PETROLEUM DEVELOPMENT CORPORATION 3,750,000 Shares of Common Stock, par value $0.01 per share Underwriting AgreementPetroleum Development Corp • August 12th, 2009 • Drilling oil & gas wells • New York
Petroleum Development Corporation, a Nevada corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 3,750,000 shares of Common Stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 562,500 shares of Common Stock, par value $0.01 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock, par value $0.01 per share, of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”. The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase one shares of our Common Stock. The Rights are to be issued pursuant to a Rights Agreement (the “Rights Agreement”) dated as o
