Contract
Exhibit 10.119
THE COMPANY HAS REQUESTED AN ORDER FROM THE SECURITIES AND EXCHANGE COMMISSION (THE “COMMISSION”) PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, GRANTING CONFIDENTIAL TREATMENT TO SELECTED PORTIONS. ACCORDINGLY, THE CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS EXHIBIT, AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. OMITTED PORTIONS ARE INDICATED IN THIS EXHIBIT WITH “*****”.
Sunoco, Inc.
000 X. Xxxxxxx
Xxxxx, XX 00000
SUNOCO REFERENCE NO. 502606
This agreement, made and entered into as of February 1, 2000, and between “Buyer” and “Seller” as follows:
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Buyer: |
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Seller: |
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Sunoco, Inc. (R&M) |
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Ladder Energy Company |
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(“SUNOCO”) |
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0000 X. 00xx Xx., Xxx 000 |
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PO Box 2039 |
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Edmond, OK 73013-6676 |
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Xxxxx, XX 00000 |
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WITNESSETH:
WHEREAS, Seller owns or is authorized to sell all of the volumes of crude oil and condensate produced from the properties described in Exhibit “A” attached hereto; and
WHEREAS, Buyer desires to purchase and receive said crude oil and condensate and Seller desires to sell and deliver said crude oil and condensate in accordance with the terms of this agreement;
1. Sale and Purchase. Subject to the provisions hereof, Seller shall sell to Buyer and Buyer shall purchase from Seller all of the crude oil and condensate produced from the properties described in Exhibit “A” attached hereto. Seller hereby commits and dedicates to the performance of this agreement all of the crude oil and condensate produced from the lease(s) included on Exhibit “A” attached hereto. The parties hereto, by mutual consent, may amend this agreement at any time to include additional properties to Exhibit “A”.
2. Term. This agreement shall remain in effect for an initial term of one (1) year, commencing on February 1, 2000, and from month to month thereafter, unless and until terminated by either party upon written notice thereof given thirty (30) days in advance of the end of the primary term of this agreement or any extension thereof.
3. Delivery Point. Delivery shall take place and title shall pass from the Seller to the Buyer when the crude oil passes the outlet flange of the Seller’s lease facility to the receiving equipment of Buyer or Buyer’s designated agent.
4. Warranty of Title and Authority to Sell. Seller hereby warrants and guarantees that the title to the portion of the crude oil sold and delivered hereunder which is owned by Seller is free and clear of all liens and encumbrances and warrants that as to the remaining portion of the crude oil sold and delivered hereunder Seller has the right and authority to sell and deliver said crude oil for the benefit of the true owners thereof. Seller further warrants that the crude oil has been produced, handled, and transported to the delivery point hereunder, in accordance with the laws, rules and regulations of all governmental authorities having jurisdiction thereof. Seller shall indemnify and hold Buyer harmless from and against any and all cost, damage and expense suffered and incurred by reason of any failure of the title so warranted or any inaccuracy in the representation of Seller’s right and authority to sell said crude oil made herein.
5. Price. Sunoco’s posted price for Oklahoma Sweet crude oil (currently Sunoco’s Column 7), in effect on date of delivery, no gravity adjustment, available in Sunoco’s Crude Oil Price Bulletin Summary as published, modified by the net adjustment. Buyer and Seller agree that for all leases listed on the attached Exhibit “A” and any additions thereto during the term of this agreement, the net adjustment will be computed as set forth in Exhibit “A”. The Temporary Marketing Adjustment (T.M.A.) currently equals *****(1) per barrel.
For pricing purposes, the daily volume of crude delivered in each month shall be determined either by reference to delivery tickets or other records showing actual daily deliveries of such crude or, in the absence of such record, shall be deemed to have been delivered m equal daily quantities for each day of the given month.
6. Manner of Payment. Subject to verification of deliveries, payment for crude oil sold and delivered shall be made by (EFT) Electronic Funds Transfer on or about the eleventh (11th) day of the month following the month of delivery. Payment shall be made to the Seller utilizing Buyer’s Division Order excluding taxes.
7. Taxes. Buyer is hereby authorized to withhold from the proceeds allocable to the sale and delivery of crude oil hereunder the amount of severance taxes levied by Indian Tribes, State and Federal Agencies.
8. Prevailing Document. In the event of any conflict between the provisions of this agreement and the provisions of any applicable division order executed in accordance with the terms hereof, the provisions of this agreement shall control.
9. Quality Requirements. If the crude oil shall not meet Sunoco’s Oklahoma Sweet requirements at the delivering point, then Buyer shall have the right to terminate this Crude Oil Purchase Agreement by giving thirty (30) days written notice.
10. General Provisions. The General Provisions attached to this agreement are made a part of this agreement.
ALL SIGNATURES MUST BE WITNESSED
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SUNOCO, INC. (R&M) |
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Witness |
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By |
/s/ Xxxx X. Xxxxxxx |
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Xxxx X. Xxxxxxx |
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/s/ Xxxxxx Xxxxx |
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Title: |
Oklahoma Region Manager |
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SELLER: LADDER ENERGY COMPANY |
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Witness |
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By |
/s/ X X Xxxxxx |
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Title: |
President |
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(1) THE COMPANY HAS REQUESTED AN ORDER FROM THE SECURITIES AND EXCHANGE COMMISSION (THE “COMMISSION”) PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, GRANTING CONFIDENTIAL TREATMENT TO SELECTED PORTIONS. ACCORDINGLY, THE CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS EXHIBIT, AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. OMITTED PORTIONS ARE INDICATED IN THIS EXHIBIT WITH “*****”.
2
EXHIBIT “A”
LADDER ENERGY COMPANY — COPA #502606
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EFF |
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LEASE NAME |
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SUN |
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LEGAL DESC. |
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COUNTY/ST |
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TEMP |
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(-) |
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TRANS |
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(=) |
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NET ADJ |
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*****(2) |
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POSTED |
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02/01/00 |
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XXXXXX #1-20 |
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033662 |
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SEC 20-08N-01E |
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CLEVELAND/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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BOWLING #28-3 |
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033581 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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BOWLING #28-1 |
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033580 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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BOWLING #34-1 |
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033582 |
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SEC 34-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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BOWLING #34-4 |
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033583 |
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SEC 34-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX #1-28 |
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500198 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX #2-28 |
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500199 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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CHURCH #1-21 |
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500192 |
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SEC 21-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX #1-34 |
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500200 |
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SEC 34-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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DAY #1 |
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033584 |
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SEC 25-26N-06W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXX TANK |
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036091 |
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SEC 23-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX 24-1 |
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033585 |
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SEC 24-20N-02W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXXXX “A”-17 |
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400264 |
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SEC 17-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXXXXX 1-8 |
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962619 |
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SEC 08-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX 1-20 |
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003730 |
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SEC 20-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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HEADLINER #1-29 |
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838911 |
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SEC 29-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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HOLDEN #1-27 |
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500201 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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HOLDEN #2-27 |
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500202 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX XXXXX 0-00 |
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000000 |
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XXX 21-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX 1A |
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400885 |
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SEC 26-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX #1-22 |
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500213 |
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SEC 22-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX #2-27 |
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500206 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX #2A-27 |
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500204 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX #2B-27 |
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500207 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX #28-3 |
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033586 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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K XXXX #28-1 |
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033587 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX #3-26 |
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500208 |
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SEC 26-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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LAMB #1-35, 2-35 |
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500212 |
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SEC 35-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX 1-20 |
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003731 |
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SEC 20-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX #16-1 |
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033588 |
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SEC 16-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX #00-0 XXXX 0 |
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000000 |
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XXX 00-00X-00X |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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M.A.S. 1-29 |
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003733 |
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SEC 29-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXXX 1-29 |
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003732 |
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SEC 29-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXX XXXXX 1-29 |
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967639 |
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SEC 29-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX 1-29 |
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500214 |
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SEC 29-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX #1-28 |
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500216 |
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SEC 28-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXXX 1-19 |
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003734 |
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SEC 19-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXX XXXXXXX 1-28 |
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018996 |
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SEC 28-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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SNOWSHOE #1-29 |
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883406 |
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SEC 29-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX #1-27 |
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500193 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX #2-27 |
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500194 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX #3-27 |
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500218 |
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SEC 27-26N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXX 1-8 |
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887332 |
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SEC 08-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXX 1-21 |
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968421 |
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SEC 21-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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02/01/00 |
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XXXXXXX #1-16 |
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405775 |
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SEC 16-25N-05W |
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GRANT/OK |
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$ |
***** |
(2) |
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$ |
0.00 |
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$ |
***** |
(2) |
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COL. 7 |
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(2) THE COMPANY HAS REQUESTED AN ORDER FROM THE SECURITIES AND EXCHANGE COMMISSION (THE “COMMISSION”) PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, GRANTING CONFIDENTIAL TREATMENT TO SELECTED PORTIONS. ACCORDINGLY, THE CONFIDENTIAL PORTIONS HAVE BEEN OMITTED FROM THIS EXHIBIT, AND HAVE BEEN FILED SEPARATELY WITH THE COMMISSION. OMITTED PORTIONS ARE INDICATED IN THIS EXHIBIT WITH “*****”.
