EXHIBIT 1
AGREEMENT REGARDING JOINT FILING UNDER
SECTION 13(d) OF THE EXCHANGE ACT
FOR VALUE RECEIVED, the undersigned, effective as of February 6,
2001, hereby agree as follows:
1. Joint Filing Authorization. Each party hereto authorizes
XXXXXXXXXX XXXXXX to file on their behalf with the Securities & Exchange
Commission (the "SEC"), all appropriate exchanges and other appropriate parties,
as a joint filing for all of the undersigned parties pursuant to Rule 13d-1(k),
a statement of their beneficial ownership of the Common Stock, $1.00 par value
per share of EQUITY OIL COMPANY (the "Company") on Schedule 13D as promulgated
by the SEC, including any pertinent amendments thereto, and including, where
applicable, additions or deletions to the group represented by the undersigned.
2. Power of Attorney.
Each of Edelman Value Partners, L.P., Edelman Value Fund, Ltd.,
Xxxxx X. Xxxxxxx & Associates LLC, individually and as Investment Manager of
Edelman Value Fund, Ltd., Wimbledon Edelman Select Opportunities Hedged Fund,
Ltd., Weston Capital Management LLC, Wimbledon Fund Ltd., Edelman Select
Opportunities Hedged Class Shares, X.X. Xxxxxxx Management Company, Inc.,
individually and in its capacity as General Partner of Edelman Value Partners,
L.P., and Xxxxx X. Xxxxxxx, hereby designates and appoints XXXXXXXXXX XXXXXX as
their attorney-in-fact, to take all actions and to execute all documentation in
their stead and on their behalf necessary or prudent to effectuate the joint
filings relating to the Company contemplated by this Agreement, until revoked in
writing by the party.
3. Binding on Heirs, Representatives, Successors and Assigns. This
Agreement shall be binding upon the undersigned and their respective heirs,
representatives, successors and assigns.
/s/ Xxxxx X. Xxxxxxx
________________________________________________
Xxxxx X. Xxxxxxx
EDELMAN VALUE PARTNERS, L.P.,
a Delaware limited partnership
By: X.X. Xxxxxxx Management Company, Inc., a
New York corporation, General Partner
By: /s/ Xxxxx X. Xxxxxxx
__________________________________________
Xxxxx X. Xxxxxxx, President
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EDELMAN VALUE FUND, LTD.,
a British Virgin Islands corporation
By: Xxxxx X. Xxxxxxx & Associates LLC, its Its
Investment Manager
By: /s/ Xxxxx X. Xxxxxxx
___________________________________________
Xxxxx X. Xxxxxxx, Managing Member
X.X. XXXXXXX MANAGEMENT COMPANY, INC.,
a New York corporation
By: /s/ Xxxxx X. Xxxxxxx
___________________________________________
Xxxxx X. Xxxxxxx, President
XXXXX X. XXXXXXX & ASSOCIATES LLC,
a limited liability company
By: /s/ Xxxxx X. Xxxxxxx
___________________________________________
Xxxxx X. Xxxxxxx, Managing Member
WIMBLEDON EDELMAN SELECT OPPORTUNITIES HEDGED FUND,
LTD., a Bahamian corporation
By: /s/ Xxxxxxxx X. Xxxxxxxx
___________________________________________
Xxxxxxxx X. Xxxxxxxx, Director
WIMBLEDON FUND, LTD., EDELMAN SELECT OPPORTUNITIES
HEDGED CLASS SHARES, a Bahamian corporation
By: /s/ Xxxxxxxx X. Xxxxxxxx
___________________________________________
Xxxxxxxx X. Xxxxxxxx, Director
WESTON CAPITAL MANAGEMENT LLC
By: /s/ Xxxxxxx Xxxxxxx
___________________________________________
Xxxxxxx Xxxxxxx, Chief Financial Officer
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