OIL AND GAS LEASE AUCTION

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					1 OIL AND GAS LEASE AUCTION AND MINERAL SALE NOTICE TO BIDDERS: Please note that the deadline to submit sealed bid(s) on all lease/ mineral tracts is ___________________,2009. Sealed bid auction (Part I, opening of sealed bids) to occur on ________________, 2009. The time within which to complete all due diligence (verify title, satisfy bonus monies) is 25 days from the close of auction. Attached hereto is an Inventory which contains all of the Tracts being offered for lease and the minerals being offered for sale. All of the terms and conditions are set forth below. Buonaparte Auctions, LLC, has secured the rights from mineral interest owners to offer for sale and lease certain mineral interests as described on the exhibits attached hereto, Exhibit “A” being an inventory of the minerals being offered for lease, and Exhibit “B” being an inventory of minerals offered for sale. The minerals being offered for lease will be leased on the Oil and Gas Lease form attached hereto as Exhibit “C,” or evidenced by a copy of the executed lease held in escrow by Landowners Abstract & Title Corporation. The lease will provide for a three year primary term, and a two year option for extension and a royalty stipulated in said lease, and disclosures on Exhibit “A”, normally 25%. Certain minerals described on the Inventory attached as Exhibit “A” will be subject to special terms and conditions to be attached to the Oil and Gas Leases. Any special terms are delineated by looking at a copy of the lease and attachments to the lease. The minerals will be offered for sale and lease by sealed bid to be submitted on or before ______________, 2009, at ______ p.m. The terms and conditions of the auction are set forth on the exhibit attached hereto, entitled “Terms and Conditions of August 29th, 2008 Auction.” The inventories of minerals set forth on Exhibits “A” attached hereto each provide for a minimum bid. Any bid being offered to lease minerals must be for bonus money consideration at or in excess of the minimum bid specified, as to minerals offered for lease, on Exhibit “A”, and for not less than the minimum sales price delineated on Exhibit “A,” as to the minerals being offered for sale. This auction is being offered so to allow the companies active in the respective areas to acquire a large block of minerals at one time. Please direct any questions you may have to Billy C. Bowden at 318-344-1920 or info@Buonaparteauctions.com. The results of the auction will only be shared with the individual leaseholders and their respective winning bidders. There is an after auction function taking place at Superior Steakhouse in Shreveport, Louisiana on ____________, 2009 at _______ pm CST, and results will only be shared to the aforementioned parties (in attendance) at that time. Please join us if desired or contact us in the case you have any questions. 1 of 9

Notice to Bidders –

TERMS AND CONDITIONS OF AUGUST 29TH, 2008 AUCTION, TO-WIT: 1. Minerals will be offered for lease upon the form of the Oil and Gas Lease attached hereto as Exhibit “A” and incorporated herein by reference, which shall provide for a three year primary term and an additional two year option and a royalty, as evidenced by landowners lease held in escrow. Normally the royalty is set at 25%, please refer to the Exhibit “A” and/or the copy of the mineral lease held in escrow. The terms of the Oil & Gas Leases are listed by Tract number (#). There are also other special conditions in certain Tracts and these conditions are explained on those Tracts and documents held in escrow. 2. All bids will be for bonus money at or in excess of the minimum bonus specified, only, as to the minerals offered for lease on Exhibit “A.” All bids will be at or in excess of the minimum bid specified. 3. All bids are to be made on the form attached hereto and must be received at the following address no later than ______________, 2009, at _________ p.m. Bids may be received by email or fax at the addresses provided below, however, ten percent (10%) of the bid price must be received at the physical address provided on or before _______________, 2009, at ____________ p.m., which said ten percent (10%) shall be deposited in the escrow account at Chase of Shreveport, Louisiana, in the name of Landowners Abstract & Title Corporation Escrow Oil and Gas Auctions, account #XXXXX1538. Please call for wire instructions and account information with escrow notice. The e-mail address, fax number and physical address of the escrow company are designated as follows, to-wit: Contact persons: Email: Phone: Fax No.: Physical Address: Donald L. Wilson, Escrow Officer Renee D. Frazier, Escrow Officer renee@landownersabstract.com 318-752-4000 318-752-4001 707 Benton Rd., Suite 125 Shreveport, Louisiana 71101

4. All checks will be returned by regular mail to the unsuccessful bidders, by placing same in the United States Mail on the next business day. 5. The results of the bids will only be presented to the individual leaseholders and their respective winning bidder on the ______th day of _____________, 2009, at ____________p.m., at Superior Steakhouse in Shreveport, Louisiana. If you are unable to attend we will release the information via email or by phone, and only to the involved parties. 6. The minerals offered for lease and sale are offered “as is,” and “whereas,” and are offered without warranty of title, or any other warranty, expressed or implied. The net mineral interest acreage and ownership has been provided by the respective mineral interest owners. 7. The successful bidder shall have 25 days from the close of the sealed bid auction, on _____________________, 2009 at 5:00 p.m., to verify title and to satisfy the balance of the bonus money bid for the property. The Oil and Gas Lease will name the entity designated by the 2 of 9

successful bidder as the Lessee and will be available for delivery upon satisfaction of the balance of the bonus money. 8. The successful bidder will be provided legal descriptions and any other information provided by the mineral interest owner and a copy of the mineral interest contract relating to the Tract successfully bid upon. The successful bidder shall have 25 days from the close of the sealed bid auction, if it wishes, to verify title and to satisfy the balance of the bonus money bid for the property. In the case that the successful bidder believes the respective Tract to be less minerals in quantity than bid upon, such successful bidder shall provide title information to Buonaparte Auctions LLC, to verify the net mineral acreage. 1In case that a dispute arises as to the number of net mineral acres owned by a mineral interest owner, an uninterested third party, abstract company in land titles, or a title attorney shall examine the title and its determination shall be binding upon owner, Buonaparte and the successful bidder. 9. The successful bidder shall deliver certified or wired funds representing the balance due and owing, payable to 1Landowners Abstract & Title Corp. Escrow Oil and Gas Auctions with account number XXXXX1538 with Chase Bank, Shreveport, Louisiana and the respective Oil and Gas Leases shall be delivered upon receipt thereof, which said Oil and Gas Leases shall be duly and properly executed, in accordance with the laws of the State of Louisiana. 10. In the case of default by a successful bidder, the ten percent (10%) deposit paid by the successful bidder shall be retained and 1treated as liquidated damages. The monies so retained shall be divided 50% between Buonaparte and 50% with the property owner, less the fees due to the escrow agent, Landowners Abstract & Title Corporation. 11. In the case of failure of a mineral interest owner to correctly execute an Oil and Gas Lease as agreed upon, the ten percent (10%) deposited by the successful bidder may be refunded, or, the successful bidder and Buonaparte Auctions, LLC, may prosecute an action for specific performance against the respective mineral interest owner, which said action shall be prosecuted in the name of and for the benefit of the successful bidder. 12. Buonaparte Auctions, LLC, assumes no liability of whatever kind for the auction transaction to be held pursuant to the terms and conditions hereof, and offers the mineral interests for lease or sale as a broker only, and is not an agent for either the bidder or the mineral interest owner. 13. Should you have any questions regarding the conducting of this auction or the terms and conditions as specified hereinabove please call Billy C. Bowden at Buonaparte Auctions, LLC at 318-344-1920.

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Exhibit “A” Inventory of Minerals offered for lease

Parish

Section

Township Range Net Mineral Acres Description

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Exhibit “B” Inventory of Minerals offered for sale

Parish

Section

Township Range Net Mineral Acres Description

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OIL AND GAS LEASE (PAID UP)
AGREEMENT, Made and entered into this , and between _______ __day of __, 20 09

Exhibit C

Party

of the first part, hereinafter called lessor (whether one or more), and ______________________________________________ ________, Party of the second part, hereinafter called lessee. 1. WITNESSETH. That the said lessor, for and in consideration of ONE OR MORE DOLLARS, cash in hand paid, receipt of which is hereby acknowledged and of the covenants and agreements hereinafter contained on the part of lessee to be paid, kept and performed, has granted, demised, leased and let and by these presents does grant, demise, lease and let unto the said lessee, for the purpose of exploring by geophysical and other methods, mining, drilling, and operating and producing for oil (including but not limited to distillate and condensate), gas (including casinghead gas and helium and all other constituents), and for laying pipelines, storing oil, building tanks, power stations, and other structures thereon, to produce, save, and take care of said products manufactured therefrom, the following described land, together with any reversionary rights therein, situated; in the Parish of

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, State of Louisiana, to- wit;

, Township , Range , and containing acres, more or less. It is agreed that this lease shall remain in force for a term of THREE_ years from date (herein called primary term) and as long thereafter as oil and gas, or either of them, is produced from said land by the lessee. Lessee is hereby given the option to be exercised on or before the expiration of the primary term of this lease, of extending this lease for an additional two (2) years as long as all or any portion of the acreage then held there under which would expire unless so extended, the only action required by the lessee or their assigns to exercise this option be the payment to lessors as stated within this lease. The additional sum equal to the original bonus amount paid for the execution of this lease per mineral acre so extended. If this lease is extended only as to a portion of the acreage then covered thereby Lessee shall designate such portion by recorded instrument. The right of Lessee to extend this lease as provided herein is at the option of Lessee and not a obligation. In consideration of the premises the said lessee covenants and agrees: 1st. To deliver to the credit of lessor free of cost, in the pipe line to which it may connect its wells, the part of all oil (including but not limited to condensate and distillate) produced and saved from the leased premises. 2nd. To pay lessor for gas of whatsoever nature and kind (with all of its constituents) produced and sold or used off the leased premises, or used in the manufacture of products therefrom, of the gross proceeds received for the gas sold, used off the premises, or in the manufacture of products therefrom, said payments to be made monthly. During any period (whether before or after expiration of the primary term hereof) when gas is not being sold or used and the well or wells are shut in and there is no current production of oil or operations on said leased premises sufficient to keep this lease in force, lessee shall pay or tender a royalty of One Dollar ($1.00) per year per mineral acre retained hereunder, such payment or tender to be made, on or before the anniversary date of this lease next ensuing after the expiration of ninety (90) days from the date such well is shut in and thereafter on the anniversary date of this lease during the period such well is shut in, to the royalty owners. When such payment or tender is made it will be considered that gas is being produced within the meaning of the entire lease. 3rd. To pay Lessor for gas produced from any oil well and used off the premises, or for the manufacture of casing-head gasoline or dry commercial gas, of the gross proceeds, at the mouth of the well, said payments to be made monthly. If the Lessee shall commence to drill a well or commence reworking operations on an existing well within the term of this lease or any extension thereof, or on acreage pooled therewith, the Lessee shall have the right to drill such well to completion or complete reworking operations with reasonable diligence and dispatch, and if oil or gas, or either of them, be found in paying quantities, this lease shall continue and be in force with like effect as if such well had been completed within the term of years first mentioned. Lessee is hereby granted the right at any time and from time to time to unitize the leased premises or any portion or portions thereof, as to all strata or any stratum or strata, with any other lands as to all strata or any stratum or strata, for the production primarily of oil or primarily of gas with or without distillate. However, no unit for the production primarily of oil shall embrace more than 40 acres, or for the production primarily of gas with or without distillate more than 640 acres; provided that if any governmental regulation shall prescribe a spacing pattern for the development of the field or allocate a producing allowable based on acreage per well, then any such unit may embrace as much additional acreage as may be so prescribed or as may be used in such allocation of allowable. Lessee shall file written unit designations in the parish in which the leased premises are located. Operations upon and production from the unit shall be treated as if such operations were upon or such production were from the leased premises whether or not the well or wells are located thereon. The entire acreage within a unit shall be treated for all purposes as if it were covered by and included in this lease except that the royalty on production from the unit shall be as below provided, and except that in calculating the amount of any shut in gas royalties, only the part of the acreage originally leased and then actually embraced by this lease shall be counted. In respect to production from the unit, lessee shall pay lessor, in lieu of other royalties thereon, only such proportion of the royalties stipulated herein as the amount of this acreage placed in the unit, or his royalty interest therein on an acreage basis, bears to the total acreage in the unit. If said lessor owns a less interest in the above described land than the entire and undivided fee simple estate therein, then the royalties herein provided shall be paid to the lessor only in the proportion which his interest bears to the whole undivided fee. Lessee shall have the right to use, free of cost, gas, oil and water produced on said land for its operations thereon, except water from wells or ponds and streams of lessor. When requested by the lessor, lessee shall bury his pipelines 36 inches to the top of the pipeline. No well shall be drilled nearer than 200 feet to the house or barn now on said premises, without the written

of Section

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consent of the lessor. Lessee shall pay for all damages caused by its operations on said land. Lessee shall have the right at any time to remove all machinery and fixtures placed on said premises, including the right to draw and remove casing. At the end of the expiration of the primary term hereof, this lease shall automatically terminate as to all of the leased premises except lands located within the boundaries of a proration unit, drilling unit, spacing unit, or pooled unit, as the case may be, on which is then located a well producing in paying quantities, whether actually producing or shutin, or upon which operations are then being conducted in accordance with this lease; and, as to all depths below one hundred feet (100’) below the stratigraphic equivalent of the deepest producing formation on the leased premises or on land pooled therewith, unless this lease is otherwise maintained as to such outside lands or deeper depths as may elsewhere be provided herein. Lessee shall not shut-in any gas well for more than one year without the written consent of Lessor, said consent shall not be unreasonably withheld. It is agreed between the Lessor and Lessee that, notwithstanding any language herein to the contrary, all oil, gas or other proceeds accruing to the Lessor under this lease or by state law shall be without deduction for the cost of producing, gathering, storing, separating, treating, dehydrating, compressing, processing, transporting, and marketing the oil, gas, and other products produced hereunder to transform the product into marketable form. If the estate of either party hereto is assigned, and the privilege of assigning in whole or in part is expressly allowed, the covenants hereof shall extend to their heirs, executors, administrators, successors or assigns. However, no change or division in ownership of the land or royalties shall enlarge the obligations or diminish the rights of lessee. No change in ownership of the land or royalties shall be binding on the lessee until after the lessee has been furnished with a written transfer or assignment or a true copy thereof. In case lessee assigns this lease, in whole or in part, lessee shall be relieved of all obligations with respect to the assigned portion arising subsequent to the date of assignment. All express or implied covenants of this lease shall be subject to all Federal and State Laws, Executive Orders, Rules and Regulations, and this lease shall not be terminated, in whole or in part, nor lessee held liable in damages, for failure to comply therewith, if compliance is prevented by, or such failure is the result of any such Law, Order, Rule or Regulations This lease shall be effective as to each lessor on execution hereof as to his or her interest and shall be binding on those signing, notwithstanding some of the lessors above named may not join in the execution hereof. The word “Lessor” as used in this lease means the party or parties who execute this lease as lessor, whether or not named above. Lessee may at any time and from time to time, surrender this lease as to any part or parts of the leased premises by delivering or mailing a release thereof to lessor, or by placing a release of record in the proper Parish. Lessor agrees that the lessee shall have the right at any time to redeem for lessor by payment, any mortgages, taxes or other liens on the above described lands, in the event of default of payment by lessor, and be subrogated to the rights of the holder thereof. IN TESTIMONY WHEREOF, we sign this the , 20 09 day of

________________________________________________________ ___________________________________________

STATE OF (ACKNOWLEDGMENT FOR INDIVIDUAL) PARISH OF

} } ss. } ____ day of

Before me, the undersigned, a Notary Public, in and for said Parish and State, on this , 2009, personally appeared

to me known to be the identical person who executed the within foregoing instrument, and acknowledged to me that executed the same as free and voluntary act and deed, for the uses and purposes therein set

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forth. IN WITNESS WHEREOF, I have hereunto set my official signature and affixed my official seal the day and year first above written.

Notary Public My commission expires

STATE OF ___________________ } } ss. CORPORATION) PARISH OF } , before (ACKNOWLEDGMENT FOR

On this day of , 20 me, the undersigned, a Notary Public, in and for the Parish and State aforesaid personally appeared

to me known to be the identical person who subscribed the name of the maker thereof to the foregoing instrument as its and acknowledged to me that executed the same as free and voluntary act and deed and as the free and voluntary act and deed of such corporation, for the uses and purposes therein set forth. Given under my hand and seal of office the day and year last written above.

Notary Public My commission expires

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