Platinum Energy Resources (fka PGRI)

[Mr. Zen]

SUMMARY OF THE PROXY STATEMENT

This summary highlights selected information from this proxy statement and does not contain all of the information that is important to you. To better understand the asset acquisition, you should read this entire document carefully, including the asset acquisition agreement attached as Annex A to this proxy statement. We encourage you to read the asset acquisition agreement carefully. It is the legal document that governs the asset acquisition and the other transactions contemplated by the asset acquisition agreement. It is also described in detail elsewhere in this proxy statement.

The Parties to the Asset Acquisition Agreement and Plan of Reorganization

Platinum

Platinum is a blank check company organized as a corporation under the laws of the State of Delaware on April 25, 2005. It was formed with the purpose of effecting one or more business combinations with unidentified operating businesses in the global oil and gas exploration and production (“E&P”) industry. On October 28, 2005, Platinum consummated an initial public offering (the “IPO”) of its equity securities from which it derived net proceeds of $106,472,000. The Platinum common stock, warrants to purchase common stock and units (each unit consisting of one share of common stock and one warrant to purchase one share of common stock) are quoted on the Over-the-Counter Bulletin Board (“OTCBB”) under the symbols PGRI for the common stock, PGRIW for the warrants and PGRIU for the units. Of the net proceeds of the IPO, $105,408,000 were placed in a trust account. Such funds, which are being held in an interest -bearing account and will continue to bear interest through the closing, will be released to Platinum upon consummation of the asset acquisition, and used to (i) retire approximately $42 million in indebtedness of TEC assumed in connection with the asset acquisition, (ii) make payments to Platinum stockholders who exercise conversion rights and (iii) pay the finder’s fee of $3.0 million payable to Mr. Lance Duncan upon consummation of the asset acquisition as well as other transaction-related expenses. Platinum intends that the remaining funds will be used for, among other things, future acquisitions, working capital, capital expenditures associated with TEC’s assets and repurchases of shares of Platinum common stock under the contemplated Platinum share repurchase program.

The balance of the net proceeds of the IPO, not held in trust, or $1,064,000, has been used by Platinum to pay the expenses incurred in its pursuit of a business combination. As of March 31, 2007, Platinum had used all funds available from net proceeds that were not initially deposited in the trust fund.

Other than its IPO and the pursuit of a business combination, Platinum has not engaged in any business to date. If Platinum does not consummate the business combination contemplated by the Asset Acquisition Agreement and Plan of Reorganization among Platinum, PER Acquisition Corp. and TEC by October 28, 2007, then, pursuant to its certificate of incorporation, Platinum’s officers must take all actions necessary to dissolve and liquidate Platinum as soon as reasonably practicable.

The mailing address of Platinum’s principal executive office is Platinum Energy Resources, Inc., 25 Phillips Parkway, Montvale, New Jersey 07645, and its telephone number is [phone].

PER Acquisition Corp.

PER Acquisition Corp. was organized as a corporation under the laws of the State of Delaware on January 25, 2006. It was formed to effect a business transaction and is a wholly-owned subsidiary of Platinum. We sometimes refer to PER Acquisition Corp. as the “Acquisition Sub.” The mailing address and telephone number of PER Acquisition Corp. is the same as that of Platinum.

TEC

Tandem Energy Corporation (“TEC”) is an independent oil and gas exploration and production company headquartered in Midland, Texas and a wholly-owned subsidiary of Tandem Energy Holdings, Inc., a Nevada Corporation (“Tandem”). TEC has approximately 21,000 acres under lease in relatively long-lived fields with well-established production histories. TEC’s properties are concentrated primarily in the Gulf Coast region in Texas, the Permian Basin in Texas and New Mexico, and the Fort Worth Basin in Texas.