	 	100210	 	 	TX
	 	PECOS
	LONGFELLOW SS 600 18-3

	 	 	101613	 	 	TX
	 	PECOS
	LONGFELLOW SS 600 40-1

	 	 	100211	 	 	TX
	 	PECOS
	LONGFELLOW STATE “600” 15-9

	 	 	101596	 	 	TX
	 	PECOS
	LONGFELLOW STATE 18 20-1

	 	 	101844	 	 	TX
	 	PECOS
	LONGFELLOW STATE 2 28-4

	 	 	100214	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-10

	 	 	102267	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-2

	 	 	100216	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-3

	 	 	100217	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-5

	 	 	100218	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-6

	 	 	102164	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-7

	 	 	102349	 	 	TX
	 	PECOS
	LONGFELLOW STATE 28-8

	 	 	102331	 	 	TX
	 	PECOS
	LONGFELLOW STATE 600 15-8

	 	 	100084	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-11

	 	 	100435	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-12

	 	 	101790	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-13

	 	 	101813	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-14

	 	 	101811	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-15

	 	 	101817	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-16

	 	 	101899	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-17

	 	 	102046	 	 	TX
	 	PECOS
	LONGFELLOW STATE 9-8

	 	 	102220	 	 	TX
	 	PECOS
	LONGFELOW 4-36 (1ST CAB)

	 	 	101639	 	 	TX
	 	PECOS
	LOTOCKA 1-23

	 	 	100168	 	 	OK
	 	CANADIAN
	LOWERY, E.H. 2

	 	 	101050	 	 	TX
	 	HARRISON
	LOWRY GAS UNIT 4

	 	 	101828	 	 	TX
	 	HARRISON
	LUKE 1-33

	 	 	101783	 	 	OK
	 	WOODWARD
	LWH TRUST 1-14

	 	 	101805	 	 	OK
	 	ALFALFA





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 6 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	M MAESTRI ETAL 001

	 	 	11646	 	 	LA
	 	LAFOURCHE
	MAGRILL 1

	 	 	100522	 	 	TX
	 	HARRISON
	MAGRILL 2

	 	 	101757	 	 	TX
	 	HARRISON
	MAGRILL 3

	 	 	102001	 	 	TX
	 	HARRISON
	MAGRILL 5

	 	 	102148	 	 	TX
	 	HARRISON
	MARY EDEN 1-28

	 	 	102279	 	 	OK
	 	WOODS
	MARY FRANCES 1-29

	 	 	101836	 	 	OK
	 	WOODS
	MARY LOUISE WALDRON 11

	 	 	101590	 	 	TX
	 	HARRISON
	MARY LOUISE WALDRON 12

	 	 	101950	 	 	TX
	 	HARRISON
	MARY LOUISE WALDRON 13

	 	 	101951	 	 	TX
	 	HARRISON
	MARY LOUISE WALDRON 16

	 	 	101952	 	 	TX
	 	HARRISON
	MARY LOUISE WALDRON GU 10

	 	 	101092	 	 	TX
	 	HARRISON
	MARY LOUISE WALDRON GU 9

	 	 	12054	 	 	TX
	 	HARRISON
	MARY SUE 1-21

	 	 	101683	 	 	OK
	 	WOODS
	MATTESON 1-1 (CHESTER)

	 	 	101781.3	 	 	OK
	 	WOODWARD
	MATTESON 1-1 (MISSISSIPPI)

	 	 	101781	 	 	OK
	 	WOODWARD
	MATTESON 1-1 (OSWEGO)

	 	 	101781.2	 	 	OK
	 	WOODWARD
	MATTIE DIXON GAS UNIT 12

	 	 	101972	 	 	TX
	 	HARRISON
	MATTIE DIXON GAS UNIT 13

	 	 	101172	 	 	TX
	 	HARRISON
	MATTIE DIXON GAS UNIT 14

	 	 	102087	 	 	TX
	 	HARRISON
	MAUNTEL 1-27 (CHESTER)

	 	 	100883	 	 	OK
	 	WOODWARD
	MAUNTEL 1-27 (MISSISSIPPI)

	 	 	101820	 	 	OK
	 	WOODWARD
	MCHANEY GAS UNIT 1 WELL 10

	 	 	101760	 	 	TX
	 	RUSK
	MCNATT 1

	 	 	12071	 	 	TX
	 	HARRISON
	MERVELDT 1-36

	 	 	102330	 	 	OK
	 	CANADIAN
	MICHAEL KANGERGA GU 2

	 	 	100505	 	 	TX
	 	RUSK
	MILDRED 1-30

	 	 	102155	 	 	OK
	 	MAJOR
	MOLHUSEN GAS UNIT 1 WELL 2

	 	 	100888	 	 	TX
	 	HARRISON
	MOLLETT 1-34

	 	 	101987	 	 	OK
	 	MAJOR
	MORRIS 1-15

	 	 	100085	 	 	OK
	 	MAJOR
	MUSSER DAVIS LAND CO 2

	 	 	120158	 	 	LA
	 	BEAUREGARD
	MYERS 1-22

	 	 	101698	 	 	OK
	 	DEWEY
	NANA GAS UNIT 1 4

	 	 	100696	 	 	TX
	 	RUSK
	NANA GAS UNIT 1 6

	 	 	101079	 	 	TX
	 	RUSK
	NANA GAS UNIT 1 9

	 	 	101078	 	 	TX
	 	RUSK
	NANA GAS UNIT 11

	 	 	101765	 	 	TX
	 	RUSK
	NANA GAS UNIT NO 1 3

	 	 	101041	 	 	TX
	 	RUSK
	NANA GAS UNIT NO 1 7

	 	 	101992	 	 	TX
	 	RUSK
	NANA GAS UNIT NO. 1 10

	 	 	101832	 	 	TX
	 	RUSK
	NANA GAS UNIT NO. 1 5

	 	 	101764	 	 	TX
	 	RUSK
	NICHOLS 1-11

	 	 	102073	 	 	OK
	 	WOODS
	NICKEL 1-28

	 	 	102152	 	 	OK
	 	MAJOR
	NORTH PINON 23-1

	 	 	100249	 	 	TX
	 	PECOS
	PAINT 11 SWD

	 	 	101560	 	 	OK
	 	WOODS
	PAINT 1-11

	 	 	101563	 	 	OK
	 	WOODS
	PAINT 1-12

	 	 	101561	 	 	OK
	 	WOODS
	PAINT 2-11

	 	 	102139	 	 	OK
	 	WOODS
	PAINT 2-12

	 	 	102138	 	 	OK
	 	WOODS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 7 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	PAISLEY 1-32

	 	 	102153	 	 	OK
	 	MAJOR
	PARKER MINERALS 11-10

	 	 	100716	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-11

	 	 	101653	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-12

	 	 	101651	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-13

	 	 	101652	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-14

	 	 	101694	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-3

	 	 	100584	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-4

	 	 	100587	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-5

	 	 	100585	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-6

	 	 	100735	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-7

	 	 	100833	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-8

	 	 	100166	 	 	TX
	 	ECTOR
	PARKER MINERALS 11-9

	 	 	100183	 	 	TX
	 	ECTOR
	PARKER MINERALS 12-1

	 	 	102146	 	 	TX
	 	ECTOR
	PARKER MINERALS 12-2

	 	 	102147	 	 	TX
	 	ECTOR
	PARKER MINERALS 2-7

	 	 	100573	 	 	TX
	 	ECTOR
	PARKER MINERALS 7-1

	 	 	100589	 	 	TX
	 	ECTOR
	PARKER MINERALS 7-2

	 	 	100590	 	 	TX
	 	ECTOR
	PARKER MINERALS 7-3

	 	 	100866	 	 	TX
	 	ECTOR
	PARKER MINERALS 7-7

	 	 	100089	 	 	TX
	 	ECTOR
	PARKER MINERALS 7-8

	 	 	101693	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 11-2

	 	 	12208	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 12-3

	 	 	102174	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 18-4

	 	 	101958	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 18-5

	 	 	102172	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 7-10

	 	 	101957	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 7-13

	 	 	102170	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 7-14

	 	 	102169	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 7-15

	 	 	102168	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 7-16

	 	 	102171	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 7-5

	 	 	100240	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ET AL 8-4

	 	 	102378	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ETAL 11-16

	 	 	101877	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ETAL 11-17

	 	 	101996	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ETAL 11-18

	 	 	102015	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ETAL 11-19

	 	 	102173	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ETAL 11-1A

	 	 	101799	 	 	TX
	 	ECTOR
	PARKER MINERALS LTD ETAL 8-2

	 	 	102377	 	 	TX
	 	ECTOR
	PARKER MINERALS, LTD ETAL 18-1

	 	 	101768	 	 	TX
	 	ECTOR
	PARKER MINERALS, LTD ETAL 18-2

	 	 	101918	 	 	TX
	 	ECTOR
	PARKER MINERALS, LTD ETAL 7-11

	 	 	101997	 	 	TX
	 	ECTOR
	PARKER MINERALS, LTD, ETAL 7-9

	 	 	101866	 	 	TX
	 	ECTOR
	PARKER MINERALS, LTD,ET AL 7-4

	 	 	101829	 	 	TX
	 	ECTOR
	PARKER MINERALS, LTD.ET AL 7-6

	 	 	101791	 	 	TX
	 	ECTOR
	PARKER MINERALS,LTD ET AL 7-1

	 	 	102128	 	 	TX
	 	ECTOR
	PARKER MINERALS,LTD ETAL 11-15

	 	 	102160	 	 	TX
	 	ECTOR
	PAYNE 6-22

	 	 	101705	 	 	OK
	 	WOODS
	PEAKE 1-27 (CHESTER)

	 	 	101823	 	 	OK
	 	WOODWARD





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 8 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	PHEASANT TRAIL 1-16

	 	 	101798	 	 	OK
	 	WOODS
	PHOEBE 1-26

	 	 	102008	 	 	OK
	 	ALFALFA
	PHYLISS BAIRD 1-10

	 	 	101655	 	 	OK
	 	WOODS
	PINTO 1-11

	 	 	102194	 	 	OK
	 	WOODS
	PINTO 1-12

	 	 	102176	 	 	OK
	 	WOODS
	PINTO 2-11

	 	 	102195	 	 	OK
	 	WOODS
	PINTO 2-12

	 	 	102193	 	 	OK
	 	WOODS
	PINTO SWD 1-11

	 	 	102200	 	 	OK
	 	WOODS
	PITTMAN RANCH 1-12

	 	 	102048	 	 	OK
	 	MAJOR
	POWELL GAS UNIT 1 15

	 	 	101081	 	 	TX
	 	RUSK
	POWELL GAS UNIT NO 1 16

	 	 	101935	 	 	TX
	 	RUSK
	POWELL GAS UNIT NO 1 17

	 	 	101936	 	 	TX
	 	RUSK
	POWELL GAS UNIT NO 7

	 	 	50344	 	 	TX
	 	RUSK
	POWELL GAS UNIT NO. 1-14

	 	 	101701	 	 	TX
	 	RUSK
	POWELL GAS UNIT NO. 1-8

	 	 	101702	 	 	TX
	 	RUSK
	POWELL GU 1 13

	 	 	101969	 	 	TX
	 	RUSK
	POWELL GU 1 NO 10

	 	 	50346	 	 	TX
	 	RUSK
	POWELL GU 11 MIRIAM

	 	 	50357	 	 	TX
	 	RUSK
	POWELL NO 9 MIRIAM

	 	 	50345	 	 	TX
	 	RUSK
	QUAIL RUN 1-16

	 	 	101740	 	 	OK
	 	WOODS
	REBA GAIL 1-13

	 	 	102248	 	 	OK
	 	ALFALFA
	REGIS 1-1

	 	 	102192	 	 	OK
	 	WOODWARD
	RESCH GAS UNIT 2-1

	 	 	12051	 	 	TX
	 	HARRISON
	RESCH GAS UNIT 3-1

	 	 	101036	 	 	TX
	 	HARRISON
	REX 1-8

	 	 	100608	 	 	OK
	 	WOODS
	RIDGE 1-27 (CHESTER)

	 	 	101824	 	 	OK
	 	WOODWARD
	RODEANA 1-29

	 	 	101837	 	 	OK
	 	WOODS
	ROLLIE C. SIMS GAS UNIT 10

	 	 	101093	 	 	TX
	 	HARRISON
	ROLLIE C. SIMS GAS UNIT 11

	 	 	101707	 	 	TX
	 	HARRISON
	ROLLIE C. SIMS GAS UNIT 8

	 	 	11637	 	 	TX
	 	HARRISON
	ROLLIE C. SIMS GAS UNIT 9

	 	 	101090	 	 	TX
	 	HARRISON
	ROSE HILL 8-1

	 	 	10762	 	 	OK
	 	OKLAHOMA
	ROXIE 1-14

	 	 	101919	 	 	OK
	 	WOODS
	RUSSELL 3-30

	 	 	101654	 	 	OK
	 	WOODS
	RUSSELL NO 2

	 	 	50330	 	 	TX
	 	RUSK
	RUTH HUDSON 28W

	 	 	100581	 	 	TX
	 	GAINES
	RUTH HUDSON 29W

	 	 	100582	 	 	TX
	 	GAINES
	RUTH HUDSON 30W

	 	 	100583	 	 	TX
	 	GAINES
	RUTH HUDSON 31

	 	 	100894	 	 	TX
	 	GAINES
	RUTH HUDSON 32

	 	 	100893	 	 	TX
	 	GAINES
	RYERSON 1-36

	 	 	102019	 	 	OK
	 	WOODS
	SALMON GAS UNIT 1

	 	 	12211	 	 	TX
	 	HARRISON
	SAN LEON GAS UNIT B-1

	 	 	50298	 	 	TX
	 	GALVESTON
	SCHRAG 1-30

	 	 	101938	 	 	OK
	 	MAJOR
	SCOGGINS 1-28

	 	 	101793	 	 	OK
	 	MAJOR
	SCOOTER 1-29

	 	 	102256	 	 	OK
	 	ALFALFA
	SD 1-35

	 	 	102323	 	 	OK
	 	CANADIAN
	SHELTON GAS UNIT NO.1 4

	 	 	101085	 	 	TX
	 	RUSK





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 9 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	SHIRLEY WAGNER 1

	 	 	102579	 	 	OK
	 	WOODS
	SIMON 1-13

	 	 	101674	 	 	OK
	 	WOODS
	SOUTH FORK 1-16

	 	 	100493	 	 	OK
	 	WASHITA
	SPIKES GAS UNIT 1 10

	 	 	101953	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 11

	 	 	101080	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 12

	 	 	101833	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 13

	 	 	101858	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 14

	 	 	101082	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 16

	 	 	101954	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 8

	 	 	101077	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 1 9

	 	 	101047	 	 	TX
	 	RUSK
	SPIKES GAS UNIT 7

	 	 	100422	 	 	TX
	 	RUSK
	SPIKES GAS UNIT NO. 1 15

	 	 	101703	 	 	TX
	 	RUSK
	SPIKES NO 6

	 	 	50343	 	 	TX
	 	RUSK
	SPRAGUE TRUST 1-12

	 	 	102184	 	 	OK
	 	GARFIELD
	ST TR 330 — 2 GAS UNIT 1 ST 1

	 	 	50342	 	 	TX
	 	GALVESTON
	STARKS 1-26

	 	 	101731	 	 	OK
	 	ALFALFA
	STATE TRACT 74-11

	 	 	60499	 	 	TX
	 	CHAMBERS
	STEFFES 1-11

	 	 	100494	 	 	OK
	 	WASHITA
	STEINMAN ALFRED 6

	 	 	30454	 	 	TX
	 	LAVACA
	STINE 1-33

	 	 	100499	 	 	OK
	 	WOODWARD
	STINSON 1-35

	 	 	101856	 	 	OK
	 	DEWEY
	STONE 1-8

	 	 	101930	 	 	OK
	 	WOODS
	STUMP 1-16

	 	 	101173	 	 	OK
	 	WOODWARD
	SWEPCO GAS UNIT 11

	 	 	101585	 	 	TX
	 	HARRISON
	SWEPCO GAS UNIT 12

	 	 	100602	 	 	TX
	 	HARRISON
	TOM BROWN 1

	 	 	12210	 	 	TX
	 	HARRISON
	TOM BROWN 2

	 	 	101046	 	 	TX
	 	HARRISON
	TXL-JJJ 1

	 	 	102488	 	 	TX
	 	ECTOR
	VANN- MCELROY GU 2

	 	 	100890	 	 	TX
	 	HARRISON
	VOSS-TABOREK 1-22

	 	 	102055	 	 	OK
	 	CANADIAN
	W E 1-31

	 	 	102141	 	 	OK
	 	WOODS
	WAGNER 1

	 	 	102580	 	 	OK
	 	WOODS
	WALTERS 1-33

	 	 	101600	 	 	OK
	 	WOODWARD
	WARTICK 3

	 	 	101917	 	 	OK
	 	LATIMER
	WARTICK 4-9

	 	 	102018	 	 	OK
	 	LATIMER
	WARTICK 5-9

	 	 	102266	 	 	OK
	 	LATIMER
	WEHRMAN 1-30

	 	 	102185	 	 	OK
	 	GARFIELD
	WELCH GAS UNIT NO 1 10

	 	 	101589	 	 	TX
	 	HARRISON
	WESLEY WEST 5 39-1

	 	 	102179	 	 	TX
	 	PECOS
	WEST RANCH 27-13S

	 	 	100532	 	 	TX
	 	PECOS
	WEST RANCH 138 27-7N

	 	 	101902	 	 	TX
	 	PECOS
	WEST RANCH 22-12

	 	 	12885	 	 	TX
	 	PECOS
	WEST RANCH 22-13

	 	 	12933	 	 	TX
	 	PECOS
	WEST RANCH 22-16 (LOWER)

	 	 	101867	 	 	TX
	 	PECOS
	WEST RANCH 22-16 (UPPER)

	 	 	100378	 	 	TX
	 	PECOS
	WEST RANCH 22-17

	 	 	100398	 	 	TX
	 	PECOS
	WEST RANCH 22-18

	 	 	100498	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 10 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 22-19

	 	 	101174	 	 	TX
	 	PECOS
	WEST RANCH 22-20 (LOWER)

	 	 	101868	 	 	TX
	 	PECOS
	WEST RANCH 22-20 (UPPER)

	 	 	100401	 	 	TX
	 	PECOS
	WEST RANCH 22-21

	 	 	101806	 	 	TX
	 	PECOS
	WEST RANCH 22-22

	 	 	101821	 	 	TX
	 	PECOS
	WEST RANCH 22-23

	 	 	102203	 	 	TX
	 	PECOS
	WEST RANCH 22-25

	 	 	101843	 	 	TX
	 	PECOS
	WEST RANCH 22-26

	 	 	102213	 	 	TX
	 	PECOS
	WEST RANCH 22-27

	 	 	101910	 	 	TX
	 	PECOS
	WEST RANCH 22-28

	 	 	101961	 	 	TX
	 	PECOS
	WEST RANCH 22-29

	 	 	101965	 	 	TX
	 	PECOS
	WEST RANCH 22-30

	 	 	101962	 	 	TX
	 	PECOS
	WEST RANCH 22-32

	 	 	102061	 	 	TX
	 	PECOS
	WEST RANCH 22-33

	 	 	102063	 	 	TX
	 	PECOS
	WEST RANCH 22-34

	 	 	102064	 	 	TX
	 	PECOS
	WEST RANCH 22-36

	 	 	100497	 	 	TX
	 	PECOS
	WEST RANCH 22-37

	 	 	102178	 	 	TX
	 	PECOS
	WEST RANCH 22-38

	 	 	102210	 	 	TX
	 	PECOS
	WEST RANCH 22-39

	 	 	102211	 	 	TX
	 	PECOS
	WEST RANCH 22-40

	 	 	102214	 	 	TX
	 	PECOS
	WEST RANCH 22-42

	 	 	102239	 	 	TX
	 	PECOS
	WEST RANCH 22-43

	 	 	102240	 	 	TX
	 	PECOS
	WEST RANCH 22-44

	 	 	102215	 	 	TX
	 	PECOS
	WEST RANCH 22-45

	 	 	102241	 	 	TX
	 	PECOS
	WEST RANCH 22-46

	 	 	102249	 	 	TX
	 	PECOS
	WEST RANCH 22-49

	 	 	102286	 	 	TX
	 	PECOS
	WEST RANCH 22-7

	 	 	100380	 	 	TX
	 	PECOS
	WEST RANCH 23-12

	 	 	12842	 	 	TX
	 	PECOS
	WEST RANCH 23-13 (LOWER)

	 	 	101177	 	 	TX
	 	PECOS
	WEST RANCH 23-13 (UPPER)

	 	 	101830	 	 	TX
	 	PECOS
	WEST RANCH 23-15

	 	 	101064	 	 	TX
	 	PECOS
	WEST RANCH 23-16

	 	 	101175	 	 	TX
	 	PECOS
	WEST RANCH 23-17

	 	 	101176	 	 	TX
	 	PECOS
	WEST RANCH 23-18

	 	 	101579	 	 	TX
	 	PECOS
	WEST RANCH 23-19 (LOWER)

	 	 	101944	 	 	TX
	 	PECOS
	WEST RANCH 23-19 (UPPER)

	 	 	100092	 	 	TX
	 	PECOS
	WEST RANCH 23-20

	 	 	101588	 	 	TX
	 	PECOS
	WEST RANCH 23-21

	 	 	101744	 	 	TX
	 	PECOS
	WEST RANCH 23-22

	 	 	101929	 	 	TX
	 	PECOS
	WEST RANCH 23-23

	 	 	101975	 	 	TX
	 	PECOS
	WEST RANCH 23-24 L 70% PROD

	 	 	101982.2	 	 	TX
	 	PECOS
	WEST RANCH 23-24 U 30% PROD

	 	 	101982	 	 	TX
	 	PECOS
	WEST RANCH 23-25

	 	 	102010	 	 	TX
	 	PECOS
	WEST RANCH 23-26

	 	 	102004	 	 	TX
	 	PECOS
	WEST RANCH 23-29

	 	 	102091	 	 	TX
	 	PECOS
	WEST RANCH 23-30

	 	 	102282	 	 	TX
	 	PECOS
	WEST RANCH 23-31

	 	 	102292	 	 	TX
	 	PECOS
	WEST RANCH 23-7

	 	 	12813	 	 	TX
	 	PECOS





Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.




 11 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 25-11

	 	 	100382	 	 	TX
	 	PECOS
	WEST RANCH 25-7 (LOWER)

	 	 	100664	 	 	TX
	 	PECOS
	WEST RANCH 25-7 (UPPER)

	 	 	101732	 	 	TX
	 	PECOS
	WEST RANCH 25-9

	 	 	100383	 	 	TX
	 	PECOS
	WEST RANCH 26-10

	 	 	100464	 	 	TX
	 	PECOS
	WEST RANCH 26-11

	 	 	100599	 	 	TX
	 	PECOS
	WEST RANCH 26-12

	 	 	100611	 	 	TX
	 	PECOS
	WEST RANCH 26-16

	 	 	100597	 	 	TX
	 	PECOS
	WEST RANCH 26-17

	 	 	100461	 	 	TX
	 	PECOS
	WEST RANCH 26-19

	 	 	100460	 	 	TX
	 	PECOS
	WEST RANCH 26-20

	 	 	100598	 	 	TX
	 	PECOS
	WEST RANCH 26-21

	 	 	100459	 	 	TX
	 	PECOS
	WEST RANCH 26-6

	 	 	12916	 	 	TX
	 	PECOS
	WEST RANCH 26-7 (LOWER CAB)

	 	 	12957	 	 	TX
	 	PECOS
	WEST RANCH 26-7 (UPPER CAB)

	 	 	101686	 	 	TX
	 	PECOS
	WEST RANCH 26-8 (CABALLOS A)

	 	 	100384	 	 	TX
	 	PECOS
	WEST RANCH 26-8 (LOWER CAB)

	 	 	101643	 	 	TX
	 	PECOS
	WEST RANCH 26-9

	 	 	100385	 	 	TX
	 	PECOS
	WEST RANCH 27-12S

	 	 	100531	 	 	TX
	 	PECOS
	WEST RANCH 27-13SR

	 	 	102081	 	 	TX
	 	PECOS
	WEST RANCH 27-15SR

	 	 	102257	 	 	TX
	 	PECOS
	WEST RANCH 27-16S

	 	 	102079	 	 	TX
	 	PECOS
	WEST RANCH 27-19S

	 	 	102481	 	 	TX
	 	PECOS
	WEST RANCH 27-20S (LOWER)

	 	 	101699	 	 	TX
	 	PECOS
	WEST RANCH 27-20S (UPPER)

	 	 	101699.2	 	 	TX
	 	PECOS
	WEST RANCH 27-2S

	 	 	102162	 	 	TX
	 	PECOS
	WEST RANCH 27-3N

	 	 	12929	 	 	TX
	 	PECOS
	WEST RANCH 27-3S

	 	 	12939	 	 	TX
	 	PECOS
	WEST RANCH 27-4

	 	 	100374	 	 	TX
	 	PECOS
	WEST RANCH 27-4N

	 	 	100368	 	 	TX
	 	PECOS
	WEST RANCH 27-5

	 	 	100375	 	 	TX
	 	PECOS
	WEST RANCH 27-5N

	 	 	100453	 	 	TX
	 	PECOS
	WEST RANCH 27-6N

	 	 	100591	 	 	TX
	 	PECOS
	WEST RANCH 27-8N

	 	 	101947	 	 	TX
	 	PECOS
	WEST RANCH 28-5

	 	 	12915	 	 	TX
	 	PECOS
	WEST RANCH 28-6

	 	 	101552	 	 	TX
	 	PECOS
	WEST RANCH 28-7N

	 	 	101915	 	 	TX
	 	PECOS
	WEST RANCH 28-8N

	 	 	102012	 	 	TX
	 	PECOS
	WEST RANCH 31-10

	 	 	100467	 	 	TX
	 	PECOS
	WEST RANCH 31-11

	 	 	100466	 	 	TX
	 	PECOS
	WEST RANCH 31-12

	 	 	100387	 	 	TX
	 	PECOS
	WEST RANCH 31-13

	 	 	100518	 	 	TX
	 	PECOS
	WEST RANCH 31-14

	 	 	100465	 	 	TX
	 	PECOS
	WEST RANCH 31-15

	 	 	100180	 	 	TX
	 	PECOS
	WEST RANCH 31-16

	 	 	101197	 	 	TX
	 	PECOS
	WEST RANCH 31-17

	 	 	101196	 	 	TX
	 	PECOS
	WEST RANCH 31-18

	 	 	101932	 	 	TX
	 	PECOS
	WEST RANCH 31-19

	 	 	101659	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 12 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 31-20

	 	 	101695	 	 	TX
	 	PECOS
	WEST RANCH 31-21

	 	 	101801	 	 	TX
	 	PECOS
	WEST RANCH 31-24

	 	 	101909	 	 	TX
	 	PECOS
	WEST RANCH 31-26

	 	 	101913	 	 	TX
	 	PECOS
	WEST RANCH 31-27

	 	 	102351	 	 	TX
	 	PECOS
	WEST RANCH 31-7

	 	 	100469	 	 	TX
	 	PECOS
	WEST RANCH 31-8

	 	 	100468	 	 	TX
	 	PECOS
	WEST RANCH 32-12

	 	 	12906	 	 	TX
	 	PECOS
	WEST RANCH 32-14

	 	 	12947	 	 	TX
	 	PECOS
	WEST RANCH 32-15

	 	 	100087	 	 	TX
	 	PECOS
	WEST RANCH 32-16 L

	 	 	100088	 	 	TX
	 	PECOS
	WEST RANCH 32-16 U

	 	 	100088.2	 	 	TX
	 	PECOS
	WEST RANCH 32-17

	 	 	100508	 	 	TX
	 	PECOS
	WEST RANCH 32-18

	 	 	100369	 	 	TX
	 	PECOS
	WEST RANCH 32-19

	 	 	101559	 	 	TX
	 	PECOS
	WEST RANCH 32-20

	 	 	101668	 	 	TX
	 	PECOS
	WEST RANCH 32-21

	 	 	101700	 	 	TX
	 	PECOS
	WEST RANCH 32-23

	 	 	101772	 	 	TX
	 	PECOS
	WEST RANCH 32-24

	 	 	101983	 	 	TX
	 	PECOS
	WEST RANCH 32-25

	 	 	101984	 	 	TX
	 	PECOS
	WEST RANCH 32-26

	 	 	102360	 	 	TX
	 	PECOS
	WEST RANCH 32-6

	 	 	12667	 	 	TX
	 	PECOS
	WEST RANCH 32-7

	 	 	12911	 	 	TX
	 	PECOS
	WEST RANCH 32-8

	 	 	12936	 	 	TX
	 	PECOS
	WEST RANCH 33-10

	 	 	12923	 	 	TX
	 	PECOS
	WEST RANCH 33-11

	 	 	101112	 	 	TX
	 	PECOS
	WEST RANCH 33-12

	 	 	101144	 	 	TX
	 	PECOS
	WEST RANCH 33-13

	 	 	101672	 	 	TX
	 	PECOS
	WEST RANCH 33-14

	 	 	101576	 	 	TX
	 	PECOS
	WEST RANCH 33-20

	 	 	101568	 	 	TX
	 	PECOS
	WEST RANCH 33-21

	 	 	102027	 	 	TX
	 	PECOS
	WEST RANCH 33-22

	 	 	100389	 	 	TX
	 	PECOS
	WEST RANCH 33-24

	 	 	102427	 	 	TX
	 	PECOS
	WEST RANCH 33-27

	 	 	102471	 	 	TX
	 	PECOS
	WEST RANCH 33-8

	 	 	12958	 	 	TX
	 	PECOS
	WEST RANCH 33-9

	 	 	12945	 	 	TX
	 	PECOS
	WEST RANCH 34-10

	 	 	100390	 	 	TX
	 	PECOS
	WEST RANCH 34-20

	 	 	101728	 	 	TX
	 	PECOS
	WEST RANCH 34-20 (LOWER)

	 	 	101728.2	 	 	TX
	 	PECOS
	WEST RANCH 34-21

	 	 	101723	 	 	TX
	 	PECOS
	WEST RANCH 34-22

	 	 	101911	 	 	TX
	 	PECOS
	WEST RANCH 34-23

	 	 	102009	 	 	TX
	 	PECOS
	WEST RANCH 34-7

	 	 	12950	 	 	TX
	 	PECOS
	WEST RANCH 34-8

	 	 	12932	 	 	TX
	 	PECOS
	WEST RANCH 34-9

	 	 	100392	 	 	TX
	 	PECOS
	WEST RANCH 35-3

	 	 	100478	 	 	TX
	 	PECOS
	WEST RANCH 35-5

	 	 	100161	 	 	TX
	 	PECOS
	WEST RANCH 42-2

	 	 	102150	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 13 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 42-3

	 	 	102365	 	 	TX
	 	PECOS
	WEST RANCH 43-3

	 	 	12930	 	 	TX
	 	PECOS
	WEST RANCH 43-6

	 	 	101139	 	 	TX
	 	PECOS
	WEST RANCH 44-1

	 	 	102202	 	 	TX
	 	PECOS
	WEST RANCH 45-1

	 	 	12848	 	 	TX
	 	PECOS
	WEST RANCH 45-2

	 	 	12850	 	 	TX
	 	PECOS
	WEST RANCH 45-3

	 	 	100399	 	 	TX
	 	PECOS
	WEST RANCH 46-2

	 	 	101104	 	 	TX
	 	PECOS
	WEST RANCH 46-3

	 	 	101565	 	 	TX
	 	PECOS
	WEST RANCH 46-4

	 	 	102149	 	 	TX
	 	PECOS
	WEST RANCH 5-23

	 	 	12912	 	 	TX
	 	PECOS
	WEST RANCH 5-24 ( UPPER)

	 	 	101734	 	 	TX
	 	PECOS
	WEST RANCH 5-24 (LOWER)

	 	 	100403	 	 	TX
	 	PECOS
	WEST RANCH 5-28 (LOWER CAB)

	 	 	12938	 	 	TX
	 	PECOS
	WEST RANCH 5-28 (UPPER CAB)

	 	 	101689	 	 	TX
	 	PECOS
	WEST RANCH 5-30

	 	 	12941	 	 	TX
	 	PECOS
	WEST RANCH 5-36

	 	 	12946	 	 	TX
	 	PECOS
	WEST RANCH 5-37

	 	 	12921	 	 	TX
	 	PECOS
	WEST RANCH 5-38

	 	 	100516	 	 	TX
	 	PECOS
	WEST RANCH 5-40

	 	 	100404	 	 	TX
	 	PECOS
	WEST RANCH 5-41

	 	 	12927	 	 	TX
	 	PECOS
	WEST RANCH 5-43

	 	 	12902	 	 	TX
	 	PECOS
	WEST RANCH 5-46

	 	 	12934	 	 	TX
	 	PECOS
	WEST RANCH 5-48

	 	 	12918	 	 	TX
	 	PECOS
	WEST RANCH 5-50 (1ST CAB)

	 	 	12953	 	 	TX
	 	PECOS
	WEST RANCH 5-50 (TESNUS)

	 	 	101647	 	 	TX
	 	PECOS
	WEST RANCH 5-51

	 	 	100672	 	 	TX
	 	PECOS
	WEST RANCH 5-52

	 	 	100434	 	 	TX
	 	PECOS
	WEST RANCH 5-54

	 	 	101671	 	 	TX
	 	PECOS
	WEST RANCH 5-55

	 	 	101840	 	 	TX
	 	PECOS
	WEST RANCH 5-56

	 	 	102044	 	 	TX
	 	PECOS
	WEST RANCH 5-57

	 	 	102270	 	 	TX
	 	PECOS
	WEST RANCH 5-60

	 	 	101100	 	 	TX
	 	PECOS
	WEST RANCH 5-61

	 	 	100250	 	 	TX
	 	PECOS
	WEST RANCH 5-63

	 	 	100440	 	 	TX
	 	PECOS
	WEST RANCH 5-64

	 	 	101669	 	 	TX
	 	PECOS
	WEST RANCH 5-65

	 	 	101614	 	 	TX
	 	PECOS
	WEST RANCH 5-67

	 	 	101745	 	 	TX
	 	PECOS
	WEST RANCH 5-68

	 	 	101779	 	 	TX
	 	PECOS
	WEST RANCH 5-71

	 	 	101880	 	 	TX
	 	PECOS
	WEST RANCH 5-76 (1ST CAB)

	 	 	100480	 	 	TX
	 	PECOS
	WEST RANCH 5-76 (TESNUS

	 	 	101648	 	 	TX
	 	PECOS
	WEST RANCH 5-77

	 	 	101841	 	 	TX
	 	PECOS
	WEST RANCH 5-78

	 	 	101850	 	 	TX
	 	PECOS
	WEST RANCH 5-80

	 	 	102418	 	 	TX
	 	PECOS
	WEST RANCH 5-81

	 	 	101108	 	 	TX
	 	PECOS
	WEST RANCH 5-83

	 	 	102028	 	 	TX
	 	PECOS
	WEST RANCH 5-84

	 	 	102431	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 14 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 5-85

	 	 	101043	 	 	TX
	 	PECOS
	WEST RANCH 5-87

	 	 	100517	 	 	TX
	 	PECOS
	WEST RANCH 5-88

	 	 	102342	 	 	TX
	 	PECOS
	WEST RANCH 5-89

	 	 	100285	 	 	TX
	 	PECOS
	WEST RANCH 5-90

	 	 	101113	 	 	TX
	 	PECOS
	WEST RANCH 5-91

	 	 	100406	 	 	TX
	 	PECOS
	WEST RANCH 5-93

	 	 	100407	 	 	TX
	 	PECOS
	WEST RANCH 5-95

	 	 	100408	 	 	TX
	 	PECOS
	WEST RANCH 5-96

	 	 	101927	 	 	TX
	 	PECOS
	WEST RANCH 5-97

	 	 	101931	 	 	TX
	 	PECOS
	WEST RANCH 5-98 (LOWER)

	 	 	102137.2	 	 	TX
	 	PECOS
	WEST RANCH 5-98 (UPPER)

	 	 	102137	 	 	TX
	 	PECOS
	WEST RANCH 5-99

	 	 	102419	 	 	TX
	 	PECOS
	WEST RANCH 600 8-20

	 	 	100613	 	 	TX
	 	PECOS
	WEST RANCH 6-20

	 	 	12925	 	 	TX
	 	PECOS
	WEST RANCH 6-29

	 	 	12928	 	 	TX
	 	PECOS
	WEST RANCH 6-31 (1ST CAB)

	 	 	12956	 	 	TX
	 	PECOS
	WEST RANCH 6-31 (TESNUS)

	 	 	101649	 	 	TX
	 	PECOS
	WEST RANCH 6-32

	 	 	12914	 	 	TX
	 	PECOS
	WEST RANCH 6-33

	 	 	12917	 	 	TX
	 	PECOS
	WEST RANCH 6-34

	 	 	12919	 	 	TX
	 	PECOS
	WEST RANCH 6-35

	 	 	12920	 	 	TX
	 	PECOS
	WEST RANCH 6-36

	 	 	12924	 	 	TX
	 	PECOS
	WEST RANCH 6-37

	 	 	12931	 	 	TX
	 	PECOS
	WEST RANCH 6-38

	 	 	12935	 	 	TX
	 	PECOS
	WEST RANCH 6-39

	 	 	12942	 	 	TX
	 	PECOS
	WEST RANCH 6-40

	 	 	12943	 	 	TX
	 	PECOS
	WEST RANCH 6-41

	 	 	12948	 	 	TX
	 	PECOS
	WEST RANCH 6-42

	 	 	12954	 	 	TX
	 	PECOS
	WEST RANCH 6-43 (LOWER)

	 	 	100409	 	 	TX
	 	PECOS
	WEST RANCH 6-43 (UPPER)

	 	 	101727	 	 	TX
	 	PECOS
	WEST RANCH 6-45 (LOWER)

	 	 	101733	 	 	TX
	 	PECOS
	WEST RANCH 6-45 (UPPER)

	 	 	100454	 	 	TX
	 	PECOS
	WEST RANCH 6-46

	 	 	100496	 	 	TX
	 	PECOS
	WEST RANCH 6-46 (UPPER)

	 	 	101726	 	 	TX
	 	PECOS
	WEST RANCH 6-47

	 	 	100481	 	 	TX
	 	PECOS
	WEST RANCH 6-51 (LOWER)

	 	 	101062	 	 	TX
	 	PECOS
	WEST RANCH 6-51 (UPPER)

	 	 	101775	 	 	TX
	 	PECOS
	WEST RANCH 6-52

	 	 	100482	 	 	TX
	 	PECOS
	WEST RANCH 6-53 (LOWER)

	 	 	101835	 	 	TX
	 	PECOS
	WEST RANCH 6-53 (UPPER)

	 	 	101060	 	 	TX
	 	PECOS
	WEST RANCH 6-56

	 	 	101145	 	 	TX
	 	PECOS
	WEST RANCH 6-57

	 	 	101061	 	 	TX
	 	PECOS
	WEST RANCH 6-58

	 	 	102328	 	 	TX
	 	PECOS
	WEST RANCH 6-59

	 	 	101110	 	 	TX
	 	PECOS
	WEST RANCH 6-60

	 	 	101575	 	 	TX
	 	PECOS
	WEST RANCH 6-61

	 	 	101134	 	 	TX
	 	PECOS
	WEST RANCH 6-64

	 	 	101135	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 15 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 6-65

	 	 	100479	 	 	TX
	 	PECOS
	WEST RANCH 6-67

	 	 	101183	 	 	TX
	 	PECOS
	WEST RANCH 6-68

	 	 	101570	 	 	TX
	 	PECOS
	WEST RANCH 6-70

	 	 	101722	 	 	TX
	 	PECOS
	WEST RANCH 6-71

	 	 	101815	 	 	TX
	 	PECOS
	WEST RANCH 6-72

	 	 	101879	 	 	TX
	 	PECOS
	WEST RANCH 6-90

	 	 	101591	 	 	TX
	 	PECOS
	WEST RANCH 6-91

	 	 	101926	 	 	TX
	 	PECOS
	WEST RANCH 7-11

	 	 	101132	 	 	TX
	 	PECOS
	WEST RANCH 7-12

	 	 	101610	 	 	TX
	 	PECOS
	WEST RANCH 7-13

	 	 	101807	 	 	TX
	 	PECOS
	WEST RANCH 7-13 ( UPPER)

	 	 	101807.2	 	 	TX
	 	PECOS
	WEST RANCH 7-14

	 	 	102005	 	 	TX
	 	PECOS
	WEST RANCH 7-15

	 	 	102006	 	 	TX
	 	PECOS
	WEST RANCH 71-5

	 	 	101577	 	 	TX
	 	PECOS
	WEST RANCH 7-19

	 	 	100411	 	 	TX
	 	PECOS
	WEST RANCH 7-20

	 	 	100594	 	 	TX
	 	PECOS
	WEST RANCH 7-21

	 	 	100595	 	 	TX
	 	PECOS
	WEST RANCH 7-22

	 	 	100593	 	 	TX
	 	PECOS
	WEST RANCH 7-23

	 	 	100612	 	 	TX
	 	PECOS
	WEST RANCH 7-24

	 	 	101042	 	 	TX
	 	PECOS
	WEST RANCH 7-25

	 	 	101057	 	 	TX
	 	PECOS
	WEST RANCH 7-27

	 	 	101696	 	 	TX
	 	PECOS
	WEST RANCH 7-28 (LOWER)

	 	 	101592	 	 	TX
	 	PECOS
	WEST RANCH 7-28 (UPPER)

	 	 	101592.2	 	 	TX
	 	PECOS
	WEST RANCH 7-29

	 	 	101133	 	 	TX
	 	PECOS
	WEST RANCH 7-3

	 	 	101054	 	 	TX
	 	PECOS
	WEST RANCH 7-31

	 	 	102285	 	 	TX
	 	PECOS
	WEST RANCH 7-34

	 	 	101838	 	 	TX
	 	PECOS
	WEST RANCH 7-35

	 	 	101871	 	 	TX
	 	PECOS
	WEST RANCH 7-37

	 	 	101816+B804	 	 	TX
	 	PECOS
	WEST RANCH 7-37 (UPPER)

	 	 	101816.2	 	 	TX
	 	PECOS
	WEST RANCH 7-38

	 	 	101574	 	 	TX
	 	PECOS
	WEST RANCH 7-39

	 	 	101863	 	 	TX
	 	PECOS
	WEST RANCH 7-4

	 	 	12926	 	 	TX
	 	PECOS
	WEST RANCH 7-40

	 	 	101964	 	 	TX
	 	PECOS
	WEST RANCH 7-43

	 	 	101637	 	 	TX
	 	PECOS
	WEST RANCH 7-44

	 	 	101116	 	 	TX
	 	PECOS
	WEST RANCH 7-45

	 	 	102140	 	 	TX
	 	PECOS
	WEST RANCH 7-46

	 	 	102206	 	 	TX
	 	PECOS
	WEST RANCH 7-47

	 	 	102226	 	 	TX
	 	PECOS
	WEST RANCH 7-48

	 	 	102227	 	 	TX
	 	PECOS
	WEST RANCH 7-5

	 	 	100575	 	 	TX
	 	PECOS
	WEST RANCH 7-5R

	 	 	101114	 	 	TX
	 	PECOS
	WEST RANCH 7-6

	 	 	100574	 	 	TX
	 	PECOS
	WEST RANCH 7-7 (LOWER CAB)

	 	 	101688	 	 	TX
	 	PECOS
	WEST RANCH 7-7 (UPPER CAB)

	 	 	100412	 	 	TX
	 	PECOS
	WEST RANCH 7-8

	 	 	101084	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 16 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WEST RANCH 7-9

	 	 	101608	 	 	TX
	 	PECOS
	WEST RANCH 8-10

	 	 	100414	 	 	TX
	 	PECOS
	WEST RANCH 8-11

	 	 	100415	 	 	TX
	 	PECOS
	WEST RANCH 8-14

	 	 	100416	 	 	TX
	 	PECOS
	WEST RANCH 8-16

	 	 	100418	 	 	TX
	 	PECOS
	WEST RANCH 8-19

	 	 	100420	 	 	TX
	 	PECOS
	WEST RANCH 8-21

	 	 	100661	 	 	TX
	 	PECOS
	WEST RANCH 8-22

	 	 	101808	 	 	TX
	 	PECOS
	WEST RANCH 8-23

	 	 	100610	 	 	TX
	 	PECOS
	WEST RANCH 8-24

	 	 	102364	 	 	TX
	 	PECOS
	WEST RANCH 8-30

	 	 	101143	 	 	TX
	 	PECOS
	WEST RANCH 8-32

	 	 	101657.2	 	 	TX
	 	PECOS
	WEST RANCH 8-32

	 	 	101657	 	 	TX
	 	PECOS
	WEST RANCH 8-33

	 	 	101658	 	 	TX
	 	PECOS
	WEST RANCH 8-34

	 	 	101706	 	 	TX
	 	PECOS
	WEST RANCH 8-35

	 	 	101800	 	 	TX
	 	PECOS
	WEST RANCH 8-36

	 	 	101882	 	 	TX
	 	PECOS
	WEST RANCH 8-40

	 	 	101878	 	 	TX
	 	PECOS
	WEST RANCH 8-41

	 	 	101901	 	 	TX
	 	PECOS
	WEST RANCH 8-43

	 	 	102013	 	 	TX
	 	PECOS
	WEST RANCH 8-44

	 	 	102014	 	 	TX
	 	PECOS
	WEST RANCH 8-45

	 	 	102030	 	 	TX
	 	PECOS
	WEST RANCH 8-5

	 	 	100423	 	 	TX
	 	PECOS
	WEST RANCH 8-7

	 	 	100424	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 4 5-1

	 	 	12951	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 4 5-2

	 	 	101118	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 4 5-3

	 	 	101557	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 4 5-4

	 	 	101990	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 4 5-5

	 	 	102271	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 51-5

	 	 	12959	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 51-6 (LOWER)

	 	 	101743	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 51-6 (UPPER)

	 	 	100425	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 51-7

	 	 	102083	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 69-1

	 	 	12907	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 69-1A

	 	 	100429	 	 	TX
	 	PECOS
	WEST RANCH SOUTH 71-4

	 	 	101578	 	 	TX
	 	PECOS
	WEST STATE 1-1

	 	 	100215	 	 	TX
	 	PECOS
	WEST STATE 159 3-2

	 	 	101573	 	 	TX
	 	PECOS
	WEST STATE 24-12

	 	 	12960	 	 	TX
	 	PECOS
	WEST STATE 24-13

	 	 	100436	 	 	TX
	 	PECOS
	WEST STATE 24-14

	 	 	100694	 	 	TX
	 	PECOS
	WEST STATE 24-15

	 	 	101097	 	 	TX
	 	PECOS
	WEST STATE 24-16

	 	 	101098	 	 	TX
	 	PECOS
	WEST STATE 24-17

	 	 	101099	 	 	TX
	 	PECOS
	WEST STATE 24-20 (LOWER)

	 	 	101756	 	 	TX
	 	PECOS
	WEST STATE 24-20 (UPPER)

	 	 	101756.2	 	 	TX
	 	PECOS
	WEST STATE 4-4 (LOWER)

	 	 	102036	 	 	TX
	 	PECOS
	WEST STATE 4-4 (UPPER)

	 	 	100091	 	 	TX
	 	PECOS





 
Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.



 17 of 18









 




Exhibit A

DESCRIPTION OF WPP INTERESTS



	 	 	 	 	 	 	 	 	 
	Well Name	 	 	SandRidge Corporate ID	 	State	 	County
	WHITE CATTLE 1-8 (CHESTER)

	 	 	101794	 	 	OK
	 	WOODWARD
	WHITE CATTLE 1-8 (MISSISSIPPI)

	 	 	101795	 	 	OK
	 	WOODWARD
	WHITE CATTLE 1-8 (OSWEGO)

	 	 	100502	 	 	OK
	 	WOODWARD
	WILKERSON GAS UNIT 10

	 	 	101834	 	 	TX
	 	RUSK
	WILKERSON GAS UNIT 11

	 	 	101955	 	 	TX
	 	RUSK
	WILKERSON GAS UNIT 5

	 	 	50353	 	 	TX
	 	RUSK
	WILKERSON GAS UNIT 6

	 	 	50352	 	 	TX
	 	RUSK
	WYCKOFF 1-6

	 	 	101876	 	 	OK
	 	WOODWARD
	YOUNG, THELMA 1

	 	 	12073	 	 	TX
	 	HARRISON
	ZANDER 1-8

	 	 	100512	 	 	OK
	 	WOODS
	ZOIE 1-8

	 	 	100607	 	 	OK
	 	WOODS
	ZOOK 1-24

	 	 	101905	 	 	OK
	 	WOODS






Whether or not indicated herein, to the extent that interests in wells were acquired
outside of the Plan, such interests are excluded from this transaction.





 18 of 18











 





Exhibit B




ASSIGNMENT, BILL OF SALE, AND CONVEYANCE





     THIS ASSIGNMENT, BILL OF SALE, AND CONVEYANCE (this “Assignment”), effective as of 11:59 pm,
Central time, on September 30, 2008 (the “Effective Time”), is made from, Tom L. Ward, TLW
Investments, L.L.C., an Oklahoma limited liability company and successor to TLW, and TLW Holdings,
L.L.C. an Oklahoma limited liability company, each of whose address is 1601 Northwest Expressway,
Suite 1600, Oklahoma City, Oklahoma 73118 (collectively “Assignors”, and individually, “Assignor”)
to SandRidge Energy, Inc., a Delaware corporation, whose address is 1601 Northwest Expressway,
Suite 1600, Oklahoma City, Oklahoma 73118 (“Assignee”).



ARTICLE I




GRANTING AND HABENDUM CLAUSES




     For good and valuable consideration, the receipt, and sufficiency of which are hereby
acknowledged, each Assignor does hereby grant, bargain, sell, transfer, convey, set over, assign
and deliver unto Assignee all of Assignor’s right, title, and interest in and to the following
assets (collectively, such interests in such assets are referred to as the “Assets”):




(a) the oil and gas leases (collectively the “Leases”), including, without limitation, all
overriding royalty interests and working interests, on which the oil and gas wells described
in Exhibit A attached hereto (collectively, the “Wells”) are located, or with respect to
such Wells, such Leases or pooled or unitized, including the Leases described in Exhibit B,
and all interests in such Wells, but only to the extent the rights, titles and interests of
Assignor in and to such Leases, Wells or interests were acquired, or Sellers are entitled to
acquire, pursuant to that certain Riata Energy, Inc Well Participation Plan dated effective
as of June 6, 2006 (collectively, the “WPP Properties”);




(b) all platforms, water source wells, injection wells, tubular goods, well equipment, lease
equipment, production equipment, pipelines and all other personal property, fixtures and
facilities appurtenant to or used in connection with the WPP Properties (collectively the
“Facilities”);




(c) all production sales contracts, transportation agreements, pooling agreements,
unitization agreements, operating agreements, processing agreements, surface leases,
easements, permits, licenses and rights-of-way, orders of governmental authorities, and all
other contracts, agreements and instruments related to or utilized in connection with the
WPP Properties or Facilities, or the production, storage, treatment, transportation, sale or
disposal of oil, gas, or other hydrocarbons, minerals or substances therefrom (the
“Contracts”);




(d) all oil, gas, distillate, condensate, casinghead gas or other liquid or vaporous
hydrocarbons, or other minerals (collectively, the “Hydrocarbons”), produced from or



 









 







attributable to the WPP Properties from and after the Effective Time, and all Hydrocarbons
produced prior to the Effective Time and in storage as of the date hereof; and




(e) that certain Riata Energy, Inc. Well Participation Plan dated effective as of June 6,
2006, including any other interests of Assignee assigned or allocated to Assignors, or any
affiliates of Assignors, pursuant to such Plan.




TO HAVE AND TO HOLD the Assets unto Assignee and its successors and assigns, forever.



ARTICLE II




WARRANTY




     2.1 Warranty. Each Assignor hereby binds itself or himself, its or his respective
successors and assigns to warrant and forever defend all and singular the Assets unto Assignee
against every person whosoever lawfully claiming or to claim the same by through or under Assignor
but not otherwise.



     2.2 Subrogation. Each Assignor hereby transfers and assigns unto Assignee, its
successors and assigns, all of its or his right, title and interest under and by virtue of all
covenants and warranties pertaining to the Assets, express or implied (including, without
limitation, title warranties and manufacturers’, suppliers’ and contractors’ warranties), that have
heretofore been made by any of Assignor’s predecessors in title, or by any third party
manufacturers, suppliers and contractors. This Assignment is made with full substitution and
subrogation in and to all of the covenants and warranties that each of the Assignors has or may
have against predecessors in title and with full subrogation of all rights accruing under the
applicable statutes of limitations and all rights and actions of warranty against all former owners
of the Assets.



     2.3 Disclaimers. All tangible equipment and personal property included in the Assets
is sold “AS IS, WHERE IS” AND ASSIGNOR MAKES NO, AND DISCLAIMS ANY, REPRESENTATION OR WARRANTY,
WHETHER EXPRESSED OR IMPLIED, AND WHETHER BY LAW, STATUTE OR OTHERWISE, AS TO FITNESS FOR ANY
PARTICULAR PURPOSE, MERCHANTABILITY, CONFORMITY OF MODELS OR SAMPLES OF MATERIALS, AND PHYSICAL
CONDITION. Assignors and Assignee agree that to the extent required by applicable law to be
operative, the disclaimers of certain warranties contained in this paragraph are conspicuous.
Nothing in this Section 2.3 shall impair the warranty of title given by Assignors in Section 2.1
hereof.



ARTICLE III




MISCELLANEOUS




     3.1 Further Assurances. Each Assignor covenants and agrees to executed and deliver to
Assignee all such other and additional conveyances, instruments and other documents and to do all
such other acts and things as may be necessary more fully to vest in Assignee record and beneficial
title to all of the Assets and the respective properties, rights and interests herein granted or
intended



 









 






to be granted, and to put Assignee in actual possession of the assets, including, without
limitation, any assignment acceptable for filing with the Minerals Management Service (the “MMS
Assignment”), if applicable. In the event any term or provision of the MMS Assignment should be
inconsistent with or conflict with the terms or provisions of this Assignment, the terms and
provisions of this Assignment shall control and shall govern the rights, obligations and interests
of the parties hereto, their successors and assigns. The MMS Assignment and this Assignment shall,
when taken together, be deemed to constitute but one conveyance and assignment by such Assignor to
Assignee of all of the Assets.



     3.2 Counterparts. This Assignment may be executed in any number of counterparts, and
each counterpart hereof shall be deemed to be an original instrument, but all such counterparts
together shall constitute but on conveyance.



     3.3 Successors and Assigns. This Assignment shall bind and inure to the benefit of
Assignors and Assignee and their respective successors and assigns.




 












 






     Executed this 9th day of October, 2008, but effective for all purposes as of the
Effective Time.



ASSIGNORS:




	 	 	 	 	 
	 	
Tom L. Ward

 	 
	 	 	 
	 	TLW HOLDINGS, L.L.C.

 	 
	 	By:  	 	 
	 	 	Tom L. Ward 	 
	 	 	Manager 	 
	 
	 	TLW INVESTMENTS, L.L.C.

 	 
	 	By:  	 	 
	 	 	Tom L. Ward 	 
	 	 	Manager 	 
	 



	 	 	 	 	 
	ASSIGNEE: 	SANDRIDGE ENERGY, INC.
 	 
	 	By:  	 	 
	 	 	Name:  	Matthew K. Grubb 	 
	 	 	Title:  	Executive Vice President and
 Chief Operating
Officer 	 



 









 








	 	 	 
	STATE OF OKLAHOMA

	 	§
	 

	 	§
	COUNTY OF OKLAHOMA

	 	§






     The
foregoing instrument was executed before on this the ___ day of October, 2008, by Tom L.
Ward of Oklahoma City, Oklahoma.



	 	 	 	 	 
	 	 	 
	 	  	
 	 
	 	 	Notary Public in and for 	 
	 	 	the State of Oklahoma 	 
	 



	 	 	 
	STATE OF OKLAHOMA

	 	§
	 

	 	§
	COUNTY OF OKLAHOMA

	 	§






     The foregoing instrument was executed before on this the ___ day of October, 2008, by Tom L.
Ward of Oklahoma City, Oklahoma, Manager of TLW Holdings, L.L.C., an Oklahoma limited liability
company.



	 	 	 	 	 
	 	 	 
	 	  	
 	 
	 	 	Notary Public in and for 	 
	 	 	the State of Oklahoma 	 
	 



	 	 	 
	STATE OF OKLAHOMA

	 	§
	 

	 	§
	COUNTY OF OKLAHOMA

	 	§






     The foregoing instrument was executed before on this the ___ day of October, 2008, by Tom L.
Ward of Oklahoma City, Oklahoma, Manager of TLW Investments, L.L.C., an Oklahoma limited liability
company.



	 	 	 	 	 
	 	 	 
	 	  	
 	 
	 	 	Notary Public in and for 	 
	 	 	the State of Oklahoma 	 



 









 








	 	 	 
	STATE OF OKLAHOMA

	 	§
	 

	 	§
	COUNTY OF OKLAHOMA

	 	§






     The foregoing instrument was executed before on this the ___ day of October, 2008, by                                         
                     of
Oklahoma City, Oklahoma,                                          of SandRidge Energy,
Inc., a Delaware corporation.



	 	 	 	 	 
	 	 	 
	 	  	
 	 
	 	 	Notary Public in and for 	 
	 	 	the State of Oklahoma 	 



 









 







	 	 	 	 	 



Exhibit C




Preliminary Settlement Statement




	 	 	 	 	 
	Reconciliation for Closing Adjustment	**Total billed Expense (Capex and Expense)	 
	July
	 	$	3,731,730.12	 
	August
	 	$	3,869,928.54	 
	September
	 	$	4,460,547.29	 
	 
	 	 	 
	 
	 	$	12,062,205.95	 
	 
	 	 	 	 
	Aries Run Capex 7/1/08 to 10/01/08
	 	$	(3,568,803.00	)
	Aries Advalorem 7/1/08 to 10/01/08
	 	$	(115,834.00	)
	Aries Production Taxes 7/1/08 to 10/01/08
	 	$	(209,171.00	)
	Aries LOE 7/01/08 to 10/01/08
	 	$	(625,828.00	)
	 
	 	 	 
	 
	 	 	(4,519,636.00	)
	 
	 	 	 	 
	 
	 	 	 
	CAPEX & Expense Pre-closing Adjustment
	 	$	7,542,569.95	 
	 
	 	 	 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	August Production	 	 	 	 	 	Volumes	 	 	Revenue	 
	CONDENSATE NET AMOUNT
	 	BBLS	 	 	1,225.29	 	 	 	150,945.30	 
	GAS NET AMOUNT
	 	MCF	 	 	191,089.41	 	 	 	2,129,260.88	 
	OIL NET AMOUNT
	 	BBLS	 	 	446.79	 	 	 	53,835.92	 
	PLANT NET AMOUNT
	 	BBLS	 	 	6,685.21	 	 	 	8,825.06	 
	 
	 	 	 	 	 	 	 
	Total
	 	MMCFE	 	 	241,233.15	 	 	 	2,342,867.16	 
	 
	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Total estimate (mmcfe)
	 	 	 	 	 	 	723,699.45	 	 	$	9.71	 






Production estimate is based on a 3x multiple of August volumes

Pricing estimate used August as an estimated weighted average




	 	 	 	 	 	 	 	 	 
	Aries Third Quarter Forecast	 	 	 	 	 	 	 	 
	CONDENSATE NET AMOUNT
	 	BBLS	 	 	—	 
	GAS NET AMOUNT
	 	MCF	 	 	646,489.00	 
	OIL NET AMOUNT
	 	BBLS	 	 	5,673.00	 
	PLANT NET AMOUNT
	 	BBLS	 	 	—	 
	 
	 	 	 	 	 	 
	Total
	 	MMCFE	 	 	680,527.00	 
	 
	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	DELTA PRODUCTION
PERFORMANCE
	 	MMCFE	 	 	(43,172.45	)





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 
	Production Revenue
Pre-Closing Adjustment
	 	 	 	 	 	$	(419,292.77	)	 	$	9.71	 
	 
	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TOTAL PRE-CLOSING ADJUSTMENT
	 	 	 	 	 	$	7,123,277	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	PURCHASE PRICE
	 	 	 	 	 	$	60,000,000	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ESTIMATED PURCHASE PRICE
	 	 	 	 	 	$	67,123,277