Alaska Logo
Department of Commerce, Community, and Economic Development
Alaska Oil and Gas Conservation
Commission
Loading...
HomeMy WebLinkAboutCO 044 ACONSERVATION ORDER 44A Middle Ground Shoal 1. August 16, 2016 Hilcorp Alaska, LLC application to amend CO 44 2. August 19, 2016 Notice of Public Hearing, Affidavit of Publication, Email list, bulk mail list 3. September 20, 2016 Transcript, Exhibit and sign in sheet STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION C( 333 West 7th Avenue Anchorage Alaska 99501 Re: THE APPLICATION OF Hilcorp Alaska, LLC ) Docket Number: CO -16-016 to amend Conservation Order 44 Middle Ground ) Conservation Order No. 44A Shoal Field ) Middle Ground Shoal Unit Middle Ground Shoal Field Middle Ground Shoal Oil Pool Middle Ground Shoal Gas Pool Kenai Borough, Alaska January 12, 2017 IT APPEARING THAT: 1. By application received August 17, 2016, Hilcorp Alaska, LLC (Hilcorp), as owner and operator of the Middle Ground Shoal (MGS) Field, requested an amendment to Conservation Order No. 44 (CO 44) to modify the Affected Area of the order, eliminate spacing requirements, combine the existing oil pools into a single oil pool, and define a new gas pool. Hilcorp also requested several other minor modifications to the existing order. 2. Pursuant to 20 AAC 25.540, the Alaska Oil and Gas Conservation Commission (AOGCC) scheduled a public hearing for September 20, 2016. 3. On August 18, 2016, the AOGCC published notice of that hearing on the State of Alaska's Online Public Notice website and on the AOGCC's website, electronically transmitted the notice to all persons on the AOGCC's email distribution list, and mailed printed copies of the notice to all persons on the AOGCC's mailing distribution list. On August 19, 2016, the notice was published in the ALASKA DISPATCH NEWS. 4. No comments on the application were received. 5. The hearing commenced at 9:00 a.m. on September 20, 2016. Evidence was received from representatives of Hilcorp. 6. The record was closed after the hearing. FINDINGS: 1. CO 44 was issued on July 19, 1967.' 2. The MGS Field was originally operated by two separate companies. The southern portion of the field around the Dillon platform was unitized as the South Middle Ground Shoal Unit (SMGSU). The remainder of the field was not unitized. 3. In 2015, Hilcorp became sole owner and operator of the MGS Field. 4. On May 12, 2016, Hilcorp applied to the Department of Natural Resources (DNR) to expand the SMGSU to cover the entire MGS Field and to rename the expanded unit as the Middle Ground Shoal Unit (MGSU). 5. On September 21, 2016, DNR approved Hilcorp's request to expand and rename the unit. 'The Affected Area of CO 44 was modified by CO 53 on September 7, 1967, and further modified by CO 54 on October 12, 1967. CO 44A January 12, 2017 Page 2 of 6 6. Hilcorp has applied to modify the Affected Area of CO 44 so that it matches the current MGSU boundaries. The primary change would be in the southern portion of the MGS Field where the SMGSU has been contracted over the years. 7. Rule 1 of the current CO prohibits more than two wells being completed in a governmental quarter section. Because of this requirement, 51 spacing exceptions have been issued for the MGS Field. 8. Rule 1 was written based on old drilling practices using vertical wells. Current drilling practices make frequent use of highly deviated and horizontal wells that do not fit into the established well spacing rule. 9. The MGS Field is mature. The size of infill drilling targets is now smaller than the 80 acres envisioned in CO 44. 10. Hilcorp proposes that there be no well spacing restrictions within the modified Affected Area except, a. no gas well shall be drilled or completed less than 1,500 feet from the exterior boundary of the Affected Area unless the owner and landowner are the same on both sides of the line; b. no oil well shall be drilled or completed less than 500 feet from the exterior boundary of the Affected Area unless the owner and landowner are the same on both sides of the line; and C. on written request by the Operator, the AOGCC may administratively consider and approve modifications to well spacing when justified. IL Rule 2 defines seven oil pools (MGS Oil Pools A through F) within the MGS Field, but does not define any gas pools. 12. Historically, the field has been operated—and production has been reported—as follows: MGS A; MGS B, C, and D (commingled); and MGS E, F, and G (commingled). 13. Hilcorp proposes combining all seven oil pools into a single oil pool. Hilcorp also proposes to establish a new gas pool that lies shallower than the oil pool and encompasses all potentially productive gas sands. 14. There are three distinct gas bearing intervals identified in the MGS Field area, these are identified by Hilcorp in the MGS-18746-1 well as the: a. Upper Gas Interval, which extends from 1,459 feet measured depth (MD) to the coal 31 marker at 5,126 feet MD; b. Middle Gas Interval, which extends from the coal 31 marker to the coal 41 marker at 6,437 feet MD; and C. Lower Gas Interval, which extends from the coal 41 marker to the top of the proposed oil pool at 7,016 feet MD. 15. Gas sands in the Cook Inlet basin tend to be laterally discontinuous and require more than one well per governmental section in order to maximize ultimate recovery. 16. Only the Middle Gas Interval has produced gas, approximately 16 BSCF to date, and this interval is estimated to be 60% depleted. The Upper Gas Interval has reported gas shows, but no production. The Lower Gas Interval has no reported gas shows and no production. CO 44A January 12, 2017 Page 3 of 6 17. Rule 3 allows the downhole commingling of oil production referenced in Finding 12 above but prohibits all other downhole commingling of production. Similar restrictions apply to downhole commingling of injection for EOR purposes. 18. There have been in excess of 15 separate downhole commingling authorizations for individual wells issued for the MGS Field. These authorizations have approved all possible variations of downhole commingling. 19. The MGS has produced for nearly 50 years. Production peaked at about 45 thousand barrels of oil per day (MBOPD) in June 1968, and has declined to less than 2 MBOPD today. Few wells are currently producing more than 100 barrels of oil per day (BOPD), and the top producer is approximately 225 BOPD. Cumulative production is approximately 200 million barrels of oil. All production is currently assigned to the MGS E, F, and G Oil Pools. 20. Hilcorp proposes eliminating the rules regarding downhole commingling of production and injection since downhole commingling would no longer be a concern if the seven oil pools are combined into a single oil pool. 21. Rule 5 approves the drilling of a lease -line well between two separate leases in the MGS Field. Hilcorp proposes eliminating this rule as it is no longer relevant since the entire field has been unitized. 22. Rule 6 contains a clause that authorizes the AOGCC to approve administratively: a. conversion of a well to or from injection service; b. drilling of an injection well; C. drilling of wells not otherwise authorized by CO 44; and d. downhole commingling of production or injection in a wellbore. 23. Rule 6 predates AOGCC's adoption of an underground injection control program. 24. Rule 7 provides specific casing requirements for the MGS Field. Hilcorp proposes to repeal these requirements and follow statewide casing and cementing requirements. It also proposes an alternative method of using cement bond logs or water flow logs for demonstrating zonal isolation on a case-by-case basis. 25. Rules 8 and 9 prescribe a bottom -hole pressure survey requirement and a gas -oil ratio test requirement for all producing wells that have very specific testing procedures. 26. Hilcorp proposes to eliminate the bottom -hole pressure testing rule because the field is mature and information for reservoir management purposes is available from other reports required by regulations. 27. Hilcorp proposes to eliminate the gas -oil ratio testing rule because regulations already require every producing well to be tested at least monthly and production be allocated to each individual well accordingly. CO 44A January 12, 2017 Page 4 of 6 CONCLUSIONS: 1. Modifying the Affected Area to coincide with the current unit boundary is appropriate because that unit boundary conforms to the known productive limits of the MGS Field development. 2. Eliminating interwell spacing requirements for the MGS Field will make further development of the field more viable and lead to increased recovery. 3. Correlative rights will be protected by restricting oil and gas wells from being completed within 500 and 1,500 feet, respectively, of a property line unless the owner and landowner is the same on both sides of the line. 4. Maintaining seven distinct oil pools in the mature MGS Field provides no benefit for reservoir management and monitoring, may hinder further development of the field and may reduce ultimate recovery. 5. Establishing a new gas pool with rules governing development of the shallow gas sands in the MGS Field will allow more efficient development and improve ultimate recovery. 6. Because the Lower Gas Interval within the new gas pool has no reported gas shows and no production it should not be included. 7. Combining the existing seven oil pools into a single oil pool will eliminate the need for a rule that governs commingling. 8. Eliminating the lease -line well rule of Rule 5 is appropriate because the Affected Area will correspond to a single unit managed by a single operator. 9. Replacing Rule 6 with AOGCC's standard administrative approval rule will simplify administration of the MGS Field. 10. The AOGCC's existing regulations concerning casing and cementing of wells ensure proper well construction and integrity, and prevent migration of fluids between zones. Hilcorp's proposed revision to address zonal isolation in instances where a well cannot be cemented in accordance with the regulations will ensure proper isolation of zones that are capable of flow. 11. Due to the maturity of the MGS field Rule 8 provides little, if any, reservoir management and monitoring benefit over reporting already required by regulations. 12. Current regulations eliminate the need for a rule that governs gas -oil ratio tests NOW THEREFORE IT IS ORDERED: The development and operation of the Middle Ground Shoal Oil Pool and the Middle Ground Shoal Gas Pool are subject to the following rules and the statewide requirements under 20 AAC 25 to the extent not superseded by these rules. Conservation Orders 44, 53, 54, 56, 62, 66, 89, 99, 163, and 236 are hereby superseded by this order and their records incorporated by reference into this order. All Administrative Approvals issued under CO 44, except CO 44.11, are hereby revoked. CO 44A January 12, 2017 Page 5 of 6 Affected Area: Seward Meridian Township 7 North, Range 13 West Section 10: NE 1/4 ofNE1/4 Section 11: NW l/4 of N W 1 /4 Section 2: WI/2 of NEI/4, N W l /4, and SWI /4 Section 3: SETA ofNEI/4 and El/2 of SEI/4 Township 8 North, Range 12 West Sections 6-7: All Township 8 North, Range 13 West Sections 1-2: All Sections 11-15: All Sections 22-26: All Section 35: Nel/4, NWI/4, SWIA, and WI/2 of SE 1/4 Township 9 North, Range 12 West Section 19: SEI/4 of SWIA and SWI/4 of SETA Sections 30-31: All Township 9 North, Range 13 West I Sections 25 and 36: All Rule 1 Well Spacine (Revised this order) There shall be no well spacing restrictions within the Affected Area, except: No gas well shall be drilled or completed less than 1,500 feet from the exterior boundary of the Affected Area unless the owner and landowner are the same on both sides of the line. No oil well shall be drilled or completed less than 500 feet from the exterior boundary of the Affected Area unless the owner and the landowner are the same on both sides of the line. Rule 2 Pool Designation (Revised this order) The Middle Ground Shoal Oil Pool shall comprise the oil-bearing intervals common to and correlating with the interval between the measured depth of 5,419 feet and 9,198 feet in well MGS State 17595-4 (Permit to Drill Number 164-006). The Middle Ground Shoal Gas Pool shall comprise the gas -bearing intervals common to and correlating with the interval between the measured depth of 1,459 feet and 6,437 feet in well MGS State 18746-1 (Permit to Drill Number 165-022). Rule 3 Permissible Commingling (Repealed this order) Rule 4 Fluid Infection (Repealed this order) Rule 5 Lease Line Well (Repealed this order) Rule 6 Administrative Approval (Renamed and revised this order) Upon proper application, or its own motion, and unless notice and public hearing are otherwise required, the Commission may administratively waive the requirements of any rule stated herein or administratively amend this order as long as the change does not promote waste orjeopardize correlative rights, is based on sound engineering and geoscience principles, and will not result in an increased risk of fluid movement into freshwater aquifers. CO 44A January 12, 2017 Page 6 of 6 Rule 7 Casine and Cementing Requirements (Revised this order) Wells shall be completed in accordance with the provisions of 20 AAC 25.030. Due to significant loss zones previously encountered in the intermediate casing of some wells, alternative methods (cement bond log or water flow log) may be considered by the AOGCC on a case-by-case basis as an alternative means to validate zonal isolation. Rule S Bottom Hole Pressure Surveys (Repealed this order) Rule 9 Gas -Oil Ratio Tests (Repealed this order) DONE at Anchorage, Alaska and dated January 12, 2017. Cathy rste Hisa h m� Chair, Commissioner omissir TION AND APPEAL As provided in AS 31.05.080(a), within 20 days after written notice of the entry of this order or decision, or such further time as the AOGCC grants for good cause shown, a person affected by it may file with the AOGCC an application for reconsideration of the matter determined by it. If the notice was mailed, then the period of time shall be 23 days. An application for reconsideration must set out the respect in which the order or decision is believed to be erroneous. The AOGCC shall grant or refuse the application for reconsideration in whole or in part within 10 days after it is filed. Failure to act on it within 10 -days is a denial of reconsideration. If the AOGCC denies reconsideration, upon denial, this order or decision and the denial of reconsideration are FINAL and may be appealed to superior court The appeal MUST be filed within 33 days after the date on which the AOGCC mails, OR 30 days if the AOGCC otherwise distributes, the order or decision denying reconsideration, UNLESS the denial is by inaction, in which case the appeal MUST be filed within 40 days after the date on which the application for reconsideration was filed. If the AOGCC grants an application for reconsideration, this order or decision does not become final. Rather, the order or decision on reconsideration will be the FINAL order or decision of the AOGCC, and it may be appealed to superior court. That appeal MUST be filed within 33 days after the date on which the AOGCC mails, OR 30 days if the AOGCC otherwise distributes, the order or decision on reconsideration. In computing a period of time above, the date of the event or default after which the designated period begins to run is not included in the period; the last day of the period is included, unless it falls on a weekend or state holiday, in which event the period runs until 5:00 p.m. on the next day that does not fall on a weekend or state holiday. David W. Duffy Landman Hilcorp Alaska, LLC P.O. Box 244027 Anchorage, AK 99524-4027 �G4 STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West 7th Avenue Anchorage Alaska 99501 Re: THE APPLICATION OF Hilcorp Alaska, LLC ) Docket Number: CO -16-016 to amend Conservation Order 44 Middle Ground ) Conservation Order No. 44A Shoal Field ) Middle Ground Shoal Unit Middle Ground Shoal Field Middle Ground Shoal Oil Pool Middle Ground Shoal Gas Pool Kenai Borough, Alaska January 12, 2017 IT APPEARING THAT: 1. By application received August 17, 2016, Hilcorp Alaska, LLC (Hilcorp), as owner and operator of the Middle Ground Shoal (MGS) Field, requested an amendment to Conservation Order No. 44 (CO 44) to modify the Affected Area of the order, eliminate spacing requirements, combine the existing oil pools into a single oil pool, and define a new gas pool. Hilcorp also requested several other minor modifications to the existing order. 2. Pursuant to 20 AAC 25.540, the Alaska Oil and Gas Conservation Commission (AOGCC) scheduled a public hearing for September 20, 2016. 3. On August 18, 2016, the AOGCC published notice of that hearing on the State of Alaska's Online Public Notice website and on the AOGCC's website, electronically transmitted the notice to all persons on the AOGCC's email distribution list, and mailed printed copies of the notice to all persons on the AOGCC's mailing distribution list. On August 19, 2016, the notice was published in the ALASKA DISPATCH NEWS. 4. No comments on the application were received. 5. The hearing commenced at 9:00 a.m. on September 20, 2016. Evidence was received fi-om representatives of Hilcorp. 6. The record was closed after the hearing. FINDINGS: 1. CO 44 was issued on July 19, 1967.' 2. The MGS Field was originally operated by two separate companies. The southern portion of the field around the Dillon platform was unitized as the South Middle Ground Shoal Unit (SMGSU). The remainder of the field was not unitized. 3. In 2015, Hilcorp became sole owner and operator of the MGS Field. 4. On May 12, 2016, Hilcorp applied to the Department of Natural Resources (DNR) to expand the SMGSU to cover the entire MGS Field and to rename the expanded unit as the Middle Ground Shoal Unit (MGSU). 5. On September 21, 2016, DNR approved Hilcorp's request to expand and rename the unit. 'The Affected Area of CO 44 was modified by CO 53 on September 7, 1967, and further modified by CO 54 on October 12, 1967. CO 44A January 12, 2017 Page 2 of 6 6. Hilcorp has applied to modify the Affected Area of CO 44 so that it matches the current MGSU boundaries. The primary change would be in the southern portion of the MGS Field where the SMGSU has been contracted over the years. 7. Rule I of the current CO prohibits more than two wells being completed in a governmental quarter section. Because of this requirement, 51 spacing exceptions have been issued for the MGS Field. 8. Rule 1 was written based on old drilling practices using vertical wells. Current drilling practices make frequent use of highly deviated and horizontal wells that do not fit into the established well spacing rule. 9. The MGS Field is mature. The size of infill drilling targets is now smaller than the 80 acres envisioned in CO 44. 10. Hilcorp proposes that there be no well spacing restrictions within the modified Affected Area except, a. no gas well shall be drilled or completed less than 1,500 feet from the exterior boundary of the Affected Area unless the owner and landowner are the same on both sides of the line; b. no oil well shall be drilled or completed less than 500 feet from the exterior boundary of the Affected Area unless the owner and landowner are the same on both sides of the line; and C. on written request by the Operator, the AOGCC may administratively consider and approve modifications to well spacing when justified. H. Rule 2 defines seven oil pools (MGS Oil Pools A through F) within the MGS Field, but does not define any gas pools. 12. Historically, the field has been operated—and production has been reported—as follows: MGS A; MGS B, C, and D (commingled); and MGS E, F, and G (commingled). 13. Hilcorp proposes combining all seven oil pools into a single oil pool. Hilcorp also proposes to establish a new gas pool that lies shallower than the oil pool and encompasses all potentially productive gas sands. 14. There are three distinct gas bearing intervals identified in the MGS Field area, these are identified by Hilcorp in the MGS-18746-1 well as the: a. Upper Gas Interval, which extends from 1,459 feet measured depth (MD) to the coal 31 marker at 5,126 feet MD; b. Middle Gas Interval, which extends from the coal 31 marker to the coal 41 marker at 6,437 feet MD; and C. Lower Gas Interval, which extends from the coal 41 marker to the top of the proposed oil pool at 7,016 feet MD. 15. Gas sands in the Cook Inlet basin tend to be laterally discontinuous and require more than one well per governmental section in order to maximize ultimate recovery. 16. Only the Middle Gas Interval has produced gas, approximately 16 BSCF to date, and this interval is estimated to be 60% depleted. The Upper Gas Interval has reported gas shows, but no production. The Lower Gas Interval has no reported gas shows and no production. CO 44A January 12, 2017 Page 3 of 6 17. Rule 3 allows the downhole commingling of oil production referenced in Finding 12 above but prohibits all other downhole commingling of production. Similar restrictions apply to downhole commingling of injection for EOR purposes. 18. There have been in excess of 15 separate downhole commingling authorizations for individual wells issued for the MGS Field. These authorizations have approved all possible variations of downhole commingling. 19. The MGS has produced for nearly 50 years. Production peaked at about 45 thousand barrels of oil per day (MBOPD) in June 1968, and has declined to less than 2 MBOPD today. Few wells are currently producing more than 100 barrels of oil per day (BOPD), and the top producer is approximately 225 BOPD. Cumulative production is approximately 200 million barrels of oil. All production is currently assigned to the MGS E, F, and G Oil Pools. 20. Hilcorp proposes eliminating the rules regarding downhole commingling of production and injection since downhole commingling would no longer be a concern if the seven oil pools are combined into a single oil pool. 21. Rule 5 approves the drilling of a lease -line well between two separate leases in the MGS Field. Hilcorp proposes eliminating this rule as it is no longer relevant since the entire field has been unitized. 22. Rule 6 contains a clause that authorizes the AOGCC to approve administratively: a. conversion of a well to or from injection service; b. drilling of an injection well; C. drilling of wells not otherwise authorized by CO 44; and d. downhole commingling of production or injection in a wellbore. 23. Rule 6 predates AOGCC's adoption of an underground injection control program. 24. Rule 7 provides specific casing requirements for the MGS Field. Hilcorp proposes to repeal these requirements and follow statewide casing and cementing requirements. It also proposes an alternative method of using cement bond logs or water flow logs for demonstrating zonal isolation on a case-by-case basis. 25. Rules 8 and 9 prescribe a bottom -hole pressure survey requirement and a gas -oil ratio test requirement for all producing wells that have very specific testing procedures. 26. Hilcorp proposes to eliminate the bottom -hole pressure testing rule because the field is mature and information for reservoir management purposes is available from other reports required by regulations. 27. Hilcorp proposes to eliminate the gas -oil ratio testing rule because regulations already require every producing well to be tested at least monthly and production be allocated to each individual well accordingly. CO 44A January 12, 2017 Page 4 of 6 CONCLUSIONS: 1. Modifying the Affected Area to coincide with the current unit boundary is appropriate because that unit boundary conforms to the known productive limits of the MGS Field development. 2. Eliminating interwell spacing requirements for the MGS Field will make further development of the field more viable and lead to increased recovery. 3. Correlative rights will be protected by restricting oil and gas wells from being completed within 500 and 1,500 feet, respectively, of a property line unless the owner and landowner is the same on both sides of the line. 4. Maintaining seven distinct oil pools in the mature MGS Field provides no benefit for reservoir management and monitoring, may hinder further development of the field and may reduce ultimate recovery. 5. Establishing a new gas pool with rules governing development of the shallow gas sands in the MGS Field will allow more efficient development and improve ultimate recovery. 6. Because the Lower Gas Interval within the new gas pool has no reported gas shows and no production it should not be included. 7. Combining the existing seven oil pools into a single oil pool will eliminate the need for a rule that governs commingling. 8. Eliminating the lease -line well rule of Rule 5 is appropriate because the Affected Area will correspond to a single unit managed by a single operator. 9. Replacing Rule 6 with AOGCC's standard administrative approval rule will simplify administration of the MGS Field. 10. The AOGCC's existing regulations concerning casing and cementing of wells ensure proper well construction and integrity, and prevent migration of fluids between zones. Hilcorp's proposed revision to address zonal isolation in instances where a well cannot be cemented in accordance with the regulations will ensure proper isolation of zones that are capable of flow. 11. Due to the maturity of the MGS field Rule 8 provides little, if any, reservoir management and monitoring benefit over reporting already required by regulations. 12. Current regulations eliminate the need for a rule that governs gas -oil ratio tests NOW THEREFORE IT IS ORDERED: The development and operation of the Middle Ground Shoal Oil Pool and the Middle Ground Shoal Gas Pool are subject to the following rules and the statewide requirements under 20 AAC 25 to the extent not superseded by these rules. Conservation Orders 44, 53, 54, 56, 62, 66, 89, 99, 163, and 236 are hereby superseded by this order and their records incorporated by reference into this order. All Administrative Approvals issued under CO 44, except CO 44.11, are hereby revoked. CO 44A January 12, 2017 Page 5 of 6 Affected Area: Seward Meridian Township 7 North, Range 13 West Section 10: NE 1/4 ofNE1/4 Section 11: NW 1/4 of NW 1/4 Section 2: WI/2 of NEI/4, NW l /4, and SWI /4 Section 3: SEI/4 ofNEI/4 and E1/2 of SEIA Township 8 North, Range 12 West Sections 6-7: All Township 8 North, Range 13 West Sections 1-2: All Sections 11-15: All Sections 22-26: All Section 35: Nel/4, NW1/4, SWI/4, and WI/2 of SEI /4 Township 9 North, Range 12 West Section 19: SEIA of SW 1/4 and SW 1/4 of SEIA Sections 30-31: All Township 9 North, Range 13 West Sections 25 and 36: All Rule 1 Well Spacing (Revised this order) There shall be no well spacing restrictions within the Affected Area, except: - No gas well shall be drilled or completed less than 1,500 feet from the exterior boundary of the Affected Area unless the owner and landowner are the same on both sides of the line. - No oil well shall be drilled or completed less than 500 feet from the exterior boundary of the Affected Area unless the owner and the landowner are the same on both sides of the line. Rule 2 Pool Designation (Revised this order) The Middle Ground Shoal Oil Pool shall comprise the oil-bearing intervals common to and correlating with the interval between the measured depth of 5,419 feet and 9,198 feet in well MGS State 17595-4 (Permit to Drill Number 164-006). The Middle Ground Shoal Gas Pool shall comprise the gas -bearing intervals common to and correlating with the interval between the measured depth of 1,459 feet and 6,437 feet in well MGS State 18746-1 (Permit to Drill Number 165-022). Rule 3 Permissible Commingling (Revealed this order) Rule 4 Fluid Infection (Repealed this order) Rule 5 Lease Line Well (Revealed this order) Rule 6 Administrative Approval (Renamed and revised this order) Upon proper application, or its own motion, and unless notice and public hearing are otherwise required, the Commission may administratively waive the requirements of any rule stated herein or administratively amend this order as long as the change does not promote waste or jeopardize correlative rights, is based on sound engineering and geoscience principles, and will not result in an increased risk of fluid movement into freshwater aquifers. CO 44A January 12, 2017 Page 6 of 6 Rule 7 Casine and Cementine Requirements (Revised this order) - Wells shall be completed in accordance with the provisions of 20 AAC 25.030. - Due to significant loss zones previously encountered in the intermediate casing of some wells, alternative methods (cement bond log or water flow log) may be considered by the AOGCC on a case-by-case basis as an alternative means to validate zonal isolation. Rule 8 Bottom Hole Pressure Surveys (Repealed this order) Rule 9 Gas -Oil Ratio Tests (Repealed this order) DONE at Anchorage, Alaska and dated January 12, 2017. //signature on file// Cathy P. Foerster Chair, Commissioner //signature on file// Hollis French Commissioner As provided in AS 31.05.080(a), within 20 days after written notice of the entry of this order or decision, or such further time as the AOGCC grants for good cause shown, a person affected by it may file with the AOGCC an application for reconsideration of the matter determined by it. If the notice was mailed, then the period of time shall be 23 days. An application for reconsideration must set out the respect in which the order or decision is believed to be erroneous. The AOGCC shall grant or refuse the application for reconsideration in whole or in part within 10 days after it is filed. Failure to act on it within 10 -days is a denial of reconsideration. If the AOGCC denies reconsideration, upon denial, this order or decision and the denial of reconsideration are FINAL and may be appealed to superior court The appeal MUST be filed within 33 days after the date on which the AOGCC mails, OR 30 days if the AOGCC otherwise distributes, the order or decision denying reconsideration, UNLESS the denial is by inaction, in which case the appeal MUST be filed within 40 days after the date on which the application for reconsideration was filed. If the AOGCC grants an application for reconsideration, this order or decision does not become final. Rather, the order or decision on reconsideration will be the FINAL order or decision of the AOGCC, and it may be appealed to superior court. That appeal MUST be filed within 33 days after the date on which the AOGCC mails, OR 30 days if the AOGCC otherwise distributes, the order or decision on reconsideration. In computing a period of time above, the date of the event or default after which the designated period begins to mn is not included in the period; the last day of the period is included, unless it falls on a weekend or state holiday, in which event the period runs until 5:00 p.m. on the next day Colombie, Jody J (DOA) From: Colombie, Jody J (DOA) Sent: Thursday, January 12, 2017 11:24 AM To: aogcc.inspectors@alaska.gov;'Bender, Makana K (DOA) (makana.bender@alaska.gov)';'Bettis, Patricia K (DOA) (patricia.bettis@alaska.gov)'; 'Brooks, Phoebe L (DOA) (phoebe.brooks@alaska.gov)'; Carlisle, Samantha J (DOA); 'Colombie, Jody 1 (DOA) ody.colombie@alaska.gov)';'Davies, Stephen F (DOA) (steve.davies@alaska.gov)'; Eaton, Loraine E (DOA);'Foerster, Catherine P (DOA)(cathy.foerster@alaska.gov)';'French, Hollis (DOA)'; 'Frystacky, Michal (michal.frystacky@alaska.gov)'; 'Guhl, Meredith (DOA sponsored) (meredith.guhl@alaska.gov)'; Kair, Michael N (DOA); 'Link, Liz M (DOA)'; Loepp, Victoria T (DOA); 'Mumm, Joseph (DOA sponsored) Qoseph.mumm@alaska.gov)'; 'Paladijczuk, Tracie L (DOA) (tracie.pa lad ijczu k@alaska.gov)'; 'Pasqual, Maria (DOA) (maria.pasqual@alaska.gov)';'Quick, Michael (DOA sponsored)'; 'Regg, James B (DOA) Qim.regg@alaska.gov)'; 'Roby, David S (DOA) (dave.roby@alaska.gov)'; 'Schwartz, Guy L (DOA) (guy.schwartz@alaska.gov)'; 'Seamount, Dan T (DOA) (dan.seamount@alaska.gov)'; Singh, Angela K (DOA); 'Wallace, Chris D (DOA) (chris.wallace@alaska.gov)'; AK, GWO Projects Well Integrity; 'AKDCWellIntegrityCoordinator'; 'Alan Bailey'; 'Alex Demarban';'Alexander Bridge'; 'Allen Huckabay';'Andrew VanderJack';'Ann Danielson'; Anna Raff;'Barbara F Fullmer'; bbritch; Becky Bohrer;'Ben Boettger';'Bill Bredar'; Bob; Brandon Viator; 'Brian Havelock'; 'Bruce Webb'; 'Caleb Conrad'; 'Candi English'; Cocklan- Vendl, Mary E; Colleen Miller, 'Connie Downing'; Crandall, Krissell;'D Lawrence';'Dale Hoffman'; 'Dave Harbour'; David Boelens;'David Duffy'; David House;'David McCaleb';'David McCraine'; 'David Tetta'; 'ddonkel@cfl.rr.com'; 'DNROG Units'; 'Donna Ambruz'; 'Ed Jones'; 'Elizabeth Harball'; Elowe, Kristin; 'Evan Osborne'; Evans, John R (LDZX); 'Gary Oskolkosf'; 'George Pollock'; Gordon Pospisil; Greeley, Destin M (DOR); 'Gretchen Stoddard'; gspfoff; Hyun, James J (DNR); 'Jacki Rose'; Jdarlington Qarlington@gmail.com); 'Jeanne McPherren'; 'Jerry Hodgden'; 'Jim Watt'; Jim White; 'Joe Lastufka'; Joe Nicks; 'John Burdick'; 'John Easton'; John Larsen; 'John Stuart'; Jon Goltz; Josef Chmielowski; 'Juanita Lovett'; 'Judy Stanek'; 'Julie Little'; Kari Moriarty; 'Kasper Kowalewski'; 'Kazeem Adegbola'; 'Keith Torrance'; Keith Wiles; Kelly Sperback; Kevin Frank; Kruse, Rebecca D (DNR); Laura Silliphant (laura.gregersen@alaska.gov); Leslie Smith; Lori Nelson; Louisiana Cutler, 'Luke Keller'; 'Marc Kovak'; Mark Dalton; Mark Hanley (mark.hanley@anadarko.com); 'Mark Landt'; 'Mark Wedman'; 'Mealear Tauch'; 'Michael Bill'; Michael Calkins; 'Michael Moora'; MJ Loveland; mkm7200; Munisteri, Islin W M (DNR); nelson; Nichole Saunders; Nikki Martin; NSK Problem Well Supv; Patty Alfaro; 'Paul Craig'; Paul Decker (paul.decker@alaska.gov);'Paul Mazzolini'; Pike, Kevin W (DNR); Randall Kanady;'Rena Delbridge';'Renan Yanish';'Richard Cool'; 'Robert Brelsford';'Ryan Tunseth'; Sara Leverette; 'Scott Griffith'; Shannon Donnelly, Sharmaine Copeland; 'Sharon Yarawsky'; Shellenbaum, Diane P (DNR); Skutca, Joseph E (DNR); Smart Energy Universe; Smith, Kyle S (DNR); 'Stephanie Klemmer'; 'Stephen Hennigan'; Sternicki, Oliver R, Steve Moothart (steve.moothart@alaska.gov); 'Steve Quinn'; 'Suzanne Gibson'; Tamera Sheffield; 'Ted Kramer'; Temple Davidson; 'Teresa Imm'; 'Thor Cutler'; 'Tim Jones'; 'Tim Mayers'; 'Todd Durkee'; 'trmjrl'; 'Tyler Sender'; Umekwe, Maduabuchi P (DNR); 'Vinnie Catalano'; 'Weston Nash'; 'Whitney Pettus'; 'Aaron Gluzman'; 'Aaron Sorrell'; Ajibola Adeyeye; Alan Dennis; Assmann, Aaron A; Bajsarowicz, Caroline 1; 'Bruce Williams'; Bruno, Jeff J (DNR); Casey Sullivan; Catie Quinn;'Don Shaw'; Eric Lidji; Garrett Haag; 'Graham Smith'; Hak Dickenson; Heusser, Heather A (DNR); Holly Fair; Holly Pearen; Jamie M. Long; 'Jason Bergerson'; Jesse Chielowski; 'Jim Magill'; Joe Longo; John Martineck; Josh Kindred; Laney Vazquez; Lois Epstein; Longan, Sara W (DNR); Marc Kuck; Marcia Hobson; 'Marie Steele'; Matt Armstrong; 'Mike Franger'; Morgan, Kirk A (DNR); Pascal Umekwe; Pat Galvin; 'Pete Dickinson'; Peter Contreras; Richard Garrard; Richmond, Diane M; Robert Province; 'Ryan Daniel'; 'Sandra Lemke'; 'Susan Pollard'; Talib Syed; Tina Grovier (tmgrovier@stoel.com); Tostevin, Breck C (LAW);'Wayne Wooster'; 'William Van Dyke' Subject: CO 44A (Hilcorp) Middle Ground Shoal Attachments: co44A.,,jf Re: THE APPLICATION OF Hilcorp Alaska, LLC to ) Docket Number: CO -16-016 amend Conservation Order 44 Middle Ground ) Conservation Order No. 44A Shoal Field ) Middle Ground Shoal Unit Middle Ground Shoal Field Middle Ground Shoal Oil Pool Middle Ground Shoal Gas Pool Kenai Borough, Alaska Jody J. Co(ombie SFOyCC Specia( Assistant _%Alaska Oi(andGas Conservation Commission ;3 )Nest 7"' Avenue Anchorage, Alaska 99507 Office: (907) 793-1221 ax: (907) 276-7542 CONFIDENTIALITY NOTICE: This e-mail message, including any attachments, contains information from the Alaska Oil and Gas Conservation Commission (AOGCC), State of Alaska and is for the sole use of the intended recipient(s). It may contain confidential and/or privileged information. The unauthorized review, use or disclosure of such information may violate state or federal law. If you are an unintended recipient of this e-mail, please delete it, without first saving or forwarding it, and, so that the AOGCC is aware of the mistake in sending it to you, contact Jody Colombie at 907.793.1221 or iodv.colombie@alaska.aov. F Bernie Karl M Recycling Inc. Gordon Severson Penny Vadla P.O. Box 58055 3201 Westmar Cir. 399 W. Riverview Ave. Fairbanks, AK 99711 Anchorage, AK 995084336 Soldotna, AK 99669-7714 George Vaught, Jr. Darwin Waldsmith Richard Wagner P.O. Box 13557 P.O. Box 39309 P.O. Box 60868 Denver, CO 80201-3557 Ninilchik, AK 99639 Fairbanks, AK 99706 'C�Q0 L 1 ALASKA OIL AND GAS CONSERVATION COMMISSION E 3 Before Commissioners: Cathy Foerster, Chair 4 Daniel T. Seamount 5 Hollis French 0 7 In the Matter of Hilcorp Alaska, ) 8 LLC's Application for Amendment of ) 9 Conservation Order 44, Middle Ground ) 10 Shoal Field. ) 11 ) 12 Docket No.: CO 16-016 13 ALASKA OIL and GAS CONSERVATION COMMISSION 14 Anchorage, Alaska 15 September 20, 2016 16 9:00 o'clock a.m. 17 PUBLIC HEARING 18 BEFORE: Cathy Foerster, Chair 19 Hollis French, commissioner 1 TABLE OF CONTENTS 2 Opening remarks by Chair Foerster 03 3 Remarks by Mr. Duffy 4 Remarks by Mr. Young 5 Remarks by Mr. Greenstein 2 O5 10 33 I P R O C E E D I N G S 2 (On record - 9:02 a.m.) 3 CHAIR FOERSTER: I'll call this hearing to 4 order. Today is September 20, 2016, it's 9:02 a.m. We 5 are at the offices of the Alaska Oil and Gas 6 Conservation Commission, 333 West Seventh Avenue, 7 Anchorage, Alaska. Commissioner Seamount is out 8 hunting something so today we have on my right 9 Commissioner French and I'm Commissioner Foerster. 10 We're here on docket order CO 16-016, the 11 application of Hilcorp Alaska, LLC, to amend 12 conservation order 44. Hilcorp Alaska, by letter dated 13 August 16th, 2016, requests the Alaska Oil and Gas 14 Conservation Commission issue an order amending CO 44, 15 Middle Ground Shoal Field. 16 Computer Matrix will be recording today's 17 proceedings and you can get a copy of the transcript 18 from Computer Matrix Reporting. 19 We have representatives from Hilcorp Alaska 20 intending to testify. And there any other parties 21 intending to testify? 22 (No comments) 23 CHAIR FORESTER: Okay. Since it doesn't look 24 like we have any new people to the -- in the audience 25 I'm going to forego the hectoring rules that I normally 3 I provide and I'll just go right to Commissioner French 2 and ask if you have anything to add for the good of the 3 order? 4 COMMISSIONER FRENCH: Not yet. 5 CHAIR FOERSTER: Okay. All right. Then you 6 guys know the drill on testifying so let's -- raise 7 your right hands. 8 (Oath administered) 9 MR. DUFFY: I do. 10 MR. YOUNG: I do. 11 CHAIR FOERSTER: Okay. And so does either one 12 of you want to be recognized as an expert? 13 MR. YOUNG: I do. 14 CHAIR FOERSTER: Okay. What area of expertise 15 would you like to be recognized for? 16 MR. YOUNG: My name is James Young, I'm -- I 17 have a bachelor of science in petroleum engineering and 18 I'd like to be recognized as an expert witness in the 19 area of reservoir engineering. I have 24 years of 20 stream oil and gas experience including about three 21 years as a reservoir engineer at Hilcorp working in the 22 Cook Inlet. 23 CHAIR FOERSTER: And where did you get your 24 degree? 25 MR. YOUNG: From Montana Tech. 4 I CHAIR FOERSTER: Okay. Commissioner French, do 2 you have any questions? 3 COMMISSIONER FRENCH: No. 4 CHAIR FOERSTER: Okay. Do you have any 5 concerns about recognizing his expertise? 6 COMMISSIONER FRENCH: No. 7 CHAIR FOERSTER: All right. So I have no 8 objections either. So you guys can -- and as you speak 9 introduce yourself, you know, if you change speakers 10 for the ease of the court reporter. And don't forget 11 to refer to your slides by number or name. 12 Okay. Thank you. 13 DAVID DUFFY 14 previously sworn, called as a witness on behalf of 15 Hilcorp Alaska, LLC, stated as follows on: 16 DIRECT EXAMINATION 17 MR. DUFFY: Good morning, Commissioners. My 18 name is David Duffy, I'm a landsman for Hilcorp Alaska. 19 On the introductory slide, slide 2, we have a 20 little bit of housekeeping. Normally we ask for -- if 21 there's any confidentiality issues related to the 22 presentation and there are none. And then I'm going to 23 start off the presentation with a quick review of just 24 the land and the ownership, where Middle Ground Shoal 25 is and how it fits into the overall inlet. And so Wi 1 this is just an overall slide of Cook Inlet on the 2 left-hand side and..... 3 CHAIR FOERSTER: Slide number 3. 4 MR. DUFFY: Slide number 3. And then on the 5 right-hand side slide number 3 gives more detail. And 6 so the Middle Ground Shoal, these are the leases in the 7 field that we're going to talk about today, Middle 8 Ground Shoal as a whole. On the east side we have 9 Trading Bay and on the western side -- I'm sorry, the 10 eastern side, Kitchen Lights. 11 And on the next slide we put that together to 12 give an idea of how Hilcorp's leases and the four 13 platforms, Baker A, C and Dylan fit within the existing 14 conservation order 44 which is bounded by the pink 15 outline and then the various area injection orders, 7, 16 8 and 9, and they all tuck neatly together. Over time 17 -- currently the only portion of the leasehold that's 18 unitized is called the South Middle Ground Shoal and 19 that's wrapped around the two leases associated with 20 the Dylan platform. Hilcorp in -- just earlier this 21 spring has made an application to the Department of 22 Natural Resources to unitize the entire field which 23 would be the first time that's ever happened. So the 24 application is to take what's currently the Southern 25 Middle Ground Shoal unit and extend it to include all C 1 the leases all the way up until the Baker. And then sc 2 the proposed lease boundary, I'm sorry, unit boundary, 3 is reflective of Hilcorp's lease ownership and you can 4 see that in the black outline. And so in our proposal 5 to amend conservation order 44 we requested that the 6 boundary or the affected area of conservation order 44 7 be amended to reflect Hilcorp's ownership which will 8 become the pending unit boundary for the overall field. 9 And the only place that really makes a difference is 10 over time the leases associated with the Dylan platform 11 have shrunk. So Hilcorp's ownership as you can see 12 down here, the current conservation order 44 extends 13 beyond Hilcorp's ownership. And where that really 14 matters is in terms of spacing, typically we have -- 15 you know, if it's oil well or a gas well, 1,500 feet 16 for a gas well to where ownership changes. well, that 17 was one example where a boundary wouldn't matter for 18 spacing issues. If Hilcorp had both leases and that 19 was open it really wouldn't matter a bit. But at the 20 current time Hilcorp's leases are reflected in the unit 21 boundary. So it's one thing to consider. It's not a 22 critical issue either way. 23 CHAIR FOERSTER: So how would it change, I 24 mean, if the ownership is different then there's a -- 25 there's a setback, right? 7 1 MR. DUFFY: Correct. Correct. 2 CHAIR FOERSTER: And how would changing the 3 unit bound -- the affected area boundary change that 4 because if you step outside the affected area you still 5 have a..... 6 MR. DUFFY: Right. SO..... 7 CHAIR FOERSTER: .....the requirement? 8 MR. DUFFY: .....part of -- and we'll get into 9 the details in a second when it comes..... 10 CHAIR FOERSTER: Okay. 11 MR. DUFFY: .....to the spacing portion..... 12 CHAIR FOERSTER: Okay. 13 MR. DUFFY: .....but we're asking for unlimited 14 spacing within the unit or within the affected area. 15 And at this point in time on the area in between the 16 pink line which is the current affected area and the 17 black line which is current -- Hilcorp's current 18 leasehold, that's not -- that's unleased state acreage. 19 CHAIR FOERSTER: Okay. So how would your 20 proposal affect wells drilled on the line between your 21 acreage and the unleased acreage? 22 MR. DUFFY: On new wells? 23 CHAIR FOERSTER: Yes. 24 MR. DUFFY: If they're within 1,500 feet and 25 it's a gas well we would probably have to come in and 9 1 either ask for administrative waiver or ask for a 2 spacing exception. 3 CHAIR FOERSTER: Okay. And on a current -- on 4 existing wells, how would -- are there existing wells 5 that are closer than 1,500 feet? 6 MR. DUFFY: I'm sure that there are. 7 CHAIR FOERSTER: And how would those wells be 8 affected? 9 MR. DUFFY: Those current wells -- in the back 10 of our proposal we outlined the last 40 years worth of 11 administrative orders and there's probably over 50 12 individual spacing exceptions that were granted over 13 time throughout the whole field. So on a -- for the 14 field is on a -- on a large part on a case by case 15 basis spacing exceptions have been granted particularly 16 for the oil wells which are the majority. 17 CHAIR FOERSTER: Okay. So I'm having a hard 18 time how -- seeing how changing it would make..... 19 MR. DUFFY: The..... 20 CHAIR FOERSTER: .....make a difference? 21 MR. DUFFY: Honestly it is sort of a -- it's 22 sort of a wash either way. I just wanted to make you 23 aware of what the ownership is and what the current 24 boundaries are. 25 CHAIR FOERSTER: Is it -- is the reservoir E 1 outside of the lease, your current lease holdings? 2 MR. YOUNG: No. No, no hydrocarbons. 3 CHAIR FOERSTER: No hydrocarbons. Okay. All 4 right. Thank you. 5 JAMES YOUNG 6 previously sworn, called as a witness on behalf of 7 Hilcorp Alaska, LLC, stated as follows on: 8 DIRECT EXAMINATION 9 MR. YOUNG: Thank you, Commissioners. I'm 10 James Young again and I'd like to start with just a 11 brief field overview on slide 5 to give you some 12 history. The field was discovered in 1963 with state 13 lease 18754-01 well and shortly after that the pool was 14 extended to the south with another discovery well on 15 lease 18746-01. And at the time there were two 16 different major ownerships and two different operators, 17 basically the Baker and Dylan were Amoco operated and 18 the A and C platforms and leases were Shell operated 19 and owned. Production began in 1964 off the A and 20 Baker platform and followed shortly thereafter on the C 21 and Dylan platform in 167. Initially 50 wells were 22 used to develop the field off of these four platforms 23 which peaked out and 43 barrels a day in 1968. The 24 waterflood was started within a couple years after 25 production start and continued until the Dylan 10 1 waterflood was shut-in in 1987 and then Baker and Dylan 2 were completely shut-in on the oil in 2003, being 3 Unocal operated at the time. In 2012 Hilcorp acquired 4 the field and only the north and south ends of the 5 field, the Baker and Dylan platforms. The oil was not 6 activated at the time, there was some short term gas 7 production that was reactivated and basically what 8 shut-in in 2014. Just last year, 2015, Hilcorp 9 acquired the A and C platforms from XTO and at that 10 time was when Hilcorp finally had the entire field 11 under our ownership and operatorship and currently are 12 producing only the oil pools from the A and C platforms 13 at about -- a little less than 2,000 barrels a day with 14 about 39 active wells and nine shut-in wells. 15 So in summary the field is about 7 percent of 16 its peak production and very near its end of life and 17 Hilcorp is intending to consolidate, to simplify, so we 18 can highgrade where we may have opportunities. 19 On slide 6 just wanted to show you what the 20 stratigraphy looks like for the oil pools. And on the 21 left side is a geologic chart and you have basically 22 breaking down the oil pools are really contained within 23 the Miocene, Oligocene, the tertiary rocks of the 24 Tyonek formation and the Hemlock and they all -- they 25 both share a similar source rock being the Tekcedene 11 1 (ph), Jurassic, out here, the very similar oil 2 properties between all these reservoirs, they're 3 commonly sourced and they all follow a very similar 4 structure. What we found -- what has been determined 5 is that each one of these sands contains different 6 contacts, they haven't produced together. From the 7 life of the field we've made some estimates of 8 cumulative production and continued production and 9 various methods have been used, but this is a brief, 10 overall description of the oil pools. The majority of 11 the oil being in the Hemlock with about 20 percent in 12 the Tyonek A through F sands. 13 Slide 7, we just wanted to describe the way 14 we'd like -- we would propose to combine the pools is 15 combine these seven oil sands into a single oil pool 16 for administrative purposes and this will allow us to 17 manage the field as a single unit and simplify our 18 interactions. We still manage these reservoirs 19 separately in terms of looking for remaining oil. The 20 proposal is to combine those into a single pool and 21 then also there's a gas accumulation that has been 22 produced, has not been defined and our proposal is to 23 define that gas pool as a single gas pool. And we 24 really have three basic intervals where the gas is, 25 there's a -- which I'll describe shortly, but basically 12 1 there's a gas above where we produced which has gas 2 shows, but has not been produced, there's gas in the 3 area where we've produced and then there's gas below, 4 maybe gas, it's -- there hasn't been show, there hasn't 5 been any production so it's basically an interval that 6 we want to include in case there is something that 7 turns up. 8 CHAIR FOERSTER: Mr. Young, can I take you back 9 to slide 6 for just a second..... 10 MR. YOUNG: Sure. 11 CHAIR FOERSTER: .....and ask a question. 12 These estimated recoveries, they're current, right? 13 MR. YOUNG: Yes. Yes. 14 CHAIR FOERSTER: And is -- have you had any 15 waterflood here or is it -- this all just on primary 16 production? 17 MR. YOUNG: Yes, they've all been 18 waterflooded..... 19 CHAIR FOERSTER: They've all been waterflooded. 20 Okay. 21 MR. YOUNG: .....to various degree. 22 CHAIR FOERSTER: Okay. Thank you. 23 MR. YOUNG: Yep. Okay. So on slide 8 we 24 basically define -- this is the verbiage behind the 25 pool designations describing the wells used to describe 13 I these intervals and in the next slide, slide 9, I'll 2 show you a graphical representation of that. 3 This is the Baker 4 well and basically this is 4 the far ends of depths of the existing pools in this 5 well and that's the A, B, C, D, E, F and G. And then 6 on the left of this I'm showing historically how these 7 have been co -mingled through various modifications or S administrative approvals to conservation 44. And 9 currently the production from the A and C is entirely 10 from this E, F and G pool which has been combined. 11 CHAIR FOERSTER: From the A and C platforms? 12 MR. YOUNG: From the A and C platforms..... 13 CHAIR FOERSTER: Okay. 14 MR. YOUNG: .....correct. 15 CHAIR FOERSTER: You get into the A, B, C, D's 16 and..... 17 MR. YOUNG: Yeah. Yeah. 18 CHAIR FOERSTER: Thanks. 19 MR. YOUNG: There's a lot of alphabet soup. 20 CHAIR FOERSTER: Yeah. 21 MR. YOUNG: And so again the proposal is to 22 combine all this into a single pool and same as the EOR 23 strata for waterflood as a -- to be the same pool as 24 the oil. 25 And this just shows the..... 14 1 CHAIR FOERSTER: Slide 10. 2 MR. YOUNG: Yeah, slide 10 shows just the 3 continuity and breadth of the various pools of oil 4 accumulations and the Hemlock being the deepest and the 5 largest is all -- this is all a single structure, what 6 you're seeing here is the different levels of a top of 7 a certain sand that -- containing hydrocarbons. So 8 this is the Hemlock which has the largest accumulation, 9 over 5,000 acres of oil and you can see the platforms 10 as they layout. And as you go shallower the contacts, 11 the edge of the hydrocarbon, there's less accumulation 12 in each of these sands as you go up hole so the Tyonek 13 E and F are limited to this area and you get up to the 14 B, C, D, they're an even smaller area and then the 15 Tyonek A is still yet a smaller area. So but the Baker 16 being inactive is why we really have no production from 17 these shallow sands. 18 And here's the -- on slide 11 is the 19 description of the gas pool described by Middle Ground 20 Shoal state 18746-1 and this is the entire interval of 21 gas, possible gas accumulations, it's from 1,459 to 22 7,016 feet. And in summary basically shows the yellow 23 is the accumulation where we see gas shows, but we have 24 not -- has not been any production at all other than a 25 unquantified volume of gas that was vented during the 15 1 1962 blowout of well 17595. And then in the middle 2 interval is basically where there has been production, 3 approximately 16 bcf has been produced out of the sands 4 from this interval, and it is over 60 percent depleted 5 and there may be some remaining recovery in that that 6 we will -- are evaluating going after with Baker. 7 CHAIR FOERSTER: So, Mr. Young, are those 8 associated gas production or separate sand..... 9 MR. YOUNG: It's separate sands. 10 CHAIR FOERSTER: .....you get separate gas 11 lenses? 12 MR. YOUNG: Yeah, so it's methane, it's not 13 solution gas..... 14 CHAIR FOERSTER: Okay. 15 MR. YOUNG: .....it's coal. And in the lower 16 interval basically between the lowest known gas 17 produced and the top of the oil pool so that we just 18 separate it from being solution gas. This is -- any 19 gas in this interval would be separate methane gas. 20 CHAIR FOERSTER: And you're proposing this all 21 be considered one gas pool? 22 MR. YOUNG: Yes. 23 CHAIR FOERSTER: Okay. 24 MR. YOUNG: Yes. And it's all known to not 25 have oil and it would be specifically just gas, Vol 1 depletion drive mechanisms. 2 And then slide 12 just shows the mapped sands 3 where we've had known gas production and just shows -- 4 you're zoomed in on a much smaller area here and really 5 limited to the Baker platform, these sands that have 6 been produced. And we show some possible extensions to 7 the south, however the sand thickness is very, very 8 small. In fact, the southern most production in any of 9 these is in this well, I guess Baker 14, which is about 10 a quarter mile north of the Baker platform. 11 So this -- slide 13 just gets into the rule 12 addressing well spacing and what is -- what you'll see 13 on here is basically a very simplified map zoomed in on 14 the A and C to show basically the wells that have 15 penetrated the Hemlock and each one of these dots is a 16 well penetration and what we've done is kind of broken 17 it down into performance areas to see has the increased 18 well density resulted in a crude recovery factor. And 19 what we found is in some of these areas, the lighter 20 colored areas here on this left side, this is actually 21 a different color than what's on the right side, is 22 down a 19 acre spacing where there's been improved 23 recovery approaching the technical limit of, you know, 24 exceeding 40 percent recovery whereas in any of these 25 other areas your significantly less recovery and this 17 1 is just an example why continued down spacing we feel 2 is going to be beneficial for this field. And as David 3 mentioned earlier there have been over 50 exceptions 4 addressing the spacing rule and almost all those have 5 been addressing not a lease line issue, but more of a 6 offset well. Currently the rules read 80 acre spacing 7 as a minimum. So we would like to change that to -- 8 from 80 acres to allow unlimited spacing for oil wells 9 based on pattern performance and specific geology in a 10 -- in a given area. 11 CHAIR FOERSTER: Mr. Young, is there any -- is 12 there any known productive acreage outside of the 13 acreage operated by Hilcorp? 14 MR. YOUNG: No. No. I think outside of the -- 15 as defined in CO 44, amended with 53 and 4, it's all 16 outside those. 17 CHAIR FOERSTER: So putting more straws into 18 the glass.. 19 MR. YOUNG: Existing. 20 CHAIR FOERSTER: .....wouldn't affect 21 anyone..... 22 MR. YOUNG: Right. 23 CHAIR FOERSTER: .....else? 24 MR. YOUNG: Right. 25 CHAIR FOERSTER: Okay. It.] 1 MR. YOUNG: That's correct. 2 CHAIR FOERSTER: Okay. 3 MR. DUFFY: And if I could interject? Within 4 the proposed unit boundary or existing leaseholds 5 Hilcorp's the 100 percent working interest owner, 6 there's no other partners and the state is the sole 7 owner and all the royalties are the same, there's not 8 even a difference on overrides between the different 9 leases. So production from the Baker for royalty 10 purposes or other ownership purposes would be the same 11 as if it were production from the Dylan per se. 12 CHAIR FOERSTER: We do have a representative 13 from the Division of Oil and Gas in the background and 14 I trust that if he disagrees with anything that you say 15 he'll start waving histrionically and ask to testify. 16 MR. YOUNG: Okay. 17 CHAIR FOERSTER: Okay. All right. Please 18 proceed 19 MR. YOUNG: Okay. So this is addressing the 20 well spacing for the oil and for the gas I just wanted 21 to show you another example. Currently the statewide 22 rules apply for gas which I believe is 160 acre 23 spacing, it's a very large spacing. And we were 24 evaluating perforating this well, this is slide 15 25 showing one of the sands with known gas accumulations 19 1 and had been produced in Baker 18. At this point we 2 were looking at perforating, trying to capture some 3 additional reserves and this specific case would 4 require an exception and administrative approval. And 5 the reason we end up having to drill wells close like 6 this is we're drilling from offshore where you don't 7 necessarily get to pick exactly where that location is. 8 We're trying to access marginal gas reserves that have 9 been stranded and we often have a -- to make them 10 economic we try to take a wellbore that penetrates it, 11 a well within the current well spacing limitations. So 12 this would just be an example of why we would like to 13 reduce the well spacing basically..... 14 CHAIR FOERSTER: Are these sands continuous? 15 MR. YOUNG: Yes, they are. 16 CHAIR FOERSTER: The individual lenses? 17 MR. YOUNG: Yeah, they're -- each one is 18 separate hydraulically, you know, vertically. 19 CHAIR FOERSTER: Uh-huh. 20 MR. YOUNG: Laterally we believe they are and 21 we can trace the coals across the field from the north 22 to the south end of the field. 23 In slide 16 is addressing the rules three and 24 four which apply to the co -mingling and consolidation 25 of fluid injection. And basically this rule was to IM 1 address when you have separate pools which as current 2 these are all separate pools and required the A 3 platform to be injected, produced and reported 4 separately from the B, C, D and then from the E, F, G 5 and so on. And there was -- in the history there's 6 several examples of waivers or administrative approvals 7 to waive this to allow production at the Baker for 8 combined sands that would not otherwise be produced 9 just because of the access to the -- to those pools. 10 The other point on this is that the pools have 11 recovered we believe over 80 percent of their ultimate 12 recovery and to combine them in a single pool we do not 13 anticipate a major change or development of the 14 reserves in this area. What this -- the intent of this 15 is to allow us to access sands that would otherwise be 16 noncommercial in a similar well bore should we 17 determine they're viable to the co -mingle. 18 COMMISSIONER FRENCH: I have a couple questions 19 about that last point..... 20 MR. YOUNG: Sure. 21 COMMISSIONER FRENCH: .....and mainly it's just 22 helping me understand this. You say -- when you say 23 the stand alone sands are noncommercial, what does that 24 mean, that means they're just not being produced now? 25 MR. YOUNG: Yeah. Well, it's not just the not 21 1 being produced now, it's that the cost to drill a stand 2 alone well to that and the rate and reserves that you 3 could possibly get from that would not justify the cost 4 of that well by itself. However if you combine one 5 sand with another you could justify either drilling a 6 well or reactivating a well if it can produce from both 7 sands together. 8 COMMISSIONER FRENCH: I think I understand. I 9 mean, it sounds like it's a marginal -- it's a marginal 10 zone..... 11 MR. YOUNG: Yeah. 12 COMMISSIONER FRENCH: .....and yet if you got a 13 wellbore going through there and you're going to be 14 producing from below or above it you guys will open 15 that up and see what you get..... 16 MR. YOUNG: Exactly. 17 COMMISSIONER FRENCH: .....kind of thing? 18 MR. YOUNG: Yeah. Exactly. 19 COMMISSIONER FRENCH: Okay. Okay. Thanks. 20 MR. YOUNG: That -- that's what it allows. 21 It's strict. 22 Okay. Slide 17, again additional housekeeping. 23 It's addressing some of these older rules. The lease 24 line wells addressed basically an injection well that 25 separated the leases and that's no longer applicable. 22 1 These lease wells have been shut-in, I think one had 2 been shut-in for 13 years, the other one for about 30 3 years. They're not really conducive to the waterflood 4 operations and pattern management so we'd like to drop 5 that rule. And the other is no change to the 6 administrative approval process. And then rule seven 7 is just updating the casing and cementing requirements 8 to current provisions described in 20 AAC 25.240(b). 9 And the gas pools because of the challenging drilling 10 in some of these Baker wells, the intermediate casing 11 sometimes there's not a proven 500 foot column and 12 there may be administrative approvals or needs to have 13 another method to test integrity to ensure separation 14 from either the oil or a potential water zone. 15 And then slide 18 just describes the final rule 16 is the state recording. Currently there's an annual 17 pressure requirement to be submitted, I believe a 18 pressure for each platform. And this rule actually has 19 -- when we acquired the field we found that it hadn't 20 really been applied directly, the pressures that had 21 been obtained like on a producer is far, far low 22 compared to the average reservoir pressure in an 23 injector is far high. And we know that with the 24 history of this field that those actual pressure 25 surveys are not necessarily representative of the 23 1 actual reservoir pressure. And on this slide is a -- 2 just an example of that. This is a plot of time and 3 this is pressure on this axis and then these lines are 4 basically your cumulative injection to withdrawal ratio 5 which is basically the amount that you've taken out, 6 the amount that you've replaced divided by how much 7 you've taken out and so when that reaches a one you 8 basically -- you filled it up, you replaced what you 9 put in. And we can see that these track very well, 10 these ratios track very well, with the simple models to 11 the average of the pressures that we've seen over the 12 history. And there's some high points and low points 13 and those are -- these would be injectors and these 14 would be producers, radical differences between these 15 wells just because of the nature of the reservoir. And 16 we feel that more representative methods to manage the 17 reservoir pressure is really the objectionable 18 withdrawal ratios and we may continue to take surveys, 19 but the request is to not have to require a survey 20 that's not representative to be submitted for that 21 report. And then the gas/oil ratio test is basically 22 just an update on how it's performed given today's 23 methods versus what they had in 1960. And these are 24 provided with our monthly well tests that are taken, no 25 changes in that, and provided via a 10-405. 24 1 CHAIR FOERSTER: So would you have a difficult 2 -- would you have heartburn with including in rule 3 eight that if you do take bottom hole pressure data 4 that you provide it to the Commission? You were saying 5 that you don't want to be required to take..... 6 MR. YOUNG: Yeah. 7 CHAIR FOERSTER: .....to be..... 8 MR. YOUNG: Yeah, that's -- yeah, that's not a 9 problem. I think..... 10 CHAIR FOERSTER: Okay. 11 MR. YOUNG: ..... we can -- when we take them 12 it's -- we generally will -- well, we will -- we will 13 describe basically the -- you know, a shut-in time and 14 whether it's representative, but, yeah, it's..... 15 CHAIR FOERSTER: Okay. Thank you. 16 MR. YOUNG: So this concludes the testimony I 17 have on the pool rules and the justification behind 18 some of these changes that are proposed. And I'd just 19 like to thank the Commissioners for your time and your 20 consideration and ask if there's any further questions. 21 CHAIR FOERSTER: So, Commissioner French, do 22 you have any questions before we take a recess? 23 COMMISSIONER FRENCH: I'll just ask -- this is 24 a little bit outside the scope of the hearing, but any 25 plans to start the Baker and the Dylan back up? 25 1 MR. YOUNG: In the short term, no, in the long 2 term we do feel there is some opportunity there. What 3 we're -- our focus is right now is actually to drill 4 wells that we see we can successfully do off of the 5 current operating platforms with the nine shut-in wells 6 we have there and what -- sort of the concepts that 7 we're testing if those are successful we feel that can 8 give us some upside to make the Baker and Dylan 9 economic and viable to reactivate. So without that 10 technology or success to reactivate those at the 11 current prices is probably not viable, but in the 12 future either price change or performance change based 13 on our proposed drilling at DNC we feel that's a 14 possibility. 15 COMMISSIONER FRENCH: So you got a perfect 16 little petri dish there in A and C to try out some 17 ideas? 18 MR. YOUNG: Yes. Yes, and it's a -- it's a 19 great opportunity because now we can look at the whole 20 field together as opposed to in the past it's always 21 been different owners, different interest, different 22 leases and not necessarily an understanding of the 23 reservoir. 24 COMMISSIONER FRENCH: It is interesting that 25 it's all under one owner, I think it's a good 26 1 opportunity for the Middle Ground Shoal. 2 MR. YOUNG: Yeah, we're excited. 3 COMMISSIONER FRENCH: Thanks. 4 CHAIR FOERSTER: All right. It's 9:35 and 5 we'll take a 20 -- well, let's just -- we'll take a 25 6 minute recess and we'll reconvene at 10:00 o'clock. 7 MR. YOUNG: Great. 8 CHAIR FOERSTER: So right now we're recessed. 9 (Off record) 10 (On record) 11 CHAIR FOERSTER: Okay. We had fewer questions 12 than we thought we would so we're going to start a 13 little early. We're going to go back on the record at 14 9:53. 15 All right. Commissioner French, do you have 16 any questions you'd like to ask? 17 COMMISSIONER FRENCH: No. 18 CHAIR FOERSTER: I have a few. Mr. Young, you 19 talked broadly about gas sands above, below and in the 20 middle, could you describe what formations you expect 21 to -- are you hoping to potentially find gas from 22 Tyonek, Hemlock, Sterling? 23 MR. YOUNG: Yeah. Yeah. Middle Ground Shoal, 24 really the -- it's all Tyonek where we've found the gas 25 and there's not really a Sterling or Beluga there. The 27 1 top -- what we're defining as the top of the gas pool 2 is actually a Tyonek and there's somewhat limited 3 thickness of these sands, they're basically 4 accumulations beneath coals. And there's really three, 5 the Tyonek 31, the Tyonek 35 and the Tyonek 40 that are 6 produced. And I think each of those have just about an 7 equal share of that 16 bcf and they're very strong 8 water drive so they tend to start out at a -- not a 9 very super high rate and then when the water comes in 10 they're done. And it's been fairly disappointing 11 results I think from the gas I've see here as compared 12 to some of the other offshore fields. And the -- some 13 of the testing or some of the -- really the open hole 14 logs kind of tell us if there are gas shows and like up 15 to the T-22 sand which is, you know, they're basically 16 numbered from the top down, and they look fairly 17 speculative. I think there was some attempts at 18 testing some of those in -- while Baker was operating 19 in 2013 to '14 and they were really not positive, I 20 don't think they condemned the wells, but they weren't 21 really like a huge -- anything to drive us to go after. 22 In the immediate term we feel like probably to make 23 those gas sands we'd have to have an oil project to go 24 with it to make them economic. 25 Does that..... 28 1 CHAIR FOERSTER: Okay. Your -- on slide six 2 you show some gas shows in the Beluga and the Sterling, 3 but you don't see those as something that you would be 4 targeting? 5 MR. YOUNG: Yeah. Basically I'm not a 6 geologist so I don't know if he's actually named that 7 interval. 8 COMMISSIONER FRENCH: Just for clarity, I think 9 the Commissioner was asking about slide six. 10 MR. YOUNG: Oh, six. Okay. Sorry. 11 COMMISSIONER FRENCH: That may help you. 12 MR. YOUNG: Oh, okay. Yeah. Yeah, I got it. 13 I got where you're coming from. So this is a general 14 section of the Cook Inlet, not necessarily do you see 15 the sands from surface and every location. And so at 16 Middle Ground Shoal really where we see the sand coming 17 in to the top of the (indiscernible) or potential 18 hydrocarbon zone is the Tyonek. And so..... 19 CHAIR FOERSTER: And so you don't have Beluga 20 and Sterling? 21 MR. YOUNG: No. Yeah, that's..... 22 CHAIR FOERSTER: Okay. Thank you. And how 23 much deep data do you have? 24 MR. YOUNG: We have a couple wells that have 25 penetrated the west (indiscernible) and they were 1 tested at the Baker and they were really nonproductive 2 of hydrocarbons. And then the -- there's a exploration 3 well at the very south end, south of the Dylan 4 accumulation that tapped into the Jurassic and didn't 5 -- it supposedly have some pressure to it, but there 6 really wasn't anything to go after in the Jurassic 7 there. It's always been the speculation, you know, is 8 the Jurassic a possible play here, but..... 9 CHAIR FOERSTER: I know if Commissioner 10 Seamount were here he'd be haranguing. 11 MR. YOUNG: He'd be all over it, yeah. 12 CHAIR FOERSTER: Yeah. Yeah, he is a 13 geologist. And I didn't mean that as a compliment to 14 him. 15 MR. YOUNG: This is for the record. 16 CHAIR FOERSTER: Beg pardon. 17 MR. YOUNG: This is on the record. 18 CHAIR FOERSTER: I -- and let the record 19 reflect that it wasn't a compliment. 20 COMMISSIONER FRENCH: If he goes back and 21 listens to this hearing he'll find a surprise. Oh, 22 well. 23 CHAIR FOERSTER: That's right. That's right. 24 So another question for you, Mr. Young, you -- going to 25 slide 11 for a minute..... 30 I MR. YOUNG: Uh-huh. 2 CHAIR FOERSTER: ..... if you don't mind. 3 MR. YOUNG: Yeah. 4 CHAIR FOERSTER: Well, that one -- that one 5 does show that you got some upper gas potential, some 6 lower gas potential..... 7 MR. YOUNG: Yeah. 8 CHAIR FOERSTER: .....and a middle interval 9 that's about 60 percent depleted, I thought you..... 10 MR. YOUNG: Yeah. 11 CHAIR FOERSTER: Okay. So if you are allowed 12 to consider that all one interval..... 13 MR. YOUNG: Uh-huh. 14 CHAIR FOERSTER: .....are you concerned about 15 crossflow? 16 MR. YOUNG: No, I think -- I mean, I'm always 17 concerned about how I would address it, what I would do 18 is -- you know, whenever we look at something that's 19 got potentially water pressure in it we isolate it, we 20 have to otherwise we're going to have problems. So I 21 think even though we may call it all one pool in terms 22 of how we'd manage it I think is on a case by case 23 basis. 24 CHAIR FOERSTER: Okay. Good answer. Mr. 25 Duffy, you mentioned that you aren't requesting any 31 1 changes to any of the AIOs, but have you reviewed all 2 of the AIOs to determine whether any modifications 3 would be appropriate in light of the changes you're 4 suggesting to this -- the conservation order because we 5 typically see when a CO changes the AIOs change too, 6 but have you all done that analysis? 7 MR. DUFFY: That's a great question. I really 8 would either defer to Mr. Young or..... 9 CHAIR FOERSTER: Okay. That's fine. 10 MR. DUFFY: Yeah. 11 MR. YOUNG: You know..... 12 CHAIR FOERSTER: Or Mr. Greenstein if he's..... 13 MR. YOUNG: Yeah, to be honest I..... 14 CHAIR FOERSTER: .....he's bouncing back there, 15 I think he wants to come up and answer. 16 MR. YOUNG: .....I didn't have anything 17 specifically that stood out to me. I'm not -- I'd 18 maybe ask Larry if there's anything that we want to 19 review, you know..... 20 CHAIR FOERSTER: Mr. Greenstein, you want to 21 come up and let me swear you in. Have a seat, turn on 22 the mic. All right. Raise your right hand. 23 (Oath administered) 24 MR. GREENSTEIN: Yes, I do. 25 LARRY GREENSTEIN 32 1 called as a witness on behalf of Hilcorp Alaska, LLC, 2 stated as follows on: 3 DIRECT EXAMINATION 4 MR. GREENSTEIN: I have reviewed the AIOs 7, 8 5 and 9. They're our old ones definitely, but they're 6 all written very similar to each other and we treat 7 them -- what would be the same even though we didn't 8 have A and C, they meld together very well. The area 9 affected is all the same, the reporting is all the 10 same. There is nothing that would contradict anything 11 in the conservation order, hiding in amongst the AIOs. 12 CHAIR FOERSTER: Thank you, Mr. Greenstein. 13 MR. GREENSTEIN: You bet. 14 CHAIR FOERSTER: The man in the back said you 15 didn't say your name for the record, but I'll just say 16 it for you, it's Larry Greenstein. We all know him. 17 (Off record comments) 18 CHAIR FOERSTER: One last question. I'm 19 surprised that you're not requesting modification of 20 rule number 6. 21 MR. YOUNG: The administrative? 22 CHAIR FOERSTER: Yeah. Have you given any 23 thought to that, would making a modification to that 24 make life easier in an old field where you're trying to 25 scrape the pot, lick the bowl, whatever? 33 1 MR. DUFFY: We did, but we've had I think 2 decent success in communications with the commission 3 and if issues come up on a case by case basis we feel 4 like the current rule is adequate to have that 5 conversation. 6 CHAIR FOERSTER: okay. All right. And if we 7 put something in it to ease that restriction you 8 wouldn't have heartburn? 9 MR. DUFFY: Not at all. The one place where we 10 did make a slight change was in the spacing rule. In 11 rule two where we said -- excuse me, I'm sorry, rule 12 number 1, on the third bullet of our application 13 besides talking about the, you know, unlimited spacing 14 on the gas well and unlimited spacing for the oil well, 15 there is a third bullet that says on request by the 16 operator the AOGCC may administratively consider and 17 approve modifications to a well spacing where 18 justified. so if something different -- so that is a 19 place where we didn't put it under the regular 20 administrative rule, but we've seen that same language 21 used in other places and instances and it's worked 22 beautifully for example on the North Slope. 23 CHAIR FOERSTER: Okay. Okay. Commissioner 24 French, do you have anything else? 25 COMMISSIONER FRENCH: No. 910 1 CHAIR FOERSTER: Is there anyone in the 2 audience who has a compelling need to get up and speak 3 into the microphone? 4 (No comments) 5 CHAIR FOERSTER: All right. Seeing no one, at 6 10:04 a.m. this hearing is adjourned. 7 (Adjourned - 10:04 a.m.) g (END OF PROCEEDINGS) 35 1 TRANSCRIBER'S CERTIFICATE 2 I, Salena A. Hile, hereby certify that the 3 foregoing pages numbered 02 through 36 are a true, 4 accurate, and complete transcript of proceedings in re: 5 Docket No.: CO 16-016 public hearing, transcribed under 6 my direction from a copy of an electronic sound 7 recording to the best of our knowledge and ability. 8 9 Date 10 Salena A. Hile, Transcriber kri STATE OF ALASKA OIL AND GAS CONSERVATION COMMISSION Docket Number: CO -16-016 September 20, 2016 NAME AFFILIATION Testify (yes or no) T)n%lA J�CD5X-Moc-tC�— .�� '3 CO-16-16 Application to Amend Conservation Order 44, Middle Ground Shoal Field September 20, 2016 Introductions • David Duffy, Landman, Hilcorp Alaska, LLC • James Young, Reservoir Engineer, Hilcorp Alaska, LLC Agenda • Housekeeping: • Confidentiality Issues: None • Request to recognize Mr. Young as Expert Witness • Land &Ownership Review • Summary of Request &Technical Presentation • Q&A Slide 2 - •:rr Westside Kenai .r� Peninsula J L".d �. c'co wnca,. Hw � f�l-pte Lae BAMYafI 3M6 LMY� Mn MbIIY.Y WIl.W V� wes• Wnen.ne. � d A G+u Urtl BlYM•n Slide 3 Slide 4 ® Field Discovery well: 18754-01(MGS-01) 1963 — Oil pool extension to south confirmed in 18746-01 — Baker & Dillon leases — Amoco operated — A&C leases — Shell operated ® 1st production: A&B platform in 1964; C&D in 1967 — 50 initial wells, 4 platforms, 43 Mbopd peak in 1968 — Full -field water -flood start in 1969 (Dillon WF SI 1987) — Baker and Dillon SI in 2003 (Unocal) ® Baker & Dillon acquired by Hilcorp 2012 — Short-term Baker gas production 2013-14 ® Hilcorp acquired A & C Platforms from XTO in 2015 — A&C Currently producing oil only — 1.9Mbopd, 39 active wells, 9 S/I Slide 5 E = Recent Alluvium Pleistocene Glacial Gravels Sands, Silts, & Clays PLIOCENE Sterling Fm. MIOCENE z • Beluga Tyonek Fm. OLIGOCENE Hemlock WCENE W. Foreland « PALEOCEVE Chickaloon Fm. G UPPER Matanuska Q Fm. i x LOR'ER unnamed Shale OIL SOURCE n UPPER Naknek Fm. Chinitna m MIDDLE Tuxedni Op. LOWER Talkeetna -� r A- ZONE B-ZONE SANDS cl�f�r C-ZONE SANDS D-ZONE SANDS AND TDP HEMLOCK Hemlock and Tyonek (A-F) Oil - >2,500' section - 5-15%PHI - 5,289 Acres OOIP HK: 800-1000 MMBBL OOIP A-F: 150-180 MMBBL Pool Area Avg. H Cum Prod Est Rec. Ac ft MMBBL fract A 672 36 2.8 0.15 B 978 55 3.9 0.12 C 688 83 5.9 0.15 D 667 30 2.1 0.19 E 2339 20 4.0 0.15 F 3362 20 7.0 0.16 G(HK) 6127 405 180.0 0.17 Slide 6 Rule 2: Pool Designation • Fropose, to combined 7 oil sands (ABCDEFG) into a single pool • Propose to establish single gas pool comprised of three intervals. -- I . Above known gas accumulation (possible) 2. Known gas accumulation (proven) 3e Below known gas accumulation (above top oil pool) Slide 7 Rule 2: Pool Designation Ifilcogi proposes to repeal Rule 2 ("Pool Designatic)n") in its cntircty and rUn1Uc:c it Widh the following language: + The Middle Gcaund Shoal Oil fool shall comprise the oil-bcaring intervals common to and correlating with the interval hetveen the measured depth of 5419 feet and 9198 feet in the MG-9 State 17595�4 (BA- ) wel1. • The Middle Ground Shoal Gas Pool shall comprise the gas bearing inter%,als common to and correlating with the interval between the measured depth of 1459 ,feet and 7016 Meet in the 14 CTS ;Mate 18746-1 (common name) well - This Vvs peal includes and is comprised of the following three intervals: o Upper Gas Interval 1459' to 5126' MD (GOAL 31 marker).' o Middle Gras Interval: 512ti' (COAL 31 marker) to 6437 AID (FOAL 41 marker).2 o I,ower Gas Interval: 6437' (CO -AL 41 rnarker) to 70161 MD (Trap A marker, coincides with top of the Middlc Ground Oil Pool)! Slide 8 (well A-42-11) 3134'-3480' (SAND 24) Commingling 4680'-5283' (SAND 40-43) under C044 2016 Prod, BOED Existing Oil Pools 0 A: 5300'-5720' B: 5720'-6100' 0 C: 6100'-6400' D: 6400'-6750' : 6750'-7050' 1900 F: 7050'-7375' G: 7375'-9215' Existing FOR Strata 5300'-9215' 2613'-2842 (SAND 24) 4279'-4956' (SAND 40-43) Proposed Oil Pool MGS Oil Pool: 5300'-9215' Proposed FOR Strata (same as the existing FOR Strata) MGS FOR Strata: 5300'-9215' Slide 9 Structure Maps with productive oil pools. Labels located at southern extent of oil column. Tyonek (A) Tyonek(BCD)`'- }- r t 0 i 1 lvlv" kYL 18746-1 Proposed Gas Pool MGS Gas Pool: 1459'-7016' Upper Gas Interval 1459' to 5126' MD (COAL 31 marker). Known gas shows, but no production other than an un-quantified volume of gas vented during the MGS State 17595-1 blowout well in 1962. Middle Gas Interval: 5126' (COAL 31 marker) to 6437 MD (COAL 41 marker). This pool contains known gas with a cumulative production of approximately 16 BSCF and is >60% depleted. Lower Gas Interval : 6437' (COAL 41 marker) to 7016' MD (top A marker, coincides with top of the Middle Ground Oil Pool). No gas shows or production from this interval in well penetrations to date. Slide 11 Structure Maps with productive gas sands — >60% depleted & zero current production 40 Sand f ry Slide 12 Hemlock field performance has Indicated additional oil � ecovery can be gained in most areas to less than 20 Slide 13 19 acre spacing > 1000' apparent pay thickness A-12-12LW ---. A-34-11 LS1- A-34.14LW a- C-32-23L A-22.14LS--- C 21A-23 C-13A-23LN -- C-11- C-24A 7 50 acre 7 spacing c1,' 100'-600' apparent pay A-2 thickness High RF C-11 Medium RF Low RF Rule 1: Well Spacing • Currently limited to 80 acres for oil and statewide �o,,pacing regulations for the undefined gas. Unlimited spacing is proposed to aiflow infill well Is based on pattern performance & geology. Rule l: Well Spacing Hilcorp proposes to .repeal Rule 1 ("spacing pattern") in its entirety and replace it with the following language; There shall be no well spacing restrictions within the AlTected .Area, except: ► No gas well shall be drilled or completed less than 1,500 feet from the exterior boundary of the Affected Area unless the owner and landowner is the same on both sides of the line. + No nil well shall be drilled or completed less than 500 feet from the exterior boundary of the Affected A.rca unless the owner and the landowner is the same on both sides of the line, • On written request by the Operator, the AOCTCC Wray administratively consider and approve modifications to uvll spacing when justified, Slide 14 Access to remaining gas reserves is dictated by availabilaty of , 0 existing 0 reservoir geometry. Slide 15 0 N4RI , Sedibri '19 / BA-27 / BA-18, i BA-14;' ' 10 t , T60N�R ' ft frl / / I ts, 0000n,3-1 ` 1 Rules 3 & 4: Elimination of Commingling and Consolidation of Fluid Injection. • Current rile require A, BCD & EFG oil pools to be produced, injected and reported separately except by admin approval. • Pools have recovered over 80% of EUR and will be combined into a single oil pool. • Allows non-commercial standalone sands to be A4 produced from via the same wellbore to improvi.p viability. Slide 16 Rule 5: Lease line wells — no longer applicable under Hilcorp's consolidated ownership of entire field Rule 6: No change to administrative approvals is requested or required Rule 7: Casing and Cementing Wells shall be completed in accordance with 2 provisions •1 Ahowever i due to � significant loss• •encountere in a intermediate casingof s mwells, alternative methods (cement bond log or water flow log) are requested as a means •'validate zonal isolation. Slide 17 Rule 8: Eliminate BHP Survey reporting & update gas -oil ratio tests. • Due to field maturity, injection -withdrawal ratios (provided via 10-413) are a more effective reservoir management tool than BHP surveys. • Gas -oil ratio tests are measured during monthly well tests for production allocations & provided via 10-405. IVIGS EFG Historical Injection Withdrawl 6000 - ----- 1.00 5000 - 0.90 4000 0.80 3000 0.70 2000 0.60 P—Datum TVD=8000 1000 --est. P, M BAL N= 800 0.50 --estP,Winf=5bw/day/psi 1W Cum C) 0.40 ? Slide 18 Thank You. Questions? Slide 19 MIDDLE GROUND SHOAL UNIT APPROVAL OF THE APPLICATION TO EXPAND & RENAME THE SOUTH MIDDLE GROUND SHOAL UNIT Findings and Decision of the Director of the Division of Oil and Gas Under a Delegation of Authority from the Commissioner of the State of Alaska Department of Natural Resources September 21, 2016 TABLE OF CONTENTS I. INTRODUCTION AND DECISION SUMMARY............................................................... 3 II. APPLICATION AND LEASE SUMMARY.......................................................................... 4 III. DISCUSSION OF DECISION CRITERIA............................................................................ 6 A. Decision Criteria considered under 11 AAC 83.303(b) ................................................... 6 1. Environmental Costs and Benefits................................................................................... 6 2. Prior Exploration and Geological and Engineering Characteristics ................................. 7 3. Plans of Development...................................................................................................... 8 4. The Economic Costs and Benefits to the State and Other Relevant Factors ................... 8 B. Decision Criteria considered under 11 AAC 83.303(a) ................................................. 10 1. Promote the Conservation of All Natural Resources..................................................... 10 2. The Prevention of Economic and Physical Waste......................................................... 10 3. The Protection of All Parties of Interest, Including the State ........................................ 10 IV. FINDINGS AND DECISION............................................................................................... 11 A. The Conservation of All Natural Resources.................................................................. 11 B. The Prevention of Economic and Physical Waste......................................................... 11 C. The Protection of All Parties in Interest, Including the State ......................................... 12 V. ATTACHMENTS.................................................................................................................14 1. Middle Ground Shoal Unit Proposed Exhibit A ............................................................ 15 2. Middle Ground Shoal Unit Proposed Exhibit B............................................................. 17 Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 2 of 19 I. INTRODUCTION AND DECISION SUMMARY The State of Alaska, Department of Natural Resources, Division of Oil and Gas (Division), received an application for the expansion of South Middle Ground Shoal Unit (Application), on May 12, 2016 from the South Middle Ground Shoal Unit (SMGSU) operator, Hilcorp Alaska, LLC (Hilcorp). The existing SMGSU contains 1,160 acres. The proposed unit expansion area, currently known as the Middle Ground Shoal Field (MGSF) and North Middle Ground Shoal Field (NMGSF), covers three leases containing approximately 11,502 acres. The Application also proposes changing the name of the unit to the Middle Ground Shoal Unit (MGSU). Attachments 1 and 2 describe the proposed Exhibits A and B to the SMGSU agreement. The SMGSU, MGSF and NMGSF are offshore Cook Inlet oil and gas developments comprised of State of Alaska oil and gas leases. The SMGSU was formed effective April 7, 1967 and began oil production later that year. Hilcorp purchased the working interest in the unit in late 2011 from Union Oil Company of California (Unocal). The SMGSU produced from the Dillon platform until 2003. The SMGSU has not produced oil or gas since 2003 and the Dillon Platform has remained lighthoused. The current unit boundary dates back to 1972 when the unit was contracted to the boundaries of the Tertiary System Participating Area (PA), established April 7, 1967, which includes ADL 18746 and ADL 18744. Although the Dillon Platform is not operational, the unit term has been extended by the presence of a unit certified well and unit operations have been conducted in accordance with approved plans of development as set forth in 11 AAC 83.336(a)(1). The MGSF is located between the SMGSU and NMGSF. The MGSF has been continuously producing oil through lease operations since 1965 from the A Platform on ADL 18754 and C Platform on ADL 18756. Hilcorp acquired the MGSF from XTO Energy Inc. on August 31, 2015. The NMGSF is a lease operation with initial production starting in April 1966. The NMGSF produced hydrocarbons from the Baker Platform on ADL 17595. The Baker Platform was built in 1965 and oil production began in April 1966 and continued until 2003. Hilcorp acquired the NMGSF in January 2013. Gas production was reinitiated in April 2013 until a fire on the platform shut-in production in October 2014. The Baker Platform is currently lighthoused and ADL 17595 is held by production by wells drilled from the A Platform draining the lease. "A unit must encompass the minimum area required to include all or part of one or more oil or gas reservoirs, or all or part of one or more potential hydrocarbon accumulations." 1 I AAC 83.356(a). Hilcorp has submitted confidential geological, geophysical, and engineering data demonstrating that the area approved for expansion includes all or part of an oil or gas reservoir and potential hydrocarbon accumulations. The Division finds that the expansion of the SMGSU promotes conservation of all natural resources, promotes the prevention of economic and physical waste, and provides for the protection of all parties of interest, including the State. AS 38.05.180(p); 11 AAC 83.303. 1 approve the Application under the terms and conditions of Section W. The effective date of the SMGSU expansion is September 21, 2016. The SMGSU will be known as the Middle Ground Shoal Unit upon the effective date of this decision. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 3 of 19 II. APPLICATION AND LEASE SUMMARY The five leases included in the MGSF, SMGSU, and NMGSF were issued by the State of Alaska in 1962. The lease comprising the NMGSF (ADL 17595) was issued to Pan American Petroleum Company (Pan American) on January 31, 1962. ADL 18754, ADL 18746, ADL 18744, and ADL 18756 were issued on September 1, 1962. The leases comprising the SMGSU (ADL 18746 and 18744) were issued to Pan American Oil Company. The leases comprising the MGSF (ADL 18756 and 18754) were issued to Shell Oil Company (Shell), Richfield Oil Company, and Standard Oil Company of California. The discovery of the Middle Ground Shoal structure is attributed Pan American's drilling of the Middle Ground Shoal No. 1 (MGS 1) well. The well encountered gas and experienced a blowout on June 10, 1962. The well was certified by the DNR, and eventually affirmed by the Alaska Supreme Court, as the discovery well for the Middle Ground Shoal structure. ADL 17595, where the MGS 1 well was drilled, became what is known as the NMGSF. ADL 17595 was briefly unitized along with lease ADL 369116, effective August 30, 1996. The North Middle Ground Shoal Unit was terminated on December 31, 2005 after production ceased in 2003. Hilcorp purchased the working interest in the NMGSF from Unocal on January 1, 2012. Only Segment 1 of ADL 17595 was proposed to be included in the expanded unit. Amoco Production drilled the Middle Ground Shoal 18743 State No. 1 well to discover the southern end of the Middle Ground Shoal structure. The well was certified capable of production in paying quantities by the DNR on October 17, 1965. The South Middle Ground Shoal Unit (SMGSU) and Tertiary System PA were formed effective April 7, 1967. The SMGSU originally included three state oil and gas leases totaling 4,160 acres. The Tertiary System PA was expanded three times prior to unit contraction. On July 7, 1972, the SMGSU was contracted to its current configuration consistent with the Tertiary System PA boundary. The SMGSU currently encompasses 1,160 acres of two State offshore leases. Amoco Production assigned its interest in the SMGSU to Unocal in 1990. Unocal informed the DNR that the Dillon Platform had reached its economic limit and production was shut-in on December 8, 2003. The platform has remained in lighthouse mode since 2003 and Hilcorp now operates the SMGSU and performs routine maintenance and inspections on the platform. The Middle Ground Shoal Field continues to produce from platforms located on each of two leases — ADL 18754 from the A Platform and ADL 18756 from the C Platform. The leases have been held by production from the two platforms since the field came online in 1965. The lease terms do not require the operator to provide a plan of development to the DNR. Shell operated the MGSF until Cross Timbers Oil Company assumed operatorship in 1998. Cross Timbers became XTO Energy, now a subsidiary of ExxonMobil, which operated the field until its sale to Hilcorp in 2015. Hilcorp's recent purchases of the NMGSF, MGSF, and SMGSU constitutes the first time the three fields' ownership has been aligned under a single company. Hilcorp submitted the Application on May 12, 2016 and simultaneously paid the $500.00 unit expansion application filing fee, in accordance with 11 AAC 83.306 and 11 AAC 05.010(a)(10)(D), respectively. The Application included: Exhibit A (Attachment A), a map of the proposed expanded unit, the MGSU; Exhibit B (Attachment B), legally describing the proposed expanded unit area, its leases, and ownership interests; Attachment 1, a map of the existing Tertiary System PA; and Attachment 2, legally describing the existing Tertiary System Middle Ground Shoal Unit: Approval of the Application Page 4 of 19 to Expand & Rename the South Middle Ground Shoal Unit g PA. The Division notified Hilcorp by email, dated May 24, 2016, that the Application was complete. The Division published a public notice in the Alaska Dispatch News and Peninsula Clarion on May 29, 2016 in accordance with 1 I AAC 83.311. On June 25, 2016, the Division issued a revised public notice. Copies of the Application and the public notice were provided to interested parties. The Division provided public notice to, among others, the Alaska Department of Environmental Conservation, the Kenai Peninsula Borough, the City of Kenai, the Village of Tyonek, the Salamatof Native Association, Cook Inlet Region, Incorporated, the Soldotna Postmaster, and the radio station KDLL in Kenai. The notice was also published on the State of Alaska Public Notice website and the Division's website. The public notices invited interested parties and members of the public to submit comments by July 25, 2016. No comments were received. The leases proposed for inclusion within the proposed expanded SMGSU are summarized below. Tract Lease No. Lease Acres Royalty W1O Description No. Date 3 18754 9/1/1962 3746.0 12.50% Hilcorp - 100% T. 8 N., R. 12W., SM, AK Sec. 6, All; Sec. 7, All. T. 8 N., R. 13W., SM, AK Sec. 1, All; Sec. 2, All; Sec. 11, All; Sec. 12, All. 4 18756 9/1/1962 5,120.0 12.50% Hilcorp - 100% T. 8 N., R. 13W., SM, AK Sec. 13, All; Sec. 14, All; Sec. 15, All; Sec. 22, All; Sec. 23, All; Sec. 24, All; Sec. 25, All; Sec. 26, All. 5 17595-1 1/31/1962 2,636.0 12.50% Hilcorp - 100% Segment 1 T. 9 N., R. 12W., SM, AK Sec 19, SEI/4SW1/4, SWI/4SEI/4; Sec. 30, All; Sec. 31, All. T. 9 N., R. 13W., SM, AK Sec. 25, All; Sec. 36, All. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 5 of 19 IIl. DISCUSSION OF DECISION CRITERIA The DNR Commissioner (Commissioner) reviews applications related to units under I 1 AAC 83.303 —11 AAC 83.395. By memorandum dated September 30, 1999, the Commissioner approved a revision of Department Order 003 and delegated this authority to the Division Director. The Commissioner will approve an expanded unit upon a finding that it will (1) promote conservation of all natural resources, including all or part of an oil or gas pool, field, or like area; (2) promote the prevention of economic and physical waste; and (3) provide for the protection of all parties of interest including the state. 11 AAC 83.303(a). In evaluating these three criteria, the Commissioner will consider (1) the environmental costs and benefits of unitized exploration or development; (2) the geological and engineering characteristics of the potential hydrocarbon accumulation or reservoir proposed for unitization; (3) prior exploration activities in the proposed unit area; (4) the applicant's plans for exploration or development of the unit area; (5) the economic costs and benefits to the state; and (6) any other relevant factors, including measures to mitigate impacts identified above, the commissioner determines necessary or advisable to protect the public interest. 11 AAC 83.303(b). A discussion of the subsection (b) criteria, as they apply to the Application, is set out directly below, followed by a discussion of the subsection (a) criteria. A. Decision Criteria considered under 11 AAC 83.303(b) Environmental Costs and Benefits The expansion area is habitat for various mammals, waterfowl, and fish. Area residents may use this area for subsistence hunting and fishing. Oil and gas activity in the proposed unit area may affect some wildlife habitat and some subsistence activity. The DNR develops lease stipulations through the lease sale process to mitigate the potential environmental impacts from oil and gas activity. The DNR also considers environmental issues during the lease sale process, and the unit plan of operations approval process. Alaska statutes require the DNR to give public notice and issue a written finding before disposal of the state's oil and gas resources. AS 38.05.035(e); AS 38.05.945; 11 AAC 82.415. In the written best interest finding, the Commissioner may impose additional conditions or limitations beyond those imposed by law. AS 38.05.035(e). Approval of the SMGSU expansion has no direct environmental impact. This decision is an administrative action and does not authorize any on -the -ground activity. The unit expansion does not entail any environmental costs in addition to those that may occur when permits to conduct lease -by -lease exploration or development are issued. The Unit Operator must obtain approval of a plan of operations from the State and permits from various agencies on State leases prior to commencing any operations within the unit area, including drilling a well or wells. 1 I AAC 83.346. Potential effects on the environment are analyzed when permits to conduct exploration or development in the unit area are reviewed. Hilcorp is operating under an approved plan of operations and plan of development where required. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 6 of 19 Unitization may provide an environmental benefit by enabling joint development of multiple lessees thereby reducing redundant development. The proposed expansion of the unit will not provide a significant joint development benefit of pulling different lessees together in a common development. Hilcorp is the single working interest owner of the NMGSF, MGSF, and SMGSU. Thus, Hilcorp does not need to unitize the leases in order to effect joint development. These fields have been producing through lease operations with disparate leaseholder interest for 50 years. Expanding the SMGSU may provide opportunities to conserve natural resources but it is not necessary to effect joint development on the reservoir. 2. Prior Exploration and Geological and Engineering Characteristics South Middle Ground Shoal was discovered by Amoco et al in 1965 with the drilling of an expendable well. The unit is located on the southern nose of the NE -SW trending Middle Ground Shoal thrusted anticlinal structure. Production commenced in 1967 under primary recovery. Estimated Original -Oil -in Place (OOIP) for the Hemlock reservoir within the unit area was 234 Million Stock Tank Barrels (MMSTB) with primary production coming from the higher permeability intervals G-1 and G-2. The OOIP within the Hemlock G Sands was estimated to be 120 MMSTB. Peak rate during primary recovery was 9,000 Barrels of Oil Per Day (BOPD) from 10 producing oil wells. A waterflood/pressure maintenance program commenced in 1969 after reservoir pressure had depleted to approximately 2000 psi. At that time, three producing wells (Di -7, D-11 and Di -12) were converted to injection at a total rate of 10,000 barrels of water per day. Additional injection occurred at the C Platform line well between the Shell and Amoco et al leases. Peak production in response to the waterflood was 7000 BOPD in 1970. The waterflood began to break through in most producing wells in the early 1970's and oil production went into precipitous decline in 1973 as the more permeable G-1 and G-2 layers of the Hemlock formation began to water out. Three development wells were drilled in 1975-76 (Di -13, D-14, & Di -15) and added initial oil rates of over 3000 BOPD and reserves of 5.8 MMSTB, which represents two thirds of the oil recovered from SMGS since 1974. The waterflood was terminated by Amoco in 1987 for economic reasons after oil production had declined to 700 BOPD. When Unocal acquired the property from Amoco in September 1990, SMGSU production had declined to 420 BOPD. Dillon platform production was shut-in on December 8, 2003. Union stated in a letter to the Division dated February 18, 2003 that the SMGSU had reached its economic limit from existing producing horizons and was depleted. Cumulative SMGSU production is 28.1 MMSTB, which represents a recovery of 23.2% of the Hemlock G OOIP and 43.8% of the moveable oil -in-place in the developed area. Union was developing a well abandonment program for 16 shut-in platform wells in 2010. Hilcorp provided confidential geological, geophysical, and engineering data to support the proposal to unitize the NMGSF, MGSF, and SMGSU. The data provided supports the implication that a single oil reservoir underlays all five leases proposed for unit expansion. The available technical data justifies the expansion of the SMGSU to include the leases in the MGSF and NMGSF. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 7 of 19 3. Plans of Development On March 3, 2016, Hilcorp submitted annual plans of development for the SMGSU, MGSF, and NMGSF. Hilcorp provided the Division with a technical presentation to outline their future plans to increase drilling and oil production from the A and C Platforms. In 2015, Hilcorp acquired 3-D seismic data over the NMGSF and MGSF and began interpretation of the data. A comprehensive field study was initiated at the MGSF while a reservoir study of the NMGSF was completed during the 2015 POD period. No significant activities were conducted in the SMGSU. The Division approved the 2017 NMGSF and SMGSU PODS on April 21, 2016. Hilcorp plans to bring the Baker Platform in the NMGSF back online in 2017 if economic circumstances and gas supply markets improve. In the meantime, Hilcorp is continuing work to replace living quarters damaged by fire and to re -activate the gas dehydration system at the Baker Platform. No projects are planned for the Dillon Platform and the SMGSU in 2016; however, Hilcorp maintains its estimate for returning the SMGSU to production in 2018 through extended reach wells from the C Platform. Hilcorp has indicated these wells may be drilled as soon as the 2017 POD period. Currently, the Division receives separate PODs for the SMGSU and NMGSF and no POD for MGSF. By expanding the SMGSU to include the other two Middle Ground Shoal fields, the Division would formalize its receipt of a single POD for the Middle Ground Shoal fields and additional data on the MGSF the Division was not previously receiving. A single POD allows the Division and Hilcorp to evaluate the Middle Ground Shoal reservoir in its entirety. Further, expanding the SMGSU will reduce administrative overhead for the state by evaluating and adjudicating a single POD for the area. 4. The Economic Costs and Benefits to the State and Other Relevant Factors The State's primary economic interest in oil and gas leases is in the royalty and taxes received on production. Expanding SMGSU creates a potential loss of royalty revenue, but the loss is speculative, minimal, and offset by the potential of increased oil production. Currently, any gas that Hilcorp produces from NMGSF, MSGSF, or SMGSU, and uses as fuel gas in one of the other fields would be a royalty bearing event. Expanding the unit to include all three fields would eliminate this potential royalty because gas produced within the unit for unit operations is not a royalty bearing event. Gas production allocated from the NMGSF is used as fuel gas to aid in production of oil at the MGSF, but serves as only a small amount of the total needed to adequately supply the A and C Platforms. Similarly, if Hilcorp resumed operations of the Baker Platform on the NMGSF, gas used as fuel gas in SMGSU or MGSF would no longer be royalty bearing if the unit is expanded. The Baker Platform in the NMGSF began producing gas in April 2013 until the BA -14 well watered out in July 2013. The average monthly royalty production for the Baker Platform during that time was 3.134 Million Cubic Feet per month. Prospects for future gas production from the NMGSF seem limited, so the risk of lost royalty is low. Revenues lost in gas production royalties would also be regained through added oil production and extending the lifetime of the platforms in the MGSF which helps maximize recovery and eliminate waste. Unitizing the three fields places additional unit regulatory hurdles, specific to default and termination provisions, for the State to navigate in the case production ceases at MGSU or another platform is lighthoused. The Application requests expansion of a unit which has not Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 8 of 19 produced oil or gas since December 2003. The Dillon Platform is in lighthouse mode with all wells plugged and abandoned. According to Hilcorp, there are no facilities, living quarters, or associated equipment left on the platform. The Baker Platform is also in lighthouse mode with little remaining infrastructure on the platform after an October 2014 fire. The NMGSF lease (ADL 17595) has not expired due to extension by production under provisions of the lease. Wells from the A Platforms are draining the NMGSF and, therefore, the leases do not expire. The SMGSU term has been extended by the presence of a unit certified well and unit operations being conducted in accordance with approved plans of development. Hilcorp owns 14 oil and gas platforms in the Cook Inlet with most of those platform built in the 1960s. While many of these platforms continue to produce oil and gas, it is in the interest of all parties to understand the dismantlement, removal, and restoration (DR&R) expectations for the future. At this time, unitizing the three fields affords the best chance for reactivating the platforms and identifying new oil and gas targets. Hileorp's recent PODS have stated the platforms will be brought online by 2018. The public's interest is best served by restarting the Baker and Dillon Platforms to bring production back online for added revenue and maximizing recovery. The Baker and Dillon Platforms have both stood in lighthouse mode for more than a decade. Perpetual lighthousing of platforms presents a potential risk to the State, but there are few statutory and regulatory mechanisms in place to address platform DR&R. It is in the interest of the public, state, and Hilcorp to begin to further address platform DR&R standards and expectation for end -of -field life. The Application did not include Segment 2 of ADL 17595 within the expanded unit. Segment 2 is not allocated any production, held by a certified well, or contributing to production. Hilcorp has elected to relinquish Segment 2 of ADL 17595 would be relinquished after the SMGSU is expanded. The lease will be returned to the State to be offered in a future State oil and gas areawide lease sale. This protects the public interest in enhancing competition for state lands by making the Segment 2 area available for future lease with revenue from a bonus bid. The SMGSU, MGSF and NMGSF leases—ADLs 18744, 18746, 18756, 18754, and 17595—are not written on current lease forms. Hilcorp has requested to continue using the SMGSU agreement from 1967 rather than form a new unit with a new agreement. In order to protect the public's interest, the Commissioner may invoke his authority under AS 38.05.180(p) and paragraph 32 (Unitization) of the leases, with the lessee's consent, to change, establish, or revoke requirements under the lease upon unitization. Hilcorp has agreed for the five leases to be modified and amended to conform to the current lease language found in lease form DOG 201503W, as specified below: a. Delete paragraphs 10 (Minimum royalty), 12 (Discovery royalty), 14 (RIK), 15 (RIV) and 16 (Price). b. Add subparagraphs (c) and (d) from paragraph 5 (Rentals). c. Add paragraphs 7 (Apportionment of royalty), 9 (Plan of Operations), 10 (POD), 12 (Directional drilling), 34 (Definitions), 36 (Value), 37 (RIV), and 38 (RIK). Recognizing the cost associated with the loss of royalties from fuel gas, risk of adding regulatory impediments, and expanding a non -producing unit with a 50 -year old unit agreement, the public's interest can be protected by mitigating potential impact through this decision. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 9 of 19 B. Decision Criteria considered under I 1 AAC 83.303(a) 1. Promote the Conservation of All Natural Resources A unit may be formed under AS 38.05.180(p) "[tlo conserve the natural resources of all or a part of an oil or gas pool, field, or like area." Conservation of the natural resources of all or part of an oil or gas pool, field or like area means "maximizing the efficient recovery of oil and gas and minimizing the adverse impacts on the surface and other resources." 11 AAC 83.395(9). The unitization of oil and gas reservoirs or accumulations and the formation and expansion of unit areas to develop hydrocarbon -bearing reservoirs or accumulations are well -accepted means of hydrocarbon conservation. Unitization, with development occurring under the terms of a unit agreement, can promote efficient evaluation and development of the State's resources, and minimize impacts to the area's cultural, biological, and environmental resources. Expansion of an existing unit, with development occurring under the terms of a unit agreement, promotes efficient evaluation and development of the State's resources, and minimizes impacts to the area's cultural, biological, and environmental resources. 2. The Prevention of Economic and Physical Waste Unitization, as opposed to activity on a lease -by -lease basis, may prevent economic and physical waste. Economic waste is often referred to as the drilling of wells in excess of the number necessary for the efficient recovery of the oil and gas in place. Physical waste, among other things, includes the inefficient, excessive, or improper use of, or unnecessary dissipation of, reservoir energy. Unitization may also prevent economic and physical waste by eliminating redundant expenditures for a given level of production, or by increasing ultimate recovery with the adoption of a unified reservoir management plan. Annual approval of the SMGSU development activities as described in future plans of development must also provide for the prevention of economic and physical waste. Unitizing the three fields integrates the infrastructure and facilities and helps maximize recovery with fewer expenditures on items such as wells and meters. Unitizing the fields makes the proposed SMGSU more competitive for Hilcorp's internal funding for wells and projects as opposed to submitting project funding on the three -field basis. Making the unit a more attractive asset for internal funding could increase potential resources recovery and feasibility of bringing lighthoused platforms back online. 3. The Protection of All Parties of Interest, Including the State The people of Alaska have an interest in the development of the State's oil and gas resources to maximize the economic and physical recovery of the resources. AS 38.05.180(a). Approval of this expansion under annually -approved plans of development will provide for continued review and approval of Hilcorp's plans to develop the SMGSU in a manner that will maximize economic and physical recovery. Combining interests and operating under the terms of the SMGSU Agreement and the new Operating Agreement ensures an equitable allocation of costs and revenues commensurate with the resources. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 10 of 19 The SMGSU expansion protects the economic interests of Hilcorp and the State. The expansion promotes the State's economic interests because hydrocarbon recovery will be maximized and additional production -based revenue will be derived from the increased production. Diligent exploration and development under a single approved unit plan promotes the State's interest. Operating under the SMGSU Agreement provides for accurate reporting and record keeping, State approval of plans of exploration and development and operating procedures, royalty settlement, and in-kind taking, all of which will further the State's interest. The public interest is also advanced by updating lease terms to reflect current exploration and development circumstances, returning state land to lease sales for future bonus bid revenue, and combining leases to evaluate and administer the Middle Ground Shoal fields as a single development unit. IV. FINDINGS AND DECISION A. The Conservation of All Natural Resources Expansion of the SMGSU will provide for continued development of the expansion area under the SMGSU Agreement and will maximize the efficient recovery of oil and gas and minimize the adverse impacts on the surface and other resources. 2. The unitized development and operation of the expansion leases will reduce the amount of land and fish and wildlife habitat that would otherwise be disrupted by individual lease development. This reduction in environmental impacts and preservation of subsistence access is in the public interest. There is potential for environmental impacts associated with development. All unit development must proceed according to an approved plan of development. Additionally, before undertaking any specific operations, the Unit Operator must now submit a unit Plan of Operations to the Division and other appropriate state and local agencies for review and approval. The lessees may not commence any drilling or development operations until all agencies have granted the required permits. The leases may also be subject to mitigation measures, compliance with which is reviewed when the operator submits a Plan of Operations. DNR may also amend a proposed unit Plan of Operations as necessary to protect the State's interest. Compliance with mitigation measures will minimize, reduce, or completely avoid adverse environmental impacts. B. The Prevention of Economic and Physical Waste Hilcorp submitted geological, geophysical and engineering data to the Division in support of the Application. Division technical staff determined that the expanded SMGSU acreage encompasses all or part of one or more oil and gas reservoirs. 2. The available geological, geophysical, and engineering data justify including the proposed land in the MGSU, as described in Section III A, 2. in this decision. Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page I 1 of 19 3. The production of hydrocarbons through the existing production and processing facilities reduces the environmental impact of the additional production. Using existing facilities will avoid unnecessary duplication of development efforts on and beneath the surface. C. The Protection of All Parties in Interest, Including the State 1. The unit expansion as approved protects all parties' interests including the people of Alaska who have an interest in the development of the State's oil and gas resources to maximize the economic and physical recovery of the resources. 2. The economic, geological, geophysical, and engineering data that Hilcorp provided reasonably justify the inclusion of the SMGSU expansion acreage under the terms of the applicable regulations governing formation, expansion, and operation of oil and gas units and participating areas (11 AAC 83.301 —11 AAC 83.395) and the terms and conditions under which these lands were leased from the State. 3. Hilcorp holds sufficient interest in the unit area to give reasonably effective control of operations. 4. The unit expansion meets the requirements of 11 AAC 83.303. 5. The Division complied with the public notice requirements of 11 AAC 83.311. 6. The unit expansion will not diminish access to public and navigable waters beyond those limitations (if any) imposed by law or already contained in the oil and gas leases covered by this decision. 7. The SMGSU Agreement provides for additional expansions and contractions of the unit area in the future, as warranted by data obtained by exploration or otherwise. The SMGSU Agreement thereby protects the public interest, the rights of the parties, and the correlative rights of adjacent landowners. 8. The SMGSU Agreement, as amended, will remain in effect for the SMGSU and become effective for the expansion area leases as of the effective date of the expansion decision. The SMGSU and expansion leases—ADLs 18744, 18746, 18756, 18754, and 17595—are not written on the current lease form. These leases will be modified and amended to conform to the current lease language found in lease form DOG 201503W as follows. a. Delete paragraphs 10 (Minimum royalty), 12 (Discovery royalty), 14 (RIK), 15 (RIV) and 16 (Price). b. Add subparagraphs (c) and (d) from paragraph 5 (Rentals). C. Add paragraphs 7 (Apportionment of royalty), 9 (Plan of Operations), 10 (POD), 12 (Directional drilling), 34 (Definitions), 36 (Value), 37 (RIV), and 38 (RIK). 9. The approved expanded unit is effective September 21, 2016. 10. The leases approved for inclusion in the expanded South Middle Ground Shoal Unit are Middle Ground Shoal Unit: Approval of the Application to Expand & Rename the South Middle Ground Shoal Unit Page 12 of 19 as follows: Tract Lease Lease Acres Royalty WIO tion ;Y�8�N.,R.12W.,SKAKc. No. 3 No. 18754 Date 7/18/1962 3746.0 12.50% Hilcorp - 100% �1 sec. 7, All, T. 8 N., R. 13W., SM, AK sec. 1, All; sec. 2, All; sec. 11, All; sec. 12, All. 4 18756 7/18/1962 5,120.0 12.50% Hilcorp - 100% T. eN-, R. 1131W., SM, AK sec. 14, All; sec. 15, All; sec. 22, All; sec. 23, All; sec. 24, All; sec. 25, All; sec. 26, All. 5 17595-1 1/31/1962 2,636.0 12.50% Hilcorp -100% Segment 1 T. 9 N., R. 12W., SM, AK sec. 19: SEI/4SW1/4, SW 1 /4SE 1 /4; sec. 30, All; sec. 31, All. T. 9 N., R. 13W., SM, AK sec. 25, All; sec. 36, All. 11. The Application included Exhibits A and B. Hilcorp shall submit new Exhibits A and B within 60 days of the issuance of this decision. 12. Hilcorp has agreed to relinquish Segment 2 of ADL 17595 upon the issuance of the unit expansion decision. The legal description of Segment 2 of ADL 17595 is as noted below. ADL 17595, Segment 2 Seward Meridian, Alaska T. 9 N., R. 12 W., sec. 17, All, 640.00 acres; sec. 18, All, 634.00 acres; sec. 19, NI/2, SWI/4SW1/4, N1/2SW1/4, SEI/4SE1/4, Nl/2SEl/4, 556.00 acres; sec. 20, All, 640.00 acres. The area described contains 2,470.00 acres, more or less. Middle Ground Shoal Unit: Approval of the Application Page 13 of 19 to Expand & Rename the South Middle Ground Shoal Unit g 13. Future MGSU PODS submitted to the Division should address the operations to restart production at the Baker and Dillon Platform with timelines and detailed information on efforts to bring the platforms online. The timeline for each platform should include measurable and verifiable milestones. In order to protect the public's interest, Hilcorp and the State are also commencing discussions on DR&R expectations for platforms and offshore location clearance in Cook Inlet. For the reasons discussed in this Findings and Decision, I hereby approve the SMGSU expansion and name change to the Middle Ground Shoal Unit. An eligible person affected by this decision may appeal it in accordance with 11 AAC 02. Any appeal must be received within 20 calendar days after the date of "issuance" of this decision, as defined in 11 AAC 02.040(c) and (d), and may be mailed or delivered to Andrew T. Mack, Commissioner, Department of Natural Resources, 550 W 7th Avenue, Suite 1400, Anchorage, AK 99501; faxed to 1-907-269-8918; or sent by electronic mail to dnr.appeals@alaska.gov. This decision takes effect immediately. An eligible person must first appeal this decision in accordance with 11 AAC 02 before appealing this decision to Superior Court. A copy of 11 AAC 02 may be obtained from any regional information office of the Department of Natural Resources. If you have any questions regarding this decision, contact Kyle Smith with the Division at 907- 269-8807, or by email at. Kyle.Smith@alaska.gov Com A. Feige Director Division of Oil and Gas cc: Department of Law V. ATTACHMENTS 1. Middle Ground Shoal Unit Proposed Exhibit A Description of Lands within the Expanded Unit 2. Middle Ground Shoal Unit Proposed Exhibit B Map of Expanded Unit Area �21/� Date Middle Ground Shoal Unit: Approval of the Application Pae 14 of 19 to Expand & Rename the South Middle Ground Shoal Unit g Middle Ground Shoal Unit Proposed Exhibit A Map of the Proposed Expanded Unit Middle Ground Shoal Unit: Approval of the Application Page I S of 19 to Expand & Renamae the South Middle Ground Shoal Unit S 6 3 2 1 6 5 21 22 ADLO18772 Y4 19 20 20 21 23 ADLO18754 7 8.. 9 10 11 w� S009NO13W 18 17 16 15 14 S009NO12W 18 17 26 S008NO12W 25 30 29 28 2 20 19 20 21 22 ":` z1 X11 24 19 ADL389919 om 23 30 Aree of Davi n1-� 28 27 26 25 30 ADL391597 29 29 oaa.om 'n Lw..P 34 }senee d )?°"°�° 35 36 31 32 33 1 .w 6 3 2 1 6 5 I Cgpy,pMOT01a EaM1 HERE. ,N" Euwcr:EM. pataae, UE09,Ni8 .... ADLO18754 7 8.. 9 10 11 12 7 8 18 17 16 15 14 13 18 17 S008NO12W SOO8N013W 3 20 19 20 21 22 ":` z1 X11 24 19 ADL389919 23 30 28 27 26 25 30 ADL391597 29 29 36 32 ADL3914323 33 34 35 ADL 3926- 31 31 2 Q Unit Tracts -- Stale Leases ADL018746 5 6 5 4 3 1 ADL378114 ADL391838 7 8 S007NO13W 9 1� ADL`744 11 12 7 S007NO12W8 Middle Ground Shoal Unit Exhibit A 05 ' � Miles Mapoale: 411412015 Middle Ground Shoal Unit: Approval of the Application page 16 of 19 to Expand & Rename the South Middle Ground Shoal Unit 2, Middle Ground Shoal Unit Proposed Exhibit B Description of Lands within the Proposed Expansion of Unit Area Middle Ground Shoal Unit: Approval of the Application Page 17 of 19 to Expand & Rename the South Middle Ground Shoal Unit o 3: to a x a. a0 �6 �a `3 to Cs' C Cn a C a °= tD O N C4 O N O C O O K ro to OO N O M Exhibit B Middle Ground Shoal Unit Effective May 1, 2013 TM, RI3W.SM, AR 1,0800000 HAK%605838 Satef Al o Section 02; WV2NE1/4,NWI/4, SWI/4: ADLM 18746 Depaasd Re ourcd 400 a s Kfi�o3: sP2/4NEv4, EvzsEv4; I20 TBN, RI3W. SM, AK Seedon35: NEP4,NWI/4,SWU4, WInSEI/4, 560 teres; T8N. R12W, SM, AK .' ADLN 18754 Depemnent ofNm.l Sec 06: Mi. 593..1: Resound Working working TSN, RUW, SM, AK Mineral Mineral Royalty ORRI ORRI Interest Interest Owner °h Secdon 11: All, 640 acro Tract Owner Interest Percent Owner Percent Ownership 5,1200000 HAK4589104 Stateof Alaska, ADL6 15756 Department of Nawre Tract Tract Legal Description Acreage Lease M S Section 14: Mi, 640 acres: Semon 15'. All, 640 ecsd; .W IOO Secl10022: All, 640 acrta: Smfim 23: All, 640 arts: Hilcory Alaska, LLC Secdon25: All, 640aercs; 800000 Saaof AMd 100.00°5 12.500°5 1 T'M,R13W, SM, Alk AnL#605839 ADLIt 15744 Depatbnent ofNed°al Section l0: NEI/4NE1/4;400aerts: Rdourtes Section ll: NW/4NWV4; 40.0 acrd. TM, RI3W.SM, AR 1,0800000 HAK%605838 Satef Al o Section 02; WV2NE1/4,NWI/4, SWI/4: ADLM 18746 Depaasd Re ourcd 400 a s Kfi�o3: sP2/4NEv4, EvzsEv4; I20 TBN, RI3W. SM, AK Seedon35: NEP4,NWI/4,SWU4, WInSEI/4, 560 teres; T8N. R12W, SM, AK .' ADLN 18754 Depemnent ofNm.l Sec 06: Mi. 593..1: Resound Secdon 07'. All, 593 acres: TSN, RUW, SM, AK Semon 01: AIL 640 saes: Secsian 02. All, 640 add: Secdon 11: All, 640 acro Semon 12: AIL b40 scro; TSN,RI3W,SM,AK 5,1200000 HAK4589104 Stateof Alaska, ADL6 15756 Department of Nawre Sation 13'. All, 640 acrd: Resources Section 14: Mi, 640 acres: Semon 15'. All, 640 ecsd; Secl10022: All, 640 acrta: Smfim 23: All, 640 arts: Secfim 24: All, 640 acres: Secdon25: All, 640aercs; Secdon 26'. All, 640 acres; Middy Cvoond Shoal Unit Exhibit 8 Lot Update: 4/11/2016 P'S 1 of t e28OOL'J ens «pun moo !" qlnosoql a £ _pulu uo!A/dv A fjUA: nluo a punolDi i �| !m Dr °Q w � o CD - C G P* C) a. 3 C7 n W w O•C O N Com'• N J �... 'O y i•i p 0 N f1 CD CD 0 S CD 0 0 CD 0 N o, tlQ .v E" ry I t"' a C" o co w �• 9 w < o o n ° o C CD Z. w icy O\O � o UaQ �G aN .. W NW �' ° O° C N ACD 0 m CD O N O r O O C, �' f1cl O CD N r' �o N� w a. a� ao a y Giy� -j 00 cr x''J 0r PD < a' vi W ii f3 w„ wqQ w 9 yA �a.a `DoaQ r nCi7M W NM y Off' 'J "a� n QQA rA CD CD CD ft ° 0 O 4: cyo Oti E' N i= UQ qq CD c °Q � N a � � 0 C6 Cl. cCDCD o o ti c P, O y n o m G. 0q .-. ° p w Inaq o ti O O- q coo C CD co o > CA o n a O Y ° ., .Ox z CN ;3 o° N p m cn r m CD ot CD CD CD C� CD< n W owe a' N 0 0 h 0 NP CD y STATE OF ALASKA ADVERTISING ORDER NOTICE TO PUBLISHER SUBMIT INVOICE SHOWING ADVERTISING ORDER NO.CERTO'IED OF PUBLICATION WITH ATTACHED COPY OF ADRTISMENT. AFFmAvT VE ADVERTISING ORDER NUMBER AO -17-004 FROM: Alaska Oil and Gas Conservation Commission AGENCY CONTACT: Jody Colombie/Samantha Carlisle DATE OF A.O.AGENCY 08/18/16 PHONE: (907 279-1433 333 West 7th Avenue Anchorage, Alaska 99501 DATES ADVERTISEMENT REQUIRED: COMPANY CONTACT NAME: PHONE NUMBER: ASAP FAX NUMBER: (907) 276-7542 TO PUBLISHER: Alaska Dispatch News SPECIAL INSTRUCTIONS: PO Box 149001 Anchors e, Alaska 99514 TYPE OF ADVERTISEMENT: FV LEGAL I DISPLAY CLASSIFIED r OTHER (Specify below) DESCRIPTION PRICE CO -16-016 Initials of who pre ared AO: Alaska Non -Taxable 92-600185 :sysiii[:mVOICeSuvwuiFruv[idtiS0.4G. N+1£U gFP1Pi1kiT:Q?:': p:Mit inw.Tf WiTA.A, 'r¢G— .6... PY:QF:: '.AUVERTIBMENT:T6 Department of Administration Division of AOGCC 333 West 7th Avenue Anchorage, Alaska 99501 PaI of 1 e Total Of All REF Type Number I PVN ADN84501 Amount out. Comments 2 AID AO -17-004 3 4 FIN AMOUNT SY Appr Unit PGM LGR Object FY DIST LIQ 1 17 021147717 3046 17 2 3 4 5 P ha n thority igna re Telephone Number Purchasing Authonty Sone: TNR.: 79'3 —/Z.3 'jz il-vy-p�JC 1�ulC I. A.O. A and receiving agency name must appear on all Invoices and documents ming to this ase. 2. The state is registered for tat free transactions under Chapter 32, IRS code. Registration number 92-73-0OOfi K. Items are far the ezUusive use of the slate and not la resale. :77M D� TWBUTIQN Dtvlslon FicaVOriginalAO ..... .. :: Cepies: Pptiltsf�tP tfyxeilj, Division Fistalr $eceivirrg. Form: 02-901 Revised: 8/18/2016 270227 RECEIVED 0001391370 AUG 25 2016 $19424 AOGCC AFFIDAVIT OF PUBLICATION STATE OF ALASKA THIRD JUDICIAL DISTRICT Emma Dunlap being first duly sworn on oath deposes and says that he/she is a representative of the Alaska Dispatch News, a daily newspaper. That said newspaper has been approved by the Third Judicial Court, Anchorage, Alaska, and it now and has been published in the English language continually as a daily newspaper in Anchorage, Alaska, and it is now and during all said time was printed in an office maintained at the aforesaid place of publication of said newspaper. That the annexed is a copy of an advertisement as it was published in regular issues (and not in supplemental form) of said newspaper on August 19, 2016 and that such newspaper was regularly distributed to its subscribers during all of said period. That the full amount of the fee charged for the foregoing publication is not in excess of the rate charged private individuals. C� Signed Subscribed and sworn to before me this 19th day of Au list, 2�011�6 H"a Notary Public in and for The State of Alaska. Third Division Anchorage, Alaska MY COMMISSION EXPIRES aIa3L(2�i9 Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: C0-16-016 The application of Hilcorp Alaska, LLC to amend Conservation Order 44 Hilcorp Alaska, LLC by letter dated August 16, 2016, requests the Alaska Oil and Gas Conservation Commission (AOGCC) issue an order amending Conservation Order 44, Middle Ground Shoal Field. The AOGCC has tentatively scheduled a public hearing on this application for September 20, 2016, at 9:00 a.m. at 333 West 7th Avenue, Anchorage, Alaska 99501. To request that the tentatively AOGCC no lateritha4:30 p.m. onheld, a s Sepan tember 8, 016.uest must E tiled with the If a request for a hearing is not timely filed, the AOGCC may consider the the hearing, an (907without 2791433 ater hearing. ptember 9, 2To learn if 01AOGCC will In addition, written comments regarding this application may be 99501IttCto the ommem50Gmustat 3be 3receivetl7 noAlatevenuethanc430 Pmlasok1l1 September 16, 2016, except that, if a hearing Is held, comments must the be received no later than conclusion of the September 20, 2016 hearing. be N Y comment or atte d the hearincg,,acorlte.L hedAtOGCC at (907) 2 9�1�433 no later than September 15, 2016. //signature on file// Daniel T. Seamount, Jr. AO -17-004 Published: August 19, 2016 Notary Public / BRITNEY L. THOMPSON State of Alaska ^�y Commission Expires Feb 23, 20' Carlisle, Samantha J (DOA) From: Carlisle, Samantha J (DOA) Sent: Thursday, August 18, 2016 2:17 PM To: Ballantine, Tab A (LAW) (tab.ballantine@alaska.gov); Bender, Makana K (DOA) (makana.bender@alaska.gov); Bettis, Patricia K (DOA) (patricia.bettis@alaska.gov); Bixby, Brian D (DOA); Brooks, Phoebe L (DOA) (phoebe.brooks@alaska.gov); Carlisle, Samantha 1 (DOA); Colombie, Jody 1 (DOA) Qody.colombie@alaska.gov); Cook, Guy D (DOA); Davies, Stephen F (DOA) (steve.davies@alaska.gov); Eaton, Loraine E (DOA); Foerster, Catherine P (DOA) (cathy.foerster@alaska.gov); French, Hollis (DOA); Frystacky, Michal (michal.frystacky@alaska.gov); Grimaldi, Louis R (DOA) (lou.grimaldi@alaska.gov); Guhl, Meredith (DOA sponsored) (meredith.guhl@alaska.gov); Herrera, Matthew F (DOA); Hill, Johnnie W (DOA); Jones, Jeffery B (DOA) Qeff Jones@alaska.gov); Kair, Michael N (DOA); Link, Liz M (DOA); Loepp, Victoria T (DOA); Mumm, Joseph (DOA sponsored) Qoseph.mumm@alaska.gov); Noble, Robert C (DOA) (bob.noble@alaska.gov); Paladijczuk, Tracie L (DOA) (tracie.paladijczuk@alaska.gov); Pasqual, Maria (DOA) (maria.pasqual@alaska.gov); Quick, Michael (DOA sponsored); Regg, James B (DOA) oim.regg@alaska.gov); Roby, David S (DOA) (dave.roby@alaska.gov); Scheve, Charles M (DOA) (chuck.scheve@alaska.gov); Schwartz, Guy L (DOA) (guy.schwartz@alaska.gov); Seamount, Dan T (DOA) (dan.seamount@alaska.gov); Singh, Angela K (DOA) (angela.singh@alaska.gov); Wallace, Chris D (DOA) (chris.wallace@alaska.gov); AK, GWO Projects Well Integrity, AKDCWellIntegrityCoordinator, Alan Bailey; Alex Demarban; Alexander Bridge; Allen Huckabay; Andrew Vandedack, Ann Danielson; Anna Raff; Barbara F Fullmer, bbritch; Becky Bohrer; Bill Bredar; Bob; Brian Havelock; Bruce Webb; Caleb Conrad; Candi English; Cocklan-Vendl, Mary E; Colleen Miller; Crandall, Krissell; D Lawrence; Dale Hoffman; Dave Harbour; David Boelens; David Duffy; David House; David McCaleb; David Tetta; ddonkel@cfl.rr.com; Dean Gallegos; DNROG Units; Donna Ambruz; Ed Jones; Elizabeth Harball; Elowe, Kristin; Evan Osborne; Evans, John R (LDZX); Frank Molli; Gary Oskolkosf, George Pollock; Gordon Pospisil; Greeley, Destin M (DOR); Gregg Nady; Gretchen Stoddard; gspfoff, Hyun, James J (DNR); Jacki Rose; Jdarlington Qarlington@gmail.com); Jeanne McPherren; Jerry Hodgden; Jerry McCutcheon; Jim Watt; Jim White; Joe Lastufka; Joe Nicks; John Burdick; John Easton; Jon Goltz; Juanita Lovett; Judy Stanek; Julie Little; Kari Moriarty; Kazeem Adegbola; Keith Torrance; Keith Wiles; Kelly Sperback; Laura Silliphant (laura.gregersen@alaska.gov); Leslie Smith; Louisiana Cutler; Luke Keller; Marc Kovak; Mark Dalton; Mark Hanley (mark.hanley@anadarko.com); Mark Landt; Mark Wedman; Marquerite kremer (meg.kremer@alaska.gov); Mealear Tauch; Michael Bill; Michael Calkins; Michael Moora; MJ Loveland; mkm7200; Munisteri, Islin W M (DNR); nelson; Nichole Saunders; Nikki Martin; NSK Problem Well Supv; Patty Alfaro; Paul Craig; Paul Decker (paul.decker@alaska.gov); Paul Mazzolini; Pike, Kevin W (DNR); Randall Kanady; Randy L. Skillern; Rena Delbridge; Renan Yanish; Richard Cool; Robert Brelsford; Ryan Tunseth; Sara Leverette; Scott Griffith; Shannon Donnelly, Sharmaine Copeland; Sharon Yarawsky; Shellenbaum, Diane P (DNR); Skutca, Joseph E (DNR); Smart Energy Universe; Smith, Kyle S (DNR); Stephanie Klemmer; Stephen Hennigan; Sternicki, Oliver R; Steve Moothart (steve.moothart@alaska.gov); Steve Quinn; Suzanne Gibson; Tamera Sheffield; Ted Kramer, Temple Davidson; Teresa Imm; Thor Cutler, Tim Jones; Tim Mayers; Todd Durkee; trmjrl; Tyler Senden; Umekwe, Maduabuchi P (DNR); Vicki Irwin; Vinnie Catalano; Whitney Pettus; Aaron Gluzman; Aaron Sorrell; Ajibola Adeyeye; Alan Dennis; Assmann, Aaron A, Bajsarowicz, Caroline J; Brian Gross; Bruce Williams; Bruno, Jeff J (DNR); Casey Sullivan; Don Shaw; Eric Lidji; Garrett Haag; Graham Smith; Hak Dickenson; Heusser, Heather A (DNR); Holly Pearen; Jamie M. Long; Jason Bergerson; Jim Magill; Joe Longo; John Martineck; Josh Kindred; Laney Vazquez; Lois Epstein; Longan, Sara W I I To: (Dl�r(); Marc Kuck; Marcia Hobson; Marie Steele; matt Armstrong; Mike Franger; Morgan, Kirk A (DNR); Pascal Umekwe; Pat Galvin; Pete Dickinson; Peter Contreras; Richard Garrard; Richmond, Diane M; Robert Province; Ryan Daniel; Sandra Lemke; Susan Pollard; Talib Syed; Tina Grovier (tmgrovier@stoel.com); Tostevin, Breck C (LAW); Wayne Wooster, William Van Dyke Subject: Notice of Public Hearing, CO -16-016, Hilcorp Attachments: CO -16-016 Public Hearing Notice.pdf The application of Hilcorp Alaska, LLC to amend Conservation Order 44. Samantha Carlisle Ix""(1tiVe Secletar} Ill Alaska Oil and Gas Conservation C ,nntnissiun 3a'� Wast ja, Avenue ; l n di o rap C, AK 99561 (90-1)79-1-1223 CONFIDENTIALITY NOTICE., This e -Mail message, including any atachments, contains information from the Alaska Oil and Gas Conservation Commission (AC CCC), State of Alaska and is for the sole use of the intended recipient(s). it may contain confidential and/or privileged information. The unauthorized review, use or dixlosurc of such information may violate state or federal laic. If you are an unintended recipient of this e-mail, please delete it, without first saving or forwarding it, anis, so that the AOGCC is aware of tin: mistake in sending it to you, contact Samantha Carlisle at (9)7) 793-12.3 or Samantha Carlislex<altis!sAov. Bernie Karl Jack Hakkila K&K Recycling Inc. P.O. Box 190083 P.O. Box 58055 Anchorage, AK 99519 Fairbanks, AK 99711 Penny Vadla George Vaught, Jr. 399 W. Riverview Ave. P.O. Box 13557 Soldotna, AK 99669-7714 Denver, CO 80201-3557 David W. Duffy Richard Wagner Landman P.O. Box 60868 Hilcorp Alaska, LLC Fairbanks, AK 99706 P.O. Box 244027 Anchorage, AK 995244027 Gordon Severson 3201 Westmar Cir. Anchorage, AK 995084336 Darwin Waldsmtth P.O. Box 39309 Ninilchik, AK 99639 tJ�•\ � � I 2U� M Hilcorp Alaska, LLC August 16, 2016 Post Office Box 244027 Anchorage, AK 99524-4027 3800 Centerpoint Drive Suite 1400 Anchorage, AK 99503 Phone: 907/777-8414 Fax: 907/777-8301 Email: dduffv@hilcorp.Com Cathy Foerster, Chair R E CLE! V E D Alaska Oil and Gas Conservation Commission AU6 17 2016 333 West 7th Avenue, Suite 100 Anchorage, Alaska 99501 AOGCC RE: Application to Amend Conservation Order 44 (Middle Ground Shoal Field) Dear Commissioner Foerster: Hilcorp Alaska, LLC ("Hilcorp"), as Operator of the Middle Ground Shoal Field, hereby requests the Alaska Oil and Gas Conservation Commission ("AOGCC") take action to amend Conservation Order 44 ("CO 44"). The Middle Ground Shoal field has the unique distinction of being the first offshore development in both Cook Inlet and Alaska. Following discovery in 1963, production peaked in 1968 at 43 mbopd. To date, a cumulative 215 mmstbo has been produced field -wide. Hilcorp acquired the Baker and Dillon Platforms in 2012, but both platforms are currently shut-in. In 2015, Hilcorp acquired two active platforms (A and C) from XTO. Current production from the field is approximately 1900 bopd. As the sole operator and working interest owner of the Dillon, A, C, and Baker Platforms, Hilcorp is pursuing unitization of the entire Middle Ground Shoal field with the State of Alaska, Department of Natural Resources and is actively evaluating various opportunities to return currently shut-in leases to production. The proposed amendments to CO 44 are necessary to extend field life, increase ultimately recovery and minimize waste. 1.0 Regulatory History of Conservation Order 44 Conservation Order 44 was issued on July 19, 1967. On September 7, 1967, AOGCC issued Conservation Order 53 to expand the affected area of the field. On October 12, 1967, AOGCC issued Conservation Order 54 to correct and finalize the affected area governed by CO 44. Subsequently, AOGCC issued numerous administrative orders under CO 44, the majority of which approved conversion of producing wells to injectors (or vice versa), authorized well -specific downhole commingling (or injection), or approved drilling, testing and production from wells at tighter intervals than otherwise required by applicable well spacing restrictions. A summary of such administrative order is detailed in Exhibit C. Proposed Amendment, CO 44 Page 2 of 13 2.0 Proposed Order Modification of the Affected Area A map of the Affected Area of CO 44 (as amended by Conservation Orders 53 and 54) is provided as Exhibit A. This map also illustrates the boundary of Area Injection Orders Nos. 7, 8 and 9. Hilcorp has filed an application with the Department of Natural Resources to unitize the entire field. As such, Hilcorp respectfully requests the AOGCC to adopt the (pending) boundary of the Middle Ground Shoal Unit as the affected area of CO 44. See Exhibit B. Hilcorp is the sole operator and owner of the entire Middle Ground Shoal Unit, including operations associated with each of the four platforms (Baker, A, C, and Dillon). The State of Alaska is the sole landowner. Utilizing the proposed Middle Ground Shoal Unit boundary is an appropriate method of protecting the associated correlative rights of all affected parties while promoting efficient development of this legacy field. Rule 1: Well Spacing Hilcorp proposes to repeal Rule 1 ("spacing pattern") in its entirety and replace it with the following language: There shall be no well spacing restrictions within the Affected Area, except: • No gas well shall be drilled or completed less than 1,500 feet from the exterior boundary of the Affected Area unless the owner and landowner is the same on both sides of the line. • No oil well shall be drilled or completed less than 500 feet from the exterior boundary of the Affected Area unless the owner and the landowner is the same on both sides of the line. • On written request by the Operator, the AOGCC may administratively consider and approve modifications to well spacing when justified. Rule 2: Pool Designation Hilcorp proposes to repeal Rule 2 ("Pool Designation") in its entirety and replace it with the following language: • The Middle Ground Shoal Oil Pool shall comprise the oil-bearing intervals common to and correlating with the interval between the measured depth of 5419 feet and 9198 feet in the MGS State 17595-4 (BA -04) well. r Proposed Amendment, CO 44 Page 3 of 13 • The Middle Ground Shoal Gas Pool shall comprise the gas bearing intervals common to and correlating with the interval between the measured depth of 1459 feet and 7016 feet in the MGS State 18746-1 (common name) well. This gas pool includes and is comprised of the following three intervals: o Upper Gas Interval 1459' to 5126' MD (COAL 31 marker).' o Middle Gas Interval: 5126' (COAL 31 marker) to 6437 MD (COAL 41 marker) 2 o Lower Gas Interval: 6437' (COAL 41 marker) to 7016' MD (Top A marker, coincides with top of the Middle Ground Oil pool).3 Rule 3: Permissible Commingling Hilcorp proposes to repeal Rule 3 ("Permissible Commingling") in its entirety. At this late stage of the field's development, consolidation of the field's original seven oil pools (A through G) and three subsequent commingling groups (A, BCD, EFG) into a single oil pool is necessary to maximize ultimate recovery and therefore prevent waste. Over the last 50 years, approximately 80% of the field's recoverable oil reserves have been produced. The field's regulatory history demonstrates a clear trend towards consolidation of multiple oil pools to promote and enhance ultimate recovery. Full consolidation of field's oil-bearing formations into a single oil pool will maximize field life, reduce administrative burdens and efficiently promote ultimate recovery. For similar reasons, Hilcorp requests the AOGCC recognize a single gas pool for the entire Middle Ground Shoal Field. Doing so will promote and enhance ultimate recovery from previously produced intervals (5126' to 7016'MD in the MGS State 18746-1 well) while promoting efficient exploration and development of the field's potential gas -bearing zones above and below established production intervals. Rule 4: Fluid Injection Hilcorp proposes to revise Rule 4 to be consistent with the proposed single oil. Doing so will allow injection to be commingled within a single well bore. For reservoir management purposes, and in accordance with good engineering practices, Hilcorp will continue to track and manage injection volumes into historic oil pool designations. ' To date, no production of this interval has occurred, other than unquantified volumes of gas vented during the MGS State 17595-1 blowout well in 1962. ' This interval contains known gas with a cumulative production of approximately 16 BSCF and is >60% depleted. ' To date, no gas production from this interval has occurred. I Proposed Amendment, CO 44 Page 4 of 13 Rule 5: Lease line well Hilcorp proposes to repeal Rule 5 in its entirety. This rule is a relic of the field's segmented development history and ownership. Today, Hilcorp owns and operates all leases and associated facilities throughout the entire field. Operating the field as an integrated unit will extend field life and increase ultimate recovery. Rule 6: Administrative Approvals No proposed changes to Rule 6 are requested at this time. Rule 7: Casing and Cementing Requirements Hilcorp proposes to repeal Rule 7 in its entirety and replace it with the following language: • Oil wells shall be completed in accordance with the provisions of 20 AAC 25.240(b). • Due to significant loss zones previously encountered in the intermediate casing of some gas wells, alternative methods (cement bond log or water flow log) will be considered by the AOGCC on a case-by-case basis as an alternative means to validate zonal isolation. Rule 8 (Bottom -hole Pressure Surveys) and Rule 9 (Gas -Oil Ratio Tests) Due to field maturity and availability of both current and historic data (e.g., 10-413 and 10-405 submissions) Hilcorp proposes to repeal both Rule 8 (Bottom Hole Pressure Surveys) and Rule 9 (Gas -Oil Ratio Tests) in their entirety. Should you have any technical questions, please contact Mr. Radu Girbacea at 777-8324 (roirbace @hilcorp.com) or James Young, Reservoir Engineer, at 777-8404 (jyounena hilcorp.com). At AOGCC's request, we would please to provide a technical briefing. Sincerely, David W. Duffy, Landman Hilcorp Alaska, LLC Enclosures: • Exhibit A: Map of Current CO 44, 53 and 54 (with AIOs 7,8 and 9) • Exhibit B: Proposed Affected Area (to match MGS Unit Boundary) • Exhibit C: Regulatory' History of CO 44 CC: DNR Proposed Amendment, CO 44 Page 5 of 13 Exhibit A: Current Affected Areas CO 44, 53 and 54 with AIOs 7, 8 and 9 Jury 2016 MCorp Alaska. LLC Proposed Amendment, CO 44 Page 6 of 13 Exhibit B: Proposed Affected Area of Middle Ground Shoal Field / Unit i Proposed Amendment, CO 44 Page 7 of 13 Exhibit C Annotated History of CO 44 Conservation Order 44 was issued on July 19, 1967, and thereby expanded and modified the Middle Ground Shoal Field's original pool rules established under Conservation Order 31. • September 7, 1967: AOGCC issued Conservation Order 53, expanding and the affected area of Conservation Order 44. • October 12, 1967: AOGCC issued Conservation Order 54, modifying the affected area of Conservation Order 53 and establishing the total affected area governed by CO 44. • October 19, 1967: OGCC issued AA 44. 1, authorizing the conversion of well A -AA - 11 from producer to injection status. • January 3, 1968: AOGCC issued Conservation Order 56, authorizing the commingling of fluids from A with those from the combined BCD with those from either the BCD pools or the EFG pools. • March 27, 1968: AOGCC issued Conservation Order 62, granting a spacing exception to the commingling provisions of CO 44 and No. 53 for the MGS 17595 No. 4 well to permit the commingling of fluids from the A pool with fluids from EFG pools, subject to certain conditions. • September 3, 1968: AOGCC issued Conservation Order 66, granting a spacing exception otherwise required by Rule 1(b) of Conservation Order No. 53 and therefore allowing South MGS Unit well No. 11 to be drilled. • October 22, 1968: AOGCC issued AA 44.2 authorizing comingling of fluids for injection into the A and BCD pools. • December 31, 1968: AOGCC issued AA 44.3 authorizing conversion of wells A-12- 12, A-33-14 and A-11-13 from producing to injection status. • March 24, 1969: AOGCC issued AA 44.4 authorizing conversion MGS 17595 well Nos. 9, 10, 12, 13 and 14 to injection status. • April 23, 1969: AOGCC issued AA 44.5 authorizing conversion of MGS Well Nos. 11 and 12 to injection status. • May 1, 1969: AOGCC issued AA 44.6 approving the granting of an exception to the comingling provision of CO 44 and CO 53 to permit comingling of production from the BCD pools with production from EFG pools. Proposed Amendment, Co 44 Page 8 of 13 • May 16, 1969: AOGCC issued AA 44.7 authorizing conversion of A-13-12 from producing to injection status. • October 15, 1969: AOGCC issued AA 44.8 authorizing the conversion of producing well A-11-1 from producing to injection status. • December 2, 1969:AOGCC issued AA 44.9 authorizing commingling of production from both the BCD and EFG pools in the MGS 17595 No. 7. • April 6, 1970: AOGCC issued Conservation Order No. 89, cancelling Conservation Order 62 (permitting commingling of production from the A pool with the EFG pools in the MGS Well No. 4) and allowing commingling of production from the same pools under different requirements. • July 8, 1970:AOGCC issued AA 44.10 authorizing conversion of MGS Well No. 2 from producer to injection status in the F and G pools. • January 29, 1971: AOGCC issued AA 44.11 authorizing re-injection of produced water into field water injection wells. • July 14, 1971: AOGCC issued AA 44.12 authorizing conversion of well A-32-11 from producer to water injection status. • March 15, 1971: AOGCC issued Conservation Order No. 99, allowing semiannual production tests for the MGS 17595 Nos. 4 and 7 by measuring the proportionate amount of fluid being produced from the commingled A and EFG pools by means of spinner survey. • March 21, 1973: AOGCC issued AA 44.13 authorizing conversion of MGS 17595 No. 4 from producer to water injection status. • March 21, 1973: AOGCC issued AA 44.14 authorizing commingling of production from the A pool with the BCD pools in the wellbore of MGS 17595 Well No. 6. • March 21, 1973: AOGCC issued AA 44.15 authorizing use of spinner surveys for semi-annual production tests in the MGS 17595 Well No. 6. • May 3, 1973: AOGCC issued a spacing exception under AA 44.16 to authorize drilling of well C-24-14 (injector). • May 3, 1973: AOGCC issued a spacing exception under AA 44.17 to authorize drilling of well C-44-14 (injector). I Proposed Amendment, CO 44 Page 9 of 13 • December 21, 1973: AOGCC issued a spacing exception under AA 44.18 to authorize the drilling of well A-24-01 (injector). • October 25: 1974, AOGCC issued AA 44.19 authorizing the commingling of production from the BCD and EFG oil pools within the wellbore of MGS 17595 well No. 7. • April 9, 1975: AOGCC issued AA 44.20 authorizing the commingling of production from the BCD and EFG oil pools within the wellbore of MGS 17595 No. 5. • July 15, 1975: AOGCC issued AA 44.21 authorizing the re -drilling of well C -24 -14 - RD to improve the drainage efficiency of the water flood project and increase total oil recovery from the field. • August 20, 1975: AOGCC issued a spacing exception under AA 44.22 to authorize the drilling of the South MGS Unit No. 13. • October 22, 1976: AOGCC issued a spacing exception under AA 44.23 to authorize the re -drilling of MGS 17959 No. 9. • November 10, 1976: AOGCC issued a spacing exception under AA 44.24 to authorize the re -drilling of well A -34 -14 -RD. • March 24, 1977: AOGCC issued a spacing exception under AA 44.25 to authorize drilling of MGS 17595 No. 16. • June 2, 1977: AOGCC issued a spacing exception under AA 44.26 to authorize re- entry into the surface casing of a water source well for recompletion as an oil producer. • July 8, 1977: AOGCC issued a spacing exception under AA 44.27 to authorize the drilling MGS 17595 No. 15. • October 7, 1977: AOGCC issued a spacing exception under AA 44.28 to authorize the drilling of well A-12-1. • November 8, 1977: AOGCC issued a spacing exception under AA. 44.29 to authorize the re -drilling of 17595 No. 8. • December 13, 1977: AOGCC issued a spacing exception under AA 44.30 to authorize the drilling of well C -44 -14 -RD. • March 6, 1978: AOGCC issued a spacing exception under AA 44.31 to authorize the re -drilling of we11C-42-23 RD. Proposed Amendment, CO ,+4 Page 10 of 13 • June 19, 1978: AOGCC issued a spacing exception under AA 44.32 to authorize the re -drilling of MGS 17595 No. 8. • September 10, 1979: AOGCC issued a spacing exception under AA 44.33 to authorize the re -drilling of well C-24-26. • February 28, 1980: AOGC issued Conservation Order 163, thereby exempting the well A-14-01 well from the requirements of Title 11, AAC 22W40 for the for the productive life of the well, and allowing this well to serve as a gas supply • September 1, 1981: AOGCC issued Conservation Order No. 176, thereby exempting drilling rigs from specific requirements of 20 AAC 25.035(b)(1) which require the equivalent of a six-inch line with at least two lines venting in different directions. A system with a minimum four -inch diverter flowline to a degasser and vented by a minimum four -inch line at the derrickman's position or the crown was approved. • January 10, 1983: AOGCC issued a spacing exception under AA 44.34 to authorizing the drilling of MGS 17595 No. 25. • July 11, 1983: AOGCC issued a spacing exception under AA 44.35 authorizing the drilling of well A -12A-1. • July 20, 1983: AOGCC issued a spacing exception under AA 44.36 authorizing the drilling of MGS 17595 No. 27. • January 17, 1984: AOGCC issued a spacing exception under AA 44.37 authorizing drilling of MGS 17595 No. 23. • July 31, 1984: AOGCC issued a spacing exception under AA 44.38 authorizing the re -drilling well 7595 No. 27 well. October 19, 1984: AOGCC issued a spacing exception under AA 44.39 authorizing the drilling of well A-34-11. • October 30, 1987: AOGCC issued AA 44.40 authorizing commingling of production from the BCD and oil pools in the wellbore of MGS 17595 No. 27. • August 23, 1988: AOGCC issued a spacing exception under AA 44.41 authorizing the re -drilling of well C-13-23. • January 29, 1990: AOGCC issued a spacing exception under AA 44.42 authorizing the drilling of well C-12-23. • May 22, 1990: AOGCC issued a spacing exception under AA 44.43 authorizing drilling of MGS 18756 No. C -22A-26. Proposed Amendment, CO v4 Page 11 of 13 • August 1, 1990: AOGCC issued a spacing exception under AA 44.44 authorizing the drilling of well C -13A-23. • January 8, 1991: AOGCC issued a spacing exception under AA 44.45, authorizing the drilling of MGS 18756 No. C-11-23. • On March 29, 1991: AOGCC issued a spacing exception under AA 44.46 authorizing the drilling of MGS 18756 No. C -21A-23. • November 30, 1982: AOGCC issued AA 44.7 authorizing commingling of production from the A and BCD Oil Pools in the MGS 17595 Well No. 27. • June 15, 1993: AOGCC AA 44.8 Q spacing exception authorizing the drilling, completion and production of the MGS No. A32 -11R. • August 16, 1993, AOGCC issued a spacing exception under AA 44.9 authorizing the drilling of MGS No. A -13A-01. • August 18, 1993: AOGCC issued a spacing exception under AA 44.50 authorizing the drilling of the MGS No. 29. • November 22, 1993: AOGCC issued a spacing exception under AA 44.51 authorizing the drilling of MGS No. A33-1 ILS. • February 23, 1994: AOGCC issued AA 44.52 authorizing the commingling of production from the A and BCD pools in the MGS 17595 No. 28. • March 14, 1994: AOGCC issued AA 44.53 authorizing the commingling of production from the A, BCD and EFG pools in the MGS 17595 No. 28. • March 17, 1994: AOGCC issued a spacing exception under AA 44.54 authorizing the drilling of MGS No. A31-14LW. • April 7, 1994: AOGCC issued a spacing exception under AA 44.55 authorizing the drilling of the MGS Dillion No. 17. • April 29, 1994: AOGCC issued Conservation Order No. 335 to waive the requirements of 20 AAC 25.265(a)(2) for a period of six month to produce the MGS 19595 No. 28. May 4, 1994: AOGCC issued a spacing exception under AA 44.56 authorizing the drilling of MGS A-22-14LS. Proposed Amendment, CO 44 Page 12 of 13 • On June 22, 1994: AOGCC issued a spacing exception under AA 44.57 authorizing the drilling of the MGS A-41-11LN. • August 4, 1994: AOGC issued a spacing exception under AA 44.58 authorizing the drilling of well MGS A-13-01LN. • September 14, 1994: AOGCC issued a spacing exception under AA 44.59 authorizing the drilling of well A-12-01 LN. • September 14, 1994: AOGCC issued a spacing exception under AA 44.60 spacing authorizing the drilling of well A14-01LN. • April 27, 1995: AOGCC issued a spacing exception under AA 44.61 authorizing the drilling of well A-43-1-1LW. • June 19, 1995: AOGCC issued a spacing exception under AA 44.62 authorizing the drilling of well A-34-11 LS. • March 6, 1996: AOGCC issued Conservation Order No. 378, and associated Erratum dated March 26, 1996, granted a spacing exception to 20 AAC 25.25.055(a)(4) to allow the drilling of the Baker No. 32 well. • August 15, 1996: AOGCC issued AA 44.63 authorizing the commingling of production from the A, BCD and EFG pools in well 17595 No.15RD. • June 2, 1998: AOGCC issued Conservation Order No. 236 to repeal Rule 7 of CO 44, and replace it with the following language regarding surface casing construction: Surface casing must be set and cemented to a depth of at least 1600 feet TVD if no intermediate casing string will be set. If an intermediate casing string is set between 4000 feet TVD and the shallowest abnormally pressed waterflood zone, surface casing must be set and cemented to a depth of at least 1000 feet TVD. In either case, sufficient cement must be used to circulate to the surface. • June 29, 2000: AOGCC issued a spacing exception under AA 44.64 authorizing the drilling of well A34-11LS2. • January 3, 2001: AOGCC issued a spacing exception under AA 44.65 authorizing the side track drilling of well A2413 -0I LN. • February 6, 2001: AOGCC issued a spacing exception under AA 44.66 authorizing the side track drilling of well Al2-12LW. Proposed Amendment, CO 44 Page 13 of 13 • June 21, 2001: AOGCC issued a spacing exemption under AA 44.67 (June 21, 2001) spacing exception authorizing the side track drilling of well A34-14LW. • September 5, 2001: AOGCC issued AA 44.68 authorizing the commingling of production from the BCD and EFG pools in well Al 1-01. • November 19, 2001: AOGCC issued a spacing exception under AA 44.69 authorizing the side track drilling of well A-34-14LW. • March 5, 2002: AOGCC issued a spacing exception under AA 44.70 authorizing the side track drilling of well C-32-23LW. • April 12, 2002: AOGCC issued a spacing exception under AA 44.71 authorizing the side track drilling of well C-24A-23LN. • January 10, 2003: AOGCC issued a spacing exception under AA 44.72 authorizing the side track drilling of well C-24A-23LN2. • October 14, 2004: AOGCC issued AA 44.73 issued a spacing exception under AA 44.73 authorizing the drilling of well C -22A -26N.