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Wednesday, 09/19/2012 10:26:21 AM

Wednesday, September 19, 2012 10:26:21 AM

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GEOLOGY AND TECHNICAL DUE DILIGENCE REPORT from the website.

The report is a result of 12 years of study by the author. Since its discovery well, the Garcia #1 was placed into production with almost no decline over a period of 28 months before the wells life ended due to unusual mechanical problems. The stacked Frio sands with a number of potentially productive zones in each well drilled or re-entered offer considerably higher chances of success and much higher reserves on a per well basis, making the prospect very attractive. This report will be modified from time to time to keep up with what the rig and service rig discovers and as new zones are placed into production. For example recent developments indicate that the potential proven undeveloped reserves estimated for the field are considerably larger than the initial 1,500,000 bbls listed as proven or probable in a report written only 14 months ago, with rising over 10 fold due to the completion of several test wells, and a thorough study of over 200 wells, cores longs etc, in the area and mapping of a number of the zones. March 09

The information contained herein is based on an evaluation of data from numerous sources such as the Texas Railroad Commission Oil and Gas Division, Schlumberger, Halliburton, previous operators of the leases and surrounding leases, the original geologist who helped discover and develop the well, mineral and landowners, Geological Libraries, etc. These are the same sources depended upon for any report and while the author feels that this information can be relied upon in order to develop its theories, there is no warranty as to the accuracy of such information. Inaccurate information could alter the accuracy of the report, estimated reserves, etc for the better or for the worse. Projections or estimates made herein are based on this data and comparable or twin wells or reservoirs and are considered reasonable. However, actual production rates and reserves will vary and can be greater or less than those projected herein.

NORTH WEST PREMONTFIELD
The Premont Field produces from multiple pays from 2,600' to 4,500' drill depth with most of the production coming from stacked Frio sands from 3200' to 3650' in depth. The Premont field was discovered in the 1950's and has produced over 5.6 million barrels of oil and 28 BCF of gas from only 31 gas wells. The Premont field produces from a combination of stratigraphic pinchouts of shallow Miocene and Frio sands combined with structural highs. The primary trapping mechanism in the Northwest Premont field is stratigraphic in nature with upper Frio sands sharing out to the west (see attached maps). Recent activities have extended this field to the northwest by several miles and opened up new oil and gas reserves for development in the Northwest Premont field, a near geological "twin" to the Premont field to the south, where these prospects are being developed by those, who established a foothold in the area in the mid to late 90's when oil prices were low, and after the previous operators passed away.

The Northwest Premont Field was Initially thought to be a small under-developed extension of the Premont Field, however, recent developments and studies indicate that, the field has a much larger areal extent than the original field, and much higher oil reserves. The discovery well was the Peninsula Exploration Garcia #1 drilled in 1974 and completed as a gas well in the 4,400' gas sand.The Garcia well produced almost 1 BCF of gas from the 4400' sand before the zone was plugged off and the well re-completed in 1988 in the lower Bardsdall sand from 3,440-3,450', through a slim hole completion (2 7/8" casing). This zone flowed, over 8,300 barrels of oil, without the aid of artificial lift or pumpjack before it was shut-in, in late 1992, shortly after the death of that Operator (Peninsula)

In 1996 a company took over operations of the "Garcia" #1 well with the intention of re-completing the well in any one of the 8 zones which cored oil and/or gas above the lower Bardsdall sand. However, a swab test of the well indicated that it would produce commercially if placed on pump from the existing Barnsdall. Although the well was cased with tubing (slim hole completion - using only 2 7/8" tubing as casing), the company equipped the well with a pumpjack in early August, 1996 at 25-30 BOD and 25-30 BWD (barrels of water per day). The well continued to produce through the end of 1998 when a hole in the casing forced the well to be abandoned due to excess fresh water production. When last produced steadily without mechanical problems, the well was still producing approximately 20 barrels of oil per day.

The wells production declined less than 10% per year, which indicated that the reserves of the well were considerably higher than what was able lo be produced through the slim hole completion. It was the successful production of this well that spurned the investigation into the area as an extension of the main Premont field. This study has become one of the most in depth and comprehensive field studies taken on or accomplished by the author or in the history of the company. The study has involved reviewing hundreds of logs and well completion records (both from the railroad commission archives, previous operators, logging and coring companies records, as well as landowners who retained copies of original materials), speaking with previous operators, geologist, contractors, landowners, engineers and the original geologist of the field. It has also involved a comprehensive mapping of many of the potential zones which produced or cored, or tested oil and gas in the field when previous operators were in search of deeper oil production. The study revealed a nearly "twin" field to the north of the Premont field that offer exceptional drilling and re-entry opportunities.

The Northwest Premont Field has produced a total of 5 BCF of gas and almost 100,000 barrels of oil to date, with most gas from deeper 4400' sands which were a primary target for drilling in the early 80'. Although there are a number of potentially productive oil or gas zones in the field, based on the logs and cores of the wells which were previously drilled, two of the zones, the Lower Barnsdall oil sand at a depth of 3450', and the Singer gas sand at 3100' field, are primary targets in the field. Completing either of these zones should result in a payout and excellent return on investment with the other zones just being icing on the cake. These zones were initially estimated to reserve an 1,500,000 barrels of recoverable oil, and 2,500,000 to 3,000,000 MCF. In 2006, research and extended mapping discovered that a well drilled in 1966, a little over a mile to the north of the "Garcia" #1 well, the Chiles "Ramirez" #1 (See attached substructure maps made on the top of the Bardsdall and Singer sands and the log of the Chiles "Ramirez" #1), encountered a full suite of upper Frio sands including a 10' section of the lower Bardsdall and an 18' section of Singer sand which was felt could extend the field over an additional 700-800 acres.This increased overall oil and gas estimates to be increased by an additional 1,500,000 barrels of oil and 3,000,000 MCF of gas. Recent testing of key wells in the field and mapping of the reservoirs have proven these two key reservoirs to be considerably larger. As a result of a recovery of the records of all of the wells drilled within a 2 mile radius of the Garcia well and comparing this data to the best results in the first three re-entries, the field has been expanded an estimated 4500 acres, increasing the reserves of the Barnsdall to 15,000,000 bbls of oil and the gas of the Singer to 15,000,000 mcf. (March 09)

MULTIPLE FRIOSANDS
The Northwest Premont Field is a "twin" and an extension of the existing Premont field which was not fully developed. Several deeper wells were drilled by Laughlin and Peninsula Oil and Gas in the 1970's and 80's which were productive in the lower Frio sands. However, before the field was fully developed, Mr. Laughlin and the president of Peninsula passed away and oil and gas prices collapsed leaving the field undeveloped. Each well drilled for these deeper Frio sands, and those shallower wells drilled by Laughlin tested and cored oil and gas in a number of shallower zones. The field is very unusual in that it has multiple productive oil and gas sands which give the wells unusually high reserves for their depth. The sands which cored or tested oil or gas are more fully described below.

PRIMARY TARGETS
Lower Bardsdall Sand (Primary Target)
The lower member of the Bardsdall (3440') sand was initially the primary target in the initial development of the Northwest Premont field, however, further development has proved the potential of many other zones. The enclosed map on the top of the productive lower Bardsdall sand indicates the presence of a north-south sand edge line on the west side of the field. Oil was also cored in the lower Bardsdall sand in the Laughlin V. Hinojosa" #1 to the southeast of the "Garcia" #1, in the Southern Petroleum Exploration "Conley-Premont" 3-1 well west of the 'Garcia" #1, and the two Laughlin "Canales" wells to the north of the 'Garcia' #1. In addition, the Peninsula "Guerra" #1 well to the south of the "Garcia" #1 may be productive in the lower Bardsdall. This sand seems to be a continuation of similar production in the Premont field to the south where this sand yielded over 500,000 barrels of oil. It has been found that this zone is a water drive zone, like the other oil sands in the field (unlike the gas sands) and will produce optimum production by hanging the pump, very high in the well. Proof of this is the Garcia #1 which was pumped from 2900' and did not allow the water to channel to the reservoir. Additionally one well. the Fair Woodward Selligson #9 in the Premont field reported making 371,000 bbls of oil, while those around it made 25,000 to 100,000 bbls. The well was no higher or lower than others in the field structurally. (See Barnsdall Structure map - southeast quadrant of the map.) A well service contractor stated that this well lost tubing in the hole and could not be produced from near total depth, thus leaving the pump high in the hole, not allowing channeling of water from the zone.

Essentially, the "Garcia" #1 well has extended a known producing field by about a one and one half miles to the northwest and this new portion of the field may be developed by re-entering old wells, either plugged or previously abandoned and re-completing them in the lower Bardsdall or other Frio sands and by the drilling of new developmental wells.

In 2004, Harper Hefte drilled the "Hinojosa" #1 well approximately 1,000' west of the "Garcia" #1 well in an attempt to complete up dip in the lower Bardsdall sand. The well encountered 6' of lower Bardsdall sand 1' structurally lower than in the "Garcia" #1 well. The logs run on this well indicated that the lower Barnsdall sand in this well was tight and the sand was not tested for potential production. After the well had been drilled and plugged, the geologist on the well indicated to the writer, that he thought the Barlow and Caddo sands could have been productive, based on log analysis, but they were never tested. In Late October of 2008, the Hinojosa #4 well was re-entered and tested 30 bopd from the Barnsdall before the well was also perforated in the Barlow and the well is still flowing at the time of this writing in December of 2008. Is being squeezed due to low perfs in the Barnsdall and is being placed on pump at this writing. (February 09).

The attached Barnsdall and Singer structure maps are the originals generated prior to the recovery of all of our data. While it is adequate to convey the message, new maps have been generated and attached to this package to fully update the research of the field (May 09).

THE SINGER SANDS (Primary Gas Target)
The Singer sand is one of the most promising sands in the field and is a name given to a number of formations in the top of the Frio or possibly the bottom of the Miocene from 3100' to 3220' in the center of the field, and has cored gas in a number of wells in this field at 3150', 3200' to 3210', and 3220-30'. This sand is very well developed in the field and continues to develop in a large portion of the 4500 acre Premont Northwest Field. This zone has produced over 26 BCF of gas in the Premont Field, from 31 wells with an overall average of better than 800,000 mcf per well. The zone is extremely porous, does not have a water drive, has records of extremely high production rates (1000 10 3000 mcf/d) and can drain large amounts of acreage, likely 150 to 200 acres per well, since it is not a water drive, and has extremely good porosity and permeability. This zone has been mapped to cover over no less than 2500 acres in the Northwest Premont Field, however may be considerably larger.

Upper Singer Sand (3,100-3,1139)
Cored gas in the "Garcia" #1 well and was tight in the Harper Hefte "Hinojosa" #1 well and is present in other wells in the Premonl Northwest field, but it does not appear to correlate with any named sand in the Premont Field. This zone has no production history that we can find but offers an additional bonus of potential gas production that the Premont Field to the south did not offer.

The 3150' Singer sand is the most prolific Singer sand with the only production history we have been able to find. The Singer sand (3150') was productive in the Laughlin "Hinojosa" #3 well to the southeast which produced 800,000 mcf of gas, 551,000 mcf of which came from the Singer. In spite of the large volume of gas produced before it was abandoned, its initial shut in pressure was less than half of what the virgin pressure of this reservoir would be, less than 550, which was a result of the proximity (1/2 mile) of several wells which produced from this zone. The Kibbe Isham well 3/4 mile to the south of this well produced 780,000 mcf from this zone and was also partially depleted when completed in the early 1950's. The Singer tested 750 psi on a test in the Garcia well which was drilled in 1979 and more recently 2009, had a calculated bottom hole pressure of 1050 psi recent tests of the Peninsula Guerra #1 re-entry to the south of the Garcia lease, indicating that the reservoir is equalizing and charging back up and, based on rough drawdown calculations, has some real extent for this to occur. (The Guerra #1 is being completed currently in the Laughlin oil sand but with an offset, the Mormac Guerra #1, located 400' to the west that can be re-entered) It is present at the 3150' depth throughout a large portion of the field and the sand body is about 1 to 1.5 miles wide and the full length of the Premont Northwest field, the Laughlin E.0 Canales #2 well to the northwest of the field logged what appears to be gas in the 3100' sand, the 3170' sand, which also cored gas in the Peninsula Garcia well (two locations to the east), and logged what appears to be gas 3220'. The offset Conley (Conway on the map) Premont 3-1 logged gas in the 3100' sand, cored gas in the 3170' sand and appears to have gas breaks at 3210-20', and 3230-40'. The presence and development of these sands as one moves to the north northwest toward the wells which produced from some of these sands lends credence to the possibility of an extended field of blanket gas sand covering as much as 2400 acres.

Because of the high permeability and porosity of the reservoir and the fact that it is not wet or water driven, wells drilled on 150 acre locations can likely effectively drain the reservoir or ten wells with 15,000,000 mcf which can be produced over a period of roughly 6 to 9 years. With estimated recoverable reserves of 15,000,000 mcf of recoverable gas, these wells can be p reduced in dual production with the other gas sands, including the Murchison, and Upper Barnsdall, none of which have a history of or are water drive.

ADDITIONAL FRIO ZONES - SECONDARY TARGETS

A number of other zones in the 3,000-3,700' interval other than the lower Bardsdall sand are potentially productive for oil and gas in the North Premont Field. Ten sands cored oil and gas in the Garcia #1 well alone. Most of these zones were commercial producing zones in the main body of the Premont field and could produce in many wells in this area. These zones are as follows with their drill depths in the "Garcia" #1.

Murchison Gas Sand (3275-3305')
This zone produced in only two wells in the Premont field to the south and seems to be more developed in the Premont Northwest field, logging or coring gas in a number of wells. The zone appears to be trapped in 5 separate sand bodies which are mapped on the attached Murchison Structure Map. This zone cored gas in the Conway Premont well to the northwest of the"Garcia" #1 and north of the Peninsula "Guerra" #1. The Laughlin "Hinojosa" #1C well abandoned oil production in the Barlow and Barnsdall in favor of producing this gas zone which tested 2,650 mcf per day and produced 940,000 mcf of gas over its 9 year life (An average of nearly 300 mcf per day not considering initial flush or declining production) and still had a calculated bottom hole pressure of 448 psi the year before it was abandoned (1970) when it was Oil producing at a rate of 30 mcf/d. Preliminary estimates give this zone just shy of 3,900,000 mcf of gas reserves remaining in this sand body and likely the same in other Murcheson sand bodies (see structure map) and likely the same in other sand bodies or lenses.

Laughlin Sand (3,353'-3,3709)
This zone cored oil in the "Garcia" #1, the Peninsula "Guerra" #1, drill stem tested 150' of oil and 500' saltwater in the Laughlin 'Canales' #1, drill stem tested oil in the Laughlin ''Canales" #2, and flow-tested oil in the Laughlin "M. Hinojosa"#1. This zone was productive in the Laughlin "Hinojosa" #2 well which was completed in 1952. After being shut in nearly 12 years, the well flowed, and being a water drive, apparently had recharged. It was placed back into production in 2008 at a rate of 5 to 7 bopd before developing a hole in the casing. This well is being washed down to be completed in other formations but will also likely be re completed in this zone as well, since a commingling permit exists for the field. The Laughlin sand was recently perforated in the Kibbe Engleking #1, one location south of the Hinojosa lease and had initial production rates of 35 bopd and 5 bids of water. Due to the fact that the pump was set too low for a water drive, these figures quickly reversed. The Laughlin oil sand was perforated with a 3.5' casing gun, in 10 lb brine, in the "Guerra" #1 through casing by the company and blew oil over the derrick when running the tubing and packer in the well, before it was discovered to have a bad cement job which is currently being reworked. The results of this well resulted in an increased interest in this zone which appears more developed than expected and resulted in our expanding this zone from a 150 to a realistic and possibly conservative 300 acre areal extent. This sand has produced 320,000 barrels of oil in the Premont Field to the south but appears to be more developed in this field.

Lower Laughlin - Upper Barnsdall Sand (3,405-3,432')
Cored gas in the "Garcia" #1, Southern Petroleum Exploration "Conley-Premont" 3-1, and drill stem tested oil in the Laughlin "Canales" #1 and #2 wells, logged well in a number of wells including the "Hinojosa" #2, however, casing was set above this zone and the well would have to be washed down to test this and lower zones in this well. This zone has yet to be produced in the Premont Northwest Field and is not present in the Premont Field to the South. The "Hinojosa" #2 was washed down and this zone nearly blew the operator off the hole when washing it down, not being able to be killed with 10 lb brine and having to go with mud. The well also logged gas in the Hinojosa #4. This zone apparently covers at least 800 to 900 acres and is currently being mapped (May 09).

Fair-Woodward Sand (3,480-3,517)
Just below the Bardsdall, yielded almost 25,000 barrels of oil from only one well in the Premont Field, cored oil in a number of wells in the field, and cored gas in the lower lob of the sand in the Garcia well. Other than cores, this zone has yet to be tested or produced in the Premont Northwest field but is exceptionally thick and offers excellent potential.

Barlow Sand (3,537-3,580')
Also known as the Bardo Sand, this sand is one of the most productive zones in the Premont field yielding over 500,000 barrels of oil and 686,000 mcf of gas, an extremely gassy oil zone which also is productive of gas only in some of the wells. This zone cored gas in the "Garcia" #1, and the Southern Petroleum Exploration "Conley-Premont" 3-1 and had log indications as being productive in the Harper Hefte "Hinojosa"#1 well to the west of the "Garcia" #1. The Laughlin "M. Hinojosa" #1 to the southeast of the "Garcia" #1 was completed as a gas well in this sand and produced 10,132 mcf of gas in 5 months before being shut-in. The Laughlin "Canales" #2 was completed in this zone as a gas well but only produced very little gas, had oil encroach to kill the well was not fracked and was plugged after producing only 213 barrels of oil before being shut-in. The Peninsula "Guerra" #1 was initially completed in this sand and was abandoned when it produced water, which was initially felt to be from the formation. However, this water, it was discovered was a result of casing which was not cemented from 3900' to the surface, in spite of the Weatherford log which indicated otherwise. Thus, this sand, like the Caddo below which cored oil in over 15' of pay and the Barnsdall above it, was condemned as a result of incorrect data. This zone produced some gas at declining rates for the current mineral owner, as operator, as oil and then water encroached into this zone, killing the wells gas production after several months of production. It is felt that these two wells represent an approximate gas cap for this zone The Laughlin "Hinojosa" #1C tested 52 bopd in this zone but was abandoned after a short production life in favor of producing uphole gas in the Murchison sand at 3323' after the completion of the gas gathering line for the field. The Laughlin "Hinojosa" #3 well tested 59 bopd in this zone but was also abandoned in favor of producing the uphole gas in the Singer sand. This sand offers excellent re-entry potential in the "Laughlin Hinojosa" #1C and #3 wells and the Cox Hamon "Hinojosa" #1 well. The operator perforated this sand in the "Hinojosa" #4 in October of this year and the well initially tested with initial rates of 14 bbls per hour before it was choked back to conserve natural gas until the well could be tied into the gas line. Due to a bad cement job, this zone has been shut in favor of producing the uphole Barnsdall sand at 3430' until a later date.

Caddo Sand (3,620P-3,680')
The Caddo has produced over 900 000 barrels of oil in the Premont field to the south of the Premont Northwest field.This sand has good oil shows in the area but when tested in the "Guerra #1" produced water and an effort to complete this sand which cored oil over 15. It was later found that, in spite of a modern bong log which indicated good cement, the well had no cement over this zone and other zones uphole. This zone cored oil and gas in a number of wells and will likely be productive in other wells drilled in the field.

OTHER FRIO SANDS

Several other sands exist below these zones which are worth mentioning, including the McCartney, a study of which is now being completed. The McCartney sand is found below the Caddo sand in the Northwest Premont field at an average depth of 3,700.-50. This sand has an average thickness of 10-20 and is productive on structural highs and against stratigraphic pinch-outs. The McCartney sand has produced 1,588,950 barrels of oil and 0.197 Bcf of gas in the Premont and Northwest Premont fields from a handful of wells on four leases. The best producing lease in this field was the !sham lease which has produced 533,540 barrels of oil to date and is still producing 10 bod from 1 well. Because of this, it is recommended that all wells be drilled through this zone and the zone cored and tested in all wells.

Other Frio sands have proven productive below this depth which also logged, cored, tested or produced oil which are present in logs and cores, and in several cases were productive, however studies have not been completed on these sands at this time.

MIOCENE SANDS
Several Miocene sand are productive in the Northwest Premont and Premont fields from depths of 2300-2700'. These highly porous and permeable sands average 20-40' in thickness and are productive of both oil and gas. To date 1,070,469 barrels of oil and 3.55 Bcf of gas has been produced from "unnamed" Miocene sand reservoirs, much of it in the 1930's and 1940's, and more recently from the 2,600' Miocene sand. The best "gas" producing Miocene well with available production records was the "Lozano" A Unit" #1 in the Northwest Premont field which produced slightly over 1 BCF of gas from the 2,630' Miocene sand. Wells south of the Premont Northwest field on the Laughlin Fee lease which are now operated by Duval Operating have produced 40,000 to 50,000 bbls each and are still producing 3-4 bopd after producing over 60 years of production. These Miocene sands are present on all the leases in the Northwest Premont area and should be evaluated and/or tested in all re-entries and new drills.

DEEP POTENTIAL

Deeper Frio Sands
Although the sands focused on in this report are those at depths between 3000' and 3600', some of the greatest potential may lie deeper. A number of deeper Frio sands appear to be present in the Cox Hamer Hinojosa well at depths between 3600' and 6000', some of which have produced in the immediate area to the east on the Perez lease 4580' sand and the Premont field to the south, 3790' sand. The re-entering of this well, coupled with up-to-date logging and coring of the well should give us a more accurate picture of what lies below these zones.

The Vicksburg and Yegua geo pressured gas sands (.71 pressure gradient and up) are present below the Jackson shale which is encountered at approximately 6,100' in this area. The Vicksburg sand, is a blanket sand that lies between an area just west of Alice, Texas to the north of the field all the way to the Mexican border. Once thought to be a tight sand, it is now felt that the formation collapsed around the well bore when production reduced the pressure of the formation near the well bore. This is also the case with the Yegua formation. Both of these formations are highly productive of condensate which, when produced deep in the reservoir drops out due to temperature decreases from the expansion of high pressure gas. This reduces the effective "effective" permeability and thus the gas flow from the reservoir when the condensate drops out of the gas and into the areas of porosity and permeability in the reservoir, restricting the flow of gas in the tight zone. This has been remedied by the advent of a frac sand that does not crush which is commonly used in these formations, resulting in very high production rates and increased drainage, resulting in higher reserves for both of these formations.

The Yegua, which is one of the most prolific and sought after deeper gas sands in south Texas, has been tested sparsely in the Premont and Northwest Premont field area. Several wells have recently been completed in these sands approximately 2 miles to the west of the Northwest Premont field in Duval County, and production has been achieved in the past, to the southeast and southwest of this field, with one well, the Cox Perkins Berrara #1 in the western portion of the field, being productive for short time from this zone. If the Vicksburg and Yegua sands are productive in the project area, they should produce 2-5 BCF of gas per well based on production results in other nearby fields.

The Jackson Shale
One of the most interesting formations is the Jackson shale which is a gas impregnated, over pressured formation at 6100' or so depending upon the deeper seated faulting known as the Vicksburg fault series in the area, it is approximately 800' thick and is a blanket shale that is located from just west of Alice, Texas, south to the Mexican border, and eastward for several counties as far as Houston. This formation has caused more blow outs than any single formation on the Gulf Coast including the Cox Hamon Hinojosa #1 well. The reason for this is simply that one can drill with normal weight mud through the Frio above it and the pressure differential that is experienced when one encounters the Jackson shale is so great that it heaves gas and shale. Deeper seating faulting below the Frio and makes the depth that one encounters this sand somewhat unpredictable. With the exception that this is a much younger rock deposit, and the fact that it is over-pressured, this zone is highly similar to the Barnet shale of the Fort Worth Basin. No attempt has been made to produce this formation in the past, but if modern drilling and completion technology that is applied to the similar shale formations is used, it is highly probable that this zone will be successful and will produce much more gas than other shales since it is over pressured. There are a number of other excellent re-entry candidates, including but not limited to the Laughlin Canales #1, the Mormac Guerra #1 well, both of which should take a high priority for development of the shallow zones. The Hamon Cox "Hinojosa" #1, was drilled in 1952 to 6000', and when encountering the Jackson shale, an over-pressured zone. This well reportedly blew out. This well is an excellent candidate for the deeper Jackson Shale, Vicksburg and Yegua sands from depths of 6000' to 9000'. Because the well has already had surface casing set and was drilled with the intent of drilling the well much deeper, using this well bore as a well bore for a deep test should save the operator $700,000 to $800,000. There are a number of other candidates for this formation which were drilled to the Yegua and surface casing has not been pulled and in one case was not cut at surface. These can also offer large savings of expense in the developing of the deeper zones in the field.

PROJECTED PRODUCTION RATES - COMPLETION PRACTICES

The following is based on data obtained from Scout Check tickets, production records and our experience with wells in the first phase of development of the field, as well as our personal experience from the Garcia well which was initially produced by the company for several years before plagues with mechanical problems in the slim hole. Of note is that the oil sands all appear to be water drive and all no gas sands appear to be water drive at all, being depletion drive.

Oil
It is estimated that the average developmental well drilled in the Northwest Premont field will average 25 to 37.5 bopd for the first year, with flush production rates being as high as 75 to 150 bopd. Once settled, the well will likely decline at a rate of 10% thereafter producing an average of 100,000 bbls or more over a 20 year life. This is based on the production decline of our "Garcia' well, which produced 18-20 bopd and 20 bwpd for 29 months with little decline through a 2 7/8" slim hole completion before having mechanical problems. Most wells will flow for the first 3 to 5 months before being required to be placed into production through artificial lift, (pump jack), having to be killed at that time in order to get tubing in the hole. Of note: Because of the water drive of the formation, we have found that wells with pumps held high off bottom, produce the most oil and decline much slower. A primary example of this is the Garcia #1 where the pump was hung 600' off bottom and the well declined very little over three years. An opposite of this was the Kibbe Engleking #2A, which, though higher on structure than surrounding wells, with the pump hung near bottom, initially produced 35 bopd/5 bwpd, then reversed itself to 35 bwpd and 5 bopd within 1 month of being placed into production. Another well, the Fair Woodard Seelligson #9, produced an extraordinary 371,000 bbls from the Barnsdall sand, though no higher or lower on structure than the other wells.

Gas

Based on production and scout check records of the Singer and the Murchison the average gas well should average 750-1500 mcf/d of gas per zone, the first year, declining by 40% the first year and 20% per year thereafter, with a 6 to 10 year life. Initial production rates of these shallow zones can be much higher, as high as 2500 mcf/d. (See Scout check tickets attached to this report.) Gas zones can be dual produced since the gas sands, which have bottom hole pressures in close proximity, unlike the oil sands, are not water drive, thus offering little interference down the road when water drive zones might start watering out and affecting the production of the other gas zone being produced in that well bore. Because the gas sands are not water drive, they should be able to drain large areas. We recommend spacing the wells so that they can drain at least 100 acres.

Payout for any successful re-entry or well drilled, though dependent upon oil and gas prices which seem to be highly unpredictable at this time, should certainly be less than a year in most cases, whether it be completed as an oil or gas well, or both, if not in months. Dual completions obviously will enhance the payout of any well, and additional zones to be completed are available in most wells which will result in higher reserves for each well, whether that additional zone is completed initially or later in the life of that well.

DEVELOPMENTAL DRILLING

Based on the structure map on the top of the lower Bardsdall oil sand, it is expected that the Northwest Premont Field contains at least 4500 acres of potentially productive oil closure with room for 40-50 new developmental wells in the Bardsdall formation alone. The Singer gas sand overlaps a large portion of this acreage (See attached maps) and encompasses at least 2400 acres in our target area. There are at least 10 wells that can be drilled where both the Singer gas sand and Barnsdall oil sand will be present for potential dual production of gas and oil. The tested wells: those recently re-entered: or the Garcia which was produced early in the development of the field, the Garcia, Guerra #1, Hinojosa # and Hinojosa #, have proven up these and other formations which allow 10 to 12 inside locations to be drilled on these leases alone which should encounter commercial quantities of oil and gas in the Singer, Barnsdall, Laughlin, Upper Barnsdall, Barlow and Caddo. Cores from previously drilled wells which offset these wells, give us another 10-15 drillable locations between these previously drilled and tested or cored wells which can be drilled and can be assured encountering a number of potentially productive zone. These zones have not been produced or have been produced sparingly in the Northwest Premont field, leaving what could prove to be 15 bcf and close to 20,000,000 bbls of oil undeveloped and not produced. Recent develop and test results from test wells is suggested that any developmental well be drilled to 3,600' depth to test all the shallower Frio sands and that side-wall cores be budgeted in the drilling costs to fully evaluate the upper Frio sand section. The first proposed drilling location suggested would be offsetting the "Garcia" #1 well which was prematurely abandoned due to mechanical failure of the slim hole drilled and cased with 2 7/8" tubing. Because the water drive in the reservoir is nearly fresh: with between 6000 and 10000 ppm chloride: which effects a log as gas or oil would, initial wells should have any possible zones of production cored. Once hydrocarbons have been established in this area, mapping should suffice to further delineate that reservoirs areal extent, and a much simpler log can be run on subsequent wells in that area of development.

RE-ENTRIES AND REWORKS vs DRILLING

Re-entries can be attractive because the well has already been drilled and cased and much of the initial cost and risk associated with the drilling of a well has already been incurred meaning that such wells can usually be completed more economically and with lower risk than drilling a new well. However, as the operator has discovered from reworking found of the wells in the field, one needs to have "All" of the records regarding cementing of casing, squeezes. and plugging if the well has been plugged. There are at least 6, possibly 8 very good re-entry candidates in the Northwest Premont area, for which we feel we have adequate data.The first reworked wells were the 'Guerra" #1", the 'Laughlin Hinojosa #2 and #4" and the Garcia #1 wells. These wells were entered into to test a number of sands in the test phase, Phase 1A of the development of the field. Though the first three are still in process at this writing, these tests wells, have served their purpose in as far as testing certain zones of potential production and proving up other zones for production potential. While these wells proved beyond a shadow of a doubt to be successful geologically, mechanically, they were an operator's nightmare and costs far more than the drilling of a new well. This first phase of operation, re-entering three wells, also helped prove up almost 20 million bbl of oil and more than 15 bcf of natural gas. However, because of the lack of mechanical integrity, it is highly recommended that one initiate a drilling program, to develop the balance of the field, with no less than 10 wells per phase and with no less than 4 phases of development to prove up the field. A good many locations can be drilled inside of these locations.

ACREAGE

The acreage block controlled in the Northwest Premont field is 600 acres in the heart of the field, with an additional 1000 acres being leased at this time which offset these wells and are designed to take advantage of the thicker Barnsdall formation to the south and west of the heart of the field. The Operator is in excellent communication with all of the landowners regarding their leases or potential leases. The total amount of acreage required. will be about 4500 acres.

Summary of Drilling and Rework Potential

The Northwest Premont field has at least 20 initial development drilling locations on the initial Garcia, Guerra, Flinojosa and Canales leases and at least 40 additional wells can be drilled with in the parameters of Barnsdall sands. There are likely to be 10 additional wells which can be re-entered, re-worked or re-completed in upper Frio or Miocene Sands that cored or tested oil and gas on these or adjacent or nearby leases. In addition two wells can be washed back down and completed in the deeper horizons below 6000' which are prevalent in the area.

OIL AND GAS RESERVES

ESTIMATED RECOVERABLE OIL AND GAS RESERVES (May 09)

Reserves were not estimated on all formations, because, even though they cored oil or tested oil in DST's, in a number of wells in the field and produced in the Premont Field, to the south, they have not proven productive in the Northwest Premont field at this time. Though these offer high probable reserves, the only zones which will be credited reserves in this report at this time are those that have proven productive or tested positive for commercial oil and gas either in the distant past, or which have currently or recently been proven to be productive or to have production potential through tests run in Phase 1A of the project. These zones are the Lower Bardsdall, the Barlow, and the Laughlin oil sands; and the Singer, the Murcheson, and the Upper Barnsdall gas sands. These zones are assigned reserves in a limited area and not the entire field at this time. Undoubtedly, as other wells are drilled and proven productive, the proven producible and proven undeveloped reserves of the field will increase, and as other zones are tested and placed into production, more oil or gas reserves will be assigned to the field.

Forward Summary of Reserve Study
There are of course a number of formations which we have not included in this reserves study, however we attempt to create a fairly realistic picture based on only those zones which are in production, have been in production or have recently tested production potential from our recent tests in our test wells. No doubt additional reserves from other zones will be added as they are tested in the process of drilling, reworking and placing into production new zones. New reserve adjustments will also be made to those which we have presented here as the zone is proven to extend beyond the areal extent offered below, or are proved to be less commercially productive in any part of the reservoir.

Estimated oil reserves are 22,250,000 bbls which could be produced from 100 strategically located wells for a yield of over 200,000 bbls per well. The location of the wells, the thickness of the reservoir will determine just how much oil can be produced from this zone. Undoubtedly, good oil field management of fluids produced, secondary efforts of enhancing water drive, as well as gas injection or CO2 generated from engines used for compressing natural gas into the gas pipeline can insure the best performance of these wells.

The Estimated gas in place reserves are 10,750,000 mcf from immediate acreage being leased or under lease and a total of over 17,000,000 mcf including additional leases that are expected to encounter natural gas based on previously drilled wells cores and logs. This will like increase considerably as the field is extended, deeper wells are drilled. Since none of the gas sands have historically produced water, we feel that the gas wells can be dual produced without interference from the other zone and can drain large blocks of acreage. Thus, it is our estimate that this gas within the given production area of this field, as known can be produced from 7 strategically produced wells or 1,500, 000 mcf per well.

ESTIMATED RECOVERABLE OIL RESERVES

The estimated recoverable oil reserves are based on three formations, the only ones that have been fully mapped out at this time. The primary target, the Barnsdall has the greatest areal extent, however the Laughlin, may have a much greater areal extent then offered in these reserves, with the proof being the Guerra #1 which tested and cored oil in this well. The lowering of the water oil contact point on this well according to cores and production would result in nearly doubling the oil reserves of this sand.

The Bardsdall Sand (3430')
The estimated recoverable oil reserves have been completed for the lower Bardsdall sand in the Northwest Premont field which has proven to have production potential in the Garcia #1, the Hinojosa #2, Hinojosa #4 and a number of wells in the field have cored and drill stem tested oil in this zone. In many cases the zone is very thick, in excess of 30'. The production from this zone has varied from 20,000 bbls to as high as 371,000 bbls, and appears to be dependent upon three factors: (1) its thickness, (2) where it is located on the structure (3) which might be the most important, production techniques, since it appears the highest amount of production from this and other water drives in the field has been from wells where the pump was hung high in the well. Production from this zone alone should result in a viable well and would justify the expense of developing the field exclusive of the other zones. Though the acreage in the field that can be productive of oil in this zone is roughly 4500 acres, we have 3000 acres as the number of acres that will average 15 or more feet in thickness.

Average Net Sand Thickness: 15 feet
Acreage of Closure: 3000 acres (at 10' or better thickness)
Average Recoverability per Acre/Foot: 500 barrels
Based on the previous parameters, the estimated recoverable oil reserves from the lower Bardsdall Sand in the Northwest Premont Field is 22,500.000 barrels of oil. The average yield from this zone should be in the range of 75,000 to 150,000 barrels of oil per well if the well is completed correctly, allowed to produce from a pump hung well uphole to avoid channeling of the water driving this oil, and a standard pressure maintenance program to inject produced water is established down dip from the wells highest on structure. This zone has recently been fully mapped and that map, if not provided, is available upon request.

The Barlow Sand (3520')
The estimated recoverable oil reserves have been completed for the Barlow since the zone tested oil in the Laughlin "Hinojosa" 53 and 1C wells which were only sparingly produced if at all, and recently proved to be potentially productive of gas due to the companies tests of the Peninsula Guerra #1, and the Laughlin "Hinolosa" #4 well, now being placed into production. Recently recovered records indicate potential production in this zone in the Harper Hefte "Canales" well drilled two years ago. This zone is only assigned 300 acres but recent developments indicates that this zone may be productive in as much as 750 acres which of course, would change these estimated considerably.

Average Net Sand Thickness: 12 feet
Acreage of Closure: 300 acres
Average Recoverability per Acre/Foot: 500 barrels
Based on the previous parameters, the estimated recoverable oil reserves from the lower Barlow or Bardo sand in the Northwest Premont Field is 1,800,000 barrels of oil. Assuming 18 wells are drilled to develop this formation in the field, the average yield would be 100,000 barrels of oil per well. Recent tests of this zone in the Laughlin "Hinojosa #4" indicates that this zone will likely produce natural gas as well, and may be more fully developed than anticipated to the northwest portion of the field. Based on these tests and this zone's production history in the Premont Field, the production of another 1,000,000 mcf of gas from this zone would not be unrealistic. Additional drilling will likely prove up additional reserves for this formation.

The Laughlin Sand (3330')
This zone will likely prove up considerable acreage as the field is developed, possibly as much as 500 to 1000 acres more than has been assigned to it in this study. It is currently being mapped and core and log records being evaluated for further evaluation of its potential reserves. However we feel confident that the reservoir has an areal extent of at least 300 acres.

Average Net Sand Thickness: 13' feet
Acreage of Closure: 300 acres
Average Recoverability per Acre/Foot: 500 barrels of oil


Based on the previous parameters, the estimated recoverable oil reserves from the lower Barlow or Bards sand in the Northwest Premont Field 1,950,000 barrels of oil. Due to its thickness in the Guerra #1 and Garcia #1 wells, we feel that this zone, on a well by well basis, should produce the same or greater reserves then the Barnsdall sand, or 100,000 to 200,000 bbls of oil per well

ESTIMATED RECOVERABLE GAS RESERVES

The estimated recoverable gas reserves are also from three zones only: the Singer, the Murchison, and Upper Barnsdall Sands. All three zones tested gas or oil in Phase 1 of our development or have produced on this structure in the Northwest Premont field, and have considerable reserves available for development. None of these sands appear to be water drive and allow the wells to be placed on larger than normal spacing to drain the reservoirs.

Carefully placed well locations can be established in several cases whereby two or more of these zones could be produced from the same well bore. A slim hole completion would not be out of the question and would save considerable money in drilling and completion of any well in which one intends to produce gas only.

The Singer Sand (3150') produced 26,000,000 mcf from only 31 wells in the Premont field to the south, or just over 800,000 mcf per well, an extremely productive zone for its depth. This zone was partially depleted in the Hinojosa #3 well which produced 551,000 mcf from the Singer sand. In spite of the large volume of gas produced before it was abandoned, its initial shut in pressure was less than half of what the virgin pressure of this reservoir would be, less than 600 psi due to the proximity (1/2 mile) of several wells which produced from this zone to the south. This zone tested 750 psi on a test in the Garcia well which was drilled in 1979,and more recently had a calculated bottom hole pressure of 1050 psi in recent tests of the Peninsula Guerra #1 re-entry to the south of the Garcia lease, indicating that the reservoir is equalizing and charging back up and, based on rough drawdown calculations which give minimum reserves, has considerable areal extent for this to occur In spite of the number of zones, and the possible areal extent of this reservoir, we have used the figure of 2400 acres as acreage anticipated to be productive.

This gives the Singer Sand an estimated 10,500,000 mcf gas reserves. Based on drilling wells on 150 acre spacing, we feel that each well can produce 800,000 mcf per well in the partially depleted areas of the southwestern portion of the field, and 1,200,000 mcf per well in the less depleted north and northwest portions of the field. However additional drilling to the north northwest is certainly warranted and will likely prove up additional reserves as the field is developed.

The (3250') Murcheson produced 940,000 mcf in the Laughlin "Hinojosa #1C well and still had 480 psi estimated as bottom hole pressure reported shortly before this zone was abandoned. Since this formation is present in several separate and distinct sand bodies at this time This zone is being mapped at this time and we have used 900 acres as a safe estimate of the areal extent of the sand body of the field as we currently know it.

Average Net Sand Thickness: 15 feet
Acreage of Closure: 900+ acres
Average Recoverability: 80%
Average Porosity: 25%
Average Gas Saturation: 40%
Initial Pressure: 1200 psi - (Estimated Field Average - partially depleted)


This gives the Murchison, 3,900,000 mcf, which can likely be produced from 5 wells spotted locations in the field giving this projected reserves of 780.000 mcf per well, well below the 940,000 mcf produced from the Hinojosa 4 1C. This sand, since it is also not likely to produce water with its gas, could be dual produced with the Singer or possibly the Upper Barnsdall. (if proven up in the current Phase 1A stage of development in the Hinojosa #2 which tested gas in this zone when being washed down).

The (3360') Upper Barnsdall Sand (also noted as the Lower Laughlin Sand on certain logs) has only recently been added to the potential reserves of the field by virtue of our logging the Hinojosa 44 well and spotting it on the Neutron and Gamma log, then running into the zone, which took a full day and a half to kill when washing down the "Laughlin" Hinojosa #2. The log indicates that the zone is at least 15' thick, and has logged and cored gas in other wells throughout the field, including the Southern Exploration Conley Premont 3-1 wells approximately 1 mile to the northwest of the Hinojosa #2. Though stratagraphic studies have been made, the zone has not been mapped for total areal extent however, we feel confident, from evaluation of existing logs in the field, that it encompassed 450 acres of the Premont Northwest field and develops and gets thicker, as the sand moves toward the northwest portion of the field. It is absent in the southwestern portion of the field (Guerra #1). It is not productive or even present in the Premont Field to the south. These reserve estimates will likely increase as we develop the field through drilling and testing other wells.

Average Net Sand Thickness: 12 feet
Acreage of Closure: 400 acres
Average Recoverability: 80%
Average Porosity: 25% Average Gas Saturation: 40%
Initial Pressure: 1500 psi - (Estimated Field Average - partially depleted)

This gives the Upper Barnsdall Gas Sand an additional 1,850,000 mcf which can likely be produced from 3 well spotted locations in the field, yielding just over 600,000 mcf per well from this zone. This zone can also be dual produced with either the Singer or the Murchison.
SUMMARY OF RESERVE ESTIMATES
FORMATION Projected Oil Reserves (BBL) Projected Gas Reserves (MCF)
Singer 10,500,000 MCF
Laughlin 1,950,000 BBL
Murchison 3,900,000 MCF
Upper Barnsdall 1,850,000 MCF
Barnsdall 22,500,000 BBL
Barlow 1,800,000 BBL 1,000.000 MCF
TOTAL 26,250,000 BBL 17,250,000 MCF