ed - utah · ed dec 2 3 2013 secretary, board of oil. gas & mining before the board of oil, gas...

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ED DEC 2 3 2013

SECRETARY, BOARD OF OIl. GAS & MINING

BEFORE THE BOARD OF OIL, GAS AND MINING DEPARTMENT OF NATURAL RESOURCES

STATE OF UTAH

IN THE MATTER OF THE REQUEST FOR AGENCY ACTION OF ULTRA RESOURCES, INC. FOR AN ORDER AUTHORIZING THE FLARING OF GAS IN EXCESS OF THE AMOUNTS ALLOWED UNDER UTAH ADMIN. CODE RULE R649-3-20(1.1) FROM TWELVE (12) THREE RIVERS AREA WELLS LOCATED IN SECTIONS 32 AND 36 OF TOWNSHIP 7 SOUTH, RANGE 20 EAST, SLM, AND SECTIONS 3, 8, AND 16 OF TOWNSHIP 8 SOUTH, RANGE 20 EAST, SLM, UINTAH COUNTY, UTAH

PETITIONER'S EXHIBITS

Docket No. 2014-002

Cause No. 142-10

Pursuant to Utah Admin. Code Rule R641-105-500, Petitioner Ultra Resources,

Inc. ('"Ultra"), by and through its counsel of record, MacDonald & Miller Mineral Legal

Services, PILC, hereby respectfully submits the following exhibits intended to be offered

into evidence in support of its Request for Agency Action ("RAA") at the January 22,

2014 hearing on this cause:

EXHIBIT "A" - Ultra's witnesses' resumes (collectively 6 pages):

• Ned Higgins - Senior Landman • Jason Gaines - Business Development ManagerlReservoir

Engineer

EXHIBIT "B" - True and correct copies of the Board's Order entered in Cause No. 270-02 (collectively 17 pages)

EXHIBIT "C" - General reference locator plat ( 1 page)

EXHmIT "D" - Plat reflecting the planned pipeline route to existing pipeline (collectively 2 pages)

EXHIBIT "E" Plat reflecting mineral and leasehold status (1 page)

EXHIBIT "F" - True and correct copies of return receipts indicating receipt of a copy of the RAA by, or of the mailings of the RAA returned as undeliverable to, or of USPS inquiries as to the status of mailings of the RAA to, parties identified in the Certificate of Service dated December 11, 2013 on file in this cause and as supplemented on December 19, 2013, as of December 20, 2013 (to be supplemented prior to hearing) (collectively 49 pages)

EXHIBIT "G" Geological rcference for Three Rivers Area (collectively 2 pages)

EXHIBIT "H" - DOGM approved Sundry Notices allowing an extension to flarc gas from thc Subject Wells (also previously submitted as Exhibit "1" to the RAA) (24 pages)

EXHIBIT "I" - Cumulative Production Plots for the Subject Wells (collectively 25 pages)

EXHIBIT "J" - Gas Analyses for the Subject Wells (portions of which were also previously submitted as Exhibit "2" to the RAA) (12 pages)

EXHIBIT "K" - EUR summary for each of the ]2 Subject Wells (1 page)

EXHIBIT "L" - Gas Disposition Options Summary (1 page)

EXHIBIT "M" - Justification for Flaring Option (1 page)

2

FMM:nmc 2030.03

Respectfully submitted this 23rd day of December, 2013.

MACDoNALD & MILLER MINERAL LEGAL

SERVICES, PLLC

red erick M. MacE)onald; Esq.

7090 S. Union Park Ave., Suite 400 Salt Lake City, UT 84047 Telephone: (801) 676-0050 Facsimile: (801) 676-0051 E-Mail: [email protected] Attorneys for Petitioner Ultra Resources, Inc.

3

NED HIGGINS

Nhiggins [email protected] 5937 Sandrock Drive

Evergreen, Colorado 80439 (303) 910-0679

PROFESSIONAL EXPERIENCE

8/12 to present

7/11 to 7/12

9/06 to 7/11

10/03 to 9/06

Senior Landman - Ultra Petroleum; Denver, Colorado Senior Landman for Ultra Petroleum's Pennsylvania-Marcellus team. Coordinate activities and provide recommendations to management on all land matters in Shell Western Marcellus Joint Venture. Specific responsibilities include hiring and supervising brokers, hiring and coordination of title attomeys, title clearance, partner negotiations, lease acquisition, budgeting and project scheduling. Other responsibilities include mentoring of junior landmen, negotiation and preparation of all agreements in support of Ultra's drilling activity in the Pennsylvania-Marcellus area including: JOA's, Palticipation Agreements, Purchase and Sale documents, Pooling and Unitization Agreements, Surface Damage Settlements and Famlout Agreements.

Senior Landman - Anschutz Exploration; Denver, Colorado Manage activities and provide recommendations to Vice President of Land for 600,000 acre prospect area in Glacier County Montana. Specific responsibilities included hiring and supervising brokers, hiring and coordination of title attomeys, title clearance, pruiner negotiations, lease acquisition, budgeting and project scheduling related to Anschutz drilled wells. Filed for the fOlmation of three Federal Exploratory Units and assisted in the administration of an additional three Federal Units. Utilized up to three brokerage companies with a combined total of approximately 11 field landmen. Other activities and responsibilities included: daily coordination with Bureau of Land Management, Bureau of Indian Affairs, and the Blackfeet Nation Tribal Council; testifying relative to company matters at Montana Oil and Gas board hearings; and oversight of all Federal and State regulatory filings for all Anschutz drilled wells.

Senior Landman - Forest Oil Corp; Denver, Colorado Senior Landman for Forest Oil Corp's East Texas team. Coordinate activities and provide recommendations to management on all land matters in East Texas region. Specific responsibilities include hiring and supervising brokers, hiring and coordination of title attomeys, title clearance, patiner negotiations, lease acquisition, budgeting and project scheduling related to Forest Oil Corp drilled wells. Other responsibilities include negotiation and prepat'ation of all agreements in support of Forest Oil Corp drilling activity in assigned regions including: JOA's, Participation Agreements, Production Handling Agreements, Purchase and Sale documents, Pooling and Unitization Agreements, Surface Damage Settlements and Fatmout Agreements.

Director of Producer Services - Sequent Energy Management; Houston, Texas Statied a Producer Services group within Sequent Energy to secure wellhead supply and offer gas storage, gas transpOlt and structured products and risk management services to the exploration and production community in the Eastern United States. Responsible for increasing wellhead volumes by 400,000 MMBtu/d as well as increasing the number active

1/03 to 10/03

4102 to 1103

4/98 to 12/01

9194 to 4/98

11/88 to 9/94

2/86 to 11/88

1/84 to 2/86

EDUCATION

trading counterparties by 48. Under my direction Sequent's Producer Services group generated over $ 8 MM in revenue for 2005.

Partner - Creed Power; Houston, Texas Together with two principals fi'om Genova Power and funding from Wal-Matt, co-founded a PUC certificated Retail Power Provider pilot project to purchase Wal-Mart's retail power in ERCOT. Creed power was sold to Wal-Mart and intemalized with-in Wal-Mati in October of 2003.

Energy Consulting - Genova Power Company; Dallas, Texas Provided consulting services relative to the fOlmation of a retail power marketing company doing business in the state of Texas. Specific tasks and duties included: assistance in the development of a business plan; preparation of all economic models and profonnas; and joint responsibility for presentations to equity partners.

Manager - Em'OIl Nortlt America; Houston, Texas Manager in Emon Americas Upstream Origination group, with responsibility for the origination of commercial power and gas transactions in the upstreatn energy industry Served as lead analyst for the formation of a $40 to 50 MM EBlTDA per year joint venture between Emon's LRC pipeline and Texaco Inc.'s Bridgeline pipeline. Included building all economic models and preparation of profonnas and presentations for both Emon and Texaco senior management.

Consulting Landman - Houston, Texas PerfOlmed "Due-Diligence" and provided consulting services relative to the purchase and sale of oil and gas propelties for various companies including: Ul1ocal, Apache Oil and Gas, Qnco Energy, and OXY USA.

Area Landman - IP Petroleum Company, Inc.; Houston, Texas Coordinate activities and provide recommendations to Land Manager relative to all land matters on prospect areas in IP Petroleum's Gulf Coast District (Texas, Louisiana, Mississippi, Alabatna).

Petroleum Landman - Meridian Oil Inc.; Denver ,Colorado Perfonned all real estate functions relative to various assigned prospects in several rocky mountain states including Colorado, Utah, and Wyoming.

Contract Landman - Meridian Oil Inc; Houston, Texas Perfonned leasehold acquisition, contract negotiation and preparation, title review and curative relative to various Louisiana and Texas Gulf Coast prospects.

M.B.A., Finance - (1998) University of Houston,

B.RA., Petroleum Land Management (1984), University of Texas at Austin

720.379.6924 720.425.9030 10910 E Ber[lpl, E'1glewood, CO 80111

rpr()J~alprOfile i I graduated from Montana Tech of the University of Montana (Magna Cum Laude) in May,

2001, with a B.S. in petroleum engineering. I became a registered professional engineer in the state of Texas in 2005.

It Proficient in MS Office II Proficient with Aries .. Proficient in PEEP .. Experienced with Landmark VIP .. Experienced with Enable .. Multiple operations applications

I Professional Experience r~~~---~----.. -~ .. -----~ I Ultra Petroleum Corporation, Denver, CO

08/15/2013 - Present Business Development Manager

Responsibilities: .. Asset Evaluations .. Corporate Evaluations .. Portfolio Evaluation

Ultra Petroleum Corporation, Denver, CO 07/01/2011 - 08/14/2013 Asset Manager (Pennsylvania Marcellus)

Responsibilities: .. Partner (JV/AMI) Relations .. Reservoir management .. Reserve quantification .. Commercial solutions

. ._~ .. Dev~()~I11~BtplanI11I1g_ .

Ultra Petroleum Corporation, Denver, CO 01101/2011 - 06/30/2011

• Classical reservoir engineering .. Oil and gas operations experience .. EOR experience • Offshore experience • Tight gas experience .. Project management experience

Manager Reservoir Engineering (Pennsylvania Marcellus)

Responsibilities: .. Reservoir management .. Reserve quantification .. Commercial solutions .. Development planning

Jason H.

Ultra Petroleum Corporation, Denver, CO 05/01/2009 -12/31/2010 Sr. Reservoir Engineer (Pennsylvania Marcellus)

Responsibilities: • Reservoir management • Reserve quantification • Commercial solutions • Development planning

Anadarko Petroleum Corporation, Denver, CO 1110112008 - 04/30/2009 Project Manager (Rockies Enhanced Oil Recovery - Salt Creek C02 Flood)

Responsibilities: • Lead team to guide phased development • Align all project stakeholders • Budget and provide guidance • My primary responsibility is to move the phase development of the Salt Creek C02

flood forward, through influential leadership and close interaction with field personnel, facilities engineers, reservoir engineers, drilling engineers, operations

... ~~.~ ... ~_~._~~ ... ~_ engineers.L§lI!<!!~9.l:!!§ltorYJ:>qQies. ~

Anadarko Petroleum Corporation, Denver, CO 01/12/2007-10/31/2008 Sr. Reservoir Engineer (Rockies Enhanced Oil Recovery - Monell C02 Flood)

Responsibilities: • Reservoir management • Reserve quantification • Commercial solutions • Development planning • My primary objective was to maximize the value of the Monell C02 flood, through

.. su"'-€linanc~.!.mlTlimi~!Dg.£Q? l!tim}l'#J:1~€l.!!!~}(ill!Lzll1g!?i! JlI()Q~ctiqn.: ....

Anadarko Petroleum Corporation, The Woodlands, TX 02/01/2006-01/11/2007 Sr. Reservoir Engineer (Gulf of Mexico - K2 Complex)

Responsibilities: • Construct static and dynamic simulation models • Perform history-matching simUlations • Asses field performance and estimated ultimate recovery • Analyze development plans utilizing reservoir models • My primary objective was to integrate model and performance data to develop a

better understanding of the reservoirs at the K2 complex.

Jason H.

Anadarko Petroleum Corporation, The Woodlands, TX 04/22/2004-01/31/2006 Sr. Reservoir Engineer (Eastern Gulf of Mexico -Independence Hub Project)

Responsibilities: • Perform extensive economic analysis • Evaluate and propose development and exploration wells • Analyze core data • Develop proven and probable field reserve estimates • Write technical regulatory documents • Participate in project sanctioning • My primary objective was to analyze field resource potential, assess risk and

perform extensive economic analysis to justify development and explorations wells and to sanction the Independence Hub and the fields to be developed with the

_ .. IndeRendenc~ljlJ_~~. __ .. _~_.

Anadarko Petroleum Corporation, The Woodlands, TX 08/28/2003-04/21/2004 Reservoir Engineer (Gulf of Mexico - Shelf SMI Complex)

Responsibilities: • Economic analysis pertaining to drilling wells, recompleting wells, workovers, and

property divestment • Reserve estimation • Risk assessment • Evaluate eXRloration and development projects • My primary objective was to evaluate and recommend quality projects, maintain

SEC economic cases for my areas, and evaluate fields for divestment (South Marsh Island, Eugene Island, Ship Shoal, East Cameron, and West Cameron

Anadarko Petroleum Corporation, The Woodlands, TX 06/15/2002-08/27/2003 Production Engineer (Mid-continent - Oklahoma Operations)

Responsibilities: • Monitoring well performance • Designing completions • Designing workovers and recompletions • Artificial lift design and implementation • Pipeline operations • Economic analysis • My primary objective was to optimize the production in my area, design and

implement effective completions and ensure proper pipeline operations (Golden Trend, NEPHU, and Rush Creek fields).

Jason H. GainesG720.379,[email protected]

Anadarko Petroleum Corporation, Amarillo, TX 06/06/2001·06/14/2002 Production Engineer (Mid-continent· Kansas Operations)

Responsibilities: • Monitoring well performance • Designing workovers and recompletions • Artificial lift design and implementation • Economic analysis • My primary objective was to optimize the production in my area (Panoma Council

Grove, Morrow, St. Louis formations).

Anadarko Petroleum Corporation, Liberal, KS 05/22/2000·09/01/2000 Engineering Intern (Mid-continent - Kansas)

Education

Montana Tech of the University of Montana, Butte, MT Bachelor's of SCience, Petroleum Engineering May. 2001

References

~Refer~c;;es are available l.lp_QllrE!gl.l~E!~l ___________ _

F I LED NOV 0 92013

SSCRet'ARY. BOARD OF OIL. GAS A MINING

BEFORE THE BOARD OF OIL, GAS AND MINING DEPARTMENT OF NATURAL RESOURCES

STATE OF UTAH

IN THE MATTER OF THE REQUEST FOR AGENCY ACTION OFAXIA ENERGY, LLC FOR AN ORDER EST ABLISHlNG 40-ACRE (OR SUBSTANTIAL EQUN ALENT) DRILLlNG UNITS FOR THE PRODUCTION OF OIL, GAS AND ASSOCIATED HYDROCARBONS FROM THE EOCENE MIDDLE AND LOWER GREEN RNER FORMATIONS UNDERLYING THE THREE RNERS AREA, COMPRISED OF NUMEROUS LANDS IN TOWNSHIP 7 SOUTH, RANGE 20 EAST, SLM, AND TOWNSHIPS 8 SOUTH, RANGES 20 AND 21 EAST, SLM, UINTAH COUNTY, UTAH, AND AUTHORIZING UP TO TWO (2) WELLS ON EACH SUCH DRILLING UNIT SO ESTABLISHED

FINDINGS OF FACT, CONCLUSIONS OF LAW AND

ORDER

Docket No. 2013-030

Cause No. 270-02

This Cause came on for hearing before the Utah Board of Oil, Gas and Mining

(the "Board") on Wednesday, October 23, 2013, at approximately 3:00 p.m., in the

Auditorium of the Utah Department of Natural Resources Building in Salt Lake City.

The following Board members were present and participated at the hearing: Chairman

Ruland J. Gill, Jr., Kelly L. Payne, Carl F. Kendell and Michael R. Brown. Board

Members Chris D. Hansen and Susan S. Davis were unable to attend. The Board was

represented by Michael S. Johnson, Esq., Assistant Attorney General.

Testifying on behalf of Petitioner Axia Energy, LLC ("Axia") was Tab McGinley

- Vice President of Land, Carl Dietz - Senior Consulting Geologist, and Taryn Frenzel -

Senior Completions Engineer. Mr. Dietz and Mr. Frenzel were recognized as experts in

geology and petroleum engineering, respectively, for purposes of this Cause. Frederick

M. MacDonald, Esq., of and for MacDonald & Miller Mineral Legal Services, PLLC,

appeared as attorney for Axia.

The Division of Oil, Gas and Mining (the "Division") filed a Staff Memorandum

on October 17, 2013 addressing the applicability of Utah Admin. Code Rule R649-3-

11(l.1) in general and specifically, as to this Cause, questioning the Board's authority to

order such rule inapplicable if notice was not provided to owners in lands adjacent to the

lands at issue, but not otherwise objecting to the other relief sought in Axia's Request for

Agency Action dated September 10, 2013 (the "Request"). Steven F. Alder, Esq.,

Assistant Attorney General, appeared as attorney for, and with the Board's permission,

Dustin Doucet, Petroleum Engineer, asked questions on behalf of the Division. At the

conclusion ofAxia's presentation in-chief, Mr. Alder made a statement expressing the

Division's support for the granting of the Request, as conformed to the testimony and

other evidence provided at the hearing, as relating to the requested spacing and well

density only, but renewing the Division's objection to the Board declaring Rule 649-3-

11(1.1) inapplicable as to those parties not receiving proper notice of the Request.

Jerry Kenczka, Assistant Field Manager for Lands and Minerals, Vernal District

Office of the United States Bureau of Land Management ("BLM"), filed a Letter on

2

October 21, 2013 expressing the BLM's support for the granting of the Request.

However, no BLM representative made an appearance at the hearing.

No other party filed a response to the Request and no other party appeared or

participated at the hearing.

The Board, having considered the testimony presented and the exhibits received

into evidence at the hearing, being fully advised, and for good cause, hereby makes the

following findings of fact, conclusions of law and order in this Cause.

FINDINGS OF FACT

1. Axia is a Delaware limited liability company with its principal place of

business in Denver, Colorado. Axia is duly qualified to conduct business in the State of

Utah, and is fully and appropriately bonded with all relevant Federal and State of Utah

agencies.

2. The following Uintah County lands, to which Axia refers as its "Three

Rivers" area, are currently not subject to any spacing order of the Board and therefore

ostensibly remain subject to the Board's and Division's general operational rules,

including Utah Admin. Code Rule R649-3-2 (the general well siting rule) requiring wells

to be located in the center of a quarter-quarter section within a tolerance of 200 feet (an

allowed 400-foot square "window"):

3

Township 7 South. Range 20 East. SLM

Section 32: NEY-INEY-I, S~NEY4, SEY4, E~SWY-I, SWY-ISWY-I Section 33: All Section 34: All Section 35: Lots 1 (36.55), 2 (36.94), 3 (42.07) and 4 (42.24), NEY-INEY-I, SEY4NWY-I, W~NWY-I, S~ [All] Section 36: All

Township 8 South. Range 20 East. SLM

Section 2: Lots 1 (40,27),2 (40.47), 3 (40.68),4 (40.88), 5 (36.76),6 (20.00), and 7 (0,8), S~N~, WYzSEY-I, SWY4, and that portion of the Green River lying therein [All] Section 3: Lots 1 (40.80),2 (40.88), 3 (40.96), and 4 (41.04), S~N~, S~ [All] Section 4: Lots 1 (41.06),2 (40.90), 3 (40.74), and 4 (40.58), S~N~, S~ [All] Section 5: Lots 1 (40.48),2 (40.48), 3 (40.48).6 (43.78), 7 (27.06), 8 (40.36), 9 (21.26), and 10 (37.75), S~NEIA, E~SEY-I, NWY-ISEY-I [All] Section 6: Lot 2 (1.41) Section 8: Lots 2 (34.88), 3 (17.89), 4 (40.80), 5 (42.28), and 6 (12.69), EY2NEY-I, NEY4SEY-I [All] Section 9: NEY-I Section 10: N~ Section 12: N~N~, SEY-INEY-I Section 16: Lots 3 (38.00), 4 (28.50), and 5 (10.50), NWY-INWY-I, EY2 W~, E~ [All] Section 17: Lots 1 (23.00) and 3 (5.98) [All]

Township 8 South. Range 21 East, SLM

Section 5: Lot 3 (15.72) and that portion of the Green River lying within the NWY-INWY-I Section 6: Lot 11 (38.52) Section 7: Lots 1 (38.86) and 2 (38.97), SEIANWY-I, NEY-INWY-I, NEY4SWY-I, SWY-ISEY-I Section 18: Lot 3 (38.63), E~NWY-I, W~NEY-I

(collectively the "Subject Lands").

3. The oil, gas and hydrocarbons underlying the Subject Lands are

approximately one-half Federally owned, with the other one-half owned by the State of

4

Utah (School and Institutional Trust Lands ("TLA") administered) and in fee (private).

The surface of a portion of the Subject Lands is located in environmentally sensitive

areas, either due to the proximity of the Green River or because they are included within

the boundaries of the Ouray Wildlife Refuge, and therefore flexibility in surface locations

of wells is necessary.

4. The Eocene Middle and Lower Green River formations are defined for

purposes of this Cause as follows:

the stratigraphic equivalent of the interval between the TGR3 marker, as found at 5,019 feet (measured depth), and the base of the Uteland Butte member, as found at 6,746 feet (measured depth), in the Axia Energy Three Rivers 2-13-820 Well located in the SWY4NWY-t of Section 2, T8S, R20E, SLM,

(the "Subject Formations"), and constitute one common source of oil. gas and

hydrocarbons.

5. The majority of the oil, gas and hydrocarbons underlying the Subject Land,

and particularly as relating to the Subject Formations, is leased to Axia.

6. The Subject Formations are comprised of complex stacked, thin sinuous

discontinuous channels and shoreline-related facies, with average effective porosities of

8% and average permeability of 0.5 md. The exhibits admitted into evidence, and the

testimony relating thereto, particularly outcrop studies reflected and summarized in

Exhibit "M" and log comparisons of closely located « 925 ft. apart) wells within the

5

Subject Lands reflected on Exhibit "N," evidence that wells located on a 20-acre well

density pattern will intersect different sand bodies and therefore recover additional

resources that will otherwise remain in the ground on an equivalent 40 .. acre well density

pattern as currently authorized under the general well siting rule.

7. In accordance with the general well siting rule, Axia has drilled

approximately 39 wells upon the Subject Lands of which 29 have been completed as

producing oil wells from the Subject Formations.

8. Analysis of the data from the producing wells, outlined in exhibits admitted

into evidence and the testimony related thereto, reflect:

a) a fracture orientation of approximately 15° north of west for the Subject Formations, indicating a 40-acre well density pattern will result in unrecovered resources;

b) an estimated average EUR of 371 MBO per well;

c) a production comparison of wells closely located « 925 feet apart) indicates little or no communication between such wells;

d) an estimated recovery factor of 7.9% on a 20-acre well density pattern based on an average 4.08 to 5.6 MMBO original oil in place estimate, whereas a recovery factor of only 3-4% is expected on a 40-acre well density pattern; and

e) a one year payout with a greater than 100% rate of return based on a 20-acre density pattern.

6

As a consequence, wens drilled to produce from the Subject Formations on a 20-acre

density pattern will efficiently and economically recover resources from the Subject

Lands without waste.

9. However, it is impractical, if not impossible, to create uniform standup or

lay down 20-acre drilling units for the Subject Lands. In addition, because of the

environmentally sensitive areas throughout the Subject Lands, Axia requires flexibility in

well locations. Consequently, and particularly given the relative uniformity of mineral

and leasehold ownership over each relevant 40-acre parcel within the Subject Lands, it is

fair, reasonable and just to establish 40-acre (or substantially equivalent) drilling units,

but allow two wells to be drilled and produce from the Subject Fonnations upon each

such unit.

10. Due to the Green River and the boundary of the Uintah Special Meridian

traversing portions of the Subject Lands, and to prevent lands from otherwise being

undeveloped or in an otherwise disorderly manner, the following special drilling units

should be formed to protect correlative rights:

A) Township 8 South. Range 20 East. SLM

Sec. 2: Lots 6 and 7 and that portion of the Green River lying in Section 2 (40 acres)

7

B) Township 8 South, Range 20 East. SLM

Sec. 5: Lot 8 Sec. 6: Lot 2

(41.77 acres)

C) Township 8 South. Range 20 East, SLM

Sec. 5: Lots 9 and 10 (59.01 acres)

D) Township8 South. Range 20 East. SLM

Sec. 5: Lot 7 Sec. 8: Lot 6

(39.75 acres)

E) Township 8 South, Range 20 East. SLM

Sec. 8: Lots 2 and 3 (52.77 acres)

F) Township 8 South, Range 20 East, SLM

Sec. 8: Lot 4 Sec. 17: Lots 1 and 3

(69.78 acres)

G) Township 8 South, Range 20 East. SLM

Sec. 16: Lots 4 and 5 (39 acres)

H) Township 8 South, Range 21 East. SLM

Sec. 5: Lot 3 and that portion of the Green River lying within the NWY4NWY4 (40 acres)

8

11. Because wells have already been drilled in the center of certain quarter"

quarter sections under the general well siting rule, optimal location of a second

authorized well on a 20·acre well density pattern will require it to be as close to the

quarter-quarter section line as possible. Therefore, a 100-foot setback from a drilling unit

boundary if the adjacent lands are within the same lease and have the same production

interest owners will accommodate the optimization of such locations while stiU

protecting con'elative rights of the affected parties. In addition, by maintaining the

existing 460-foot setback established under the general well siting rule from a shared

drilling unitllease boundary line, which is based on a 40-acre equivalent well density

pattern, and given the lesser drainage area expected from wells on a 20-acre density

pattern, the correlative rights of the owners in adjacent lands will likewise be protected.

12. Axia has represented that, due to the environmental constraints outlined in

Findings of Fact No.3 above, as well as the optimal well location circumstances outlined

in Findings of Fact No. 11 above and other topographic and surface owner

accommodation constraints, directional drilling of wells on the Subject Lands in all

likelihood will be required. Axia has represented that, to the extent any portion of the

productive intervals of any such directionally drilled well is outside of the setbacks

addressed in Findings of Fact No. 11 above, it will seek an exception location approval in

9

accordance with Utah Admin. Code Rule R649-3-3 (or substantially entered equivalent

regulation).

13. A copy of the Request was mailed, postage pre-paid, certified with return

receipt requested, and properly addressed to all mineral, leasehold and production interest

owners in the Subject Lands, and to TLA and the State and Vernal Field Office of the

BLM as the governmental agencies having mineral jurisdiction over portions of the

Subject Lands. The mailings were sent to said parties at their last addresses disclosed by

the TLA, BLM and Uintah County records. Mailed notice was not provided to owners

within 460-feet of the outer boundaries of the Subject Lands.

14. Notice of the filing of the Request and of the hearing thereon was duly

published in the Uintah Basin Standard on October 1, 2013, the Vernal Express on

October 2, 2013 and in the Salt Lake Tribune and the Deseret Morning News on October

6,2013.

15. The vote of the Board members present and participating in the hearing on

this Cause was unanimous (4-0) in favor of granting the Request subject to the

modifications and exceptions outlined in the Order section below.

CONCLUSIONS OF LAW

1. Due and regular notice of the time, place and purpose of the hearing was

properly given to all parties whose legally protected interests are affected by the Request

10

in the form and manner as required by law and the rules and regulations of the Board and

Division except as addressed in Conclusion of Law No.7 below.

2. The Board has jurisdiction over aU matters covered by the Request and all

interested parties therein, and has the power and authority to render the order herein set

forth pursuant to Utah Code Ann. §§ 40-6-5(3)(b) and 40-6-6 and Utah Admin. Code

Rule R649-2-1(2).

3. The Subject Formations, as defined in Finding of Fact No.4 above,

constitute a "common source of supply" as that phrase is defined in Utah Code Ann. §

40-6-2(19).

4. A 40-acre 01' substantial equivalent drilling unit as established hereunder for

the Subject Formations is not smaller than the maximum area that can be efficiently and

economically drained by one well.

5. Two wells are required to efficiently and economically drain each drilling

unit established hereunder.

6. Establishment of well setbacks of 460 feet from a shared drilling unit/lease

boundary line and 100 feet if the adjacent lands are within the same lease and have the

same production interest owners is protective of correlative rights and is fair, reasonable

and justified under the circumstances.

11

7. Notice of the Request seeking to declare Utah Admin. Code Rule R649-3-

11(1.1) inapplicable only as relating to owners in lands adjacent to the other boundaries

of the Subject Lands is defective and prohibits the Board from granting Axia the relief

requested pertaining thereto.

8. The Board has the authority under Utah Admin. Code Rule R649-2-1(2) to

modify the requirements of Utah Admin. Code Rule R649-3-11(1.1) as to the parties

given proper notice of the Request seeking relief relating thereto.

9. Axia has demonstrated good cause as to why Utah Admin. Code Rule

R649-3-11(1.1) should be declared inapplicable to directionally drilled wells with surface

hole, productive intervals and bottom hole locations entirely within the setbacks

referenced in Conclusion of Law No.6 above, and good cause as to why the notice

requirements of said rule should be modified as to owners in the lands within 460 feet of

the outer boundaries of the Subject Lands.

10. The relief granted hereby will result in consistent and orderly development

and the greatest recovery of oil, gas and associated hydrocarbons from the Subject

Formations underlying the Subject Lands, prevent waste and adequately protect the

correlative rights of all affected parties.

11. Axia has sustained its burden of proof, demonstrated good cause, and

satisfied all legal requirements for the granting ofthe Request except as addressed above.

12

ORDER

Based upon the Request, testimony and evidence submitted, and the findings of

fact and conclusions of law stated above, the Board hereby orders:

1. The Request in this cause is granted with the modifications outlined below.

2. 40"acre (quarter-quarter or substantially equivalent lots or combination of

lots and/or river bed) drilling units for the production of oil, gas and hydrocarbons from

the Subject Formations (as defined above) from the Subject Lands (as defined above),

with the special drilling units identified in Findings of Fact No. 10 above, are hereby

established.

3. Two (2) producing wells per drilling unit so established are hereby

authorized; provided no well may be located closer than 460 feet to a shared drilling

unit/lease boundary line and no closer than 100 feet if the adjacent lands are within the

same lease and have the same production interest owners, without an exception location

approval in accordance with Utah Admin. Code Rule R649-3-3 (or subsequently enacted

equivalent regulation).

4. The existing wells produeing from the Subject Formations upon the Subject

Lands are declared to be at legal locations notwithstanding the relief granted herein.

5. Utah Admin. Code Rule R649-3-11(1.1) is hereby declared inapplicable to

any directionally drilled well on the drilling units so established as long as the surface

13

hole location, all productive intervals and bottom hole location are within the set backs so

established and with the caveat that, if an uphole completion closer than the set back is

subsequently proposed, an exception location approval in accordance with Utah Admin.

Code Rule R649-3-3 (or subsequently enacted equivalent regulation) will be required.

6. As to any directionally drilled well where the surface location is outside of

the established setbacks but the productive intervals and bottom hole location are entirely

within the setbacks, the requirements of Utah Admin. Code Rule R649-3-11 (1.1) are

hereby modified, as relating to this Cause only, to provide that Axia (or its successor

operators) shall give written notice of such directional drilling to all owners within a 460-

foot radius of all points along said wellbore, specifically identifying the surface hole

location, points of intersection with the Subject Formations, the anticipated productive

intervals, and the bottom hole location, with the latter three items by necessity required to

be within the established setbacks, and outlining said owners have thirty (30) days from

receipt in which to provide Axia (or its successor operators) with any objections thereto

in writing. If no objections are received by Axia (or its successor operators) within said

thirty (30) day period, it shall provide the Division with a written certification to that

effect and, upon receipt of such certification, the Division is authorized to

administratively approve the directional drilling without the need for further hearing. If

any objection is timely received by Axia (or its successor operators), it shall be required

14

to file a Request for Agency Action with the Board and, after hearing, obtain Board

approval before the directional drilling may be authorized.

7. Pursuant to Utah Admin. Code Rules R641 and Utah Code Ann. § 630-4-

204 to 20S, the Board has considered and decided this matter as a formal adjudication.

S. This Order is based exclusively on evidence of record in the adjudicative

proceeding or on facts officially noted, and constitutes the signed written order stating the

Board's decision and the reasons for the decision, all as required by the Administrative

Procedures Act, Utah Code Ann. § 630-4-20S and Utah Administrative Code Rule R641-

109.

9. Notice re: Right to Seek Judicial Review by the Utah Supreme Court or to

Request Board Reconsideration: As required by Utah Code Ann. § 630-4-208(e) - (g),

the Board hereby notifies all parties in interest that they have the right to seek judicial

review of this final Board Order in this formal adjudication by filing a timely appeal with

the Utah Supreme Court within 30 days after the date that this Order issued. Utah Code

Ann. §§ 630-4-401(3)(a) and 403. As an alternative to seeking immediate judicial

review, and not as a prerequisite to seeking judicial review, the Board also hereby notifies

parties that they may elect to request that the Board reconsider this Order, which

constitutes a final agency action of the Board. Utah Code Ann. § 630-4-302, entitled,

"Agency Review - Reconsideration," states:

15

(1)(a) Within 20 days after the date that an order is issued for which review by the agency or by a superior agency under Section 630-4-301 is unavailable, and if the order would otherwise constitute final agency action, any party may file a written request for reconsideration with the agency, stating the specific grounds upon which relief is requested.

(b) Unless otherwise provided by statute, the filing of the request is not a prerequisite for seeking judicial review of the order.

(2) The request for reconsideration shall be filed with the agency and one copy shall be sent by mail to each party by the person making the request.

(3)(a) The agency head, or a person designated for that purpose, shall issue a written order granting the request or denying the request.

(b) If the agency head or the person designated for that purpose does not issue an order within 20 days after the filing of the request, the request for reconsideration shall be considered to be denied.

[d. The Board also hereby notifies the parties that Utah Admin. Code Rule R641-110-

100, which is part of a group of Board rules entitled, "Rehearing and Modification of

Existing Orders," states:

Any person affected by a fmal order or decision of the Board may file a petition for rehearing. Unless otherwise provided, a petition for rehearing must be filed no later than the 10th day of the month following the date of signing of the final order or decision for which the rehearing is sought. A copy of such petition will be served on each other party to the proceeding no later than the 15th day of the month.

[d. See Utah Admin. Code Rule R641-11 0-200 for the required contents of a petition for

Rehearing. If there is any conflict between the deadline in Utah Code Ann. § 630-4-302

16

and the deadline in Utah Admin. Code Rule R641-110-100 for moving to rehear this

matter, the Board hereby mles that the later of the two deadlines shall be available to any

party moving to rehear this matter. If the Board later denies a timely petition for

rehearing, the party may still seek judicial review of the Order by perfecting a timely

appeal with the Utah Supreme Court within 30 days thereafter.

The Board retains continuing jurisdiction over aU the parties and over the subject

matter of this cause, except to the extent said jurisdiction may be divested by the filing of

a timely appeal to seekjudiciat review of this order by the Utah Supreme Court.

For all purposes, the Chainnan's signature on a faxed copy of this Order shall be

deemed the equivalent of a signed original.

1275.01

DATEDthis i'lt-dayof A~~~ .2013

STATE OF UTAH BOARD OF OIL, GAS AND MINING

17

Three Rivers Locator Map

Ultra Petroleum

.'.

,. ES E

Docket No. 2014·002; Cause No. 142·10

o Three Rivers

Exhibit C

Three Rivers Gathering System

---.------ _ ... ~- - - -

78 ,20E • • ~

! "

---- -_ ... _--

I , • •

Three Rivers Area

Subject wells - tied in to gathering system

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit D-1

$-[1 Three Rivers ~ 3 Gathering System Tie-in .... co.

Three Rivers Area

Wells lied into gathering system (solid red)

Pipeline construction from gathering system 10 existing QEP pipeline (dashed purple)

1.7 miles

Existing QEP line (solid purple)

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit D-2

Three Rivers Mineral and Leasehold Status

, ,

"

" .. 4S

" ,

,

,

"

"

" "

Three Rivers Area

Subject wells - tied in to gathering system: • Well - Surface Hole location o Well - Bottom Hole Location

- Gathering System

D Fee Minerals =:J Federal Minerals • State Minerals

_. All relevant leaseholds owned by UPL Three Rivers Holdings, LLC

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit E

Three Rivers Regional Position

Utah Ouschesne Uintah '---' Colorado

NorthemEd3lct"U- ~o

Altamont CUM:3l!lMMBo 539Bcf

MonwnentButte CUM; 72 MMBO 244 Bcf

UPL's Three Rivers Project is located between the legacy Altamont Monument Butte. Natural Buttes and Wonsits-Red Wash Fields.

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit G-1

A

Three Rivers Stratigraphic Cross Section

MomJlU1tButle

StratiglaphicGross Section

' ... ' GleeTl River

1 Lawe! Green .... ,

Wasi'lICI1

Leland Berch ThroeRMms

••

TGR 3 & GaUen Gulch This Interval CIW&Cte(1le(! bytl'linne<.

di!!COfItiJl~ oos "" lids

Douglas Creek, Tr.:Ms &; castle Peak JJrree R/llers liaS ttrJcilef. Detter qulIliry sands In thIS ~!ervaftllat eo<reIate we!

,cross UPI. 's/eue1l(J/(J poslt/on.

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit G-2

Sundry Number: 39694 API Well Number: 43047520560000

FORM 9 STATE OF UTAH

DEPARTMENT OF NATURAL RESOURCES -

DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: ML-49319

SUNDRY NOTICES AND REPORTS ON WELLS 6. IF INDIAN, ALLOTTEE OR TRIBE NAME:

Do not use this form for proposals to drill new wells, significantly deepen existing wells below 7.UNIT or CA AGREEMENT NAME: I current bottom-hole depth , reenter plugged wells, or to drill horizontal laterals. Use APPLICATION I

FOR PERMIT TO DRILL form for such proposals. ,

1. TYPE OF WELL 8. WELL NAME and NUMBER: Oil Well THREE RIVERS 16-42-820

2. NAME OF OPERATOR: 9. API NUMBER: AXIA ENERGY LLC 43047520560000

- , 3. ADDRESS OF OPERATOR: PHONE NUMBER: . 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext THREE RIVERS I

4. LOCATION OF WELL COUNTY: FOOTAGES AT SURFACE: UINTAH ,

1980 FNL 0660 FEL , QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE: I

Qtr/Qtr: SENE Section: 16 Township: 08.0S Range: 20.0E Meridian: S UTAH I ! - - -- - -

11. i CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA ! -

!

TYPE OF SUBMISSION TYPE OF ACTION I I -I

.{ NOTICE OF INTENT

o ACIOIZE o ALTER CASING o CASING REPAIR

Approximate date work will start: o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

,

10/1/2012 o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WELL TYPE I , i o SUBSeQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Complellon:

o OPERATOR CHANGE o PLUG AND ABANDON o PLUG BACK

, o PRODUCTION START OR RESUME o RECLAMATION OF WEll SITE o RECOMPLETE DIFFERENT FORMATION o SPUD REPORT Date of Spud: o REPERFORATE CURRENT FORMIITION o SIDETRACK TO REPllfR WELL o TEMPORIIRY IIBIINDON

o TUBING REPAIR o VENT OR FLARE o WIITER DfSPOSIIL

o DRILLING REPORT o WATER5HUTOFF o 51 TA STATUS EXTENSION o APD EXTENSION Report Oat. :

o WILDCAT WELL DETERMINATION . ./ OTHER OTHER: I Variance Request I , 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc.

Please see attached document. Approved by t he Utah Division of

Oil, Gas and Min ing i I

Date: November 05, 2013 !

By: UJ,tLCLvt i i [ I

,

, I

i

-- - -NAME (PLEASE PRINT) PHONE NUMBER TITLE Cindy Turner 720 746-5209 Project Manager

,

SIGNATURE DATE N/A 7/3/2013 i

EXHIBIT H RECEIVED : Jul. 03, 2013


Three Rivers #16-42-820 Notice ofIntent start: Oct 1,2012

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit of flaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) the well, which is part of a Upper Green River Pilot program, can be fully evaluated for future opportunities in an Upper Green River development plan in the area, b) production rates can be evaluated to properly size production equipment on the subject well and future wells, c) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and d) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last month in which the allowable was exceeded (Aug., '13) monthly flaring volume for the subject well was 4,648 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.

RECEIVED: Oct. 23, 2013

Sundry Number: 44059 API Wel l Number: 43047520570000

FORM 9

STATE OF UTAH I

DEPARTMENT OF NATURAL RESOURCES ~ ~


!

SUNDRY NOTICES AND REPORTS ON WELLS 6. IF INDIAN, ALLOTTEE OR TRIBE NAME: j

Do not use this form for proposals to drill new wells, significantly deepen existing wells below current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICATION 7.UNIT or CA AGREEMENT NAME:

FOR PERMIT TO DRILL form for such proposals.


! , ~ - - -


3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext THREERNERS

4. LOCATION OF WELL COUNTY: FOOTAGES AT SURFACE: UINTAH

2088 FSL 0720 FEL QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE:

Qtr/Qtr: NESE Section: 16 Township: 08.0S Range: 20.0E Meridian: S UTAH ! - - . - - - - ..

11 . I

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA i - - .

i

TYPE OF SUBMISSION TYPE OF ACTION ..

o ACIDIIE o ALTER CASING o CASING REPAIR I

.( NOTICE OF INTENT I

Approximate date work will start: o CHANGE TO PREVIOUS PLANS o CHANGE TUSING o CHANGE WEll NAME

7/1/2013 o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WEll TYPE I

o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION !

Date of Work Completion: !

o OPERATOR CHANGE o PLUG AND ABANDON o PLUG BACK I

o SPUD REPORT

o PRODUCTION START OR RESUME o RECLAMATION OF WEll SITE o RECOMPLETE DIFFERENT FORMATION

Date of Spud: o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WEll o TEMPORARY ABANDON

o TUBING REPAIR o VENT OR FLARE o WATER DISPOSAL

, I

I

o DRILLING REPORT o WATER SHUTOFF o SIlA STATUS EXTENSION o APD EXTENSION !

Report Date: I

o WilDCAT WEll DETERMINATION ./ OTHER OTHER: I Variance R equ est I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc.

I

Please see attached document. Approved by the I Utah Division of

Oil, Gas and Mining I

Date: November 05, 2013 I

By: \M, lLO~d I

1

I I

. . .

NAME (PLEASE PRINT) PHONE NUMBER TITLE Cindy Turner 720 746-5209 Project Manager

SIGNATURE DATE N/A 10/23/2013



Three Rivers #16-43-820 Notice ofIntent start: June 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit of flaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, c) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and d) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Sept., '13) monthly flaring volume for the subject well was 2,287 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.



- -

FORM 9 ' STATE OF UTAH !

DEPARTMENT OF NATURAL RESOURCES

DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: i FEE I

SUNDRY NOTICES AND REPORTS ON WELLS 6. IF INDIAN, ALLOTTEE OR TRIBE NAME: I

Do not use this form for proposals 10 drill new wells, significantly deepen existing wells below !

current bottom-hole depth, reenter plugged wells, or to drill horlzonlallalerals. Use APPLICATION 7.UNIT or CA AGREEMENT NAME:

FOR PERMIT TO DRILL form for such proposals. i



3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Sle 400 , Denver, CO, 80202 720746-5200 Ext THREE RIVERS

I 4. LOCATION OF WELL COUNTY:

FOOTAGES AT SURFACE: UINTAH 0660 FSL 0890 FWL

QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: ,

STATE: ,

Qtr/Qtr: SWSW Section: 32 Township: 07.0S Range: 20.0E Meridian: S UTAH 1 - - ,

-11.

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA -

TYPE OF SUBMISSION TYPE OF ACTION

~ NOTICE OF INTENT

o ACIDIZE o At TER CASING o CASING REPAIR

Approximate dale work will starl : o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

7/1/2013 o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WELL TYPE I

o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Completion: ,

o OPERATOR CHANGE o PLUG AND ABANDON o PLUG BAcK ,

o PRODUCTION START OR RESUME o RECLAMATION OF WELL sITe o RECOMPLETE DIFFERENT FORMATION i

o SPUD REPORT o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON i

Date of Spud: , I !

o TUBING REPAiR o VENT OR FLARE o WATER DISPOSAL

o DRILLING REPORT o WATER SHUTOFF o SI TA STATUS EXTENSION o APD EXTENSION

I Report Date:

o WILDCAT WELL DETERMINATION ./ OTHER OTHER: I Variance Request I !

12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc. i

Please see attached document. Approved by the I

Utah Division of ! Oil, Gas and Mining

, !

Date: November 05, 2013 I By: W,lLOMvt ,

! J

.~- . - -NAME (PLEASE PRINT) PHONE NUMBER TITLE

, Cindy Turner 720 746-5209 Project Manager

SIGNATURE DATE i NIA 7/3/2013 i

RECEIVED: Jul. 03, 2013


Three Rivers #32-15-720 Notice ofIntent start: Jlme 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit offlaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) the well, which is part of a Upper Green River Pilot program, can be fully evaluated for future opportunities in an Upper Green River development plan in the area, b) production rates can be evaluated to properly size production equipment on the subject well and future wells, c) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and d) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Sept., '13) monthly flaring volume for the subject well was 2,690 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.


Sundry Number: 43835 API Well Number: 43047528610000 FEDERAL APPROVAL OF THIS ACTION IS NECESSARY

STATE OF UTAH DEPARTMENT OF NATURAL RESOURCES

DIVISION OF OIL, GAS, AND MINING

SUNDRY NOTICES AND REPORTS ON WELLS

Do not use this form for proposals to drill new wells, significantly deepen existing wells below current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICATION FOR PERMIT TO DRILL form for such proposals.

1. TYPE OF WELL Oil Well

2. NAME OF OPERATOR: AXIA ENERGY LLC

-3. ADDRESS OF OPERATOR: PHONE NUMBER: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext

- - -- -4. LOCATION OF WELL

FOOTAGES AT SURFACE: 2102 FNL 2184 FWL

QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: Qtr/Qtr: SENW Section: 03 Township: 08.0S Range: 20.0E Meridian: S

11.

FORM 9

5.LEASE DESIGNATION AND SERIAL NUMBER: UTU85994

6. IF INDIAN, ALLOTTEE OR TRIBE NAME:

7.UNIT or CA AGREEMENT NAME:

-B. WELL NAME and NUMBER: THREE RIVERS FEDERAL 3-32-820

9. API NUMBER: 43047528610000

-9. FIELD and POOL or WILDCAT: WILDCAT

- --

COUNTY: UINTAH

-STATE: UTAH

-

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA


.( NOTICE OF INTENT

o ACIDIZE o ALTER CASING o CASING REPAIR

Approximate dale work will Ilarl: o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

12/1/2013 o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WELL TYPE

o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Dale or Work Completion:


o SPUD REPORT

o PRODUCTION START OR RESUME o RECLAMATION OF WELL SITE o RECOMPLETE DIFFERENT FORMATION

o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON Date of Spud:


o DRILLING REPORT o WATER SHUTOFF o SI TA STATUS EXTENSION o APD EXTENSION Report Date:

o WILDCAT WELL DETERMINATION .f OTHER OTHER: I Variance Reguest I -

12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc.

See Attached Accepted by the Utah Division of

011, Gas and Mining

Date: November 07, 2013

By: W,lLD4

-NAME (PLEASE PRINT) PHONE NUMBER TITLE Cindy Turner 720 746-5209 Project Manager

SIGNATURE DATE NIA 10/16/2013


,

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Three Rivers Fed #3-32-820 - amend sundry dated 9112113 that was filed previously Notice ofIntent start: Oct 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCFjMO limit of flaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, b) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and c) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Oct., '13) monthly flaring volume forthe subject well was 2,394 MCFjMO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.

RECEIVED: Nov. 07, 2013

Sundry Number: 43837 API Well Number: 43047527710000 FEDERAL APPROVAL OF THIS ACTION IS NECESSARY


DIVISION OF OIL, GAS, AND MINING

SUNDRY NOTICES AND REPORTS ON WELLS

Do not use this form for proposals to drill new wells, significantly deepen existing wells below current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICATION FOR PERMIT TO DRILL form for such proposals.

1. TYPE OF WELL Oil Well

2. NAME OF OPERATOR: AXIA ENERGY LLC

-- -3. ADDRESS OF OPERATOR: PHONE NUMBER: 1430 Larimer Ste 400 , Denver, CO, B0202 720 746-5200 Ext

-4. LOCATION OF WELL

FOOTAGES AT SURFACE: 2116 FNL11B5 FEL

QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN:

Qtr/Qtr: SENE Section: OB Township: OB.OS Range : 20.0E Meridian: S

- -11.

FORM 9

5.LEASE DESIGNATION AND SERIAL NUMBER: UTU85994

6. IF INDIAN, ALLOTTEE OR TRIBE NAME:

7.UNIT or CA AGREEMENT NAME:

8. WELL NAME and NUMBER: THREE RIVERS FEDERAL 8-53-B20

9. API NUMBER: 43047527710000

--9. FIELD and POOL or WILDCAT: WILDCAT

COUNTY: UINTAH

STATE: UTAH

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA -


./ NOTICE OF INTENT

o ACIDIZE o AllER CASING o CASING REPAIR



o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Completion:


o SPUD REPORT


o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON Date of Spud:


o DRILUNG REPORT o WATER SHUTOFF o Sf TA STATUS EXTENSION o APD EXTENSION Report Date:

o WILDCAT WELL DETERMINATION ./ OTHER OTHER: I Variance Reguest I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details including dates, depths, volumes, etc.

See Attached Accepted by the Utah Division of

011, Gas and Mining


By: S~llLO~~

NAME (PLEASE PRINT) PHONE NUMBER TITLE Cindy Turner 720 746-5209 Project Manager


RECEIVED : Oct. 16, 2013

,

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Three Rivers Fed #8-53-820 - amend sundry dated 9112113 that was filed previously Notice oflntent start: Oct 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit offlaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, b) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and c) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Oct., '13) monthly flaring volume for the subject well was 2,861 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.



-FORM 9




Do not use this form for proposals to drill new wells, significantly deepen existing wells below current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICATiON 7.UNIT or CA AGREEMENT NAME:


1. TYPE OF WELL 8. WELL NAME and NUMBER: Oil Well Three Rivers 16-21-820

- --2. NAME OF OPERATOR: 9. API NUMBER: AXIA ENERGY LLC 43047532290000

3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext UN DESIGNATED


1170 FNL 1898 FWL ,

QTRIQTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE: Qtr/Qtr: NENW Section: 16 Township: 08.0S Range : 20.0E Meridian: S UTAH

- - - - - - -11. i

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA - -

t TYPE OF SUBMISSION TYPE OF ACTION

- -

../ NOTICE OF INTENT

o ACIDIZE o ALTER CASING o CASING REPAIR ,



o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Campi. lion:

o OPERATOR CHANGE o PLUG AND ABANDON o PLUG BACK ,

o SPUD REPORT

o PRODUCTION START OR RESUME o RECLAMATION OFWELlSITE o RECOMPLETE DIFFERENT FORMATION

Date of Spud: o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WEU o TEMPORARY ABANDON

o TUBING REPAIR o VENT OR FLARE o WATER DISPOSAL i ,

o DRilliNG REPORT o WATERSHUTOFF o 51 TA STATUS EXTENSION o APD EXTENSION Report Dale :

o WILDCAT WELL DETERMINATION ./ OTHER OTHER: I Variance Request I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc. I

Please see attached document Approved by the i !

Utah Divi sion o f ! Oil, Gas and Min ing I

Date: December 03, 2013

By: \)J,lLCLyf

! i ! ! I

NAME (PLEASE PRINT) PHONE NUMBER TITLE I Cindy Turner 720 746-5209 Project Manager I

I

SIGNATURE DATE i N/A 11/7/2013



Three Rivers #16-21-820 Notice of Intent start: Sept 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit of flaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, b) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and c) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Oct., '13) monthly flaring volume for the subject well was 1,937 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.



-

FORM 9




Do not use this form for proposals to drill new wells, significantly deepen existing wells below 7.UNIT or CA AGREEMENT NAME: current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICATION ;




3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext UNDESIGNA TED

-4. LOCATION OF WELL COUNTY: I

FOOTAGES AT SURFACE: UINTAH 1191 FNL 1934 FWL

QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE: Qtr/Qtr: NENW Section: 16 Township: 08.0S Range: 20.0E Meridian: S UTAH

- -11. I


TYPE OF SUBMISSION TYPE OF ACTION - - - -

./ NOTICE OF INTENT




o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION !

Date of Work Completion:


o SPUD REPORT

o PRODUCTION START OR RESUME o RECLAMATION OF WELL SITE o RECOMPLETE DIFFERENT FORMA nON

Date of Spud: o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON

o TUBING REPAIR o VENT OR FLARE o WATER DISPOSAL ,

o DRILLING REPORT o WATER SHUTOFF o SI TA STATUS EXTENSION o APD EXTENSION [ Report Oat. :

o WILDCAT WELL DETERMINATION ./ OTHER OTHER: I Variance Request I !

12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details including dates, depths, volumes, etc.

Please see attached document. Approved by the Utah Divis ion of

I

Oil, Gas and M in ing


\1J,lLW , By:

I

I

---- I NAME (PLEASE PRINT) PHONE NUMBER TITLE I Cindy Turner 720 746-5209 Project Manager I SIGNATURE DATE i N/A 9/12/2013

RECEIVED: Sep. 12, 2013


Three Rivers #16-22-820 Notice ofIntent start: Aug 1,2013




I

STATE OF UTAH FORM 9 ; ,

DEPARTMENT OF NATURAL RESOURCES I

- -

DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: I ML-49319 I





-2. NAME OF OPERATOR: 9. API NUMBER: AXIA ENERGY LLC 43047532310000

3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: I

1430 Larimer Ste 400, Denver, CO, 80202 720 746-5200 Ext UNDESIGNATED


1318 FSL 3275 FEL QTRlQTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE:

Qtr/Qtr: SESW Section: 16 Township: 08.0S Range: 20.0E Meridian: S UTAH -. -11. I



.f NOTICE OF INTENT



7/1/2013 o CHANGEWELLSTATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WELL TYPE

o SUBSeQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION I

Date of Work CompleUon:

o OPERATOR CHANGE o PLUG AND ABANDON o PLUG BACK i

o SPUD REPORT


Date of Spud: o REPERFORATE CURRENT FORMATiON o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON I I

o TUBING REPAIR o VENT OR FLARE o WATER DISPOSAL I

I o DRILLING REPORT o WATER SHUTOFF o SI TA STATUS EXTENSION o APD EXTENSION Roport Date:

o WILDCAT WELL DETERMINATION ..f OTHER OTHER: I Variance Request I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc.

I Please see attached document. Approved by the I Utah Division of I

Oil, Gas and Mining


W ,lLCLyf i

By:

, i

I I

i I I

NAME (PLEASE PRINT) PHONE NUMBER TITLE Cindy Turner 720746-5209 Project Manager


-



Three Rivers #16-23-820 Notice of Intent start: July 1, 2013





DEPARTMENT OF NATURAL RESOURCES - -

DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: ML-49319 I


Do not use this form for proposals to drill new wells, significantly deepen existing wells below . current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICA nON 7.UNIT or CA AGREEMENT NAME:



i

-2. NAME OF OPERATOR: 9. API NUMBER:

, AXIA ENERGY LLC 43047532320000

3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext UNDESIGNATED


1307 FSL 3313 FEL QTRIQTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE:

Qtr/Qtr: SESW Section: 16 Township: 08.0S Range: 20.0E Meridian: S UTAH

11. ,

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA - -

TYPE OF SUBMISSION TYPE OF ACTION -

./ NOTICE OF INTENT


Approximate date work will slart : o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

7/1/2013 o CHANGE WEll STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WEll TYPE

o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Completion:


o SPUD REPORT


o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON

, Date of Spud: , ,


o DRILLING REPORT o WATER SHUTOFF o SIlA STATUS EXTENSION o APD EXTENSION Report Date:

D WILDCAT WELL DETERMINATION ./ OTHER OTHER: I Variance Reques t I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc.

Please see attached document. Approved by the Utah Division of

Oil, Gas and Mining

Date: November 05, 2013 !

Ud,lLCLvt I

By: t

:

- - -- -NAME (PLEASE PRINT) PHONE NUMBER TITLE Cindy Turner 720746-5209 Project Manager


RECEIVED: Sep. 12, 2013


Three Rivers #16-24-820 Notice ofIntent start: July 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit offlaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, c) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and d) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Sept., '13) monthly flaring volume for the subject well was 5,060 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.

RECEIVED; Oct. 23, 2013


-


DEPARTMENT OF NATURAL RESOURCES ~ - --

DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: I ML-50510 .

,

SUNDRY NOTICES AND REPORTS ON WELLS 6. IF INDIAN, ALLOTTEE OR TRIBE NAME: ,

Do not use this form for proposals to drill new wells, sIgnificantly deepen existing wells below 7.UNIT or CA AGREEMENT NAME: I

current bottom-hole depth, reenter plugged wells, or to drill horizontal laterals. Use APPLICATION

I FOR PERMIT TO DRILL form for such proposals. -

1. TYPE OF WELL 8. WELL NAME and NUMBER: I Oil Well THREE RIVERS 36-31-720 i

- , 2. NAME OF OPERATOR: 9. API NUMBER: , AXIA ENERGY LLC 43047526970000 I

I !

3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720746-5200 Ext THREERNERS

- ~


0513 FNL 1914 FWL QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE:

Qtr/Qtr: NENW Section: 36 Township: 07.0S Range: 20.0E Meridian: S UTAH . ~

11.

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA I - - -

TYPE OF SUBMISSION TYPE OF ACTION - -

./ NOTICE OF INTENT

o AC1DIZE o ALTER CASING o CASING REPAIR

o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

, Approximate date work will start:

9/1/2013 , o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WELL TYPE

o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Complotlon:


o SPUD REPORT

, o PRODUCTION START OR RESUME o RECLAMATION OF WELL SITE o RECOMPLETE DIFFERENT FORMATION

, o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON Date of Spud: ,

o TUBING REMIR o VENT OR FLARE o WATER DISPOSAL I

o DRILLING REPORT o WATER SHUTOFF o StTASTATUSEXTENSION o APD EXTENSION ! ,

Report Date :

o WILDCAT WELL DETERMINATION ./ OTHER OTHER: I Variance Reguest I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc.

Please see attached document Approved by the Utah Division of

Oil, Gas and Mining


By: \)d,lL04

I

- i NAME (PLEASE PRINT) PHONE NUMBER I TITLE Cindy Turner 720 746-5209 Project Manager !

SIGNATURE ' DATE ! N/A 1 11/7/2013 ,

RECEIVED: Nov_ 07, 2013


Three Rivers #36-31-720 Notice ofIntent start: Sept 1, 2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit of flaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, b) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and c) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Oct., 'B) monthly flaring volume for the subject well was 2,199 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.



FORM 9 1


DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: Patented !



FOR PERMIT TO DRILL form for such proposals. i 1. TYPE OF WELL B. WELL NAME and NUMBER:

Oil Well Three Rivers 5-31-820


i 3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720746-5200 Ext WILDCAT

-4. LOCATION OF WELL COUNTY: !

FOOTAGES AT SURFACE: UINTAH 0192 FSL 2446 FEL .!

QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE: Qtr/Qtr: SWSE Section: 32 Township: 07.0S Range: 20.0E Meridian: S UTAH

I - - - - . -I

11 .

CHECK APPROPRIATE BOXES TO INDICATE NATURE OF NOTICE, REPORT, OR OTHER DATA i . - ----

TYPE OF SUBMISSION TYPE OF ACTION : .

,f NOTICE OF INTENT

o AC)DIZE o ALTER CASING o CASING REPAIR I

ApproxImate date work will start: o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

10/1/2013 o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERTWEU TYPE j

o SUBSeQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work Completion:


o SPUD REPORT

o PRODUCTION START OR RESUME o RECLAMATION OF WELL sITe o RECOMPLETE DIFFERENT FORMATION

Date of Spud: o REPERFORATE CURRENT fORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON I


o DRILLING REPORT o WATER SHUTOFF o SITASTATUS EXTENSION o APD EXTENSION Report Date:

o WILDCAT WELL DETERMINATION . .,/ OTHER OTHER: I Variance Request I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, elc. I

Please see attached document Approved by the ,

Utah Division of Oil, Gas and Mining

Date: November 07 ,2013 I

By: W,lLW I

I I !

! I

I

I - -. -~ . I NAME (PLEASE PRINT) PHONE NUMBER TITLE I

Cindy Turner 720746-5209 Project Manager !

SIGNATURE DATE ! N/A 11/7/2013 i

i



Three Rivers #5-31-820 Notice ofIntent start: Oct 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit of flaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, b) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and c) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Oct., '13) monthly flaring volume for the subject well was 4,029 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.


Sundry Number: 44645 API Wel l Number: 43047537340000


DEPARTMENT OF NATURAL RESOURCES

DIVISION OF OIL, GAS, AND MINING 5.LEASE DESIGNATION AND SERIAL NUMBER: Patented

-






-3. ADDRESS OF OPERATOR: PHONE NUMBER: 9. FIELD and POOL or WILDCAT: 1430 Larimer Ste 400 , Denver, CO, 80202 720 746-5200 Ext WILDCAT


1605 FNL 2488 FEL QTR/QTR, SECTION, TOWNSHIP, RANGE, MERIDIAN: STATE:

Qtr/Qtr: SWNE Section: 32 Township: 07.0S Range: 20.0E Meridian: S UTAH -,

11.


TYPE OF SUBMISSION TYPE OF ACTION ,

.f NOTICE OF INTENT


ApproxImate date work will start: o CHANGE TO PREVIOUS PLANS o CHANGE TUBING o CHANGE WELL NAME

10/1/2013 o CHANGE WELL STATUS o COMMINGLE PRODUCING FORMATIONS o CONVERT WELL TYPE !

o SUBSEQUENT REPORT o DEEPEN o FRACTURE TREAT o NEW CONSTRUCTION Date of Work CampleUon:

o OPERATOR CHANGE o PLUG AND ABANDON o PLUG BACK ,

o PRODUCTION START OR RESUME o RECLAMATION OF WELL SITE o RECOMPLETE DIFFERENT FORMATION !

o SPUD REPORT Date of Spud: o REPERFORATE CURRENT FORMATION o SIDETRACK TO REPAIR WELL o TEMPORARY ABANDON

,

I o TUBING REPAIR o VENT OR FLARE o WATER DISPOSAL

o DRILLING REPORT o WATER SHUTOFF o SI TA STATUS EXTENSION o APD EXTENSION Report Date:

D WILDCAT WELL DETERMINATION ../ OTHER OTHER: I Variance Request I 12. DESCRIBE PROPOSED OR COMPLETED OPERATIONS. Clearly show all pertinent details Including dates, depths, volumes, etc. I

Please see attached document Approved by the Utah Division of

Oil, Gas and Mining


By: ~~, lLO~d ,

i i ,

;

NAME (PLEASE PRINT) PHONE NUMBER TITLE i I

Cindy Turner 720 746-5209 Project Manager ,

SIGNATURE DATE i N/A 11/7/2013 I



Three Rivers #32-32-720 Notice of Intent start: Oct 1,2013

Axia Energy, LLC respectfully requests a variance to the 1800 MCF/MO limit offlaring oil production associated gas on the subject well to the next Utah Board of Oil, Gas and Mining Hearing considering the next filing date. Axia Energy has constructed gas gathering infrastructure within the field and the subject well has been tied into the system but is awaiting gas gatherer ROW approval and construction to send the gas to sales. Axia Energy is requesting the variance to the next available Utah Board Hearing so that: a) production rates can be evaluated to properly size production equipment on the subject well and future wells, b) a decline curve can be evaluated for EUR determination and future planning of drill schedule and capital, and c) production will not be curtailed and EUR decreased due to the shut-in and potential damage to the reservoir (analogous projects operated by Axia Energy have shown a production and EUR decrease due to lengthy shut-ins). The last (Oct., 'B) monthly flaring volume for the subject well was 2,921 MCF/MO and efforts will be made to minimize flaring by maximizing fuel usage until the hearing.


~I ~ Three Rivers ~ ;J Current Prod uction - 12 wells PETROLEUM

Current Current Production Production

Well Name Oil/Month Gas/Month

Three Rivers # 16-42-820 730 3.619 Three Rivers #16-43-820 2.615 4.501 Three Rivers #32-15-720 851 3.619

Three Rivers Fed #3-32-820 3.406 2.920 Three Rivers Fed #8-53-820 4.927 3.558

Three Rivers #16-21-820 3.984 2.646 Three Rivers # 16-22-820 3.862 2.676 Three Rivers # 16-23-820 5.535 3.224 Three Rivers # 16-24-820 5.596 6387 Three Rivers #36-31-720 2.250 2.920 Three Rivers #5-31-820 5.931 4.714 Three Rivers #32-32-720 5,292 3,619

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit 1-1

~[IJ]'- I Three Rivers ~ ;:J Three Rivers #16-42-820 PETROLEUM

Three Rivers 16-42-820 1~000 ~----------------------------------------------~

8,000 +j ----

~ 6, 000 ~ .. -.-. -- --.-. ~ .... -.-.---- .... -_.--... -.. "- ._ .. -.......... -- .... ---.-... ------.. --. - --.----.---- _ .. -.--- ---. --.---.. ------------------....... ----. -... -----.. . -o :E ;::. \I :E 4,000 ~--~----------I--------

2,000 ~----~----#-----------__i

o +-------~--------~----~~----~---Aug-13 Sep-13 Oct-13 Request

_ Requested Volume • Produced Volume not Consumed


Three Rivers Three Rivers #16-42-820

: :: Three Rivers #16-42-820

§u -.. . ~ .... . .. - .. . .. . . ..

... ... .. .., ... . ... . ..

,., ~. , .. Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit 1-3


Three Rivers 16-43-820 10,000 --------------------------,

8,000 ----- --------- ------- - - ----1

~ 6,000 ---------------------------1

~ :!E 4,000 ~--------------------------I

2,000~~~~--

o ~---_----~---_----~~ Aug-13 sep-13 Oct-13 Request

_ Requested Volume ....... Produced Volume not Consumed



Three Rivers #16-43-820


~m~ Three Rivers ~ ;J Three Rivers #32-15-720 PETROLEUM

Three Rivers 32-15-720

1~000 ------------------------------------------------~

21000 ~~ -------------- --

o ~----~----~---~~----~---Aug-13 Sep-13 Oct-13 Request



~1IiT Three Rivers sW Three Rivers #32-15-720 ~OLEIlII

... .. . ... ,

" Ultra Petroleum

... ... ... .... Three Rivers #32-15-720

, .. Docket No. 2014-002; Cause No. 142-10

... ... .. ... .. .. ... .. ..

Exhibit 1-7

~ Three Rivers ~[D ~ ;:J Three Rivers #3-32-820 PETROLEUM

Three Rivers 3-32-820 10,000 -,----------------------------,

8000 1------- -----------------------------------------1 ,

.c 1: 6,000 -+-------- -------------------o :i ';::-u :i 4,000

2,000 -+---~..:::---------~------------

o -+----------~-----------.~------~-----~-~ Aug-13 Sep-13 Oct-13 Request




Three Rivers Fed #3·32-820

, ... ... ... . ..

• • •

--- ... .. ... ... ... ... ... . ..

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit 1·9


Three Rivers 8-53-820 10,000 T'--------------------------,

8,000 +------------------------j

~ 6,000 +--------------------------1

~ :E 4,000 +---------------------------1

2,000 t---.::::==~~~--=-----o ~1 ~~~-~---~--~-

Aug-13 Sep-13 Oct-13 Request

_ Requested Volume -+- Produced Volume not Consumed



Three Rivers 16-21-820 10,000 - --------------------------,

8,000 ------------------------j

~ 6,000 ---------------------------1 ,. ~ ~ ~OOO ------------------------j


_ Requested Volume ~Produced Volume not COnsumed

Ultra Petroleum Docket No_ 2014-002; Cause No_ 142-10 Exhibit 1-12



.. ... ... .. . ..


~I Three Rivers ~ ~ Three Rivers #16-22-820 PETROLEUM

Three Rivers 16-22-820 1~000 ~----------------------------------------------~

8,000

.c 1: 6,000 o ~ ~ ~ ~ 4,000 -;------

o +---------~--------~--------~------~---Aug-13 Sep-13 Oct-13 Request

Requested Volume • Produced Volume not Consumed




--



Three Rivers 16-23-820 10,000 ,------ ---------------------,

8,000 +----c

i 6,000 L---=:::::::::::::,.,.,------------~ :IE 4,000 C-------------',,- - --- -----

2,000 -'-- - ----------- - ------

O _ --------,-----_----r----~





Three Rivers 16-24-820 10,000 ,---------------------------,

8,000 +------------------------j

1 6,~ ~---~~~~::::::~~-------:> :E 4,000 '-----------------------

2,000 ---------------------

Sep-13 Request

_ Requested Volume ~ Produced Volume not Consumed



, .. -

....... Three Rivers #16-24-820

... . ..



Three Rivers 36-31-720 10,000 ~------------------------,

8,000 i--------------------------j

i 6,000 -:--------------------------1 :; ::, ~ 4,000 -------~~~~--------------I

a ----~----~---~----~-Aug-13 Sep-13 Oct-13 Request

_ Requested Volume ~Produced Volume not Consumed



... ': Three Rivers #36-31-720



Three Rivers 5-31-820 10,000 ,--------------------------,

8,000 +------------------------1

i 6,000 -j------------------------I

~ ~ 4,000 ~------~:::::::::::7~--------

2,000 -j-----~.". '-------------

O ~~~-r------~-----~------~--Oct-13 Request




... l~ tJ · .. . ....

- ,., Ultra Petroleum


'" . ... ... .. ... . ..

I I . . . _. . ... -... ... ... ... ... .. . ... ... ... ... ... ... . . --- ... -

... • ~. "'C ..•• ~... . . .. . .. .. ...

... . ... .. .. ... . ... . ... . ... .

. . ... .. ... . .. .. ... ... . ..

. ~ .. ~ . - - . -: .. ::

Docket No. 2014-002; Cause No. 142-10 Exhibit 1-23


Three Rivers 32-32-720 10,000 --------------------------,

8,000 ,------------------------1

~ ~~ 1-------------------------4

~ ~ ~~ +-----------------------~

2,000 +--------:~"""'~:::=~------~ ° ~--....... ----~.--- -~-------~--- ---, .-

Aug-13 5ep-13 Oct-13 Request

_ Requested Volume ~ Produced Volume not Consumed


.nIIiT Three Rivers au Three Rivers #32-32-720 "","'"

!f;~>· .. , , .... , ., ... , "'. " ~'" '" - - --- . -:: -- .:- :~:r:::=:::=:::= : :: .. ... ... . - ... ..... - --- ... - .. -- --- -- - - -- --- --- --- .. ... --. ... . .... ..... ... . .. ... ... ,. ... ... ... ... ... ... .

" ... ~" , . . Vir " " ...

... ... . ... ... .. . ... ... . .. . . ... .. ... . ..

'. F ... . . .

Oct 2011 --

.. . . . ... ... ... .

. . ... .. . ..

::: ~ :. , Three Rivers #32-32-720 - -.. -

.. -... ... . ... .. .. ... ..... ... ... .

... - ......... .... --.. .................... . .. .: :=:==":r .:. ... "·'·'::':'::::::::V ., ··· =1==='''1 ... .. ... ... ... .. . ... ... .. ... ... ... .. ... .. ... ... .... ..

.. . ... . .... .. ... . ... .. . .. .. ... ... . .. . .. .. ... - . . . . ... . .. ... ... . . ... ... ... . ... .. . . ... .. . . .. .. . - --- -- --- .

- 2014 ... ••


QUEsr~R Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

Energy Services

Gas Sample Analysis

Company : Axia Energy, LLC

Meter Number: TR1642820

Meter Label: THREE RIVERS 16-42-820

Field Name : OURAY

Analyst: PHILLIPS

Cylinder Pressure: 0

Line Pressure: 36

Sample Date: 06/27/2013 at 13 :00:00

Test Dates: 06/27/2013 - 06/27/2013

Flowing Temp: 119°F

Gas Analysis by Chromatograph

NAME MOLE% BTU SG

nitrogen .6053 0 0.0059 methane 94.2948 954.5809 0.5223

co2 .0626 0 0.001 ethane 1.9260 34.1633 0.02

h2s .0000 0 0 propane 2.0381 51.3993 0.031 ibutane .1893 6.1701 0.0038

nbutane .3075 10.0548 0.0062 ipentane .1287 5.1611 0.0032

npentane .1232 4.9501 0.0031 hexanes .1367 6.5164 0.0041

heptanes .1154 6.3647 0.004 octanes .0589 3.6892 0.0023

nonanes .0135 0.9467 0.0006

IDEAL TOTAL: 100 1083.9964 0.6074

Oct 15, 2013 1:57 PM

GPM

o o o

0.515 o

0.5614 0.0619 0.0969 0.0471 0.0446 0.0562 0.0532 0.0302 0.0076

1.474

Gross BTU / Real Cu Ft @ 60°F Gasoline Content

Pressure: 14.73 14.65 15.025 Dry: 1086.6268 1080.711 1108.4427 Sat: 1068.9763 1063.0587 1090.7989

Act. BTU: 1086.6268 1080.711 1108.4427 SpecGrav: 0.6086 0.6086 0.6086

Z: 0.9976 0.9976 0.9975

Sulfer Content

Mercaptans ppm: N/A H2S ppm: N/A

Comments:

Pressure: Propane GPM:

Butane GPM: Gasoline GPM:

26# Gasoline GPM: Total GPM:

Dewpoints

H20 #/mmcf: N/A Hydrocarbon F: N/A

@ psig: N/A

XH'B' T

14.73 0.5614 0.1588 0.2678 0.3742

1.474

QUESTlfR Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

EnergyServices

Gas Sample Analysis

Company: Axia Energy, LLC



Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 48

Sample Date: 07/26/2013 at 08:37:00

Test Dates: 07/26/2013 - 07/26/2013

Flowing Temp: 96°F


NAME MOLEOfo BTU SG

nitrogen ,6148 0 0.0059 methane 85.1141 861.6413 0.4714

co2 .3312 0 0.005 ethane 5.5761 98.9085 0.0579

h2s .0000 0 0 propane 4.4958 113.3805 0.0684 ibutane .6773 22 .0761 0.0136

nbutane 1.5250 49.8652 0.0306 ipentane .4567 18.3144 0.0114



nonanes .0106 0.7433 0.0005

IDEAL TOTAL: 100 1221.4693 0.7001

Oct 15,2013 2:00 PM

GPM

0 0 0

1.4909 0

1.2383 0.2216 0.4807

0.167 0.1803 0.1554 0.1043 0.0495

0.006

4.0939


Pressure: 14.73 14.65 15.025 Dry: 1225.5656 1218.8872 1250.1941 Sat: 1205.5975 1198.9169 1230.2343

Act. BTU: 1225.5656 1218.8872 1250.1941 SpecGrav: 0.7022 0.7021 0.7022

Z: 0.9967 0.9967 0.9966

Sulfer Content


Comments:

Pressure: Propane GPM: Butane GPM:

Gasoline GPM: 26# Gasoline GPM:

Total GPM:

Dewpoints


@ psig: N/A

14.73 1.2383 0.7022 0.7145 1.0063 4.0939

QUESTMR Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352·7292

EnergyServices

Gas Sample Analysis




Field Name:

Analyst: PHILLIPS

Cylinder Pressure : 0

Line Pressure: 46

Sample Date:

Test Dates:

Flowing Temp:

12/11/2013 at 09:06:35

12/11/2013 - 12/11/2013

7°F


NAME MOLE% BTU SG


co2 .4834 0 0.0073 ethane 4.7339 83.9696 0.0491





nonanes .0000 0 0

IDEAL TOTAL: 100 1163.7202 0.6632

Dec 18,2013 11:23 AM

GPM

o o o

1.2657 o

1.0577 0.1996 0.3574 0.1251 0.1122 0.0584 0.0184 0.0037

o 3.1982

Gross BTU / Real Cu Ft @ 60° F Gasoline Content

Pressure: 14.73 14.65 Dry : 1167.1463 1160.7888 Sat: 1148.1519 1141.7924

Act. BTU: 1167.1463 1160.7888 SpecGrav: 0.6649 0.6649

Z: 0.9971 0.9971

Sulfer Content


Comments:

15.025 1190.5911 1171.6042 1190.5911

0.6649 0.997



Total GPM:

Dewpoints


@ psig: N/A

14.73 1.0577 0.557

0.3197 0.4547 3.1982

QUEST.R EnergyServices

Company:

Meter Number:

Meter Label:

Field Name:

Applied Technology Services 1210 D Stree t, Rock Springs, WY 82901 (307) 352-7292

Gas Sample Analysis

Axia Energy, LLC

TR332820

THREE RIVERS 3-32-820

OURAY

Analyst: PHILLIPS


Line Pressure: 46

Sample Date: 12/11/2013 at 09:54:41

Test Dates: 12/11/2013 - 12/11/2013

Flowing Temp: 8°F


NAME MOLE% BTU SG


co2 .2737 0 0.0042 ethane 3.1894 56.5734 0.0331


nbutane .8542 27.931 0.0171 ipentane .3200 12 .8325 0.008

npentane .3200 12 .8575 0.008 hexanes .2319 11.0544 0.0069


nonanes .0021 0.1473 0.0001

IDEAL TOTAL: 100 1127.7976 0.6393

Dec 18,2013 11:24 AM

GPM

0 0 0

0 .8527 0

0.6305 0.1388 0.2692

0.117 0 .116

0 .0953 0 .0637 0.0271 0.0012

2.3116


Pressure: 14.73 14.65 15.025 Dry: 1130.8615 1124.7031 1153.5722 Sat: 1112.4731 1106.3127 1135.191

Act. BTU: 1130.8615 1124.7031 1153.5722 SpecGrav: 0.6408 0.6408 0.6408

Z: 0.9973 0.9973 0.9972

Sulfer Content


Comments:




Dewpoints


@ psig: N/A

14.73 0 .6305 0.4081 0.4489 0.6331 2.3116

QUESTaR Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

EnergyServices

Gas Sample Analysis



Meter Label: THREE RIVERS 08-53 -820

Field Name: OURAY

Analyst: PHILLIPS

Cylinder Pressure : 0

Line Pressure: 40

Sample Date : 08/21/2013 at 08:55:00

Test Dates: 08/21/2013 - 08/21/2013

Flowing Temp: 76°F


NAME MOLE% BTU SG

nitrogen 1.0099 0 0.0098 methane 90.2311 913.4425 0.4998

co2 .2403 0 0.0037 ethane 4.5857 81.3409 0.0476





nonanes .0073 0.5119 0.0003

IDEAL TOTAL: 100 1113.6984 0.6335

Oct 15, 2013 2:23 PM

GPM

o o o

1.2261 o

0.6693 0.0976 0.1846 0.0585

0.058 0.0575 0.0475

0.025 0.0041

2.4281


Pressure: 14.73 14.65 15.025 Dry : 1116.6341 1110.5537 1139.0573 Sat : 1098.4838 1092.4014 1120.9139

Act. BTU: 1116.6341 1110.5537 1139.0573 SpecGrav : 0.6349 0.6349 0.6349

Z: 0.9974 0.9974 0.9973

Sulfer Content


Comments:



Total GPM:

Dewpoints


@ psig: N/A

14.73 0.6693 0.2822 0.2746 0.3854 2.4281

QUESTMR Applied Technology Services 1210 D Sireet, Rock Springs, WY 82901 (307) 352-7292

EnergyServices

Gas Sample Analysis




Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 42

Sample Date: 07/26/2013 at 08:09:00

Test Dates: 07/26/2013 - 07/26/2013

Flowing Temp: 84°F


NAME MOLEOfo BTU SG


co2 .3842 0 0.0058 ethane 7.7978 138.3169 0.081





nonanes .0123 0.8625 0.0005

IDEAL TOTAL: 100 1300.3443 0.7515

Oct IS, 2013 12:47 PM

GPM

0 0 0

2.0849 0

1.8359 0.3182 0.6867

0.212 0.2222 0.1689 0.1052 0.0464 0.0069

5.6873


Pressure: 14.73 14.65 15.025 Dry: 1305.4535 1298.3358 1331.7028 Sat: 1284.1541 1277.0339 1310.4125

Act. BTU: 1305.4535 1298.3358 1331.7028 SpecGrav: 0.7541 0.7541 0.7542

Z: 0.9961 0.9961 0.996

Sulfer Content

Mercaptans ppm: N/ A H2S ppm: N/A

Comments:



Total GPM:

Dewpoints


@ psig: N/A

14.73 1.8359 1.0049 0.8104 1.1435 5.6873

QUESTMR Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

EnergyServices

Gas Sample Analysis




Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 48

Sample Date: 07/26/2013 at 07:59:00

Test Dates: 07/26/2013 - 07/26/2013

Flowing Temp: 88°F


NAME MOLE% BTU SG


co2 .3597 0 0.0055 ethane 6.8197 120.9674 0.0708


nbutane 1.8558 60.6818 0.0372 ipentane .5056 20 .2754 0.0126



nonanes .0183 1.2833 0.0008

IDEAL TOTAL: 100 1262.1131 0.121

Oct IS, 2013 12:54 PM

GPM

0 0 0

1.8234 0

1.5674 0.2723 0.5849 0.1849 0.2002 0.1567 0.0991 0.0465 0.0103

4.9451

Gross BTU I Real Cu Ft @ 60°F Gasoline Content

Pressure : 14.73 14.65 15.025 Dry: 1266.7753 1259.8704 1292.2396 Sat : 1246.1203 1239.2131 1271.5932

Act. BTU : 1266.7753 1259.8704 1292.2396 SpecGrav : 0.7294 0.7294 0.7294

Z: 0.9964 0.9964 0.9963

Sulfer Content


Comments:



Total GPM:

Dewpoints


@ psig: N/A

14.73 1.5674 0.8572 0.7465 1.0523 4.9457

QUEST.R Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352·7292

EnergyServices

Gas Sample Analysis




Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 41

Sample Date: 08/20/2013 at 14:23:00

Test Dates: 08/20/2013 - 08/20/2013



NAME MOLE% BTU SG


co2 .1537 0 0.0023 ethane 3.0875 54.7659 0.0321





nonanes .0655 4.5932 0.0029

IDEAL TOTAL: 100 1102.2789 0.6189

Oel 15,2013 1:10 PM

GPM

o o o

0.8255 o

0.4774 0.0615 0.1116 0.0365 0.0397 0.0624 0.0988 0.0842 0.0368

1.8345


Pressure: 14.73 14.65 Dry: 1105.1006 1099.0834 Sat: 1087.1426 1081.1236

Act. BTU: 1105.1006 1099.0834 SpecGrav: 0.6203 0.6203

Z: 0.9974 0.9975

Sulfer Content


Comments:

15.025 1127.2904 1109.3393 1127.2904

0.6203 0.9974




Dewpoints


@ psig: N/A

14.73 0.4774 0.1731 0.4218 0.5822 1.8345

QUESTIJR Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352·7292

EnergyServices

Gas Sample Analysis

Company : Axia Energy, LLC

Meter Number : TR1624820

Meter Label : THREE RIVERS 16-24-820

Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 41

Sample Date: 08/20/2013 at 14:02:00

Test Dates: 08/20/2013 - 08/20/2013



NAME MOLE% BTU SG


co2 .1577 0 0.0024 ethane 3.8742 68.7203 0.0402





nonanes .0256 1.7952 0.0011

IDEAL TOTAL: 100 1118.8703 0.6334

Oct 15, 20131:10 PM

GPM o o o

1.0358 o

0.698 0.1086 0.2059 0.0627 0.0699 0.0604 0.0481 0.0358 0.0144

2.3398


Pressure: 14.73 14.65 15.025 Dry: 1121.8421 1115.7332 1144.3703 Sat: 1103.6041 1097.4932 1126.1393

Act. BTU: 1121.8421 1115.7332 1144.3703 SpecGrav: 0.6348 0.6348 0.6349

Z: 0.9974 0.9974 0.9973

Sulfer Content

Mercaptans ppm: N/ A H2S ppm: N/A

Comments:



Total GPM:

Dewpoints


@ psig: N/A

14.73 0.698

0.3145 0.3207 0.4489 2.3398

QUESTfjR Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

EnergyServices

Gas Sample Analysis




Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 36

Sample Date:

Test Dates:

Flowing Temp:

12/11/2013 at 07:56:24

12/11/2013 - 12/11/2013

26°F


NAME MOLE% BTU SG


co2 .6739 0 0.0102 ethane 2.4675 43.7684 0.0256





nonanes .0000 0 0

IDEAL TOTAL: 100 1108.6514 0.6322

Dec 18,201311:25 AM

GPM

o o o

0.6597 o

0.6184 0.1453 0.2502 0.0961 0.0856 0.0753

0.05 0.0106

o 1.9911


Pressure: 14.73 14.65 15.025 Dry: 1111.5607 1105.508 1133.8817 Sat: 1093.4962 1087.4415 1115.8241

Act. BTU: 1111.5607 1105.508 1133.8817 SpecGrav: 0.6336 0.6336 0.6336

Z: 0.9974 0.9974 0.9973

Sulfer Content


Comments:

Pressure: 14.73 Propane GPM: 0.6184 Butane GPM: 0.3954

Gasoline GPM: 0.3368 26# Gasoline GPM: 0.4758

Total GPM: 1.9911

Dewpoints


@ psig: N/A

QUESTAR EnergyServices

Company:

Meter Number:

Meter Label:

Field Name:

Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

Gas Sample Analysis

Axia Energy, LLC

TR531820

THREE RIVERS 5-31-820

OURAY

Analyst: PHILLIPS


Line Pressure: 27

Sample Date: 12/11/2013 at 08:40:37

Test Dates: 12/11/2013 - 12/11/2013

Flowing Temp: 1°F


NAME MOLEOfo BTU SG


co2 .3550 0 0.0054 ethane 7.2469 128.5451 0.0752

h2s .0000 0 0 propane 5.2456 132.2899 0.0799 ibutane 1.0049 32.7539 0.0202




nonanes .0003 0.021 0

IDEAL TOTAL: 100 1234.0133 0.7075

Dec 18, 2013 11:26 AM

GPM

0 0 0

1.9376 0

1.4448 0.3288 0.4941 0.1482 0.1392 0.1001 0.0428 0.0125 0.0002

4.6482


Pressure: Dry: Sat:

Act. BTU: SpecGrav:

Z:

14.73 14.65 15.025 1238.2301 1231.4823 1263.1148 1218.0497 1238.2301

0.7097 0.9966

1211.2996 1231.4823

0.7097 0.9966

Sulfer Content

1242.9427 1263.1148

0.7097 0.9965


Comments:



Total GPM:

Dewpoints


@ psig: N/A

14.73 1.4448 0.8228 0.4594 0.6511 4.6482

QUEST.R Applied Technology Services 1210 D Street, Rock Springs, WY 82901 (307) 352-7292

EnergyServices

Gas Sample Analysis




Field Name: OURAY

Analyst: PHILLIPS


Line Pressure: 45

Sample Date:

Test Dates:

Flowing Temp:

12/11/2013 at 09:29:41

12/11/2013 - 12/11/2013

5°F


NAME MOLE% BTU SG


co2 .3094 0 0.0047 ethane 8.3661 148.3974 0.0869





nonanes .0000 0 0

IDEAL TOTAL: 100 1279.9846 0.7369

Dec 18, 2013 11:26 AM

GPM o o o

2.2368 o

1.7329 0.3093 0.6213 0.1943 0.1882 0.1326 0.0698 0.0181

o 5.5035


Pressure: 14.73 14.65 Dry: 1284.7903 1277.7864 Sat: 1263.8341 1256.8278

Act. BTU: 1284.7903 1277.7864 SpecGrav: 0.7394 0.7394

Z: 0.9963 0.9963

Sulfer Content


Comments:

15.025 1310.6195 1289.6722 1310.6195

0.7395 0.9962




Dewpoints


@ psig: N/A

14.73 1.7329 0.9306 0.6287 0.8904 5.5035

~m-~ Three Rivers ~ ;J Estimated Ultimate Recoveries (EUR's) - 12 wells PETROLEUM

Well Name OilEUR Gas EUR

MBO MMcf

Three Rivers #16-42-820 82 641 Three Rivers # 16-43-820 315 311 Three Rivers #32-15-720 130 774

Three Rivers Fed #3-32-820 335 269 Three Rivers Fed #8-53-820 538 251

Three Rivers # 16-21-820 349 224 Three Rivers # 16-22-820 338 236 Three Rivers # 16-23-820 424 888 Three Rivers # 16-24-820 469 595 Three Rivers #36-31-720 187 149 Three Rivers #5-31-820 465 393 Three Rivers #32-32-720 443 247

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit K

EXHIBIT L

~W~ Three Rivers ~ ;:J Three Rivers Gas Disposition PETROLEUM

Gas Disposition Options

• Gas pipeline alternatives .:. Other indu~ ry processes such as Compressed Natural Gas (CNG), Electrical Generation,

Gas-to-liquids (GTL) or Gas Injection ~ All require high capital investment ~ Longer time frame than current estimate for pipeline (up to years vs. months)

.:. Lease use ~ Well is expected to produce more than equipment needs ~ Current production is between 87-210 mcf/d, expected usage is 25-35 mcf/d

• Gas pipeline (preferred option) .:. Planned infrastructure in place and will be connecting to system (1.7 mi tie in currently

under construction) .:. Construction is expected to be finished by April 1, 2014 .:. Cost effective given ability to connect current and future wells in the area

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit L

EXHIBIT M

~I·-I Three Rivers ~ ::J Fl aring Justifi cation PETROLEUM

Flaring Justification • Resource Recovery Impact

.:. Skin damage - relative permeability changes near the well bore

• Economic impact of shutting in wells .:. Value Impact - 12 wells producing nearly 45,000 bbls/month = 1,500 bbls/day

.:. At $80/bbl (realized) this equates to $120,000/day of shut in revenue .:. Potential alternatives to flaring

~ Alternatives require high capital investment ~ Longer time frame than current estimate for pipeline (up to years vs. months)

• Flaring volume limit request is reasonable Well MCF/Month Well MCF/Month Three Rivers #16-42-820 5000 Three Rivers #16-22-820 2500 Th ree Rivers #16-43-820 3000 Three Rivers #16-23-820 9000 Three Rivers #32-15-720 5000 Three Rivers #16-24-820 6000 Three Rivers Fed #3-32-820 2500 Three Rivers #36-31-720 3200 Three Rivers Fed #8-53-820 3000 Three Rivers #5-31-820 4500 Three Rivers #16-21-820 2200 Three Rivers #32-32-720 3000

Ultra Petroleum Docket No. 2014-002; Cause No. 142-10 Exhibit M

ed - utah · ed dec 2 3 2013 secretary, board of oil. gas & mining before the board of oil, gas...

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