Worthington Energy, Inc. (fka WGASQ)

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Here Blindman.

As her can't convert till Sept. This weeks low prices determine the conversion price.

Asher Financings

On March 5, 2012, May 14, 2012, June 7, 2012, and July 17, 2012 we entered into securities purchase agreements with Asher Enterprises, Inc., an accredited investor (“Asher”), providing for the sale by us to Asher of 8% convertible debenture in the aggregate principal amount of $132,500 (the “Asher Debentures”).

The Asher Debentures mature on December 7, 2012, January 30, 2013, March 11, 2013, and April 19, 2013, respectively, (the “Asher Maturity Dates”) and bear interest at the annual rate of 8%.  We are not required to make any payments until the Asher Maturity Dates.

Asher is permitted to convert, starting on September 1, 2012, October 24, 2012, December 24, 2012, and January 13, 2013, the outstanding principal and accrued interest on the Asher Debentures into shares of our common stock at a conversion price per share equal to fifty percent (50%) of the average of the three (3) lowest closing bid prices of the common stock during the 10 trading days immediately preceding the conversion date.

Asher agreed to restrict its ability to convert the Asher Debentures and receive shares of common stock such that the number of shares of common stock held by Asher in the aggregate and its affiliates after such conversion or exercise does not exceed 4.99% of the then issued and outstanding shares of our common stock.