PETROLEUM DEVELOPMENT CORPORATION 6,500,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 16th, 2012 • Petroleum Development Corp • Crude petroleum & natural gas • New York
Petroleum Development Corporation, a Nevada corporation (the “Company”) confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“BofA Merrill Lynch”), J.P. Morgan Securities LLC and Wells Fargo Securities, LLC and each of the other Underwriters named in Exhibit A hereto (collectively, the “Underwriters”, which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom BofA Merrill Lynch, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company of a total of 6,500,000 shares (the “Initial Securities”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of Initial Securities set forth in said Exhibit A hereto, and with respect to the grant by the Company to the Underwrit
