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Home My WebLink AboutCO 701 CCONSERVATION ORDER 701C Ninilehik Unit 1. ----------------- Various Emails 2. August 29, 2017 Hilcorp application to modify CO 701 Ninilchik Pool Rules 3. September 15, 2017 Notice of Public Hearing, Affidavit of Publication, Email list, bulk mail list 4. September 26, 2017 Don Shaw request for a hearing 5. October 5, 2017 Notice of Public Hearing, Affidavit of Publication, Email list, bulk mail list 6. October 10, 2017 Don Shaw request for a hearing 7. November 13, 2017 Letter of Notification from Bankston Gronning O'Hara 8. November 14, 2017 Transcript, Exhibits and sign in sheet 9. November 15, 2017 Response to Directive of AOGCC 10. November 17, 2017 Order 11. December 14, 2017 Transcript, Exhibits and sign in sheet 12. January 26, 2018 Updated Unit and Participating Area Exhibits 13. February 14, 2018 Don Shaw's request for reconsideration 14. March 9, 2018 AOGCC Denial of 2/14/18 request Confidential Maps located in Secure Storage STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West 7th Avenue, Suite 100 Anchorage Alaska 99501 Re: THE APPLICATIONS OF Hilcorp Alaska, LLC to revise Conservation Order 701A to redefine the vertical boundaries and expand the Affected Area of the Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit, onshore and offshore Kenai Peninsula Borough, Alaska Docket Number: CO -17-016 Conservation Order No. 701C Ninilchik Unit Ninilchik Field Beluga/Tyonek Gas Pool Kenai Peninsula Borough, Alaska January 22, 2018 IT APPEARING THAT: 1. By application received August 29, 2017, Hilcorp Alaska LLC (Hilcorp), as operator of the Ninilchik Unit, requested the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A (CO 701A) to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. 2. Pursuant to 20 AAC 25.540, the AOGCC scheduled a public hearing for October 25, 2017. On September 14, 2017, the AOGCC published notice of the opportunity for that hearing on the State of Alaska's Online Public Notice website and on the AOGCC's website, and electronically transmitted the notice to all persons on the AOGCC's email distribution list. On September 15, 2017, the AOGCC mailed printed copies of the notice to all persons on the AOGCC's mailing distribution list and published the notice in the Alaska Dispatch News. 3. On September 26, 2017, the AOGCC received a request that the October 25, 2017 hearing be held. 4. By email received October 2, 2017, Hilcorp amended its application to revise Rule 2 of Conservation Order 701A to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool and to expand the Affected Area of the pool to include the NWl/4NE1/4 of Section 7, TIN, R12W, Seward Meridian (NWl/4NE1/4 of Section 7). 5. Due to Hilcorp's amendment of its request, the public hearing scheduled for October 25, 2017 at 10:00 a.m. was vacated. 6. Pursuant to 20 AAAC 25.540, the AOGCC rescheduled the public hearing for November 14, 2017. On October 4, 2017, the AOGCC published notice of the opportunity for that hearing on the State of Alaska's Online Public Notice website and on the AOGCC's website, and electronically transmitted the notice to all persons on the AOGCC's email distribution list. On October 5, 2017, the AOGCC mailed printed copies of the notice to all persons on the AOGCC's mailing distribution list and published the notice in the Alaska Dispatch News. 7. On October 10, 2017, the AOGCC received a request that the November 14, 2017 hearing be held. Conservation Order 701 C January 22, 2018 Page 2 of 7 8. On November 13, 2017, the AOGCC received a letter of notification for two case actions— Case No. 3KN-17-00649 and Case No. 3KN-17-00650—filed in the Superior Court for the State of Alaska, Third Judicial District at Kenai. 9. On November 14, 2017, the AOGCC received comments from the University of Alaska System, Facilities and Land Management regarding inadequate notice of the public hearing and requesting the AOGCC undertake an independent review of the expansion of the Falls Creek Participating Area (Falls Creek PA) by the Department of Natural Resources (DNR). 10. The hearing commenced at 10:00 AM on November 14, 2017 in the AOGCC's offices located at 333 West 7th Avenue, Anchorage, Alaska. Because Hilcorp's request included a request for spacing exceptions, Hilcorp was instructed to provide the AOGCC with a list of the parties affected by the requested pool expansion and proof that those parties have been notified. The hearing was continued for 30 days—until December 14, 2017—to ensure that all affected parties received due process. Mr. Don Shaw, a private citizen owning land near the Ninilchik Unit, submitted written comments at the hearing. 11. On November 15, 2017, Hilcorp submitted a Response to Directive of AOGCC that concluded no further notice is required. 12. On November 17, 2017, the AOGCC issued Conservation Order No. 701B (CO 701B) requiring Hilcorp identify all affected parties within 3,000 feet of the boundaries of the area Hilcorp proposes to add to CO 701A and provide proof of service to those parties. That same day, the AOGCC electronically transmitted CO 701B 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. 13. On November 21, 2017, the AOGCC received an Affidavit of Mailing from Hilcorp. 14. On November 28, 2017, the AOGCC received notice that Mr. Shaw had been hospitalized and requested the hearing be rescheduled until mid-February. On November 29, 2017, the AOGCC received notice that Mr. Shaw had access to his laptop computer and email. The AOGCC notified Mr. Shaw via email that he is allowed to participate telephonically at the December 14, 2017 hearing. 15. The hearing recommenced at 10:00 AM on December 14, 2017 in the AOGCC's hearing room at 333 West 7th Avenue, Anchorage, Alaska. Testimony was received from representatives of Hilcorp, Mr. Shaw, who participated telephonically, Mr. Paul Craig, a private citizen owning an overriding royalty interest in a lease near the Falls Creek PA, and Ms. Marcia Davis, representing the University of Alaska. Mr. Craig submitted additional written information on behalf of Mr. Shaw during the hearing. FINDINGS: 1. Rule 2 of CO 701A defines the vertical extents of the Ninilchik Beluga/Tyonek Gas Pool as the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,480 feet in the Paxton No. 5 well and 9,600 feet in the Paxton No. I well. 2. Recent, initial flow test results from the Kalotsa No. 4 development gas well confirm the presence of potentially commercial quantities of gas within Tyonek Formation sands (Tyonek sands) that closely underlie the Ninilchik Beluga/Tyonek Gas Pool as it is currently defined. Conservation Order 701 C January 22, 2018 Page 3 of 7 3. Hilcorp's requested expansion of the Ninilchik Beluga/Tyonek Gas Pool vertical boundaries and use of a different reference well log will not significantly change the upper boundary of the pool. Hilcorp's requested expansion will deepen the lower pool boundary by approximately 250 vertical feet. 4. Hilcorp's request to expand the Affected Area of the Ninilchik Beluga/Tyonek Gas Pool by including the NW 1/4 NE 1/4 of Section 7 will conform the pool boundary to the current exterior boundary of the Ninilchik Unit. 5. Mr. Shaw claimed infringement of his correlative rights based upon his belief Hilcorp's Frances 1 well is draining gas reserves beneath his property (Shaw Property). In support, three maps were submitted at the hearing: a surveyor's plat for the Falls Creek Subdivision dated October 10, 1975, a structure map titled "Marathon NNA 1 Location" dated June 2002 and constructed by Marathon Oil Company on the Tyonek T2 geologic horizon, and a structure map titled "Frances #1 and Falls Creek #6" dated 12/10/2017. No geologic horizon is specified for the latter map, but it appears to show the structure -contours and faults taken from the "Marathon NNA 1 Location" map and superimposed on an enlarged map that displays boundaries for individual land parcels. 6. Mr. Shaw testified that his property is "...within a 3,000 -foot spacing exception radius of the Frances 1...".1 This is incorrect. Frances 1 is an unsuccessful exploratory oil well that encountered gas in Tyonek sands not found in other, nearby Falls Creek wells. To test, complete and produce these gas reserves, a spacing exception was required because Frances 1 is located within 1,500 feet of a property line where the owner and landowner are not the same on both sides of the line and because the well is located within the same governmental section as, and within 3,000 feet of, another well that is open to the same pool. Conservation Order 690 granted the spacing exception. The Shaw Property is not located within the required 1,500 - foot set back from a property line. Mr. Shaw was notified during this spacing exception process because a small portion of his property lies within the 3,000 -foot radius for the required landowner notification to inform nearby property owners. Notification is just that, and nothing more. It does not imply, or establish, a 3,000 -foot drainage radius for the Frances 1 well. 7. According to the AOGCC's public -domain records, Frances 1 produces gas regularly from Tyonek sands. The well head for Frances 1 is located 243 feet from the north line (FNL) and 2,629 feet from the east line (FEL) of Section 7, Township 1 North, Range 12 W, Seward Meridian (Section 7). In Frances 1, the gas -producing perforations are located within a near - vertical section of the well that lies about 237 feet FNL and 2,644 feet FEL of Section 7 (Le., in the NE 1/4 NE 1/4 NE1A NW1/4 of Section 7). On the surveyor's plat for the Falls Creek Subdivision, the Shaw Property is described as the WI/2 WI/2 NE 1/4 SE 1/4 Section 7, Township 1 North, Range 12 W, SM, which encompasses about 10 acres. Accordingly, the coordinates for the northwestern corner of the Shaw Property —the portion of the property nearest to the gas -producing perforations in Frances 1—are 2,650 feet FNL and 1,320 feet FEL of Section 7. The perforations within Frances 1 lie about 2,750 feet from the nearest portion of the Shaw Property. ' AOGCC Public Hearing Transcript dated December 14, 2017, p. 15 Conservation Order 701C January 22, 2018 Page 4 of 7 8. The geologic structure maps titled "Marathon NNA 1 Location" and "Frances #1 and Falls Creek #6" submitted on behalf of Mr. Shaw establish that the Frances 1 well and the Shaw Property are both located on the southeast -dipping flank of the Ninilchik Anticline. The contours on this structure map are not clearly marked, but they appear to represent true vertical depth below sea level (also termed true vertical depth sub -sea, or TVDSS). Linear interpolation between the 5,500 -foot and 6,000 -foot TVDSS contours places the mapped geologic horizon at a depth of about 5,735 feet TVDSS within the Frances 1 well, at about 5,850 feet TVDSS in the Falls Creek 43-06 well, which is located about 1 mile north of the Shaw Property, and at about 5,955 feet TVDSS at the northwest corner of the Shaw Property—structurally, the shallowest portion of that property. At this geologic horizon, the Shaw Property lies at least 220 true vertical feet deeper on the flank of the Ninilchik Anticline than the Frances 1 well and about 105 true vertical feet deeper than the Falls Creek 43-06 well. The map titled "Marathon NNA I Location" is not suitable for similar depth comparisons because the map is too small in scale and the Frances 1 well is not shown. Because natural gas is less dense than water, it migrates up -dip through porous and permeable rocks if they are interconnected. If an impermeable top -seal is present, gas accumulates at the top of a geologic structure. Falls Creek wells produce gas that is trapped along the crest of the Ninilchik Anticline. Frances 1 produces gas from a location that is down -dip along the flank of that anticline. Falls Creek 43-06 is an abandoned exploratory well located along the same flank of the Ninilchik Anticline that contained no significant productive zones, a dry hole .2 According to the structure map submitted on behalf of Mr. Shaw, the Shaw Property lies about 100 true vertical feet deeper than the Falls Creek 43-06 dry hole. 9. The Shaw Property is located 1,320 feet or more down -dip from the exterior boundary of the Ninilchik Unit and 1,320 feet or more down -dip from the proposed addition to the Affected Area of the pool (i. e., the NW1/4 NEI/4 of Section 7). 10. In support of his claim that gas is being drained from his property by the Frances I well, Mr. Shaw analogized his property to a marsh surrounding a pond .3 In Mr. Shaw's view, the marsh and pond are interconnected. This is an inaccurate characterization. The structure of the Beluga and Tyonek Formations is not analogous to a pond. The Beluga and Tyonek are comprised of discontinuous sandstone lenses deposited in braided to meandering rivers and streams. Well - to -well correlations using well logs recorded in the Falls Creek wells and Frances I demonstrate that there is little lateral continuity between individual sand layers in this area. As a result, absent high-quality seismic data, whether stratigraphic traps exist beneath the Shaw Property cannot be demonstrated without drilling. 11. The University of Alaska does not oppose Hilcorp's requested changes to the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. Z Alaska Department of Natural Resources, 2017, Ninilchik Unit: Approval, In Part, of the First Expansion of the Falls Creek Participating Area, Findings and Decision of the Director of the Division of Oil and Gas, May 16, 2017, p. 8, (0. 3 AOGCC Public Hearing Transcript dated December 14, 2017, p. 21 Conservation Order 701 C January 22, 2018 Page 5 of 7 CONCLUSIONS: 1. Modification of the Findings and Conclusions of CO 701 and CO 701 A are unnecessary. 2. Hilcorp's request to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool using a single reference well will eliminate a potential source of confusion. Hilcorp's request will not significantly change the upper boundary of the pool, but it will deepen the lower pool boundary by approximately 250 vertical feet, allowing more efficient development of all Tyonek gas resources, improving resource recovery, and reducing administrative burden while preventing waste and protecting correlative rights. 3. Testimony and evidence presented by Mr. Shaw does not demonstrate that gas exists beneath his property or that Hilcorp's Frances 1 well, located more than one-half mile to the north- northwest, is draining gas from his property. 4. Expansion of the vertical boundaries and expansion of the Affected Area of the Ninilchik Beluga/Tyonek Gas Pool will allow more efficient resource recovery, are consistent with sound engineering and geoscience principles, and will not result in waste or jeopardize correlative rights of adjoining or nearby owners. Iall`i'TIM ID].7Noffl RDo IaRY11OR17D:131A Conservation Order 701A is hereby repealed and replaced by this order. The administrative records for CO 701 and CO 701A are incorporated into the record of this order. Affected Area: Seward Meridian (Revised this order) Township & Ran2e Sections Portion(s) 2 North, 12 West 19-21 & 28-33 All 2 North, 13 West 36 S-1/2 1 North, 12 West 5 NW -1/4 6 All 7 NW -1/4, NW -1A NE -1A 1 North, 13 West 1&2 All 3 SE -1/4 10-12 All 14 All except that portion lying above the line of mean high tide within the SE -1/4 15 All 16 NE -1/4 & S-1/2 20 NE -1/4 & S-1/2 21 & 22 All 23 W-1/2, and that portion of the NW -1/4 NE - 1/4 lying below the line of mean high tide 27-29 All 30 NE -1/4 & S-1/2 31-33 All Conservation Order 701 C January 22, 2018 Page 6 of 7 Township & Range Sections Portion(s) 34 W-1/2 1 North, 14 West 36 SE -1/4 1 South, 14 West 1-2 & 11-14 All 15 SE -1/4 I South, 13 West 4 W-1/2 NW -1/4 & W-1/2 SW -1/4 5-8 All 1 South, 13 West 9 W-1/2 NW -1/4 18 N-1/2 NW -1/4 NE -1/4, N-1/2 NW -1/4, SW - 1/4 NW -1/4, NW -1A SE -1/4 NW -1/4, and NW -1/4 SW -1/4 Rule 1 Field and Pool Name (Source: CO 701A) The field is the Ninilchik Field. Hydrocarbons underlying the Affected Area and within the interval identified in Rule 2, below, constitute the Ninilchik Beluga/Tyonek Gas Pool. Rule 2 Pool definition (Source: Revised this order) The Ninilchik Beluga/Tyonek Gas Pool comprises the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,555 feet and 9,035 feet in the Kalotsa No. 3 well. Rule 3 Well Spacing (Source: CO 701A) There shall be no gas well spacing restrictions within the 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 is the same on both sides of the line. B) No gas well shall be drilled or completed less than 1,500 feet from an uncommitted tract within the Ninilchik Unit unless the well and the uncommitted tract both lie within the same Participating Area. Rule 4 Escrowing of Revenue for Uncommitted Tracts (Source: CO 701A) The operator shall establish an interest-bearing escrow account (Escrow Account) in a financial institution located in Alaska and (a) whose deposits are insured by an agency of the federal government or (b) that is subject to regulation by the State of Alaska's Division Department of Commerce, Community and Economic Development, Division of Banking and Securities. The operator shall pay all fees and costs associated with the Escrow Account. The Escrow Account shall be subject to the condition that no funds may be disbursed from the account except by written order of the AOGCC. The operator shall provide the AOGCC with documentation sufficient to show that the Escrow Account has been established in accordance with the requirements of this order. No later than the 10th day of each month (or the next business day if the 10th day falls on a weekend or legal holiday), the operator shall deposit in the Escrow Account an amount equal to 100 percent of the total gas sales attributable to the tract for which the Escrow Account was Conservation Order 701 C January 22, 2018 Page 7 of 7 established during the previous month multiplied by the prevailing value for Cook Inlet gas published for that month's quarter by the Alaska Department of Revenue under 15 AAC 55.173(b) less operating expenses. However, a lesser amount may be deposited in the Escrow Account upon written agreement between the operator and the owner of the uncommitted tract. Rule 5 Reportine Requirements (Source: CO 701A) Within 30 days of the effective date of this order the operator shall provide the AOGCC with a current set of Ninilchik Unit and Participating Area exhibits. The operator shall also provide the AOGCC with revised copies of these exhibits whenever changes of landownership occur. Rule 6 Administrative Action (Source: CO 701A) Upon proper application, or its own motion, and unless notice and public hearing are otherwise required, the AOGCC 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 geosciences principles, and will not result in an increased risk of fluid movement into freshwater. DONE at Anchorage, Alaska and dated January 22, 2018. lY�� ^ v Ho s . French Daniel T. Seamount, Jr. Chair, Commissioner Commissioner 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 mns until 5:00 STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West 7th Avenue, Suite 100 Anchorage Alaska 99501 Re: THE APPLICATIONS OF Hilcorp ) Docket Number: CO -17-016 Alaska, LLC to revise Conservation Order ) Conservation Order No. 701 C 701A to redefine the vertical boundaries ) and expand the Affected Area of the ) Ninilchik Unit Ninilchik Beluga/Tyonek Gas Pool, ) Ninilchik Field Ninilchik Unit, onshore and offshore ) Beluga/Tyonek Gas Pool Kenai Peninsula Borough, Alaska Kenai Peninsula Borough, Alaska jJanuary 22, 2018 IT APPEARING THAT: 1. By application received August 29, 2017, Hilcorp Alaska LLC (Hilcorp), as operator of the Ninilchik Unit, requested the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A (CO 701A) to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. 2. Pursuant to 20 AAC 25.540, the AOGCC scheduled a public hearing for October 25, 2017. On September 14, 2017, the AOGCC published notice of the opportunity for that hearing on the State of Alaska's Online Public Notice website and on the AOGCC's website, and electronically transmitted the notice to all persons on the AOGCC's email distribution list. On September 15, 2017, the AOGCC mailed printed copies of the notice to all persons on the AOGCC's mailing distribution list and published the notice in the Alaska Dispatch News. 3. On September 26, 2017, the AOGCC received a request that the October 25, 2017 hearing be held. 4. By email received October 2, 2017, Hilcorp amended its application to revise Rule 2 of Conservation Order 701A to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool and to expand the Affected Area of the pool to include the NW 1/4NE1/4 of Section 7, TIN, R12W, Seward Meridian (NWl/4NE1/4 of Section 7). 5. Due to Hilcorp's amendment of its request, the public hearing scheduled for October 25, 2017 at 10:00 a.m. was vacated. 6. Pursuant to 20 AAAC 25.540, the AOGCC rescheduled the public hearing for November 14, 2017. On October 4, 2017, the AOGCC published notice of the opportunity for that hearing on the State of Alaska's Online Public Notice website and on the AOGCC's website, and electronically transmitted the notice to all persons on the AOGCC's email distribution list. On October 5, 2017, the AOGCC mailed printed copies of the notice to all persons on the AOGCC's mailing distribution list and published the notice in the Alaska Dispatch News. 7. On October 10, 2017, the AOGCC received a request that the November 14, 2017 hearing be held. Conservation Order 701C January 22, 2018 Page 2 of 7 8. On November 13, 2017, the AOGCC received a letter of notification for two case actions— Case No. 3KN-17-00649 and Case No. 3KN-17-00650—filed in the Superior Court for the State of Alaska, Third Judicial District at Kenai. 9, On November 14, 2017, the AOGCC received comments from the University of Alaska System, Facilities and Land Management regarding inadequate notice of the public hearing and requesting the AOGCC undertake an independent review of the expansion of the Falls Creek Participating Area (Falls Creek PA) by the Department of Natural Resources (DNR). 10. The hearing commenced at 10:00 AM on November 14, 2017 in the AOGCC's offices located at 333 West 7th Avenue, Anchorage, Alaska. Because Hilcorp's request included a request for spacing exceptions, Hilcorp was instructed to provide the AOGCC with a list of the parties affected by the requested pool expansion and proof that those parties have been notified. The hearing was continued for 30 days—until December 14, 2017—to ensure that all affected parties received due process. Mr. Don Shaw, a private citizen owning land near the Ninilchik Unit, submitted written comments at the hearing. 11. On November 15, 2017, Hilcorp submitted a Response to Directive of AOGCC that concluded no further notice is required. 12. On November 17, 2017, the AOGCC issued Conservation Order No. 701B (CO 701B) requiring Hilcorp identify all affected parties within 3,000 feet of the boundaries of the area Hilcorp proposes to add to CO 701A and provide proof of service to those parties. That same day, the AOGCC electronically transmitted CO 701B 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. 13. On November 21, 2017, the AOGCC received an Affidavit of Mailing from Hilcorp. 14. On November 28, 2017, the AOGCC received notice that Mr. Shaw had been hospitalized and requested the hearing be rescheduled until mid-February. On November 29, 2017, the AOGCC received notice that Mr. Shaw had access to his laptop computer and email. The AOGCC notified Mr. Shaw via email that he is allowed to participate telephonically at the December 14, 2017 hearing. 15. The hearing recommenced at 10:00 AM on December 14, 2017 in the AOGCC's hearing room at 333 West 7th Avenue, Anchorage, Alaska. Testimony was received from representatives of Hilcorp, Mr. Shaw, who participated telephonically, Mr. Paul Craig, a private citizen owning an overriding royalty interest in a lease near the Falls Creek PA, and Ms. Marcia Davis, representing the University of Alaska. Mr. Craig submitted additional written information on behalf of Mr. Shaw during the hearing. FINDINGS: Rule 2 of CO 701A defines the vertical extents of the Ninilchik Beluga/Tyonek Gas Pool as the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,480 feet in the Paxton No. 5 well and 9,600 feet in the Paxton No. 1 well. Recent, initial flow test results from the Kalotsa No. 4 development gas well confirm the presence of potentially commercial quantities of gas within Tyonek Formation sands (Tyonek sands) that closely underlie the Ninilchik Beluga/Tyonek Gas Pool as it is currently defined. Conservation Order 701C January 22, 2018 Page 3 of 7 3. Hilcorp's requested expansion of the Ninilchik Beluga/Tyonek Gas Pool vertical boundaries and use of a different reference well log will not significantly change the upper boundary of the pool. Hilcorp's requested expansion will deepen the lower pool boundary by approximately 250 vertical feet. 4. Hilcorp's request to expand the Affected Area of the Ninilchik Beluga/Tyonek Gas Pool by including the NW 1A NE 1/4 of Section 7 will conform the pool boundary to the current exterior boundary of the Ninilchik Unit. 5. Mr. Shaw claimed infringement of his correlative rights based upon his belief Hilcorp's Frances I well is draining gas reserves beneath his property (Shaw Property). In support, three maps were submitted at the hearing: a surveyor's plat for the Falls Creek Subdivision dated October 10, 1975, a structure map titled "Marathon NNA 1 Location" dated June 2002 and constructed by Marathon Oil Company on the Tyonek T2 geologic horizon, and a structure map titled "Frances #1 and Falls Creek #6" dated 12/10/2017. No geologic horizon is specified for the latter map, but it appears to show the structure -contours and faults taken from the "Marathon NNA 1 Location" map and superimposed on an enlarged map that displays boundaries for individual land parcels. 6. Mr. Shaw testified that his property is "...within a 3,000 -foot spacing exception radius of the Frances This is incorrect. Frances 1 is an unsuccessful exploratory oil well that encountered gas in Tyonek sands not found in other, nearby Falls Creek wells. To test, complete and produce these gas reserves, a spacing exception was required because Frances 1 is located within 1,500 feet of a property line where the owner and landowner are not the same on both sides of the line and because the well is located within the same governmental section as, and within 3,000 feet of, another well that is open to the same pool. Conservation Order 690 granted the spacing exception. The Shaw Property is not located within the required 1,500 - foot set back from a property line. Mr. Shaw was notified during this spacing exception process because a small portion of his property lies within the 3,000 -foot radius for the required landowner notification to inform nearby property owners. Notification is just that, and nothing more. It does not imply, or establish, a 3,000 -foot drainage radius for the Frances 1 well. 7. According to the AOGCC's public -domain records, Frances 1 produces gas regularly from Tyonek sands. The well head for Frances 1 is located 243 feet from the north line (FNL) and 2,629 feet from the east line (FEL) of Section 7, Township 1 North, Range 12 W, Seward Meridian (Section 7). In Frances 1, the gas -producing perforations are located within a near - vertical section of the well that lies about 237 feet FNL and 2,644 feet FEL of Section 7 (i.e., in the NEIA NEIA NEIA NWl/4 of Section 7). On the surveyor's plat for the Falls Creek Subdivision, the Shaw Property is described as the W1/2 W1/2 NE 1/4 SE 1/4 Section 7, Township 1 North, Range 12 W, SM, which encompasses about 10 acres. Accordingly, the coordinates for the northwestern corner of the Shaw Property —the portion of the property nearest to the gas -producing perforations in Frances 1=are 2,650 feet FNL and 1,320 feet FEL of Section 7. The perforations within Frances 1 lie about 2,750 feet from the nearest portion of the Shaw Property. ' AOGCC Public Hearing Transcript dated December 14, 2017, p. 15 Conservation Order 701C January 22, 2018 Page 4 of 7 8. The geologic structure maps titled "Marathon NNA 1 Location" and "Frances 41 and Falls Creek #6" submitted on behalf of Mr. Shaw establish that the Frances 1 well and the Shaw Property are both located on the southeast -dipping flank of the Ninilchik Anticline. The contours on this structure map are not clearly marked, but they appear to represent true vertical depth below sea level (also termed true vertical depth sub -sea, or TVDSS). Linear interpolation between the 5,500 -foot and 6,000 -foot TVDSS contours places the mapped geologic horizon at a depth of about 5,735 feet TVDSS within the Frances 1 well, at about 5,850 feet TVDSS in the Falls Creek 43-06 well, which is located about 1 mile north of the Shaw Property, and at about 5,955 feet TVDSS at the northwest corner of the Shaw Property—structurally, the shallowest portion of that property. At this geologic horizon, the Shaw Property lies at least 220 true vertical feet deeper on the flank of the Ninilchik Anticline than the Frances 1 well and about 105 true vertical feet deeper than the Falls Creek 43-06 well. The map titled "Marathon NNA 1 Location" is not suitable for similar depth comparisons because the map is too small in scale and the Frances 1 well is not shown. Because natural gas is less dense than water, it migrates up -dip through porous and permeable rocks if they are interconnected. If an impermeable top -seal is present, gas accumulates at the top of a geologic structure. Falls Creek wells produce gas that is trapped along the crest of the Ninilchik Anticline. Frances 1 produces gas from a location that is down -dip along the flank of that anticline. Falls Creek 43-06 is an abandoned exploratory well located along the same flank of the Ninilchik Anticline that contained no significant productive zones, a dry hole.2 According to the structure map submitted on behalf of Mr. Shaw, the Shaw Property lies about 100 true vertical feet deeper than the Falls Creek 43-06 dry hole. 9. The Shaw Property is located 1,320 feet or more down -dip from the exterior boundary of the Ninilchik Unit and 1,320 feet or more down -dip from the proposed addition to the Affected Area of the pool (i.e., the NW 1A NE 1/4 of Section 7). 10. In support of his claim that gas is being drained from his property by the Frances 1 well, Mr. Shaw analogized his property to a marsh surrounding a pond .3 In Mr. Shaw's view, the marsh and pond are interconnected. This is an inaccurate characterization. The structure of the Beluga and Tyonek Formations is not analogous to a pond. The Beluga and Tyonek are comprised of discontinuous sandstone lenses deposited in braided to meandering rivers and streams. Well - to -well correlations using well logs recorded in the Falls Creek wells and Frances I demonstrate that there is little lateral continuity between individual sand layers in this area. As a result, absent high-quality seismic data, whether stratigraphic traps exist beneath the Shaw Property cannot be demonstrated without drilling. 11. The University of Alaska does not oppose Hilcorp's requested changes to the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. I Alaska Department of Natural Resources, 2017, Ninilchik Unit: Approval, In Part, of the First Expansion of the Falls Creek Participating Area, Findings and Decision of the Director of the Division of Oil and Gas, May 16, 2017, p. 8, 10. ' AOGCC Public Hearing Transcript dated December 14, 2017, p. 21 Conservation Order 701 C January 22, 2018 Page 5 of 7 CONCLUSIONS: 1. Modification of the Findings and Conclusions of CO 701 and CO 701A are unnecessary. 2. Hilcorp's request to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool using a single reference well will eliminate a potential source of confusion. Hilcorp's request will not significantly change the upper boundary of the pool, but it will deepen the lower pool boundary by approximately 250 vertical feet, allowing more efficient development of all Tyonek gas resources, improving resource recovery, and reducing administrative burden while preventing waste and protecting correlative rights. 3. Testimony and evidence presented by Mr. Shaw does not demonstrate that gas exists beneath his property or that Hilcorp's Frances 1 well, located more than one-half mile to the north- northwest, is draining gas from his property. 4. Expansion of the vertical boundaries and expansion of the Affected Area of the Ninilchik Beluga/Tyonek Gas Pool will allow more efficient resource recovery, are consistent with sound engineering and geoscience principles, and will not result in waste or jeopardize correlative rights of adjoining or nearby owners. NOW THEREFORE IT IS ORDERED: Conservation Order 701A is hereby repealed and replaced by this order. The administrative records for CO 701 and CO 701 A are incorporated into the record of this order. Affected Area: Seward Meridian (Revised this order) Township & Ran a Sections Portion(s) 2 North, 12 West 19-21 & 28-33 All 2 North, 13 West 36 S-1/2 1 North, 12 West 5 NW -1/4 6 All 7 NW -1/4, NW -1/4 NE -1/4 1 North, 13 West 1&2 All 3 SE -1/4 10-12 All 14 All except that portion lying above the line of mean high tide within the SE -1/4 15 All 16 NE -1/4 & S-1/2 20 NE -1/4 & S-1/2 21 & 22 All 23 W-1/2, and that portion of the NW -1/4 NE - 1/4 lying below the line of mean high tide 27-29 All 30 NE -1/4 & S-1/2 31-33 All Conservation Order 701C January 22, 2018 Page 6 of 7 Township & Ran a Sections Portion(s) 34 W-1/2 1 North, 14 West 36 SE -1/4 1 South, 14 West 1-2 & 11-14 All 15 SE -1/4 1 South, 13 West 4 W-1/2 NW -1/4 & W-1/2 SW -1/4 5-8 All 1 South, 13 West 9 W-1/2 NW -1/4 18 N-1/2 NW -1A NE -1/4, N-1/2 NW -1/4, SW - 1/4 NW -1A, NW -1/4 SE -1/4 NW -1/4, and NW -1/4 SW -1/4 Rule 1 Field and Pool Name (Source: CO 701A) The field is the Ninilchik Field. Hydrocarbons underlying the Affected Area and within the interval identified in Rule 2, below, constitute the Ninilchik Beluga/Tyonek Gas Pool. Rule 2 Pool definition (Source: Revised this order) The Ninilchik Beluga/Tyonek Gas Pool comprises the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,555 feet and 9,035 feet in the Kalotsa No. 3 well. Rule 3 Well Spacing (Source: CO 701A) There shall be no gas well spacing restrictions within the 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 is the same on both sides of the line. B) No gas well shall be drilled or completed less than 1,500 feet from an uncommitted tract within the Ninilchik Unit unless the well and the uncommitted tract both lie within the same Participating Area. Rule 4 Escrowing of Revenue for Uncommitted Tracts (Source: CO 701A) The operator shall establish an interest-bearing escrow account (Escrow Account) in a financial institution located in Alaska and (a) whose deposits are insured by an agency of the federal government or (b) that is subject to regulation by the State of Alaska's Division Department of Commerce, Community and Economic Development, Division of Banking and Securities. The operator shall pay all fees and costs associated with the Escrow Account. The Escrow Account shall be subject to the condition that no funds may be disbursed from the account except by written order of the AOGCC. The operator shall provide the AOGCC with documentation sufficient to show that the Escrow Account has been established in accordance with the requirements of this order. No later than the 10th day of each month (or the next business day if the 10th day falls on a weekend or legal holiday), the operator shall deposit in the Escrow Account an amount equal to 100 percent of the total gas sales attributable to the tract for which the Escrow Account was Conservation Order 701C January 22, 2018 Page 7 of 7 established during the previous month multiplied by the prevailing value for Cook Inlet gas published for that month's quarter by the Alaska Department of Revenue under 15 AAC 55.173(b) less operating expenses. However, a lesser amount may be deposited in the Escrow Account upon written agreement between the operator and the owner of the uncommitted tract. Rule 5 Reaortine Requirements (Source: CO 701A) Within 30 days of the effective date of this order the operator shall provide the AOGCC with a current set of Ninilchik Unit and Participating Area exhibits. The operator shall also provide the AOGCC with revised copies of these exhibits whenever changes of landownership occur. Rule 6 Administrative Action (Source: CO 701 Al Upon proper application, or its own motion, and unless notice and public hearing are otherwise required, the AOGCC 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 geosciences principles, and will not result in an increased risk of fluid movement into freshwater. DONE at Anchorage, Alaska and dated January 22, 2018. //signature on file// Hollis S. French Chair, Commissioner //signature on file// Daniel T. Seamount, Jr. Commissioner AND 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. Ifthe 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 Colombie, Jody J (DOA) From: Colombie, Jody 1 (DOA) Sent: Monday, January 22, 2018 12:40 PM To: DOA AOGCC Prudhoe Bay; Bender, Makana K (DOA); Bettis, Patricia K (DOA); Brooks, Phoebe L (DOA); Carlisle, Samantha J (DOA); Davies, Stephen F (DOA); Foerster, Catherine P (DOA); French, Hollis (DOA); Frystacky, Michal (DOA); Guhl, Meredith D (DOA); Kair, Michael N (DOA); Link, Liz M (DOA); Loepp, Victoria T (DOA); Mumm, Joseph (DOA sponsored); Paladijczuk, Tracie L (DOA); Pasqual, Maria (DOA); Regg, James B (DOA); Roby, David S (DOA); Schwartz, Guy L (DOA); Seamount, Dan T (DOA); Erickson, Tamara K (DOA); Wallace, Chris D (DOA); AK, GWO Projects Well Integrity; AKDCWelllntegrityCoordinator, Alan Bailey, Alex Demarban; Alicia Showalter; Allen Huckabay; Andrew VanderJack, Ann Danielson; Anna Raff; Barbara F Fullmer; bbritch; bbohrer@ap.org; Ben Boettger; Bill Bredar; Bob Shavelson; Brandon Viator; Brian Havelock, Bruce Webb; Caleb Conrad; Candi English; Cocklan-Vendl, Mary E; Cody Gauer; Colleen Miller; Connie Downing; Crandall, Krissell; D Lawrence, Dale Hoffman; Danielle Mercurio; Darci Horner, Dave Harbour; David Boelens; David Duffy, David House; David McCaleb; David McCraine; ddonkel@cfl.rr.com; Diemer, Kenneth J (DNR); DNROG Units (DNR sponsored); Donna Ambruz; Ed Jones; Elizabeth Harball; Elowe, Kristin; Elwood Brehmer; Evan Osborne; Evans, John R (LDZX); Brown, Garrett A (DNR); George Pollock; Gordon Pospisil; Greeley, Destin M (DOR); Gretchen Stoddard; gspfoff; Hurst, Rona D (DNR); Hyun, James J (DNR); Jacki Rose; Jason Brune; Jdarlington (arlington@gmail.com); Jeanne McPherren; Jerry Hodgden; Jill Simek; Jim Shine, Jim Watt; Jim White; Young, Jim P (DNR); Joe Lastufka; Radio Kenai; Burdick, John D (DNR); Easton, John R (DNR); Larsen, John M (DOR); John Stuart, Jon Goltz; Chmielowski, Josef (DNR); Juanita Lovett; Judy Stanek; Kari Moriarty, Kasper Kowalewski; Kazeem Adegbola; Keith Torrance; Keith Wiles; Kelly Sperback; Frank, Kevin J (DNR); Kruse, Rebecca D (DNR); Kyla Choquette; Gregersen, Laura S (DNR); Leslie Smith; Lori Nelson; Luke Keller; Marc Kovak; Dalton, Mark (DOT sponsored); Mark Hanley (mark.hanley@anadarko.com); Mark Landt, Mark Wedman; Michael Bill; Michael Calkins; Michael Moora; Michael Quick, Michael Schoetz; Mike Morgan; MJ Loveland; mkm7200; Motteram, Luke A; Mueller, Marta R (DNR); Nathaniel Herz; knelson@petroleumnews.com; Nichole Saunders; Nick Ostrovsky; NSK Problem Well Supv; Patty Alfaro; Paul Craig; Decker, Paul L (DNR); Paul Mazzolini; Pike, Kevin W (DNR); Randall Kanady; Renan Yanish; Richard Cool; Robert Brelsford; Robert Warthen; Sara Leverette; Scott Griffith; Shahla Farzan; Shannon Donnelly; Sharon Yarawsky; Skutca, Joseph E (DNR); Smith, Kyle S (DNR); Stephanie Klemmer; Stephen Hennigan; Sternicki, Oliver R; Moothart, Steve R (DNR); Steve Quinn; Suzanne Gibson; sheffield@aoga.org; Tanisha Gleason; Ted Kramer, Teresa Imm; Tim Jones; Tim Mayers; Todd Durkee; Tom Maloney; trmjrl; Tyler Senden; Umekwe, Maduabuchi P (DNR); Vinnie Catalano; Well Integrity, Well Integrity; Weston Nash; Whitney Pettus; Aaron Gluzman; Aaron Sorrell; Ajibola Adeyeye; Alan Dennis; Andy Bond; Bajsarowicz, Caroline J; Bruce Williams; Bruno, Jeff J (DNR); Casey Sullivan; Corey Munk; Don Shaw; Eppie Hogan ; Eric Lidji; Garrett Haag; Smith, Graham O (DNR); Heusser, Heather A (DNR); Fair, Holly S (DNR); Jamie M. Long; Jason Bergerson; Jesse Chielowski; Jim Magill; Joe Longo; John Martineck; Josh Kindred; Keith Lopez, Laney Vazquez; Lois Epstein; Longan, Sara W (DNR); Marc Kuck; Marcia Hobson; Steele, Marie C (DNR); Matt Armstrong; Melonnie Amundson; Franger, James M (DNR); Morgan, Kirk A (DNR); Umekwe, Maduabuchi P (DNR); Pat Galvin; Pete Dickinson; Peter Contreras; Rachel Davis; Richard Garrard; Richmond, Diane M; Robert Province; Ryan Daniel; Sandra Lemke; Pollard, Susan R (LAW); Talib Syed; Tina Grovier (tmgrovier@stoel.com); William Van Dyke Subject: RE: co701c Hilcorp Attachments: co701c.pdf Attachment From: Colombie, Jody J (DOA) Sent: Monday, January 22, 2018 11:23 AM To: DOA AOGCC Prudhoe Bay<doa.aogcc.prudhoe.bay@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) <samantha.carlisle@alaska.gov>; Colombie, Jody J (DOA) <jody.colombie@alaska.gov>; Davies, Stephen F (DOA) <steve.davies@alaska.gov>; Foerster, Catherine P (DOA) <cathy.foerster@alaska.gov>; French, Hollis (DOA) <hollis.french@alaska.gov>; Frystacky, Michal (DOA) <michal.frystacky@alaska.gov>; Guhl, Meredith D (DOA) <meredith.guhl@alaska.gov>; Kair, Michael N (DOA) <michael.kair@alaska.gov>; Link, Liz M (DOA) <liz.link@alaska.gov>; Loepp, Victoria T (DOA) <victoria.loepp@alaska.gov>; Mumm, Joseph (DOA sponsored) <joseph.mumm@alaska.gov>; Paladijczuk, Tracie L (DOA)<tracie.palad ijczuk@alaska.gov>; Pasqual, Maria (DOA) <maria.pasqual@alaska.gov>; Regg, James B (DOA) <jim.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>; Erickson, Tamara K (DOA) <tamara.erickson@alaska.gov>; Wallace, Chris D (DOA) <chris.waIlace @alaska.gov>; AK, GWO Projects Well Integrity<AKDCProjectsWelllntegrityEngineer@bp.com>; AKDCWelllntegrityCoordinator <AKDCWelllntegrityCoordinator@bp.com>; Alan Bailey <abailey@petroleum news.com>; Alex Demarban <alex@alaskadispatch.com>; Alicia Showalter <ashowa[ter@hilcorp.com>; Allen Huckabay <allenhuckabay@hotmail.com>; Andrew VanderJack <AMV@vnf.com>; Ann Danielson <Ann.Danielson @bp.com>; Anna Raff <anna.raff@dowjones.com>; Barbara F Fullmer<barbara.f.fullmer@conocophillips.com>; bbritch <bbritch@alaska.net>; bbohrer@ap.org; Ben Boettger <benjamin.boettger@peninsulaclarion.com>; Bill Bredar <william.bredar@bp.com>; Bob Shavelson <bob@inletkeeper.org>; Brandon Viator <Brandon.S.Viator@conocophillips.com>; Brian Havelock <behavelock@gmail.com>; Bruce Webb <b.webb@furiealaska.com>; Caleb Conrad <caleb.conrad@bakerhughes.com>; Candi English <c.english@nsakllc.com>; Cocklan-Vendl, Mary E <mary.cocklan-vendl@bp.com>; Cody Gauer <cody.gauer@enipetroleum.com>; Colleen Miller <cmiller@ciri.com>; Connie Downing <cdowning@tyonek.com>; Crandall, Krissell <Krissell.Crandall@bp.com>; D Lawrence <DLawrence4@slb.com>; Dale Hoffman <dale.hoffman@caelusenergy.com>; Danielle Mercurio <dbm@vnf.com>; Darci Horner <dhorner@hilcorp.com>; Dave Harbour <harbour@gci.net>; David Boelens <dboelens@aurorapower.com>; David Duffy <dduffy@hilcorp.com>; David House <d house@ usgs.gov>; David McCaleb <david.mccaleb@ihs.com>; David McCraine <d.mccraine@furiealaska.com>; ddonkel@cfl.rr.com; Diemer, Kenneth J (DNR) <ken.diemer@alaska.gov>; DNROG Units (DNR sponsored) <dog.units@alaska.gov>; Donna Ambruz <dambruz@hilcorp.com>; Ed Jones <jejones@aurorapower.com>; Elizabeth Harball <eharball@alaskapublic.org>; Elowe, Kristin <Kristin.Elowe@mms.gov>; Elwood Brehmer <elwood.brehmer@alaskajournal.com>; Evan Osborne <Osborne.Evan @epa.gov>; Evans, John R (LDZX) <John.R.Evans@conocophillips.com>; Brown, Garrett A (DNR) <garrett.brown@alaska.gov>; George Pollock <gpollock@aurorapower.com>; Gordon Pospisil <PospisG@BP.com>; Greeley, Destin M (DOR) <destin.greeley@alaska.gov>; Gretchen Stoddard <mgstoddard@gci.net>; gspfoff <gspfoff@aurorapower.com>; Hurst, Rona D (DNR) <rona.hurst@alaska.gov>; Hyun, James J (DNR) <james.hyun@alaska.gov>; Jacki Rose <jrose@bluecrestenergy.com>; Jason Brune <JBrune @ciri.com>; Jdarlington Qarlington@gmail.com) <jarlington@gmail.com>; Jeanne McPherren <jmcpherren@brenalaw.com>; Jerry Hodgden <geodogs@comcast.net>; Jill Simek <Jill.Simek@conocophillips.com>; Jim Shine <jshine@hilcorp.com>; Jim Watt <jwatt@strongenergyresources.com>; Jim White <jimwhite@satx.rr.com>; Young, Jim P (DNR) <jim.young@alaska.gov>; Joe Lastufka <lastufjn@bp.com>; Radio Kenai <news@radiokenai.com>; Burdick, John D (DNR) <john.burdick@alaska.gov>; Easton, John R (DNR) <john.easton@alaska.gov>; Larsen, John M (DOR) <john.larsen@alaska.gov>; John Stuart <j.stuart@furiealaska.com>; Jon Goltz <Jon.Goltz@conocophillips.com>; Chmielowski, Josef (DNR) <josef.chmielowski@alaska.gov>; Juanita Lovett <jlovett@hilcorp.com>; Judy Stanek <jstanek@hilcorp.com>; Kari Moriarty <moriarty@aoga.org>; Kasper Kowalewski <kasper.kowalewski@cop.com>; Kazeem Adegbola <kazeem.a.adegbola@conocophillips.com>; Keith Torrance <keith.torrance@uicumiaq.com>; Keith Wiles <kwiles@marathonoil.com>; Kelly Sperback <ksperbeck@slb.com>; Frank, Kevin J (DNR) <kevin.frank@alaska.gov>; Kruse, Rebecca D (DNR) <rebecca.kruse@alaska.gov>; Kyla Choquette <Kyla.Choquette@bp.com>; Gregersen, Laura S (DNR) <laura.gregersen@alaska.gov>; Leslie Smith <I.smith@furiealaska.com>; Lori Nelson <Inelson@hilcorp.com>; Luke Keller <Ikeller@hilcorp.com>; Marc Kovak <yesnoak@gmail.com>; Dalton, Mark (DOT sponsored) <Mark.Dalton@hdrinc.com>; Mark Hanley (mark.hanley@anadarko.com) <mark.hanley@anadarko.com>; Mark Landt <landtman4@yahoo.com>; Mark Wedman <mark.wedman@pxd.com>; Michael Bill <billmk@acsalaska.net>; Michael Calkins <mcalkins117@yahoo.com>; Michael Moora <mmoora@anvilcorp.com>; Michael Quick <mquick@hilcorp.com>; Michael Schoetz <mschoetz@hilcorp.com>; Mike Morgan <mike.morgan@caelusenergy.com>; MJ Loveland <N1878@conocophillips.com>; mkm7200 <mkm7200@aol.com>; Motteram, Luke A <luke.a.motteram@exxonmobil.com>; Mueller, Marta R (DNR) <marta.mueller@alaska.gov>; Nathaniel Herz <nherz@alaskadispatch.com>; knelson@petroleumnews.com; Nichole Saunders <nsaunders@edf.org>; Nick Ostrovsky <nostrovsky@a htna. net>; NSK Problem Well Supv <n1617@conocophillips.com>; Patty Alfaro <palfaro@yahoo.com>; Paul Craig <drpaulcraig@gmail.com>; Decker, Paul L (DNR) <paul.decker@alaska.gov>; Paul Mazzolini <pmazzolini@hilcorp.com>; Pike, Kevin W (DNR) <kevin.pike@alaska.gov>; Randall Kanady <Randall.B.Kanady@conocophillips.com>; Renan Yanish <renan@astercanyon.com>; Richard Cool <cool.richard@epa.gov>; Robert Brelsford <robert.brelsford@argusmedia.com>; Robert Warthen <rwarthen@nordaqenergy.com>; Sara Leverette <saleverette@stoel.com>; Scott Griffith <scott_griffith@xtoenergy.com>; Shahla Farzan <shahla@kbbi.org>; Shannon Donnelly <shannon.donnelly@conocophillips.com>; Sharon Yarawsky <syarawsk@blm.gov>; Skutca, Joseph E (DNR) <joseph.skutca@alaska.gov>; Smith, Kyle S (DNR) <kyle.smith@alaska.gov>; Stephanie Klemmer <sklemmer@hilcorp.com>; Stephen Hennigan <shennigan@peiinc.com>; Sternicki, Oliver R <Oliver.Sternicki@bp.com>; Moothart, Steve R (DNR) <steve.moothart@alaska.gov>; Steve Quinn <smgwrite@gmail.com>; Suzanne Gibson <sgibson@ciri.com>; sheffield@aoga.org; Tanisha Gleason <tgleason@ciri.com>; Ted Kramer <tkramer@hilcorp.com>; Teresa Imm <timm@asrc.com>; Tim Jones <tjones@glacieroil.com>; Tim Mayers <mayers.timothy@epa.gov>; Todd Durkee <todd.durkee@anadarko.com>; Tom Maloney <tmaloney@ahtna.net>; trmjrl <trmjrl@aol.com>; Tyler Senden <r.tyler.senden@conocophillips.com>; Umekwe, Maduabuchi P (DNR) <pascal.umekwe@alaska.gov>; Vinnie Catalano <catalano@circac.org>; Well Integrity <n2549@conocophillips.com>; Well Integrity <n2550@conocophillips.com>; Weston Nash <Weston.Nash @bp.com>; Whitney Pettus <Whitney.Pettus@bp.com>; Aaron Gluzman <aaron.gluzman@gmail.com>; Aaron Sorrell <Aaron.Sorrell@BP.com>; Ajibola Adeyeye <Ajibola_Adeyeye@xtoenergy.com>; Alan Dennis <Alan.Den nis@bp.com>; Andy Bond <Andy.Bond @caeIusenergy.com>; Bajsarowicz, Caroline 1 <Caroline.Bajsarowicz@bp.com>; Bruce Williams <bruce.williams@bp.com>; Bruno, Jeff J (DNR) <jeff.bruno@alaska.gov>; Casey Sullivan <Casey.Sullivan@pxd.com>; Corey Munk <Corey.Munk@BP.com>; Don Shaw <shawmanseafoods@yahoo.com>; Eppie Hogan <eppie.hogan@bp.com>; Eric Lidji <ericlidji@mac.com>; Garrett Haag <Garrett.B.Haag@conocophilIips.com>; Smith, Graham 0 (DNR) <graham.smith@alaska.gov>; Heusser, Heather A (DNR) <heather.heusser@alaska.gov>; Fair, Holly S (DNR) <holly.fair@alaska.gov>; Jamie M. Long <jamie.m.long@esso.ca>; Jason Bergerson <Jason.Bergerson@north-slope.org>; Jesse Chielowski <jchmielowski@blm.gov>; Jim Magill <jim_magill@platts.com>; Joe Longo <Joe.Longo@hxrd rillingservices.com>; John Martineck <john@bluecrestenergy.com>; Josh Kindred <kindred@aoga.org>; Keith Lopez <Keith.Lopez@caelusenergy.com>; Laney Vazquez <LVazquez@chevron.com>; Lois Epstein <lois_epstein@tws.org>; Longan, Sara W (DNR) <sara.longan@alaska.gov>; Marc Kuck <Marc.kuck@enipetroleum.com>; Marcia Hobson <mhobson@eenews.net>; Steele, Marie C (DNR) <marie.steele@alaska.gov>; Matt Armstrong <Matt.Armstrong@bakerhughes.com>; Melonnie Amundson <Melonnie.Amundson@caelusenergy.com>; Franger, James M (DNR) <mike.franger@alaska.gov>; Morgan, Kirk A (DNR) <kirk.morgan@alaska.gov>; Umekwe, Maduabuchi P (DNR) <pascal.umekwe@alaska.gov>; Pat Galvin <pat@greatbearpetro.com>; Pete Dickinson<pdickinson@aIlame ricanoilfield.com>; Peter Contreras <contreras.peter@epa.gov>; Rachel Davis <Rachel.Davis@caelusenergy.com>; Richard Garrard <rgarrard@nordagenergy.com>; Richmond, Diane M <Diane.Richmond@bp.com>; Robert Province <robert.province@enipetroleum.com>; Ryan Daniel <Ryan.Daniel@bp.com>; Sandra Lemke <Sandra.D.Lem ke@conocophillips.com>; Pollard, Susan R (LAW) <susan.pollard@alaska.gov>; Talib Syed <talibs@ecentral.com>; Tina Grovier (tmgrovier@stoel.com) <tmgrovier@stoel.com>; William Van Dyke <bvandyke@petroak.com> Subject: co701c Hilcorp Re: THE APPLICATIONS OF Hilcorp Alaska, LLC to revise Conservation Order 701A to redefine the vertical boundaries and expand the Affected Area of the Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit, onshore and offshore Kenai Peninsula Borough, Alaska Docket Number: CO - 17 -016 Conservation Order No. 701C Ninilchik Unit Ninilchik Field Beluga/Tyonek Gas Pool Kenai Peninsula Borough, Alaska January 22, 2018 Jody J• CoCombie AOgCC SyeciaC.Assista.nt .?Kaska Odandgas Conservation Commission 333 West yfi Avenue Anchorage, ACaska 99501 Office: (907) 7.93-1221 Fax: (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 reciptent(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.gov. Bernie Karl Gordon Severson Penny Vadla K&K Recycling Inc. 3201 Westmar Cir. 399 W. Riverview Ave. P.O. Box 58055 Anchorage, AK 99508-4336 Soldotna, AK 99669-7714 Fairbanks, AK 99711 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 14 Colombie, Jody J (DOA) From: Colombie, Jody J (DOA) Sent: Friday, March 09, 2018 2:16 PM To: 'don Shaw' Subject: RE: CO 736 (Reconsideration BPXA) Mr. Shaw: Your motion to reconsider was received by AOGCC on February 14, 2018. If the AOGCC does not take any action on a motion for reconsideration within ten days, the motion is deemed denied by operation of law. AS 31.05.080. Therefore your motion for reconsideration was denied effective February 26, 2018. Jody J. Colombie AOGCC Special Assistant Alaska Oil and Gas Conservation Commission 333 West 7th Avenue Anchorage, Alaska 99501 Office: (907) 793-1221 Fax: (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 jody.colombie@alaska.gov. -----Original Message ----- From: don shaw <shawmanseafoods@yahoo.com> Sent: Friday, March 09, 2018 1:30 PM To: Colombie, JodyJ (DOA) <jody.colombie@alaska.gov> Subject: Re: CO 736 (Reconsideration BPXA) Hi Jody, I haven't heard any reply to my motion of reconsideration on co 701c. Any word? Thanks, Don On Fri, 3/9/18, Colombie, Jody J (DOA) <jody.colombie@alaska.gov> wrote: Subject: CO 736 (Reconsideration BPXA) To: "DOA AOGCC Prudhoe Bay" <doa.aogcc.prudhoe.bay@alaska.gov>, "Ryan Daniel" <Ryan.Daniel@bp.com>, "Bender, Makana K (DOA sponsored)" <makana.bender@alaska.gov>, "Bettis, Patricia K (DOA)" <patricia.bettis@alaska.gov>, "Brooks, Phoebe L (DOA)" <phoebe.brooks@alaska.gov>, "Carlisle, Samantha J (DOA)" <samantha.carlisle@alaska.gov>, "Colombie, Jody J (DOA)" <jody.colombie@alaska.gov>, "Davies, Stephen F (DOA)" <steve.davies@alaska.gov>, "Foerster, Catherine P (DOA)" <cathy.foerster@alaska.gov>, "French, Hollis (DOA)" <hollis.french@alaska.gov>, "Frystacky, Michal (DOA)" <michal.frystacky@alaska.gov>, "Guhl, Meredith D (DOA)" <meredith.guhl@alaska.gov>, "Kair, Michael N (DOA)" <michael.kair@alaska.gov>, "Link, Liz M (DOA)" <liz.link@alaska.gov>, "Loepp, Victoria T (DOA)" <victoria.loepp@alaska.gov>, "Mcphee, Megan S (DOA)" <megan.mcphee@alaska.gov>, "Rixse, Melvin G (DOA)" <melvin.rixse@alaska.gov>, "Mumm, Joseph (DOA sponsored)" <joseph.mumm@alaska.gov>, "Paladijczuk, Tracie L (DOA)"<tracie.paladijczuk@alaska.gov>, "Pasqual, Maria (DOA)" <maria.pasqual@alaska.gov>, "Regg, James B (DOA)" <jim.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>, "Ballantine, Tab A (LAW)" <tab.ballantine@alaska.gov>, "Erickson, Tamara K (DOA)" <tamara.erickson@alaska.gov>, "Wallace, Chris D (DOA)" <chris.wallace@alaska.gov>, "AK, GWO Projects Well Integrity" <AKDCProjectsWelllntegrityEngineer@bp.com>, "AKDCWellintegrityCoordinator" <AKDCWellintegrityCoordinator@bp.com>, "Alan Bailey" <abailey@petroleumnews.com>, "Alex Demarban" <alex@alaskadispatch.com>, "Alicia Showalter" <ashowalter@hilcorp.com>, "Allen Huckabay" <allenhuckabay@hotmail.com>, "Andrew Vandedack" <AMV@vnf.com>, "Ann Danielson" <Ann.Danielson@bp.com>, "Anna Lewallen" <alewallen@glacieroil.com>, "Anna Raff" <anna.raff@dowjones.com>, "Barbara F Fullmer" <barbara.f.fullmer@conocophillips.com>, "bbritch" <bbritch.@alaska.net>, "bbohrer@ap.org" <bbohrer@ap.org>, "Ben Boettger" <benjamin.boettger@peninsulaclarion.com>, "Bill Bredar" <william.bredar@bp.com>, "Bob Shavelson" <bob@inletkeeper.org>, "Bonnie Bailey" <kyriasmedic@yahoo.com>, "Brandon Viator" <Brandon.S.Viator@conocophillips.com>, "Brian Havelock" <behavelock@gmail.com>, "Bruce Webb" <b.webb@furiealaska.com>, "Caleb Conrad" <caleb.conrad@bakerhughes.com>, "Candi English" <c.english@nsakllc.com>, "Cody Gauer" <cody.gauer@enipetroleum.com>, "Cody Terrell" <cterrell@hilcorp.com>, "Colleen Miller" <cmiller@ciri.com>, "Connie Downing" <cdowning@tyonek.com>, "Crandall, Krissell" <Krissell.Crandall@bp.com>, "D Lawrence" <DLawrence4@slb.com>, "Dale Hoffman" <dale.hoffman@caelusenergy.com>, "Danielle Mercurio" <dbm@vnf.com>, "Darci Horner" <dhorner@hilcorp.com>, "Dave Harbour" <harbour@gci.net>, "David Boelens" <dboelens@aurorapower.com>, "David Duffy" <dduffy@hilcorp.com>, "David House" <dhouse@usgs.gov>, "David McCaleb" <david.mccaleb@ihs.com>, "ddonkel@cfl.rr.com" <ddonkel@cfl.rr.com>, "Diemer, Kenneth J (DNR)' <ken.diemer@alaska.gov>, "DNROG Units (DNR sponsored)" <dog. u nits@a laska.gov>, "Donna Ambruz" <dambruz@hilcorp.com>, "Ed Jones" <jejones@aurorapower.com>, "Elizabeth Harball" <eharball@alaskapublic.org>, "Elowe, Kristin" <Kristin.Elowe@mms.gov>, "Elwood Brehmer" <elwood.brehmer@alaskajournal.com>, "Evan Osborne" <Osborne.Evan@epa.gov>, "Evans, John R (LDZX)" <John.R. Eva ns@conocophillips.com>, "Brown, Garrett A (DNR)" <garrett.brown@alaska.gov>, "George Pollock" <gpollock@aurorapower.com>, "Gordon Pospisil" <PospisG@BP.com>, "Greeley, Destin M (DOR)" <destin.greeley@alaska.gov>, "Gretchen Stoddard" <mgstoddard@gci.net>, "gspfoff' <gspfoff@aurorapower.com>, "Hurst, Rona D (DNR)' <rona.hurst@alaska.gov>, "Hyun, lames J (DNR)" <james.hyun@alaska.gov>, "Jacki Rose" <j rose @bluecrestenergy.com>, "Jason Brune" <JBrune@ciri.com>, "Jdarlington (jarlington@gmail.com)" <jarlington@gmail.com>, "Jeanne McPherren" <jmcpherren@brenalaw.com>, "Jerry Hodgden" <geodogs@comcast.net>, "Jill Simek" <Jill.Simek@conocophillips.com>, "Jim Shine" <jshine@hilcorp.com>, "Jim Watt" <jwatt@strongenergyresources.com>, "Jim White" <jimwhite@satx.rr.com>, "Young, Jim P (DNR)" <jim.young@alaska.gov>, "Joe Lastufka" <lastufjn@bp.com>, "Radio Kenai" <news@radiokenai.com>, "Burdick, John D (DNR)" <john.burdick@alaska.gov>, "Easton, John R (DNR)" <john.easton@alaska.gov>, "Larsen, John M (DOR)" <john.larsen@alaska.gov>, "Jon Goltz" <Jon.Goltz@conocophillips.com>, "Chmielowski, Josef (DNR)" <josef.chmielowski@alaska.gov>, "Joshua Stephen" <AKGWOWeliSiteEnginee@bp.com>, "Juanita Lovett" <jlovett@hilcorp.com>, "Judy Stanek" <jstanek@hilcorp.com>, "Kari Moriarty" <moriarty@aoga.org>, "Kasper Kowalewski" <kasper.kowalewski@cop.com>, "Kazeem Adegbola" <kazeem.a.adegbola@conocophillips.com>, "Keith Torrance" <keith.torrance@uicumiaq.com>, "Keith Wiles" <kwiles@marathonoil.com>, "Kelly Sperback" <ksperbeck@slb.com>, "Frank, Kevin J (DNR)" <kevin.frank@alaska.gov>, "Kruse, Rebecca D (DNR)" <rebecca.kruse@alaska.gov>, "Kyla Choquette" <Kyla.Choquette@bp.com>, "Gregersen, Laura S (DNR)" <laura.gregersen@alaska.gov>, "Leslie Smith" <I.smith@furiealaska.com>, "Lori Nelson" <Inelson@hilcorp.com>, "Luke Keller" <Ikeller@hilcorp.com>, "Marc Kovak" <yesnoak@gmail.com>, "Dalton, Mark (DOT sponsored)" <Mark.Dalton@hdrinc.com>, "Mark Hanley (mark.hanley@anadarko.com)" <mark.hanley@anadarko.com>, "Mark Landt" <landtman4@yahoo.com>, "Mark Wedman" <mark.wedman@pxd.com>, "Michael Bill" <billmk@acsalaska.net>, "Michael Calkins" <mcalkins117@yahoo.com>, "Michael Moora" <mmoora@anvilcorp.com>, "Michael Quick" <mquick@hilcorp.com>, "Michael Schoetz" <mschoetz@hilcorp.com>, "Mike Morgan" <mike.morgan@caelusenergy.com>, "MJ Loveland" <N1878@conocophillips.com>, "Motteram, Luke A" <luke.a.motteram@exxonmobil.com>, "Mueller, Marta R (DNR)" <marta.mueller@alaska.gov>, "Nathaniel Herz" <nherz@alaskadispatch.com>, "knelson@petroleumnews.com" <knelson@petroleumnews.com>, "Nichole Saunders" <nsaunders@edf.org>, "Nick Ostrovsky" <nostrovsky@ahtna.net>, "NSK Problem Well Supv" <n1617@conocophillips.com>, "Patty Alfaro" <palfaro@yahoo.com>, "Paul Craig" <drpaulcraig@gmail.com>, "Decker, Paul L (DNR)" <paul.decker@alaska.gov>, 2 "Paul Mazzolini" <pmazzolini@hilcorp.com>, "Pike, Kevin W (DNR)" <kevin.pike@alaska.gov>, "Randall Kanady" <Randall.B.Kanady@conocophillips.com>, "Renan Yanish" <renan@astercanyon.com>, "Richard Cool" <cool.richard@epa.gov>, "Robert Brelsford" <robert.brelsford@argusmedia.com>, "Robert Warthen" <rwarthen@nordaqenergy.com>, "Ryan Gross" <Gross. Rya n@epa.gov>, "Sara Leverette" <saleverette@stoel.com>, "Scott Griffith" <scott_griffith@xtoenergy.com>, "Shahla Farzan" <shahla@kbbi.org>, "Shannon Donnelly" <shannon.donnelly@conocophillips.com>, "Sharon Yarawsky" <syarawsk@blm.gov>, "Skutca, Joseph E (DNR)" <joseph.skutca@alaska.gov>, "Smith, Kyle S (DNR)" <kyle.smith@alaska.gov>, "Stephanie Klemmer" <sklemmer@hilcorp.com>, "Stephen Hennigan" <shennigan@peiinc.com>, "Sternicki, Oliver R" <Oliver.Sternicki@bp.com>, "Moothart, Steve R (DNR)" <steve.moothart@alaska.gov>, "Steve Quinn" <smgwrite@gmail.com>, "Suzanne Gibson" <sgibson@ciri.com>, "sheffield@aoga.org" <sheffield@aoga.org>, "Tanisha Gleason" <tgleason@ciri.com>, "Ted Kramer" <tkramer@hilcorp.com>, "Teresa Imm" <timm@asrc.com>, "Tim Jones" <tjones@glacieroil.com>, "Tim Mayers" <mayers.timothy@epa.gov>, "Todd Durkee" <todd.durkee@anadarko.com>, "Tom Maloney" <tmaloney@ahtna.net>, "Tyler Senden" <r.tyler.senden@conocophillips.com>, "Umekwe, Maduabuchi P (DNR)" <pascal.umekwe@alaska.gov>, "Vinnie Catalano" <catalano@circac.org>, "Well Integrity" <n2550@conocophillips.com>, "Well Integrity" <n2549@conocophillips.com>, "Weston Nash" <Weston.Nash@bp.com>, "Whitney Pettus" <Whitney.Pettus@bp.com>, "Aaron Gluzman" <aaron.gluzman@gmail.com>, "Aaron Sorrell" <Aaron.Sorrell@BP.com>, "Ajibola Adeyeye" <Ajibola_Adeyeye@xtoenergy.com>, "Alan Dennis" <Alan.Den nis@bp.com>, "Andy Bond" <Andy.Bond @caelusenergy.com>, "Bajsarowicz, Caroline J" <Caroline.Bajsarowicz@bp.com>, "Bruce Williams" <bruce.williams@bp.com>, "Casey Sullivan" <Casey.Sullivan@pxd.com>, "Corey Munk" <Corey.Munk@BP.com>, "D. McCraine" <d.mccraine@furiealaska.com>, "Don Shaw" <shawmanseafoods@yahoo.com>, "Eppie Hogan" <eppie.hogan@bp.com>, "Eric Lidji" <ericlidji@mac.com>, "Garrett Haag" <Garrett.B.Haag@conocophillips.com>, "Smith, Graham O (DNR)" <graham.smith@alaska.gov>, "Neusser, Heather A (DNR)" <heather.heusser@alaska.gov>, "Fair, Holly S (DNR)" <holly.fair@alaska.gov>, "Jamie M. Long" <jamie.m.long@esso.ca>, "Jason Bergerson" <Jason. Bergerson @ north-slope.o rg>, "Jesse Chielowski" <jchmielowski@blm.gov>, "Jim Magill" <jim_magill@platts.com>, "Joe Longo" <Joe.Longo@hxrdrillingservices.com>, "John Martineck" <john@bluecrestenergy.com>, "Josh Kindred" <kindred@aoga.org>, "Keith Lopez" <Keith.Lopez@caelusenergy.com>, "Laney Vazquez" <LVazquez@chevron.com>, "Lois Epstein" <lois_epstein@tws.org>, "Longan, Sara W (DNR)" <sara.longan@alaska.gov>, "Marc Kuck" <Marc.kuck@enipetroleum.com>, "Marcia Hobson" <mhobson@eenews.net>, "Steele, Marie C (DNR)" <marie.steele@alaska.gov>, "Matt Armstrong" <Matt.Armstrong@bakerhughes.com>, "Melonnie Amundson" <Melonnie.Amundson@caelusenergy.com>, "Franger, James M (DNR)" <mike.franger@alaska.gov>, "Morgan, Kirk A (DNR)" <kirk.morgan@alaska.gov>, "Umekwe, Maduabuchi P (DNR)" <pascal.umekwe@alaska.gov>, "Pat Galvin" <pat@greatbearpetro.com>, "Pete Dickinson" <pdickinson@a Ila mericanoilfield.com>, "Peter Contreras" <contreras.peter@epa.gov>, "Rachel Davis" <Rachel.Davis@caelusenergy.com>, "Richard Garrard" <rgarrard@nordagenergy.com>, "Richmond, Diane M" <Diane.Richmond@bp.com>, "Robert Province" <robert. province @enipetroleum.com>, "Sandra Lemke" <Sandra.D. Lem ke@conocophillips.com>, "Pollard, Susan R (LAW)" <susan.pollard@alaska.gov>, "Talib Syed" <talibs@ecentral.com>, "Tina Grovier (tmgrovier@stoel.com)" <tmgrovier@stoel.com>, "William Van Dyke" <bvandyke@petroak.com> Date: Friday, March 9, 2018, 1:56 PM Please see attached. Decision on Reconsideration CO 736. Jody J. 3 Colombie AOGCC Special Assistant Alaska Oil and Gas Conservation Commission 333 West 7th Avenue Anchorage, Alaska 99501 Office: (907) 793-1221 Fax: (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 jody.colombie@alaska.gov. 13 RECEIVED FEB 14 7018 AC)GCG Notice of Reconsideration of Co. 701c February 9, 2018 Dear Commissioners, I request a reconsideration on your Jan. 22, 2018 ruling of CO 701c. First and foremost I would like to clear up any misconception about the spacing exception that you apparently have. I have been well aware for quit some time that being within the 3,000 foot radius of the spacing exception DOES NOT mean I'm to automatically be entitled royalties. It does however inform me that something is taking place within 3,000 feet of me. Nowhere do I recall seeing the word "Notification" on my Spacing Exception packet. So for you rule "Notification is just that, and nothing more. It does not imply, or establish, a 3,000 -foot drainage radius for the Frances 1 well." Put the word "Notification" on my spacing exception packet and then you'll be valid on that part of your ruling. Now that I've been notified, I've used my diligence to investigate my correlative rights in respect to the well called Frances 1. Having ask for the Dec. 14, 2017 hearing to be postponed while I was just starting my medical care leading to my unexpected Dec. 5 open heart surgery, I was forced to testify telephonic. The first 6 weeks after surgery my heart was out of rhythm and there was a limit as to what I could do. These last couple of weeks I am adjusting to this new in rhythm heart and a breast bone that has healed nicely and the freedom of this thing called life with only a small portion of my thoughts always aware of what I've just been through. My hospital stay started Nov. 26, 2017 with a 2 AM ambulance ride to the ER. I'd been in Florida 20 hours and I'd brought double pneumonia to Orlando in me. 5 days in the ICU later and I could breath fairly well. It was during the ICU time that blood work showed that I had an Aortic valve that hadn't worked in 2 years. Between the 2 they didn't even know why I was alive at the time. After the ICU came the cardiac catheterization. That now told my surgical team that I needed 1 bovine Aortic valve and 1 right coronary artery bypass after they could get my body in shape for the Dec. 5 surgery. After a few days of more fresh blood and getting my medications right so that my blood pressure didn't drop 40 points every time I stood I was released Dec. 10 or 11. My total time in the Orlando hospital was 15 or 16 days straight. As I laid there worried about my life the whole time I also worried about this very important opportunity to testify at the hearing. Unable to concentrate, it was only in the couple of days prier to the hearing that, under duress, I managed to produce some form of testimony even though it was not as through as I had hoped to be prepared for. I meant it when I testified and I mean it even more now when I said " Being a litigant from the Exxon Valdez oil spill I am fully aware of my state government's cold deaf ears. This hearing only shows a new low that I truly didn't think obtainable." During the time of my medical crisis my thoughts in preparing to testify was to include Docket No. CO 14-029 [it became CO 701 A]. Hilcorp's geologist, Dave Buthman, was sworn in on page 41, starting at line 15. Page 43, line 3, Direct Examination, line 4, Commissionaire Seamount, lines 5 through 11, [this is very important to me because this was important to the Commission] "One comment I would make is that sense the allocation is based solely on acreage some of this stuff may not be necessary in conservation order 701 of September 18th, 2014, but I still think it should be in there, I mean, I think it's important information for the record that people understand." When questioned by Commissioner Seamount on page 44, line 5, " And is the what, the hydrocarbon thickness is it similar throughout the sections and if I'm getting into confidentiality let me know?" The testimony of Mr. Buthman, starting on page 44, beginning at line 9, is of particular interest to my claim that trespass is being committed against me by Hilcorp stealing what is rightfully mine, in this case, my natural gas. The only thing homogeneous about the Falls Creek area is the hetrogenitity of the Beluga/Tyonek field all those thousands of feet down below the surface. Mr. Buthman testifies that the fluvial channels generally go northeast, southwest, "but they'll go wrapping around the east side of this Falls Creek pool and so we land with a hundred foot of gas sand at the Frances well whereas at the Falls Creek 1 redrill you have zero". Further, on page 46, beginning at line 6, Commissionaire Seamount ask about stratigraphic trapping. Starting at line 13 Mr. Buthman testifies, in part, lines 19 through 21, "it's true up at Falls Creek, the Frances well found a hundred foot gas sand, you know, half mile east of the Falls Creek well". Commissionaire Seamount, page 47, line I," the strat traps have not been taken seriously. The, there's talk about Hilcorp's analysis of analog depositional systems suggest the mean channel width and you go into some detail about 500 feet and less than 15 percent exceeds 3,000 feet," ect. Mr. Buthman's testimony includes page 47, lines 13 through 17, "and Kasilof. We've actually gone through to measure them from the remote sensing satellite data and tabulated those as they made us do at Unocal, is there a size distribution, just field or sand size distribution so that's what we've done." In no.7 of your findings you rule " Accordingly, the coordinates for the northwestern corner of the Shaw Property —the portion of the property nearest to the gas -producing perforations in Frances t— are 2,650 feet FNL and 1,320 feet FEL of Section 7. The perforations within Frances 1 lie about 2,750 feet from the nearest portion of the Shaw Property." I've got 3 State commissionaires along with Your Army of State professionals and Your Army of State lawyers, looking out for Your State Jobs picking out a well drilled in 1973 and Never tested, in this region of hetrogenitity telling me that I'm not supplying gas to the gas sand supplying the perforations of the Frances 12,750 feet west of me, all the while " it's true up at Falls Creek, the Frances well found a hundred foot gas sand, you know, half a mile east of the Falls Creek well". One half of a mile is 2,640 feet. Your 2,750 feet minus Hilcorp's 2,640 feet equals 110 feet from my sub surface property line. In this hetrogenitity of a lenticular and discontinuous field a "dry hole", that is at least 43 years dead and about a mile north of me, does not constitute a good foundation when I'm 110 feet away from one hundred feet of gas sand helping to supply one of the greatest gas wells Alaska has seen in a long time. From July 2014 through Oct. 2016 the Frances 1 has produced 3,765,366 mc£ Times that by the value the state uses for royalty payment ofNinilchik Unit gas for October 2016, $6.82 [it varies monthly] and your trying to tell me that all that gas came from that tiny area? That's around 25 million dollars. I haven't checked sense Oct. of 2016 but if Frances 1 produced straight for another 17 months I think it would be safe to say 15 million dollars more could be added. 40 million dollars in 3 1/2 years, Pm sure that it's more. If it is true that you already have all the confidential data that Hilcorp uses then you'll be able to prove to me, in this contested hetrogenitity, a wall that encloses my sub surface boundaries, complete with a floor. As I testified in CO 14-029, I've seen maps several years ago that had the lands miles east of me called the Falls Creek Gas Reserve. I seem to recall depths of between 8,000 and 9,000 feet. That land mass moved down toward me, 8,000 feet a little east of me, 6,000 feet under my feet, Rising 2,000 feet in the space of approximately 1 1/2 miles. As you said, gas rises. The structure of the Beluga and Tyonek Formations is not analogous to a pond. The Beluga and Tyonek are comprised of discontinuous sandstone lenses deposited in braided to meandering rivers and streams that have stratigraphic trapping that have not been taken seriously. The Falls Creek Gas Reserve bleeds small amounts of gas throughout it's vastness to the upper elevations, replacing the gas in the braided meandering rivers and streams, and into the stratigraphic traps that have had their pressure released, always trying to replace what was lost until the valve is shut off. The natural flow of natural gas, poke a hole in the dome and out comes the gas. Your choice off depths only enforce my claim of being drained. The 220 true vertical feet deeper on the flank of the Ninilchik Anticline than the Frances 1 well means the gas flowing from the depths of the Falls Creek gas reserve have to flow UP, in part under my feet, to reach a depth of about 5,735 feet TVDSS within the Frances 1 well. Unless Hilcorp and the State have a rouge well capable of dodging sub surface property lines at your leisure. The AOGCC has stated in its decision that gas is located at the top of a structure and that water pushes the gas up from the sands down dip from the top of the structure. If the structure was created from a thick blanket of sand, the AOGCC's description of where the gas is located in the Falls Creek area would be accurate. In that case, there would be a gas -water contact at a precise point down dip on the structure that would follow a line around the structure at that exact depth. Gas would be found above the line and water would be found below the line defined by that specific vertical depth around the structure. If this model was accurate, then the gas in the Falls Creek Participating Area could be produced from one well drilled at the very top of the structure. The water below the gas -water contact all around the structure would push the gas up toward the top of the blanket of sand — and eventually all of the gas would be produced from that single well. Hilcorp and the AOGCC knows that this is not how the gas is distributed in the Falls Creek area. Rather than a blanket of sand, the Beluga and Tyonek reservoirs were created millions of years ago by layer after layer of twisting and winding riverbeds creating many channels of sand, layered on top of one another with each layer of these riverbeds following unique meandering channels. These layers of deposits have created a three-dimensional puzzle of braided streambeds that wind around and meander; and that do not create reservoirs with predictable gas -water contacts at one particular depth down dip on the structure. For this reason, a well drilled far from the crest of the structure may penetrate a thick channel of gas -bearing sandstone and a well drilled higher on the structure may miss that string of sandstone entirely and/or may penetrate wet sandstone. You only need to look at the Frances # I well — drilled far from the top of the structure and is a very productive gas well —to know that I am correct regarding this issue. The AOGCC's decision is based, in part, on an assumption that there is a predictable depth of a gas - water contact in the Beluga and Tyonek formations, below which water is always found and above which gas is always found. Again, if the sandstone was a thick blanket of sand that was connected throughout the structure, this idea would make sense. But that is not the correct model to understand where gas may be found in the Falls Creek Beluga and Tyonek reservoirs. Using the AGOCC's model of where gas and water are located, the AOGCC has decided that my property only has water under it because the Falls Creek 43-06 well is assumed by the AOGCC to have water in it. If you read the well file at the AOGCC you can see that 43-06 was drilled but was never tested. A core sample brought to the surface from the 43-06 well released gas at the surface. The FC 43-06 well may be wet or it may be gassy — again, it was never tested. Even if the assumption that the 43-06 is wet is a correct assumption, that does not prove that the sandstone river channel(s) from which the Frances #1 well is producing gas does not wind around to the SE and pass directly under my property. Any geologist who has studied the Beluga and Tyonek sands in the Cook Inlet basin knows that gas fields producing from these formations do not have a single gas -water contact found at the same depth throughout the field. A case in point well known to the AOGCC is the Beluga Gas Field. In one place, water may be found in the sand at a particular depth. In another well, gas may be found in a deeper layer of sandstone created by an older riverbed. In the AOGCC's decision, the use of the FC 43-06 — a well that was never tested — as proof that there is no gas under my property is a geologically flawed argument. There are only two ways to state with reasonable certainty whether I am being drained by Hilcorp by production at the Frances #1 well. One way is for me to drill a well into the Beluga and Tyonek formations below my property. If you, the AOGCC Commissioners, actually believe your decision that my property just has water under it, then I would assume you would not require me to obtain any oil and gas permits to drill a water well on my land into the Beluga and Tyonek formations. You know, and I know that you would require permits because it is highly probable that I would hit gas. And hitting gas would support the argument that I am being drained. But drilling that well is inconsistent with the AOGCC's statutes and regulations that require only one gas well per section of land to prevent waste. If every owner of a ten -acre parcel of mineral rights around Clam Gulch had to drill a well to prove he or she was being drained by Hilcorp, we would be back to the days of Spindletop in Texas. The fact that Spindletop became a pin cushion of oil wells drilled right next to each other is the reason that the Texas Railroad Commission became the first oil and gas conservation commission in the country. Drilling a well on each ten acre parcel of land is wasteful, would damage the reservoir, and must be prevented according to Alaska law. The AOGCC exists to make sure that I and every other owner of small pieces of mineral rights in my section of land do not drill a bunch of extra wells when one well is enough to produce the gas on one section of land. Drilling a well is the first way to see if I am being drained. The second way to determine if I am being drained is by using 3D seismic data and remote sensing satellite data to see where each channel of sand producing gas in the Frances #1 well meanders. If one or more channels of gas -producing sandstone from the ancient riverbeds meanders under my property or replenishes the stratigraphic trapping, I am being drained. If not, I am probably not being drained. Kevin Tabler offered to put a road in for me to sign the lease. It is well over $100,000 to put a road to my door. I'm sure he knows that I am. The importance of e -mailing and USPS a paper copy that day, deer or fishing charters. The recorded deceit on why it's good for me to sign from the very beginning. Keep me out of the Frances 1 and you keep me out of the PA. That's a lot of money for the State and Hilcorp to divide between yourselves, MY money. I'm sure that by now the State has meant few patent fee holders as diligent as I am. As a litigant of the Exxon Valdez Oil Spill who's life was so horribly altered, I HATE oil companies and I truly DO NOT TRUST my State Government, including you. The State will find a way to end your commissions and any future work for the State will come to an end because your loyalty was to the private individuals throughout the state and not the oil companies best interest, part of unbiased is not worrying about your job or standing with peers . Tony Knowles made public who's best interest was served when he won the gubernatorial election and immediately boarded a jet to fly to Texas to be sworn in as Alaska's governor because Alaska's soil wasn't good enough for him to stand on. I want to vomit every time I remember they named a trail after him. Rights in America and in Alaska are inalienable. Even the criminals who sit the bench in the Alaska Supreme Court have to be bias in protecting the patent fee correlative rights in order to protect their jobs, their prestige, the future tyranny Alaska will continue to be forced to live by. No means no, no matter how poorly the ruling is made. The gas in the braided meandering rivers and streams, and the stratigraphic traps is being replaced from the vastness of the Falls Creek Gas Reserve of which I'm a part of and next to "it's true up at Falls Creek, the Frances well found a hundred foot gas sand, you know, half mile east of the Falls Creek well". Another thing I'd meant to bring up at the hearing in my weakened state was that the commission had ordered Hilcorp, at the Nov. 14 hearing, to inform everyone on the spacing exception of the Dec. 14 hearing. I never got a notice, I'm on the list weather or not I'm the one requesting the hearing. I know that land has changed ownership sense the Spacing Exception was first mailed. Were the new owners informed? How do we tell? As a constitute I expect the highest order of performance in matters pertaining to my rights, nothing less. Having a chair commissionaire holding a law degree and once being elected by the people to run for Lt. Governor before being outested by his own party I don't think that is to much to ask for considering the importance of this matter. I call on you, the Commissionaires, charged with protecting my correlative rights, to review the lands next me and the Frances 1 and not a mile away. Under the tightest of scrutiny, prove to me that I an not supplying gas to the Frances 1. Even in qusi judicial there can be no doubt. The law is not man, its the law. As I understand, you don't even have to reply to my request of reconsideration, but if you do electronically is preferred as I'm still out of state until my Dr.'s clear me to return home. Thank you, Don Shaw Clam Gulch Oal? 941-T 12 Hilcorp Alaska, LLC January 26, 2018 Hollis French, Chair Alaska Oil and Gas Conservation Commission 333 West 7th Avenue, Suite 100 Anchorage, Alaska 99501 RE: Ninilchik Unit — Updated Unit and Participating Area Exhibits Dear Commissioner French: Post Office Box 244027 Anchorage, AK 99524-4027 3800 Centerpoint Drive Suite 1400 Anchorage, AK 99503 Phone: 907-777-8432 Fax: 907-777-8301 cterrell@hilcorp.com RECEIVED JAN 16 2w AOGCC With the Alaska Oil and Gas Conservation Commission's approval of the vertical and horizontal expansion of the Ninilchik Field Beluga/Tyonek Gas Pool Rules, new tracts were included in the Affected Area of CO 701 C. Per your request please find updated Ninilchik Unit and Participating Area Exhibits. Should you or your staff have any questions, please contact me directly. Sincerely, -7`T Cody T. Terrell, Landman Hilcorp Alaska, LLC Enclosures: Ninilchik Unit Exhibit A & B; Susan-Dionne/Paxton PA Exhibit C & D; Grassim Oskolkoff PA Exhibit C & D; Falls Creek PA Exhibit C & D Cc: Jody Colombie, AOGCC Special Assistant (email) Exhibit A Ninilchik Unit Effective November 2, 2016 Tract Tract Legal Description Tract Acreage Lease k Mineral Mineral Royalty ORRI ORRI Working Working Hilcory Alaska, LLC 6.500000% SW l/4NE1/4, N12SW I/4, SWI/4SW I/4 ADL# 389737 Owner Interest Percent Owner Pereentage Interest Interest Resources Suction 10: SEI/4 Ownership Owner% 001 TeN-9,136. 3200000 HAK#3843193 Stateomamoa, 100.00°0 12500°/ Section 36: S2 ADL # 384318 Depertmrnt ofNetural porion lying above the line ofthe mean high Hilcory Alaska, LLC 100 00000°. tide Resources Section 13: Fractional, All, except that 002 nN-RI2W Section 19: All Section 20: Unsurveycd, all tide and submerged lands Section: 21: NWANF/4& N/2NF/4NE/4SF/4& NE/4NW/4 Section 28: SE/4 Section 29: All tide and submerged lends Section 30: All Section 3 0 Framional 3,519,4500 HAKa 1030487 ADL # 384314 Smw.fAlaska, 10000% 12.500°. Department of Natural Resources William Webb 1.333330% Hilcory Alaska, LLC 100.00000% PLC, LLC 0.4666]0°. M112, LLC 2000000°. Jessica Craig 0.100000% Hes Sun Kim 0, 100000°o as Dinkel Oil and GLLC 0.500000% Cook Inlet Enegy, LLC 1.000000% 003 TIN-RI3W Section 1: NI/2NI/2,SI/2NW1/4, 3,095.5500 HAK# 1034385 State of Alaska, IW00% 12.500°. Hilcory Alaska, LLC 6.500000% SW l/4NE1/4, N12SW I/4, SWI/4SW I/4 ADL# 389737 Department of Natural Hilcory Alaska, LLC 100.00000 Section 2: EI/2 Resources Suction 10: SEI/4 Section 11: All Section 12: Fractional, NWI/4F1WI/4, SI/2NW 1/4, S12NEI/4, S12, except that porion lying above the line ofthe mean high tide Section 13: Fractional, All, except that portion lying above the line ofthe mean high tide Section 14: Fractional, All, except that portion lying above the line of the mean high tide Section 15: Fractional, All TIN-RI2W Section 6: Fractional, E12, except that Penton lying above the line ofthe mean high tide Section 7. Fractional, All, except that porion lying above the line ofthe can high tide Ninilchik Unit Ehi Updated: 1252018 Page 1 of48 Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 2 of48 Trac[Mineral Mineral Royalty ORRI ORWorking Working Tract Tract Legal Description Acreage Lease N Owner Interest Percent Owner InterestInterest StatecfAlaska, lCoolyt, 12.500% Percentage Ownership Owner % 004 TIN-RI3W 2,157.9900 HAK# 1031010 StateofAlsska, 100.001. 12.500% Hilc Alask LLC o'p a Section 2: W/2 ADL# 384305 Department of Natural Resources Hilcory Alaska, LLC 100.00000% Section 3: SE/4 Resources Sation 28: All Section 10: N/2 & SW4 Section 22: Tide and submerged land Section 23: All tide and submerged land Section 30: M & SWA Section 27: Lot 5 and all tide and submerged Section: 31: All lends 005 TIN-R13W 480.0000 HAK# 1035732 Stare of Alaska, 100.00% 12.500% Section 16: Ek&SW/4 ADL# 384306 Department of Natural TIN-R14WSection36: SE/4 160.0000 Hilcory Alaska, LLC I00.000OIp/o Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 2 of48 Resources 006 TIN-R13W 4,625.0200 HAK# 1031008 StatecfAlaska, lCoolyt, 12.500% Section 20: E/2&SWA ADL #389180 Depamentoblatural Hilc Alask LLC o'p a 100.00000% Section 21: All Resources Sation 28: All Section 29: All Section 30: M & SWA Section: 31: All Section 32: All 007 TIN-R14WSection36: SE/4 160.0000 HAK# 1035904 State of Alaska, 100. M% 12.500°% ADL# 390085 Detainment of Natural Hilcory Alaska, LLC 100.00000% Resources 008 TIS-R14W 3,507.8400 HAK# 1031009 State of Alaska, 100, W/. 12.500% Section I: All ADL# 384372 DepanmentofNamral Hilcory Alaska, LLC 100.00000% Sation 2: All Resources Section II: All Section 12: SE 4SE/4 & All tide and submerged land Section 13: ER & All tide and submerged land Section 14: All tide and submerged land 009 TIS -R14%` - 160.0000 HAK# 1035905 Stateof Alaska, 100.00°/. 12.500% Section 15:SE/4 ADL# 390105 Depamnamof Natural Hilcory Alaska, LLC 10000000°0 Resources 010 TIS-R13W 852.0000 HAK# 103NB1 State of Alaska, 100.00% 12.500%. V. Paul Gavore 300000000/. Section 4: W/2SWA ADL#359242 Depanment of Natural Hilcory Alaska, LLC 100.00000% Section 5: All tide and submerged land Resources Tucson Ltd 3.000000% Section 6: All tide and submerged land lames W. White 3.500000% Section 7: A11 tide and submerged lend James L. Thurman 3.000000% Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 2 of48 Ninilchik Unit Exhibit A Updated: 1/258018 Page 3 .1748 Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease 0 Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 011 TIS-RI3W 120.0000 HAK# 1029933 State of Alaska, 100.00% 12.500% Hil..T Alaska, LLC 3.000000% Swoon]: SEI4SE/4 ADL# 388226 DepanmentofNatural Hilcorp Alaska, LLC 100.00000% Swtion 8: MSE/4 Resources 012 TIN-R12W 59.9600 HAK9 1035902 Stateof Alaska, 100.00 0 12.500% Section 5: Lot 3 & MSEr4NW/4 ADL # 390363 Department of Natural Hilrgr P Ale" LLC 100.00000% Resources 013 TIN -RIM 40.0000 HAKIt 1035902 State of Alaska, 100.00% 12500°/ Section 7: SE/4NW/4 ADL# 390363 Department ofNatum) Hilcorp Alaska, LLC 10000000% Resources 014 TIN-RI3W 25000 HAK# 1034934 Bureau of land 100.00% 12.500% Mary Lynne Meellenng 0.0500o0°o Section 14: That part of Lot 1 lying within AKA # A-024399 Management Hilco Alaska, LLC R 100.00000% thesoutheastcomerofthe SENNE/4(est. 2.5 Kevin Maelotmh 0,050000% sates) Hilcorp Al.*, LLC 3.250(iM Dustin D. Ealand 0.050000°. Dorothy Anne Dedric), 0A00Kd% Charles Delaney Ealand 0.3500000% It Ann L. Edwards 0.350000% Alina L. Mendez 0050000% 015 TIN-RI3W 91.2100 HAK# 1034934 Bureau of land 100.00% 12.500% Mary Lynne Moellering 0.050000°. Section 12: That pan of Lot 1 lying within AKA # A424399 Management the S/2NE/4 and Late 2 and 3 Kevin Macintosh 0.050000% Hilcorp Alaska, LLC 3.250000% Dustin D. Ealand 0,050000% Dorothy Anne Dedn.k 0.100000% Charles Delaney Ealand 0.350000% H Ann Edwards 0.350000% Alin. L, Mendez 0.050000°. Ninilchik Unit Exhibit A Updated: 1/258018 Page 3 .1748 017 Tract 1200000 Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease # Owner Interest Percent Owner Interest Interest Section 28: SW/4 Tract 92 Percentage Ownership Owner % 015A TIN -13W Section 12: That part of Lot 1 lying in the 10.2300 HAKB 1034934 AKA N A-024399 Bc..ofLand Management IWON.o 12.500°. Mary Lynne Moellering 0.050000% Hilcorp Alaska, LLC 100.00000% NE/4NE/4 a/d/a Lot 1, except that part lying Section 32: S/2NE/4 & NE/4NE/4 & Kevin Macintosh 0.0500001/0 SE/4SW/4 in the S/2NE/4 019 TIN-R12W 400000 HAKA 1033481 Universiryof AI.ka INN/. 12.5001/0 Section 6: SE/4NE/4 UAk Ninilchik Hilcorp Alaska, LLC 100.000001/0 Hilcorp Alaska, LLC 3.250000% Tract #2 Dustin D. Eeland 0050000//0 Dorothy Anne Derrick 0.1000W1. Charles Delaney Ealand 0350000% B Ann L. Edwards 0.3500001/0 Alma L. Mendez 0050000% 016 TIN-R13W Section 23: Lot 5 (4.96 acres) and that part of 8.9600 HAKIt 1034934 AKA k A-()24399 Bureau of land Management IN W% 12,503% May Lynne Moellering 0.0500001/0 Hilcmp Alaska, LLC 100.000001. Lot I lying in the W/2 (estimated at 4.0 acres) Kevin Mactntosh 00500001. Hilcorp Alaska, LLC 3.250000% Dustin D. Ealand 0.0500001/1 Dorothy Anne Dedrick 0.1000001. Charles Delaney Ealand 0.3500001/0 It Ann L. EdwaMa 0350000//0 Alina L. Mends 00500001. 017 TIN-R13W Section 34: NW/4SW/4 & S/2NW/4 1200000 unleased Bureau of Land Management 100.00% 018 T2N-RI2W 4000000 HAKX 1033481 University of Alaska 100.00% 12.500% Section 21: NFANE/4 UAk Ninilchik Hilcorp Alaska, LLC 100.000001. Section 28: SW/4 Tract 92 Section 29: SE/4SE/4 Section 32: S/2NE/4 & NE/4NE/4 & SE/4SW/4 019 TIN-R12W 400000 HAKA 1033481 Universiryof AI.ka INN/. 12.5001/0 Section 6: SE/4NE/4 UAk Ninilchik Hilcorp Alaska, LLC 100.000001/0 Tract #2 020 TIN-RI3W 150.4400 HAKH 1031W2 Umversityof Alaska 100.001. 125001. Section 33: Int 1 UA A Tract k 244 Hilcorp Alaska, LLC 100.000000% Section 34: PA2SW/4 and SWAS W/4 Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 4 of 48 Ninilchik Unit Exhibit A Updated: 1/25/2016 Page 5 of 48 Tract Mine"] Mineral RoyaltyORRI ORRI Working Working Tract Tract Legal Description Acreage Lease N Owner Interest PercentInterest Owner Interest Percentage Ownership Owner% 021 TIS-RI3W 309100 HA1033481 UniversityOf Alaska 100.00°0 12.500% UAff Ninilchik Hilcorp Alaska, LLC 100.00000% Section 7: Int 4 Tract M2 022 TIS-RI3W 40.0000 HAKk 1031004 University of Alaska 100.00% 12.500°0 UA k Tract k2-05 Hilearp Alaska, LLC I offl00% Sxtion 8: NE/4NF/4 023 TtN-R12W 55.0000 HAKk 1033508 Cook Inlet Region, Inc. 100.00% 20.000°0 Sxtion21: Thatpanofthe CRI# C-061596 Hilcorp Alaska, LLC lW00000% SW04NE/4SE/4 & SnNE/4SE/4 & SE/4SE/4 lying southeasterly ofand excluding the Sterling Highway 023A TZN-R12W 220.0000 untested Cook Inlet Region, Inc. 100.0% Section 21: S/2NEA4 & SE/4W/4 & NEASW/4 & NWASE/4 & W/2P/2SEA & SE/4NE/4SE/4 &S/2NE/4NE/4SE/4 lying northwesterly of and including the Sterling Highway 024 T2N-R12W 32.6100 RAK41031005 Cook Inlet Region, Ins. 100.00% 20.000% Section 29: Lot CRI9 C-061505 Hilcorp Alaska, LLC 1000000000 025 T2N-R12W .240.0000 HAK 9 1031006 Cook Inlet Region, Inc. I00.W/. 16.667% Section 33: W/2SW/4&SW/4NW/4& CIRIM C-061510 Hilcorp Alaska, LLC 100.00000% N/2SE/4 & SE/4SE/4 026 TIN-RI2W 60.0000 HAKis 1033507 Cook Inlet Region, Inc. 100.00% 20000% Section 5: SWANW/4 and W/2SE/4NW/4 CEUa C-060385 Hileorp Alaska, LLC 100.0000000 027 TIN-RI3W 1.8900 HAK91031005 Cook Inlet Region, Inc. 100.00% 20.000% Section 22: Lott 01110 C-061505 Hilcorp Alaska, LLC 10000000% 028 TIN-RI3W 502300 HAKW 1031005 Cook Inlet Region, Inc. 100.00% 20.001 Section 27: Lots 8, 9, 1 I, 12, 13, 14, 15, 16, CRI X C-061505 Hilcorp Alaska LLC 100.0000000 17, and 18 029 TIN-RI3W 1.9000 HAKP 1031WS Cook Inlet Region, Inc. 100.00% 20.00o% Section 33: Cmvement Lot 5 m CRU M C-061505 Hilcorp Alaska, LLC 100.0000% Ninilchik Unit Exhibit A Updated: 1/25/2016 Page 5 of 48 Tract Tract Legal Description Tract Acreage Lease p Mineral Mineral Royalty ORHI Working OR Working 12.5000% g Wells& Lafton Wells Owner Interest Percent Owner Interest Percentage Interest 20.00% 12.500°0 Wells &Ullon Wells Ownership Owner o� 030 20.000% 694.]800 HAK#C-MI55 Cook Inlet Region, Inc, 100.00% 20.000% 033A-1 T2N-R12W 14.2600 HAK#318 S.b.4 Section 4: SW/4NW/4 20.000. CIRI# C-061505 Section 21: Lots 3-5, Block 1 & Lots 2,3,5,7 Hilrorp Alaska, LLC 100.00000% & 6 ofBleck 2 and all the dedicated ancen of Section 5: 525E/4 Estate oftillian Nuarolese 20.00'. 12.500% Clam Gulch Acres Subdivision, plat #86-81 Section 7: Gov Lets 1, 2, 3, and HAK# 1033547 Stephen Wayne Gordon 20.00% 12.5000/6 SWASE/4 lying Southeast ofthe Sterling SW/4NE/4 Highway HAK# 1033548 Hilda C. Unfried 20.00°. 12.5005% unleased Marshall K. Coryell Section 8: SE/4W/4 & WANE/4 & 033B T2N-Rl2W 5.8900 Section 21: Loh 6 & 7, Block I & Lms I I & HA ff 828033 James B Borden and 10000% 12.5000/. 12, Block 2 of Clam Gulch Acres S2NE/4 & NE/4SW/4 & S2SWA & Hdcorp Alaska, LLC 100.000000. Subdivision, plat #86-81 W/2SE14 TIS-R14W Section 12: Gov Lot 1 031 TIS-Rl3W Section 9: NWANW/4 163.25M HAK# 1033507 Cook Inlet Region, Inc. 100.00°% 20.000% Section IS: Los 1, 2, 3, NW/4SE/4NW/4 CIRI# C-060385 Hdcorp Alaska, LLC 100.00000% and N/2NW/4NE/4 032 T2N.R12W 120. 1200000 WOO HAK# 628033 James B Borden and I00.00Yo 12.500% 21: NW/4SW/4&WSW/4 Tammy L. Borden HilcoR Alaska, LLC 10000000°% 033A T2N-R12W 2.0000 HAKN 318 Jeff L. Wells &Hilda G. 2000% 12.5006/o Section 21: Lots I & 2, Black 1 Clam Gulch Wells & Lafton Wella Hilcorp Alaska, LLC 100.00000% Acres Subdivision, plat #8&81 HAK# 1033533 Jeff L. Welk &Hilda % 20.00°% 12.500% Nualchik Unit Exhibit A Updated: 1252018 Page 6 of46 Wells & Lafton Wells HAK# 1033547 Je1TL. Wells&Hilda G. 200M. 12.5000% Wells& Lafton Wells HAK# 1033548 Jeff L. Wells&Hilda G. 20.00% 12.500°0 Wells &Ullon Wells unleased Jeff L. Wells&Hilda G. 20.000% Wells & Lefton Wells . 033A-1 T2N-R12W 14.2600 HAK#318 Rebekah A. Chapek 20.000. 12.500% Section 21: Lots 3-5, Block 1 & Lots 2,3,5,7 Hilcotp Alaska, LLC 100.00000% & 6 ofBleck 2 and all the dedicated ancen of HAK# 1033533 Estate oftillian Nuarolese 20.00'. 12.500% Clam Gulch Acres Subdivision, plat #86-81 and the unsubdivided remainder ofthe HAK# 1033547 Stephen Wayne Gordon 20.00% 12.5000/6 SWASE/4 lying Southeast ofthe Sterling Highway HAK# 1033548 Hilda C. Unfried 20.00°. 12.5005% unleased Marshall K. Coryell 2000SK 033B T2N-Rl2W 5.8900 Section 21: Loh 6 & 7, Block I & Lms I I & HA ff 828033 James B Borden and 10000% 12.5000/. 12, Block 2 of Clam Gulch Acres Tammy L. Borden Hdcorp Alaska, LLC 100.000000. Subdivision, plat #86-81 Nualchik Unit Exhibit A Updated: 1252018 Page 6 of46 Tract Tract Legal Description Tract Acreage Lease k Mineral Mineral Royalty ORRI ORRI Working Working Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 033C ect-RI2W 3.6900 unleaud Kelly Guy Baker 100.00% S Section 21: Lots 6, 9, I Block 2 of China Gulch Acres Subdivision, plat #86-81-81 033D T2N-RI2W 7.8400 unkased Nell Kelly 100.00% Section 21: The minerals underlying the right Of way of the Sterling Highway as it coos es the SWASF4 test, 7B4 acres) 033E T2N-RI2W 1.0000 unleased Delphian L. Chasing -Hawk 100 Section 21: Wt 1, Black of Clam Gulch Acres Subdivision, plat #86-81 033F T2N-RI2W 1.1000 unleased Robert E. Link&Deborah IW.m% Section 21: Lot 4, Block 2 of Clam Gulch A. Link (H&W) Acres Subdivision, plat 986-81 034 nN-RI2W 158.WW HAK# 1031630 3WYW, LLC, a Hawaii 83.33% 12.500% Section 28: N2NW/4&SW/4NW/4(lessthe ILC Hilcorp Alaska, LLC 1pp.opp00'� 2 acre Harald A. Pederson Tract in the SE/c of SWANW/4) Saurian 29: SF4NEA HAK # 1031631 Stephen Rex and Marilyn 1667% 12.500°. (excluded tract is Tract #36 of this exhibit) fang. 035 nN-RI2W m Seon 28: Tracts A & B of plat #79-4 and 40.0000 HAK9 828050 Leonard Aand EvelynD 100.00°/ 12.300% Lots B-1 & B-2 of Plat #81-118 a/d/a Keener Wrists Alaska, LLC 10000D00% SE/4NW/4 036 nN-RI2W a.mm unleash Harold A. and Marguerite 100.no% Section 28: A tract beginning at the SFO of M. Pederson Hilcorp Alaska, LLC Im. the SW/4NW/4; TH. North 500'; TH, West worn 175; TH. South 500'; TH, East 175' to POB. 037 M -1112W 160.0000 HAK # 828034 Rodney W. Andreas and 100. W% 12.500% Section 28: NEA Victoria H. Andrews Hilcorp Alaska, LLC 100.000m% 038 nN-RI2W Section 29: Lots 2 & 3 & N SF41. freer 147.45m HAK Is 1031616 Mary Hawkins(deceased) 75.00'. 12.500°. a in the Northeastern come, of the N/2SF4 HAK#1031617 Richard M. Hawkins 5.0% 12.500% Hihxnp Alaska, LLC 100.000m% owned by Vernon Andrews and Leonard Keener(excluded tract is Tract #39 of this HAK# 1031618 Charles F. Hawkins 500°. 12.500°. exhibit) unleaeed Ian Hawkins deceased 5.00% unleased lames Hawkins 5.00% unleased Marguerite Hawkins 5.00% Ninilchik Unit Exhibit A Updated: 1252018 Page 7 of 48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Royalty ORM ORRI Working Interest Working Section 32: Tracts l fi ofTmct E and the Owner Interest Percent Owner Percentage Interest Hilcorp Alaska, LLC 10000000°0 unsubdivided remainder of Tract E ofT.L Moms Subdivision of Tract E of Clam Gulch HAK# 1033546 Ownership Owner % 039 T2N-/2120 36731 HAK# 828052 Leonard Aand EvelynD 5000% 12.500% Mcerlein Section 29: tract in the Northeastern Kana 042 T2N-R12W Saction32: The SEANW/4 lying Southeast HilcoTAlaska,LLC 100.00000% Comer of thea N/2SE/4lying North ofthe 10000°0 HAK # 828053 Rodney W. Andrews end 50.00°o 12.500°0 of Staling Highway, excluding the Clam Sterling Highway Osmar Victoria H. Andrews HilcoM Alaska, LLC 100.000% Gulch Subdivision, Morris 1979 Addition 040 T2N-R12W 3.9100 HAK # 1031623 Per Ene & Frances L 50.00°/ 12.500°0 Section 29: Block] of Clam Gulch Park Usmar Hikom Alaska, LLC 100.00000% Subdivision Morns 1975 Addition, Plat No. T2N-R12W unleased Theodore L. & Ann C. 25.00% 10.0% 75-69 Section 32: Tract G of Clam Gulch Morris Russell unleased Thomas W. Patmor 25 00% 041 T2N-R12W 31,1100 HAK# 1031623 Per Eric &Frances L. 50.0W. 12.50% Section 32: Tracts l fi ofTmct E and the Osmar Hilcorp Alaska, LLC 10000000°0 unsubdivided remainder of Tract E ofT.L Moms Subdivision of Tract E of Clam Gulch HAK# 1033546 Timothy G. and Kristine 50.00°0 12500% Subdivision, Plat #81-06 Mcerlein 042 T2N-R12W Saction32: The SEANW/4 lying Southeast 22.000 HAK# 1031623 Per Eric &Franc es L. 10000°0 12.500°0 of Staling Highway, excluding the Clam Osmar HilcoM Alaska, LLC 100.000% Gulch Subdivision, Morris 1979 Addition Plat 479-192 042A T2N-R12W 2.7940 unleased Ronald E.&Audrey L. 10.0% Section 32: Tract G of Clam Gulch Russell Subdivision Cancer 1981 Addition, Plat #81- 51 043 T2N-R12W 2.180 unleased Shirley Ann Grow& 100.0% Section 32: Lot 2, Clam Gulch Subdivision, Richard James Edelman Plat 990-18 044A-1 T2N-R12W 1000 HAK# 1033561 Willi. Donald &Kerry 50.00°0 12.5005a Section 32: Lots 10 & 11, Thomack L Reeder (h/w) Hilcorp Alaska, LLC 10000000% Subdivision, Plat #K-1575, in so far as they 'A' unleased Donald M. and Susan R. 50 M/° lie within Tract offorma Plat K-509 last. 1 acre) Coi 044A-2 T2N-R12W Section 32: Lots 10 & 11, Thematic 0.500 HAK# 1031623 Perefic&Frances l 50.00% 12.500% - Subdivision, Plat #K-1575, in so far as they H.Iw rp Alaska, LLC 100 M00% lie outside Tract 'A' of former Plat K-509 unleased Donald M. and Susan R. 50.00°0 (est 05 acm) Coates Nialchik Unit Exhibit A Updated: 1/25/2018 Page 8 of48 Tract Tract Legal Description Tract Acreage Lease q Mineral Mineral Rovalh ORRI ORRI Working Interest Working Owner Interest percent Owner Percentage Interest Ownership Owner % 04499 een=32, 0.8000 unleased Deborah Lee Murphy 100.00% S Section 32: 1390 Clam Gulch Subdivision,, plat 89428 044AB T2N-RI2W 0.4600 HAK# 1033534 Lawrence &Caroline 100.0051i 12.500°0 Section 32: Lot 6, Clam Gulch Subdivision, Rebischke Hilwrp Alaska, LLC 1M.WWO% Conley 1977 Addition, plat #7843 044AC nN-RI2W 09600 HAK# 1033553 Karen Lorraine Landwehr 100.00°0 12.500% Section 32: Ws 7&8, Cham Gulch filearp Alaska, LLC 10000000°0 Subdivision, Conley 1977 Addition, plat #78- 43 044AD T2N-RI2W 0.6700 HAK# 1033534 Lawrence &Caroline 100.00% 12.500% Section 32: Tract B, Clam Gulch Rebischke Hilcorp Aleka, LLC 100.000001/o Subdivision, plat W50) 044AE nN-RI2W 4.0200 HAK# 1031623 Per Eric &Franco L. 5000°0 12.500% Section 32: Lots 1 A&IOA, Clem Gulch Osrear Hihoup Alaska LLC IM 00000% Subdivision No. 2, Plat #95-58 & minerals unleased Arty. H. & Iunc C. 5000% under the roadbeds of Thomack Street and North Laurel Avenue Thomack 0449E T2N-RI2W 07600 HAI(# 1033561 William Donald &Kerry 50001. 12.500°0 Section 32: Lots 8 & 9, Thomack L Reeder Udw) Hilwrp Alaska, LLC 100.00000% Subdivision, Plot #K-1575 unleased Myr H.&June C. 5000% Thomack 044AG T2N-RI2W 0.5900 HAK# 1033561 William Donald&Kerry 50.00°0 12,500°0 Section 32: Lot 7, Thomack Subdivision, Plat L Reeder (h/w) Hilwrp Alaska, LLC 100.00000 % #K-1575 unleased Sharon Nahomey 5000°0 044AH-1 12N-R12W 0.1186 HAK9305 ST, &Francis B. 5000% 12.500Y° Section 32: Lot 4, Thomack Subdivision, Plat Rebischke Hilwrp Alaska, LLC 100.00000% #K-1575 in so far a it lies within Trap "A" of furrner plat #K-509 (est. 0.1186 acre) HAK # 1033561 William Donald & Kerry 50 OOa/o 12.50011. L Rader (hhv) 044AH-2 T2N-RI2W 02372 HAK#305 SF.&Francis B. 50.00°0 12.500% Section 32: Lot 4, Thomack Subdivision, Plat Rebischke Hilwrp Alaska, LLC 100.00000% #K-1575 in so far as it has outside Tract "A" of former plat 4K-509 (est. 0.2372 acre) HAK # 1031623 Per Eric & Frances L. 50.00% 12.500% Osmar 044AH-3 12N-RI2W 0.1370 HAK# 1033561 William Donald &Kerry M oloi, 12:5M% Section 32: Lots 5 & 6, Thomack L Reeder(h/w) Hilwry Alaska, LLC 100.00000°0 Subdivision, Plat #K-1575 in an far as it lies "A" unleased Arlyn H. & lune C. Moon. within Tract of former plat 9K-509 (et. 0.137 acre) Thomack heartland, Unit Exhibit A Update: 1=018 Page 9 of 48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Interest Royalty ORRI ORRI Working Interest Working Owner Percent Owner Percentage Interest Ownership Owner % 044AH-4 Teed-R12W 0.2372 HAK# 1031623 Per Eric &Frances L. 50.00°/. 12.500% Section 32: Lacs 5 & 6, Thomack Osmar Hilemp Alask, LLC 100.00000°0 Subdivision, Plat #K-1575 in so far as it lies "A" unleased Arlyn H. & lune C. 50.00%" outside Tract of former plat #K-509 (est. Thomack 0.2372 acre) 044M T2N-R12W 3.0300 HAK# 1031623 Per Eric&plasmas L. 5000% 12.500% Section 32: Lot C-10 ofThomack Solid, Plat Dollar ar HilAlaska, LLC 100.00 Memo 01502 unleased Allyn H. & June C 50.00% Thomack 044AJ M-R12W 02800 HAK# 1033545 Robert C. Johnson and 50.00°/a 12.500% Section 32: Lot 3, Tbomack Subdivision, Plat Trustee for Hilcory Alaska, LLC 100.00000% #K-1575 unlessed Allyn H.&lum C. 5000% Thomack 044AK U2 R12W 0.50M HAK# 1031623 Per Eric &Frances L. 50.00% 12.500%, Section 32: Lot 2, Thomack Subdivision, Plat Osmar Hilcorp Alaska, LLC 100.00000 0 #K-1575 HAK# 1033551 91 Corporation 5000°0 12.5W% 044AL RN-R12W 1 0000 HAK # 1031623 Per Eric & Franca L 5000% 12.500% Section 32: Block 6, Clam Gulch Park Osmar Hil.mp Alaska, LLC 100.00000% Subdivision, plat #75-69 allowed Ed Krueger 25,M/o unleased Shelia Darling(aka Kalil 25.00% Kruger) 044E-1 T2N-R12W ]MOO HAK# 591215 Walter I. Wilson 50.00% 12.500% Section 32: Lot 12, Thomack Subdivision, Hilcory Alaska, LLC 100.00000%. Plat #K-1575, in so far as it lie within Tract HAK# 1033561 William Donald &Kerty 50o00o 12.500% "A" of former plat #K-509 (mt. 1 0 acre) L Reeder (h/w) 0448-2 12N-R12W 04300 HAK# 591215 Walter 1- Wilson 50.00"0 12500% Section 32: Lot 12,Thomack Subdivision, Hilemp Alaska, LLC 100.00000% Plat #K-1575, in so far a it lies outsldeTmet HAK # 1031623 Per Eric & Franca L. 5000% 12.500% "A" of former plat #K-509 (mt. 043 acts) Osmar 044C-1 nh[-R12W 0.7150 HAK# 1033561 William Donald &Ken,, 50.00% 12.500"/ Section 32: Lot 13, Thomack Subdivision, L Reeder (h/w) Hilcorp Alaska, LLC 10000000% Plat #K-1575 in so far as it Has within Tract "A" ualeased John T. Givens 50.00%. of former plat #K-509 (mt 0.715 acre) 044C-2 nN-R12W 0.7150 BAK41031623 Per Eric &FrencaL 5000% 12.500% Section 32: Lot 13, Thorrack Subdivision, Osmar Hilemp Alaska, LLC 1000000000 Pia[ #K-1575 in so far as it Iia outside Tract 'A" unleased John T. Givens 50 00% of former plat #K-509 (mt. 0.715 acre) Nmilchik Unit Exhibit A Updated: IMMIS Page 10 of48 Tract Tract Legal Description Tract Acreage Lease 0 Mineral Mineral Royalty ORRI ORRI Working Working Usmar Hilcorp Alaska, LLC 100.00000% Owner Interest PercentOwner Interest Percentage Interest 04461 TeN-RI3 W 044H Ownership Owner % unleased Section 32: Lai 14, Thomack Subdivision, 0.1000 HAK # 1033545 Robert C. Johnson and 50.00°0 12.500°0 Plat Trac[ so far i(.1 Trustee for 0441 Hiloorp Alaska, LLC 100.00000% HAK# 1033535 of former plot#K-5n 'A" of former plat #K-509 (ac 0.1 acre) ,1 ne IW,00°/. 1250P/ HAK Is 1033561 William Donald &Ke 5000% 12.500% Hilemp Alaska, LLC 100.00000% 0441 T2N-RI2W Section 32: Lot 4 of Clam Gulch Subdivision, 1,2300 unleased L. Reeder (h/w) 10000°0 Cooky 1977 Addition, plat #7843 04413-2 T2N-RI2W Section 32: lot 14, Thomack Subdivision, 1.3300 HAK# 1031623 Per Eric &FrancaL 5000%. 12500% Brian 1. Famay IM.00°/. Plat #K-1575 in so far a it lies outside Tract 0smar Hilcmp Alaska, LLC 100 00000% "A" of former plat #K-509 (est. 1.33 acre) HAK # 1033545 Robert C. Johnson and 50.00% 12.500% Tmstee for 044E nl I-RI2W Section 32: Lot 15, Thomack Subdivision, 1,42W HAK;Y 1031623 Per Eric & Prances L. 5000% 12.500% Plat W.1575 Osmar Hilcmp Alaska, LLC 100.00000°0 unleased Arlyn H. & lune C. 50.00'/. Thomack 044F T2N-RI2W Section 32: Lot 16, Thomack Subdivision, 1.4200 HAK# 1031623 Per Eric & prime. L. 50.00% 12500°/ Plat #K-1575 Osmar Hilcorp Alaska, LLC I W 0000p°� HAK# 1033550 Rose Moorefield 5000'/ 12500°/ MG T2N-RI2W Section 32:LOt C- I, Thomack Subdivision, 2.5300 HAK # 1031623 Per Eric & Prances L. 50.00°0 12.500°0 Plat #K-1575 & Lot 1, Cl. Gulch Usmar Hilcorp Alaska, LLC 100.00000% Subdivision, Conley 1977 Addition & also unleased Dolores C. Sage 50.00°/. Lot 1 of Plat 97843 044H T2N-RI2W 1.3200 unleased Jennifer Abbott 100.00% Section 32: Lot 2 Of Clam Gulch Subdivision, Conley 1977 Addition, plat #7843 0441 T2N-RI2W Section 32: Lot 3 of Clam Gulch Subdivision, 1.2600 HAK# 1033535 Timothy M. Lynch IW,00°/. 1250P/ Conley 1977 Addition, plat #7&43 Hilemp Alaska, LLC 100.00000% 0441 T2N-RI2W Section 32: Lot 4 of Clam Gulch Subdivision, 1,2300 unleased Peter J.&Carolyn ) 10000°0 Cooky 1977 Addition, plat #7843 Crosby 044K 72N-RI2W Section 32: Lot 5 Of Clam Gulch Subdivision, 1.2900 unleased Brian 1. Famay IM.00°/. Conley 1977 Addition, plat #7843 Nindchik Unit Exhibit Updated: 1/252018 Page I I of 48 Tract Tract Tract Legal Description Acreage Lease # Mineral Mineral Interest Royalty ORRI ORRI Working Working Owner Subdivision, Moms 1979 Addition, plat #79- Percent Owner Percentage Interest 192 Moms Ownerskip Owner% 044E RN-R12W 5.2300 HAK#3V Leonard &Juanita 5000°0 12.500°n Hilcorp Alaska, LLC 10000000% Section 32: A 5.23 acres and described by ski Revocable Edna Fuller 50.000i, Hilcorp Alaska, LLC 100.00000% metes and bounds and lying within Clam g vin LiLiving Tmst Gulch Subdivision That certain real property Hp ff 591305 situated in the Third Judicial District, Kenai James R. Sabrowski and 50oW. 12.500°0 Recording District, State of Alaska, within Susanne E. Sabrowski 12N, RI 2W, S.M., Alaska. Said property which is within the Clam Gulch Subdivision is more Particularly descnbed m beginning at the one quarter comer of Sections 29 & 32; THENCE South 379.1 feet to the West right ofway ofthe Sterling Highway as shown on the plat ofsaid Clam Gulch Subdivision; THENCE South 44.13' Well along right of way, 1011.5 feet to the beginning of a curve, the centcr ofwhich bears South 45°47' as, 1946.3 feet; THENCE following the arc of said curve Southwesterly a distance of 200.4 felt to Corner 1, the true point afbeginning ofsdd real property; THENCE continuing Southwesterly, along the am of said curve, a distance of 385,4 fee[ to Comer 2; THENCE North 65°13' West approximately 305 feet in the west oncsixteeoth line of Section 32 to Comer 3; THENCE North 0°0]' West approximately 130 feet to the Northwest one- sixteenth comer of Section 32 to Comer 4; THENCE West along the North one-sixteenth has of Section 32 approximately 438 feel to the line of Mean High Water of Cook Inlet to Corner 5; THENCE North 20°00' East along Mean High Water 225A feet to Comer 6; THENCE East 695o feet to Comer 7; THENCE South 45.47' East 2093 feet to Comer L the point of beginning. The parcel contains 5.23 acres, more or less. 044M T2N-R12W 03800 HAK# 1033556 David Keith Crosby 50.E 12.500% Section 32: Tract F of Clam Gulch Hilcorp Alaska, LLC 100.00000% Subdivision, Moms 1979 Addition, plat #79- unleased Theodore L. &A. C. 50.006t, 192 Moms 044N T21,[-R12W 09200 FLAK# 1033556 David Keith Crosby 50.00°/ 12.500% Section 32: Lots 1-3& 1-4 of Clam Gulch Hilcorp Alaska, LLC 10000000% Subdivision, Morris 1979 Addition, Plat #79- 192 unleased Edna Fuller 50.000i, Ninilduk Unit Exhibit A Updated: IY25/2018 Page 12 of48 Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease H Owner Interest Percent Owner Interest Interest Percentage Ownership Owner% 0440 303 25.5260 HAK # 1031623 Per Eric &Frances L. 100.00°0 12 500°/, Sschon Section 32: Minerals underlying the roadbed Osmaz Hilco T Alaska, LLC 100.00000% .fthcSterling Highway as it passes through Clam Clam Gulch Subdivision & underlying dedicated streets in Clam Gulch Subdivision (est 25,562 acres) 044P nN-R12W 0.5500 HAK# 1033556 David Keith Crosby 50.00% 12.500% Section 32: Lot I-B-2 of Clam Gulch Hilcorp Alaska, LLC 100000000. Subdivision Mortis 1979 Addition, pie #79. unleased Earl Carmichael 5000°0 192 044Q ect-R12W 0.5200 HAK#311 Karl and Martina 25.00% 12.500% S Section 32: Lot 1-B-1 of Clam Gulch lauterbach Hilcorp Alaska, LLC 100.00000°0 Subdivision, Moms 1979 Addition, Plat 979- HAK # 1033556 David Keith Crosby 50.0 12.500% 192 unleased Theodore L.&Ann C 25001% Morris 044R nN-R12W 04000 unleased Terry A.&Theresa A. Ellis 100.00% Section 32: Triangular portion of for 3, Clam Gulch Subdivision, Plat #90-28 0445 nN-R12W 0.68W unleased Barbara A. Minich ]00.00% Section 32: A 150' x 200' Tract in the Na of Lot 3 of Clam Gulch Subdivision, plat 990-28 044T T2N-R12W 0.2503 unleased Ronald E. & Audrey L. 100,W% Section 32: The southeast 138.9' oflat 3 of Russell Clam Gulch Subdivision, plat #90-28 044U T2N-R12W 1.0000 HAK# 315 Lue Rae Erickson 10OM% 12500% Section 32: Lot 4 & Lot 15, Clam Gulch Hilcorp Alaska, LLC 100.9000010 subdivision, plat 090.28 044V nN-R12W 04000. unleased Susan R. Car, 10000°6 Section 32: Lot 5, Clam Gulch Subdivision, plat #90-28 044W nN-R12W 0.8000 unleased Ronald E. & Audrey L. 100.00%, Section 32: Lots 6 & 7, Clam Gulch Russell Subdivision, plat 990-28 044X 12N-RI2W 0.8000 unleased lohnIielunlyl.Minnick 100.00% Section 32: Lots 8 & 9, Clam Gulch Subdivision, plat #9o-28 Ninilchik Unit Exhibit A Updated: 1252018 Page 13 of 48 Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease # Owner Interest Percent Owner Interest Interest Percentage Ownership Owner% 044Y UN-RI2W 0.8000 HAK# 1033537 Richard D. Bamckman 100.E 12.500°/ Section 32: Lots 10 & 11, Clam Gulch Hilcorp Alaska, LLC 100.00000 0 Subdivision, plat#90-28 044Z T2N-RI2W 0.4000 HAK# 1033546 Timothy G. and Kristine 100.00% 12.5007 Section 32: Lot 12, Cham Gulch Subdivision, Moerlein Hilcorp Alaska, LLC 10000000°1 plat#90-28 045A T2N-RI2W 06300 FLAK# 1031623 Per Ede &Frances1- 5000% 12.5007 Section 29: Lot 10, Block 5, Clam Gulch Garner Hilcorp Alaska, UC 100.00000°1 Park Subdivision, Plat No. K-1506 unleased Theodore L & Ann C. 37.50°1 Morris unleased Michael F. Harrigan 12.50°1 045AA T2N-RI2W 0.5100 HAK# 1031623 Per Eriic&FmncesL 50.00°1 12.500% Section 29: tut 2, Block 3, Clam Gulch Park Hilcorp Alaska, LLC 10000000/ Subdivision, Plat No. K-1506 unleased TheodoreL&Ann C. 37.5 Morris unleased Scoa Bradfield 12.507 045AB T2N-RI2W 0.9400 HAK#1031623 Par Erie &Frances L. 50007 12.5000 Section 29: tut 3& 4, Block 3, Clam Gulch Ducar Hilcorp Alaska, LLC I000000O1 Park Subdivision, Plat No. K -15M unlessed TheodoreL&Ann C. 37.5070 Mortis unleased Sally A. Lawrence 12 50°1 045AC T2N-RI2W 0.5100 HAK# 1031623 Per Ede &Franca L. 50.0 12.5007 Section 29: Lot 19, Block 5, Clam Gulch Dsmar Hilcorp Alaska, LLC 100.00000% Park Subdivision, Plat No. K-1506 unleased Theodore L. & Ann C. 37.501A Mortis unleased Debbie A. Hall 12.50°/ 045AD UN-RI2W 0.4600 HAK#1031623 Per Ede & From. L 5000% 12.50014 Section 29: Lot 18, Block 5, Clam Gulch Damar Hilcorp Alaska, LLC 100.00000% Park Subdivision, Plat No. K-1506 unleased Theodore L & Ann C. 37.50°0 Mortis unleased Donald R and Debra A. 12.50/ Norvell 045AE T2N-RI2W 0.8800 HAK# 312 LEFFEL FMAMY TRUST 12.501 12.500% Section 29: Lot m 16 & 17, Block 5, Cla Weer, Alaska LLC 100.00000% Gulch Park Subdivision, Plan Na K-1506 HAK# 1031623 Per Ed. &Penn. L. 50001 12.500% Dsmar unleased Theodore L & Ann C. 37.50% Moms Ninilchik Unit Fxhibit A Updated: 1/252018 Page 14 of48 046Au '12N-RI2W Section 29: Lot 12 & 13, Block 5, Clam Gulch Park Subdivision, Plat No. K-1506 Tract HAK # 1031623 unleased unleased Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease p Owner Interest Percent Owner Interest Interest Section 29: Lot 11, Block 5, Clam Gulch unloosed Theodore L. & Arm C. Osman Percentage Ownership Owner % 045AF T2N-RI2W 0.89M HAK# 1031623 Per Eric&Frances L. 5000% 12500°0 Section 29: Lot 14 & 15, Block 5, Clam Gomer Hilcory Alaska, LLC 100.00000°u Gulch Park Subdivision, Plat No. K-1506 unleased Theodore L.&Ann C. 3].50°/a Morris unleased Sheila A. Graham 1250°0 046Au '12N-RI2W Section 29: Lot 12 & 13, Block 5, Clam Gulch Park Subdivision, Plat No. K-1506 0,8800 HAK # 1031623 unleased unleased Per Enc & Frances L. Osmar Theodore L.&Ann C. Morris Patricia A. Lillian& Claralene Williams 50'0VK 37.50°0 1250% 12.500% ilco HN Alaska, LLC 100.00000% 045AH nN-RI2W 03900 HAK# 1031623 Per Ed. &Frances L. 5000°0 12.500% Osman 37,50% Section 29: Lot 11, Block 5, Clam Gulch unloosed Theodore L. & Arm C. Osman Hilcorp Alaska, LLC 100.00000°. Park Subdivision, Plat No. K-1506 unleased Theodore L. & Ann C. 37.50°/ Mortis unleased June A. Scheele, Mary L 12.50°G Stoltman & Nola E. Stoltman WSR nN-RI2W 0.5000 HAK# 310 Phyllis Edwards 12.50% 12.500°0 Section 29: Int 9, Block S, Clam Gulch Park Hilcum Alaska, LLC 10000000% Subdivision, Plat No, K-1506 HAK# 1031623 Per Eric &Frances L. 5000% 12.500% Osman unleased Theodore L. & Ann C. 37.50°/ Mortis wx szN-x12w 0.4600 HAKa 307 KATHLEEN I POWERS 12.501 12.500% Section 29: Lot 8, Block 5, Clam Gulch Park Osman HilcorP Alaska, LLC 100,00000% Subdivision, Plat No K-1506 HAK # 1031623 Per Eric & Frances L 50,00%° 12.500% unleased Osman 37,50% unloosed Theodore L. & Arm C. 37,50% Morris mww -i2N-RI2W 04600 HAK# 1031623 Per Enc&Frances L. .50.00°/ 12500% Section 29: Lot'/, Block 5, Clam Gulch Park Osman Hilcorp Alaska, LLC 100.00000% Subdivision, Plat No. K-1506 HAK# 1033552 Blanche M. Struemke 12.5064. 12.500% unleased Theodore L & Ann C. 37,50% Moms Nmilchik Unit Exhibit A Updated: 1252018 Page 15 of 48 0451 nN-R12W 1.1000 HAK# 1031623 TractWorkin 50.00'0 12.500% Mineral Mineral Royalty O ORt Working Tract Tract Legal Description Acreage Lease q Owner Interest Percent Owner Interesage Interest need. L&Ann C. 3].50°0 Morris Percentage Ownership Owner % 045E nN-R12W 0.4600 HAK9304 Jack Boughton 4.17% 12500% Section 29: Lot 6, Block 5, Clam Gulch Perk Hilcarp Alaska, LLC 100.00000% Subdivision, Plat No. K-1506 HAK# 1031623 Per Eric &Frames L. 50.00% 12S00% O near HAK# 1033538 Phillip Boughton 4.17% 12.500% HAK# 1033539 Michel D. Lee 4.U% 12.500% unleased Theodore L. & Ann C. 37.50°/ Mortis 045F T2N-R12W 0.9200 HAK# 1031623 Per Ed. &Frances I, KOM. 12.500% Section 29: Lots 4 & 5, Block 5, Clam Gulch Comer Hilcorp Alazka, LLC 100,00000% Perk Subdivision, Plat No. K-1506 unleased Theodore L.&Ann C. 37.50°0 Mortis unleased Sherwood Williams, Jr .& 12.50% Darlene M. Ross 045G TZN-R12W 0.4600 HAK41031623 Per Ed. &Frences L. 50,00111 12.500% Section 29: Lot 3, Block 5, Clam Gulch Park Cantor Hil.mle Alaska, LLC 100.00000% Subdivision, Plat No. K-1506 HAK#1033549 Robert S. Kazevage 1250% 12.500% unleased TheodoreL&Ann C. 3150% Mortis O45H nN-R12W 0.4800 HAK# 1031623 Per Erie &I...L 5000°/ 12.501 Section 29: Lot 1, Block 5, Clam Gulch Park Osmar Hilwr P Alazka, LLC 100.00000°/ Subdivision, Plat No. K-1506 unleased Thadi L,&Ad. C. 37,50% Mortis onlessed Danny C.&Alice Eileen 12.50°0 Rase 0451 T2N-R12W 0,4300 HAY # 313 Robert W. & Conna G 12.50816 12.500°/ Section 29: Lot 2, Block 5, Clam Guloh Park Wilkins Hilcorp Alaska, LLC 100.00000% Subdivision, Plat No. K-1506 HAK# 1031623 Par Erie & Franc. .. 50.001. 12.500% Came, unleased Theadore L. & Ann C. 37, 50% Moms 0451 nN-R12W 1.1000 HAK# 1031623 Per Ed. &I.. L. 50.00'0 12.500% Section 29: We 1 & 2, Block 1, Clam Gulch Osmar Hilemle Alask, LLC 100 Whom Park Subdivision, Plat No. K-1506 HAK # 1033541 James L & Doris R. 12.50°0 125001/6 Waggoner unleased need. L&Ann C. 3].50°0 Morris Ninilcbik Unit Eabibit A Updated: 125/2018 Page 16 of 48 M5N-2 T2N-RI2W 0.460 Tract Vittoria Joy Andrews Mineral 12.500%. Owne Working ORnt Section 29: Lot 11, Block 2, Clam Gulch Tract Tract Legal Description Ba P Acreage S Lease tt Owner merest Interest Percent Percent Owner tWorking Interest Interest HAK 0 1031623 Per Eric & France L. 50.00°6 12.500% Percentage Ownership Owner% 045K T2N-B12W 13300 14AKa 1031623 Per Eric &Frsnce L. 5000°0 12.500% unleased Theodore L & Ann C. 37,50% Section 29: Lots 1,2, 3, Block 2, Clam Gulch Osman Hilwry Alaska, LLC 1000000 Park Subdivision, Plat No. K-1506 unleased Theodore L & Ann C. 37.50°/ Per Eric &Frances L. 50:0°0 12.500°/. Section 29: L Lots 1 & 2, Block 4, Clam Gulch Moms Gamer Hilcorp Alaska, LLC 100.000°0 Park Subdivision, Plat No. K-1506 unleased Mildred A. Drum 12.501% 045L T2N-RI2W 0.9200 HAKk 314 William L.&Benue 1250% 12.50°°/. Section 29: Lots 4 & 5, Block 2, Clam Gulch Richard Flanders 12.50% Denton Hilcory Alaska, LLC 10000000 HAKM 1031623 Park Subdivision, Plat No. K-1506 50.00°0 HAK41031623 Per Em, &Frances L. 5000°0 12.500% Osman Hilcorp Alaska, LLC Osmar Subdivision, Plat No. K-1506 HAK 9 1033536 France J. Todd 12.50°0 12.500°6 unleased Theodore L. & Ann C. 37.50% unleased Theodore L. & Ann C. 37.50/. Morris Monis 045M nN-RI2W 09200 BAN# 1031623 Per Eric&France L. 5000o 12500% Section 29: Lots 6 & 7, Block 2, Clam Gulch Osman Hilcorp Alaska, LLC 10.00000/. Park Subdivision, Plat No. K-1506 unleased Theodore L. & Ann C. 37,50% Monis unleased Kurt Nail &Vicki L 12.5050 Nelson 045N-1 nN-RI2W 1.380 BAN 1031623 Par Sun, &Frances L. 50005/° 12.500% Section 29: Llam Lots 8, 9, & 10, Block 2, C Osman Hilcorp Alaska, LLC 100.0000% Dutch Park Subdivision, Plat No. K-1506 animated Theodore L.&Ann C. 37.506/o Monis unleased Charles R. & Elizabeth 1. 12,505/0 Hudson M5N-2 T2N-RI2W 0.460 HAK9591355 Vittoria Joy Andrews 12.5050 12.500%. Section 29: Lot 11, Block 2, Clam Gulch Hilcory Alaska, LLC 100.000% Park Subdivision, Plat No. K -15M HAK 0 1031623 Per Eric & France L. 50.00°6 12.500% Osman unleased Theodore L & Ann C. 37,50% Monis 0450 nN-RI2W 0.970 HAKB 1031623 Per Eric &Frances L. 50:0°0 12.500°/. Section 29: L Lots 1 & 2, Block 4, Clam Gulch Gamer Hilcorp Alaska, LLC 100.000°0 Park Subdivision, Plat No. K-1506 unleased Theodore L.&Ann C. 37.50% Mortis unleased Richard Flanders 12.50% 045P 12N-R12W 0460 HAKM 1031623 Per Eric &poetess L. 50.00°0 12.5000 Section 29: Lot 3, Block 4, Clam Gulch Park Osman Hilcorp Alaska, LLC 100.0000% Subdivision, Plat No. K-1506 HAK 9 1033536 France J. Todd 12.50°0 12.500°6 unleased Theodore L. & Ann C. 37.50/. Monis Ninilchik Unit Exhibit A Updated: l/25/2018 Pap 17 of 48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORRI Working Working Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 045Q T2N-RI2W 04600 HAK# 1031623 Per Eric & Frances L 50.00%12.5m% Section 29: Lot 4, Block 4, Clam Gulch Park OsmarHilcorp AlaskA LLC 100.00000°0 Subdivision,Plat No. K-1506 unleased Theodore L. &Ann C. 3].50%. Morris unleash John W. & Marjorie L 12.50% Williamson 045R nN-RI2W Section 29-. Lot 5, Block 4, Clam Gulch Park 04600 HAK#306 Jean M.&Larry P. 12.50/ 12.500% Subdivision, Plat No. K-1506 Brooking Hilcmp Alaska, LLC 100.00000% HAK # 1031623 Per Eric & Frances L 50.00% 12.500°/, Damm unleased Theodore L & Ann C. 37. 50% Morris 0455 nN-RI2W 0.4600 HAK# 1031623 Pm Eric &Frances L. 5000% 12.500% Section 29: IAt 6, Block 4, Clam Gulch Park Osmar Hilcmp Alaska, LLC 100 00000° o S.leivisioq Plat No. K-1506 HAK# 1033558 Michael C. Wyatt&Donne 12.50°/ 12.500% Wyatt unleash Theodore L. & Arm C. 3].50°/ Moms 045T T2N-RI2W 0.4600 HAK# 1031623 Per Eric &Frances L. 5000% 12.500% Section 29: Lot ], Block 4, Clam Gulch Park Osmar Hilcorp Alaska, LLC 10 0 0 0 00 0/ Subdivision, Plat No K-1506 unleased Theodore L. & Ann C. 3750% Morris unleash lee F.& Alice M. Hawkins 12.5W. 04SU TLN-RI2W Section 29: Lens 8& 9, Block 4, Clam Gulch 0.9200 HAK# 1031623 Per Eric&Frances L. 50.00/. 12.500% Park Subdivision, Plat No. K-1506 Osmar Hilcmp Alaska, LLC 10000000% unleased Theodore L. & Ann C. 37.5W. Morris unleased Vernon & Mary Osbcm 12.50% 045V nN-RI2W Section 29: Lot 10, Block 4, Clam Gulch 0.4600 HAS at 313 Robert W. & C.m.0, 12.50% 12.500% Park Subdivision, Plat No, K-1506 Wilkins Hilcorp Alaska, LLC 10000000% HAK# 1031623 Per Eric &Princes L. 50.00%° 12.500/° Camay unharmed Theodore L.&Arm C. 3T50a Monis 045W T7N-RI2W Section 29: Lots I I & 12, Black 4, Clam 1.13M HAK# 1031623 Per Eric & Frances L 50.000 12.500°% Gulch Park Subdivision, Plat No. K-1506 Osmar Hilcorp Alaska. LLC 100.000000 unleash Theodore L & Ann C. 37.50% Moms unleased Theodore Paulles 12.500 Nmilchik Unit Exhibit A UPdated: 1252018 Page 18 01'48 Tract Tract Legal Description Tract Acreage Lease M Mineral Mineral Royalty ORRI ORRI Working Interest Working $1,01a K. Leman 3333% 12.500070 Owner Interest Percent Owner Percentage Interest Hilcorp Alaska, LLC 100.00000% TIN-RI2W BAK91031633 Susan L. Steinbach 33.33% 12.500070 Ownership Owner% 045X nN-RI2W 3.0000 HAK # 1031623 Per Enc & Frances L. 50.00°. 12.500 Webb Tracts 1974 Subdivision, Plat 74-1724, Section 29: Mineral interest in dedicated 0..,Hilcorp including all minerals underlying dedicated Alaske,LLC IOO.OpOp00. roads and easements in Clam Gulch Park unleased Theodore L. &Ann C. 3].50 Subdivision, Plat No. K-1506 41,0000 HAKX 1031614 Domthy Mane Walmer 12.50°/ Mortrs Section 6: All of Lot l lying to the south and BAR 91031614 Marjorie A. Houser 12.50/0 12.500% unleased Donald F. and VaonaG 1250% Smith Ruth A. Wallner Creech 1250070 12.500% 045Y RN-RI2W 120350 HAK a 1031623 Per Eric & Frances L 50.00% 12,500% unleased Section 29: Minerals undalyingthe Sterling Oamar Hilcorp Alaska, LLA Highway right-of-way as it passes through 100.00000°. Clam Gulch Park Subdivision, Plat No. K. unleased Theodore L & Ann C. 50 000. 1506 Mortis 045Z T2N-RI2W Section 29: Lot 1, Block 3, Clam Gulch Park Subdivision, Plat No. K-1506 0.4700 HAKM 308 HAKa 1031623 unleased Regina A.&J. M. Miller 12.50tla Per Enc&Frances L. 50005i, Osmar Theodore L & Ann C. 37,50-/v Mortis 12500% 12.500% Hilcvry Alaska, LLC 100.00000% 046 nN-RI2W Section 32: Lot 3 and 126.0500 HAKX 1031633 $1,01a K. Leman 3333% 12.500070 SWASW14 HAK91031633 Stephen S. Webb 33.33% 12.500% Hilcorp Alaska, LLC 100.00000% TIN-RI2W BAK91031633 Susan L. Steinbach 33.33% 12.500070 Section 6: Tracts l thru7, inattaive,ofthe Webb Tracts 1974 Subdivision, Plat 74-1724, including all minerals underlying dedicated roads within the N12NEr4 047 TIN-RI2W Section S: Lot 41,0000 HAKX 1031614 Domthy Mane Walmer 12.50°/ 12500% Section 6: All of Lot l lying to the south and BAR 91031614 Marjorie A. Houser 12.50/0 12.500% Hilcorp Alaska, LLC 10000000070 east ofthe Sterling Highvvey HAK#1031614 Ruth A. Wallner Creech 1250070 12.500% HAK k 1031614 William H. Wallner 1250% 12.500%, unleased Heim of Helen L. Magiones 50000/ Ninilchik Unit Exhibit A Updated: W5/2018 Page 19 of46 049 TIN-R12W Section 6: Tracts 2, 3, 5, 6 and 9 of Tract Engine Theism Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease # Owner Interest Percent Owner Interest Interest HAK#1034912 William Wade &Kimberly 16.67% 12.500°0 and also any mineral rights lying under the Percentage Ownership Owner % 048 TIN-R12W 2.6690 HAK41034912 Brigitte Thebaut 1669°0 12.500°u HAK # 1034912 Dawn M. Damon 4.17% 12.500% HAK# 1034912 Jennifer !man Hilcorp Alaska, LLC 100.00MT1. Section 6: Tract# l of Udelhoven Subdivision HAK91034912 Shirley J. Cox 16.67% 12.500% HAK9 1034912 Jesse Udelhoven (Plat #H97-70), a part ofgovemment Int 2 12.500% HAK# 1034912 Sandra K. Udelhoven- 4J7% 12.500°0 Taylor HAK# 1034912 William Wade&Kimberly 16.67% 12.500% HAKa 1034912 Hanna Koger Udelhoven 2.08% 12.500% Dawn Steik MirandaManlyn 208% 12.500% Udelhoven HAK# 1034912 Ann Marie Davis 833% 12.500% James Udelhoven and 25.00% HAK# 1034912 Dawn M. Dutton 8.33% 12.500°0 hw HAK# 1034912 Jennifer Unarm 933% 12.500% Wiederspoha HAK41034912 Jesse Udelhoven 8.33% 12.500% HAK91034912 Sandra K. Udelhoven- 833% 12.500% Taylor HAKa 1034912 Hanna Kuser Udelhoven 4.19% 12.500% HAKa 1034912 Miranda Marilyn 4.17% 12.500°0 Udelhaven 049 TIN-R12W Section 6: Tracts 2, 3, 5, 6 and 9 of 29.9510 HAK# 1034912 Engine Theism 16.6N/° 12.500°. Hilcarp Alaska, LLC 6.5000W% Hiccup Alaska, LLC Udelhaven Subdivision (Plat #H77-70), a HAK # 1034912 Shirley J. Cox 1667/. 100.00000°0 12.500% part oftewourent Lot 2, less that part of Tracts 2 and 3 lying outside the SWANE/4 HAK#1034912 William Wade &Kimberly 16.67% 12.500°0 and also any mineral rights lying under the Dawn Steik roadbed of the Sterling Highway right -of --way HAK # 1034912 Ann Marie Davis 4.17% 12.500% HAK # 1034912 Dawn M. Damon 4.17% 12.500% HAK# 1034912 Jennifer !man 4.17% 12.500% Wiederspohn HAK9 1034912 Jesse Udelhoven 4.17°0 12.500% HAK# 1034912 Sandra K. Udelhoven- 4J7% 12.500°0 Taylor HAKa 1034912 Hanna Koger Udelhoven 2.08% 12.500% HAK# 1034912 MirandaManlyn 208% 12.500% Udelhoven unleased James Udelhoven and 25.00% Barbara Karen Udelhoven, hw Ninilchik Unit Exhibit A Updated: 1252018 Page 20 of48 mu 1iri-n¢w Tract Jennifer❑nann 50001. Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage lease # Owner Interest Percent Owner Interest Interest Davin Steik HAK 91034912 Percentage 12.5001. Ownership Owner% 049A TIN-RI2W 20000 HAKN 1034912 Brigitte Thebaut 16.67% 12.500% Swoon 6: That pan of Tracts 2 end 3 of Hilemp Alaska, LLC 100.00000°0 Udelhoven Subdivision(Plat NH77-70), lyi ng HAK it 1034912 Shirley 1. Cox 1667°0 12.5001/0 outside the SWANE/4 HAK# 1034912 William Wade&Kimberly 16671/o. 12.500% Davin Steik HAK# 1034912 Ann Marie Davis 4,17% 12.5001/0 HAK# 1034912 Dawn M. Dutton 4.17% 12.500% HAK# 1034912 JenniferUnarm 4.17% 12.5001/0 Wiederspohn HAK # 1034912 Jesse Udelhoven 4.17% 12.5001/o HAK # 1034912 Sandra K. Udelhoven- 4.17% 12.5001/0 Taylor HAKN 1034912 Hanna Kuser Udelhoven 208% 12.50010 HAK #1034912 Miranda Marilyn 209% 12.500% Udelhoven unleash James Udelhoven and 25.001/ Barbara Karen Udelhoven, h/w mu 1iri-n¢w 3.6200 HAK# 1034912 Jennifer❑nann 50001. 12.500% Hilemp Alaska, LLC 6.5000001/ Section 6: That part ofTmct 4 of Udelhoven 12.5001. Wiedemoh pn Hilcorp Alaska, LLC 100.00000% Subdivision lying within the SW/4Nf14 HAK# 1034912 Brigitte Thebaut 16671/0 12.500% HAKN 1034912 William Wade&Kimberly 16671. 12.5001% Davin Steik HAK 91034912 Shirley J. Cox 16.67% 12.5001. TIN-R12W 2.6700 HAK# 1034912 Section 6: That pan of Tract 4 of Udelhoven Subdivision lying outside the SW/41 E 4 HAK N 1034912 HAK N 1034912 HAK# 1034912 Ninilchik Unit alabit A Updated: 1252018 Jennifer Linam 50.0T1. 12500% Hilemp Alaska, LLC 3,2500001. Wiederspohn Brigine Thebaut 16.67% 12.5001. William Wade&Kimberly 16671. 12.500% Dawn Steil, Shirley J. Co. 16.67% 12.5001% Hilcorp Alaska, LLC 100.000001. Page 21 of48 Tract Tract Legal Description Tract Acreage 2.3400 Mineral Mineral Royalty ORRI ORRI Working Working Lease N Owner Interest Percent Owner Percentage Interest Interest Hilwrp Alaska, LIG 100 OW00% 2006 Ownership Owner % 051 TIN Sectionion 6: 6: That of the 165' 0.9100 HAK# 1034850 Jan Elaine Vanderbilt 3333% 12.500% Hilcorp Alaska, LLC 6500000°/ 3333% 12,500% portion north of the N12SE/4 oCsation GIN -12W lying vrest Revocable Trust, did Nov Hilwrp Alaska, LIG 100.0000080 of the Sterling Highway 2006 HAK01034850 Linda Kerr 33.33% 12.500% HAK91034850 Diana L. KnaufTrust, did 33.33% 12.500% 052 TIN-R12W 58.0000 HAK41033560 Herold A. and Marguerite 100.00% 12.500% May 9, 2003 Section 6: That part ofN/2SFJ4 lying east of M. Pederson HAK M 1034850 Linda Kerr 33,33% 12.500% Hilwrp Alaska, LLC 100,00000°0 the Sterling Highway 051A TIN-R12W Section 6: The North 165' G1,0 2.3400 HAKX 1034650 Jan Elaine Vanderbilt 33.33% 12500% Hilcorp Alaska, LLC 3.2500001. ofLot 3 Revocable Trust. did Nov Hilwrp Alaska, LIG 100 OW00% 2006 HAK41034850 Diana L. KnaafTrust. dud 3333% 12,500% May 9, 2003 HAK01034850 Linda Kerr 33.33% 12.500% 052 TIN-R12W 58.0000 HAK41033560 Herold A. and Marguerite 100.00% 12.500% Section 6: That part ofN/2SFJ4 lying east of M. Pederson Hilwrp Alaska, LLC 100,00000°0 the Sterling Highway 053 TIN-R12W Section 6: That pan ofN/2SE/4 lying used of 210900 HAK41034913 Harold Lee and Diane R. 100.00% 12.500% Hilcorp Alaska, LLC 6.500000°0 the Sterling Highway, leas and except the Pederson Hilcorp Alaska, LLC 10000000°0 north 165 feet and that portion ofthe Sterling Highway Right -of -Way lying within the NnSE/4 053A TIN-R12W Section 6: Lot 3, less and except the North 28.9000 fl K# 1034913 Harold Lee and Diane R. 10000°/1 12.500% Ril..T Alaska, LLC 3250000% 165- thereof Pederson Hilcorp Alaska, LLC 100.00000% 054 TIN-R12W Section 6: Block 3, Lot 2 ofC1ammers 26600 HAKN 1034911 Roberta A. Karr 2500% 12.50p/. Hileorp Alaska, LLC 6.500000% Haven Subdivision platted in Plat HHJ6-62, HAKk 1034911 Charles Weyhaupt 18.75% 12.500% Hilcorp Alaska, LLC 100.00000% a pan of SnSE14 HAKN 1034911 David Weyhaupt I8,75% 12.500% HAKa 1034911 James Reinhardt 1835% 12.500% HAK N 1034911 Thomas Weyhaupt 18,75% 12.500% Ninilchik Unit Exhibit A Updated: 1125nma Page 22 o1748 056 TIN-R12W Section 6: Sr2SE/4, less and except Block 2, Tract Charly Weyhaupt Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease p Owner Interest Percent Owner 100.00000. Interest Interest Percentage HAKN 1034911 James Reinhardt 18.75% 12.500% HAKN 1034911 Ownership Owner 055 Seen= 6: Section6:B Int Haven 2.6800 HAKN 1034911 David William Patty 2600°6 12.500°/. Hilcory Alaska, LLC 6.500000% Hilcory Alaska, LLC 12.500% platted Plat 4H.76-62, Subdivision platted in Pla[NH-76-62,apan HAKN 1034911 Charles Weyhaupt 1875% 12.500% Walter G. Williams 833. 12.500. 100.00000% Of SRSF/4 057 TIN-R12W Section 6: Bleck5, Lot 5 ofClammers Haven 3.1600 HAKN 1034911 Shavma A. Roney 2500% 12.500% Hilcory Alaska LLC 6.500000°/ Hilcory Alaska, LLC HAKN 1034911 David Weyhaupt 18.75% 12.500% 12.500% 100.00000°0 of S/2SE/4 HAK N 1034911 James Reinhardt 18.75% 12.500% HAKN 1034911 HAKN 1034911 Thomas Weyhaupt 18.75. 12.500. 056 TIN-R12W Section 6: Sr2SE/4, less and except Block 2, 58.1510 HAKN 1034911 Charly Weyhaupt 18.75% 12500. Hilemp Alaska, LLC 6.500000% Hilcory Alaska, LLC Lots 1, 4, and 8, Block 3, Lot 2, and Block 5, HAK N 1034911 David Weyhaupt 18,75% 12.500. 100.00000. LON 1, 4, and 5 of Clammer's Haven Subdivision, Plat 76-62 HAKN 1034911 James Reinhardt 18.75% 12.500% HAKN 1034911 Thomas Weyhaupt 1875% 12.500°0 HAK N 1034911 Norma Jeanne Nichols 16.67/ 12.500% HAKN 1034911 Walter G. Williams 833. 12.500. 057 TIN-R12W Section 6: Bleck5, Lot 5 ofClammers Haven 3.1600 HAKN 1034911 Shavma A. Roney 2500% 12.500% Hilcory Alaska LLC 6.500000°/ Hilcory Alaska, LLC Subdivision planeim Plat NH -76-62, a pan HAKN 1034911 Charles Weyhaupt 1875% 12.500% 100.00000°0 of S/2SE/4 HAKN 1034911 David Weyhaupt 1875% 12.500% HAKN 1034911 James Reinhardt 18.75% 12.500. HAKN 1034911 Thomas Weyhaupt 18.75. 12500% 058 TIN-R12W Section 6: Block5, Lot 4 of Clammers Haven 35900 HAKN 1034911 Andrea Gregory 2500% 12.500% Hilcory Alaska, LLC 6.500030°/, Hilarity, Alaska, LLC Subdivision platted in Plat NH -76-62, a pan HAK N 1034911 Charles Weyhaupt 1835. 12.500% 100.00000°/, of S2SE/4 HAKN 1034911 David Wryhaupt 1875% 12.500. HAK N 1034911 James Reinhardt 18,75% 12.500. HAK N 1034911 Thomas Weyhaupt 1875. 12.500°/. Nlnllcbik Unit Exhibit A Updated 1=018 Page 23 o1`48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Royalty ORRI ORRI Working Working 12.500% Owner Interest Percent Owner Percentage Interest Interest James Reinhardt 18]5% 12.5001. that pan of Block 2 Lot 1 lying in the HAK# 1034911 Thomas Weyhaupt 18.75% 12.500% SF14SW/4 and all of Block 1, Lots 5-8 Ownership Owner% 059 TIN-R12W of Clammers Havrn Subdivision 2.9400 FWCq 1034911 Charles Weyhaupt IBJS% 12.500% Hilcory Alaska, LLC 6.500000% platted in P Subdivision plants in Plat #H-76-62, a part HAK# 1034911 HAK# 1074911 David Weyhaupt 18.75% 12.500% Hilcory Alaska, LLC 100.00000. platted in plat It H-78-25 of 52SB/4 HAK# 1034911 lames Reinhardt 1875% 12.500% RAK # 1034911 Thomas Weyheupt 18.75% 12.500°/ HAK# 1034911 Veray H. Manheas 12.50% 12.500% unleased Jens H. and Annelise 12.500 Hansen 060 TIN-Rl2W Section 6: Black2, Lot 8 ofClaormers Haven 2.9000 HAK# 1034911 John Stallone, Jr. 25001% 12.5000 Hilcorp Alaska, ILC 6.500000/. Subdivision planed in Plat 411-76.62, a part HAK# 1034911 Charles Weyhaupt 18.75% 12.50 Hilcory Alaska, LLC 100.00000% of S/2SB/4 HAK# 1034911 David Weyhaupt 18.75% 12 500% HAK# 1034911 James Reinhardt 18.75% 12.500% 11AK91034911 Thomas Weyhaupt 18.75% 12.5001% 061 TIN-R12W Section 6: Block5, Int I of Clammers Haven 3.2600 HAK# 1034911 Dennis Hedman 2500. 12.500% Hilcory Alaska, LLC 6.5000000 Subdivision platted in Plat #H-76-62, a part HAY # 1034911 Charles Weyhaupt 18.75% Hilcory Alaska, LLC 100.00000% of S/2SE/4 12.500% Haven Addition No. 1 . platted in plat #H- RAK# 1034911 David Weyhaupt 1875% 12.500% 78-25 a/d/a That part of Block 1, Lot 4 and HAK 91034911 James Reinhardt 18]5% 12.5001. that pan of Block 2 Lot 1 lying in the HAK# 1034911 Thomas Weyhaupt 18.75% 12.500% 062 TIN-R12W Section 6:That part ofgovemmant Wt4 34.9900 HAK# 1034911 Chad. Weyhaupt 18.75% 12.500% Hil carp Alaska, LLC G.50000011. lying in the SE14SW/4, less Block 1, Lot 9 HAK#1034911 David Weyhaupt 18.75% Hilcory Alaska, LLC 100.00000% 12.500/ and Black 2, Lors 3 and 4 afCl... Haven Addition No. 1 . platted in plat #H- HAK # 1034911 lames Reinhardt 18,75% 12.500% 78-25 a/d/a That part of Block 1, Lot 4 and that pan of Block 2 Lot 1 lying in the HAK # 1034911 Thomas Weyhaupt 18.75% 12 500/ SF14SW/4 and all of Block 1, Lots 5-8 (inclusive)and 10- 16 (inclusive) and Block HAK# 1034911 Noma Jeanne Nichols 16.67/. 12.500% 2, lots 2, 5 and 6 and any interest in road ways and easements dedicated to public use HAK# 1034911 Walter G. Williams 833% 12.500. in the Clammers Haven Addition No. 1 as platted in plat It H-78-25 Ninilchik Unit Exhibit A Updated: 1252018 Page 24 of48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Royalty ORRI ORRI Working Working all of Black 1, Lot I (a pan of GIA Lot 4) HAK# 1034911 Charles Weyheupt Owner Interest Percent Owner Percentage Interest Interest 062A S.M. 12.1100 HAK#1034911 Charles Wryhaupt 16.]5% HAK #1034911 Thomas Weyheupt Ownership Owner See 6:'2W, Sec 6: Those pmts of C Ham 2.9900 HAK# 1034911 Keith C. and Flom D. 25.00% 12.500% Hilcmp Aleka, LLC 3250000% 12.500°o Hilcory Alaska, LLC 3.250000°0 Hilcory Alaska, LLC 100.00000% &25), d (platH-7&25), Addition Not, HAK # 1034911 HAK# 1034911 David Wryhaupt 18J5 % 12.500% HAK #1034911 David Weyhaupt Hilcorp Alazka, LLC 100.00000% Ut all ofBlock I, Lot 2 and those pens of Block those parts o Bl RAN 1034911 lames Reinhardt I835% 12.500% HAK # 1034911 Thomas Weyhaupt 18.75% 12.500% 1 , Lot 4lying outside the SE/4SW/4 AND HAK # 1034911 James Reinhardt 18.75% 12.500% those parts of Block 2, Lot 1 lying outside the SE/4SW/4 and all minerals underlying HAK # 1034911 Thome Wryhaupt 18,75% 12.500% dedicated roads and easements lying outside the SE/4SWA (a part ofGLO Lot 4) HAK # 1034911 Norma Jeanne Nichols 16.67% 12.500"e HAK# 1034911 Walter G. Williams 8.33% 12.500% 0628 TIN-R12W, S. M. Sec 6: Those pans ofClammers Haven 44600 HAK# 1034911 Edward C. and Myong C. 25.00°0 12.500% Hilcorp Alaska, LLC 3.250000°a Addition No, I(plat H-]8-25), described as Charles Weyhaupt 1875% Greene ofClammers Ham Addition No. 1, as Hilmrp Alaska, LLC 100.00000°/ all of Black 1, Lot I (a pan of GIA Lot 4) HAK# 1034911 Charles Weyheupt 18.75% 12.500% 12.500% HAK# 1034911 David Weyhaupt 18.75% 12.500% HAK# 1034911 James Reinhardt 18.75% 12.500% HAK #1034911 Thomas Weyheupt I9]5% 12.500% 062C TIN-R12W, S.M. Sec 6: Those pans of Clammers Haven 2.9900 HAK# 1034911 Keith C. and Flom D. 25.00% 12.500% Hilcmp Aleka, LLC 3250000% Addition No.l (plat H48-25), described az Lovejoy Hilcory Alaska, LLC 100.00000% all of Block 1, Lot 3 (a pan of GLD Lot 4) HAK # 1034911 Charles Weyhaupt M75% 12,500% HAK #1034911 David Weyhaupt 18.75% 12.500% RAN 1034911 lames Reinhardt I835% 12.500% HAK # 1034911 Thomas Weyhaupt 18.75% 12.500% 063 TIN-R12W Section 6: That part of Government lnt4 1]000 HAK# 1034911 Michael and Marjorie Barry 25.00% 12500% Hilcorp Alaska, LLC 6.500000% more particularly described as Bleck 2, Let HAK# 1034911 Charles Weyhaupt 1875% Hilcorp Alaska, LLC 100.00000% 12500% ofClammers Ham Addition No. 1, as . platted in plat # H-78-25 HAK # 1034911 David Weyhaupt 1835% 12.500% HAK# 1034911 James Reinhardt 18.75% 12.500°0 HAK# 1034911 Thomas Wryhaupt 18.75% 12.500% Ninilchik Unit Exhibit A Updated: 1/252018 Page 25 of 48 Tract Tract Legal Description Tract Acreage g Lease AlORRI Mineral Mineral Royalty ORRI Working Working more particularly described as Block 1, Lot 9 HAK # 1034911 Owner Interest Percent Owner Percentage Interest Interest 064 TIN-RI2W Ownership Owner % Sampath ulanpart of Gov emmrnt Lot 4 1740 HAK# 1034911 Michael and Marjorie Barry 25.00°/ 12.500°a Hilcorp Alaska, LLC 6500000"0 more particularly described az Block 2, Lot 3 Thomas Weyhaupt HAK # 1034911 Charly Wryhaup[ 18.75% Hilcorp Alaska, LLC 100.00000°0 of Clammers Haven Addition No. 1, az 12.50% 12.500% 12.500°0 HAK# 1034911 James Kmse Platted in Plat #H-]8-25 12.500% HAK# 1034911 David Weyhaupt 1875% 12.500% 114.8640 HAK# 1031611 Emil and Frances 100.00% 12.500% HAK# 1034911 Jame,Reinhardt 18.75% 12.500'0 Banolovdrs Hilwrp Alaska LLC 10000000'0 HAK# 1034911 Thomas Weyhaupt 1875% 12.5W% 065 TIN-RI2W Section 6: That pan of(mvemment Lot4 15700 HAK# 1034911 Charles Weyhaupt 18.75% 12.500% Hilcorp Alaska LLC 65000W% more particularly described as Block 1, Lot 9 HAK # 1034911 David Weyhaupt 18.75% 12.50014. Hilcorp Alaska, LLC 100.00000% of Clammers Haven Addition No. 1, as planed in plat #H-78-25 HAK# 1034911 James Reinhardt 18,75% 12.500% 14AK # 1034911 Thomas Weyhaupt 18.75% 12.500% HAK # 1034911 Corey gross 12.50% 12.500% HAK# 1034911 James Kmse 1250% 12.500% 066 TIN-RI2W, S.M. Section 7: Government Lots l and 2 and the 114.8640 HAK# 1031611 Emil and Frances 100.00% 12.500% NEANW/4, less and except Lots ], 9, 10, 12, Banolovdrs Hilwrp Alaska LLC 10000000'0 14 and 15 of Falls Creek Ridge 1978 Subdivision (Plat #1178-23 replatted #H78- 71), and aponion ofthe NWl/4NE1/4lying nest ofthe centerline of the Sterling Highway; 067 TIN-R12W Sana.7:Cots7and 10 of Fa1l,Creek 40300 HAK#591276 James A. and Theresa L. IW 00°/, 12500°/ Ridge 1978 Subdivision (Plat #1178.23 Wilson Hilcorp Alaska, LLC 10000000°/ replanted #H78-71), a part ofgovemment Lot 2 068 TIN-RI2W Section 7: Lots 9 and 12 of Falls Creek 4.0280 HAK# 1033555 Richard S. Banolowits 100.00% 12.500°0 Ridge 1978 Subdivision (Plat #H78-23 Hilcorp Alaska LLC 100.00000.0 replatted #H78-71), a pan ofgovernment Int 2 069 TIN-RI2W Section ]: Lot 14 of Falls Creek Ridge 1978 20280 11 ff 1031350 Paul D. and Lanae A. 100.00°0 12.500% Subdivision (Plat #1[78-23 mplatted #H78- Barmlowits Hilcorp Alaska, LLC 100.00000% 71), a pan ofgovemment Int 2 Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 26 of 48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Royalty ORRI ORRI orking Working Owner Interest Percent Owner Percentage Interest Ownership Owner% 070 TIN 2.0260 HAK # 1031612 Paul D. and Lanae A. 100.00% 12.500% Section ion 7: ]: Lot 15 of F811e Creek Ridge 1978 Barolowits Hilcory Alaska, LLC I OO.000OD°. Subdivision (Plat #Freplotted #1176- ]I), a part ofgovemnuortmen[ Lot 2 071 TIN-RI3W 120.0000 HAK# 10316M James M. Rusk 12.50%. 12.500% Section 12: B12SE14 and SWASE/4 Hilcorp Alaska, LLC 100.00000% HAK# 1031606 Margaret Calder 12.50°0 12.500% HAK a 1031606 Mi rybnh Jackson 1250111 12.500°. HAK# 1031606 Michelle Jean McCancou 12.50°. 12.500°. HAK #1031607 Adair Pmpnties, LLC 25W. 12.5000 HAK# 1031W7 LS. Kurtz 25.0V1. 12500°. 072 TIN-RI3W 110]200 Fbi 1031632 Marion Oskolkoff 100.00% 12.500 % Section 23: Lot 2 and Lot 6 and SEASWA Hilcorp Alaska, LLC 100.00000% 073 TIN-RI3W 10.3100 unleased Faye L. Woodhead 10000•. Section 23: A pan of Govemmeut Lot 4 described as Tracts A and E of the Woodhead Subdivision platted in Plat #H-83-110 074 TIN-Rl3W 7.9400 unleased Robert N. Woodhead and 100.00°% Section 23: A pan of Government lot 4 Kathleen 1. Woodhead described as Tract B of the Woodhead (H&W) Subdivision planed in Plat #H-83-110 075 TIN-RI3W 8.6100 unleased Tarty Lee Woodhead 100.W% Section 23: A pan of Government Lot 4 described as Tract C of the Woodhead Subdivision platted in Plat 411-83-110 076 TIN-RI3W 9.7300 unleased Dale Wayne Woodhead 100.00% Section 23: A pan ofGovemment Lot 4 described as Tract D of the Woodhead Subdivision platted in Plat #H-83-110 077 TIN-RI3W 10000 unleased JamesHMeed end Muriel 100.00°/ Section 27: That porion ofUS Cmverenment R. Mead Lot 6lying in the Noah Hslfofthe Norheost Quarter of the Northeast Quarter (N214E4NE4) in the Homer Recording District, Third Judicial District, State of Alaska Ninilahik Unit Exhibit A Updated: 1/2512018 Page 27 of 48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Royalty ORRI ORRI Working Interest Working Hilcorp Alaska, LLC I O ,offlo %. HAKN 321 Brian Alfred Milner Owner Interest Percent Owner Percentage Interest 33.33% 12500% Judith A. Johnson 20.00% 12.500% Ownership Owner % 0'/8 TIN 18.5600 HAKq 1031602 Pamela Vainness Living 50,00°0 12.500% 27 Sectionion D: That pan of Lotfi lying wiNin HAK# 1031599 Kathlan M. Wallace Tout 12500°0 Hilar,, Alaska, LLC 100.00000% the S2NE/4NE/4 a/d/a S/2NE/4NE/4 HAK# 1031599 HAK # 1031602 Paula La Honchen Living 50.00% 12.50091. HAK # 1031599 Ogren 2013 Family Tmst Trust 12.500°/. 079 TIN-R13W 55.5500 HAK# 321 Anne Elizabeth Milner 33.33% 12500% Section 27: Lot 7 Hilcorp Alaska, LLC I O ,offlo %. HAKN 321 Brian Alfred Milner 3333% 1250M. HAK# 321 Maureen Elizabeth Milner 33.33% 12500% 080 TIN-R13W 46.5440 HAK# 1031599 Janet M. Cluca, 20.0W 12.500% Section 27: Lot 10 and NE14SE/4, except Hilcmp Alaska LLC 100001xim Tmct A, Tract B and Taut C of Corea Bend HAK # 10315W Judith A. Johnson 20.00% 12.500% Subdivision #2, plat #9941 HAK# 1031599 Kathlan M. Wallace 20.00% 12500°0 HAK# 1031599 Mitzi Louise Blossom 20.00°0 12.500°0. HAK # 1031599 Ogren 2013 Family Tmst 20W% 12.500°/. 080A TIN -RDW 6.3910 HAK# 1031599 M.A. Denise, Javan 40.(JMu 12500% Section 27: Trot BI of Corea Bend Wayne and Alan. Camille Hilcorp Alaska, LLC 100.000w% Subdivision #3, plat #2003-53 Simpson HAK# 1031599 Janet M. Clucas 2000% 12.500% HAK#1031599 Kathleen M. Wallace 20.00% 12.500% HAK# 1031599 Mitzt Louise Blossom 20.0N. 12.500% 0808 TIN.R13W 4.9980 HAK# 1031599 Janet M. Clue. 20.00°/u 12.500% Section 27: Tract Al of Corea Bend Hilcmp Alaska. LIC 100.00000% Subdivision#3, plat 42007-116 HAK# 1031599 Judith A. Johnson 2000% 12.500°/I HAK#1031599 Kathleen M. Wallace 20.00% 12,500% HAK# 1031599 Mitzi Louise Blossom 20.00°0 12.5001K HAK# 1031599 Rohit Butail and Alice 20.00°0 12.500% Ma Ogren Ninilchik Unit Exhibit A Updated: 1252018 Page 28 of48 Tract Tract Legal Description Tract Acreage Lease H Mineral Mineral Royalty ORRI ORRI Working Interest Working 100.00000% 080E TIN-R13W Owner Interest Percent Owner Percentage Interest Section 27 Tact A of Corea Bend Ownership Owner % O80C TIN-R13W 10.5370 HAK# 1031599 Densis K. and Martha E. 20.00°/ 12.500% HAK is 1031599 Judith A. Johnson Section 27: Tac(C of Corea Bond 12.500% Ogren of Corea Bend Subdivision #4, plat #2007- Hilcarp Alaska, LLC I00,00000% Subdivision #2, plat #W41 HAK # 1031599 Janet M. Clucas 20.00% 12.500% 116 HA is 10315W Kathleen M. Wallace HAK # 1031599 Judith A. Job.. 20.00°. 12.500% BAK91031599 HAK# 1031599 Mitzi Louise Blossom 20.00°0 12.500°0 HAK # 1031599 Ogren 2013 Family Trust 20.00% 12.500% NOD TIN -1113W Section 27: Tract B -2A of Coma Bend Subdivision #4, plat #200]-116 except Tract A of Corea Bend Subdivision #2, plat #9941 11.1680 HAK# 1031599 HA is 1031599 HAK#1031599 BAK # 1031599 Ogren 2013 Family Trust Janet M. Clucas Kathleen M. Wallace Mitzi Louise Blossom 40.00% 2000°. 20.00°/ 20.003% 12.500°0 12.500% 12.500'0 12.500% Hilcorp Alaska, LLC 100.00000% 080E TIN-R13W 5.0020 HAK# 1031599 lsnat M. Cluces 20.00% 12.500°/. Section 27 Tact A of Corea Bend Hilcorp Alaska, LLC 100.00000% Subdivision #2, plat #99-41 except Tact AI HAK is 1031599 Judith A. Johnson 2000% 12.500% of Corea Bend Subdivision #4, plat #2007- 116 HA is 10315W Kathleen M. Wallace 20.00% 12.500°/. BAK91031599 Mita Louise Blossom 20001. 12.5001% 14 K # 1031599 Ogren 2013 Family Trust 20.00/. 12 500% 081 TIN-RI3W 7.0000 HAK#31 lane) M. and Robert C. 2000% 12.500°. Section 27: That part ofthe SEUSEI/4lying Clucas Rican, Alaska, LLC 100.00000°/. east ofthe Staling Highway right-of-way HAK#591309 Kathleen M. Wallace 20BIJIn 12.500% HAK # 591310 Judith A and Brent Johnson 20.001. 12.50050 HAK # 591311 Mitzi Louise Blossom 20.00% 12.500% HAK # 591312 Ogren 2013 Family Trust 20.00% 12.500°0 Nualchik Unit Exhibit A Updated: l[ 252018 Page 29 of48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORRI Working Interest Working Section 27: A pare ofthe S/2SFJ4 lying north Owner Interest Percent Owner Percentage Interest Ownership Owner % 082 TIN-R13W ]9880 11AK# 1031599 Janet M. Unit. 20.00°/. 12.500°0 Section 27: A part ofthe 4 lying north 086 TIN-R13W 14350 Hilcorp Alaska, LLC 100.00000% andwesofthe Sterling Highighwamay described HAK# 1031599 Judith A. Johnson 20 OT/. 12.500% lames as Lots 1, 2, 3 and 4 ofthe Corea Bend and vaut of the Sterling Highway described Subdivision (platted w Plot #H85-15) as Int 9 of the Corea Bend Subdivision HAI( #1031599 Kathleen M. Wallace 20TK 12.500% (platted as Plat 91185-15) HAK# 1031599 Mitzi Louise Blossom 20.00°/ 12.500% 087 TIN-R13W 1.0070 HAK# 1031599 HAK # 1031599 Ogren 2013 parody Trust 20.00°/u 12.500°0 Section 27: A pan ofthe S/2SE/4lying north 083 TIN -RDW 2.7550 HAK# 1031599 Joseph R. and Gail M. 100.00'0 12.500% Section 27: A pan ofthe S/2SE14 lying north Al..." ss Lal 10 ofthe Corea Bend Subdivision Hilcorp Alaska, LLC 10D.00000°% and wast of the Sterling Highway described (platted as Plat 41185-15) . Lob 5 and 6 ofthe Corea Bend D88 TIN-Rl3W 1.0260 HAS #591264 lam. S. and Veronica T 10000% 12.500°% Subdivision (platted. Plat #1185-15) Section 27: A part of the S/2SE/4 lying nonh Crain Hilcorp Alaska, LLC 100.00000"% uaa uN-xuw 1.0580 HAK#1031599 RobertL Yat. 100.00% 12.5W% Section 27: A pan ofthe S/2SEJ4 lying north Hilcorp Alaska, LLC 100.00000°0 and wrest of the Sterling Highway described . Jut 7 ofthe Corea Bend Subdivision (platted as Plat 91185-15) uao r I N -K uw 1.0840 HAI( # 1031599 Evelyn C. and lam. L. 100.00% 12500°0 Section 27: A pare ofthe S/2SFJ4 lying north Smith Hilcorp Alaska, LLC 100.00000% and nest of the Sterling Highway described as Lot 8 ofthe Corea Bend Subdivision (platted as Plat #1185-15) 086 TIN-R13W 14350 unleeeed Alfred L, and Clara M. 100,K Section 27: A pan ofthe S/2SE/4 lying nonh lames and vaut of the Sterling Highway described as Int 9 of the Corea Bend Subdivision (platted as Plat 91185-15) 087 TIN-R13W 1.0070 HAK# 1031599 Izs and Marcy Lauinger 100.00% 12.500% Section 27: A pan ofthe S/2SE/4lying north Hilcorp Alaska, LLC 100.00000% and west of the Sterling Highway dumbed ss Lal 10 ofthe Corea Bend Subdivision (platted as Plat 41185-15) D88 TIN-Rl3W 1.0260 HAS #591264 lam. S. and Veronica T 10000% 12.500°% Section 27: A part of the S/2SE/4 lying nonh Crain Hilcorp Alaska, LLC 100.00000"% and west ofthe Sterling Highway descnbed as Lot I l ofthe Corea Bend Subdivision (platted as Plat #H85-15) Ninilchik Unit Exhibit A Updated: 125/2018 Page 30 of48 Tract Tract Legal Description Tract Acreage Lease # Mineral Mineral Rovslty, ORRIWorking ORRI Interest Working Owner Interest Percent owner Percentage Interest Ownership Owner % 089A TIN-RDW 1.0190 unleased Elirabeth Jackson 100.00% lying north Section 27: A pen ofthcling Revocable Trust and 1 of the Sterling Highway described Highway ota as Lots 12 Plate Corea Bend Subdivisiw (platted as Plat #1185-IS) 089B TIN-1113W 1.5530 unleased Ferguson Revocable Trust Io0.00% Section 27: A pan ofthe S/2SF/4 lying north and west of the Sterling Highway, described as Lots 13 of the Corea Bend Subdivision (planed a Plat#1185-15) 090 TIN-RI3W Section 27: A pan ofthe Sr2SE/4 lying north 10410 HAK# 1031636 lames and Christine 100.00% 12.500% and wast of the Sterling Highway described Kenshalo Hilcorp Alaska, LLC 100.00000% as Lot 14 ofthe Cores Bend Subdivision (platted as Plat #1185-15) 091 TIN-RI3W 1.2530 unleased Michael D. and Cynthia A. 100001/ Section 27: A pan ofthe S/2SE/4 lying north mases, and west ofthe Sterling Highway described as Lot 15 ofthe Corea Bend Subdivision (planed as Plat #H65-15) 092 TIN-RI3W 1.3560 unleased Wayne and Paula Bumpus 100.00°0 Sxtion 27: A part of the S/2SE/4lying north and wast ofthe Sterling Highway described as Int 16 ofthe Corea Bend Subdivision (platted as Plat #H85-15) 093 TIN-RIM 2.6000 BAK# 1031599 land M. Clucas MOM 12.500% Section 27: Apart ofthe S/2SE/4 lying north Hilcorp Alaska, LLC 100.00000"0 and west of the Sterling Highway described HAK# 1031599 Judith A. Johnson 20.00Yo 12.500% as Lots 17 and I8 ofthe Corea Bend Subdiucer(pimusias Plat #H85-i5) HAK#1031599 Kathleen M. Wallace 2000% 12.500% FIM # 1031599 Mita Louise Blossom 20.00ti. 12.5001. HAK# 1031599 Ogren 2013 Family Trust 2000% 12.500% 094 TIN-RUW 1.1230 HAK# 1031599 Monte G. Kroll, Sr. 100.00% 12.500% Section 27: A pan of Ne S/2SF/4 lying north Hilcorp Alaska, LLC 100.00000% and wrest ofthe Sterling Highway described as Ixn 19 ofthe Corea Bend Subdivision (platted as Plat #H85-15) Nindelak Unit Exhibit A Updated: IMMIB Page 31 of49 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORRI Working Interest Working Hilcorp Alaska, ILC 100.00000 % and west ofthe Sterling Highway descnbed HAK#1031599 Kathleen M. Wallace Owner Interest Percent Owner Percentage Interest (platted es Plot #1185-15) HAK# 1031599 Mitzi Louise Blossom 20.00% 12.50016 Ownership Owner % 095 TIN -1113W 1 158 HAK#1037636 Christine 100.00% 12.500% 12.500% HAK # 1031599 Section27:Apan ofthe 2000% 12.500% Khones eindand Kenshalo 81.7600 HAK# 1031600 Trety and Lois Jones Hilcorp Alaska, LLC 10000000% and 4 and the SE4SE/4 lying east of Sterling i lua dexernorth and vest of the Sterling Highway described Michael and Deborah Russ 48.00% Hilcorp Alaska, LLC 100.00000% 12.5W% Highway as Lot 20 ofthe Corea Bend Subdivision unleash Basil S Bolstridge 1.00°/ unleased Gaylord O. Smithand 100% (platted as Plat #1185-15) Luella Smith 096A TIN-RI3W 2.1660 HAK# 1031599 Ferguson Revocable Trust 100.00% 12.500°0 Section 29: A pan of the S/2SE/4 lying nosh Hiicotp Alaska, LLC 100.00000% and west of the Sarling 11oghwey described as Lots 21 and 22 of the Corea Bend Subdivision (platted as Plot #H85-15) 096B TIN-RI3W 1.0190 HAK# 1031599 Jodie A. Wilson 100.W% 12.500% Section 27: A pan of the S2SE/4lying north H,lt.M Alaska, LLC 100.00000°/ and west of the Sterling Highway described as Lots 23 of the Corea Bend Subdivision (Platted as Plat 41185-I5) 097 TIN-RI3W 1.1800 HAK# 1031599 Janet M. Cl... 2000% 12300°0 Section 27: A pan of the S2SEA lying north Hilcorp Alaska, ILC 100.00000 % and west ofthe Sterling Highway descnbed HAK#1031599 Kathleen M. Wallace 2000°0 12.500% as Lot 24 ofthe Corea Bend Subdivision (platted es Plot #1185-15) HAK# 1031599 Mitzi Louise Blossom 20.00% 12.50016 right-of-way. HAK# 1031599 Ogren 2013 Family Trust 20.00°/ 12.500% HAK# 1031599 Tammy Lee Creon 20.00% 12.500% 098 TIN-RUW 41.1490 ISAK# 1031599 Tann M. Chains 20.0T1. 12.500% Section 27'. All ofthe S2SE/4 except Lots Hilcorp Alaska LLC 10000000% 1 - 24, inclusive of Corea Bend Subdivision HAK # 1031599 Judith A. Johnson 20.00% 12.500°/ (platted as Plat 911-85-15) and except the SE/4SE/4 lying east ofthe Sterling Highway HAK#1031599 Kathleen M. Wallace 200M.. 12.500% right-of-way. HAK# 1031599 Maxi Louise Blossom 20.00% 12.500°0 HAK # 1031599 Ogren 2013 Family Trust 2000% 12.500% 099 TIN-RI3W Section 33: That part of Govemmem Lots 3 81.7600 HAK# 1031600 Trety and Lois Jones 50.00% 12.500% and 4 and the SE4SE/4 lying east of Sterling HAK41031603 Michael and Deborah Russ 48.00% Hilcorp Alaska, LLC 100.00000% 12.5W% Highway unleash Basil S Bolstridge 1.00°/ unleased Gaylord O. Smithand 100% Luella Smith Ninilchik Unit Exhibit A Updated: 1/25/2016 Page 32 of 48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORRI Working Interest Working Owner Interest Percent Owner Percentage Interest Ownership Owner % 100 TIN-11.13W 2.0800 HAK# 1031603 Michael and Deborah Russ 4800% 12.500% tion 33: A part Lots 3 and Hilcorp Alaska, LLC 100.00000% ngGovr ofthe 4 a 4 and SE/4SFA41ying wut ofthe Sterling unlessed David lames Tyner 50.00% Highway more particularly described as Lots unleased Basil S Bolstridge 1.00% 1 and 2 of Seaside Terrace, planed in Plat #H82-101, replaned as Lot I A in Plat #H89-5 unleased Gaylord O. Smith and 1 OIP/ Luella Smith IOTA TIN-RI3W 3.3560 HAK# 591370.1 David Ritter 5000% 0.000% Section 33: A part ofGovemment Lots 3 and Hilcap Alaska, LLC 100.00000°0 4 and SE14SE/4 lying wast of the Sterling HAK # 1031603 Michael and Deborah Russ 48.00% 12 501P/ Highway more particularly described as Lot 3 of Seaside Terence, platted is Plat #H82-101 unleased Bail S Bolstridge 1.00°/ unleased Gaylord O. Smith and 100)/. Luella Smith 101B TIN-RI3W 5.9740 HAK# 1031603 Michael and Deborah Russ 4800% 12.500% Section 33: A part of Government Lots 3 and Hilcorp Alaska, LLC JW.00000%, 4 and SEISE/4 lying wat ofthe Sterling unleased Christopher M. and Janet 50.00% Highway more particularly described as Lots M. Smith 4& S of Sesside Tenace, planed in Plat unleased Basil S Boland, #H82-101 1.00°0 unleased Gaylord O. Smith and 1,005/6 Luella Smith 102 TIN-RI3W 2.9400 HAK# 1031603 Michael and Deborah Russ 4800°/ 12.500% Section 33: A pan of Govemment Lots 3 and Hilcorp Alaska, LLC 100.00000% 4 and SE4SE4 lying wat ofthe Sterling unleased Daniel A. Rack 12.50% Highway more particularly described as Lot 6 unleased Sandra J. Rock 12.50% of Seaside Tenace, platted in Plat #H82-101 unleash Sherri L. Rock 12.50% unleased Timothy D. Rock 1250% unleased Basil S Bolstridge 1.00% unleash Gaylord O. Smith and LOT% Luella Smith 103 TIN-RI3W 1.9200 HAK#591336 John S. Davis &Marsha 5000°/ 12.500% Section 33: A pan ofGovemment Lots 3 and D. Davis (H&WJ Hilcorp Alaska, LLC 1 N' 00JJoti, 4 and SE4SE4 lying west ofthe Sterling Highway more particularly described as Lot 7 HAK# 1031603 Michael and Deborah Russ 4800% 12.500% of Seaside Terence, platted in Plot #H82-101 unleased Boil S Bolstridge 1.00% unleash Gaylord O. Smith and I /o Luella Smith Ninilchlk Unit Exhibit A Updated: 1252018 Page 33 of48 Tract Tract Legal Description Tract Acreage Lease 0 Mineral Mineral Royalty ORRI ORRI Working Working Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 104 TIN-RDW 3W Section A part Lots 3 4.6700 HAKn 1031603 Michael and Deborah Russ 48.00°a 12.500°/ and 4 and SE/4 /4 ng oatof The west ofthe Sterling unleased Norman E.Seitz &Linda 50.00°0 Hilcorp Alaska, LLC 100.00000% me Highway more particularly described as Lot B L Seitz (H&W) of Seaside Terence platted in Plat R1182-101 unleased Basil S Bolstridge I /o unleased Gaylord 0. Smith and 1.00% Luella Smith 105 TIN-1113WSection 33: A pan of 52800 HAKa 1031W3 Michael and Deborah Russ 48.00°0 12.500% Government Lots 3 and 4 end SEASEA lying Hilcorp Alaska, LLC wcat ofthe Sterling Highway more unleased Katlic R. Mousaw 50.00% 100 00000% particularly described os Lute of Seaside unleased Baml S Bolstridge 100% Terrace, platted in Plat n1482-101 unleased Gaylord 0. Smith and 1.00% Luella Smith 106 TIN-1113W Section 33: A pan of Cmvemment Lots 3 2.57W HAK a 1031603 Michael and Deborah Russ 4800% 12.500%. and 4 and SEASE/4 lying west of the Starting unlaism Kenneth W. Battle, 3333% Hilcorp Alaska, LLC 100.00000°0 Highway more panicularly been bad az Lot unleud Petrick M. Davis 16.67% 10 of Seaside Terrace, platted in Plat HH82- 101 and the minerals underlying Seaside untamed Basil S Bolstridge 1 00°0 Court unleased Gaylord O. Smith and 100°0 Wella Smith 107 TIN-R13W Section 33: A part of0ovemment Lots 3 and 2.5400 HAKN 591266 James E. and Susan E. 5000'0 12.500% 4 and SE/4SE/4 lying west of the Sterling Tuarman Hikorp Alaska, LLC 100 W000% Highway more particularly described as Lot ff K# 1031603 Michael and Deborah Russ 48.001K 12.500% I t of Sesside Terrace, platted in Plat aU12- unleased Basil S Bolstride 100%. g 101 unleased Gaylord O. Smith and 1.00°/ Luella Smith 108 TIN-ROW Section 33: A part of Government Lors 3 and 2.5100 if K91031603 Michael and Deborah Russ 4800% 12.500% 4 and SEASEI4 lying west of the Starling untamed Warren S. Togni and Pat 50.00°0 Hilcorp Alaska, LLC 100.00000% Highway more particularly described as Lot C. Togni 12 of Servide Terrace platted in Plat NH82- unleased Basil S Bolstnd 1.00% ge 101 untamed Gaylord O. Smith and I.00y/o Wella Smith 109 TIN-1113W 2.1300 HW4 591270 Roban and Susan 5000640 12.500% Section 33: A pan of Govemment Les 3 and Hundredmark Hilcorp Alazka, LLC 10000000/0 4 and SEASE/4 tying west of the Sterling Highway more particularly dormbed os Lou HAK k 1031603 Michael and Deborah Russ 48,01V% 12 5001/1 13 Of Seaside, Terrace, platted in Plat NH82- unleased Boil S Bolo id 101 8 a 100 % unloosed Gaylord O. Smith and 1.00y/o Luella Smith Ninilehik Unit Exhibit A Updated: 1/25/2018 Page 34 of 48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORRI Working Interest Working Owner Interest Percent Owner Percentage Interest Michael and Deborah Russ 48.009. 12.500% Highway more particularly described m Lot Ownership Owner % 110 TIN-RI3W 18]00 HAK# 1031603 Michael and Deborah Russ 4600°0 12.500% Michael E. Bennett 25.00/ Section 33: A pert Govt Lots 3 and 101 unleased Basil S Bolstridge 1000 Hilcory Alaska, LLC 100.00000% 4 and SE/4SE/ ng of west of the Sterling unleased Shands and 5000°0 Highway more particularly described as Lot panic Luella Smith .Walter Sheryl M. Walter 1128 TIN-RI3W 2.9140 14 of Seaside Termce, platted in Plat 91182- Steve Cavia 50.00/. unleased Basil S Bolstris 1.00% ge Section 33: A part ofGovemment Lots 3 and 101 unleased Gaylord O. Smith and 100°0 4 and SE/4SE/4 lying wast of the Sterling HAK # 1031603 Michael and Deborah Russ 48.006 12.500% Luella Smith 111 TIN-RI3W 5.30M HAK# 1031603 Michael and Deborah Russ 48.00'/0 12.50 0% Section 33: A pan of Government Lots 3 and 101 unleased Gaylord O. Smith and 1.00% Hileorp Alaska, LLC 10000000// 4 and SE/4SE/4 lying vast ofthe Sterling HAK # 1033554 Ann Van Dom Musarta 50.00% 12.5001/ 112C TIN -RDW 3.4900 Highway more particularly described as "is Jennifer 1. Hood -Bosch 50.000 125006 and Ch.]. A. Musarta Section 33: A part ofGovemment Lots 3 and 15& 16 of Seaside Terrace, plattedin Plal unleased Basil S Bolstridge 4 and SEASEA lying wrest of the Sterling 1 A 4 1031603 Michael and Deborah Russ 48.00% #H82-101 1.00% unleased Gaylord O. Smith and 10^ Basil S Bolstridge 1001% 101 unleased Luella Smith 112A TIN-RI3W 3.0100 HAK#591300 Don L. McDaniel 25 ON. 12500% Section 33: A part Of Government Lots 3 and Hilcorp Alaska, LLC 100.00000%, 4 and SEASEM lying west ofthe Sterling HAK # 1031603 Michael and Deborah Russ 48.009. 12.500% Highway more particularly described m Lot 19 of Seaside Terrace, platted in Pig #H82- unleased Michael E. Bennett 25.00/ 101 unleased Basil S Bolstridge 1000 unleased Gaylord 0. Smith and 1.00% Luella Smith 1128 TIN-RI3W 2.9140 HAKk 591299 Steve Cavia 50.00/. 12500% Section 33: A part ofGovemment Lots 3 and Hilvmp Alaska, LLC 100.000006 4 and SE/4SE/4 lying wast of the Sterling HAK # 1031603 Michael and Deborah Russ 48.006 12.500% Highway more particularly described as Lot 18 of Seaside Terrace, platted in Plat#H82- unleased Basil S Bolstridge LOW. 101 unleased Gaylord O. Smith and 1.00% Luella Smith 112C TIN -RDW 3.4900 HAK#591363.1 Jennifer 1. Hood -Bosch 50.000 125006 Section 33: A part ofGovemment Lots 3 and Hilcorp Alaska, LLC 100.000000 4 and SEASEA lying wrest of the Sterling 1 A 4 1031603 Michael and Deborah Russ 48.00% 12.500/. Highway more particularly described as Lot 17 of Seaside Termce, platted in Pig#H82- unleased Basil S Bolstridge 1001% 101 unleased Gaylord 0. Smith and 1 006 Luella Smith NinilchikUnit Exhibit Updated: 125/2018 Page 35 of 48 Tract Tract Legal Diescription Tract Acreage Lease # g Mineral Mineral Royalty ORRI Working ORRI Working Owner Interest Percent Owner Interest Percentage Interest 113 TINion 3W 24800 HAK# 1031603 Michael and Deborah Russ 48.00°/ 12.500°0 Ownership Owner% Section 33: A pan Govt Loh 3 and 4 and ng of the west dethe Sterling unleased Whitehead Revocable 5000°0 Hilcorp Alaska, LLC 100.00000% ay am particularly Highway more panicularly described az Le Living Trust 20 of5esside Temace, platted in Plat 4H82- unleased Brad 101 S Bolstridge 1.000% unleased Gaylord O. Smith and 1.00% Luella Smith 114 TIN-R13W Section 33: A part o17Govemment Lots 3 and 3.8600 HAK# 591300 Don L McDaniel 25.00°/. 12.500% 4 and SE/4SE4 lying wast of the Sterling HAK# 1031603 Michael and Deborah Russ 48.00°0 Hilcorp Alaska, LLC 100.00000% Highway mare particularly described az Lot 12.500% 21 of Seaside Terrace, platted in Plat #H82- unleash Michael E. Bennett 25.0 101 untested Basil S Bolstridge Lw% unleased Gaylord O. Smith and 1,00% Luella Smith 115 TIN-R13W Section 34: NE4NW/4 400000 . HAK# 1031619 Richard M. Hawkins -Mary 4120°0 12.500% Hawkins Estate Hilcorp Alaska, LLC 100.0W00% HAK# 1031619 Charles F. Hawkins -Mary 33801* 12.500% Hawkins Estate HAK 9 1031620 Richard M. Hawkins 4.69% 12.500% HAK# 1031621 Charles F. Hawkins 531% 12.500°0 unleased Ian Hawkins, deceased 5.00% unleased Jame Hawkins 5.00% unleased Marguerite Hawkins 5.00% 116 TIS -1(13W Section 4: Lat4 40.0400 HAK# 1035744 Thomas H. and Carol Ann 100.00'0 12.500°0 Jackson Hilem, Alaska, LLC 10000000% 117 TIS-R13W Th Section S. at pan of Government Lott 06800 HAK# 591297 Susanne Faye Windeler 100.00% 12.500% lying east of the Sterling Highway Hilwrp Alaska, LLC 10000000% 118 TIS-R13W Section S: A Part of Cmvemment Lot 2 more 2.08W HAK# 1031351 Richard L. and Juanita 1. 100.W% 12.500% particularly desenbsd as Lots I & 17 of Millet Hilcorp Alaska, LLC 100.00000% Sunset Blufrs Subdivision az plank in Plat #11-79-5 119 TIS-R13W Section S: A part of Govemment Lot 2m ore 1.5800 RAK#591314 Robert D. and Linda L. 100.00% 12.500% Particularly described az Lot 2 ofSu.0 Steinkq h/w Hilirmp Alaska, LLC 100.00000°0 Bluffs Subdivision az platted in Plat #H-79-5 Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 36.1748 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORRI Working Working 12.500°/. Owner Interest Percent Owner Percentage Interest Millett Ownership Owner% 120 TIS-RI3W 1.99M HAKN 1033543 Arthur E. Decker, Jr. and 100, W°/1 12.500°/. Section 5: A pan of Government Lot 2 mine Karen D. Decker Hilcory Alaska, LLC 100MOM particularly described as Lot 3 ofSunse Bluffs Subdivision w platted in Plat NH -79.5 TIS-RI3W 2.3700 HAK9591242 Kathleen M. Kennedy 5000°/. 121 TIS-RI3W 23000 HAKN 1031351 Richard L. and Juanital. 100.00'/. 12.500°/. Section 5: A pan ofGovemment Lot 2 more Millett Hilcorp Alaska, LLC 100.00000% particularly described as Lot 4 of Sunset Bluffs Subdivision as platted in Plat NH -79-5 122 TIS-RI3W 2.3700 HAK9591242 Kathleen M. Kennedy 5000°/. 12.50010 Section 5: A pan ofGovemment tut 2 more Hilcorp Alaska, LLC 100.00000% particularly desenbed as Lot 5 of Sunset BAK N 591247 Donald L. Elwin 50 00% 12500% Bluffs Subdivision as platted in Plat NH -79-5 123 TIS-RI3W 3.0600 HAK4 1031351 Richard and Juanita J. 50.00°/. 12.500% Section 5: A part of Govemment Lot 2 more Millet[ Hilcory Alaska, LLC 100ww0/. particularly described as Lot 6 ofS.wt Bluffs Subdivision as platted in Plat NH -79-5 HAK N 1033543 AnhurT, Maze 50.00%. 12.500°/. 124 TIS-Rl3W 20800 HAKN 1031351 Richard L end Juanita 1, 100. WK. 12.500% Section S: A part of Govemncot lot 2 more Millet Hil.mp Alaska, LLC I(a)MO °o pi nicularly described as Lot 7 ofS..d Bluffs Subdivision w platted in Plat NH -79-5 125 TIS-RI3W 167288 HAKN 1031351 Richard L. and Juanita J. 50,00%. 12.501 Section S: A panof Govemment Lot 2more Millett Hilcory Alaska, LLC 100.00000% panieularly descnead as Lots 8, 9, Wend 11 of Sunset Bluffs Subdivision= platted in HAKN 1033543 Arthur T. Maze 5000. 12.500% Plat NH -79-5 and that pan of Govemment Lot 2lying under the roadbed of Sunset Drive 126 TIS-RI3W 1.1700 HAKN 591274 John D. Inman and Dee 100.00% 12.500% Section 5: A part of Government Lest 2 more Ann Inman Hilcory Alaska, LLC 100.000i particularly described as Lot 12 of Sunset Bluffs Subdivision as platted in Plat 014-79.5 127 TIS-RI3W Section S: A of Government Lot 2 2.0700 HAKN 1031351 Richard L, and Juanita 1. 100.00% 12.500% part more Millet Hilcory Alaska, LLC 100.00000% particularly described as Lot 13 and 14 of Sunset Bluffs Subdivision as planed m Plat HpKN 1033543 Arthur T. Maze 50.001/ 12.500% NH -79.5 128 TIS -RDW 1.0300 HAKN 1031637 Lavmnoo Allen 100001/. 12. SW%. Section 5: A pan ofGovemment Lot 2 more Hiccup Alaska, LLC 100.000001/. particularly described as Lot 15 of Sunset Bluffs Subdivision as platted in Plat NH -79-5 Nmilchik Unit Exhibit A Updated: 1/25/2018 Page 37 of48 Tract Tract Legal Description Tract Acreage 9.2210 Mineral Mineral Royalty ORRI ORRI Working Working Lease p Owner Interest Percent Owner Percentage Interest Interest pan of the Seeing Highway, the Leon Ownership Owner % 129 TJSSuct 10000 HAK k 1031351 Richard 1. and Juanita 1. 50.00°/a 12.500% Swoue 5: on S:Apan of Govcmment l,ol2 more Millett for as those roads It. within the Windeler Hilcorp Alaska, LLC 100.00000% particularly described as Lot 16 of Sunset HAS 1033543 Arthur T. Mem 5000% 12.500% Subdivision, Plat# 74-1526 Bluff's Subdivision as platted in Plat #H49-5 131 TIS-RI3W 130 TIS-RI3W 10200 HAK91035744 Leon A. Windeler Heirs 100.00% 12.500% Section 5: IAt I of Black 1 of Windeler Hilcorp Alaska, LLC 100.00000% Subdivision, Plat 74-1526 lying under the roadbed ofthe Sterling 130A TIS-RI3W 9.2210 unleased Loan A. Windeler Heirs 100.0°. Suction 5: the mineral rights underlying that pan of the Seeing Highway, the Leon Windeler Highway and Persons Drive, in so for as those roads It. within the Windeler Subdivision, Plat# 74-1526 131 TIS-RI3W 4.1495 HAK4591297 Susanne Faye Windeler 100.0°. 12.500% Section 5: That pan of Govemment Lot 2 Hilwry Alaska, LLC 10000i lying under the roadbed ofthe Sterling Highway 132 TIS-RI3W 29.600 HAK# 1035745 lack A. Windeler 10000% 12.500°0 Section 5: That part ofGovemment Lot 1 Hilcory Alaska, LLC 10.000°/ described as Tract A of Windeler Subdivision, Plat #74-1526 132A TIS-RI3W 40.0000 HAK# 1035]4] Honore Windeler Drew 25.0% 12.500% Section 5: All of the SF✓4N 4 Hilcorp Alaska, LLC 100.000% HAK# 1035]4] Somme Faye Windeler 25.00°< 12.500°. unleased Ronald Ord Windeler 25.00% unleased Susanne Faye Windeler (2) 25.00% 133 TIS-RI3W 1.2090 HAK# 1035745 Ronald Ord Windeler 10.0%. 12.50% Section S: Lot 2 ofBlock l of Windeler Hilcory Alaska, LLC 10.000W. Subdivision, Plat 74-1526 134 TIS-RI3W 3.0520 F1AK01035]46 Horton Windeler Drew 10.0% 12.50% Section S: That pan ofCovemLot t 2 Hilcorp Alaska, LLC 100000°. more particularly described as Block 2, Lot 1 of Windeler Subdivision as planed in Plat #H- 74-1526 135 TIS-RI3W 126.630 BAR 103160 Wayne and Irene Findley 100.0% 166]0% Section 5: GOvemment Lots 3 and 4 and Hilcorp Alaska, LLC 100.0000% N 4SWA Ninilchik Unit Exhibit A Updated: 1/25/2018 Page 38 of 48 Ninilchik Unit Exhibit A Updated: 125/2018 Page 39 of48 Tract Mineral Mineral RoyaltyORRI ORRI Working Tract Tract Legal Description Acreage Lease H Owner Interest Percent Owner lettering Interest Percentage Ownership Owner a/ 136 TIS-RI3W 1046300 HAK# 1031622 Clarenee Eugene Herman 100.00°/1 12500% Section 5: A part of the SW/4NE/4 mme Hd.mp Alaska, LLC 100.00000% particularly described as lots 1, 3, 5, 6.9, 15, 16, 17, and 18 of Bud's Acres Subdivision as planed in Plat #1185-69 and the NW/4SF14 and the NEASEA a/d/a Tract A and B, respectively, of Hermon Tracts Subdivision as platted in Plat #H-95-36 including the minerals under the Staling Highway and Bonnard Circle, Fellin Lane and Element Drive in so far as they lie within SW/4NE14 & N/2SF/4 136A TIS-RI3W 2.8100 BAK# 1031622 James C. and Kay E. 100.00% 12.5W% Section 5: Lints I1 & 12 of Bud's Acres Forrest Hilcmp Alaska, LIG 100.00000% Subdivision as planed in plat #H-85-69 1368 TIS -RDW 1.5700 HAK91031622 Mark S. and LeArme 10000% 12,500% Section 5: Lot 10 of Bud's Acres Subdivision Herman (H&W) Hilcorp Alaska, LLC 100.00000% as planed in plat #H45-69 136C TIS-RI3W 3.4900 14AK91031622 U1. and Jean F. Adamson 1WWI, 12,500°/ Section 5: Lots 13 & 14 of Bud's Acres (1-1&µr1 H,lcom Alaska, LLC 100mo00% Subdivision as planed in plat 9H-85-69 137 TIS-RI3W 2.0000 H ff 1031634 End Bearden IW.00% 12500% Section 5: A pan of the SW/4NF/4 more Hilco p Alaska, LLC 100.00000% particularly described as Lot 2 of Bud's Acres Subdivision as platted in Plat #H85-69 138 TES-RI3W 2.2020 HAK# 1031635 Clarence Eugene Herman I00.W1, 12.500% Section 5: A part of the SW/4NE14 more Hilcorp Alaska, LLC 10000000% particularly described m Lot 4 of Bud's Acres Subdivision as planed in Plat 91185-69 139 TIS-RI3W 1.2910 HAK# 1031635 Clarence Eugene Herman 10000% 12.500% Section 5: A pan of the SW/4NE/4 more Hilwrp Alaska, LLC IN.W00oso Particularly described m Lot 7 of Bud's Acres Subdivision as platted in Plat #H85-69 140 TIS-RI3W 1.2560 HAK#591292 Stephen Yank, Jr. and 50 Wo 12.500% Section 5: A Port of the SW/4NE/4 more Monica J. Vanek Hilerup Alaska, LLC 10000000% particularly described as Wt 8 of Bud's Acres uN„ "ed Scan and Ks. Bennett 50.00% Subdivision as planed in Plat #H85-69 (ll&W) Ninilchik Unit Exhibit A Updated: 125/2018 Page 39 of48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI ORnt Working Working g Owner Interest Percent Owner Percentage Interest Interest Company Hilcorp Alaska, LLC Ownership Owner % 141 TISion 4.0000 unleased Evelyn TeMcLaughlin rry 5000°0 147 TIS-R13W Section 7: SEANEN 40,MN HAK4 8339W David Ray Reaves and 2000%. 12.500% 5, Section S: N/2NW/4SW/4SW/4lass the an Sherry Ann Reaves Hdcory Alaska, LLC 100.00000% 132'tbereof HAK # 835362 unleased Patricia Terry Lodge 33,33% Kinkead unleased Iiia Terry Hanson 166]°/ HAK # 1031353 Paul Joseph Rochon Estate 20.00% 12.500% 141A TIS-R13W 1.0000 unleazN James C. Sanders 100.00% 12500% BAK# 1031355 Section 5: The west 132' ofthe 200N. 12.500% 148 TIS-R13W Section 7: That pan ofthe NE/4SW/4 more 8.7240 HAKN 1030708 James R. Sabrowski and 5000% 12.500% N/2NW/4SW/4SW/4 Particularly described as Lot I ofTieman Susanne E. Sabrovaki Hit.., Alaska, LLC 142 TIS-R13W Section S: S/2SW/4SW/4&N 4SWASW/4 35,0000 HAK# 1030482 Paul Dionne 50W% 16.670"6 Intrepid Production 5.333330% Sabrowski Revocable &S/2 ASWASWA HAKN 1030482 Susan Dionne -Ke11ke 50.00%. 16.670% Company Living Trost Hilcarp Alaska, LLC IOO.000Op°, 143 T1S-R13W 40.0000 unleased Henry George Gain and IW.WK Section 5: SF/4SW/4 Flora Eugenia Gain 144 T1S-R13W Section 6: Lot 1 10.0600 HAK# 1031610 Bea and Andrew Buchner 100,00°. 12.500°/ Hilcmp Alaska, LLC 100.00000°. 145 TIS-R13W Section 6: Lot 2 49.5200 HAK# 1030482 Paul Dianne 50.0w. 16.670°. Intrepid Production 3.333330°/ Company Hilco Alaska, LLC rP 10000000% Ninilchik Unit Exhibit A Updated: 1/152018 Page 40.f48 BAK01036182 Susan Dionne -KaRke 50.00% 16.670% Hardy Hun. 2.000000°. 146 TIS-R13W Section 7: NEANE/4 400000 HAK91030482 Paul Dionne 50 0T% 16670% Intrepid Production 5.333330°. Company Hilcorp Alaska, LLC 100.00000% BAK41030482 So.. Dionne -KaBke 5000%16,670% 147 TIS-R13W Section 7: SEANEN 40,MN HAK4 8339W David Ray Reaves and 2000%. 12.500% Sherry Ann Reaves Hdcory Alaska, LLC 100.00000% HAK # 835362 Carl W. and Linda E. 20.00% 12.500°6 Kinkead HAK # 1031353 Paul Joseph Rochon Estate 20.00% 12.500% HAK# 1031354 Units Marie McCaul 20.00%. 12500% BAK# 1031355 Ward Randall Grill, 200N. 12.500% 148 TIS-R13W Section 7: That pan ofthe NE/4SW/4 more 8.7240 HAKN 1030708 James R. Sabrowski and 5000% 12.500% Particularly described as Lot I ofTieman Susanne E. Sabrovaki Hit.., Alaska, LLC IOp.000pT% Subdivision m platted in Plat NH -85-129 BAR # 1030708 Leonard & Juanita 50.00%. 12 500%. Sabrowski Revocable Living Trost Ninilchik Unit Exhibit A Updated: 1/152018 Page 40.f48 Tract Tract Legal Description Tract Acreage Lease p Mineral Mineral Royalty ORRI Working ORnt Working g Owner Interest Percent Owner Intereat Percentage Interest 149 TIS-RI3W Ownership Owner % Section ]: Township 1 South, Range 13 235500 HAK#591294 Forgetmmot, LLC 100.00% 12.500°/. , Weat,S.M.,Alaska, Hilcorp Alaska, LLC 100.00000% All All of the NE4SW4 Except Lot 1omyer Subdivision, Plat No 85-729,9, HHomRecording District, and Except that portion of E%EYaNE%SWY., plat No. 86-16 BS, lying north of Sterling Highway 150 TIS-RI3W 10,5400 HAK# 830117 Boyd Daniel Leman 100.00°. 12.500% Section That part of the more Hilcmp Alaska, LLC 100.00000% rl t 3 ofTi/4 Particularly ascribed az Lot 3 o Subdivision .85-12n planed i/ Plat #14that a/d/a E IN 4 EA and that pan of the parto E/25E/4 ,IS WA lying north ofthe right ofwyiof northerly right ofway of the Styling Anne Highwa, 151 TIS-RI3W 22.0920 H ff 591210 Kenai Peninsula Borough 100.E 12500°/ Section]: That pan of the NW/4SE14 lying AKA# KPB#12- 0816-00 Hilcorp Alaska, LLC 100.00 000its north of the Styling Highway, las and except that part described as Lot 1 ofAumm Vista Subdivision planed in Plat #H-96-13 152 TIS-R13W Sattion l: That part of the NW/4SFl4 lying 1.2900 HAK# 591302 Aurora Communications 100.00°/ 12.500°0 north of the Styling Highway more International, Inc. Hilcorp Alaska, LLC 100.00000% Particularly described as Lot 1 of Aurora Vista Subdivision in Plat #H-96-13 153 TIS-RI3W 7.1510 HAK# 591307 Kathleen McConnell 6667% 12.500% Section ]:ThatpartNW/45P141ying HAKq 591308 Janne Potter 33.33% Hilcorp Alaska, LLC 100.00000% south of the Sterling Highway High 12.500% 154 TIS-RI3W Section]: That pan of the N SE4 lying 8.0000 HAK# 591304 Donald Pumow 100.00% 12.500°0 north of the Sterling Highway Hilwrp Alaska, LLC 10000000^0 155 TIS-RI3W 2].0000 unleased Shirley J. Provence IMoot Section ]: That part of the NE/4SEA lying south of the Starting Highway Nimlchik Unit Exhibit A Updated: 125/2018 Page 41 of48 Tract Tract Legal Description Tract Acreage Lease Mineral Mineral Royalty ORRI Working ORRI Working HAK# 1031354 Linda Marie McCool R # Owner Interest Percent Owner Interest Percentage Interest Ward Randall Grille, 2000% 12.500% 159 TIS-R13W Section 8: All of the SWANW/4lying east of 22.1150 Ownership Owner% 156 TIS-R13W 77.4500 HAK# 591294 ForgetmenoL LLC 100.00 0 12.500°0 Section ] The SE d theamat 100 00000°0 E. Mounts Subdivision ae planed in plat 411- Hilcorp Alaska, LLC IOO.00WO°0 Except Lots 41 and 42 of Summerset Acres d 42 of Ar 81-23 Subdivision, 160 TIS-R13W Plat No. 8645, Homer Recording District; HAK# 1029943 Elisabeth Quick 100.00% 12.500% Section 8: NW/4SW/4 156A TIS-R13W 2.5400 unleased Michael Walsh 10000 0 100.00000% 161 TIS-RI3W 40.0000 HAK#591294 Section 7: Lots 41 & 42 of Summarset Acres 100.00% 12.500% Section 18: NEA W/4 Subdivision (plat #H86 5) Hilcorp Alaska, LLC 100.00000% 162 TIS-R14W Section 12: Lot2 35.9800 HAK# 1035970 James B. end Patricia 157 TISRAW 80.0000 unleased Henry George Geinand 100.00% Webster Section 8: W2NW/4 100.00000°0 Flora Eugenia Gain HAK# 1035971 Charles E. Gates 20001. 12.500°0 158 TIS-R13W Section 8: That part of the SW/4NW/4 lying 17.8850 HAK# 833999 David Ray Reaves and 20.00% 12.500°o 12.5001. west of the Sterling Highway a/d/a Lots 5 & 6 Sherry Ann Reaves Hilcotp Alaska, LLC 100.00000% ofthe E. Mounn Subdivision as platted in HAK# 1035973 HAIL # 835362 Cul W. and Linda E. 2000°/a 12.500% plat #H-81-23 Wilson Kinkead HAK# 1031353 Paul Joseph Rwhon Estate 20.00°0 12.500% HAK# 1031354 Linda Marie McCool 20.00% 12.50031. HAK# 1031355 Ward Randall Grille, 2000% 12.500% 159 TIS-R13W Section 8: All of the SWANW/4lying east of 22.1150 HAK# 1031352 Carolyn O. Reifsnyder 100.001% 12.500% the Sterling Highway a/d/a Lon 1, 2, 3 & 4 of Hilcorp Alaska, LLC 100 00000°0 E. Mounts Subdivision ae planed in plat 411- 81-23 160 TIS-R13W 40.0000 HAK# 1029943 Elisabeth Quick 100.00% 12.500% Section 8: NW/4SW/4 Hilcorp Alaska, LLC 100.00000% 161 TIS-RI3W 40.0000 HAK#591294 Forgetmenot, LLC 100.00% 12.500% Section 18: NEA W/4 Hilcorp Alaska, LLC 100.00000% 162 TIS-R14W Section 12: Lot2 35.9800 HAK# 1035970 James B. end Patricia 2000% 12500% Webster Hiloorp Alaska, LLC 100.00000°0 HAK# 1035971 Charles E. Gates 20001. 12.500°0 HAK # 1035972 George A. and Patricia 20.00Yo 12.5001. Oates HAK# 1035973 Robert L. and Cara] A. 20.W% 12.500% Wilson HAK# 1035974 LR. and Katherine Lunne 20.0T% 12.500°0 Ninilchik Dun Exhibit A Updated: 1252018 Pogo 42 of 48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI Working ORnt Working g 5.01.l3: P.m.. of lands locet� in the Owner Interest Percent Owner Interest Percentage Interest Micron, Alaska, LLC S I/2SWIA, lying West of the Sterling HAK#591367.1 Ownership Owner % 163 TIS-RI4W 33.2100 HAK# 1035970 James B. and Patricia 2000°0 12.500°/ Section 13: Lot 1 Webster Hilcorp Alaska, LLC 100.00000°6 Edward Lee Maki 8.33% HAK # 1035971 Charles E. Gates 20.00% 12.500% unleased Gloria Ann Ropelato HAK# 1035972 George A. and Patricia 2000% 12.500% 1648 TIS-11I4W 100000 unleased Estate ofDoime U. Wesen Gates Section 13: Portions of lands locaad in the HAK # 1035973 Robert L. and Cam] A. 20.00°0 12.500°/ Hilcorp Alaska, LLC S 1/2SW I/4, lying under the Sterling Wilson 1WOOW0°6 HAK# 1035974 LR. and Katherine Lunne 2000°/n 12.500°0 164A TIS-RI4W 400000 HAK# 591296 George R. Maki, Jr. 8.33% 12.500% 5.01.l3: P.m.. of lands locet� in the Micron, Alaska, LLC S I/2SWIA, lying West of the Sterling HAK#591367.1 Nimlchik Point View LLC 75.00% 12500°6 10000000°0 Highway. unlemed Edward Lee Maki 8.33% unleased Gloria Ann Ropelato 633% 1648 TIS-11I4W 100000 unleased Estate ofDoime U. Wesen 100.00% Section 13: Portions of lands locaad in the Hilcorp Alaska, LLC S 1/2SW I/4, lying under the Sterling 1WOOW0°6 Highway. 164C TIS-RI4W 30.0000 HAK# 591296 George R. Maki, Jr. 8.33% 12.500°6 Section 13: Portions of lands located in the Hilcorp Alaska, LLC SlaSWIA, lying East ofthe Sterling HAK#5913661 Darwin E. Waldorith and 75.00% 12.500% 100000000% Highway. Kaye A. Waldsmith Trust, did 11-15-2006 unleased Edwardl Maki 8.33% unleased Glona Ann Ropelato 8.33% 165 TIS-RI4W Section 14: Tracts A& B and the north 6.34 24]200 HAK#1031157 Stephen Wiremaski and 5000% 12.500% acres of Tract C ofthe Heavenly Sights Thomas Brady Hilcorp Alaska, LLC 100.00000"6 Subdivision (Plat #H-96.17) a/d/a GLO LotI HAK # 1033038 Cynthia L. Hatton 50.00°6 12.500°6 166 TIS-RI4W Section 13. Tracts l&2 ofCatledge-Wilson 44200 HAK#591344.1 John D. McCombs and 75.00% 12.500% Subdivision, Tract A, Plot #78-32 Debbie E. McCombs Hilcorp Alaska, LLC 10000000%. HAK# 1031601 Cornice Pickett 2500% 12.500% 167 TIS-RI4W Section 13: Tract 3 of Cath,dge-Wilson 19500 HAK# 1031050 Thomas James and 7500% 12500°6 Subdivision, Tract A Plat 478-32 Deborah Ann Bandelow Hilcorp Alaska, LIA 100.00000% 11 K# 1031601 Carola Pickett 2500% 12.500% Ninilcbik Unit Exhibit A Updated. 1/252018 Page 43 of 48 Tract Tract Legal Description Tract Acreage Lease N Mineral Mineral Royalty ORRI Working ORRI Working Owner Interest Percent Owner Interest Percentage Interest 168 TIS-R14W Ownership Owner % Swoon 13: Traets 4, 5, 8 & 11 of 4.3900 HAK# 1031396 Golan B. Johnson ]500°/u 12.500°/ Wilson Subdivision, IIactA B78-3ge- Plat #]8-32 HAK# 1031601 Carolee Pickett 25.001/o Hilcory Alaska, LLC 100.00000% 12.500% 169 TIS-R14W Sedionl3:Trects 6&ledgcWilwn 2.2400 HAK# 1031196 Robert Flygendng and 75.005% 12.500% Subdivision, Tract A, Pllatat#k7&76-32 Cheryl King Hilcory Alaska,0°0 LLC 1000000 HAKB 1031601 Carolee Pickett 25.00% 12.500°% 170 TIS-R14W Section l3: Tract 9 of Catledge-Wilson 106W HAK# 1031601 Carrico Pickett 2500% 12500% Subdivision, Tract A, Plat #78-32 unleased Bobby J.&$¢lean G. ]5.00% Hitcorp Alaska, LLC 100.00000°0 Gordon 171 TIS-R14W SM AK Section 13: Tract 10 ofLmnard Catledge 1.0700 HAK# 1031087 Michael Roy Smith 75.00'0 12.500% Subdivision, Wilson 1977 Subdivision, Tract HAK#1031601 C.I. Pickett Hilcory Alaska, LLC 100.00000% A, Plat #78-32 2500°0 12.SW^% 172 TIS-RI4W Section 13: Tract 12 ofCatledge-Wilson 278W HAK# 1031601 C.I. Pickm 2500%, 12.500 % Subdivision, Tract A, Plat 478-32 Hil.rp Alaska, LLC 100.00000% unleased GeleR Graham 37.50% ur lased Clary Andes and Mama 3].50% Andes 173 TIS-R14W Section 13: Minerals underlying stress and 3.1950 HAKk 591215 Welter L. Wilson ]5.00°0 12.50 ds in Catledge-Wilson Subdivision, Tres HAK41031601 C.I.Pickett Hilcory Alaska, LLC 100.00000% A, Plat A, Plat #]8-32 2500% 12.5M% 173A TIS-R14W Section 13: Tract 13 of Catledge-Wilson 1.4340 HAK# 1031085 Paul E. Parsons, Jr. and 75.001. 12.500% Subdivision, Tract A, Plat 478-32 Cindi L. Parsons Hilcory Alaska, LLC 100.00000°/. HAK# 1031601 Carolee Pickett 25.00%12,5N% 174A TIS-R14W Section U: Urrard Catledge Subdivision, 23.5670 HAK# 591368.1 Ninilchik Point View LLC 75.00°. 12.500% Tract C, Plat No, 74-2075 RAK k 1031601 Carolee Pickett 25.00°0 Hticorp Alaska, LLC 00000 100. '. 12.500% 174B TIS-R14W w Section l3: Lnard Called, Subdivision, 23.7820 HAK9591365.1 Darwin E. Waldsmith and 7500% 12.500% Tract B, Plat No. 74-2075 Kaye A. Waldnmdh Trust, Hilcorp Alaska, LLC 100.00000°/. dM 11-15-2006 HAK# 1031601 Carrier Pickett 25.00% 12.500% Ninilchik Unit Exhibit A Updated: 125/2018 Page 44 of 48 Tract Tract Legal Description Tract a g IRaseN Mineral Mineral Royal ORRI Workingty Owner Interest Percent Owner ORRI Interest Working 175 TIS3 Percentage Interest Section on 113: TradD ofCetledge Subdivision, 1.9900 HAKq 1031601 Carolee Pickett 100.00°/, OWnemhip Owner at Plat #74-2073 12.5Opa Hilcory Alaska, LLC 176 TIS-R14W 100.00000% Section 13: That pan ofGLO Lou 2, 24.6570 HAK# 1031601 Carolee Pickm 25 00'0 SEI4NW4 further described as Lots 10, 11, 12.500% 12, 13, 14, 15, 16, 17, 20 21, 25, 26 and the HAK# 103355] John L. and Nancy E. 23 Opo 12.500% Hilcory Alaska, LLC 100.00000% Unsubdividcd Remainder ofRed Bluff Stengl Terrace, and excluding Lots 9, 18, 19 22 23 HAK # 51321000 Darlene M. Romk 25 Opo & 24 of Red BluffTemce Addition No 2 12.50M/3% 12.503% (plat #H-2004-42) HAK# 513220W Judith Ballentine 230p/e 12.50 176A TIS-R14W Section l3: Lot 9 of Red BluffTenace 10000 HAK# 1031601 Carol. Pickm 25 ppo Addition No. 2 plat #H-2004-42) 1250p/ HAKa 1033557 David M. and Jeanine B. 250P1. Hilcory Alaska, LLC Shea 12.500°0 00.Woomo HAK# 513210M David M. and Jeanine B. 23.0p1. 12.5WA Shea HAK# 51322000 Judith Ballentine 25.0(),34. 12.500°0 176B TIS-R14W Section 13 30850 HAK#1011601 Carolee Pickm 00'0 Lots: 22, 23 & 24 of Red BluffTenace25 12.SOp0 Addition No. 2 (plat # H-200412) HAK# 1033557 John L. and Nancy E. 25,0M1. Hilcorp Alaska, LLC sten'! 12.500% 100.000110% HAK# 51321000 Theodore W. Romk Living 25.00% Tract 12.500% HAK# 51322000 Judith Ballentine 25.0po 176C Tl&R14W 12.50p4. Seen- 13: Lots 18 & 19 of Red Bluff 2.0000 FLAK 1031601 25.Opo Caroltt Pickrn Terrace Addition No. 2(Plat #H-2004-02) 12.500°0 HAK# 1033557 John L. and Nanc E 25po Hilcorp Alaske, LLC Slengl 12.SOp/° IOO.000om HAK# 51321 OW Larry M. Romk 2$.0011. 12.500°0 HAK# 51322000 Judith Ballentine 25.0po 12.500°/. 177 T1SRI4W Section 13: Lot 6, Block 1, Red BluffTenace I.WW HAK#1031601 Camlee Pickm 25.Opo Subdivision Addition No. 1, Plat #86-56Hilcory I2.50po HAK X 1033557 John L. and Nancy E. 25 CMI. 12.500 0 Alaska, LLC 100.00000% Stengl HAK#51321000 Darlene M. Ronk 25 )MI. 12.50po HAK#51322WO Judith Ballentine 25. W% 12.5000 Nintlmik Unit Exhibit A Updated: IY252018 Page 45 of48 Tract 178 Tract Legal Description Tact eaeH TIS3 1.0000 HAK# 1031601 Section on 113: Lot 3, Block I, Red BIuR'Tenace Subdivision Addition No. 1, Plat #86-56 BAR # 1033557 Mineral Owner Canclee Pickett John L. and Nancy E. Stang] Mineal Interest 25 00'0 25.00% Royalty ntORI Percent Owner 12.500°/, 12.500% Workingrg% RI Percentage Interest Ownership Hilcory Alaska, LLC Working Interest Owner 100.000007/, HAK#51321000 Darlene M. Rank 25.0 12.5007% 179 TIS-R74W Section 13: Lot 2, Block 1, Red BluffTemce Subdivision Addition No. 1, Plat #8&58 10000 HAK# 51322000 MAK # 591332 Judith Ballentine 25.007% David R. Kodysz and Jean 75 00°o R. Greganch 12.500% 12500% TIS-AI4W Section 13: Lot 2, Block 3, Rod BluffTcaace Subdivision, Plot #88-57 L6300 HAK 1031601 HAK # 316 Cmolee Pickett Janet M. and Robert C. Glucal 2500°0 75'007% 12.500% 12.500°0 HilOory Alaska, LLCIBO 10000000 % - 181 182 TIS -R 14W Section 13: Lot 3, Block 3, Red BbITTerrace Subdivision, Plat #8&57 TIS-R14W Section 13: Loh 1, 4, 5, 7 & 8, Block 1, Red BluffTenace Subdivision Addition Ne'] o. Plat #86-58 & Lot 4, Block 2 Rh Bluff Terrace Subdivision Plat #86-57 1 3000 9 25M HAK# 1031601 HAK # 1031601 unleash HAK # 1031601 HAK # 1033557 HAK # 51321000 Carole%Pickm25.00°0 Caroline Pickett Michael S. and Chary] B. Sutton Pickedolee Pick John L. and Nanay E. Strngl Darlene M. ROmk 25'00'0 75.00°0 25.00°%. 25.00°0 25 0070 12.500°/7 12.500% 12500°0 12.500% 12.500% Hilcory Alaska, LLC Hilcory Alaska, LLC Hllcorp Alaska, LLC 100.00000°0 100.00000% 100.00000% 182A T79-R1 Swoon 13 13 3: Lot 1, Block 3, Red Bluff Tcanse, bdivision Plat No. 86-57 2.6200 2.6200 HAK# 51322000 HAK# 1031601 HAK#51321000 Judith Ballentine Pickm Darlene M. RonkHdcorp 25.0070 25.0 50.00•/ 12500°/. 12.500°0 12.500% Alaska, LLC 100.00000°0 184 ITIS-R14W, S.M., Alaska Semon 13: Pherson Acres No 2, Lot 1, awarding to Plat 2002-16, Homer Recording District, Third Judicial District, State of Alaska; and 5.4240 HAK# 51322000 BAR # 591301 Judith Ballentine Richard Lee & Jeannie Lou Johnson 25.007/7 100.00% 12500% 12.500% Hilcory a, LLC Alaska, 100.00000°0 Pherson Acral No. 2, Tract B 1, according to Plat 200246, Homer Recanting District, Third Judicial District, State of Alaska; (Combined with prior Tracts 183 and 183A) Ninilchik Unit Exhibit A Updated: 1/2512018 Page 46 01`48 Tract Tract Legal Description 194A TIS-R14W 185 186 187 188 189 Tract Acreage Lease # Mineral Owner Mineral Royalty ORM Interest Percent On nor Section 13: Tract "A" afPherson Acres ' Subdivision, plat#H-2001-I9 HAK # 51323000 Tim and Kristine Mcerline ]5.00°0 12.500% unloosed. Carolee Pickett 25.Oq% TIS-R14W Section 13: State ofAlaka Highway project 12.2420 HAK# 1035905 State of Alaska, Number F-021-1(3), Pamal Number 011 g,et ADL# 390105 Department ofN.t.ml 100.00°0 12.SOW/o more particularly descnbed by meta and a Raourca bounds in a warmoy deed dated 6t. from Leonard Lee Catledge at m to the State of Alaska, recorded in Hook 33, Page 226 of the Homer Recording District TI SR I4W Section 13:A 1.77 acre tact oflandbeing 1.]700 _ SGteofAlask a' State of Alaska Highway Project Number F. ADL# 3901095 Department of Natural 100'00% 12.500°/ 021-1(3),y Number Resources described particularly dacnbed by mMa and bounds in met. a warmary da j dated 7/28/64 from Calvin C. Hsrtman rr ux [o the State ofAlasks, recorded in book 34, page 121 of the Homer Recording District M -RIM Section 20: Fractional GLO We 14 339.8600 HAK# 1031007StateofAlaska, inclusive&epartment SE/4SE/4; ADL# 389181 D ofNatuml 100.00% 12.500°0 Section 21: W/2NW/4; Raourca Section 29: Fractional NE/4N&4 & CLO Intl TIN-RI3W SM ORRI Working Perc0nlage Interest Ownership Hilcorp Alaska, LLC Hil.mp Aloka, LLC Hilemp Aloka, LLC Sec. I:SFl4NFJ &SE14& 564.4500 HAK# 1034384 State ofAlak SF/4SW/4 ADL# 590 a' 100.0w.12:5 Department ofNetural Hilcorp Alasa kLLC 3.25000p°o $ec. 12: NF14NW/4 & N/2NE/4, except that Raourca pert lymg above the line tartness, high tide TIN-R12W,S.M. Sec. 6: W/2 except that pan lying above the line ofinean high tide ----------------- T IS - R 13W Section 7: That Portion oftha Sterling 19'0000 HAK#591313 Avis Hardy Highway Right-of-WaY lying within the 100.00°0 12.500°0 W2SO4 containing 19 acres, more or less. Ninilchik Unit Exhibit A Updated: 1/25/2018 Hilemp Alaska, LLC Hilemp Alaska, LLC Hilemp Aloka, LLC Working Interest Owner o/ 100.00000% 100.00000% 100.00000% 100.00000% 100.00000% 100.00000% Page 47 01`48 Tract Tract Legal Description Tract A Acreage Lease M Mineral Mineral —� Royalty Owner Interest ORRI ORRI Percent 229 TIN-R12W, S.M. Owner Percents Section]: Aponionefthe NWl/4NEI/4 24.]4pp HAKk 591260 PeneloeJ. Maize P east ofthmore centerline Sterling 100.00°0 12.500°/ Mag Highway; mare particularly deae as Cela Subdivision, Plat 94466ed 94-06, and all iNo cer minerals underlying dedicated roads within the subdivision, excluding Tincts C -1A and C-tB of the Celia Subdivision, Addition 42, Plat No. 2012-53 230 TIN -RA 2W, S.M. Section]: Tracts C-JAaad C-lBof Celia 3.8540 F1AKk 591236 Iemes C. Kruse and Linda 100.00°012.500% Subdivision, Addition a2, Plat No. 2012-53 C. Kruse Total Unit Acreage 25,909.1684 Ninilchik Unit Exhibit A Updated: 1/2512018 Working Interest Ownership Hiletap Alaska, LLC Hilcory Alaska, LLC Working Interest Owner Uncommited Hilcory Alaska, ILC Working Interest Owner % 100.00000 0 10000000% Net Acres Unit% 663.751 2.56% 25,245.4174 97.440% Page 48 of48 M2/9Z/l pa4epdn %00000'006 OVOW606`5Z 1e3o13!ufl %Z09£Eb'EL p�9£� 8 %b6L998 9 00099 6L9'L spuel as j palUaled -oul 'Uo!6a�{ %9z9z9s z 0009£ L99 spuel lalul i00O %b8L6bZ'LL OOZ£ L �9 L0'OZ sa pue l >! se Ido /�lIS1aAlU(j %b68a68 0 00006 Z£Z spuel emsely to alels spuellejapa-j 11Nn j0 S3MO N dIHS213NMO aNV-j 3OViN3O83d diLlsieumo 3!un N!4ol!u!N NI ul a6eajoe l!un salelnl!deoaj abed tiewwnls 6u mo qg IIo l a 41 960Z `Z JagwanoN an!l3a}j3 V)IS` -IV 'Honowe v-inSNIN3d ItVN3M 11Nn NIHOIININ 3E)Vd ,kNvWwns 11Nn 3 MV 0-M.. 8.s ,Cretlile: Cantem may mtretlen Natbnal Genare�Ka cmmt M -p alley Scurc¢s: 4 3 2 C'a^Y2Mic. Esa, UeLa,me. HERE. UNEP - 1 6 3 +u !f f 9 9 10 11 12 > 8 5 !0 15 J f 16 15 14 13 18 17 16 15 >!f S002 013W 23 24w . 22 J suaouw 1. y;� \y A,..fD ail 28 27 28 25 27 O � " Han �[n 33 34 35 5 4 4 5 8 9 10 5 13 18 n 13 18 17 16 15 001NO 4W 3 24 10 S00 N012 24 9 20 21 22 27 26 25 0 2 2B 28 2% M 35 .yam 3° 36 31 32 83 X1 4 2 1 G 5 4 3 Legend 9 10 li- 9 10 a Cook Inlet Shoreline 10 �r.,_.. Oil and Gas Unit Boundaries 1 - - -Tract 17 16 Owner Type 15 14 IN S001 013W CIRI 15 1 22 24 1q 20Federal r zz zs Private 22 27 26 25W 29 23 28 2J 26 University 27 3 35 30 31 32 3 Unleased 35 38 31 32 83 W Ninilehik Unit Overview MEP Date: 1252018 Effective 0 November 2, 2016 t 1 t / 2 - —T S002N 13W 25 30 NixUnit Exhi11 bit B Effective 161eorp Alaska, LLC November 2, 2016 Map Dam: 1/25/2018 17 16 2 20 S002NO12Wq33B' 2 11;6:MP 22 187 32 NINILCHIK 23 UNIT 33C 33B33D 33A-1 34 37 I 9 35 28 27 117 MP 36 39 Sterling Highway Tract Owner Type Slate — Cook Inlet Shoreline CIRI University Oil and Gas Unit Boundaries Federal ®Unleased OPrivate Nink ik U,ii! Page 1 of B N State Plane Zone 4 NAB 1927 (feet) 0 1,000 2,000 3,000 eel Y 13 16 i A i ( r i to 24 1 t / 2 - —T S002N 13W 25 30 NixUnit Exhi11 bit B Effective 161eorp Alaska, LLC November 2, 2016 Map Dam: 1/25/2018 17 16 2 20 S002NO12Wq33B' 2 11;6:MP 22 187 32 NINILCHIK 23 UNIT 33C 33B33D 33A-1 34 37 I 9 35 28 27 117 MP 36 39 Sterling Highway Tract Owner Type Slate — Cook Inlet Shoreline CIRI University Oil and Gas Unit Boundaries Federal ®Unleased OPrivate Nink ik U,ii! Page 1 of B N State Plane Zone 4 NAB 1927 (feet) 0 1,000 2,000 3,000 eel I 117 MP j fYj 38 39 25 30 29 28 27 MP °o S002 NO13W I 01 z 1 � 31 °S N32 34 r— UN 3(7 25 25 46z ( 3 J 119 MP 46 047 12 _ 50A s 49- S001NO12W 49A \ 50 [ 26 8001N 13W SIA \ 54 3 as I I I 52 53 120 MP 53A I I 188 59 Ninilehik Unit Exhibit B Stedin9 Highway y Tract owner Type vP � Slate Page 2 of 6 2 /Yn Effective Cook Inlet Shoreline O CIRI � University State flans Zone 4 NAD 1927 (feet) Ilileerp Alaska, 1A.0 November 2, 2016 Q Oil and Gas Unit Boundaries Federal ® Unloosed Map Date: 1/252018 O Private 0 1,000 2,000 3,000 1IIIIIIIIIIIIIIIIIiiiFetd Map Date: 1/252018 44E 44C-2 S002N012W 44F 44Z 44c NAE 41 NINILCHIK 94AC 44Y UNIT 44f i 31 1 ML l Map Date: 1/252010 44D i a 1 j 44N 44 { 44P /f 42 940 NiExhi k Unit o Page 3 of B Sterlin Hi hws Tract Owner Type Exhibit B 9 9 y � data Effective — Cook Inlet Shoreline CIRI university State Piano Zone 4 NAD 1927 (feet) Ifilarrp Ahtska. LLC November 2, 2016 O Oil and Gas Unit Boundaries Federal ®Unloosed Map Date' 125/2018 O Private 0 290 580 870 Feat 45AG 95AF "'^a 45AB 45AD 45B 45AA OSC (y! qM 45 45S 450 45V ISZ 45D ..., 45E 45Q 4511 45W 45P 29 45F 24 450 45M 4W 45G 45L SH 45I 45K 45K 118MP 40 453 140.2 44B -A1 44E 44C-2 S002N012W 44F 44Z 44c NAE 41 NINILCHIK 94AC 44Y UNIT 44f i 31 1 ML l Map Date: 1/252010 44D i a 1 j 44N 44 { 44P /f 42 940 NiExhi k Unit o Page 3 of B Sterlin Hi hws Tract Owner Type Exhibit B 9 9 y � data Effective — Cook Inlet Shoreline CIRI university State Piano Zone 4 NAD 1927 (feet) Ifilarrp Ahtska. LLC November 2, 2016 O Oil and Gas Unit Boundaries Federal ®Unloosed Map Date' 125/2018 O Private 0 290 580 870 Feat 2 S01121,1013W I S002N012W32 ss ss 31 ZMP46 2 1 f i 3 - 46 047 12 50A 49 49A ` 50 26 51A � 48 NINILCHIK 1 I UNIT 3 52 53 53A 1,20 MP S001Ndl3W 1A8 62 G2 56 59 55 54 60 62A 61 56 62B 63 58 57 66 229 ) 3 15A z3o -� i 1 f 12 70 67 68 69 13 121 MP I I I is 71 I Ninilchik Unit Exhibit B Sterling Hi hwa Tract OwnerT e 9 9 y Type state NinilcMN Nnil "" DVB1V10w Page 4 of 0 .. Cook Inlet Shoreline URI - N Effective UnNers ty Stale Plane Zone 4 NAD 1927 (feet) Fliienep Alaska. LLC November 2, 2016 O Oil and Gas Unit Boundaries O Fetle2l ®Unleasetl Z7 Map Date: 12512018 O Private 0 1,000 2,000 3,000 Feet - 17 9 10 11 I I I I I I .S 3 14 I 12 1 1 I I 13 5 1 I I v S001N01OW { I I I UNIT I I � j I I I 1 I I j 4 21 ?2 2 20 6 16 1 72 124 MP I i 1 7 I 29 1 28 27 _ 26 1 25 Ninilehik Unit Starting Highway Tract Owner Type s'ae Irain Page 5 or e Exhibit B Cook Inlet SSoreiine O CIRI University lel Effective �� Y Stale Plane Zone NAD 1827 (feel) llilmrp Alci LLC November 2, 2016 O Oil and Gas Unit Boundaries O Federal ® Unleased Map Date: 1125QOIB O Private 0 1,000 2,000 3,000 Feet I 22 I I 2. I 78 125 MP f 0 29 JA 4 27 ,7 79 8 26 6 ROA S001N013W >- - 80 B0 SOE NINILCHIK 93 ROU 8OB 80 UNIT 94 s 98 95 0 28 0966 39B 096A I i 87 126MP 8889A -_- � I i I , I 115 I I 1 I f 114 113 32 33 112A 31 112 35 I112C 29ll0 \ 127 MP I l0Y 008\ 17 105 106 4 103\\ 102 6 1 11918 I 134 00 99 120 = 101 30 S001S014W g 121 30A S001S0 3W 4 3 Ninilchik Unit rix Urst "° OVCrv1"" I, Exhibit B � Sterling Tract(TxnerTYPe � Slate CIRI Page 6 of 6 N Cook Inlet Shoreline University Y Stale Mane Zone 4 NAD 1921 (feet) Ifil.,I, Alncka. LLC November2,2016 Oil and Gas Unit Boundaries Federal ®Unleased Map Date, 1/251201° O private 0 1,000 2,000 3,000 Feet 5001N014W 31 6 1 32 S001NO13W Liz 134"' 3 00 99 3s 1201 101 0 - — — ---- — -- - 121 30A 122 133 116 f 123 1290 132 124 125 128 126 117 131 127 136A 1 O 1313814 136AA 30 10 6 I 139 1366 136C 4 c 135 136 144 10 141A 145 142 NINILCHIK - - - - UNIT _ --- _-146 S001 SO14W 146 129'MP 31 30 8 147 15 10 159 8 30 9 7 152 154 /6 150 151 149 149 130 160 MP 153 156A� 162 156 11 13 131 MP ' 161 17 1A24 \ 163 180 92A Ninilehik Unit Exhibit B Sharing Highway Tract Owner Type State „II ,FUn.I b1dj °eG°'°w Page 7 of 8 b Cook Inlet Shoreline OCIRI N Effective Unrversit Y Stale Plana Zone NAD 1927 (feet) llilrorp AlnFke. LLC November 2, 2016 O Oil and Gas Unit Boundaries Federal ® Unleased Map Date: 1/25/2018 O Private 0 1,000 2,000 3,000 Feet 10 I I I u 12 NINILCHIK UNIT 30 148 149 50151 152 149 130 MP 153 146 �- 147 154 �yjp .+ 162 156 /1 S001 SO14W31 131 MP 161 tR2n\, 163 6A S001 13W ao \ 82 1R1 176 177 182f 76 176 182 tl 14 1"15�� 173 $ 9 is 176C 170 174 5 182 69-,1168 167 166 184A 9 168 73 6 184 170 lot 168 172 173 165 1 164 � 132-MP 1 22 23 24 � I I 19 im c 1 Unit Exhibit B Stedln Highway Tract Owner Type State Muamp cOhveertumaix Page 8 of 8 N Effective — Cook Inlet Shoreline CIRI University State Plane Zane 4 NAD 1927 (feet) Ililenrp Alaake. IXC November2,2016 O at and Gas Unit Boundaries Federal ®Unleased Map Date: 1/252018 O Private 0 1,000 2,000 3,000 Feet Susan Dionne Paxton PA Fxhibit C Updated: 1/25/2018 Page I of 3 Exhibit C Susan Dionne Paxton Participating Area Ninilchik Unit Effective November 1, 2014 Tract Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 006 TIN - R UW, SM, 80 WW HAK41031008 3.7428512% StateofAlaska, IW 00% 12.500°/ Hilcorp Alaka, LLC 10010000°. Section 31: S/2SE/4 ADL# 389180 DepanmentofNatwal Resources 008 TI S, R I4W, S.M. 1,055.7800 HAK# 1031009 49.3953424% StateofAlaska, 100.00% 12.500% Hilcorp Alaska, LLC 1: ADL# 384372 Department of Natural 10000000'. NFJ4SSectio N&45W/4 & 5/2SW/4 & S=W/4& Resources SFl4NW/4 (485 annot Section 12. SF/4SF14 and all tide and submerged lend (570.78 acres) 010 TIS, R I3W, S.M. Section 6: All tide and submerged 5104800 HAK#1030481 23.8831332% StateofAlslar, ]00.00% 12.500°. V. Paul Gnaws 3000000% HilcwpAlaska,LLC 100.00000% land lying within the W/2& ADL # 359242 Department of Natural Resources Tucson Ltd 1.000000°. W/2SF4&S&4SFJ4&SW/4NPJ4 James W. White 3.500000% (430.48.); James L Thurman 3100000°/ Section 7: All tide and submerged land (80.00 ac) 02I TIS - R 13W, S.M. 30.9100 HAK# 1033481 1.4461441% University of Alaska 10000% 12.500°. Hilwrp Alaska, LLC Section 7: Lot 4 UA # Ninilchik 100.00000°. Tract #2 030 TIS, R 13W, S.M. 2147800 HAK# 1031005 10.04861%% Cook Inlet Region, Inc 100.00°. 20.000% Hilcorp Alaska, LLC Sec 7: GLO Lot 1, GLO Lot 2, CIRI q C-061505 100.00000% GLO Lot 3 and S W/4NF14 (18154 acres); TIS, R14W, S.M. Section 12: OLD Lott (33.24 acres) 145 T1 S,R 13W, S.M. Section & GLO Lot 2 49.5200 HAK# 1030482 23168249% Paul Dionne 50.00% 16.670% Intrepid Production Con3.333330% Hilcarp Alaska, LLC 100.00000°. Hardy Hutto 2.000000°/ HAK# 1030482 Susan Dionne-KaRke 5000% 16.670% Susan Dionne Paxton PA Fxhibit C Updated: 1/25/2018 Page I of 3 Susan Dionne Paxton PA Exhibit C Updated: 125/2018 Page 2 of 3 TractWorking Tract Mineral Mineral Royalty ORRI ORill Working Tract Tract Legal Description Acreage Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner 146 TIS -R 13W,S.M. Section 7: NFANE/4 40.0000 HAK# 1030482 1.8714256% Paul Dionne 50.00% 16.670% Intrepid Production Cm5333330% Hilcorp Alaska, LLC 100.00000% HAK# 1030482 Susan Dionne - Kaffke 5000% 16.67W 147 TIS -R 13W, S.M. 400000 HAK#835362 1.8714256% CarlWand Linde E. 20.00% 12,50000/a Section 7: SU4NE/4 Kinkead Hilcorp ke, LLC Alaz 100.00000% HAS # 833999 David Ray Reaves and 2000% 12.500% Sherry Ann Reaves HAK# 1031354 (Anda Marie McCool 20.00% 12.500% HAK91031353 Paul Joseph Reason 2000'< 12.500% Estate FAR 91031355 Ward Randall Gilley 20.M% 12.500% 148 TIS-R13W, S.M. 8]240 HAK# 1030708 040815791,16 James R. Sabrovrld and 5000°/ 12.500% Section 7: That part of the Susanne E. Sabrowski Hilcorp Alaska, L[A: 100.00000% NE/45W/4 more particularly described as Lot 1 of Tiernan HAK# 1030708 Leonard&famous 50.00% 12.500% Subdivision as platted in Plat #11-85- Sabmwskl Revocable 129 Living Trust 149 TIS - R 13W, S.M. 23.5930 HAK#591294 1.1038136% Forgxmenot, LLC 10000% 12500% Section 7: All of the Nl14SW4 Hilcorp Alaska, LLC 100.00000% Exceptl.m 1 ofTieman Subdivision, Plat No 85-129, Homer Recording Distrix, and Except that portion of E'kE%NE'GSAr/, Plat No. 86-16 BS, lying with of Sterling Highway 150 TIS - R 13W, S. M. 7.6500 HAK#830117 03579101% Boyd Daniel Lament IM.00°0 12.500% Section 7: That pan of the Tiemnn Hilcorp Alazka, LLC 100.00000% Subdivision, Plat #H-85-129 a/d/a FR NE/4 NFJ4 SW4 and that part of the M SEAN 4SWA lying north of the northerly right of way line of the Sterling Highway. Susan Dionne Paxton PA Exhibit C Updated: 125/2018 Page 2 of 3 Susan Dionne Paxton PA Exhibit C Updated: 125/2018 Page 3 of 3 Tract Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner 151 TIS - R 13W, S.M. 22.0920 HAK# 591210 10335883% Kenai Peninsula Borough 100.00°0 12500% Section 7: That pan ofthe AKA k KPB #l2- Hilcory Alaska, LLC 10000 00 0°/, NWASEA lying north of the 0816-00 Sterling Highway, less and except that pan described az Wt 1 of Aurora Vista Subdivision platted in Plat #H-96-13 152 TIS - R 13W, S.M. 12900 HAK4591302 00603535% Aurora Communications 100.M% 12.500°h Section 7: That pan of the International, Inc. Hilcory Alaska, LLC 100.00000°0 NW14SE/4 lying north ofthe Sterling Highway more particularly described as Lot 1 of Aurora Vista Subdivision planed in Plat #H-96-13 153 TIS - R 13W, S.M. 7.1510 HAKA59130 0.3345641% Kathleen McConnell 66.67%° 12500% Section 7: That pan of the Hilcory Alaska, LLC 100.00000°/. NW/4SF/4 tying south of the Sterling Highway HAK # 59I308 Jeanne Potter 33.33% 12.500°/ 162 TIS - R 14W, RM. 35.9800 HAK91035971 1.6833473% Charles E. Gates 20.00% 12.500'o Section 12: Lott Hilcory Alaska, LLC 100.000001/. HAK# 1035972 George A. and Patricia 20.00°/ 12.500%. Crete. HAK# 1035970 James B. and Patricia 20.00% 12.500% Webster HAK# 1035974 L R. and Katherine Lunnc2000,6 12.500% HAK # 1035973 RobertL and Cara) A. 20.00% 12.500% Wilson 189 TIS-RI3W,S.M. 9.4580 HAK#591313 04424986% Avis Hardy 100.00% 12.500°o Section 7: That portion of the Flilcory Alaska, LLC 100.00000°0 Sterling Highway Right -of -Way lying within the NW/4SF✓4 Total PA Total Tract Working Interest Acreage Percentage Owners 2,137.408 100,000000°e PA UncommittM 0.000000% Hilcory Alaska, LLC 100.000000% Susan Dionne Paxton PA Exhibit C Updated: 125/2018 Page 3 of 3 Susan Dionne Paxton Participating Area Ninilchik Unit Effective November 1, 2014 RECAPITULATION BY LAND CATEGORIES LAND OWNERSHIP State of Alaska Lands University of Alaska Lands Cook Inlet Region, Inc. Lands Kenai Peninsula Borough Patented Fee Lands TOTAL: Susan Dionne Paxton PA Exhibit C Last Update: 1/25/2018 PERCENTAGE ACRES OF PA 1,646.260 77.021327% 30.910 1.446144% 214.780 10.048620% 22.092 1.033588% 223.366 10.450321% 2,137.408 100.000000% 35 S001N014W 31 S001N013W 32 33 i 128 MP 5 L 3{' 6 10 +' SD 1S013W S 01S014W 145 Susan Cionne S Paxto PA - - 146 129 MP 30 147 12 11 g 7 152` I I d6\ 149 150 151 J 149 S139 MP 153 I I 8 27 162 I 14 13 _ 8... 17 wn�v.�,mbw Ninilchik Unit — Sterling Blghway Exhibit D � Susan Dionne - Paxton - cook Inlet shoreline t;N) g PA Boundaries Participating Area Q State Plane Zone 4 NAD 1927 (feel) T l liloogr A4�.ku. I,LC Map Date. 112512018 0 1,5D0 3,00!1 est Grassim t3ako1koff PA Exhibit C Updated: l/25/2018 Page 1 of 1 Exhibit C Grassim Oskolkoff Participating Area Ninilchik Unit Effective November 1, 2014 Tract Trac[ Legal Description Tract Acreage Tract Mineral Mineral Royalty ORRIORRI Working Working Lease q Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 003 TIN-R13W, S. M. Section 14: S/2NW/4& 680.0000 HAK# 1034385 35.4166667% StatcofAlaska, 100.00% 12.500% Hilcory Alaska, LLC 6.500000°. Hecorp Alaaka, LLC ADL 389737 Depenment of Natural 100.00000% NW/4SW/4; Resources Section 15: AIIofSection,except the W/21W/4 004 TIN-Rl3W,S.M. 520.0000 HAK# 1031010 27.0833333% StateofAlaska, 100.00% 12.50 Section 22: W/2&W/2NEA4; ADL# 384305 Depamnrn[ofNatuml Hilcory Alaska, LLC 100.00000% Section 27: W/2NWA& Resources NW/4SW/4 006 TIN-R13W,S.M. 720.0000 if R# 1031008 37.5000000% State of Alaska, 100.00% 12.500% Section 21: NE/4NR/4&S/2NE/4 ADL# 389180 Department of Natural Hikmy Alazke, LLC 100.00000 0 & SEA & SE14SWA; Resources Section 28: IV= &NE/4& E/2NW/4 Total PA Total Tract Working Interest Acreage Percentage Owners 1,920.000 100.000000°. PA Uncommitted 0000000% Hilcory Alaska, LLC 100.000000% Grassim t3ako1koff PA Exhibit C Updated: l/25/2018 Page 1 of 1 Grassim Oskolkoff Participating Area Ninilchik Unit Effective November 1, 2014 RECAPITULATION BY LAND CATEGORIES: LAND OWNERSHIP State of Alaska Lands TOTAL: Grassim Oskolkoff PA Exhibit C Last Update: 1/25/2018 ACRES 1,920.000 PERCENTAGE OF PA 100.000000% 1,920.000 100.000000% 118 a 17 20 29 9 10 25 Niomk omi Ninilchik Unit — stenm9 Highway ew Exhibit D Grassim Oskolkoff cook meat snoraime N Participating Arca Q pq Boundaries State Plane Zone a HAD 1927 (feet) I a,rp Ahrku. LLC Map Date: 112512018 0 1,900 3,800 Feel 12 i 13 j f 25 Niomk omi Ninilchik Unit — stenm9 Highway ew Exhibit D Grassim Oskolkoff cook meat snoraime N Participating Arca Q pq Boundaries State Plane Zone a HAD 1927 (feet) I a,rp Ahrku. LLC Map Date: 112512018 0 1,900 3,800 Feel Exhibit C Falls Creek Participating Area Ninilchik Unit Effective April 1, 2017 (Retroactive to first production) Tract Tract Legal Description Tract Acreage Lease # Tract Percentage Mineral Owner Mineral Interest Royalty Percent ORRIWorking ORRI Owner Percentage Interest Ownership Working Interest Owner % 003 TINion 6: T S M. section 6: Thing 43,76W HAK # 1034385 4 8210660°. State ofAleaka 100.00°0 12.500°. Hilcory Alaska, LLC 6.500000°. bel th Swnhig4itle belowthe line of ADL# 389]3] Department of Natural Hilcory Almka, LLC 100.00000% mean high tide Resources TIN-R13W,S.M. Section 1: NEASW/4 015A TIN-13W,SM. Section 12: That pan of Lot 1 10.2300 HAK# 1034934 1.1270450% Bureau of land 1(x(KyK 12.500°. May, Lynne Moellering0.0500W o lying in the NE/4N 4 AKA # A-024399 Management Hilcory Alaska, LLC 100.0000^/, Kevin Macintosh 0.050W0'o Hilcorp Alaska, LLC 3.250000% Dustin D. Ealand 0050000°0 Dorothy Anne Dedrick 0.100000% Charles Delaney Ealan ..350000% Ann L Edwards 0350000% AlineL Mendez 0.050000°/. Falls Creek PA Exhibit C Updated: I/25/2018 Page 1 of 10 Tract Tract Legal Description Tract Acreage Lease q Tract Percentage Mineral Owner Mineral Interest Royalty ORRI Percent Owner ORR1 Working Percentage Interest Ownership Working Interest Owner % 048 TIN-Rl2W,$M. 26700 11 K4 1034912 0.2941560% Brigitte Thebaut 16.67% 12.500% T Section 6: Tract #1 of Udelhoven Hiiwrp Alaska, LLC 100,00000% Subdivision (Plat NH77-70), a part ofgovemment Lot 2 HAK # 1034912 Shirley J. Cox 16.67% 12,500% HAK# 1034912 William Wade& 1667/. 12.500% Kimberly Dawn Steik HAK# 1034912 Ann Marie Davis 833% 12.5W% RAK# 1034912 Dawn M. Dutton 8.33% 12.500% HAK91034912 Jennifer Linann 833% 12.500°/. WiNerspohn HAK# 1034912 Jesse Udelhoven 833% 12500% HAIL# 1034912 Sandra K. Udelhoven- 8.33% 12.500%. Taylor HAKa 1034912 Hanna Kegler Udelhoven 4.170 12.500°o HAK# 1034912 Mianda Manly. 4.17/. 12.500% Udelhoven Falls Creek PA Exhibit C Updated: 1/25/2018 Page 2of 10 Tract Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Leasee Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % U49 11N-K12W, S.M. 299500 Section 6: Tract 2, 3, 5,6 and 7 of HAK# 1034912 32996100% James Udelhoven and 2500% 12.500°o Hilcorp Alaska, LLC 6.500000% Hdeorp Al.ka, LLC 10000000°/ Udelhoven Subdivision (Plat #H77- Barba. Karen Udelhoven, h/w 70), a part of government Lot 2, less that pan ofT.cts 2 and 3 lying HAK # 1034912 Brigitte'D ebaut 16.67% 12.500% outside the SW/4NF/4 and also any mineral rights lying under the HAK# 1034912 Shirley J. Co. 1667% 12.500°0 roadbed of the Sterling Highway right»fwaypassingthmugh GJA Intl HAK#1034912 William Wade& 16.67% 12.500°0 Kimberly Dawn Steik HAK# 1034912 Ann Marie Davis 4.170/6 12.500% HAK # 1034912 Dews, M. Dutton 4.17% 12.500'0 HAK# 1034912 Jennifer Linarm 4.170/6 12.500% Wiede.pohn HAK # 1034912 Jesse Udelhoven 4,17% 12.500% HAK # 1034912 Sandra K. Udelhoven- 4.17% 12.50014. Taylor HAK# 1034912 Hanna Koper Udelhoven 2.08% 12.500% HAK41034912 Miranda Marilyn 208% 12.500% Udelhoven Falls Creek PA ahibit C Updated: 1/25/2018 Page 3 of 10 Tract Tract Mineral Mineral Royalty ORRIORR7 Working Working Tract Tract Legal Description Acreage Lease k Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % U49A TIN-R12W, S. M. IMM HAK# 1034912 02203410°/ lames Udelhoven and 25.00% 12.500% Section 6: That part of Tracts 2 and Barbara Karen Hilcorp Alaska, LLC 100.00 3 of Udelhoven Subdivision (Plat Udelhoven, low #H77-70), lying outside the HAK# 1034912 Brigitte Thebaut 1667% 12500% SW/41 E4 HAK# 1034912 Shirley J. Cox 1667% 12500% HAK# 1034912 William Wade& 1667°/. 12.500% Kimberly Dawn Steik HAK# 1034912 Mn Marie Davis 4.17°/. 12.500% HAK # 1034912 Dawn M. D.R. 4.17% 12.500% HAK# 1034912 Jennifer Linann 4.17% 12.500°/ Wiederspohn HAK # 1034912 Jesse Udelhoven 4.17% 12.500% HAK# 1034912 Sand. K. Udelhoven- 4.17% 12500% Taylor HAK# 1034912 Hanna Koger Udelhoven 2.08% 12.500% HAK# 1034912 Miranda Marilyn 108% 12.500% Udelhoven 050 TIN.R12W,S.M. Section 6: That ofTmet 4 of 362M HAK# 1034912 0.3988180% Jennifer Linenn 50001. 12.500% Hilcorp Alaske,Ll,C 6.500000% Hilcorp Alaska, LLC 100.00000°0 pat Wiederspohn Udelhoven Subdivision lying within the SW/4NF14 Hp R 1034912 Sitt Braids, Thebaut 16.67% 12.5W% HAK# IW4912 William Wade& 1667°/. 12.500% Kimberly Dawn Sleik HAK# 1034912 Aid, J. Co. 16.67% 12.500Y. 050A TIN-R12W,S.M, Sections: That 2.6700 HAK# 1034912 02941560% Jennifer Linann 50.00°0 12500% Hilcorp Alaska,LLC 3.250000al. Hilcorp Alaska,L[.0 100.00000°0 paeofTrect4of Udelhoven Subdivision lying Wiederspohn outside the SW/4NB/4 HAK# 1034912 Brigitte Thebaut 1667% 12.50% HAK# 1034912 William Wade& 16.67% 12.500% Kimberly Dawn Steik HAK# 1034912 Shirley J. Cox 16,67% 12500% Falls Creek PA Exhibit C U dated: l/25/2018 P Pege4of 10 Falls Creek PA Exhibit C Updated: 1/25/2018 Page 5 of 10 Tract Tract Mineral Mineral Royalty ORRIORRI Working Working Tract Tract Legal Description Acreage Lease k Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % 051 TIN-R121V, S.M. 0,9100 HAK# 1034850 0.1002550% Jan Elaine Vanderbih 33.33% 12.5001. Hilcorp Alaska LLC 6.50000000/a Hiccup Alaska, LLC 100.00000'0 Scetion6: That pmionofths north Revocable Trust, dtd 165' of the N2SE/4 lying vast of Nov 2006 the Sterling Highway HAK# 1034850 Diana L. Knauf Trust, 33.33% 12500% dtd May 9, 2003 HAK # 1034850 Latin Kerr 33.33% 12.5001/0 OSIA TIN-RI2W,S.M. Section 6: The North 165'.f GLO 2.3400 HAK# 1034850 0.25779901. Jen Elaine Vanderbilt 33.33% 12.500% Hilcory Alaska,LLC 3.250000% Hilcorp Alaska, LLC 10000OW% Lot Revocable Trust, dtd Nov 20M HAK# 1034850 Diana L. KneufTmst, 33.33% 12.500% dtd Mey 9, 2003 HAK# 1034850 Linda Kerr 33.33% 12.5001/0 052 TIN-RI2W, S.M. Section 6: That part ofNWASE/4 180000 HAK# 1033560 1.983071010 fl A. and IW.001. 12.500% Hi corp Alaska, LLC 100.000 lying cast of Sterling Highway Marguerite M. Pederson 053 T1N-RI2W, S.M. 210900 HAK # 1034913 2.3234980°. Harold Lce and Diane R. 100.00°0 12.5001. Hilcory Alaska, LAC 6.5000001/1 Hilwrp Alaska, LLC 10000000% Sonion6: That partcfN12SE/4 Pederson lying wea of the Sterling Highway, less and except the north 165 feet and that portion of the Staling Highway Right-of-Way lying within the N12SP/4 053A TIN-RI2W, S.M. Smtion 6: Lot 3 except the North 28.9000 HAK# 1034913 3.1839310% Harold Lee and Diane R. IW.00°6 12.5001% Hilcorp Alaska,LLC 3250000% Hilcory Alaska, LAC 100.000 165'thsrsof Pederson 056 TIN-RI2W, S.M. Section 6: SW/48Es4, less and 30.9010 HAK# 1034911 3.404383010 Charles Wayhaupt 18.75% 12.500% Hilcorp Alaska LLC 6.5000W1/1 Hilwrp Alaska,LLC 100.00000°. except Block 2, Lots 1 and 8, and Block 5,L t l of Clamma's Haven HAK# 1034911 David Weyhaupt 18.75% 12.5001/0 Subdivision, Plat 76-62 HAK# 1034911 James Reinhardt 1875% 12.500% HAK# 1034911 Thomas Weyhaupt 18.75% 12.5001. HAK q 1034911 Norma Jeanne Nichols 16.67% 12.5001. HAK# 1034911 Walt, G. Williams 8.33% 12.5W% Falls Creek PA Exhibit C Updated: 1/25/2018 Page 5 of 10 uou IIN-R12W, S.M. 29040 Section 6: Black 2, Lot 8 of Tract 0.3199360% John Stallone, Jr. Tract Mineral Mineral Royalty ORRI oRRI Working Working Tract Tract Legal Description Acreage Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest James Reinhardt 18.75% 12500//0 HAS 1034911 ]homes Weyhaupt 1875% 12.500% Ownership Owner % 059 TIN -1112W, S. M. Sxtion 6: Block 2, Lot 1 of 29370 HAK# 1034911 0=5710°o Charles Weyhaupt 18,75% 12.500% Hilcmp Alaska, LLC 6.500000% Hilcmp Alaska, LLC 100.00000°0 Cll am es's bdivision, Plat Haven Haven n Subdivision, 7 62, i t HAK # 1034911 rya David W h uP t 18,75% 12.500% HAK# 1034911 James Reinhardt 18,75% 12.500% HAK# 1034911 Thomas Weyhaupt 18.75% 12.500% HAK# 1034911 Veray H. Matthews 12.50% 12500% unleased kns H. and Annette 12.50% Hansen uou IIN-R12W, S.M. 29040 Section 6: Black 2, Lot 8 of ll K 1034911 0.3199360% John Stallone, Jr. 2500% 12.500% Hilomp Alaska,LLC 6.5000001/o Hilcorp Alaska, LLC 100.00000% Clannmens Haven Subdivision, Plat 1875% 12.50034. HAK# 1034911 Thomas Weyhaupt 7662, in the MSE/4 HAK# 1034911 Charles Weyhaupt 18,75% 12,50% HAK# 1034911 David Weyhaupt 18.75% 12.500% HAK# 1034911 James Reinhardt 18.75% 12500//0 HAS 1034911 ]homes Weyhaupt 1875% 12.500% of IIN-K12W, S.M. 32580 HAK# 1034911 0.3589360% Dennis Hedman 25.00% 12.500% Sxtion 6: Block 5, Lot 1 of Clammees Haven Subdivision, Plat J1AK µ 1034911 76-62, in the S/2SF/4 Charles Weyhaupt 18.75% 12.50M. HAK# 1034911 David Weyhaupt 18.75% 12.50010 HA ff 1034911 James Reinhardt 1875% 12.50034. HAK# 1034911 Thomas Weyhaupt 18.75% 12,500% Falls Creek PA Fxhibit C Updated: 125/2018 HiItmp Alaska,LLC 6.500000% Hil.mpa Alaska, LLC 100.00000% Pa8e6of 10 Tract Tract Mineral Mineral Royalty ORRI ORRI Working Working Tract Tract Legal Description Acreage Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % U62 f,N-R12W, S.M. 34.9880 Section 6: That part ofgavemment HAK# 1034911 38546500% Charles Wryhaupt 18.75% 12.500% Hilcorp Alaska, LLC 6.500000% Hilcorp Alaska, LLC 100.00000% Lot 4lying in the SF/4SW/4, less Block 1, Lot 9 and Block 2, i -on 3 HAK # 1034911 David Weyhaupt 18]5% 12.500% and 4 of Clammers Haven Addition No. 1 as platted in plat #H-78-25 HAK # 1034911 James Reinhardt 18.75% 12.50M. a/d/a That part of Block 1, Lot 4 and that part of Block 2 Lot 1 lying in the SFJ4SW/4 and all of Block 1, HAK# 1034911 Thomas Wryhaupt 18.75% 12.500% Lacs 5-8 (inclusive) and 10-16 (inclusive) and Block 2, Inas 2, 5 and 6 and any interest inroad ways HAK # 1034911 Nonny Jeanne Nichols 1667% 12.5000/6 and easements dedicated to public HAK# 1034911 Walter G. Williams 8.33% 12.500% asein the Clammem Haven HAK #1034911 Walter G. Williams 8.33% 12.500°/ Addition No. I .platted in plat # HAK# 1034911 0.4914710% Eduard C. and Myrna 25.00% 12.500% Hilwrp Alaska,LLC 3250000% Hilcorp Alaska, LLC H-78-25 C. Greene 10000000% U62A TIN-R12W,SM, 12.1100 Sec 6: Those parts of Clamm= HAK# 1034911 1.3341660 Charles Weyhaupt 1875% 12.500% Hilcorp Alaska, LLC 3.250000% Hilcorp Alaska, LLC 100.00000°/ Haven Addition No, I (plat H-]8- 25), described as all oH31.ok 1, Lot HAK # 1034911 David Wryhaupt 1815% 12.500% 2 and those parts of Block 1 , Lot 4 lying outside the SE/4SW/4 AND HAK# 1034911 James Reinhardt 18.75% 12.50091. those parts of Block 2, Lot 1 lying outside the SFJ4SW/4 and all minerals underlying dedicated roads HNC# 1034911 Thomas Weyhaupt 18.75% 12.500% and easements lying outside the SFJ4SW/4 (a part of GLA Jut 4) HAK # 1034911 Noma Jeanne Nichols 16.67% 12.500% HAK# 1034911 Walter G. Williams 8.33% 12.500% 06M TIN-R12W, S.M. 4.4610 Sec HAK# 1034911 0.4914710% Eduard C. and Myrna 25.00% 12.500% Hilwrp Alaska,LLC 3250000% Hilcorp Alaska, LLC 6: Those parts ofClammem C. Greene 10000000% Haven Addition No, I (plat H-78- 25),described asall ofB].k1,to HAK# 1034911 Charly Weyhaupt 1875% 12.500% 1 (a pan oPGLO Lot 4) HAK # 1034911 David Weyhaupt I8 75V. 12.500% HAK# 1034911 James Reinhardt 18.75% 12.500514 RAK # 1034911 Thomas Weyhaupt 1815% 12.500% Falls Creek PA Exhibit C Updated: 1/25/2016 Page ]of 10 Falls Creek PA ahibit C Updated: 1/25/2018 Page 8 or 10 Trac[Tract Mineral Mineral Royalty ORRI OR Working Working Tract Tract Legal Description Acreage Lease Leaq Percentage Owner Interest Percent owner Owner Percentnt age Interest Interest Ownership Owner % 062C TIN-R12W,S,M. Sec 6: Those pans of Charmers, 29920 HAK# 1034911 0.3296300°/ Keith C. and Fl ore D. 25.00% 12.500% Hilcorp Alaska, LLC 3.250000% Hilwrp Alaska, LLC 10000000°, Haven Addition No.I (plat H-78- Lovejoy 25), described as all of Block 1, Lot HAK # 1034911 Charles Weyhaupt 18,75% 12.500°6 3 (a part ofGLO Lot 4) HAK# 1034911 David Weyhaupt 18.75% 12.500% HAK# 1034911 lames Reinhardt 18.75% 12.500116 HAK 9 1034911 Thomas Weyhaupt 18.75% 12.500% 063 TIN-R12W,S.M. Scotian 6: That part of Government 1.6990 HAK# 1034911 0.1871800% Michael and Marjorie 25.00°0 12.500°/a Hilcorp Alaska, LLC 6.500000% Hilcorp Alaska, LLC IOO.DOWMI Lot 4 more particularly described as Bim, Block 2, Lot 4 of Clammcrs Haven HAK# 1034911 Charles Weyhaupt 18.75% 12500% Addition No. 1, as planed in plat # H-78-25 HAK# 1034911 David Weyhaupt 18.75% 12.500% HAI(# 1034911 James Reinhardt 18.75% 12.500°/ HAK# 1034911 Thomas Weyhaupt 16]5% 12.500% 064 TIN-R12W, S.M. Section 6: That pen ofGovemment 1.7410 HAK# 1034911 0.1918070% Michael and Marjone 25.00% 12.500% Hikorp Alaske.LLC 6.500000% Hilcory Alaska, LLC 100.00000°0 Lot 4 more particularly described as Bim, Block 2, Lot 3 ofClammers Haven HAK # 1034911 Charles W ayhaupt 18.75% 12.500% Addition No. 1, as planed in plat # H-78-25 RAN# 1034911 David Weyhaupt 18.75% 12.500°0 DAR# 1034911 James Reinhardt 18.75% 12.500% HAK # 1034911 Thomas Weyhaupt 18.75% 12.500% Falls Creek PA ahibit C Updated: 1/25/2018 Page 8 or 10 Trac[ Tract Legal Description Tract Acreage 57.7789820% Trac[ Mineral Mineral Royalty ORRI ORRI Working Working Sec. 12: N/2NF14, except that part Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest tide; TIN-R12W, S.M. Ownership Owner% 065 TIN-R12W, S.M. Section 6: That part of Goverment 1.5720 HAK91034911 0.1731880% Charles Wryhaupt 18.75% 12.50016 Hilcorp Alaska,LLC 6500000/6 Hilcory Alaska, LLC 100.00000% lut 4 more particularly described as 229 TIN-R12W, SM. 24.7400 HAK#591260 2]256210% Penelopel. Matte 100.00% 125007. Smtion 7: A portion ofthe Block 1, Lot 9 of Charmers Haven HAK# 1034911 Hilcory Alazka, L1,C David Weyhaupt 1875% 12.500'6 Addition No. 1, az platted in plat k more Particularly described as Celia H-78-25 Subdivision, Plat No. N46, and all HAK# 1034911 lames Reinhardt 18.75% 12.500% murals underlying dedicated mads HAK91034911 Thomas Weyhaupt 1875% 12.500°6 Tracts C -I A and CAB ofthe Celia HAK# 1034911 Subdivision, Addition#2, Plat No. Carry Kruse 12.50% 12500% 2012-53 HAK41034911 Lama Kmse 12.50°0 12.5001/ lames C. Kruse end IW,0W.. 12.50016 Hilcory Alaska, LLC IOO.000pp1/o of Celia Subdivision, Addition q2, Linda C. Kmse Plat No. 2012-51 066 TIN-R12W, S M. 88.9360 HAK # 1031611 97981350/6 Eril and Frances 100.001/ 12 5W1/o Section 7: GovermentHitting Lot 2 and Bartolowits Page 9 of 10 Alaska, LLC 100.00000°/1 the NE/4NW/4, and a portion of the NW114NE 1A lying west of the centerhineofthe Staring Highway; Baa un-KUw,5M. 524.4500 Sa, L SP/4NE/4, SEA, HAK# 1034384 57.7789820% Stateof Alaska, 100.0011/. 12.5007. Hilcory Alaska,LLC 3.250000% Hilcorp Alaska, LLC 100.0000016 SE/4SW/4 ADL# 590 DepamnentofNatural Sec. 12: N/2NF14, except that part Resources lying above the line ofirom high tide; TIN-R12W, S.M. Sec. 6: W2 except that part lying above the line of mean high tide 229 TIN-R12W, SM. 24.7400 HAK#591260 2]256210% Penelopel. Matte 100.00% 125007. Smtion 7: A portion ofthe Hilcory Alazka, L1,C 10p.00000a6 34W 1/4NE1/4 lying east of the centerline ofthe Staling Highway; more Particularly described as Celia Subdivision, Plat No. N46, and all murals underlying dedicated mads wthin the subdivision, excluding Tracts C -I A and CAB ofthe Celia Subdivision, Addition#2, Plat No. 2012-53 230 TIN-R12W, S.M. 38540 Section7: Tracts C -IA and C -IB HAK4591236 0.4245980% lames C. Kruse end IW,0W.. 12.50016 Hilcory Alaska, LLC IOO.000pp1/o of Celia Subdivision, Addition q2, Linda C. Kmse Plat No. 2012-51 Falls Creek PA Exhibit C Updated: 1/25/2018 Page 9 of 10 Tract I Tract Legal Description Acreage Tract Mineral Mineral Royalty ORRI OR RI Working Working Lease # Percentage Owner Interest Percent Owner Percentage Interest Interest Ownership Owner % Total PA TOM] Tract Acreage Percentage Working Interest 907a83 100.000000% Owners PA % Uncommined 0.000000°0 Hilcorp Alaska, Ld 100.000000% Falls Creek PA Exhibit C Updated: 1/25/2018 Page IOof 10 Falls Creek Participating Area Ninilchik Unit Effective April 1, 2017 (Retroactive to first production) RECAPITULATION BY LAND CATEGORIES: LAND OWNERSHIP State of Alaska Lands Federal Lands Patented Fee Lands TOTAL: Falls Creek PA Exhibit C Last Update: 1/25/2018 PERCENTAGE ACRES OF PA 568.210 62.600049% 10.230 1.127045% 329.243 36.272906% 907.683 100.000000% S002NO13W 36 35 32 S002NO12W i a I tl A /�� ° 3 � 49 i 50A ® 49A SU SIA 48 5 51 1 3 188 53 52 i S001N01 W 53A S001N012 59 62 62 56 60 62A ® 61 62B 463 229 66 15A 2111 n t i i � s I NIniii Unit Map Ooervlew Ninilchik Unit Exhibit D Unit Tracts Falls Creek � � 1.7 14 Participating Area Fail. Creek PA State Plane Zone 4 NAD 1927 (feet) Ililenri, Alalia. I.IA: Q Ninilchik Unit Boundary Map Date: 1/292018 0 1,300 2,600 Feet 11 AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 ALASKA OIL AND GAS CONSERVATION COMMISSION Before Commissioners: Hollis French, Chair Cathy Foerster Daniel T. Seamount In the Matter of Hilcorp Alaska, ) LLC's Application for Amendment of ) Conservation Order 701A, to Redefine ) the Vertical and Horizontal Boundaries ) of the Ninilchik Beluga/Tyonek Gas ) Pool and to Expand the Affected Area of ) the Pool to Include the NW 1/4, NE 1/4 ) of Section 7, T1N, R12W. ) Docket No.: OTH 17-016 ALASKA OIL and GAS CONSERVATION COMMISSION PUBLIC HEARING December 14, 2017 Anchorage, Alaska 10:00 a.m. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2, Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net ( f AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net Page 2 1 TABLE OF CONTENTS 2 Opening remarks by Chair French 03 3 Remarks by Cody Terrell 07 4 Remarks by Jacob Dunston 07 5 Remarks by Donald Shaw (Telephonically) 13 6 Remarks by Paul Craig 23 7 Remarks by Marcia Davis 28 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 3 1 P R O C E E D I N G S 2 (On record - 10:00 a.m.) 3 CHAIR FRENCH: I'll call the meeting to order. 4 It is now just a minute after 10:00 o'clock on the 5 morning of December 14, 2017. We're here at 333 West 6 Seventh Avenue, Anchorage, Alaska, the headquarters of 7 the Alaska Oil and Gas Conservation Commission. To my 8 right is Commissioner Cathy Forester, to my left is 9 Commissioner Dan Seamount. I'm Hollis French, the 10 Chair of the Commission. 11 We're here today on docket number CO 17-016 12 pertaining to the Ninilchik Beluga/Tyonek gas pool in 13 the Ninilchik unit to redefine and expand the vertical 14 and horizontal affected area of the pool. This is a 15 continuation of the November 14th, 2017 hearing held in 16 this matter. Hilcorp Alaska, LLC, by application 17 received August 29th, 2017 and amended by email on 18 October 3rd, 2017, has requested that the AOGCC revise 19 Rule 2 of Conservation Order 701A to redefine the 20 vertical and horizontal boundaries of the Ninilchik 21 Beluga/Tyonek gas pool and to expand the affected area 22 of the pool to include the NW 1/4, NE 1/4 of Section 7, 23 T1N, R12W. 24 Mr. Don Shaw filed in writing on October 10, 25 2017 asking that this hearing be held. On November 28, Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 4 1 2017 the AOGCC received a letter from Paul Craig 2 stating that Mr. Shaw was unable to attend this hearing 3 due to a medical emergency. On November 29th, 2017 our 4 special assistant, Jody Colombie, emailed Mr. Don Shaw 5 with the call in number for this hearing and I believe 6 that Mr. Shaw is on the phone now listening in. 7 Computer Matrix..... 8 MR. SHAW: Yes, I am. 9 CHAIR FRENCH: Excellent. Thank you, Mr. Shaw. 10 Computer Matrix will be recording the 11 proceedings, you can get a copy of the transcript from 12 Computer Matrix Reporting once the hearing is over. 13 It appears as if Hilcorp, LLC intends to 14 testify. I also have Mr. Don Shaw signed up and Marcia 15 Davis from UAA. Anyone else here intending at this 16 time to testify? 17 MR. CRAIG: (Inaudible response)..... 18 CHAIR FRENCH: Mr. Craig. Thank you very much. 19 We'll put you down as intending to testify. 20 Commissioners will ask questions during the testimony. 21 We may also take a recess to consult with Staff to 22 determine whether additional information or clarifying 23 questions are necessary. If a member of the audience 24 has a question that he or she feels should be asked 25 please submit that question in writing to Jody Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Arch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net � 1 AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 5 1 Colombie, she will provide the question to the 2 Commissioners and if we feel that asking the question 3 will assist us in making our determinations we will ask 4 it. Questions that we don't ask will still be made a 5 part of the record. 6 For those testifying please keep in mind that 7 you must speak into the microphone so that those in the 8 audience and the court reporter can hear you. If you 9 have a slide presentation coming for us please remember 10 to reference your slides so that someone reading the 11 transcript can follow along. For example refer to 12 slides by their numbers if numbered or by their titles 13 if not numbered. 14 We have a few ground rules on what is allowed 15 relative to testimony. First all testimony must be 16 relevant to the purposes of the hearing that I outlined 17 a few minutes ago and to the statutory authority of 18 this agency. Anyone desiring to testify may do so, but 19 if the testimony drifts off subject we will limit your 20 testimony. Generally we give witnesses about three 21 minutes, but for Hilcorp making the presentation of 22 course we'll relax that and Mr. Shaw who's out of state 23 we will relax that as well. Additionally testimony may 24 not take the form of cross examination. As I said 25 before the Commissioners will be asking the questions. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. O'rH-17-016 Page 6 1 Please no disrespectful or inappropriate testimony. 2 Commissioner Foerster, anything to add before 3 we get started? 4 COMMISSIONER FORESTER: No. 5 CHAIR FRENCH: Commissioner Seamount. 6 COMMISSIONER SEAMOUNT: I have nothing. 7 CHAIR FRENCH: Then let's go ahead and get 8 started. Gentlemen, please identify yourselves and who 9 you work for. 10 MR. TERRELL: My name's Cody Terrell, 11 (indiscernible - away from microphone) landman for 12 (indiscernible - away from microphone)..... 13 CHAIR FRENCH: Mr. Terrell, thank you. And 14 you, sir. 15 MR. DUNSTON: Jacob Dunston, I'm a geologist 16 for Hilcorp. 17 CHAIR FRENCH: Dunston? 18 MR. DUNSTON: Dunston, D -U -N -S -T -O -N. 19 MR. SHAW: Hi. 20 CHAIR FRENCH: Thank you, Mr. Dunston. If you 21 two would raise your right hands. 22 (Oath administered) 23 IN UNISON: I do. 24 CHAIR FRENCH: Thank you. Please proceed. For 25 the first couple times maybe just identify yourself Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 l ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 7 1 when you begin speaking so that we get in the rhythm of 2 who's talking to us. 3 Thanks. 4 CODY TERRELL 5 called as a witness on behalf of Hilcorp, testified as 6 follows on: 7 DIRECT EXAMINATION 8 MR. TERRELL: This is Cody Terrell. We do not 9 -- Hilcorp doesn't have a presentation to give. The 10 Commission called this hearing and we're here to answer 11 questions that you may have for us. So..... 12 CHAIR FRENCH: Okay. 13 MR. TERRELL: .....any technical questions 14 should be directed to Jacob. 15 CHAIR FRENCH: Okay. 16 MR. TERRELL: Any land related questions I'm 17 here to answer. 18 CHAIR FRENCH: Okay. Mr. Dunston, maybe you 19 can just give, you know, the audience and give us a 20 little orientation, a couple of minutes on what it is 21 you're asking and then we'll go from there. 22 JACOB DUNSTON 23 previously sworn, called as a witness on behalf of 24 Hilcorp, testified as follows on: 25 DIRECT EXAMINATION Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email• sahile@gci.net AOGCC 12/14/2017 r ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 1 MR. DUNSTON: In 2016 and..... 2 CHAIR FRENCH: Microphone. 3 MR. DUNSTON: .....2017 we drilled four wells, 4 the Kalotsa 1, 2, 3 and 4. These wells were drilled 5 deeper below the existing pool rules and we found 6 perspective pay zones. We tested one of these zones 7 and it was found to be productive. And in order to 8 continue to test these zones in an existing well that 9 has (indiscernible) we need to expand the depths on the 10 rules. Previously there's been 26 penetrations in the 11 Ninilchik field to these depths. Thus far only one has 12 been tested and it was much, much deeper. And so this 13 was the first and only successful test in these deeper 14 horizons. 15 CHAIR FRENCH: And when was the test conducted? 16 MR. DUNSTON: I don't know the exact -- it was 17 mid year, this past year I want to say, in the summer 18 or maybe in the fall. Or not this past year, I keep 19 thinking it's 2018, mid year 2017. 20 CHAIR FRENCH: Okay. Any questions from the 21 Commissioners based on Mr. Dunston's testimony? 22 COMMISSIONER FOERSTER: I have a question. Are 23 you..... 24 CHAIR FRENCH: Commissioner Foerster. 25 COMMISSIONER FOERSTER: .....adding any -- are Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 9 1 you adding any surface area to the -- are you 2 requesting to add any surface area? 3 MR. DUNSTON: Yes, we're actually -- we're 4 requesting to add the northwest quarter of the 5 northeast quarter of section 7 to conform with the unit 6 boundary. 7 CHAIR FRENCH: And is that -- this is not your 8 presentation then I take it, you're just -- this is 9 somebody else's presentation you put up on the screen 10 here? 11 MR. DUNSTON: There's no presentation, I just 12 had exhibits that if they come up we..... 13 CHAIR FRENCH: Oh, okay. To help for 14 explanations? 15 MR. DUNSTON: Yes. Yes. 16 CHAIR FRENCH: Very good then. Let's use this 17 as an example, maybe you can just point out and we'll 18 call this the notice area map. 19 COMMISSIONER FOERSTER: And we'll need a copy 20 of that for the record..... 21 MR. DUNSTON: Sure. Sure. 22 COMMISSIONER FOERSTER: .....anything that we 23 refer to. 24 CHAIR FRENCH: Sure. We'll call this the 25 notice area map and maybe you can show us which Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 1 quarter's being added. 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 101 2 MR. DUNSTON: The green hatch is the quarter, 3 quarter section being added. And the red hatch is the 4 notice area where we sent the mail outs to of 5 landowners. 6 CHAIR FRENCH: After the last hearing? 7 MR. DUNSTON: Correct. 8 CHAIR FRENCH: Right. 9 MR. DUNSTON: Correct. 10 CHAIR FRENCH: Right. And maybe just while I'm 11 getting oriented maybe you can point out to me where 12 Mr. Shaw's land is in that -- in this map, if you know? 13 MR. DUNSTON: I'm not positive. 14 CHAIR FRENCH: Okay. Then don't -- you know, 15 don't testify to something you don't know. If someone 16 else does that's fine or we'll find out here in a 17 minute. 18 COMMISSIONER FOERSTER: I suspect that..... 19 CHAIR FRENCH: Something's going to tell us, 20 yeah, but I just -- yeah, if this gentleman doesn't 21 know I don't want to put him on the spot. 22 MR. DUNSTON: We don't recall. 23 CHAIR FRENCH: We'll just -- we'll just wait 24 and get it from somebody else. That's fine. 25 Other questions. Commissioner Seamount, any Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 1 questions. 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 111 2 COMMISSIONER SEAMOUNT: Yeah. Mr. Dunston, 3 that's your name, correct? 4 MR. DUNSTON: Dunston. D -U -N -S..... 5 COMMISSIONER SEAMOUNT: Dunston. Okay. You 6 want to expand the pool vertically, correct? 7 MR. DUNSTON: Yes. 8 COMMISSIONER SEAMOUNT: And right now the pool 9 is Beluga? I should know these answers to these 10 questions. I did read through the record, but it was 11 months ago, but are we talking about the Beluga? 12 MR. DUNSTON: Beluga/Tyonek. 13 COMMISSIONER SEAMOUNT: Okay. So the new zone 14 is Tyonek? 15 MR. DUNSTON: That's correct. 16 COMMISSIONER SEAMOUNT: Okay. And how thick is 17 it? 18 MR. DUNSTON: Let me..... 19 COMMISSIONER SEAMOUNT: I mean, just 20 approximately. 21 MR. DUNSTON: Twenty -- 20, 30 feet thick. 22 COMMISSIONER SEAMOUNT: Okay. And what was the 23 test rate? 24 MR. DUNSTON: I want to say it was 250 mcf per 25 day or approximately that rate. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 12 1 COMMISSIONER SEAMOUNT: Okay. And have you 2 done any calculations as to its area of drainage? 3 MR. DUNSTON: I have not. 4 COMMISSIONER SEAMOUNT: Okay. That's all I 5 have. 6 COMMISSIONER FOERSTER: I have another 7 question. 8 CHAIR FRENCH: Commissioner Foerster. 9 COMMISSIONER FOERSTER: Is any of the acreage 10 in the red hatch productive in the Beluga/Tyonek? 11 MR. DUNSTON: No. 12 COMMISSIONER FOERSTER: Thank you. 13 CHAIR FRENCH: Further questions. 14 (No comments) 15 CHAIR FRENCH: I don't see any, gentlemen. 16 Thank you so much. I'm sure you'll want to participate 17 in the rest of the hearing. Stand by for follow-up 18 after other presentations, but thank you. 19 COMMISSIONER FOERSTER: And you will remain 20 under oath. 21 CHAIR FRENCH: Remain under oath of course. 22 COMMISSIONER FOERSTER: Yeah. 23 MR. DUNSTON: Can I make a quick..... 24 CHAIR FRENCH: Let's turn now..... 25 MR. DUNSTON: Can I make a quick correction? Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 13 1 CHAIR FRENCH: Yeah, please. 2 MR. DUNSTON: I mispoke. I -- the test was 500 3 mcf per day, not 250. 4 CHAIR FRENCH: Oh, thank you. Yeah, good 5 clarification and welcome. Thank you for that 6 correction. 7 Let's go ahead and turn to Mr. Shaw then. Mr. 8 Shaw, this hearing was called at your behest. Sorry 9 you can't be here. The Commission wants to give you as 10 much time as you think you may need to make your 11 presentation. It's not unlimited, Mr. Shaw, but, you 12 know, we recognize that you're not here and we'll try 13 to follow along as well as we can, we'll ask questions 14 when necessary. 15 But let's just go ahead and start with swearing 16 you in. Mr. Shaw, can you raise your right hand, 17 please. 18 MR. SHAW: Yes. 19 (Oath administered) 20 MR. SHAW: Yes. 21 CHAIR FRENCH: Thank you. 22 DONALD SHAW 23 called as a witness on his own behalf, testified 24 telephonically as follows on: 25 DIRECT EXAMINATION Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 14 1 CHAIR FRENCH: Go ahead and state your name for 2 the record, please. 3 MR. SHAW: Donald Shaw. 4 CHAIR FRENCH: And, Mr. Shaw, where are you 5 testifying from? 6 MR. SHAW: I'm in Orlando, Florida at my 7 friend's house. I just have recently been released 8 from the hospital from open heart surgery and I am now 9 on the healing phase. This is day three I think. 10 CHAIR FRENCH: Well, take your time. We -- 11 we're glad you can testify, glad to have you here 12 telephonically. Take your time and go ahead and begin 13 your testimony. 14 MR. SHAW: Okay. It's -- basically it's pre - 15 written, I didn't have much time to put it together so 16 I'd like to read it as it is. 17 CHAIR FRENCH: Please. Go ahead. 18 MR. SHAW: And I'd be more than happy to answer 19 any questions. Dr. Craig also has a couple of maps 20 he's going to produce for me. I've got them -- copies 21 on my computer. So while you look at them there I'll 22 be able to look at them here. 23 Okay. So my testimony is having requested this 24 hearing, having requested this hearing a second time, 25 November 14th this hearing was postponed until today. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 . Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 15 1 Having undergone open heart surgery December 5th, 2017, 2 I requested to postpone this hearing so I may 3 concentrate on healing. Being at this hearing -- being 4 at this hearing means my request has fallen on cold, 5 deaf ears. Being a litigant from the Exxon Valdez oil 6 spill I am fully aware of my state government's cold 7 deaf ears. This hearing only shows a new low that I 8 truly didn't think obtainable. As long as state 9 employees get your paycheck you sleep well at night, 10 after all you get to see the plans of the future, help 11 plan them apparently no matter whose life is at 12 jeopardy. 13 I object to this expansion. My correlative 14 rights are in jeopardy by the very state agency charged 15 with ensuring that they're protected. Being within a 16 3,000 foot spacing exception radius of the Frances 1 I 17 was sent a contract to sign. After a brief scan I had 18 the strong urge to vomit the way it read. I'm 19 surprised I didn't know Hilcorp were taking my gas. 20 I've testified during CO 7-01, my beginning of the 21 state sponsored robbery. 22 I've recorded David Duffy and his lies over why 23 signing the lease is to my benefit. This is on file 24 with the AOGCC. I have researched Hilcorp before that 25 call. My testimony from then should be reviewed so as Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 16 1 not to complicate this testimony. Hilcorp came from 2 Louisiana after deceiving them and left a mess that 3 they willingly obligated themselves to clean up. I've 4 had Mr. Duffy offer me a sportfishing charter and I 5 could sign the lease. He also offered a deer hunting 6 charter and I could sign the least. Christine Gay 7 emailed the lease to me and within a few minutes would 8 be snail mailed to me, all within minutes of finding 9 out I had never signed the lease. After meeting months 10 later with Kevin Tabler I was offered a gravel road 11 just to sign the lease. Something is very important 12 about my signing the lease. 13 The Ninilchik unit is complicated, having so 14 many parties' interest. After finding out others were 15 involved in the DNR's appeal of enlarging the Ninilchik 16 unit I came in contact with Dr. Paul Craig who supplied 17 me with my property on my section on the Marathon 18 structure map, a map the state of Alaska knew about, 19 Hilcorp knew about before they bought the unit. Deceit 20 being Hilcorp's business mall I've got Mr. Duffy dead 21 to rights trying to deceive me. Again review CO 7-01 22 for my testimony. 23 Not having access to confidential files I as a 24 common fee paten holder can only rely on the 25 interpretation of our skilled state employees. In this Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 17 1 case the DNR and their review of the Ninilchik unit. 2 On the Marathon map as you can see the fault runs well 3 east of me and also to the south of me. My property is 4 450 yards long. Using that for a reference the fault 5 is 450 yards from my southern property line, I'm 6 clearly on the 6,000 food anticline with the southwest, 7 my southern property, being a convergence of anticline 8 going up from 5,000 foot anticline. All this takes 9 place 500 yards from me. A torrid, jumbled uplift from 10 6,000 and 5,000 feet in a space of 4,000 feet. 11 CHAIR FRENCH: Mr. Shaw, I just want to 12 interrupt you for a second. And forgive me, but I just 13 want the record to reflect that I'm looking at a map 14 that's marked Marathon NNA number 1 location which I 15 think is the one you're referring to. 16 MR. SHAW: Yes, it is..... 17 CHAIR FRENCH: Okay. Thank..... 18 MR. SHAW: .....Commissioner, and you'll..... 19 CHAIR FRENCH: Thank you. 20 MR. SHAW: .....see the red box is section 7 21 and right on the 6,000 foot anticline you'll see the 22 little red blurb is my property. 23 CHAIR FRENCH: Yes. 24 MR. SHAW: And I'm almost done with my 25 testimony. Let me -- here we go. So in DNR's very own Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr, Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 181 1 words the Ninilchik anticline is shallowest in the 2 southwest and point is deeper to the northeast and 3 segmented by several crisscut -- crisscrossing faults 4 along the crest of the structure. These faults are 5 believed to play an integral part in the trapping 6 mechanism throughout the unit. In addition its 7 stratigraphic mechanism is also likely to be 8 contributing to the overall resource potential of the 9 unit. This is their very words, in addition this 10 stratigraphic mechanism is also likely to be 11 contributing to the overall resource potential of the 12 unit. 13 Now the map four, north area section clearly 14 shows my property and it shows where the bottom hole of 15 Frances 1 is. From CO 7-01 Hilcorp said a half mile 16 east is 100 foot of gas bearing sand. A half mile east 17 misses me by about 60 feet. 18 Too much has been invested in getting me to 19 sign a lease. According to Mr. Duffy even if I was to 20 receive royalties they'd be put in an escrow account 21 and revert back to the state as unclaimed money. I 22 call that state sponsored blackmail. Sign a lease I 23 don't agree with or we'll take your money. As a 24 commercial fisherman I have to say you snooze you lose. 25 Hilcorp in this state got complacent, not thinking what Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCOPP ALASKA, LLC Docket No. OTH-17-016 Page 19 1 would happen by kicking a badly wounded litigant from 2 the Exxon Valdez. You're under my feet stealing what 3 is rightfully mine and dividing up the wealth between 4 yourselves. 5 The AOGCC has forced royalties in the past and 6 I ask you for my fair, just, per acre share or stop the 7 illegal trespass and turn off the Frances 1 and the 8 Falls Creek wells. Fat chance of that happening, the 9 state is broke and will rob from its citizens when and 10 how they choose. Six floors of state lawyers with who 11 knows how many on retainer. And of course Hilcorp will 12 be there to fill in any cracks the state can't change. 13 Corruption is so prevalent in the state of Alaska we 14 have own our Wikipedia page. None of those pages 15 thought they were going to get caught, but they did. 16 I'm tired of being robbed by my state. Give me my fair 17 and just share of what is rightfully mine, I will shut 18 my mouth and go away. Keep stealing from me, I will 19 invest my energy into adding to the corruption page. 20 This battle has now been more than three years. I want 21 my money. It's either that or I want the decision 22 makers held accountable. 23 So, Commissioner, that's my testimony. 24 CHAIR FRENCH: Mr. Shaw, thank you. I don't -- 25 any questions from the other Commissioners. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 r ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 201 1 COMMISSIONER FOERSTER: I..... 2 CHAIR FRENCH: Commissioner Foerster. 3 COMMISSIONER FOERSTER: .....have a question or 4 two, but I'd like to take a break to make sure my 5 questions are relevant and discuss them with our 6 lawyer. 7 CHAIR FRENCH: Very good. Do you want to do 8 that now or do you want to finish with the rest of the 9 testimony that's coming with..... 10 COMMISSIONER FOERSTER: I have no preference. 11 CHAIR FRENCH: Let's go ahead and do it now. 12 Let's go ahead and we'll take a 10 minute break. Mr. 13 Shaw, please stay on the line, we're just going to do a 14 quick recess and we'll follow-up with any questions for 15 you when we come back at 10:30. We are in recess. 16 (Off record) 17 (On record) 18 CHAIR FRENCH: Let's come back on the record. 19 We'll resume the hearing after our recess. 20 Mr. Shaw, you're still on the line? 21 MR. SHAW: Yes, I am, Commissioner. 22 CHAIR FRENCH: Excellent. We just have three 23 questions for you. The first one is what evidence do 24 you have or what evidence can you present to the 25 Commission that gas is being drained from your Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahiie@gci.net AOGCC 1 property? 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 21 2 MR. SHAW: Commissioner, all I've got is the 3 Marathon structure map and what I testified the DNR 4 talked about how the stratigraphic trapping mechanisms. 5 There's every -- the state knew how big the Ninilchik 6 unit was when they were -- 2003 I think is when the map 7 was. That's what I've got to go on. I'm a half mile 8 away from the Frances 1, the -- it's -- in my first CO 9 7-01 I said that if you've got a pond, you've got a 10 marsh around the pond. If you suck out of the pond, 11 the marsh dries up. Now I go from -- on the Marathon 12 map it looks like 7,000, up to 6,000, up to me at 13 6,000. This has got to be -- it's -- shy of drilling 14 my own well which I've only got 9.55 acres, would be 15 illegal to do that to begin with, this map's the only 16 thing I've got to go and it's -- and it's something 17 that nobody wants out in public. And the more I have 18 to fight the more out in public I'm going to bring this 19 and I think once people in the Ninilchik unit find out 20 just how badly they've been deceived by people they 21 respect, Kevin Tabler, David Duffy, the Commission, I 22 think -- I think a lot more people will be having more 23 to say. I'm not out to make them rich, I'm out after 24 mine. If they want theirs, they can do what I did, 25 they can go out and look for their own. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 22 1 CHAIR FRENCH: And, Mr. Shaw, you made 2 reference to the difficulty of drilling a well on your 3 -- on your plot of land, it's just smaller -- slightly 4 less than 10 acres. Have you -- you're aware that the 5 agency hears applications for and frequently grants 6 spacing exceptions? 7 MR. SHAW: I'm not very technical on this, no, 8 sir. 9 CHAIR FRENCH: Okay. Thanks. Those are all 10 the questions I have. Other questions from other 11 Commissioners? 12 (No comments) 13 CHAIR FRENCH: Hearing and seeing none, Mr. 14 Shaw, thank you so much. Please stand by, there may be 15 some follow-up at the end of the hearing, but thank you 16 for your testimony. 17 MR, SHAW: Thank you. I'll stand by, sir. 18 CHAIR FRENCH: Let's turn to..... 19 MR. SEAMOUNT: And also I -- can I request a 20 transcript after -- after the hearing's over? 21 CHAIR FRENCH: You may, absolutely. Yes. 22 COMMISSIONER FOERSTER: You -- all you need to 23 do is..... 24 MR. SHAW: All right. 25 COMMISSIONER FOERSTER: .....reach out to Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 23 1 Computer Matrix and they'll provide it to you. 2 MR. SHAW: Okay. 3 CHAIR FRENCH: Let's turn to Mr. Craig, you 4 signed up to testify. Paul Craig, please come forward. 5 Mr. Craig, raise your right hand. 6 (Oath administered) 7 MR. CRAIG: I do. 8 PAUL CRAIG 9 called as a witness on his own behalf, testified as 10 follows on: 11 DIRECT EXAMINATION 12 CHAIR FRENCH: Please state your name and your 13 affiliation if any and then proceed. 14 MR. CRAIG: Paul Craig, I'm here representing 15 myself. 16 UNIDENTIFIED VOICE: You need to turn your mic 17 on. 18 CHAIR FRENCH: Green button. 19 MR. CRAIG: I could hear myself just fine. 20 CHAIR FRENCH: Much better now. Yeah, thanks 21 -- thanks, Mr. Craig. 22 MR. CRAIG: Okay. Thank you. Paul Craig. I 23 am the sole -- I'm an individual Alaskan, I'm also the 24 sole owner of PLC, LLC which has an overriding royalty 25 interest in a lease immediately to the -- well, not Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 24 1 immediately to the north of section 7, but immediately 2 to the north of Falls Creek participating area. 3 There's just a couple of quick comments I 4 wanted to add to this hearing. First, I wanted to make 5 sure that the November 13, 2017 letter submitted by 6 William Bankston in this matter is of record regarding 7 this hearing. I've got an extra copy of it here that I 8 can provide. It was sent on November 13th to the 9 Commission. And it just basically -- I don't need to 10 go through it, but it basically informs the Commission 11 that there is some -- a legal proceeding that's 12 occurring regarding the expansion of the Falls Creek 13 participating area. It's gone through the 14 administrative process, it's now in the superior court 15 in Kenai. And there's two issues being considered. 16 One is standing for an overriding royalty interest 17 owner, the other is whether DNR or you, the AOGCC, 18 should be making decisions regarding involuntary 19 unitization issues when there's debates among various 20 parties in interest pertaining to production, where the 21 production is coming from and where it should be 22 allocated. I just want to make sure that letter's of 23 record. 24 CHAIR FRENCH: Yes. 25 MR. CRAIG: Two, I wanted to make sure that Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net B AOccC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 251 1 because Mr. Shaw is not here that the -- that the -- 2 and I believe that this is clear already, but just 3 quickly. One of the maps that Mr. Shaw was referencing 4 is a structure map of the entire Ninilchik unit. 5 CHAIR FRENCH: This is the map that we referred 6 to as Marathon NNA 1 location..... 7 MR. CRAIG: Yeah. 8 CHAIR FRENCH: .....the bottom, right-hand red 9 letters. 10 MR. CRAIG: Correct. And that..... 11 CHAIR FRENCH: Okay. 12 MR. CRAIG: .....and that was renamed the 13 Abalone number 1 well after this map was prepared by 14 Marathon, Hilcorp's predecessor company. And this map 15 comes -- is in the public domain, it comes out of the 16 Abalone number 1 well file that's here at the 17 Commission. 18 I also wanted to make sure that you have the 19 plat map of Mr. Shaw's property. 20 CHAIR FRENCH: We'll call that the Falls Creek 21 Subdivision Map. 22 MR. CRAIG: Correct. And he's in tract 1, it's 23 marked in red. And if you look in the upper right hand 24 corner you can see section 7 and you can see where that 25 subdivision is located in section 7. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email• sahile@gci.net AOGCC 12/14/2017 f ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 261 1 CHAIR FRENCH: I see it. 2 MR. CRAIG: Okay. And then I also wanted to 3 make sure that you have a copy of this sort of..... 4 CHAIR FRENCH: Let's call this the Frances 1 5 and Falls Creek number 6 map. 6 MR. CRAIG: Correct. 7 CHAIR FRENCH: And this map is -- shows Mr. 8 Shaw's property in a green boundary near the bottom of 9 the map, right along the 6,000 foot marker for the 10 Tyonek sands and the larger green rectangle or square 11 is section 7 and you can see the top hole and bottom 12 hole locations for the Frances number 1 well on that 13 map. And that's just for your purposes. And I think 14 if you look at that just to -- if you look at that 15 there's a -- Mr. Shaw's property is approximately 3,000 16 feet from the bottom hole location of the Frances 17 number 1. 18 The only other thing I would like to say is 19 that Mr. Shaw's a fisherman, he's not an oil and gas 20 guy. He -- there is a well or one gas well already 21 drilled in section 7. It would be waste for Mr. Shaw 22 to drill a second well on his property. It would also 23 be wasteful for Mr. Shaw to run a seismic program, 24 collecting data on 10 acres of property. It's an 25 economic waste, it's not a good use of resource. I Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 27 1 realize that there's confidential data submitted to the 2 Commission by Hilcorp and/or it's predecessor 3 companies, I would just remind the Commission that you 4 can review those data in camera in order to reach your 5 decision that in fact protects correlative rights of 6 all property owners including Mr. Shaw. 7 So that's all I have to say. 8 CHAIR FRENCH: Questions from members of the 9 Commission. 10 COMMISSIONER FOERSTER: I have none. 11 COMMISSIONER SEAMOUNT: I have none, Mr. Chair. 12 CHAIR FRENCH: Mr. Craig, thank you for coming 13 forward and thank you for your testimony. 14 MR. CRAIG: Thank you. I'll turn this off. 15 COMMISSIONER FOERSTER: Oh, leave it on for 16 (indiscernible - simultaneous speech)..... 17 CHAIR FRENCH: Well, you can actually -- yep, 18 because I think next up is Marcia Davis who is here. 19 We're happy to see her. Please come forward. 20 State your name and affiliation if any and then 21 I'll swear you in. 22 MS. DAVIS: My name is Marcia Davis and Ism 23 here on behalf of the University of Alaska. 24 CHAIR FRENCH: Please raise your right hand. 25 (Oath administered) Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 28 1 MS. DAVIS: I do. 2 CHAIR FRENCH: Please go ahead. 3 MARCIA DAVIS 4 called as a witness on behalf of the University of 5 Alaska, testified as follows on: 6 DIRECT EXAMINATION 7 MS. DAVIS: We had filed a letter at the last 8 hearing because we had not gotten on the notification 9 list and so we were surprised that it had happened. So 10 the Commission kindly let us enter a letter late just 11 to comment. Since that point in time we've spoken with 12 Hilcorp to try to ascertain the geological data that we 13 would have a right to under our lease. Doesn't sound 14 like there's confidential data that would pertain to 15 our piece of tract and I'll clarify. The tract that 16 the University has was a tract that's in the southeast 17 quarter of the northeast quarter of section 6 to the 18 north. And this was a tract that was included in the 19 Falls Creek PA application by Hilcorp when they 20 originally filed it with the DNR. Subsequently to the 21 filing DNR applied a different methodology that caused 22 this acreage to fall out along with I think some 23 acreage that the -- Mr. Craig is associated with that 24 has the overriding royalty interest to the north. 25 So we went ahead and were told that -- we've Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 29 1 learned about the methodology that Hilcorp used to 2 arrive at their application assertion of where they 3 believe the PA should be. We've learned through the 4 DNR decision how they applied their methodology. And 5 so what we wanted to do is assess the geological data 6 from the well data which we were told -- Hilcorp said 7 you can just go ahead and get the well data and sort of 8 make your own assessments. So we obtained that data 9 from the AOGCC records a few days ago which are the 10 well logs, et cetera. And so we've got a geologist 11 looking at that data to assist the University to 12 determine whether we want to request a separate hearing 13 of this Commission to determine whether the 14 University's lands would be drained by the suggested PA 15 structure that the DNR has imposed. 16 What Hilcorp has asked for in terms of the 17 vertical limitations the University does not oppose. 18 We appreciate and support any exploration to other 19 depths. We understand the geology of this area is 20 lenticular and homogeneously heterogenic. And so..... 21 CHAIR FRENCH: Bravo. 22 MS. DAVIS: Yeah, bravo. I've got a phrase 23 now. And so we appreciate their efforts to dig through 24 and try to find other productive sands here. As well 25 we also don't have a stake, an objection into the Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 30 1 vertical expansion because obviously this piece of 2 acreage that they're adding is -- we wouldn't object to 3 it being productive. I think our objection is there 4 might be other parcels that are productive as well, but 5 at least to the extent of what they've asked for we 6 would not oppose that either. 7 I will share that because of the procedural 8 complexity that's happened around the decision for 9 formation of this PA which includes the DNR's decision, 10 the appeal by the overriding royalty interest owners, 11 their being kicked out for not having standing, our 12 late insertion into that appeal process which was 13 granted, so we are still having an appeal with the DNR. 14 That has now been stayed pending what happens with the 15 two superior court cases that were filed by the 16 overriding royalty interest owners, one appealing their 17 being kicked out of the appeal, and two, seeking 18 declaratory judgment decision on who has the agency 19 authority, whether it's the AOGCC or DNR. All of this 20 is kind of a big ball of wax. 21 What we'd like to do would be to drive this to 22 an agreed, stipulated approach that would have no 23 binding nature for the future, but just to get folks 24 centered around what is the actual appropriate 25 geological basis for the PA boundaries. And if we Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 31 1 could do that and if that can involve the AOGCC, the 2 DNR, the parties' respective attorneys, we think we 3 could save a lot of resources. Talk about preventing 4 waste, that would be a big one. 5 And so we're going to work at trying to get to 6 that point. And so we just wanted to flag that for the 7 AOGCC that we'll be working that. And obviously it 8 will be informed by the information we get from our 9 geologist shortly on that. But I will say in terms of 10 looking at the methodology used by the DNR and our 11 review decision to use a 1,500 foot circle tangent 12 approach, that essentially is 164 acres circle around. 13 And so we are -- have no understanding of why that was 14 selected, why that would be a rational basis for 15 assessing drainage in that area. Typically gas wells 16 are 640 acres if you look at the federal side and that 17 would have been more like a 3,000 foot circumference 18 around the gas wells. So..... 19 CHAIR FRENCH: And I don't mean to interrupt, I 20 just want to make sure that..... 21 MS. DAVIS: Uh-huh. 22 CHAIR FRENCH: .....we're clear that the 23 testimony you're giving right now is -- more pertains 24 to the size of the PA and not to the application..... 25 MS. DAVIS: It does. Absolutely. Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 32 1 CHAIR FRENCH: .....we have in front of here. 2 MS. DAVIS: Absolutely. We -- I..... 3 CHAIR FRENCH: I just wanted to be clear on 4 that. Thank you. 5 MS. DAVIS: Yeah. Yeah, upfront..... 6 CHAIR FRENCH: That's fine and you..... 7 MS. DAVIS: Yeah. Yeah. 8 CHAIR FRENCH: .....I'll let you wrap up, but I 9 just wanted to be..... 10 MS. DAVIS: Upfront just we're okay with what's 11 before the Commission in terms of the vertical and 12 horizontal request. This is just flagging for the 13 future where we're going in terms of trying to 14 understand the parameters of the PA. 15 CHAIR FRENCH: Fair enough. 16 MS. DAVIS: And that's it. 17 CHAIR FRENCH: Fair enough. They're 18 contiguous, so they're not completely unrelated..... 19 MS. DAVIS: Yeah. 20 CHAIR FRENCH: .....but they're also..... 21 MS. DAVIS: Yeah. But from that..... 22 CHAIR FRENCH: .....that's a separate matter. 23 MS. DAVIS: .....from that standpoint we can 24 appreciate Mr. Shaw's position being right at that 25 3,000 feet area and if it's a barn burner well then Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 331 1 maybe 3,000 is too short. I don't know. 2 CHAIR FRENCH: Fair enough. Fair enough. 3 MS. DAVIS: Okay. 4 CHAIR FRENCH: Thank you. Thank you. Anything 5 else, questions for Ms. Davis? 6 COMMISSIONER SEAMOUNT: Thank you, Ms. Davis. 7 CHAIR FRENCH: Again thank you for your 8 participation. 9 I'm looking to see if there's anybody else who 10 wants to testify in this matter this morning. Anyone 11 else here in the room, anyone else online. 12 (No comments) 13 CHAIR FRENCH: Mr. Shaw, I'm going to give you 14 an unusual chance to wrap up, you've heard some 15 testimony this morning and I'm going to let you wrap up 16 if you'd like to. If you have some concluding remarks, 17 a minute or two, please go ahead. 18 MR. SHAW: For the record I really can't think 19 of a whole lot. I wasn't -- I didn't have the 20 opportunity to really truly prepare with this heart 21 surgery. I do truly think with the structure map, the 22 Abalone map, the NNA 1 map, having my property imposed 23 on there, just because I'm outside of the nice, pretty 24 unit lines doesn't mean that I'm not supplying gas. 25 And, you know, like I was saying what the DNR has said Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 r ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 34 1 about the stratigraphic trapping mechanisms, there's 2 too much. I'm not saying -- I'm not like two miles 3 away saying I'm supplying, I'm saying you're under my 4 feet. And these maps now that I've got them just to me 5 solidifies that. 6 And hopefully I can get the Commission to agree 7 with that and we can put this tragic incident in the 8 past and I'll move on with my life and the state of 9 Alaska can move on with their life and Hilcorp can move 10 on with their life. But until I get my fair, just 11 share I'm after war. I don't care who I get, I don't 12 care how bad I get them, my life was murdered from the 13 Exxon Valdez oil spill, I've seen trillions of dollars 14 leave this state, not one penny was ever aimed at 15 helping me rebuild the life that I used once to have. 16 So there is a hatred in me that you wouldn't know it 17 until you talk to me about it. And I think my fair, 18 just equal share and I'm happy. 19 So that's about all I have to say, 20 Commissioner. 21 CHAIR FRENCH: Mr. Shaw, thank you once again. 22 Seeing no other testimony, we will adjourn at this 23 meeting at about 10:50 a.m. We are adjourned. 24 (Adjourned - 10:54 a.m.) 25 (END OF PROCEEDINGS) Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK99501 Fax: 907-243-1473 Email: sahile@gci.net AOGCC 12/14/2017 ITMO: HILCORP ALASKA, LLC Docket No. OTH-17-016 Page 35 1 C E R T I F I C A T E 2 UNITED STATES OF AMERICA ) )ss 3 STATE OF ALASKA ) 4 I, Salena A. Hile, Notary Public in and for the 5 state of Alaska, residing in Anchorage in said state, 6 do hereby certify that the foregoing matter Docket No.: 7 OTH 17-016 was transcribed to the best of our ability; 8 IN WITNESS WHEREOF I have hereunto set my hand 9 and affixed my seal this 27th day of December 2017. 10 11 Salena A. Hile 12 Notary Public, State of Alaska My Commission Expires: 09/16/2018 13 14 15 16 17 18 19 20 21 22 23 24 25 Computer Matrix, LLC Phone: 907-243-0668 135 Christensen Dr., Ste. 2., Anch. AK 99501 Fax: 907-243-1473 Email: sahile@gci.net STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Docket No. OTH-17-016 Hilcorp Alaska, LLC December 14, 2017 at 10:00 am NAME AFFILIATION Testify (yes or no) 9 3eca6 C Don Shaw's recording of conversation with David Duffy 3/28/14. Download using either URL/link below: https://www.dror)box.coM/s/4v9l6ko4y9fgsa7/David%20Duffy%2OShed°/20March%2028%2C 202014.MP4?dl=0 ral9 http://bit.ly/2ktXfXR axsuao w TACTI TRACT Y I �T S TRACT 4 W✓S NE'_ Ev1 W✓FNEIN WI/$Ell NE✓I ell E✓1NEln SECT SEI'. SEC 1 SEIN SEC i BETH SEC r Y/L INC A'.NIAC WL MC A%W WAC WL INC AIN IOAC.M/LWCR ..man.M I--, 1AE1.I ICTS ITRACTS TRACT 7 TRACT B I/f NWW FIJ2W✓f AW" WI/2 E112 AFS". E41 E//2 W. 4FC B 6WIN 4EG B SWIM SEC. a 4Wl/B SEG B /L INC AIN IOAG M/L ING MW NAC M/L INC R/W PAC M/L INC. R/W . I a 1 M Y +I : A IN15i 4W0� _. F Ye � n tr VICINITY NIAP NOTES INS" a papn dol a1 IIIe AN' "A SE✓1 SEC )aM IM NWW SWIM SEC S. 1". 0,2W. B M AF A"'. imo e".1 porn. pllE.nl.9 Me .11-C.mle. la IM cX.val ELO .-NAAA "I If TIN. R2W. S N. AI Lbb al rev.rp aMen e,M m ( , ro xere sI, .y ,w. Lean maa oI or 1— .1. aIle A..mee: > ewawA.An a.r. FALLS CREEK SUBDIVISION Edna W W Jma E R .M 30-3N6 CM.ry Or,EmW.M1 AES. 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FALLS CREEK SUBDIVISION Edna W W Jma E R .M 30-3N6 CM.ry Or,EmW.M1 AES. IR Sp OESCAVWR0.Y MEIM 6EIM SEC I -and NWrM SWIM QC 6.I.. NIFW. IN., AN CONTAINLW . ACHES N/L WITNIN INE RENAI W.IN51'LA R Soo I.—, M .1. >M ApF SawnA AA are 4E xr. ro. WTa '•f0G' • 0 R 14 R 13 12W Marathon I NNA 1 I PTD 10,000' MD UCG1 g. MCG14 SF 3- MC .0 4 MG01 � MG02 fN- 3 t}F, T 1 ry1 N1 / p 3 1 1 MILES STUCTURETYONEKT2 Cl = 500' MARATHON OIL COMPANY ALASKA REGION / / ANCH / Marathon i / NNA 1 i Location AREA COOK INLET, ALASKA SHOWN June 2002 o:freehandWniIchikv ini_cg_lm,fh9 Tophole M FCPA BottomHole PLC Pad Parcels Connecting Line from TH to BH Streets Frances #1 and Falls Creek #6 31� Contours Fault Lines SFC43-6 A 0 0.125 0.25 0.375 0.5 Miles Date: 12/10/2017 3:57:21 PM awnvaQ mmirymaua nanh_na ilire.mm r PLC, LLC 2440 East Tudor Road, # 230 Anchorage, AK 99507 November 27, 2017 To: Hollis French, Chair Alaska Oil & Gas Conservation Commission From: Paul L. Craig Re: December 14, 2017 hearing Docket Number: CO -17-016 Phone (907) 278-7489 Fax (907) 274-8211 RECEIVE® NOV 2 8 2017 AOGCC By way of background, I met Don Shaw at the recent AOGCC hearing on November 14, 2017. The hearing was rescheduled for December 14, 2017 because the University had not received notice. Today, Don Shaw called me from his cell phone and informed me that he is currently hospitalized at the ICU at Florida Hospital Altamonte. Mr. Shaw flew down to Orlando a couple of days ago for work on a construction project and was hospitalized almost immediately for heart problems. Mr. Shaw told me he is scheduled to be transferred from the ICU in Altamonte to Florida Hospital Orlando where vascular surgeons are on staff. He will undergo heart catheterization and then cardiac surgery as required. Thereafter, his cardiac medications will need to be adjusted in order to stabilize heart functions. I also spoke with a nurse on the ICU at the hospital who confirmed all of this information. Mr. Shaw asked me to write this letter to the AOGCC so that he could request that the hearing scheduled on December 14, 2017 be postponed because of his medical condition. Mr. Shaw has been told that it will be about two months before he can participate in the hearing. For this reason, Mr. Shaw is requesting that the hearing be rescheduled to mid- February. Mr. Shaw would have made this request personally but he does not have access to his computer for email. He knew my cell phone number and called me asking for assistance. I encouraged him to focus on his health. I assured Mr. Shaw I would submit his request for postponement of the hearing on his behalf to the AOGCC. If you have any question about these issues, Mr. Shaw can be reached on his cell phone in the ICU at 907-575-9301. But please bear in mind that his cardiac status is so poor that he is a patient on an ICU at present. PLC, LLC 2 of 2 The ICU phone number at the hospital is 407-303-2117. The general hospital number is 407-303-2200. When Mr. Shaw is transferred to Florida Hospital Orlando, the hospital number will be 407-303-5600. Thank you. Mr. Shaw thanks you in advance for your consideration on the heels of his unexpected hospitalization. 10 STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West Seventh Avenue Anchorage, Alaska 99501 Re: Application of Hilcorp Alaska, LLC., to Amend Conservation Order 701A (Ninilchik Field) to Expand and Redefine the Vertical and Horizontal Extent of Ninilchik Beluga/Tyonek Gas Pool. Ft1 Docket Number: CO -17-016 Conservation Order 701 B Ninilchik Unit Ninilchik Field Beluga/Tyonek Gas Pool Kenai Peninsula Borough, Alaska. November 17, 2017 The Alaska Oil and Gas Conservation Commission ("AOGCC") is in receipt of Hilcorp's November 15, 2017 Response to Directive of AOGCC. In its response, Hilcorp requests that AOGCC withdraw its directive to Hilcorp to identify affected parties and provide proof of service to those parties. Conservation Order (CO) 701A contains a modification of well spacing requirements of 20 AAC 25.055. Hilcorp's request to update the Affected Area defined in Conservation Order 701A and referenced in Pool Rule 1 to add NWI/4NE1/4 of Section 7, TIN, R12W, SM has the effect of extending the well spacing exception to a new area, and is therefore effectively an exemption from 20 AAC 25.055 for the added land. The request therefore requires Hilcorp give notice to all owners, landowners and operators within 3000 feet of the boundaries of acreage proposed for the exemption which do not abut the current Affected Area. This order does not require notice to any owners or landowners within the current Affected Area. AOGCC has no desire to commence another hearing only to have a continuance necessitated by another affected party claiming it did not receive notice. Hilcorp's request to withdraw the directive is DENIED. Hilcorp shall identify affected parties within 3000 feet of the boundaries of the area it proposes to add to CO 701 A and provide proof of service to those parties. DONE at Anchorage, Alaska and dated November 17, 2017. �on� Hollis S. French CaJ Forester Oankl F Seamount, Jr. v Chair, Commissioner Commissioner Commissioner Conservation Order 701B November 17, 2017 Page 2 of 2 ;I atKUJ91 r] q;7rYf1]J:\�U)F10Y7I7! 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 Yte 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 maybe 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 defaultafter which the designated period begins to ran 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 STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West Seventh Avenue Anchorage, Alaska 99501 Re: Application of Hilcorp Alaska, LLC., to Amend ) Docket Number: CO -17-016 Conservation Order 701A (Ninilchik Field) to ) Expand and Redefine the Vertical and Horizontal ) Conservation Order 701B Extent of Ninilchik Beluga/Tyonek Gas Pool. ) Ninilchik Unit Ninilchik Field Beluga/Tyonek Gas Pool Kenai Peninsula Borough, Alaska. ) November 17, 2017 t'1 ' The Alaska Oil and Gas Conservation Commission ("AOGCC") is in receipt of Hilcorp's November 15, 2017 Response to Directive of AOGCC. In its response, Hilcorp requests that AOGCC withdraw its directive to Hilcorp to identify affected parties and provide proof of service to those parties. Conservation Order (CO) 701A contains a modification of well spacing requirements of 20 AAC 25.055. Hilcorp's request to update the Affected Area defined in Conservation Order 701A and referenced in Pool Rule 1 to add NWl/4NE1/4 of Section 7, T1N, RI 2W, SM has the effect of extending the well spacing exception to a new area, and is therefore effectively an exemption from 20 AAC 25.055 for the added land. The request therefore requires Hilcorp give notice to all owners, landowners and operators within 3000 feet of the boundaries of acreage proposed for the exemption which do not abut the current Affected Area. This order does not require notice to any owners or landowners within the current Affected Area. AOGCC has no desire to commence another hearing only to have a continuance necessitated by another affected party claiming it did not receive notice. Hilcorp's request to withdraw the directive is DENIED. Hilcorp shall identify affected parties within 3000 feet of the boundaries of the area it proposes to add to CO 701 A and provide proof of service to those parties. DONE at Anchorage, Alaska and dated November 17, 2017. //signature on file// //signature on file// Jody J. Colombie (signed for) Hollis S. French Cathy P. Forester Daniel T. Seamount, Jr. Chair, Commissioner Commissioner Commissioner Conservation Order 701B November 17, 2017 Page 2 of 2 RECONSIDERATION AND APPEAL NOTICE 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 maybe 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 decisim on reconsideration. In computing a period of time above, the date of the event or defaultafter which the designated period begins town 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: Friday, November 17, 2017 11:30 AM To: DOA AOGCC Prudhoe Bay; Bender, Makana K (DOA); Bettis, Patricia K (DOA); Brooks, Phoebe L (DOA); Carlisle, Samantha J (DOA); Colombie, Jody J (DOA); Davies, Stephen F (DOA); Foerster, Catherine P (DOA); French, Hollis (DOA); Frystacky, Michal (DOA); Guhl, Meredith D (DOA); Kair, Michael N (DOA); Link, Liz M (DOA); Loepp, Victoria T (DOA); Mumm, Joseph (DOA sponsored); Paladijczuk, Tracie L (DOA); Pasqual, Maria (DOA); Quick, Michael J (DOA); Regg, James B (DOA); Roby, David S (DOA); Schwartz, Guy L (DOA); Seamount, Dan T (DOA); Wallace, Chris D (DOA); AK, GWO Projects Well Integrity; AKDCWelllntegrityCoordinator; Alan Bailey; Alex Demarban; Alicia Showalter; Allen Huckabay; Andrew VanderJack; Ann Danielson; Anna Raff; Barbara F Fullmer, bbritch; bbohrer@ap.org; Ben Boettger; Bill Bredar; Bob Shavelson; Brandon Viator; Brian Havelock; Bruce Webb; Caleb Conrad; Candi English; Cocklan-Vendl, Mary E; Cody Gauer; Colleen Miller; Connie Downing; Crandall, Krissell; D Lawrence; Dale Hoffman; Danielle Mercurio; Darci Horner; Dave Harbour, David Boelens; David Duffy; David House; David McCaleb; David McCraine; ddonkel@cfl.rr.com; Diemer, Kenneth J (DNR); DNROG Units (DNR sponsored); Donna Ambruz; Ed Jones; Elizabeth Harball; Elowe, Kristin; Elwood Brehmer; Evan Osborne; Evans, John R (LDZX); Brown, Garrett A (DNR); George Pollock; Gordon Pospisil; Greeley, Destin M (DOR); Gretchen Stoddard; gspfoff; Hurst, Rona D (DNR); Hyun, James J (DNR); Jacki Rose; Jason Brune; Jdarlington Oarlington@gmail.com); Jeanne McPherren; Jerry Hodgden; Jill Simek; Jim Watt; Jim White; Joe Lastufka; Radio Kenai; Burdick, John D (DNR); Easton, John R (DNR); Larsen, John M (DOR); John Stuart; Jon Goltz; Chmielowski, Josef (DNR); Juanita Lovett; Judy Stanek; Kari Moriarty; Kasper Kowalewski; Kazeem Adegbola; Keith Torrance; Keith Wiles; Kelly Sperback; Frank, Kevin J (DNR); Kruse, Rebecca D (DNR); Kyla Choquette; Gregersen, Laura S (DNR); Leslie Smith; Lori Nelson; Luke Keller, Marc Kovak; Dalton, Mark (DOT sponsored); Mark Hanley (mark.hanley@anadarko.com); Mark Landt; Mark Wedman; Michael Bill; Michael Calkins; Michael Moora; Michael Schoetz; Mike Morgan; MJ Loveland; mkm7200; Motteram, Luke A; Mueller, Marta R (DNR); Nathaniel Herz; knelson@petroleumnews.com; Nichole Saunders; Nick Ostrovsky; NSK Problem Well Supv; Patty Alfaro; Paul Craig; Decker, Paul L (DNR); Paul Mazzolini; Pike, Kevin W (DNR); Randall Kanady; Renan Yanish; Richard Cool; Robert Brelsford; Robert Warthen; Sara Leverette; Scott Griffith; Shahla Farzan; Shannon Donnelly; Sharon Yarawsky; Skutca, Joseph E (DNR); Smart Energy Universe; Smith, Kyle S (DNR); Stephanie Klemmer; Stephen Hennigan; Sternicki, Oliver R; Moothart, Steve R (DNR); Steve Quinn; Suzanne Gibson; Sheffield@aoga.org; Tanisha Gleason; Ted Kramer, Teresa Imm; Tim Jones; Tim Mayers; Todd Durkee; Tom Maloney, trmjrl; Tyler Senden; Umekwe, Maduabuchi P (DNR); Vinnie Catalano; Well Integrity, Well Integrity; Weston Nash; Whitney Pettus; Aaron Gluzman; Aaron Sorrell; Ajibola Adeyeye; Alan Dennis; Andy Bond; Bajsarowicz, Caroline J; Bruce Williams; Bruno, Jeff J (DNR); Casey Sullivan; Corey Munk; Don Shaw; Eppie Hogan; Eric Lidji; Garrett Haag; Smith, Graham O (DNR); Heusser, Heather A (DNR); Fair, Holly S (DNR); Jamie M. Long; Jason Bergerson; Jesse Chielowski; Jim Magill; Joe Longo; John Martineck; Josh Kindred; Keith Lopez; Laney Vazquez; Lois Epstein; Longan, Sara W (DNR); Marc Kuck; Marcia Hobson; Steele, Marie C (DNR); Matt Armstrong; Melonnie Amundson; Franger, James M (DNR); Morgan, Kirk A (DNR); Umekwe, Maduabuchi P (DNR); Pat Galvin; Pete Dickinson; Peter Contreras; Rachel Davis; Richard Garrard; Richmond, Diane M; Robert Province; Ryan Daniel; Sandra Lemke; Pollard, Susan R (LAW); Talib Syed; Tina Grovier (tmgrovier@stoel.com); William Van Dyke Subject: co 701B (Order) Hilcorp Attachments: co701b.pdf Please see attached. Jody j. Co(ombie A0CGCC Specia(Assistant Alaska oilandGas Conservation Commission 333 West 7"' Avenue Anchorage, A(aska 99501 Office: (907)793-1221 Fax: (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. Bernie Karl Gordon Severson Penny Vadla K&K Recycling Inc. 3201 Westmar Cir. 399 W. Riverview Ave. P.O. Box 58055 Fairbanks, AK 99711 Anchorage, AK 99508-4336 Soldotna, AK 99669-7714 George Vaught, Jr. P.O. Box 13557 Denver, CO 80201-3557 Darwin Waldsmith P.O. Box 39309 Ninilchik, AK 99639 Richard Wagner P.O. Box 60868 Fairbanks, AK 99706 RECEIVED NOV 15 2011 AOGCC STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West 7th Avenue, Suite 100 Anchorage Alaska 99501 Re: Application of Hilcorp Alaska, LLC, ) Docket No. CO -17-016 to Amend Conservation Order 701A ) (Ninilchik Field) to Expand and ) Ninilchik Unit Redefine the Vertical and Horizontal ) Ninilchik Field Extent of Ninilchik Beluga/Tyonek ) Beluga/Tyonek Gas Pool Gas Pool ) Kenai Peninsula Borough, Alaska RESPONSE TO DIRECTIVE OF AOGCC Hilcorp Alaska, LLC ("Hilcorp Alaska") herewith responds to the Alaska Oil and Gas Conservation Commission ("AOGCC," the "Commission") directive regarding notice of this application and to clarify the issue under consideration in this matter. First, we request that the Commission revoke its directive stated at the conclusion of the hearing held on November 14, 2017, regarding Hilcorp Alaska's obligation to identify "affected parties" and to provide proof of notice to said parties. Second, we request that the Commission reaffirm that the only issue to be resolved in this matter is Hilcorp Alaska's application to amend Conservation Order 701A regarding the extent of the Ninilchik Beluga/Tyonek Gas Pool. I. Proceedings to Date On August 29, 2017, Hilcorp Alaska submitted a request to the AOGCC to amend Rule 2 in Conservation Order 701A to alter the vertical definition of the Ninilchik Beluga/Tyonek Gas Pool. The requested amendment proposed revising Rule 2 to read: Rule 2. Pool definition The Ninilchik Beluga/Tyonek Gas Pool comprises the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,555 feet and 9,035 feet in the Kalotsa #3 well. The application also updated the Affected Area defined in Conservation Order 701A and referenced in Pool Rule 1 to add the NWl/4NE1/4 of Section 7, TIN, R12W. Hilcorp Alaska, LLC, Response to Directive of AOGCC Page 1 November 15, 2017 As provided in 20 AAC 25.540', the AOGCC prepared and published a public notice which, among other items, set a tentative hearing for October 25, 2017, should a person make a request that the hearing be held. Pursuant to discussions with AOGCC staff, Hilcorp Alaska clarified that the Affected Area included the NWl/4NE1/4 of Section 7, TIN, R12W, to coincide with the expansion of the Ninilchik Unit as directed by the Alaska Department of Natural Resources. The original notice was amended to state that Hilcorp Alaska's application sought a redefinition of both the vertical and horizontal boundaries of the Affected Area and to change the date of the tentative hearing. The updated notice was published, setting a hearing date of November 14, 2017. Both the original notice and the updated notice are attached to this Response. In compliance with the AOGCC regulations, the AOGCC published the notices in the Anchorage Daily News. In addition, the AOGCC sent the notices to an email mailing list which the AOGCC maintains 2, posted the notice on the AOGCC website and further posted same on the State of Alaska Online Public Notices website. AOGCC regulations do not require an operator who applies for a change in pool rules to provide public notice or individual notice to anyone .3 Accordingly, Hilcorp Alaska did not provide any public or individual notice of its application. On October 10, 2017, Don Shaw submitted to the AOGCC a request that the hearing be held. Mr. Shaw's request did not set forth any substantive objections to Hilcorp Alaska's application. A copy of the request is attached to this Response.' ' 20 AAC 25.540(a) provides: On its own motion or if a written request is received to issue an order affecting a single well or a single field, the commission will publish notice in an appropriate newspaper as provided in AS 31.05.050 (b). In the notice, the commission will set out the essential details of the requested order, provide an opportunity for public comment, tentatively specify the place, time, and date for a public hearing, and provide a telephone number that the public may use to learn if the commission will hold the tentative hearing. The commission will tentatively set a hearing date that is at least 30 days after the date of publication of the notice. A person may submit a written protest or written comments during that 30 -day period. In addition, a person may request that the tentatively scheduled hearing be held by filing a written request with the commission within 15 days after the publication date of the notice. If the commission receives a timely request for hearing, or if the commission desires to hold a hearing, the commission will hold a hearing on the date and time specified in the notice. If a request for hearing is not timely filed, the commission will, in its discretion, issue an order without a hearing. 2 A person need only ask the Commission to be placed on the email mailing list, and they will be added to the list. AOGCC regulations require an applicant to provide notice in only two proceedings. An applicant seeking a spacing exception must provide notice to certain persons pursuant to 20 AAC 25.055(d). An applicant for an order permitting hydraulic fracturing of a formation must provide notice to certain persons. 20 AAC 25.283 (a)(1). In all other instances where an order would affect a single well or a single field, the Commission undertakes public notice in accordance with 20 AAAC 25.540. 4 Mr. Shaw does not own lands or mineral rights or overriding royalty interests or any other interest included in the Ninilchik Unit. Hilcorp Alaska, LLC, Response to Directive of AOGCC Page 2 November 15, 2017 On November 13, 2017, attorneys representing PLC, LLC, and MH2, LLC (holders of overriding royalty interests in lands currently included in the Ninilchik Unit) wrote a letter to the AOGCC. The letter was apparently submitted to notify the AOGCC of legal proceedings surrounding the expansion of the Falls Creek Participating Area ("FCPA") of the Ninilchik Unit which is the subject of a current proceeding before the Alaska Department of Natural Resources and the Alaska Superior Court. The letter also purported "to remind the AOGCC of its statutory duty in all cases of involuntary unitization—namely, unit -related issues in which one or more parties in interest within or adjacent to a unit to not voluntary agree to one or more terms of the unit, including but not limited to allocation of production (i. e., correlative rights)." A copy of the letter is attached to this Response. A hearing was held on November 14, 2017. At the hearing, the University of Alaska claimed that it had received notice of the matter only the evening before from counsel for owners of overriding royalties on tracts within the Ninilchik Unit. The University provided a letter dated November 14, 2017, restating that it had received notice the evening before, and that they believe the AOGCC is the proper agency to review questions surrounding the FCPA. A copy of the letter is attached to this Response. The AOGCC did not hear the merits of Hilcorp Alaska's application. Rather, at the conclusion of the hearing, the AOGCC directed Hilcorp Alaska to provide a list of all "affected parties," and provide proof that Hilcorp Alaska had provided said affected parties individual notice of the application. Il. AOGCC Has Provided Proper Notice in this Matter and No Further Notice is Appropriate As noted above, this matter is an application for an order which affect a single field. Pursuant to 20 AAC 25.540, the Commission provided public notice, not only by publishing the notices in Anchorage Daily News, but also by posting the notices on its website, the State of Alaska Online Public Notice website and sending the notices to the email list maintained for such purposes. There is no requirement that the applicant provide either public or individual notice of its application to anyone. To the knowledge of Hilcorp Alaska, no applicant for an order affecting a single well or a single field (other than spacing exceptions or hydraulic fracturing) has provided individual notice of the application. The notice process was apparently sufficient to allow Don Shaw and the attorneys for PLC, LLC, and MH2, LLC, to respond and either appear at the hearing or file a response with the AOGCC. As the holder of a large endowment of public lands, and as a participant in the DNR proceedings respecting the Ninilchik Unit, one might anticipate that the University of Alaska would follow public notices in newspapers and request to be placed on the AOGCC email mailing list of matters affecting its properties. The University of Alaska has stated it was not individually notified of this proceeding, even though such notice is not required by the regulations. Directing Hilcorp Alaska to list all the "affected Hilcorp Alaska, LLC, Response to Directive of AOGCC Page 3 November 15, 2017 parties" and prove that it had already provided individual notice to such parties is not an appropriate remedy. By reasonable inference, the direction assumes that Hilcorp Alaska should have provided individual notice to the nearly 300 mineral owners (not including overriding interest owners) within the Ninilchik Unit and perhaps those who own land within some unspecified distance of the unit boundaries. This is a burden wholly inappropriate given the nature of the application and the lack of any such requirement in the regulations. The AOGCC has provided notice of this matter in compliance with its regulations. No further notice is or should be required. II. The Only Matter before the AOGCC is the Vertical and Horizontal Extent of CO 701A Pool Rule 2. Hilcorp Alaska initiated this matter by applying for a redefinition of the vertical extent of the pool. The AOGCC issued a public notice of the application. During its review of the application, AOGCC staff correctly noted that the Affected Area described in Hilcorp Alaska's application had been enlarged to include the NWl/4NE1/4 of Section 7, TIN, R12W. Accordingly, the AOGCC prepared and published an updated notice to change the hearing date. Therefore, the only issue before the AOGCC is the requested expansion of the Pool to include the NWI/4NE1/4 of Section 7, TIN, R12W and to modify the vertical depth to include the interval between the measured depths of 1,555 feet and 9,035 feet in the Kalotsa #3 well. There are no other issues properly before the AOGCC. The University of Alaska, PLC, LLC, MH2, LLC, and Don Shaw had suggested there are many other issues surrounding the Ninilchik Unit which the AOGCC should consider and resolve. While these are interesting topics, they are not before the AOGCC and should not be heard in this proceeding. The University of Alaska, PPC, LLC, and MH2, LLC, suggest that AOGCC should take over from the DNR and the Alaska Superior Court the consideration and resolution of the current dispute respecting the extent of the FCPA. Hilcorp Alaska will not opine on the merits of this position except to say that none of these issues are before the AOGCC in this matter. To the extent these persons desire to invoke the AOGCC authority regarding involuntary unitization or any other topic, the proper step is to initiate their own proceeding before the AOGCC. It is difficult to understand the nature of Mr. Shaw's objections. A written philippic authored by Mr. Shaw and dated June 5, 2017, was provided to Hilcorp Alaska at the hearing. These comments were made as part of the DNR proceedings on the proper extent of the FCPA. Suffice to say that none of them are directed to the vertical or horizontal extent of the Ninilchik Beluga/Tyonek Gas Pool. A copy of Mr. Shaw's letter (without the extensive exhibits) is attached to this Response. III. Conclusion The AOGCC provided public notice of Hilcorp Alaska's application in accordance with 20 AAC 25. 540. No further notice is required in this matter. Hilcorp Alaska, LLC, Response to Directive of AOGCC Page 4 November 15, 2017 The AOGCC should consider issuing an order directing that all participants in this matter must confine their written comments and any testimony provided at the December 14, 2017, hearing to the question of the vertical and horizontal extent of the Ninilchik Beluga/Tyonek Gas Pool. Dated at Anchorage, Alaska this 15th day of November, 2017 CA Cody T. Terrell, Landman Hilcorp Alaska, LLC cc: Jody Colombie, Special Assistant, AOGCC (via email) Kenneth J. Diemer, Unit Manager, State of Alaska, DNR (via email) Chantal Walsh, Director, Alaska Division of Oil and Gas (via email) Hilcorp Alaska, LLC, Response to Directive of AOGCC Page 5 November 15, 2017 Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine Vertical Boundries of Pool Hilcorp Alaska, LLC, by application received August 29, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. The AOGCC has tentatively scheduled a public hearing on this application for October 25, 2017, at 10:00 a.m. at 333 West 7s' Avenue, Anchorage, Alaska 99501. To request that the tentatively scheduled hearing be held, a written request must be filed with the AOGCC no later than 4:30 p.m. on October 2, 2017. If a request for a hearing is not timely filed, the AOGCC may consider the issuance of an order without a hearing. To learn if the AOGCC will hold the hearing, call (907) 793-1221 after October 6, 2017. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7a' Avenue, Anchorage, Alaska 99501. Comments must be received no later than 4:30 p.m. on October 17, 2017, except that, if a hearing is held, comments must be received no later than the conclusion of the October 25, 2017 hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than October 19, 2017.' Hollis S. French Chair, Commissioner Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Hilcorp Alaska, LLC, by application received August 29, 2017 and amended by email on October 3, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical and horizontal boundaries of the Ninilchik Beluga/Tyonek Gas Pool and to expand the Affected Area of the pool to include the NWl/4NE1/4 of Section 7, TIN, R12W. The public hearing scheduled for October 25, 2017 at 10:00 a.m. is VACATED. The AOGCC has tentatively scheduled a public hearing on the amended application for November 14, 2017, at 10:00 a.m. at 333 West 7th Avenue, Anchorage, Alaska 99501. To request that the tentatively scheduled hearing be held, a written request must be filed with the AOGCC no later than 4:30 p.m. on October 27, 2017. If a request for a hearing is not timely filed, the AOGCC may consider the issuance of an order without a hearing. To learn if the AOGCC will hold the hearing, call (907) 793-1221 after November 3, 2017. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7h Avenue, Anchorage, Alaska 99501. Comments must be received no later than 4:30 p.m. on November 13, 2017, except that, if a hearing is held, comments must be received no later than the conclusion of the November 14, 2017 hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than November 7, 2017. //signature on file// Hollis S. French Chair, Commissioner ovie co " yo y e3 T y ��v�v C. yj�Pi2G q�vl-5 RECEIVE® OCT 10 2017 AOGCC t 4.c is ° Bankston Gronning O'Hara William M. Baniston, Shareholder Christopher -M. Brechk Shareholder Chris D. Gronning, Shareholder Steven T. O'Hara, Shareholder Renee. J. Sheyko, Associate Julius J. Brecht, Of Counsel Mark W. Fullmer, Of Counsel Wbankston@bgolaw.pro November 13,'2017 Sent via facsimile Hollis French; Chair Alaska Oil and Gas Conservation Commission 333 West 7t' Avenue Anchorage, Alaska 99501 Re: Docket Number: CO -17-016 Nini]chik Beluga/Tyonek Gas Pool, Ninitchk Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Our File No. C2934-33 DearCommissioner French: The law firm of Bankston Gronning O'Hara represents PLC, LLC and MM LLC. The following comments in reference to the above. Docket Number are submitted on behalf of those entities. The Alaska Oil and Gas Conservation Commission. ("AOGCC") has scheduled a hearing on November .13, 2017 regarding the vertical and horizontal boundaries of the pool of gas being produced from and around the Falls Creek Participating Area ("FCPA") in the Beluga and Tyonek formations—specifically in the NW1/4 and NEI/4 of Section. 7, TIN, R12W. This letter is submitted to notify. the AOGCC that PLC, LLC and MH2, LLC (the "LLCs') are the owners of record of an overriding royalty interest COW') in a State ,of Alaska lease within the Ninilchik Unit ("NU") contiguous with the north boundary of the FCPA. The LLCs have filed two actions in the Superior Court for the State of Alaska, Third Judicial District at Kenai (Case No. 3KN-17-00649 Cl and Case No. 3KN-17-00650 CI) in response to the Alaska Department of Natural Resource's ("DNR") decision regarding allocation of production from the FCPA. Case Number 3KN-17-00649 CI includes AOGCC as a named defendant. In addition to written notification regarding Case No. '3KN-17-00649, this letter is submitted to remind the AOGCC of its statutory duty in all cases of involuntary unitization— namely, unit -related issues in which one or more parties in interest within or adjacent to a unit do not voluntary agree to one or more terms of the unit, including: but not limited to allocation of production (i.e., correlative rights'). .The focus of the LLCs' complaint centers on the statutory duties and responsibilities of DNR as contrasted with AOGCC with respect to defining the area] extent of pools of oil or gas, 601 West Fifth Avenue;.Suite 900 Agcborage; Alaska 99501 T907.276.1711 F907.279.5358 w .bgolaw.pro Alaska Oil and Gas Conservation Commission November 13, 2017 Page 2 and the follow -along boundaries of units and participating areas within these units. More specifically, the complaint focuses on DNA's and AOGCC's respective responsibilities during voluntary unitization as contrasted with involuntary unitization. For purposes of the hearing on November 13, 2017, I would encourage AOGCC to assume its statutory duties pertaining to involuntary unitization. There is no reason for AOGCC to continue to allow DNR to usurp AOGCC's statutory duties simply because "that's the way we've always done it." AOGCC does not need to wait for a decision from the Alaska court in Case No. 3KN-17-00649 to define the AOGCC's duties when these duties are already clearly defined in statute. In involuntary unitization cases, AOGCC has very specific statutory responsibilities that may not be delegated to DNR.1 The only responsibility that the AOGCC may delegate to DNR is collection of information as clearly stated in the AOGCC enabling statutes? Any decision regarding the underlying pool(s) of gas and the follow -along decisions about the boundary of the NU, and the FCPA within the NU, must be determined by the AOGCC after it reviews all available information regarding the regional geology, geophysics, and well data .3 Data that should be reviewed by the AOGCC pursuant to its statutory duty includes the confidential geological report submitted by Iilcorp when it applied to the DNR for expansion of the FCPA on November 2, 2016. The confidential data does not need to be made public by AOGCC. AOGCC has a long track record of managing proprietary oil and gas data confidentially. However, to properly reach a decision in the context of involuntary unitization proceedings, AOGCC must collect, analyze, and consider all of the available information before it decides about the areal and vertical distribution of a pool of oil and gas to assure that all parties in interest have their correlative rights protected. If no parties in interest contest one or more aspects of a proposal to create a unit; a proposal to change an existing unit boundary; a proposal to create a participating area; or a proposal to change an existing participating area boundary, then the proceeding remains voluntary and can be decided exclusively by DNR pursuant to DNB's statutory duties. However; whenever one or more parties in interest within a unit or adjacent to a unit contest allocation of production or assert a violation of correlative rights; then the associated proposal to create a unit; proposal to change an existing unit boundary; proposal to create a participating area; or, the proposal to change an existing participating area boundary ceases to be voluntary and is then involuntary. When a unit -related decision becomes involuntary, the AOGCC is the quasi-judicial body that must determine the unit and/or participating area 'AS 31,05.110(q). 'AS 31:05.026(c). 3 AS 31.05.110(b). I L Mi 601 West.Fifth Avenue. Suite 900 Anchorage. Alaska.99501 r9p7.27CT1 , F96721456 58 www.pcolaw.pl'o Alaska Oil and. Gas Conservation Commission November 13, 2017 Page 3 boundaries atter using all available data to define one or more pools of oil or gas in the reservoirs below the properties considered for unitization. The DNR has opined that an ORRI is not an interest in a lease andthat an owner of an ORRl is not parties in interest. These legal issues have been taken on appeal from that DNR decision up by the Alaska Superior Court in Case Number 3KN-17-00650 Cl, ORRi owners aside, if there -is an owner of mineral rights in or around the NU and/or FCPA that questions allocation of production, it cannot be argued that such a person lacks standing. In summary, to the extent a party in interest asserts its correlative rights in a manner that shifts decisions about the NU and/or the FCPA from voluntary to involuntary, then the AOGCC has a duty to consider all the available data and to issue a decision about the pool in a manner that prevents waste and protects correlative rights, and AOC,CC may not delegate that duty to DNR or any other entity. For the same reason that AOGCC will not allow waste in the form of drilling multiple gas Wells in one square mile of land (unless an exception to this regulation prevents waste and maximizes production of gas reserves), AOGCC has an obligation to prevent waste that would be caused by requiring every mineral right owner within a section to collect his/her own seismic data to prove drainage. Any and all existing seismic data, well data, and confidential geologic reports regarding lands involved in an involuntary unitization proceeding before AOGCC can and should be reviewed by AOGCC for purposes of preventing waste and protecting the correlative rights of 0 parties in interest. In closing, l would encourage AOGCC to use the current opportunity to exercise its Statutory duties by obtaining the confidential geological report held by the DNR, the seismic data held by Hileorp, and any other geological, geophysical, and/or well data that could be made available to AOGCC regarding the FCPA within the NU, and to expand the FCPA in a manner that protects the correlative rights of all private land owners, the University of Alaska, and the LLCs without creating waste by requiring each landowner to collect and analyze its own seismic data. Very truly yours, BANKSTORN G`RONNING O'HARA, P.C. wr�tsB:�ry ` cc: PLC, LLC William M. Bankston MH2, LLC Peter 1. Caltagirone Tab Ballantine C2934t33SLTRaogd WMaoomaientseo• 17-016 j �+`r 801 `Nest Fifth Arerlua swfa 900 ,�t . nchorage Alaska 914561 T902761711 F 907.279.5356 www.bgolaw.prb Christine Klein Chief Facilities & Lands Officer Phone: (907) 786-7781 Fax: (907)786-7733 Email: ceklein@alaska.edu November 14, 2017 UNIVERSITY of ALASKA ... n%r„7Tir�sticrs fhlc dlrsi;v.-... Facilities & Land Management University of Alaska System 1815 Bragaw Street, Suite 101 Anchorage, AK 99508 Web: www.ualand.com Hollis French, Chair Sent Via Email and Hand Delivery Alaska Oil and Gas Conservation Commission Hollis.French@alaska.xov 333 West 711 Ave Anchorage, AK 99501 Re: Docket Number CO -17-016 Nilnilchik Beluga/Tyonek Gas Pool, Nilnilchik Unit Redefine and Expand Vertical and Horizontal affected Area of Pool Dear Commissioner French: The University of Alaska is an interested party in this proceeding as it owns Tract 19 (TAN, R.12W, S.M., AK, Sec 6: SE1/4NE7/4) that was included in Hilcorp Alaska's original Falls Creek PA expansion proposal. The University did not receive notice of this proceeding until yesterday at 4:30 p.m., when it received a copy of the hearing notice from the attorneys representing PLC, LLC and NH2, LLC. We therefore request permission to file this comment after your November 13, 2017, 4:30 p.m. comment deadline. The University had prior discussions with the Department of Natural Resources (DNR) in order to understand the methodology the DNR used in its May 16, 2017 "Approval, in Part, of the First Expansion of the Falls Creek Participating Area” to justify removal of the University's Tract 19 from the proposed Falls Creek Participating Area expansion. The DNR decision concerned the University, in part, because the University was not privyto the geological data underpinning some of the DNR's assumptions. That lack of access was unavoidable because of the confidentiality of the data. The University has reviewed the legal positions of PLC, LLC and NI -12, LLC and finds some merit in the assertion the AOGCC is the most appropriate state agency to make determinations regarding reservoir extent in contested PA expansion and contraction decisions. AOGCC is charged with protecting correlative rights. The AOGCC is also able to access and make an independent assessment of all parties' confidential geological data, while maintaining that confidentiality. Most importantly, the AOGCC, unlike the DNR, does not have a direct financial interest in the outcome of the PA expansion and contraction determinations. Unlike the DNR, it does not have title to oil and gas leases being considered for inclusion or exclusion from the proposed participating area. It was likely for these reasons that the Alaska Legislature appear to have placed primary jurisdiction over these matters with the AOGCC, and not the DNR. University Comment Letter to AOGCC Docket Number CO -17-016 November 14, 2017 Page 2 of 2 As mentioned earlier, the University does not have access to the geological data upon which the DNR relied in determining which acreage was in and which was out of the Falls Creek PA expansion. Even if it did, the University does not have geologists and petroleum reservoir engineers on staff who could assess that data. The AOGCC does. The University supports the AOGCC taking an independent review of the Falls Creek Participating Area Expansion as originally proposed by Hilcorp, to determine in a fair and non -conflicted manner the extent of the reservoir that will be productive for oil and gas. The University is not suggesting that the DNR has undertaken any nefarious or improperly motivated action in modifying the original Hilcorp PA expansion proposal. However, to ensure that such a decision is beyond reproach and on solid legal footing, the University believes the. best course of action would be for the AOGCCto undertake an independent reviewof the original Hilcorp Falls Creek Participating Area Expansion Application such that the AOGCC decision on PA expansion could resolve all of the legal concerns of the PLC, LLC and MH2, LLC parties, as well as providing the University and the other fee owners with an indisputably unbiased analysis that protects all parties correlative rights. For future hearings on this matter, please ensure that notice is provided to the University through notification of the undersigned. Thank you for allowing us to comment. Sincerely, _ Christine Klein cc. Commissioner Catherine Foerster,cathv.foersterwalaska.aov Commissioner Dan Seamount, dan.seamount(Malasko.00v Ninilchik Unit Falls Creek Participating Area Proposed Expansion Dated: May 16, 2017 Appeal June 5, 2017 Dear Director Walsh, My May 15, 2017 letter to the DNR appeals expressed my concerns of Andrew Mack's March 22, 2017 letter and the term "in due course". This latest ruling justifies my concerns. Geological data submitted by Marathon [the predecessor company to Hilcorp] to the AOGCC clearly shows the outline of the pool, complete with the faults and the horizons on the anticlines surrounding the Falls Creek PA. I am simply relying on public domain data submitted to the State by the owner of the Ninilchik Unit. It is Marathon's (now Hilcorp's) data. Attached you will find the Structure Map for the Ninilchik Unit published by Marathon. Having georeferenced the image and using TO1N-RI3W to act as the 4 -corner reference. The parcel is very small when put on this map — look for the green blurb on the 6,000' contour line — that is parcel #13902056, that is me, you should be able to zoom in to enlarge. The heavy lines are faults. The lighter lines with numbers are the horizons on the anticline surrounding the Falls Creek PA. The State of Alaska, the AOGCC, your DNR Division of Oil and Gas, Marathon and Hilcorp ALREADY KNEW how big the Falls Creek PA was when Hilcorp bought it! The AOGCC ordered, in Co 701 and 701A, Affected Area, 1 North, 12 West, section 7, North West 114. That is me and my georeferenced image recently placed on the Structure Map submitted by the former owner of the Ninilchik Unit. 701 was held for the sole purpose, " The AOGCC has chosen to call a hearing on this application INSTEAD OF handling it administratively because the proposed changes in the well spacing and escrow requirements MAY IMPACT the CORRELATIVE RIGHTS of parties that ARE WITHIN the DEFINED AREA of the POOL or UNIT, but are NOT YET COMMITED to the unit". Your March 2, 2017 expansion had a Nov 2, 2016 letter from Hilcorp, in part, "Areal expansion of the Falls Creek Participating Area boundary will also require modification of the Ninilchik Unit boundary. This change involves the unitization of approximately 40 acres of fee mineral property, 100% ]eased by Hilcorp within the NW4 NE4, Section 7, Township I North, Range 12 West, Seward Meridian Alaska." I'm Section 7 North West %4, why don't you modify the Ninilchik Unit boundary for me? Oh, that's right, I never signed a Hilcorp lease! You state " Seismic data, though instrumental in identifying prospective structural traps, have proven to be unreliable in the Ninilchik area and other areas in Cook Inlet for detailed subsurface mapping of the internal architecture and outer limits of producing gas accumulations.". That "For this determination, the operator proposed a Falls Creek PA boundary based on the Lowest Known Gas (LKG) method." Also, "The Division felt it was necessary to further simplify the approach to address these issues and the circle and tangent method was chosen." " A fifty percent rule was applied to each aliquot, meaning the maximum convex hull area must cover at least fifty -percent of each aliquot for that aliquot to be included in the PA." "The FCPA boundary established through this method is the most equitable approach with the available data." "The expanded FCPA includes quarter -quarter sections within a 1,500 -foot radius of the Ninilchik Unit — First Expansion of Falls Creek Participating Area 14 portion of the well bores open to production within the proven Tyonek and Beluga reservoirs. Only quarter -quarter sections where fifty percent or more of the reservoir is observed were included in the FCPA. " "C. The Protection of All Parties in Interest, Including the State 1. The economic, geological, geophysical, and engineering data that Hilcorp provided reasonably justify the inclusion of the acreage into the revised FCPA under the terms of the applicable regulations governing formation, expansion, and operation of oil and gas units and participating areas (I I AAC 83.301-11 AAC 83.395) and the terms and conditions under which these lands were leased from the State. With input from the State, Hilcorp has submitted an acceptable methodology for establishing the expanded boundaries of the FCPA." I have expressed concerns in my past appeal of you being able to think on your own, without Hilcorp there to help lead your thoughts. On that you have proven my concerns are correct on this also with your "For this determination, the operator proposed a Falls Creek PA boundary based on the Lowest Known Gas (LKG) method." The "C. The Protection of All Parties in Interest," is NOT PROTECTING MY CORRELATIVE RIGHTS. "and the terms and conditions under which these lands were leased from the State". The State is free to do whatever it chooses to do with the States royalties, as I've stated in the past, I can only continue to hang my head in shame. These are MY CORRELATIVE RIGHTS they ARE NOT for the State to wheel and deal with. As a litigant in the Exxon Valdez Oil Spill, after waiting around 15 years for the case to be heard by the U.S. Supreme Court they decided to hold off on hearing the Exxon case until they heard another case that came after Exxon. They felt that case would have an impact on the Exxon verdict. 5 years before they ruled on Exxon they already knew the answer, they just had to wait for "in due course". What better role model for the guidance of the corporation of Alaska to steal from their citizens than the U.S. Supreme Court? After all, the states broke, give up more of it's citizens rights and maybe the oil companies will throw us another scrap. With YOUR HELP Hilcorp "submitted an acceptable methodology". What kind of scrap did they throw you TO COMPLETELY IGNORE my CORRELATIVE RIGHTS? The "circle and tangent method" is flawed to this Patent Fee Owner. With your 50150 mentality 49.9 means you don't get anything! Now with the Marathon map, as you can see the fault runs well East of me and also to the South of me. My property is 450 yards long, using that for a reference, the fault is 450 yards from my Southern property line. I'm clearly on the 6,000' line with Southwest of my Southern property being a convergence of anticline going up to the 5,000' anticline. ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,0001 to 5,000' in the space of 4,000'. In Your Very Own Words from the last appeal "The Ninilchik anticline is shallowest in the southwest and plunges deeper to the northeast and is segmented by several crosscutting faults along the crest of the structure. These faults are believed to play an integral part in the trapping mechanisms throughout the unit. In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." Your Very Words! "In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." From CO 701, Hilcorp said "1/2 mile East is a 100 feet of gas bearing sand". %: mile East misses me by about 60 feet!!! CO 701 "Reservoir sandstones within these two formations are lenticular in cross-section and laterally discontinuous". I am clearly on the 6,000 foot anticline, just exactly where there's "1/2 mile East is a 100 feet of gas bearing sand" and that's exactly where CO 701 and 701 A says Affected area 1N 12W Sec? NW 1/4 is. EXCACTLY UNDER MY FEET!!! Remember, "ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000'." From July 2014 through Oct. 2016 the Frances 1 has produced 3,765,366 mcf. Times that by the value the state uses for royalty payment of Ninilchik Unit gas for October 2016, $6.82 and your trying to tell me that all that gas came from that tiny 1,500 foot circle? I haven't add up what has been produced after October 2016 but I'm sure it's a lot. The Structure Map from Marathons own files, on the public domain, CLEARLY shows the pool. This map, made years BEFORE the current 3D data that you have access to, CLEARLY shows the pool. I believe the AOGCC also has the same 3D data that you do when they ordered the Affected area in CO 701. The map shows the size of the pool weather it is within the nice neat pretty unit lines or outside of it like I am. In my 40 years of living in Alaska well over a trillion dollars in oil and gas has been through this state. As mentioned in my last appeal on this matter, that has brought corruption. With the amount of time, people and effort with the State's resources to NOT recognize and address my CORRELATIVE RIGHTS give me cause of concern. It is easy to have an off shore account, a retirement condo in Argentina or Costa Rica complete with a key to a safety deposit box, family vacations, the list can go on. Remember, Pete Kott sold out to an industry worth hundreds of billions of dollars for the price of a Girl Scout uniform. The decision makers are the ones to buy, just like on my last appeal. The average gas station attendant doesn't have much to worry about. Supporters of this kind of robbery should be scrutinized. From the recorded lies of David Duffy, included in the last appeal, [CO 701] of him playing golf as I had a chance to shortly be in Anchorage, that fall of him telling me "If you read your contract, That You Signed, once our bore penetrates your sub surface property lines, THEN, we owe you money". A few minutes later he called back and offered a fishing charter and I could sign the lease, or a deer hunting charter and I could sign the lease. Within minutes a copy of the lease was e-mailed to me and in a few minutes a copy was going to be mailed General Delivery to me. 2 years later, meeting with Kevin Tablor I was shown a chart of the Frances No.I borehole and the several layers of lenticular and discontinuous sands a little over %z mile from me. I was offered then and there a gravel road to my home to sign the lease. That they didn't want anyone to know how much money they were making. 3 years ago, when this STATE SPONCERED ROBBERY started I learned quick from Steve Davies about CORRELATIVE RIGHTS, he dummies right up, can't even find my land now after several attempts. I understand now, it's the same for you and everyone else who works for the State. IT"S YOUR JOB ON THE LINE!!! You'll get fired!!! The Texas oil companies haven't given the State of Alaska permission to rightfully give away money they think is theirs. From even before the time of Tony Knowles, oil companies get their way here. Tony just made the SELL OUT public when he choose to fly to Texas just minutes after winning the governors election to be sworn in because Alaska's soil wasn't good enough for him to stand on. I want to vomit every time I remember they named a trail after him. Alaska Statutes Title 31 Definition's: (3) "correlative rights" mean the opportunity afforded, so far as it is practicable to do so, to the owner of each property in a pool to produce without waste the owner's just and equitable share of the oil or gas, or both, in the pool; being an amount, so far as can be practically determined, and so far as can practicably be obtained without waste, substantially in the proportion that the quantity of recoverable oil or gas, or both under the property bears to the total recoverable oil or gas or both in the pool, and for such purposes to use the owner's just and equitable share of the reservoir energy; AOGCC Missing Meter Calibration Reports Other Order 113 Ninilchik Unit Bartolowits Pad Docket Number: OTH-15-036 Custody Transfer Meter October 20, 2016 Nobody truly knows how much Hilcorp stole. "Prior to this violation, AOGCC staff had met with Hilcorp on a number of occasions regarding ongoing compliance issues with Hilcorp, including an unprecedented meeting with field operations staff at Hilcorp's Kenai field office. AOGCC resolved Hilcorp's earlier violations without enforcement actions. (See Table 1, attached to this Decision.) This approach has had little discernible impact on Hilcorp's behavior. Hilcorp's previous commitments to train its personnel have been insufficient to avoid recurrences of regulatory violations.8 Hilcorp's lack of good faith in its attempts to comply with the imposed conditions, its history of regulatory noncompliance and need to deter similar behavior are the factors which most heavily influence this decision." Remember the 3 Hilcorp men who almost died in 2015 Milne Point oil fields. The AOGCC remembers them, "has a significant history of noncompliance" with the its regulations, leading to several enforcement actions against the company." The potential severity of the outcome of Hilcorp's actions, Hilcorp's ongoing history of performing work outside of approved permits or management -of -change protocols, its history of compliance issues and the need to deter are significant factors in the AOGCC's analysis," Hilcorp is a thieving company and with your "circle and tangent" method I have a very strong feeling that your in cahoots with them. I demand a public hearing on this matter. Thank You, Donald Shaw 0 AOOCC 11/01MI] RM1p' NpL0PPAKIICSAPP1 T10NMRAFRM)F OFCONSUVATMNOMMVIA ALASKA OIL AND GAS CONSERVATION COMMISSION In the Matter of Hilcorp Alaska, LLC's Application for Amendment of Conservation Order 701A, to Redefine the Vertical and Horizontal Boundaries of the Ninilchik Beluga/Tyonek Gas Pool and to Expand the Affected Area of the Pool to Include the NW 1/4, NE 1/4 of Section 7, TIN, R12W. Docket No.: OTH 17-016 PUBLIC HEARING ALASKA OIL and GAS CONSERVATION COMMISSION Anchorage, Alaska November 14, 2017 10:00 o'clock a.m. BEFORE: Hollis French, Chair Cathy Foerster, Commissioner Daniel T. Seamount, Commissioner C�lc ,u FI 97-243 6e5 135 CMSMa- SW. LM 99501 Fax 907843-1473 Farvil: uNle(u)gi.m r �IxA-1 11115/NI] LIMO; HRI.'ORPMI l"PWK MNMR.IMFNHD OFCONSUVATNNOMMAIA Page 2 1 TABLE OF CONTENTS 2 Opening remarks by Chair French 03 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Cm M ,LLC Plw :%7-363DM8 135 CMel D., W.3..A ft A1: 99501 Fµ A7 -NS -14n 5 H:vH[.@,iM AOR;n 11 15 2, 11 fIMO EIJOR11m1J( I APruc A noN Fnx A60'MJMF,J OFP@61iNVAlIOHONMN WLA Page 3 1 P R O C E E D I N G S 2 (On record - 10:00 a.m.) 3 CHAIR FRENCH: I'll go ahead and call -- let's 4 call the meeting to order. It is November 14, 2017, 5 it's 10:00 in the morning. We are at 333 West Seventh 6 Avenue, Anchorage, Alaska, the offices of the Alaska 7 Oil and Gas Conservation Commission. To my right is 8 Commissioner Cathy Forester, to my left is Commissioner 9 Dan Seamount. I'm Hollis French, the Chair of the 10 Commission. 11 We're here today regarding docket order CO 17- 12 016, the Ninilchik Beluga/Tyonek gas pool in the 13 Ninilchik unit to redefine and expand the vertical and 14 horizontal affected area of the pool. Hilcorp Alaska, 15 LLC, by application received August 29th, 2017 and 16 amended by email on October 3rd, 2017, has requested 17 that the AOGCC revise Rule 2 of Conservation Order 701A 18 to redefine the vertical and horizontal boundaries of 19 the Ninilchik Beluga/Tyonek gas pool and to expand the 20 affected area of the pool to include the NW 1/4, NE 1/4 21 of Section 7, T1N, R12W. Any other expansions are 22 outside the scope of today's hearing. 23 Mr. Don Shaw filed in writing on October 10th 24 asking that this hearing be held. 25 Computer Matrix will be recording the c"": , ur M- w11'a'a)669 usr Nlslcnan @_,11.2,A 11 nRI'll, F-W].V:.un U]m LKel hN.ls; rci 11 1..". 1.111YA I"I' 11.111 Al D1 IVR AMIO1 CON.\IRIAI ION..U. TOIA Page 4 1 proceedings, you can get a copy of the transcript from 2 Computer Matrix Reporting. 3 I see that Hilcorp and Mr. Shaw have both asked 4 to testify. Any other parties planning to testify? 5 (No comments) 6 CHAIR FRENCH: I don't see any hands. The 7 Commissioners will ask questions during the testimony. g We may also take a recess to consult with Staff and 9 determine whether additional information or clarifying 10 questions are necessary. If a member of the audience 11 has a question that he or she feels should be asked 12 please submit that question in writing to Jody 13 Colombie, she will then provide the question to the 14 Commissioners and if we feel that asking the question 15 will assist us in making our determinations we will ask 16 it. 17 For those testifying please keep in mind that 18 you must speak into the microphone so that the audience 19 and the court reporter can hear your testimony. Also 20 please remember to reference your slides so that 21 someone reading the public record can follow along. 22 For example refer to slides by their numbers if 23 numbered or by their titles if not numbered. 24 We have a few ground rules on what is allowed 25 relative to testimony. First all testimony must be CI —E mn ur rml. 17. 4<wersn 135 flm q�nrn 1T, 81, '„AnA AK T)$UI Fal SV1).±i i-1 Jlt Vnpil SUNI Nop' m`A YINR IIR( OU AA IJk I AYPI]L'T 11ON I OR A NI)NIENI IIF ('ONSI kVA I ION ORIIIA')IA Page 5 1 relevant to the purposes of the hearing that I outlined 2 a few minutes ago and to the statutory authority of the 3 AOGCC. Anyone desiring to testify may do so, but if 4 the testimony drifts off subject we will limit the 5 testimony accordingly. Additionally testimony may not 6 take the form of cross examination. As I said before 7 the Commissioners will be asking the questions. And 8 finally testimony that is disrespectful or 9 inappropriate will not be allowed. 10 Commissioner Foerster, Commissioner Seamount, 11 do you have anything to add at this time? 12 COMMISSIONER FORESTER: I do not. 13 COMMISSIONER SEAMOUNT: I have nothing. 14 CHAIR FRENCH: Let's go ahead and get started 15 then. I see we have a gentleman here ready to go. Why 16 don't you two first raise your right hands. 17 COMMISSIONER FOERSTER: Wait. First we do need 18 to clear up the matter of whether UAA..... 19 CHAIR FRENCH: Oh, beg your pardon. Yeah, we 20 did just this morning receive a letter from the 21 University of Alaska, from Christine Kline, is she 22 here? 23 (No comments) 24 CHAIR FRENCH: Okay. Our concern is that we -- 25 we just want to make sure the University feels like c111 .0 A.", ur P1-'X)lA'j1466tl IIS Clm slv'nvvl 0,. 11c .'... AiN AK Y9N11 �az�HI].'_i 1-147I Inilil snM1ile(a gills II 151017 11.11 HIUM, AA 111 WN IM11 NIWLNI UI'( ON\FRVA1 ION OIUl1:N'IO IA Page 6 1 they've had enough time to get their concerns on the 2 record. If after this hearing -- because it was on 3 short notice to the University if after this hearing 4 the University feels like they need to supplement the 5 record, to add something to the record, please feel 6 free to do so. 7 COMMISSIONER FOERSTER: Do you feel you need 8 more time to prepare for this hearing? 9 MR. KELLY: We would say yes. 10 CHAIR FRENCH: Then we'll take that under 11 advisement, yeah, and we'll take that into 12 consideration. We may have to have another hearing 13 after this one, after you -- after the University's 14 had, you know, their 30 days of notice. And so that's 15 a very likely outcome is that we reopen the hearing in 16 30 days and allow you to come up and cleanup if you 17 will or at least put your concerns on the record at 18 that time once you've had, you know, the full length of 19 time to consider what it is -- what points you wish to 20 make before the Commission. 21 Does that make sense? 22 COMMISSIONER FOERSTER: Well, I'd say check 23 with our Assistant AG. Should we -- the University of 24 Alaska has said that they feel that they might need 25 more time to prepare for what we're about to do today. ('u�q+Nei nb Via., 11-1 11 '_4l4168 IJS ('Ivin--Dr.. 11, I , AK Y9111 h, IX17 Il}IJT (V oil ssln lc(i�gi xi AOOF-O II IISiNIIt IIMO: H ORPAKLL sAFPIXAMNFORAF4NDM14MOFMNSMVATnNOWU VIA Page 7 1 Should we continue this hearing for 30 days and give 2 them an additional 30 days or should we -- how should 3 we proceed? 4 MR. BALLANTINE: (Indiscernible - away from 5 microphone)..... 6 COMMISSIONER FOERSTER: Okay. Do you need more 7 time to prepare for information regarding this 8 application to expand vertical limits of this pool or 9 the horizontal limits for that one quarter section or 10 is your need for a different expansion? 11 MR. KELLY: (Indiscernible - away from 12 microphone)..... 13 COMMISSIONER FOERSTER: This pool? 14 MR. KELLY: This expansion. 15 COMMISSIONER FOERSTER: This expansion. Okay. 16 Well, then we probably need to give them 30 days and 17 adjourn this hearing. 18 CHAIR FRENCH: Why don't we take a five minute 19 recess right now and we'll decide what to do with the 20 information you've given us. 21 Five minute recess. 22 (Off record) 23 (On record) 24 CHAIR FRENCH: We're back on the record, it's 25 10:12 a.m. We're going to proceed with an abundance of COIN ww, uc Pxooe: W7-243 e 9 us UrinwmOr.. Ae.3..ArcR AK 93501 F—M-243-1,17I Onil'vMRQgiM AO IIIIR-W NT9J'. N 0" Al,"SAPPIXAMN NRAAff NM. OFMNSMVAMNOR MVIA Page 8 1 caution which means we're not going to proceed today. 2 We have an affected party that didn't receive notice of 3 the hearing and so we want to make sure that everybody 4 gets the due process they're entitled to. That means 5 we're going to re -- we're going to continue this for 6 30 days until Thursday, December 14. 7 In the meantime we are going to require that 8 Hilcorp provide us, the Commission, with a list of the 9 affected parties by this pool expansion and proof that 10 those parties have been notified so this doesn't happen 11 again. We would ask that that be submitted to the 12 Commission within 10 days of today's date or November 13 24th. 14 Am I on Thursday now, the..... 15 COMMISSIONER FOERSTER: Thursday, December 16 14th. 17 CHAIR FRENCH: Well, no, Thursday, December 18 14th for the hearing, but I'm also looking at the 10 19 days of the notice. 20 COMMISSIONER FOERSTER: It would be Friday. 21 CHAIR FRENCH: Friday after Thanksgiving. 22 Friday the 24th. Yep, very good. So submit that to us 23 on Friday, the 24th. 24 COMMISSIONER SEAMOUNT: It's got to be a 25 complete list too. CmgYa WN%IlC Plum: %7-243-()W I ISCkinacail#.. S¢.2.. ArcA AK 99501 Fa4' 987-:A3-1473 Frail: ®kle[agi hM AOGIY IIIMMI] I 0:I 0"A [I 's APPI AMN FOR AFff. W OF CONSFAVATON OR MNIA Page 9 1 COMMISSIONER FOERSTER: Well, if Hilcorp 2 doesn't work Thursday or Friday the 23rd or the 24th; 3 is that correct. 4 CHAIR FRENCH: Then submit it early is probably 5 the best thing. 6 COMMISSIONER FOERSTER: It's something they 7 should have already had prepared and acted upon so that 8 shouldn't be a problem. 9 CHAIR FRENCH: And we regret that someone had 10 to travel a long way for this hearing, but we just 11 can't have the hearing without all the affected parties 12 having notice. It's just bad practice. 13 So with that we are in recess until the -- or 14 continued in recess on this hearing until the 14th of 15 December 16 Commissioner Foerster. 17 COMMISSIONER FOERSTER: Unless the list that 18 Hilcorp provides us demonstrates someone else..... 19 CHAIR FRENCH: Indicates that we missed 20 somebody else. 21 COMMISSIONER SEAMOUNT: Right. 22 COMMISSIONER FOERSTER: .....in which case we 23 will vacate this hearing and reschedule a hearing 24 giving everyone their full 30 days. 25 CHAIR FRENCH: Exactly right. Thanks for the 135 cMs McRmiy h.. LSk.2.,¢9N1 PFa& %7-2-J23]1-1-00]7638 Fmil: ssNlefti rcl naar MW2017 IThIO: Page 10 1 help. With that then we are in recess. 2 (Recessed - 10:19 a.m.) 3 (END OF PROCEEDINGS) 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Corry WE,l Phm%7-20MW 1350 ,.. W... S. 2., Arch A "%I P= W7-243-1473 Emil: eaHleQgiM 11/I L2111) LIMON ORPr UR sAPMAMNFORhM:TD. OFCONSMVAInX..F lA Page 11 1 C E R T I F I C A T E 2 UNITED STATES OF AMERICA ) )ss 3 STATE OF ALASKA ) 4 I, Salena A. Hile, Notary Public in and for the 5 State of Alaska, residing in Anchorage in said state, 6 do hereby certify that the foregoing matter in Docket 7 No.: OTH 17-016 was transcribed under my direction to 8 the best of our ability; 9 IN WITNESS WHEREOF I have hereunto set my hand 10 and affixed my seal this 27th day of November 2017. 11 12 Salena A. Hile 13 Notary Public, State of Alaska My Commission Expires: 09/16/2018 14 15 16 17 18 19 20 21 22 23 24 25 CmryJa Mama LLC Mom: 90-.24314668 135 CInfldsm Dr.. Se. 2.. NeR AK 99501 Fax W7 -243-14-J pmil: seHle[gi M STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Docket No. OTH-17-016 Hileorp Alaska, LLC November 14, 2017 at 10:00 am NAME AFFILIATION Testify (yes or no) 1� A Y, �a Xe S Chris GlaUace ,�L o RECEIVED NOV 14 2017 r 1 Q L] 7 1 DrNe Tools J:\ ® Home Share Vim I Manage u 0 Cut ` '"r `, I- �I %New item • —zl 2 [ Open - f Selectall u �V. Copy path s T f] Easy access- LI REdR .0.0.0.0Select none Pin to Quick Copy Paste ©Paste shortcut Move Copy Delete Rename New Propertres Fe 6/1/201710:14 PM Adobe Acrobat D... access to- to- - folder - History °o Invert selection Clipboard 3/28/2014 2.•29 PM MP4 File Organize New Open Select �(` s USB Drive (F.) 18 Aug 15, 2017 Falk Creek Hearing Order d... v d Search USB Drive G:) T diglogs Q\do sl ^ Name 5/15/20174:10PM OpenDocument T... Date modified Type Size IB July 16, 2017 Dear Mr. Mack added to Nin... S mdguhl(\\Dr1 2nd Ninilchik appea12017.pdf 6/20/201712:08 PM Adobe Acrobat D... L, 2017 it Budget Letter 6-Z017.pdf 6/9/20176:02 PM Adobe Acrobat D... (^d scans It 7: FC Subdivision.pdf 11/9/20178:50 PM Adobe Acrobat D... ® personal 7: Hilcorp 3 almost die Order otherl 16.pdf 3/25/201710W PM Adobe Acrobat D... L] AOGCC Public C Hilcorp Bartolowits Gas Meter Order othe... 325/20171(.36 PM Adobe Acrobat D... Surveys_ALL other113 Hkorp Francml no meter reach... 6/1/201710:14 PM Adobe Acrobat D... 772897 Shaw Property Structure Map Ninilchik... 11/13/20171:28 PM Adobe Acrobat D... © David Duffy Shed March 28, 2014.MP4 3/28/2014 2.•29 PM MP4 File This PC 1st Ninilchik unit appeal 2017.odt 8111/20172:01 PM OpenDocument T... Desktop 18 Aug 15, 2017 Falk Creek Hearing Order d... 8/15/2017 3:13 PM OpenDocument T... Documents U Director Mr. Mack DNR Oil and Gas.odt 5/15/20174:10PM OpenDocument T... ♦ Downloads IB July 16, 2017 Dear Mr. Mack added to Nin... 8/4/20171:15 PM OpenDocument T... lb Nov, 142017 AOGCC Hilcorp unit apans... 11/14120179.26 AM OpenDocument T.,. Jt Music Pictures ® Videos y Local Dick (C:) .W ENI I) OP(E) =r mdguhl (\\Dona = shared (\\DoaAr = database(\\Doa = diglogs (\\doaar U58 Dr'rve (1:) �I I � ENI US_OP (E) i. J, AOGCC Public L� USB Drive (k) 13 items ❑ x Y 138 KB 267 KB 840 KB 293 KB 331 KB 331 KB 550 KB L al 4245,985KB/y/C ,,01-, alfa 14 KB 26 KB 25 KB 29 KB 35 KB Un n© June 9, 2017 THE STATE °fALASKA GOVERNOR BILL WALKER The Honorable Bill Walker State of Alaska Governor P.O. Box 110001 Juneau, AK 99811-0001 The Honorable Pete Kelly Senate President State Capitol Room I I 1 Juneau, AK 99801 Dear Governor Walker, Senator Kelly, and Representative Edgmon: Alaska Oil and Gas Conservation Commission 333 West Seventh Avenue Anchorage, Alaska 99501-3572 Main: 907.279.1433 Fax: 907.276.7542 www.00gcc.alaska.gov The Honorable Bryce Edgmon Speaker of the House State Capitol Room 208 Juneau, AK 99801 We write to thank you for your work in seeking a solution to the state's fiscal problems, and to encourage you to continue working together as the July 1, 2017 deadline for a budget agreement approaches. While we are an independent state agency, our employees are like other state workers, concerned about continuing the mission of our work, while also worrying about the personal consequences that will accompany a shutdown of state government. Given our independence from other branches of government, and the critical nature of our work, we thought it worthwhile to bring to your attention some of the consequences to the state should an agreement not be reached. As you know, the Alaska Oil and Gas Conservation Commission (AOGCC) is the state regulatory agency responsible for ensuring that oil, gas, and geothermal operations in Alaska are conducted safely and in a manner that ensures the greatest ultimate resource recovery while protecting the state's fresh ground waters. If the AOGCC is forced to shut down its operations on July 1, the most immediate negative impact to the state will be the cessation of our permitting work. Exploration well permits, development well permits, injection well permits and well -repair work permits would stop being issued. Since drilling and wellwork are essential to stave off the natural decline in production, cessation of this permitting would have a significant and potentially long-term financial impact. While it is difficult to predict the effect on oil production, there would be an immediate negative effect to the companies and their employees who have expended great energy on planning this work to develop and maintain their operations. Soon after July I` shutdown, and assuming no emergency procedures are in place for our agency's continued functioning, we would be confronted with far more difficult questions, such as how long to allow continued production from production wells that have not had their safety valve tests witnessed by our inspectors, how long to allow injection into the approximately 250 enhanced recovery injection wells under increased monitoring for known mechanical integrity concerns, and whether existing permits for drilling rigs whose blowout preventers are no longer being inspected should be revoked. If we are authorized to keep only a skeletal staff to allow continued drilling and operations inspections, it would still likely be the case that all pending drilling and wellwork approvals will cease, as noted above. Indeed, we are already taking steps to encourage the companies who apply for permits through our agency to accelerate their schedules to lessen the impact of a shutdown or slowdown of our agency's work. We in no way wish to be alarmist. We do feel strongly about the importance of the work we perform every day here at AOGCC, and felt it appropriate to bring these matters to your attention. Sincerely, //signature on file// //signature on file// //signature on file// Cathy P. Foerster Daniel T. Seamount, Jr. Hollis S. French Chair, Commissioner Commissioner Commissioner Cc: Alaska Oil and Gas Association Joe Marushack, President ConnocoPhillips Alaska '.YNIiFlYJTf OF OMnprHIIV ONO OEOICiiRAV 'YfG'� -�% %M� 6! M.nY CYMY Ilmf w dY mI M1nIY d INI RWerIY� w6 r[Wtl IM gpdtl/ OI Mn pbl __ SI ASQ+MN1 4� EAwOM NJMnM 21&L= C f�Y Ore'/ EW~I, AFB •Iofla 99906 .IaN E. Mrtt JO-3N�Y md/I. AIB. A/aNa 99906 wnN R✓9 4^XNCNLfIN(YpYi /� � 'en1 van bbI f�nw � 6yd� .Dl! Nnn MMM a AMA sur AI IU I�Y,yO,N 6T M mvndam Sw 1 M, ! N IN �, frn s N III 6� N TNI6 A%ffL VICINITYMAP TeM e e p ,— 0. .1 ""ME ✓. SE14 SEC. 1. /M NMI/e S.. SEC. a. TIM, MW.. 6. M. IN. e�nwN in/o onevol PorM1 Ill bain9r N6 MI-- 11W re pe fIIAaM GIG TemMp RRI N VRI Raw, SM, <. oero or mead ene.e •;m ,e ( , M r.ra aur.q n . bw aaa. m or m,. Nr. w6 ne noMs a aavmnn Mr. FALLS CREEK SUBDIVISION E0 p N6 Jeee E M,N.it. nen 30-3 M6 OMa/ p: ElnNM14EI;Y W NEW SEIN SEC) aN NIIIN SIIH SEC l.Tp1. 'aa SN.,AN CdIAlNN6 FIEIEB rrt MTNIN IIIE ,F1Yl R'MN.MA Bpp1IM ArsaE6 b wt. a . .IC #WF ..... Ninilchik Unit Falls Creek Participating Area Proposed Expansion Dated: May 16, 2017 Appeal June 5, 2017 Dear Director Walsh, My May 15, 2017 letter to the DNR appeals expressed my concerns of Andrew Mack's March 22, 2017 letter and the term "in due course". This latest ruling justifies my concerns. Geological data submitted by Marathon [the predecessor company to Hilcorp] to the AOGCC clearly shows the outline of the pool, complete with the faults and the horizons on the anticlines surrounding the Falls Creek PA. I am simply relying on public domain data submitted to the State by the owner of the Ninilchik Unit. It is Marathon's (now Hilcorp's) data. Attached you will find the Structure Map for the Ninilchik Unit published by Marathon. Having georeferenced the image and using TOIN-RI3W to act as the 4 -comer reference. The parcel is very small when put on this map — look for the green blurb on the 6,000' contour line — that is parcel #13902056, that is me, you should be able to zoom in to enlarge. The heavy lines are faults. The lighter lines with numbers are the horizons on the anticline surrounding the Falls Creek PA. The State of Alaska, the AOGCC, your DNR Division of Oil and Gas, Marathon and Hilcorp ALREADY KNEW how big the Falls Creek PA was when Hilcorp bought it! The AOGCC ordered, in Co 701 and 701 A, Affected Area, I North, 12 West, section 7, North West '/4. That is me and my georeferenced image recently placed on the Structure Map submitted by the former owner of the Ninilchik Unit. 701 was held for the sole purpose, " The AOGCC has chosen to call a hearing on this application INSTEAD OF handling it administratively because the proposed changes in the well spacing and escrow requirements MAY IMPACT the CORRELATIVE RIGHTS of parties that ARE WITHIN the DEFINED AREA of the POOL or UNIT, but are NOT YET COMMITED to the unit". Your March 2, 2017 expansion had a Nov 2, 2016 letter from Hilcorp, in part, " Areal expansion of the Falls Creek Participating Area boundary will also require modification of the Ninilchik Unit boundary. This change involves the unitization of approximately 40 acres of fee mineral property, 100% leased by Hilcorp within the NW4 NE4, Section 7, Township I North, Range 12 West, Seward Meridian Alaska." I'm Section 7 North West '/4, why don't you modify the Ninilchik Unit boundary for me? Oh, that's right, I never signed a Hilcorp lease! You state " Seismic data, though instrumental in identifying prospective structural traps, have proven to be unreliable in the Ninilchik area and other areas in Cook Inlet for detailed subsurface mapping of the internal architecture and outer limits of producing gas accumulations.". That "For this determination, the operator proposed a Falls Creek PA boundary based on the Lowest Known Gas (LKG) method." Also, "The Division felt it was necessary to further simplify the approach to address these issues and the circle and tangent method was chosen." " A fifty percent rule was applied to each aliquot, meaning the maximum convex hull area must cover at least fifty -percent of each aliquot for that aliquot to be included in the PA." "The FCPA boundary established through this method is the most equitable approach with the available data." "The expanded FCPA includes quarter -quarter sections within a 1,500 -foot radius of the Ninilchik Unit — First Expansion of Falls Creek Participating Area 14 portion of the well bores open to production within the proven Tyonek and Beluga reservoirs. Only quarter -quarter sections where fifty percent or more of the reservoir is observed were included in the FCPA. " "C. The Protection of All Parties in Interest, Including the State 1. The economic, geological, geophysical, and engineering data that Hilcorp provided reasonably justify the inclusion of the acreage into the revised FCPA 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. With input from the State, Hilcorp has submitted an acceptable methodology for establishing the expanded boundaries of the FCPA." I have expressed concerns in my past appeal of you being able to think on your own, without Hilcorp there to help lead your thoughts. On that you have proven my concerns are correct on this also with your "For this determination, the operator proposed a Falls Creek PA boundary based on the Lowest Known Gas (LKG) method." The "C. The Protection of All Parties in Interest," is NOT PROTECTING MY CORRELATIVE RIGHTS. "and the terms and conditions under which these lands were leased from the State". The State is free to do whatever it chooses to do with the States royalties, as I've stated in the past, I can only continue to hang my head in shame. These are MY CORRELATIVE RIGHTS they ARE NOT for the State to wheel and deal with. As a litigant in the Exxon Valdez Oil Spill, after waiting around 15 years for the case to be heard by the U.S. Supreme Court they decided to hold off on hearing the Exxon case until they heard another case that came after Exxon. They felt that case would have an impact on the Exxon verdict. 5 years before they ruled on Exxon they already knew the answer, they just had to wait for "in due course". What better role model for the guidance of the corporation of Alaska to steal from their citizens than the U.S. Supreme Court? After all, the states broke, give up more of it's citizens rights and maybe the oil companies will throw us another scrap. With YOUR HELP Hilcorp "submitted an acceptable methodology". What kind of scrap did they throw you TO COMPLETELY IGNORE my CORRELATIVE RIGHTS? The "circle and tangent method" is flawed to this Patent Fee Owner. With your 50/50 mentality 49.9 means you don't get anything! Now with the Marathon map, as you can see the fault runs well East of me and also to the South of me. My property is 450 yards long, using that for a reference, the fault is 450 yards from my Southern property line. I'm clearly on the 6,000' line with Southwest of my Southern property being a convergence of anticline going up to the 5,000' anticline. ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000'. In Your Very Own Words from the last appeal "The Ninilchik anticline is shallowest in the southwest and plunges deeper to the northeast and is segmented by several crosscutting faults along the crest of the structure. These faults are believed to play an integral part in the trapping mechanisms throughout the unit. In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." Your Very Words! "In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." From CO 701, Hilcorp said "1/2 mile East is a 100 feet of gas bearing sand". '/2 mile East misses me by about 60 feet!!! CO 701 "Reservoir sandstones within these two formations are lenticular in cross-section and laterally discontinuous". I am clearly on the 6,000 foot anticline, just exactly where there's "1/2 mile East is a 100 feet of gas bearing sand" and that's exactly where CO 701 and 701 A says Affected area 1N 12W Sec? NW 1/4 is. EXCACTLY UNDER MY FEET!!! Remember, "ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000'" From July 2014 through Oct. 2016 the Frances 1 has produced 3,765,366 mcf. Times that by the value the state uses for royalty payment of Ninilchik Unit gas for October 2016, $6.82 and your trying to tell me that all that gas came from that tiny 1,500 foot circle? I haven't add up what has been produced after October 2016 but I'm sure it's a lot. The Structure Map from Marathons own files, on the public domain, CLEARLY shows the pool. This map, made years BEFORE the current 3D data that you have access to, CLEARLY shows the pool. I believe the AOGCC also has the same 3D data that you do when they ordered the Affected area in CO 701. The map shows the size of the pool weather it is within the nice neat pretty unit lines or outside of it like I am. In my 40 years of living in Alaska well over a trillion dollars in oil and gas has been through this state. As mentioned in my last appeal on this matter, that has brought corruption. With the amount of time, people and effort with the State's resources to NOT recognize and address my CORRELATIVE RIGHTS give me cause of concern. It is easy to have an off shore account, a retirement condo in Argentina or Costa Rica complete with a key to a safety deposit box, family vacations, the list can go on. Remember, Pete Kott sold out to an industry worth hundreds of billions of dollars for the price of a Girl Scout uniform. The decision makers are the ones to buy, just like on my last appeal. The average gas station attendant doesn't have much to worry about. Supporters of this kind of robbery should be scrutinized. From the recorded lies of David Duffy, included in the last appeal, [CO 701 ] of him playing golf as I had a chance to shortly be in Anchorage, that fall of him telling me "If you read your contract, That You Signed, once our bore penetrates your sub surface property lines, THEN, we owe you money". A few minutes later he called back and offered a fishing charter and 1 could sign the lease, or a deer hunting charter and I could sign the lease. Within minutes a copy of the lease was e-mailed to me and in a few minutes a copy was going to be mailed General Delivery to me. 2 years later, meeting with Kevin Tablor I was shown a chart of the Frances No.I borehole and the several layers of lenticular and discontinuous sands a little over %z mile from me. I was offered then and there a gravel road to my home to sign the lease. That they didn't want anyone to know how much money they were making. 3 years ago, when this STATE SPONCERED ROBBERY started I learned quick from Steve Davies about CORRELATIVE RIGHTS, he dummies right up, can't even find my land now after several attempts. I understand now, it's the same for you and everyone else who works for the State. IT"S YOUR JOB ON THE LINE!!! You'll get fired!!! The Texas oil companies haven't given the State of Alaska permission to rightfully give away money they think is theirs. From even before the time of Tony Knowles, oil companies get their way here. Tony just made the SELL OUT public when he choose to fly to Texas just minutes after winning the governors election to be sworn in because Alaska's soil wasn't good enough for him to stand on. I want to vomit every time I remember they named a trail after him. Alaska Statutes Title 31 Definition's: (3) "correlative rights" mean the opportunity afforded, so far as it is practicable to do so, to the owner of each property in a pool to produce without waste the owner's just and equitable share of the oil or gas, or both, in the pool; being an amount, so far as can be practically determined, and so far as can practicably be obtained without waste, substantially in the proportion that the quantity of recoverable oil or gas, or both under the property bears to the total recoverable oil or gas or both in the pool, and for such purposes to use the owner's just and equitable share of the reservoir energy; AOGCC Missing Meter Calibration Reports Other Order 113 Ninilchik Unit Bartolowits Pad Docket Number: OTH-15-036 Custody Transfer Meter October 20, 2016 Nobody truly knows how much Hilcorp stole. "Prior to this violation, AOGCC staff had met with Hilcorp on a number of occasions regarding ongoing compliance issues with Hilcorp, including an unprecedented meeting with field operations staff at Hilcorp's Kenai field office. AOGCC resolved Hilcorp's earlier violations without enforcement actions. (See Table 1, attached to this Decision.) This approach has had little discernible impact on Hilcorp's behavior. Hilcorp's previous commitments to train its personnel have been insufficient to avoid recurrences of regulatory violations.8 Hilcorp's lack of good faith in its attempts to comply with the imposed conditions, its history of regulatory noncompliance and need to deter similar behavior are the factors which most heavily influence this decision." Remember the 3 Hilcorp men who almost died in 2015 Milne Point oil fields. The AOGCC remembers them, "has a significant history of noncompliance" with the its regulations, leading to several enforcement actions against the company." "The potential severity of the outcome of Hilcorp's actions, Hilcorp's ongoing history of performing work outside of approved permits or management -of -change protocols, its history of compliance issues and the need to deter are significant factors in the AOGCC's analysis," Hilcorp is a thieving company and with your "circle and tangent" method 1 have a very strong feeling that your in cahoots with them. I demand a public hearing on this matter. Thank You, Donald Shaw STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West Seventh Avenue Anchorage, Alaska 99501 Re: Failure to Notify of Changes to an Approved ) Docket Number: OTH-15-025 Permit. Failure to Maintain a Safe Work ) Other Order 116 Environment. Milne Point Unit J -08A, PTD ) 1991170. ) March 3, 2017 DECISION AND ORDER On November 12, 2015, the Alaska Oil and Gas Conservation Commission (AOGCC) issued a Notice of Proposed Enforcement Action (Notice) to Hilcorp Alaska, LLC (Hilcorp) regarding the Milne Point Unit well J -08A (MPU J -08A). The Notice was based upon Hilcorp's performance of well operations on MPU J -08A by failing to obtain approval to change an approved program, failing to follow good oilfield engineering practices, and failing to provide BOPE test reports to the AOGCC within 5 days after completing the test. The Notice proposed specific corrective actions and a $720,000 civil penalty. At Hilcorp's request an informal review was held February 18, 2016. Summary of Proposed Enforcement Action: The conduct which gave rise to the Notice occurred during workover operations conducted by Hilcorp on the MPU J -08A well on September 23 — 25, 2015. Hilcorp notified the AOGCC that three Automated Services Rig I (ASRI) personnel had been "overcome by something" while performing a well cleanout with nitrogen at MPU J -08A, and an AOGCC inspector was sent to the location to gather information about the workover operation and incident. Nitrogen had not been approved for use during a well cleanout on MPU J -08A. The Notice identified violations of 20 AAC 25.507, 20 AAC 25.526, and 20 AAC 25.285 After review of information gathered and discussions with Hilcorp about the events at MPU J - 08A, the Notice proposed civil penalties as follows: - $100,000 for the unauthorized change to the work procedure approved in Sundry 315- 527 - use of nitrogen in the cleanout of MPU J -08A; Other Order 116 March 2, 2017 Page 2 of 8 $600,000 for failure to maintain a safe work environment in accordance with good oilfield engineering practices: o $100,000 for failure to engage in formal hazards identification; o $100,000 for failure to identify and implement safeguards to ensure personnel safety in the event of a nitrogen release; o $100,000 for failure to provide and make available at the rig a detailed procedure for performing a fill cleanout with nitrogen, including requirements for verification of the integrity of all barriers in the flow paths for wellbore fluids returning to surface during the fill cleanout operations; o $100,000 for failure to have in place a robust "Stop Work Authority" that was clearly understood and readily implemented by ASR I; o $100,000 for failure to assess and manage changes that potentially introduce new hazards or unknowingly increase risk of existing hazards during a rig workover, and o $100,000 for inadequate training of personnel on ASRI . $20,000 for failure to provide the results of a blowout prevention test to AOGCC within five days after completion of the test on September 24, 2015, including $10,000 for the initial event and $5,000 per day for the remaining two days that elapsed until the test report was received. Changes to an Approved Permit: An operator may not undertake a change to an approved program or activity without AOGCC approval. To make a valid change, the proposed change must be provided in advance to AOGCC for review and approval. Good Oilfield Practices: An operator must conduct all operations in a safe and skillful manner in accordance with good oilfield engineering practices. The hazards associated with the commercial uses of nitrogen are well documented and readily available.' Safety training programs and standardized safety procedures required for working in North Slope oilfield operations emphasize not only the hazards represented by nitrogen but also the good oilfield operating practices that should be employed when nitrogen is part of a work activity.',' U.S. Chemical Safety and Hazard Investigation Board, Safety Bulletin No.2001-10-13, Hazards of Nitrogen Asphyxiation; June 2003 'North Slope Training Cooperative, Range of O2 Levels ' 2014 Alaska Safety Handbook; At the time of this incident, Hilcorp had adopted the Alaska Safety Handbook for its North Slope operations (October 6, 2015 letter from Hilcorp to AOGCC) Other Order 1 ] 6 March 2, 2017 Page 3 of 8 Blowout Prevention Equipment Testina: Blowout prevention equipment test reports must be provided to AOGCC within five days after completing the test. Hilcorp ASRI blowout prevention equipment was tested on September 24, 2015, and the AOGCC received the test report on October 2, 2015. Informal Review: On January 29, 2016 Hilcorp submitted documentation in advance of the informal review. Included were: a timeline of activities associated with the workover of MPU J -08A; Hilcorp's Root Cause Analysis; a claim that the use of seawater, nitrogen, or other substances is standard industry practice dependent on actual well conditions encountered during the operation; and a claim that the imposition of multiple penalties for the same event is not within the AOGCC's authority. During the February 18, 2016 informal review, Hilcorp expressed a desire to move toward a resolution with "fair fines", argued against AOGCC's choice of language in the proposed enforcement and asserted AOGCC was imposing separate penalties for one course of conduct. Discussion: Workover operations on MPU J -08A, approved on August 31, 2015 (Sundry Approval 315-527), authorized Hilcorp to replace a failed electric submersible pump (ESP) and perform a well cleanout using 8.5 ppg seawater. The approval did not authorize the use of nitrogen during the workover operations. Hilcorp commenced the workover with the ASRI rig on September 23, 2015. The failed ESP completion was pulled from the well. After attempting to clean out the well with 8.5 ppg seawater on September 24, 2015, Hilcorp rigged up Halliburton pumping equipment the same day and began to pump nitrogen down the well to aid in the well cleanout. The pumping of nitrogen was completed at 6:30 am on September 25'. While attempting to pump seawater into the well to displace the nitrogen, unexpected annulus pressure of 1100 psi was encountered and pumping was stopped at approximately 8:50 am. The ASRI rig crew was directed by Hilcorp to bleed off the annulus pressure of 1100 psi, and lined up to bleed off the pressure through the enclosed mud Other Order 116 March 2, 2017 Page 4 of 8 trailer^, not to the external open top tanks that were staged at location for the nitrogen returns. Shortly after the rig crew started to bleed off the annulus pressure, two crew members in the mud pit trailer experienced dizziness and felt light headed. After reporting the dizziness, three crew members lost consciousness for an unknown duration after re-entering the mud pit trailer. A crew member shut in the well, stopping the flow of nitrogen into the mud pit trailer. The well site work was stopped for an incident investigation, and the three affected rig crew members were evacuated to the Milne Point clinic for evaluation. Hilcorp notified the AOGCC of the incident, and AOGCC immediately sent a field inspector to the location. Upon arrival, he interviewed Hilcorp's Wellsite Manager and others, checked records, observed the equipment staged at the location, noted the position of choke manifold and blowout preventer stack valve, and attempted to determine the flowback piping arrangement from the well to the storage tanks, both external and inside the mud trailer. The fill cleanout approach was described to the AOGCC Inspector as pumping nitrogen and seawater to displace the well followed by 100 barrels of seawater pumped in two 50 -barrel increments.' The Inspector's review of the ASRI rig files confirmed that the written workover procedure was the same as was attached to the AOGCC's approved sundry, i.e., the onsite procedure did not authorize nitrogen. There was no written procedure available at the location that detailed the overall fill cleanout operation, and there was no written procedure or safety protocol for the use of nitrogen. The ASRI rig was equipped with a gas buster located in the enclosed mud trailer above the mud tanks. A gas buster - a simple separator vessel used to remove free or entrained gas from fluids ASRI mud trailer is a fully enclosed module consisting of mud tanks, fluid management equipment, and mud pumps. Mud tanks are housed in a separate from the choke and kill manifolds. A gas buster was also located inside the mud trailer with gas vent piped through the roof to outside. 5 The well cleanout was designed to pump down the tubing -casing annulus with return flow to surface up the tubing (workstring) to an external flow back tank. Records of the cleanout operations indicate 200,000 standard cubic feet of nitrogen were pumped on 9/25/2015 (Halliburton Job Log #902780922) and that was mixed with 207 barrels of 8.5 pounds per gallon seawater (Hilcorp's Comprehensive List of Causes; Incident Investigation Events Sequencing Chart). Hilcorp reports that the first 50 -barrel seawater pill was successfully pumped (Hilcorp's Internal incident Investigation). Unexpected pressure was encountered after pumping approximately 4 barrels of the second 50 -barrel seawater pill causing rig personnel to shut down the pumping operation, and realign the flow path to bleed pressure from tubing -casing annulus of MPU J -08A. Records show the flow path was adjusted to allow the returning well bore fluids to flow through the choke manifold valves, gas buster and finally to tanks all within the enclosed mud trailer (instead of bleeding to the exterior tank). Other Order 116 March 2, 2017 Page 5 of 8 circulated in the wellbore, such as fluid used during cleanout - typically contains a series of baffles with a liquid exit on the bottom and a gas -vent line at the top of the vessel.' During the MPU J - 08A workover, the dump valve on the liquid exit was left open effectively dumping the nitrogen in the return fluids into the enclosed mud trailer. The nitrogen displaced oxygen to a deadly level.',' Findings and Conclusions: Hilcorp has a significant history of noncompliance with AOGCC regulations. Prior to the MPU J - 08A incident, AOGCC issued several enforcement actions against Hilcorp for various noncompliant activities, including one involving a civil penalty. AOGCC also met several times with Hilcorp's Alaska managers regarding concerns about regulatory compliance, including an unprecedented meeting with Hilcorp operations personnel at its Kenai field office to advise Hilcorp of AOGCC compliance expectations.' A list of regulatory violations, provided as part of the discussions, was intended to draw attention to and correct Hilcorp's relatively high frequency of noncompliant activities. Hilcorp has violated three distinct regulations in the conduct of workover operations at MPU J - 08A: failure to obtain prior approval for a plan change (20 AAC 25.507); failure to conduct workover operations in accordance with good oilfield engineering practices (20 AAC 25.526), and failure to provide a required report (20 AAC 25.285). Specifically, - Hilcorp did not seek and Sundry 315-527 did not authorize the use of nitrogen for a cleanout out of MPU J -08A. - In proceeding with the nitrogen fill cleanout, Hilcorp failed adequately to identify, assess, and mitigate the hazards associated with the use of nitrogen, and in doing so failed to conduct the cleanout in accordance with good oilfield practices. Specifically, Hilcorp: s Schlumberger Oilfield Glossary; http://glossary.oilfield.sib.com; device is also commonly referred to as a "mud gas separator" or a "poor boy degasser" 'U.S. Chemical Safety and Hazard Investigation Board, Safety Bulletin No.2001-10-B, Hazards of Nitrogen Asphyxiation; June 2003 'North Slope Training Cooperative, Range of 02 Levels 9 Meeting requested and arranged by Hilcorp; held November 11, 2013 Other Order 116 March 2, 2017 Page 6 of 8 o failed to engage in the formal hazards identification process (facilitated by hazards/risk experts) integral to the work planning process, including assessing the risks of using nitrogen in a fill cleanout on ASRl; o failed to identify and implement safeguards to ensure personnel safety in the event of a nitrogen release for the fill cleanout operation; o failed to provide and make available at the rig a detailed procedure for performing a fill cleanout with nitrogen including requirements for verification of the integrity of all barriers in the flow paths for wellbore fluids retuning to surface during the fill cleanout operations; o failed to have in place a "Stop Work Authority" that was clearly understood and readily implemented by ASR1 personnel; o failed to provide a documented process for assessing and managing changes to approved sundries that potentially introduce new hazards or increase risk of existing hazards during a rig workover. Hilcorp ASR1 blowout prevention equipment was tested on September 24, 2015, representing the initial test after rigging up on MPU J -08A. By regulation, blowout prevention equipment test reports must be provided to AOGCC within five days after completing the test. AOGCC received the required test report three days past due on October 2, 2015, violating 20 AAC 25.285. The AOGCC has considered the factors in AS 31.05.150(g) in its determination of penalties for the MPU J -08A violations. Hilcorp has demonstrated neither mitigating factors relative to this incident nor that AOGCC missed information in reviewing the enforcement action. The extent and seriousness of the consequences of the violations cannot be overstated: nothing but luck prevented the deaths of three workers during the cleanout operations. Hilcorp's conduct cannot be characterized as a good faith attempt to comply with AOGCC regulations. The potential severity of the outcome of Hilcorp's actions, Hilcorp's ongoing history of performing work outside of approved permits or management -of -change protocols, its history of compliance issues and the need to deter are significant factors in the AOGCC's analysis.10 However during the past twelve months, Hilcorp has taken initiatives that have improved their overall regulatory compliance. Also, after the initial investigation of this incident, the AOGCC stopped work on all four Hilcorp workover rigs in Alaska from 10/1/15 to 10/26/15, until Hilcorp could demonstrate compliance with AOGCC's conditions for restarting well work. The AOGCC recognizes that this shutdown of well workover operations had a significant financial impact to Hilcorp. AOGCC finds some 10 AS 31.05.150(g) requires AOGCC to consider nine criteria in setting the amount of a civil penalty. Other Order 116 March 2, 2017 Page 7 of 8 merit in Hilcorp's claim that AOGCC has issued multiple penalties for a single act, specifically that some of the penalties under 20 AAC 25.526 are overlapping. However, AOGCC does not agree the entire incident comprises a single act and finds that Hilcorp has violated three distinct regulations in the conduct of workover operations at MPU J -08A. Now Therefore It Is Ordered That: A civil penalty in the amount of $200,000 is imposed for violating 20 AAC 25.507, 20 AAC 25.526, and 20 AAC 25.285 during the workover operations on MPU J -08A as follows: $80,000 for changing the work procedure in Sundry approval 315-527 - performing the cleanout of MPU J -08A using an unapproved contingent plan (nitrogen); $100,000 for failure to maintain a safe work environment in accordance with good oilfield engineering practices. Included are: o failure to engage in the formal hazards identification; including the failure to assess and manage changes that introduced new hazards or unknowingly increased risk of existing hazards during a rig workover; o failure to identify and implement safeguards to ensure personnel safety in the event of a nitrogen release; including failure to provide and make available at the rig a detailed procedure for performing a fill cleanout with nitrogen, including requirements for verification of the integrity of all barriers in the flow paths for wellbore fluids returning to surface during the fill cleanout operations; and o inadequate training of personnel performing cleanout operations on ASR1. $20,000 for failing to provide the results of a blowout prevention test to AOGCC within five days after completing the test on September 24, 2015. Included is $10,000 for the initial event and $5,000 per day for the remaining two days that elapsed until the test report was received. Done at Anchorage, Alaska and dated March 3, 2017. //signature on file// //signature on file// //signature on file// Cathy P. Foerster Daniel T. Seamount, Jr. Hollis S. French Chair, Commissioner Commissioner Commissioner 0iLgyOp '�R�4'VON c�'`c' Other Order 116 March 2, 2017 Page 8 of 8 AND APPEAL NOTICE 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 tune 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 most 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 maybe 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 ran 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. STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION 333 West Seventh Avenue Anchorage, Alaska 99501 Re: Missing Meter Calibration Reports Other Order 113 Ninilchik Unit Bartolowits Pad Docket Number: OTH-15-036 Custody Transfer Meter October 20, 2016 DECISION AND ORDER On December 16, 2015 the Alaska Oil and Gas Conservation Commission (AOGCC) issued a Notice of Proposed Enforcement Action (Notice) to Hilcorp Alaska, LLC (Hilcorp) regarding the Ninilchik Unit Bartolowits (Bartolowits) Pad. The Notice was based upon Hilcorp's failure to submit required meter reports for the months August 2014 through December 2015. Hilcorp requested an informal review. That review was held January 21, 2016. Summary of Proposed Enforcement Action: The Notice identified violations by Hilcorp of the conditional approval letter for the Bartolowits pad custody transfer measurement equipment, specifically the requirement to provide monthly meter calibration and performance reports. The Notice proposed that Hilcorp provide a detailed written explanation describing how it intends to prevent recurrence of this violation. For these violations, the AOGCC proposed a $170,000 civil penalty on Hilcorp. Informal Review: An informal review provides opportunity for the recipient of a proposed enforcement action to submit evidence and make written and oral statements regarding the enforcement action in advance of AOGCC issuing a final decision. Hilcorp's request for an informal review stated it would "submit documentary material in advance of informal review, and make an oral presentation at the informal review." That same day, Hilcorp forwarded the missing calibration reports and Elster Uniguard Meter Health Check Reports (health check reports) for the Bartolowits custody transfer ultrasonic meter. Hilcorp's January 4, 2016 submittal was incomplete, missing the following ultrasonic meter health check reports: September 2014; November 2014; February 2015; and October 2015. Also missing was the meter calibration report for August 2014. The missing health check reports were provided on January 7, 2016; the missing meter calibration report has never Other Order 113 October 20, 2016 Page 2 of 11 been submitted (discussed below). Review of the health check reports identified numerous times meter alarms were recorded, which raise concerns about the gas measurement system's accuracy Hilcorp's submittal suggested that AOGCC had inspected the Bartolowits custody transfer meter "three times since its approval" and that "documentation was given directly to the Inspector" after each witnessed test. AOGCC records show only two Inspector -witnessed meter calibrations between the start of production on the Bartolowits pad (July 28, 2014) through December 31, 2015. Hilcorp records provided on January 4, 2016 confirm there were only two AOGCC inspections., AOGCC Inspectors were never provided copies of the health check reports for the Bartolowits ultrasonic meter. Except for the missing meter reports, Hilcorp provided no additional information for AOGCC's consideration in its proposed enforcement action During the informal review, although Hilcorp admitted it had no auditing mechanism of its regulatory tracking system which would have caught its failure to apprise its employees of the reporting requirement, it nonetheless characterized its failure to submit the reports as an honest mistake due to its failure to add the conditions of approval into its regulatory tracking system. According to Hilcorp, because it had no tracking system, it "didn't know reports were due." Hilcorp contends that in combination its failures render its conduct a single initial event (failure to submit reports) that carried forward each month since the Bartolowits custody transfer meter was placed in service. Hilcorp characterized the financial penalty as excessive because it disagreed with AOGCC's proposed enforcement which effectively represented a separate penalty for each monthly failure to report.Z. Review of the meter reports prior to the informal review identified numerous meter alanns in the monthly health check reports, including several that were repeat occurrences during the 17 -month ' August 13, 2015; December 4, 2016 2 August 2014 through December 2015 Other Order 113 October 20, 2016 Page 3 of 11 period covered by this enforcement action. The meter alarms are significant. AOGCC raised concerns about the performance of this particular ultrasonic meter during the application review due to previous issues at the Kasilof pad where health check reports exhibited some of the same alatms.3 ° The history of this meter at the Kasilof pad was a main factor in requiring the submittal of monthly health check reports for the relocated ultrasonic meter. Hilcorp could not answer AOGCC's questions about the contents of the reports, specifically the recurring velocity of sound alarms. In spite of the above, Hilcorp placed part of the blame for its regulatory violations on AOGCC claiming that - AOGCC is responsible for contacting Hilcorp and educating its personnel about the conditions of approval; - AOGCC incorrectly accuses Hilcorp of failing to provide required reports associated with two monthly calibrations; and - AOGCC has "explicitly declined to provide any guidance on ambiguous requirements." As evidence Hilcorp cites an August 1, 2014 email that informed AOGCC it understands that the documents attached to the email were the "last submissions necessary for compliance." The context and timing of the August 1, 2014 email address pre -start obligations that were also included as approval conditions, not the ongoing month-to-month compliance requirements for an operating gas measurement system. Hilcorp claims that the conditions of approval were misread by its personnel. AOGCC bears no responsibility for Hilcorp's behavior. Hilcorp notified AOGCC during the informal meeting that it failed to perform the required meter calibration checks in August 2014. Reasons for the missed meter calibration were not provided. This represents an additional violation of the Bartolowits custody transfer meter approval. 3 Bartolowits meter application received May 28, 2014, approved June 26, 2014 4 Operated by Marathon before Hilcorp obtained owner/operator rights in February 2013 Other Order 113 October 20, 2016 Page 4 of 11 At the close of the informal review, AOGCC provided Hilcorp with an additional opportunity to submit information addressing AOGCC concerns about the gas measurement equipment performance at Bartolowits and corrective actions that have been or are being implemented. Hilcorp's letter dated January 28, 2016 provided an example of a work order process being implemented that will be used to track required meter calibrations from scheduling through report submittal. Hilcorp's letter also references in general tenns the development of "training modules" without providing details demonstrating how the training will prevent recurrence of the violations identified in the Bartolowits notice. Health Check Reports: An ultrasonic flow meter measures the speed (velocity) of the fluid flowing through a known cross sectional area of the meter body. The meter infers the flow of gas (velocity) by measuring the difference in transit time of sound pulses transmitted through the flowing fluid downstream (shorter transit time) and upstream (longer transit time). A commonly used analogy is comparing a kayak crossing a river — faster across when traveling with the current as compared to against the current. Different configurations are used for the sound -pulse transmission path geometry; the Bartolowits meter uses a reflected acoustic path geometry with three sound -pulse transmission paths of known length. Because the ultrasonic meter infers gas velocity, direct meter proving methods are not available which places an increased emphasis on proper system configuration, the use of proper diagnostic software tools, and knowledge of how to interpret the data. A major advantage of ultrasonic meters is the large amount of data produced for diagnosing the meter's correct operation. Another distinct advantage is the continuous remote monitoring capability of the meter's health to evaluate trends in the data. Key parameters include composition of gas, velocity of sound (by path), comparison of "measured" velocity of sound to calculations using industry recognized standards', transducer performance, signal-to-noise ratios, and transducer gain (signal strength). Diagnostics look for changes and out -of -limit events over time on basic parameters such as velocity of sound to verify proper meter performance and provide early ' American Gas Association Report No. 10 Other Order 113 October 20, 2016 Page 5 of 11 identification of potential measurement issues. The importance of diagnostics is underscored by comments from ultrasonic meter manufacturers: - Daniel Measurement and Controls — "if all the diagnostic parameters are normal one can have complete confidence that the meter is working correctly';' - Honeywell Elster— "Good, representative samples of gas quality are necessary to facilitate calculation of reference speed of sound values needed to evaluate meter operating conditions"; "Comparisons of meter measured SOS (velocity of sound) may be made against this calculation as a `health check.' Direct correlation between meter accuracy and SOS has yet to be established, but it is known that correct meter function is doubtful if the SOS calculation is in error."; "Discrepancies between measured and calculated SOS (velocity of sound) indicate a fundamental meter problem." As a result, concerns identified through performance monitoring should trigger additional analysis of the meter system that impact the velocity of sound calculation. The Bartolowits health check reports are described by Hilcorp as a snapshot (2-3 minutes) of the meter's performance instead of totals or averages of results over a longer time interval. Roughly half— eight of seventeen — of the reports show alarms triggered for the comparison of measurement to calculated velocity of sound. Hilcorp's assessment states the eight months where a velocity of sound alarm occurred can indicate a drift in either the meter or the gas analysis and that the snapshot "is typically used to trend drift over a period of time". Hilcorp's letter dated January 28, 2016 included a graph of "Average Percent Deviation by Month" for the velocity of sound comparison, concluding that the Bartolowits meter trends "do not indicate a consistent drift from the normal range". A credible assessment regarding drift is not obtained from a 2 to 3 -minute snapshot of meter performance once a month. More problematically, one purpose of requiring the reports is to have AOGCC, not Hilcorp, make that determination. 6 "Diagnostic Ability of the Daniel Four Path Ultrasonic Flow Meter"; K. Zanker, Daniel Measurement and Controls White Papers; www.daniel.com r "Ultrasonic Gas Flow Meters for Custody Transfer Measurement"; J. Micklos, Elster Other Order 113 October 20, 2016 Page 6 of 11 Hilcorp attributes the alarms for velocity of sound comparisons in five of the seventeen months to dates where the health check report was run coincident to no gas flow through the Bartolowits ultrasonic meter. AOGCC deems a 2 to 3 -minute diagnostic "snapshot", especially one that is captured without gas flowing through the meter, to be of no value in an assessment of meter performance. Discussion: The above discussion demonstrates the importance of performance monitoring with the proper diagnostics software and understanding how to interpret the data. Hilcorp's failure to provide the required health check reports for the Bartolowits ultrasonic meter violated a specific, clearly worded condition of the Bartolowits meter approval and denied AOGCC the ability to review and address questions about health check report alarms in a timely manner. The AOGCC has considered the factors in AS 31.05.150(g) in its assessment of the violations. Hilcorp admits it failed to submit the required meter performance reports. Hilcorp also admits that it failed to perform the required calibration checks on the Bartolowits meter during August 2014. There is nothing ambiguous about the conditions imposed by AOGCC for approval of the Bartolowits meters. Hilcorp's history of noncompliance and its failure to take the rudimentary measure of entering AOGCC's requirements in its regulatory tracking system preclude any claim that Hilcorp has acted in good faith. Prior to this violation, AOGCC staff had met with Hilcorp on a number of occasions regarding ongoing compliance issues with Hilcorp, including an unprecedented meeting with field operations staff at Hilcorp's Kenai field office. AOGCC resolved Hilcorp's earlier violations without enforcement actions. (See Table 1, attached to this Decision.) This approach has had little discernible impact on Hilcorp's behavior. Hilcorp's previous commitments to train its personnel have been insufficient to avoid recurrences of regulatory violations.' Hilcorp's lack of good faith in its attempts to comply with the imposed ' October 14, 2016 letter to J. Barnes (Hilcorp) deferring closeout of a notice of violation Other Order 113 October 20, 2016 Page 7 of 11 conditions, its history of regulatory noncompliance and need to deter similar behavior are the factors which most heavily influence this decision AOGCC agrees with Hilcorp that not adding the Bartolowits meter application conditions of approval into its regulatory tracking system exacerbated the length of its non-compliance. Hilcorp's ability to provide AOGCC with the missing reports partially mitigates the seriousness of the violation. Findinas and Conclusions: The AOGCC finds that Hilcorp violated Condition #4 of the approval authorizing the use of an ultrasonic flow meter at Bartolowits for custody transfer measurement of produced gas by failing to submit required meter calibration and health check reports. AOGCC further finds that by its own admission in the informal review, Hilcorp violated the requirement of Condition #2 by failing to a perform meter calibration during August 2014. Now Therefore It Is Ordered That: A civil penalty in the amount of $30,000 for violating the conditions of the Bartolowits custody transfer meter application approval dated June 26, 2014 as follows: - $20,000 for failing to calibrate the Bartolowits meter in August 2014; - $10,000 for failing to submit the required reports between the months of August 2014 through December 2016. In addition to the required monthly meter calibration reports, Hilcorp must commence at least daily health checks of the meter and provide the monthly average of the collected data. Average performance data that is outside operating limits must be addressed in the health check report. Hilcorp must maintain the daily health check reports to substantiate the monthly summary reports. As an Operator involved in an enforcement action, you are required to preserve documents concerning the above action until after resolution of the proceeding. Other Order 113 October 20, 2016 Page 8 of 11 Done at Anchorage, Alaska and dated October 20, 2016. //signature on file// Cathy P. Foerster Chair, Commissioner Attachment //signature on file// Daniel T. Seamount, Jr. Commissioner onLgyU •�; ! I i ,Gtr. n o; Oy 77 co 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 I0days 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 maybe 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 ran 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 Table 1— Hilcorp Noncompliance History Date Non -Compliance Location AOGCC Comments Action!) April 2012 Missing SVS tests; Failure Westside Cl No action taken Numerous efforts by AOGCC to obtain SVS test to notify AOGCC for test results for IRU, PCU, LRU, Stump Lake; some witness missing SVS tests between 5/2011 and 2/2012; some failure to notify AOGCC for opportunity to witness revious o crater responsible for some tests 5/8/2012 Missing Kill Line Valve Swanson River Unit NOV BOPE test; Inspector observed missing kill line valve 21-22 (Aurora Rig 1) at inlet to stack 1 installed; 2 required) 9/17/2012 Choke Manifold Valves Swanson River 21-25 Corrective Rig crew performing choke manifold test greased and cheated closed during (Aurora Rig 1) actions had to cheat choke manifold valves closed to pass BOPE test pressure test 10/2/2012 Notice of Meter Happy Valley Corrective AOGCC has not received notice of meter calibration Calibrations actions for Happy Valley custody transfer meter for at least as long as Hilcorp has been responsible for the meter; schedule provided 10/9/12 10/18/2012 Incorrect BOPE Test Soldotna Creek Unit See 10/23/12 When finally tested BOPE after use (10/18/12), tested Pressure 44-33 (Doyon Rig 1) enforcement to wrong pressure (4000psi instead of 5000psi) Failure to notify of changes Civil Penalty; Hilcorp failed to follow well drilling procedures to approved permit Corrective approved in PTD by AOGCC; failed to notify 10/23/2012 Soldotna Creek Unit Actions (Other AOGCC of changes to well plan; failed to maintain 44-33 (Doyon Rig 1) Order 80) well in overbalanced condition; lack mgt of change Well control; Failure to test Hilcorp failed to test BOPE used in well control BOPE after use operations prior to first wellbore entry following use 10/26/2012 Failure to Test BOPE Granite Pt 32-13RD Denied request Test due 10/26/12, started running completion within 7 days (crane workover) for delaying 1500hrs on 10/26 without making any attempt to get BOPE test test extension (working daylight hours only); landed pipe high, had to trip pipe; request extension 10/27/12 10/31/2012 Improper gauge on IA Trading Bay Unit D- none Hilcorp self-reported that gauge was pegged out; 45 1 2000psi alarm set, 1000psi gauge; well SI by Hilcorp 'NOV —Notice of Violation; no financial penalty; corrective actions only Other Order 113 October 20, 2016 Page 10 of 11 Date Non -Compliance Location AOGCC Comments Action9 11/29/2012 Missing well control Happy Valley B-16 NOV Missing top drive valve(s) on 10/10/12 and again equipment Aurora Rig 1 11/18/12; reviewing Hilcorp response rec'd 12/11/12 11/29/2012 Incorrect HOPE test Granite Point #50 NOV Sundry 312-439 required BOPE rams, valves to test to pressure (Schlumberger CT 2) 4500psi; Hilcorp tested to 3500psi 12/6/2012 Conduct of operations Trading Bay Unit G- NOV Violation found 11/7/12 as part of rig inspection/ and 32 (Williams Rig 404) BOPE test witness; hazardous conditions; wellbore fluids on deck; equipment placement; lack of winterization; reviewing Hilcorp response rec'd 12/21/12 12/16/2012 Winterization; Conduct of Trading Bay Unit G- Ordered ops Inspector arrived 12/15/12 for BOPE test; unable to Operations 32 (Williams Rig 404) shut down on test due to fluids covering stack well cellar (similar to Rig 404 until issued noted in 12/6/12 NOV); returned 12/16/12 to corrective test BOPE — unable to test BOPE (frozen choke actions manifold, top drive valves, floor safety valves, choke implemented and kill lines along with everything else not in heated enclosure. Rig ops allowed to restart 12/31/12 after corrective actions, inspection and passing BOPE test 12/16/2012 Commence production w/o Nikolaevsk Unit (Red Corrective 12/18/12 — Hilcorp contacts AOGCC with notice of approved LACT meter pad) actions SVS testing; AOGCC determined by questioning status that well commenced production 12/16/12; a lication for LACT meter rec'd 1/9/12 4/11/2013 Defeated SVS Sterling 43-09X NOV SVS found defeated 3/15/13 during AOGCC inspection; well was SI without testing 9/30/2013 Defeated SVS Swanson River Field NOV SVS found defeated 9/2/13 during AOGCC KGSF #1 inspection; needle valve on actuator blocked 1/14/2014 Defeated SVS Soldotna Cree NOV SVS on 3 rod pump wells found defeated during Missing Annulus Gauges Unit 12A-04; SCU 12/9/13 AOGCC inspection; also found SCU 24A-09 24A-09; SCU 41 A-08 without the required pressure gauge to monitor outer annulus (OA) 4/22/2014 Defeated SVS Ninilchik Unit SD -3; Corrective SSSV found by AOGCC Inspectors 4/15/14 and Ninilchik Unit FC -5 actions 4/16/14; Hilcorp reported on 4/21/14; Inspector required SSSV back in service before departing Other Order 113 October 20, 2016 Page I 1 of 11 Date Non -Compliance Location AOGCC Comments Action 8/29/2014 Failure to Test BOPE Trading Bay Unit G- NOV Rig exceeded allowed 7days between BOPE tests 11 Moncla Rig301) without AOGCC approval 10/31/2014 Failure to Test Required Ninilchik Unit Paxton Corrective No enforcement; reported by Hilcorp; approved Well Control Equipment 7 & Paxton 8 actions sundry required testing despite wells being isolated from the formation 1/5/2015 Workover Safety Concerns Hilcorp Cook Inlet Meeting 1/9/15; List of concerns provided to Hilcorp addressing and Kenai Peninsula Corrective suitability of equipment and procedures; unsafe Rig Workovers actions working conditions associated with rig workovers; onshore and offshore Cook Inlet 1/7/2015 Casing Valves Inaccessible Ninilchik Unit Paxton Meeting 1/9/15; Frozen well cellar found by Inspector 1/7/15; operator 8 Corrective instructed to thaw cellar; no action taken per Hilcorp actions (1/9/15 mtg - "operator unclear about required action"); AOGCC Deficiency Report created to track corrective actions identified during inspections 2/4/2015 Defeated SVS Northstar Unit NS -15 NOV SSV found defeated during 1/23/15 AOGCC inspection 4/22/2015 Failure to Obtain Approval Kenai Gas Field KDU NOV Operating without required competent tubing and for Continued Production 1 packer; no AOGCC approval (20 AAC 25.200); discovered as part of well review; well shut in STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West Seventh Avenue Anchorage, Alaska 99501 Re: Missing Meter Calibration Reports Other Order 113 Ninilchik Unit Bartolowits Pad Docket Number: OTH-15-036 Custody Transfer Meter October 20, 2016 DECISION AND ORDER On December 16, 2015 the Alaska Oil and Gas Conservation Commission (AOGCC) issued a Notice of Proposed Enforcement Action (Notice) to Hilcorp Alaska, LLC (Hilcorp) regarding the Ninilchik Unit Bartolowits (Bartolowits) Pad. The Notice was based upon Hilcorp's failure to submit required meter reports for the months August 2014 through December 2015. Hilcorp requested an informal review. That review was held January 21, 2016. Summary of Proposed Enforcement Action: The Notice identified violations by Hilcorp of the conditional approval letter for the Bartolowits pad custody transfer measurement equipment, specifically the requirement to provide monthly meter calibration and performance reports. The Notice proposed that Hilcorp provide a detailed written explanation describing how it intends to prevent recurrence of this violation. For these violations, the AOGCC proposed a $170,000 civil penalty on Hilcorp. Informal Review: An informal review provides opportunity for the recipient of a proposed enforcement action to submit evidence and make written and oral statements regarding the enforcement action in advance of AOGCC issuing a final decision. Hilcorp's request for an informal review stated it would "submit documentary material in advance of informal review, and make an oral presentation at the informal review." That same day, Hilcorp forwarded the missing calibration reports and Elster Uniguard Meter Health Check Reports (health check reports) for the Bartolowits custody transfer ultrasonic meter. Hilcorp's January 4, 2016 submittal was incomplete, missing the following ultrasonic meter health check reports: September 2014; November 2014; February 2015; and October 2015. Also missing was the meter calibration report for August 2014. The missing health check reports were provided on January 7, 2016; the missing meter calibration report has never Other Order 113 October 20, 2016 Page 2 of 1 I been submitted (discussed below). Review of the health check reports identified numerous times meter alarms were recorded, which raise concerns about the gas measurement system's accuracy Hilcorp's submittal suggested that AOGCC had inspected the Bartolowits custody transfer meter "three times since its approval" and that "documentation was given directly to the Inspector" after each witnessed test. AOGCC records show only two Inspector -witnessed meter calibrations between the start of production on the Bartolowits pad (July 28, 2014) through December 31, 2015. Hilcorp records provided on January 4, 2016 confirm there were only two AOGCC inspections., AOGCC Inspectors were never provided copies of the health check reports for the Bartolowits ultrasonic meter. Except for the missing meter reports, Hilcorp provided no additional information for AOGCC's consideration in its proposed enforcement action During the informal review, although Hilcorp admitted it had no auditing mechanism of its regulatory tracking system which would have caught its failure to apprise its employees of the reporting requirement, it nonetheless characterized its failure to submit the reports as an honest mistake due to its failure to add the conditions of approval into its regulatory tracking system. According to Hilcorp, because it had no tracking system, it "didn't know reports were due." Hilcorp contends that in combination its failures render its conduct a single initial event (failure to submit reports) that carried forward each month since the Bartolowits custody transfer meter was placed in service. Hilcorp characterized the financial penalty as excessive because it disagreed with AOGCC's proposed enforcement which effectively represented a separate penalty for each monthly failure to report?. Review of the meter reports prior to the informal review identified numerous meter alarms in the monthly health check reports, including several that were repeat occurrences during the 17 -month ' August 13, 2015; December 4, 2016 2 August 2014 through December 2015 Other Order 113 October 20, 2016 Page 3 of 11 period covered by this enforcement action. The meter alarms are significant. AOGCC raised concerns about the performance of this particular ultrasonic meter during the application review due to previous issues at the Kasilof pad where health check reports exhibited some of the same alarms.',' The history of this meter at the Kasilof pad was a main factor in requiring the submittal of monthly health check reports for the relocated ultrasonic meter. Hilcorp could not answer AOGCC's questions about the contents of the reports, specifically the recurring velocity of sound alarms. In spite of the above, Hilcorp placed part of the blame for its regulatory violations on AOGCC claiming that - AOGCC is responsible for contacting Hilcorp and educating its personnel about the conditions of approval; - AOGCC incorrectly accuses Hilcorp of failing to provide required reports associated with two monthly calibrations; and - AOGCC has "explicitly declined to provide any guidance on ambiguous requirements." As evidence Hilcorp cites an August 1, 2014 email that informed AOGCC it understands that the documents attached to the email were the "last submissions necessary for compliance." The context and timing of the August 1, 2014 email address pre -start obligations that were also included as approval conditions, not the ongoing month-to-month compliance requirements for an operating gas measurement system. Hilcorp claims that the conditions of approval were misread by its personnel. AOGCC bears no responsibility for Hilcorp's behavior. Hilcorp notified AOGCC during the informal meeting that it failed to perform the required meter calibration checks in August 2014. Reasons for the missed meter calibration were not provided. This represents an additional violation of the Bartolowits custody transfer meter approval. } Bartolowits meter application received May 28, 2014, approved June 26, 2014 4 Operated by Marathon before Hilcorp obtained owner/operator rights in February 2013 Other Order 113 October 20, 2016 Page 4 of 11 At the close of the informal review, AOGCC provided Hilcorp with an additional opportunity to submit information addressing AOGCC concerns about the gas measurement equipment performance at Bartolowits and corrective actions that have been or are being implemented. Hilcorp's letter dated January 28, 2016 provided an example of a work order process being implemented that will be used to track required meter calibrations from scheduling through report submittal. Hilcorp's letter also references in general terms the development of "training modules" without providing details demonstrating how the training will prevent recurrence of the violations identified in the Bartolowits notice. Health Check Reports: An ultrasonic flow meter measures the speed (velocity) of the fluid flowing through a known cross sectional area of the meter body. The meter infers the flow of gas (velocity) by measuring the difference in transit time of sound pulses transmitted through the flowing fluid downstream (shorter transit time) and upstream (longer transit time). A commonly used analogy is comparing a kayak crossing a river — faster across when traveling with the current as compared to against the current. Different configurations are used for the sound -pulse transmission path geometry; the Bartolowits meter uses a reflected acoustic path geometry with three sound -pulse transmission paths of known length. Because the ultrasonic meter infers gas velocity, direct meter proving methods are not available which places an increased emphasis on proper system configuration, the use of proper diagnostic software tools, and knowledge of how to interpret the data. A major advantage of ultrasonic meters is the large amount of data produced for diagnosing the meter's correct operation. Another distinct advantage is the continuous remote monitoring capability of the meter's health to evaluate trends in the data. Key parameters include composition of gas, velocity of sound (by path), comparison of "measured" velocity of sound to calculations using industry recognized standards', transducer performance, signal-to-noise ratios, and transducer gain (signal strength). Diagnostics look for changes and out -of -limit events over time on basic parameters such as velocity of sound to verify proper meter performance and provide early 'American Gas Association Report No. 10 Other Order 113 October 20, 2016 Page 5 of 11 identification of potential measurement issues. The importance of diagnostics is underscored by comments from ultrasonic meter manufacturers: - Daniel Measurement and Controls — "if all the diagnostic parameters are normal one can have complete confidence that the meter is working correctly";' - Honeywell Elster — "Good, representative samples of gas quality are necessary to facilitate calculation of reference speed of sound values needed to evaluate meter operating conditions"; "Comparisons of meter measured SOS (velocity of sound) may be made against this calculation as a `health check.' Direct correlation between meter accuracy and SOS has yet to be established, but it is known that correct meter function is doubtful if the SOS calculation is in error.'; "Discrepancies between measured and calculated SOS (velocity of sound) indicate a fundamental meter problem."' As a result, concerns identified through performance monitoring should trigger additional analysis of the meter system that impact the velocity of sound calculation. The Bartolowits health check reports are described by Hilcorp as a snapshot (2-3 minutes) of the meter's performance instead of totals or averages of results over a longer time interval. Roughly half— eight of seventeen — of the reports show alarms triggered for the comparison of measurement to calculated velocity of sound. Hilcorp's assessment states the eight months where a velocity of sound alarm occurred can indicate a drift in either the meter or the gas analysis and that the snapshot "is typically used to trend drift over a period of time". Hilcorp's letter dated January 28, 2016 included a graph of "Average Percent Deviation by Month" for the velocity of sound comparison, concluding that the Bartolowits meter trends "do not indicate a consistent drift from the normal range". A credible assessment regarding drift is not obtained from a 2 to 3 -minute snapshot of meter performance once a month. More problematically, one purpose of requiring the reports is to have AOGCC, not Hilcorp, make that determination. e "Diagnostic Ability of the Daniel Four Path Ultrasonic Flow Meter'; K. Zanker, Daniel Measurement and Controls White Papers; www.daniel.com 7 "Ultrasonic Gas Flow Meters for Custody Transfer Measurement"; J. Micklos, Elster Other Order 113 October 20, 2016 Page 6 of 11 Hilcorp attributes the alarms for velocity of sound comparisons in five of the seventeen months to dates where the health check report was run coincident to no gas flow through the Bartolowits ultrasonic meter. AOGCC deems a 2 to 3 -minute diagnostic "snapshot", especially one that is captured without gas flowing through the meter, to be of no value in an assessment of meter performance. Discussion: The above discussion demonstrates the importance of performance monitoring with the proper diagnostics software and understanding how to interpret the data. Hilcorp's failure to provide the required health check reports for the Bartolowits ultrasonic meter violated a specific, clearly worded condition of the Bartolowits meter approval and denied AOGCC the ability to review and address questions about health check report alarms in a timely manner. The AOGCC has considered the factors in AS 31.05.150(g) in its assessment of the violations. Hilcorp admits it failed to submit the required meter performance reports. Hilcorp also admits that it failed to perform the required calibration checks on the Bartolowits meter during August 2014. There is nothing ambiguous about the conditions imposed by AOGCC for approval of the Bartolowits meters. Hilcorp's history of noncompliance and its failure to take the rudimentary measure of entering AOGCC's requirements in its regulatory tracking system preclude any claim that Hilcorp has acted in good faith. Prior to this violation, AOGCC staff had met with Hilcorp, on a number of occasions regarding ongoing compliance issues with Hilcorp, including an unprecedented meeting with field operations staff at Hilcorp's Kenai field office. AOGCC resolved Hilcorp's earlier violations without enforcement actions. (See Table 1, attached to this Decision.) This approach has had little discernible impact on Hilcorp's behavior. Hilcorp's previous commitments to train its personnel have been insufficient to avoid recurrences of regulatory violations.' Hilcorp's lack of good faith in its attempts to comply with the imposed 8 October 14, 2016 letter to I Barnes (Hilcorp) deferring closeout of a notice of violation Other Order 113 October 20, 2016 Page 7 of 11 conditions, its history of regulatory noncompliance and need to deter similar behavior are the factors which most heavily influence this decision AOGCC agrees with Hilcorp that not adding the Bartolowits meter application conditions of approval into its regulatory tracking system exacerbated the length of its non-compliance. Hilcorp's ability to provide AOGCC with the missing reports partially mitigates the seriousness of the violation. Findinas and Conclusions: The AOGCC finds that Hilcorp violated Condition #4 of the approval authorizing the use of an ultrasonic flow meter at Bartolowits for custody transfer measurement of produced gas by failing to submit required meter calibration and health check reports. AOGCC further finds that by its own admission in the informal review, Hilcorp violated the requirement of Condition #2 by failing to a perform meter calibration during August 2014. Now Therefore It Is Ordered That: A civil penalty in the amount of $30,000 for violating the conditions of the Bartolowits custody transfer meter application approval dated June 26, 2014 as follows: - $20,000 for failing to calibrate the Bartolowits meter in August 2014; - $10,000 for failing to submit the required reports between the months of August 2014 through December 2016. In addition to the required monthly meter calibration reports, Hilcorp must commence at least daily health checks of the meter and provide the monthly average of the collected data. Average performance data that is outside operating limits must be addressed in the health check report. Hilcorp must maintain the daily health check reports to substantiate the monthly summary reports. As an Operator involved in an enforcement action, you are required to preserve documents concerning the above action until after resolution of the proceeding. Other Order 113 October 20, 2016 Page 8 of 11 Done at Anchorage, Alaska and dated October 20, 2016. nllw4l�s //signature on file// //signature on file// Cathy P. Foerster Daniel T. Seamount, Jr.Chair, Commissioner Commissioner Attachment AND APPEAL NOTICE 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 eroneous. 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 I0days is a denial of reconsideration. If the AOGCC denies reconsideration, upon denial, this order or decision and the denial of reconsideration are FINAL and maybe 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 nm 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. Table 1 — Hilcorp Noncompliance History Date Non -Compliance Location AOGCC Comments Action April 2012 Missing SVS tests; Failure Westside Cl No action taken Numerous efforts by AOGCC to obtain SVS test to notify AOGCC for test results for IRU, PCU, LRU, Stump Lake; some witness missing SVS tests between 5/2011 and 2/2012; some failure to notify AOGCC for opportunity to witness revious o --tor responsible for some tests) 5/8/2012 Missing Kill Line Valve Swanson River Unit NOV BOPE test; Inspector observed missing kill line valve 21-22 Aurora Rig 1) at inlet to stack 1 installed; 2 required) 9/17/2012 Choke Manifold Valves Swanson River 21-25 Corrective Rig crew performing choke manifold test greased and cheated closed during (Aurora Rig 1) actions had to cheat choke manifold valves closed to pass BOPE test pressure test 10/2/2012 Notice of Meter Happy Valley Corrective AOGCC has not received notice of meter calibration Calibrations actions for Happy Valley custody transfer meter for at least as long as Hilcorp has been responsible for the meter; schedule provided 10/9/12 10/18/2012 Incorrect BOPE Test Soldotna Creek Unit See 10/23/12 When finally tested BOPE after use (10/18/12), tested Pressure 44-33 (Doyon Rig 1) enforcement to wrong pressure (4000psi instead of 5000psi) Failure to notify of changes Civil Penalty; Hilcorp failed to follow well drilling procedures to approved permit Corrective approved in PTD by AOGCC; failed to notify 10/23/2012 Soldotna Creek Unit Actions (Other AOGCC of changes to well plan; failed to maintain 44-33 (Doyon Rig 1) Order 80) well in overbalanced condition; lack mgt of change Well control; Failure to test Hilcorp failed to test BOPE used in well control BOPE after use operations prior to first wellbore entry following use 10/26/2012 Failure to Test BOPE Granite Pt 32-13RD Denied request Test due 10/26/12, started running completion within 7 days (crane workover) for delaying 1500hrs on 10/26 without making any attempt to get BOPE test test extension (working daylight hours only); landed pi a high, had to trip pipe; request extension 10/27/12 10/31/2012 Improper gauge on IA Trading Bay Unit D- none Hilcorp self-reported that gauge was pegged out; 45 1 2000psi alarm set, 1000 si gauge; well SI by Hilcorp, v NOV —Notice of Violation; no financial penalty; corrective actions only Other Order 113 October 20, 2016 Page 10 of 11 Date Non -Compliance Location AOGCC Comments Action' 11/29/2012 Missing well control Happy Valley B-16 NOV Missing top drive valve(s) on 10/10/12 and again equipment Aurora Rig 1 11/18/12; reviewing Hilcorp response rec'd 12/11/12 11/29/2012 Incorrect BOPE test Granite Point #50 NOV Sundry 312-439 required BOPE rams, valves to test to pressure (Schlumberger CT 2) 4500psi; Hilcorp tested to 3500psi 12/6/2012 Conduct of operations Trading Bay Unit G- NOV Violation found 11/7/12 as part of rig inspection/ and 32 (Williams Rig 404) BOPE test witness; hazardous conditions; wellbore fluids on deck; equipment placement; lack of winterization; reviewing Hilcorp response rec'd 12/21/12 12/16/2012 Winterization; Conduct of Trading Bay Unit G- Ordered ops Inspector arrived 12/15/12 for BOPE test; unable to Operations 32 (Williams Rig 404) shut down on test due to fluids covering stack well cellar (similar to Rig 404 until issued noted in 12/6/12 NOV): returned 12/16/12 to corrective test BOPE — unable to test BOPE (frozen choke actions manifold, top drive valves, floor safety valves, choke implemented and kill lines along with everything else not in heated enclosure. Rig ops allowed to restart 12/31/12 after corrective actions, inspection and passing BOPE test 12/16/2012 Commence production w/o Nikolaevsk Unit (Red Corrective 12/18/12 — Hilcorp contacts AOGCC with notice of approved LACT meter pad) actions SVS testing; AOGCC determined by questioning status that well commenced production 12/16/12; a lication for LACT meter rec'd 1/9/12 4/11/2013 Defeated SVS Sterling 43-09X NOV SVS found defeated 3/15/13 during AOGCC ins ection; well was SI without testing 9/30/2013 Defeated SVS Swanson River Field NOV SVS found defeated 9/2/13 during AOGCC KGSF #1 ins ection; needle valve on actuator blocked 1/14/2014 Defeated SVS Soldoma Cree NOV SVS on 3 rod pump wells found defeated during Missing Annulus Gauges Unitl2A-04; SCU 12/9/13 AOGCC inspection; also found SCU 24A-09 24A-09; SCU 41A-08 without the required pressure gauge to monitor outer annulus (OA) 4/22/2014 Defeated SVS Ninilchik Unit SD -3; Corrective SSSV found by AOGCC Inspectors 4/15/14 and Nimlchik Unit FC -5 actions 4/16/14; Hilcorp reported on 4,'21/14; Inspector required SSSV back in service before departing Other Order 113 October 20, 2016 Page I 1 of 11 Date Non -Compliance Location AOGCC Comments Action 8/29/2014 Failure to Test BOPE Trading Bay Unit G- NOV Rig exceeded allowed 7days between BOPE tests 11 (Moncla Rig301) without AOGCC approval 10/31/2014 Failure to Test Required Ninilchik Unit Paxton Corrective No enforcement; reported by Hilcorp; approved Well Control Equipment 7 & Paxton 8 actions sundry required testing despite wells being isolated from the formation 1/5/2015 Workover Safety Concerns Hilcorp Cook Inlet Meeting 1/9/15; List of concerns provided to Hilcorp addressing and Kenai Peninsula Corrective suitability of equipment and procedures; unsafe Rig Workovers actions working conditions associated with rig workovers; onshore and offshore Cook Inlet 1/7/2015 Casing Valves Inaccessible Ninilchik Unit Paxton Meeting 1/9/15; Frozen well cellar found by Inspector 1/7/15; operator 8 Corrective instructed to thaw cellar; no action taken per Hilcorp actions (1/9/15 mtg - "operator unclear about required action'); AOGCC Deficiency Report created to track corrective actions identified during inspections 2/4/2015 Defeated SVS Northstar Unit NS -15 NOV SSV found defeated during 1/23/15 AOGCC inspection 4/22/2015 Failure to Obtain Approval Kenai Gas Field KDU NOV Operating without required competent tubing and for Continued Production 1 packer; no AOGCC approval (20 AAC 25.200); discovered as part of well review; well shut in Ll R 14 R 13 12W / Marathon NNA 1 PTD 10,000' MD UcG7R pp SLY 6 �O MCG1 ¢ F 3 Y .D MC MG01 MG02A 3' S p 3 MILES s STUCTURE TYONEK T2 Cl = 500' MARA ALASKA REG14YPANY RAG, i ANCHO_ t Marathon i NNA 1 Location i v AREA COOK INLET, ALASKA SHOWN June 2002 o:freehantllninik:hlk\nlni_cg_l .fh9 Dear Mr. Mack, Living in this state for 40 years, I'm getting nervous about your term "in due course". With the corruption that I've mentioned in the past coupled with Hilcorp's quest to change the Louisiana constitution instead of living up to their contractual obligation [also mentioned], months of a leaking underwater gas line waiting for the ice to melt [good thing it wasn't crude oil], and the fact that they're Alaska's main bankroll makes me wonder if "in due course" gives the corporation of Alaska time to rewrite the law so that correlative rights no longer exist, or exist with extreme limitations, after all, the common man can't be allowed to win. As a litigant in the Exxon Valdez oil spill, after waiting around 15 years for the case to be heard by the U.S. Supreme Court they decided to hold off on hearing the Exxon case until they heard another case that came after Exxon. They felt that case would have an impact on the Exxon verdict. 5 years before they ruled on Exxon they already knew the answer, they just had to wait for "in due course". What better role model for the guidance of the state of Alaska to steal from their citizens than the U.S. Supreme Court? After all, the states broke, give up more of it's citizens and maybe the oil companies will throw us another scrap. Hilcorp has a lot of 60 year old rotten oil and gas lines lying on the ocean floor in the 0 largest tides in the world that needs a lot of money. They are Alaska's main paycheck. They have lobbyist to teach Alaska how much money it will lose if the patent fee owners have their correlative rights upheld. Alaska has the Department of Law to help them steal what rightfully belongs to the privet land owners, the lucky few in this state who's lives would be enriched. Hilcorp likes to boast how they are an open and honest company. In fact, I believe it is their company slogan. Open and honest to me means, "Don, Your one of the lucky one's, we owe you a lot of money, here it is". It is up to each and every patent fee owner to look out for their rights, to ensure they're being enforced. Just like where Hilcorp is right now, if you snooze you lose. I have been offered a fishing charter, a deer hunting charter, had the contract e-mailed to me and at the same time mailed USPS general delivery to me AND 2 years later, had a road offered to sign the lease by Hilcorp. Something is Very Important for Me to Sign the Lease! Until I sign it is Thief, a Thief that has been taking place for almost 3 years on the Frances No. 1, as it turns out, a Thief that started in 2003 with the Falls Creek wells. Using the Marathon map I've submitted in the past, Marathon, the State of Alaska DNR Oil and Gas, the AOGCC and Hilcorp already KNEW how big the participating area was BEFORE Hilcorp bought it! Nobody seemed to consider they were going to be robbing a Exxon Valdez Oil Spill litigant who Truly Does Not Trust our state government and absolutely HATES the oil industry. After all, everything that Adolf Hitler did was legal after he twisted the law his way. I'm anxiously awaiting your decision. Don Shaw Ninilchik Unit Falls Creek Participating Area Proposed Expansion Appeals Process August 15, 2017 via first class mail Stephen S. Webb, Shelle K. Leman, and Susan L Steinback Box 1127 Kasilof, Ak. 99610 Kevin Tabler Hilcorp Alaska, LLC 3800 Centerpoint Drive, Suite 1400 Anchorage, Ak. 99503 E -Mailed to the Commissionaire Dear Mr. Mack and Mr. Wiggin, I file this reply to your July 11, 2017 Hearing Order Deadlines set forth in this order: 2.; or [2] "an explanation of why the parties have not entered a confidentiality agreement. " Mr. Wiggin states in his July 26, 2017 reply to Hilcorps Objections to Hearing Order, in part, "Hilcorp needs to consent to disclosure before DNR can provide confidential portions of the record. Until that happens, this appeal will remain pending without a hearing or resolution." Hilcorps Aug 2, 2017 reply to your July 26 reply states: "Hilcorp Alaska does not have Authority to Disclose the Seismic Data". In part: " Further, Hilcorp Alaska is merely a licensee of the seismic data, and does not have ownership or authority to disclose it to third parties even if the third parties are required to hold the data confidential." They continue by relying on the Alaska Trade Secrets Act. As I stated in my August 3, 2017 reply to this Hearing Order "It couldn't be more PERFECTM Hilcorp doesn't give permission, the appeal remains pending, Hilcorp can continue stealing from me, the State still gets their share of what should rightly be my share and it keeps buying time for the State, with the help of it's army of lawyers, along with [I'm sure] the army of lawyers that Hilcorp has, to sew up this over looked hole in the law called Correlative Rights by way of the Alaska legislator's in this overlooked, rarely used rights of mineral rights holders. As I've mentioned before, everything Adolf Hitler did was legal after he and his cohorts twisted the law their way. This is State Sponsored TRESPASS!!! These are MY Correlative Rights being ROBBED!!!" I'm in direct competition with the State of Alaska of money owed to me from the FCPA. I'm not a mile away trying to be included, the Marathon Structure Map CLEARLY shows that almost half of my land is in the Falls Creek Pool. The AOGCC ordered, in Co 701 and 701 A, Affected Area, 1 North, 12 West, section 7, North West %. I keep telling you That's Me! CO 701, "The AOGCC has chosen to call a hearing on this application INSTEAD OF handling it administratively because the proposed changes in the well spacing and escrow requirements MAY IMPACT the CORRELATIVE RIGHTS of parties that ARE WITHIN the DEFINED AREA of the POOL or UNIT, but are NOT YET COMMITED to the unit". You are, in essence, stopping people from meeting peacefully to ask the government to change something. Hearings, as you determine the grounds, bias in favor of your needs and wants. Public Hearings makes that Much harder to do, it gives the people the opportunity to voice their opinion, something that separates America from a dictatorship, something that is the core essence of America. To continue with your train of thought is like having John Wayne Gacy be his own prosecuting attorney AND judge. A Public Hearing is required, or a Hearing open to the public. The AOGCC has supplied me with the confidential information in their ruling on the size of the pool, After All, It Is Their Job. There is no need to take the very information your requiring me to get an agreement on just to be allowed to attend your version of a hearing. I don't need the agreement but should anyone who should attend a hearing open to the public choose to sign one then time should be set aside for them during the confidential phase. As I've mentioned in past writings, I've been offered a fishing charter, a deer hunting charter, had the contract e-mailed to me, had the contract USPS mailed to me and had the offer of a road installed for me to sign the contract. In Hilcorps own words, "Hileorp Alaska does not have Authority to Disclose the Seismic Data". So there is the reason for not having a signed agreement. I demand a Hearing Open To The Public without conditions bias in favor of your needs and wants. Without that, you are, in essence, stopping people from meeting peacefully to ask the government to change something. Which your entire State of Alaska Department of Law seems to be in favor of and that puts you on the verge of operating a totalitarian regime, if not already over the line. As I stated in my August 3, 2017 Appeals Process letter to you, of which I've never received a reply at the time of this writing, "I am, just now, at home able to review all of the USPS mail concerning this appeal from both you and Hilcorp. My mailing address is 250 miles from my physical home as fits the needs of my single, commercial fisherman life. I have no plants nor animals to feed. When I walk out the door I'm often gone for months at a time, e-mail has become very critical for my lifestyle. When I'm home I live off the grid, wireless intemet and cell phone are a must for me in this modem day, I can communicate with the world on a daily basis at a slower speed than the more populated cities. I understand that some things must be USPS mailed, my friends who are kind enough to receive my mail often open and read simple parts to me over the phone. I went commercial fishing July 11, on my way driving to Whittier, my transmission went bad and I limped home. Thankfully a ride was found and I got to Whittier late afternoon on the I Vh. Having fished our way to Seward, the 15`' of July we were unloaded and done for a couple of days. This is when I first learned about the Hearing Order over the phone. Tuesday the 181h it was back to the Prince William Sound, fish until the 201h and back in Seward the 215'. Home on the 22nd I called my friends, quota caught I said, in a few days my back will be better and I'll get on that transmission. More mail, confidentiality agreement, Hilcorp, court ruling I'm told. I've got an order to hang a gillnet, that's a couple of days on that to help pay the horrendous gas bill I'm about to have driving north. The morning of the 26`h I take the tire chains and plow off my other truck, in 10 years I've only added around 3,000 miles on it, the chains haven't been off in 2 years. New tags, now off for that new battery and breakdown on the way. Rescued by a friend I limp home with my new battery. After running my generator all night to charge this new battery, I leave home. I've got some very serious, very important mail that I need to get to. The afternoon of the 27`h I breakdown at Potters Marsh, rescued by yet another friend. The evening of the 27'h I make it to my friends home in Wasilla to view this very important mail for the first time ever. After repairs are made and I'm finally able to get home, in the evening of August 2nd , I wake today, at home, trying to wrap my head around these very important proceedings 3 weeks after they started with a deadline of August 15tH I have just used 70 gallons of gasoline that I can ill afford on top of 7 days of my life just to check the mail. At no time, in Whittier or Seward or at home, using the MiFi that I travel with did I get any e- mails of these proceedings. I have in the past received e-mail from you during these appeals while you also meet your required obligation to USPS mail your reply. I respectfully request e-mail correspondence from now on with it being understood by me that you are required to mail paper also. I would like to Thank You for acknowledging " The Commissioner appreciates that the outcome of this appeal may alter the amounts and recipients of royalty payments that Hilcorp is currently making." In the time that has elapsed from my timely submitted May 16, 2017 appeal and your reply of receiving it from June 22, 2017 and the phrase "in due course" gives me cause of concern when I read the Deadlines set forth in the Hearing Order. 1. On or before July 25, 2017, the parties will submit any objections to this order, including the basis for the objection and a proposed modification to the order. I object to this hearing on the grounds listed below. As I mentioned above, I was commercial fishing. I don't have the luxury of having a CEO worth several billions of dollars, as Mr. Tabler described Hilcorp's CEO. Nor do I have the vast resources of wealth or army of lawyers at the DNR's disposal [ 6 floors and how many on retainer?] I cannot sit on the edge of my chair waiting for "in due course", I have to survive, as meager as it is. There needs to be a timeline so that us common people can plan around it. In the vastness of this state, telecommunications and intemet is used to expeditiously conduct legal business for the State but not the privet citizen?" Once again, I respectfully request e-mail correspondence from now on with it being understood by me that you are required to mail paper also. I seem to recall these proceedings began in March of 2017. That's 5 months of continued thief and larceny by Hilcorp with the help and blessing of the State of Alaska DNR Oil and Gas Commission. Now that everyone has found out they kicked an old, badly wounded dawg from the Exxon Valdez Oil Spill that Truly Hates the oil industry and Does Not Trust My State Government, your still trying to chink the holes in favor of you and Hilcorp with your confidential agreement. No agreement, no hearing, everything stays pending. You make your share of our money and Hilcorp keeps the rest. Almost daily, in the news is how broke the State of Alaska is. Your laying down a course of conduct that you'll break any law, violate any right to continue helping commit larceny against me personally, for my just per acre share of my Correlative Rights,to put in your pockets. I demand a Hearing Open To The Public without conditions bias in favor of your needs and wants. I also demand a timeline for your reply other than "in due course" in order that I can plan my life around it. Donald Shaw Clam Gulch It has been recommended to me that I should tone down my appeal. I have spent many hours reviewing my appeal. I am an Exxon Valdez Oil Spill Litigant, in 2 days it will mark the 28th anniversary, I've not had herring season a part of my life nor eaten herring row in that long. I've learned not to trust my state and never trust an oil company. My hypervigilance tells me that I'm on the edge and I'm supplying gas. I've been offered fishing trips, hunting trips and a road to sign the contract . The Ninilchik Unit is complicated due to the patent fee lands, my correlative rights are in danger. My appeal stands as written. I'm at a loss of what to say in this appeal. Choosing to address the public's comments in a PA ruling do out after this appeal period is over is completely un- American and I'm appalled that, as the Director, you would allow this blatant tyranny. All the while, there was No Mention of a PA ruling in the notice of public comments announcement so that one could prepare with a comment for the PA also. I have no problems with the families of Bartolowits, Maize and Kruse. They are Already in the very heart of the Frances No. 1. These families are well within the 1,500 foot radius of the spacing exception, which, if I'm not mistaken is named after Frances Bartolowits, located on the Bartolowits Pad. Hilcorp applied for "only acreage that has been proven to contribute to the production of natural gas has been included in this application." From July 2014 through Oct. 2016 the Frances 1 has produced 3,765,366 mcf. Times that by the value the state uses for royalty payment of Ninilchik Unit gas for October 2016, $6.82 and your trying to tell me that all that gas came from that tiny area? By choosing to ignore my public comment you are denying me of, 11 AAC 83.303(a) (3) provide for the protection of all parties of interest, including the state. I had Clearly stated the AOGCC has ruled " Co 701A, page 3 of 5. Affected Area _Township & Range, I'm, 1 North 12 West_ Section (s), I'm,7 Portion(s), I'm, North West— est U4." The hearing on July 2, 2015 that became CO 701A was held for the Sole Purpose: "Chair Foerster, page 3, lines 16 thru 22, " The AOGCC has chosen to call a hearing on this application instead of handling it administratively because the proposed changes in the well spacing and escrow requirements may impact the correlative rights of parties that are within the defined area of the pool or unit, but are not yet committed to the unit". HEY That's Me! The belief Mr. David Duffy talked about with the AOGCC after that hearing was how I thought being in the spacing exception I was entitled to royalties. It's nice working so closely with people developing the Cook Inlet AND being able to softly drop a few lines to help them think, the power of suggestion, sway them to your way of thinking. I'm not there to defend myself from this type of backstabbing. It sickens me that we, as a country, ship our people out all over the world to die by the thousands and blown apart by the 10's of thousands helping establish the "rule of law" and we live the rule of oil. As Mr. Duffy has sense explained to me, the spacing exception was just to inform me that drilling was going on near me and they just wanted me to know I was included in the notice. I'm sure working so closely with a different agency, yours, new people need to be swayed away from giving Don Shaw a chance, after all, he's not here to defend himself. Attached you will find the Structure Map for the Ninilchik Unit published by Marathon and obtained from the public domain. Having georeferenced the image and using TO1N-R13W to act as the 4 -corner reference. The parcel is very small when put on this map — look for the green blurb on the 6,000' contour line — that is parcel #13902056, that is me, you should be able to zoom in to enlarge. The heavy lines are faults. The lighter lines with numbers are the horizons on the anticline surrounding the Falls Creek PA. The state, Marathon and Hilcorp already knew how big the Falls Creek PA was when Hilcorp bought it. At my skill level and the limited assistance that I have I could not place these lat/longs on the map of where all of the Frances No.I is. AOGCC well info search, Francesl permit to drill number is: 2131210. That's needed to do a detailed well search. Geographic Coordinates are: Lat: 60.1985541176514 Long: -151.428215949455 Is this the pad? Top Productive Interval: Lat: 60.198584206963 Long: -151.42814442933 Well bore depths: Bottom hole location, Lat: 60.1974380777293 Long: -151.431418567569 11 AAC 83.303 (b) (2) the geological and engineering characteristics of the potential hydrocarbon accumulation or reservoir proposed for unitization; As you can see from this map the fault runs well East of me and also to the South of me. My property is 450 yards long, using that for a reference, the fault is 450 yards from my Southern property line. I'm clearly on the 6,000' line with Southwest of my Southern property being a convergence of anticline going up to the 5,000' anticline. ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000'. In Your Own Words: "The Ninilchik anticline is shallowest in the southwest and plunges deeper to the northeast and is segmented by several crosscutting faults along the crest of the structure. These faults are believed to play an integral part in the trapping mechanisms throughout the unit. In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." I'm at 6,000' and the Frances No.I sits at 5,000'. During the hearing on July 2, 2015 that became CO 701 A, Mr. Duffy said he doesn't even know how many Billions of cubic feet of gas has been produced but that "it's a lot" Francesl had been producing for 11 months now. Later, Hilcorp's Geologist testified "1/2 mile east of the well is 100 feet of gas bearing sand". On my spacing exception the 3,000 foot circle around the well goes through the North 2 to 3 acres of my land. 1/2 mile East [2640 feet] misses me by about 30 feet, humm, is that 100 feet of gas bearing sand under my feet? Gas rises is my understanding. They're called Gas Domes. To get to the top it's coming from Under My Feet. We in the state know that Alaska needs money to pay for the high dollar spending the state got used to. We in the state understand that oil and gas taxes pay for this high dollar spending. The AAC's you rely on are written almost entirely in favor of the state except for the lame "and provides for the protection of all parties of interest". DNR Oil and Gas is the sole source of oil money for the state. To share what is rightfully mine would mean less for the state. Your free to wheel and deal with what belongs to the state and I can only hang my head in continued shame. I am on an anticline 500 yards from a torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000', and 1/2 mile away from one of the greatest gas wells Alaska has seen in quite some time. "The Division finds that the expansion of the NU 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." The Division IS NOT protecting my interest, the Division is Robbing my interest! We all know Hilcorp has a leaking gas line in Cook Inlet. It's been leaking for months, as the news reported, 370 homes per day could be heated with that much gas, per day, 3 months and counting. That line has been on the ocean floor for at least 50 years in the 4th largest tides in the World. Hilcorp has a lot of lines on the ocean floor the same age. Hilcorp is going to be looking at replacing A Lot of steel pipe. That does Not mean that the state can Rob the patent fee holders by denying my correlative rights. Corruption has long been part of the oil and gas in Alaska. 1987: http://www.nytimes.com/1987/11/27/us/alaskan-indicted-in-bribery-inquiry.htm] From 2002 thru 2008: http://www.pbs.org/now/shows/347/alaska-corruption.html Alaska's corruption is so prevalent it even has it's own Wikipedia page!!! https://en.wikipedia.org/wiki/Alaska_political_corruption_probe None of these people thought they were going to get caught. Someone was persistent, is it time for a new probe to start? There is a lot of money going through your office that could cause you to wear blinders while looking at this confidential geological, geophysical, and engineering data. The Only Way to prove to me that I'm not supplying gas is to let My chosen Officer of the Court and Their chosen expert review the confidential information. If the word is I'm not then it's done and I'll shut my mouth. If the word comes back that I Am then it's game on, I want my money. "Since Hilcorp had just acquired 100% working interest in the NU from Marathon Alaska Production, LLC on January 30, 2013, the Division delayed contraction of the NU to allow Hilcorp time to complete their drilling program. Currently, the unit contraction is delayed until May 31, 2017; this is the fourth delay of the NU mandatory contraction date." I request you stop this second Unit Expansion until a public hearing is held. It's time for a 5th delayed contraction. I request a public hearing because I don't think your Department is truly looking out for the correlative rights of the People of Alaska. Don Shaw Clam Gulch Ninilchik Unit Falls Creek Participating Area Proposed Expansion Appeals Process August 3, 2017 via first class mail Stephen S. Webb, Shelle K. Leman, and Susan L Steinback Box 1127 Kasilof, Ak. 99610 Kevin Tabler Hilcorp Alaska, LLC 3800 Centerpoint Drive, Suite 1400 Anchorage, Ak. 99503 E -Mailed to the Commissionaire Dear Mr. Mack, Firstly, I feel it best to say that I live my life with the firm belief to cuss and praise equally. I've cussed you enough that it is time to praise you on your July 11 hearing order. I do have concerns which I will address shortly. I am, just now, at home able to review all of the USPS mail concerning this appeal from both you and Hilcorp. My mailing address is 250 miles from my physical home as fits the needs of my single, commercial fisherman life. I have no plants nor animals to feed. When I walk out the door I'm often gone for months at a time, e-mail has become very critical for my lifestyle. When I'm home I live off the grid, wireless intemet and cell phone are a must for me in this modern day, I can communicate with the world on a daily basis at a slower speed than the more populated cities. I understand that some things must be USPS mailed, my friends who are kind enough to receive my mail often open and read simple parts to me over the phone. I went commercial fishing July 11, on my way driving to Whittier, my transmission went bad and I limped home. Thankfully a ride was found and I got to Whittier late afternoon on the 11 t". Having fished our way to Seward, the 15`h of July we were unloaded and done for a couple of days. This is when I first learned about the Hearing Order over the phone. Tuesday the 18`h it was back to the Prince William Sound, fish until the 20`h and back in Seward the 215'. Home on the 22nd I called my friends, quota caught I said, in a few days my back will be better and I'll get on that transmission. More mail, confidentiality agreement, Hilcorp, court ruling I'm told. I've got an order to hang a gillnet, that's a couple of days on that to help pay the horrendous gas bill I'm about to have driving north. The morning of the 26d' I take the tire chains and plow off my other truck, in 10 years I've only added around 3,000 miles on it, the chains haven't been off in 2 years. New tags, now off for that new battery and breakdown on the way. Rescued by a friend I limp home with my new battery. After running my generator all night to charge this new battery, I leave home. I've got some very serious, very important mail that I need to get to The afternoon of the 27`n I breakdown at Potters Marsh, rescued by yet another friend. The evening of the 27`n I make it to my friends home in Wasilla to view this very important mail for the first time ever. After repairs are made and I'm finally able to get home, in the evening of August 2nd , I wake today, at home, trying to wrap my head around these very important proceedings 3 weeks after they started with a deadline of August 15`n I have just used 70 gallons of gasoline that I can ill afford on top of 7 days of my life just to check the mail. At no time, in Whittier or Seward or at home, using the MiFi that I travel with did I get any e- mails of these proceedings. I have in the past received e-mail from you during these appeals while you also meet your required obligation to USPS mail your reply. I respectfully request e-mail correspondence from now on with it being understood by me that you are required to mail paper also. I would like to Thank You for acknowledging " The Commissioner appreciates that the outcome of this appeal may alter the amounts and recipients of royalty payments that Hilcorp is currently making." In the time that has elapsed from my timely submitted May 16, 2017 appeal and your reply of receiving it from June 22, 2017 and the phrase "in due course" gives me cause of concern when I read the Deadlines set forth in the Hearing Order. 1. On or before July 25, 2017, the parties will submit any objections to this order, including the basis for the objection and a proposed modification to the order. I object to this hearing on the grounds listed below. As I mentioned above, I was commercial fishing. I don't have the luxury of having a CEO worth several billions of dollars, as Mr. Tablet described Hilcorp's CEO. Nor do I have the vast resources of wealth or army of lawyers at the DNR's disposal [ 6 floors and how many on retainer?] I cannot sit on the edge of my chair waiting for "in due course", I have to survive, as meager as it is. There needs to be a timeline so that us common people can plan around it. In the vastness of this state, telecommunications and internet is used to expeditiously conduct legal business for the State but not the privet citizen? The conditions for the Hearing, as opposed to a Public Hearing, "being limited to persons who have access to the confidential data under a confidentiality agreement entered by the parties" are wrong. There are somewhere around 54 names on my spacing exception that might like to attend the non confidential segment. To deny them that right as members of the public is unfair and biased. Like me, they must learn and attending PUBLIC Hearings is a great way to start, look at where my very first public hearing has brought me in these 3 long years. They can then also share what they've learned throughout the Ninilchik Unit, having at no time ever, access to confidential information. I understand that the State and Hilcorp would not want anything like this because other patent fee holders would want their money and that would not be in what the State and Hilcorp considers their best interest. After reviewing Mr. Tablet's July 21, 2017 letter in this matter, I can see why he say's "We look forward to the Appellants' presentation of facts, information, or arguments regarding their appeals as they relate to the Directors May 16, 2017, Decision." After reviewing Mark Wiggin's July 26, 2017 reply, in part, "Hilcorp needs to consent to disclosure before DNR can provide confidential portions of the record. Until that happens, this appeal will remain pending without a hearing or resolution." It couldn't be more PERFECT!!! Hilcorp doesn't give permission, the appeal remains pending, Hilcorp can continue stealing from me, the State still gets their share of what should rightly be my share and it keeps buying time for the State, with the help of it's army of lawyers, along with [I'm sure] the army of lawyers that Hilcorp has, to sew up this over looked hole in the law called Correlative Rights by way of the Alaska legislator's in this overlooked, rarely used rights of mineral rights holders. As I've mentioned before, everything Adolf Hitler did was legal after he and his cohorts twisted the law their way. This is State Sponsored TRESPASS!!! These are MY Correlative Rights being ROBBED!!! Mr. Tabler states in his July 21 letter, "We do not know whether Mr. Shaw has new and available information which demonstrates the basis for his request for inclusion in the Ninilchik Unit, let alone the FCPA. Mr. Shaw's property lies outside of the Ninilchik Unit and was not proposed for inclusion in either expansion of the Ninilchik Unit nor FCPA. We are unaware of any evidence which supports his claim." Mr. Tabler doesn't want you to, ONCE AGAIN, see "The AOGCC has chosen to calla hearing on this application INSTEAD OF handling it administratively because the proposed changes in the well spacing and escrow requirements MAY IMPACT the CORRELATIVE RIGHTS of parties that ARE WITHIN the DEFINED AREA of the POOL or UNIT, but are NOT YET COMMITED to the unit". Yes, Mr. Tabler is right in that I'm outside of the Unit but I'm within the DEFINED AREA of the POOL!!! That Hilcorp ALREADY knew BEFORE they bought the unit and So Did YOUM My source of confidential information comes from a Very well known and Very respected individual. Outside of any formal setting we have never exchanged even as much as a simple pleasantry of the day. Outside of any formal setting, I truly don't recall even seeing this person in the lobby. My source of confidential information has been Respected so Greatly by the State of Alaska they made him a Commissioner. AOGCC's very own Commissioner Dan Seamount, the author of the Affected Area in CO. 701 and 701A. The AOGCC ordered, in Co 701 and 701 A, Affected Area, 1 North, 12 West, section 7, North West '/. I keep telling you That's Me! My observation of this man is only in a formal setting, his quite demeanor, to me, say's that I would love to be there when you or Hilcorp or anyone else tells him he doesn't know how to do his job. In my 40 years of the commercial fisheries here I've fished with a lot of crews and there were a few genius ones through the years. There is something special when a genius delivers a well deserved tongue lashing. His ruling was made long before I received my Spacing Exception more than 3 years ago. Back when everybody involved in this to this date, was thorough yet relaxed. Now that everyone has found out they kicked an old, badly wounded dawg from the Exxon Valdez Oil Spill that Truly Hates the oil industry and Does Not Trust My State Government, your still trying to chink the holes in favor of you and Hilcorp with your confidential agreement. No agreement, no hearing, everything stays pending. You make your share of our money and Hilcorp keeps the rest. You are, in essence, stopping people from meeting peacefully to ask the government to change something. Hearings, as you determine the grounds, bias in favor of your needs and wants. Public Hearings makes that Much harder to do, it gives the people the opportunity to voice their opinion, something that separates America from a dictatorship, something that is the core essence of America. To continue with your train of thought is like having John Wayne Gacy be his own prosecuting attorney AND judge. A Public Hearing is required, or a Hearing open to the public. The AOGCC has supplied me with the confidential information in their ruling on the size of the pool, After All, It Is Their Job. There is no need to take the very information your requiring me to get an agreement on just to be allowed to attend your version of a hearing. I don't need the agreement but should anyone who should attend a hearing open to the public choose to sign one then time should be set aside for them during the confidential phase. August 4, 2017, I'm going to do something that I don't like doing but must to meet the requirements that you've set forth in mailing copies of all communications to the parties involved. It will be 8 more gallons of gas, on top of the 70 I've just used to check my mail, to go to the library and use one of their public computers to sign in to my e-mail to print this letter. If I'm going to have to sign in on public computers then here and now I ask Stephen S. Smith, Shelly K. Leman, and Susan L. Steinbach to please e-mail me at shawmanseafoods@yahoo.com if you e-mail, and I can share the Marathon Structure Map with you, it is a map of the Falls Creek pool. The State and Hilcorp Already Knew how big the pool was BEFORE Hilcorp bought it. My land has been imposed on the map and could be a good reference point for you or any others that you might like to share it with in the Falls Creek PA. Maybe you can help others from being robbed also. Also feel free to call me at 907-575-9301. I can also e-mail you my past 2 appeals in this matter. The gas that has come out of the Falls Creek wells sense 2003 and the gas coming out of the Frances No. l belongs to all of us, our just per acre share. There are a lot of 10's of millions of dollars to be divided between us, owed to us, all of us who have never signed a Hilcorp lease here in the Clam Gulch area. How much gas has come out of the Falls Creek wells in the last 14 years? 12 1/2% is OURS!!! PLUS, 12 1/2% from the Frances No. I. It's called Correlative Rights, if you have a pool, everyone with mineral rights is untitled to their just share figured by acreage, THEY, Have To have a lease or it's called TRESSPASS!!! . Those who got homestead land got mineral rights. After statehood the state kept all rights except ours. When Mert subdivided, my lot came with mineral rights, also called patent fee or patent fee land. DO NOT SIGN A HILCORP LEASE, YOU'LL SCREW YOURSELF!!! WARN OTHERS, WARN ALL IN THE Ninilchik Unit. We don't have much in the way of case law in Alaska about Correlative Rights or Trespass. The oil companies are just now really sleezing their way in on our rights but have been doing this for a long time in the lower 48. Alone, or just a few of us they can beat us down with complexity, such as the above "agreement". As an informed group we go in after our just and fair per acre share of the 10's of millions of dollars Already owed us. The state doesn't want us to win because then they pay back to Hilcorp a lot of what they've been making STEALING from us, PLUS, they won't get to STEAL from us anymore and after other patent fee owners hear of our win the States days of STEALING from it's citizen will come to an end, and we'll have something that we can leave to our grandchildren's grandchildren in terms of royalty shares, 20 wells in this pool = 20 royalty shares, until nothing of value comes out. The more we Appellants share the more we'll each know and can share with others. This is the only chance we get. I didn't even know you existed until I got my mail. Hilcorp and the State are doing this all along the coast. Hundreds of millions of dollars have been stolen by draining pools for years with no lease. The Marathon Structure Map will show you our gas pool. I've made such a stink about the corruption that runs so freely in our State Government with the oil companies in my last 2 appeals this is our only chance, after this it will be a long long time before anyone goes here again. Dear Appellants, I would have contacted you sooner but as you've seen the above now is my only chance. I look forward to hearing from you. Also, Please write down any brief memories of when you first spoke to the landman and what he told you and anything said if you called again asking about production royalties. One more Please Also, ask anyone who signed a lease to do the same thing. Please date the day that you make the note. It may be nothing but it maybe very important. Hilcorp, you should have just paid me my share years ago. Now I'm going to cost you as many hundreds of millions of dollars that I can. I would like to take this time to Thank You Mr. Mack for reminding me that written submissions to the commissioner must also be provided to all parties at the address listed above. Donald Shaw Clam Gulch My name is Donald Shaw, I own mineral rights on the Frances 1 spacing exception, exhibit A, my tract is number 238, bottom right, by the legend. I have been a full-time resident of Alaska 40 years now. I am representing myself in this matter. I do not have the financial resources to hire an attorney to represent me. I have been told this means I am going "pro se" . I do not claim to have the lawyers, or to understand all of the legal words and legal arguments that the company drilling and producing gas at Falls Creek P A can buy for a fraction of what the owner is worth. But I do claim to own private property that is being taken from me by that company. The Alaska Oil and Gas Conservation Commission is the only State of Alaska agency that has both the duty and the responsibility to protect my property, to protect me from an oil and gas company draining the gas under my property without paying me for my gas. Thank you for giving me this opportunity to testify and to talk about my mineral rights, about my correlative rights. In 2007 I purchased Tract I of the Falls Creek Subdivision including the surface rights and the mineral rights. This is where I live. This is my home. The land and the minerals under my land are my personal property. My guess is that each of you own personal property. If you own rental properties, imagine that some rich Texas stepped in and began collecting the rents on your property and kept the money as if it he owned the rentals. That's what happening to me with the gas I own under Tract 1, Falls Creek Subdivision. My land and mineral rights are in Section 7, Township 1 North, Range 12 West, Seward Meridian — very close to the Frances #1 gas well. The Alaska constitution affords an even greater rights than our United States constitution due to our independent nature. As a commercial fisherman I am fiercely independent. In the Exxon Valdez case the U.S. Supreme Court ruled corporations have individual rights. That does not mean a corporation can move next door to me with a chicken factory and start stealing my chickens. We are not dealing in State lands where the State makes decisions. We are dealing with private owners. I'm 1 year older than the State of Alaska and am learning we have no precedence in protecting a private landowner's correlative rights. In my 40 years living here I have seen well over $1 trillion of petroleum leave this state, big oil is now under my feet, at my home, stealing my gas and being assisted by my State doing it. On March 28, 2014, I spoke with Hilcorp's David Duffy who told me I get my share of 12 1/2% of what the well produces and that I should sign the lease and wait. That I should expect to get what others around me were getting, between $300 to as much as $900 per month, per acre. It's all on my recording that's in the AOGCC files. If not, I can supply another copy. In the event I don't sign the lease, money would be put in an escrow for me and at a later date, if I still didn't sign, would end up going to the State as unclaimed money, Mr. Duffy made it sound like the arrangement was a form of State sponsored blackmail to me. It's all on the recorded phone call. The first 15 minutes or so is the informative part, the rest just shows how stupid I was more than 3 years ago. How could I have known at that time that Mr. Duffy did not have my interest in mind? Now I know Mr. Duffy was and still is a highly compensated employee of one of the 400 richest people in the United States — Jeff Hildebrand — who as of October 17, 2017 is the 18th richest person in Texas, currently worth $3.6 billion according to Forbes. In 2015, Mr. Hildebrand gave Mr. Duffy a $100,000 bonus for his good work. Mr. Duffy and the other employees of Hilcorp laugh and chuckle over their bonuses. I was told that I had gas under my property when Mr. Duffy thought I had signed a lease. But once he discovered I had not signed a lease, Mr. Duffy and the rest of Mr. Hildebrand's castle guards changed their story and told me that I had nothing and that I got nothing. Sadly, the AOGCC has backed up the billionaire's claim of a right to sell my private property as if he owns it, and give the State their share. Commissioners French, Foerster, and Seamount, I am not asking you to behave like Robin Hood who stole from the rich and gave to the poor. But I am asking you to put an immediate halt to the rich stealing from the poor. Mr. Hildebrand's thievery — through the cloak of his limited liability company — of my private property needs to end today. Late April, 2014, I was driving through Anchorage, I called Mr. Duffy to look over maps and maybe sign the lease. He was busy playing golf so I continued on my way. In July, I called Mr. Duffy and Frances 1 was now a gas well and would be running soon. In about October of 2014 I called Mr. Duffy and Frances I has been producing better than expected. I asked him how to collect my escrow money and was told that "If you read your contract, That You Signed, once our bore penetrates your sub surface property lines, THEN, we owe you money". I was busy finishing a commercial fishing season and will look into it after I get home. A few minutes later Mr. Duffy called me and realized I had not signed the lease. He could maybe fly to Cordova and take me charter fishing and then I could sign the lease. He could maybe charter a deer hunt and I could sign the lease. A short time later that day, Christine Gay called me to inform me she had mailed a copy of the lease for me to sign to the Cordova post office and that she had emailed the lease to me. It seems like a lot of effort to get me to sign the lease, it must be important. The hearing on July 2, 2015 that became CO 701A was held for the Sole Purpose: "Chair Foerster, page 3, lines 16 thru 22, " The AOGCC has chosen to call a hearing on this application instead of handling it administratively because the proposed changes in the well spacing and escrow requirements may impact the correlative rights of parties that are within the defined area of the pool or unit, but are not yet committed to the unit". HEY That's Me! Dring the weeks after the 701 Hearing, the belief Mr. Duffy talked about with the AOGCC and DNR was how I thought being in the spacing exception I was entitled to royalties. It's nice working so closely with people developing the Cook Inlet AND being able to softly drop a few lines to help them think, the power of suggestion, sway them to your way of thinking. After meeting with Hilcorp's Kevin Tablor in the summer of 2016, 1 was offered a road to sign the lease. 2,700 feet of gravel road, no more mud trail getting home but a gravel road that the borough owns anyway. Reviewing the lease, a copy is in my AOGCC files, after everything is done, I'm surprised I don't owe them money for harvesting my resources. My gas was just sitting there minding its own business before Hilcorp moved in and started stealing it. Now Hilcorp wants me to pay for their production. The AOGCC wants me to shoot my own seismic just to even prove I'm being robbed. The AOGCC was created by the legislature for several reasons. The #1 reason is the prevention of waste. Asking me to collect seismic data that Hilcorp already has collected constitutes waste. The AOGCC has the power to request that Hilcorp share its seismic data and interpretations with the AOGCC rather than forcing me to engage in waste by requiring me to collect the same seismic data that already exists. I do not have the money required to engage in this wasteful activity. And, even if I had the money, it would be a waste of resource to duplicate the existing data. Waste aside, my financial limitations should not be used as an excuse by the AOGCC or by a billionaire — Jeff Hildebrand, the sole owner of Hilcorp — to steal my gas. Equal treatment under the law includes equal treatment for the rich Texan's company and for the poor Alaskan landowner - me. Asking me to collect seismic data that has already been collected by Hilcorp is wasteful and discriminates against me as a small private landowner who cannot afford to waste money duplicating the seismic data already collected on or around my land. Requiring me to prove the obvious by collecting and analyzing new seismic data is like requiring me to open my cabin to a thief and to stand back as all of my belongings are robbed unless I can spend more than my belongings are worth to prove that the contents of my cabin are really mine. When a bank is robbed, the bank doesn't have to prove the money going out the door doesn't belong to the bank robber, especially when existing data proves the obvious. There is existing data to prove that Hilcorp is taking my gas without paying me for it. Please use the existing data to confirm that the furniture going out the cabin door actually belongs to me — that some of the gas being extracted from wells close to me is being drained from my property. We are not dealing in State lands where the State makes decisions about its property. I'm 1 year older that the State of Alaska. We are dealing with private patent fee owners. Alaska has no precedence in protecting the correlative rights of a private landowner as I understand. The AOGCC has the ability, and has done so, to force royalties. In my 40 years living here I have seen at least $1 trillion of petroleum leave this state, big oil is now under my feet, at my home, stealing my gas and being assisted by my state for doing it, for their share. I would be happy to drill a well on my property to prove once and for all that my correlative rights are being violated but drilling a gas well on 10 acres is not allowed under AOGCC's regulations that limits gas wells to one well per square mile to prevent waste. . Rather than requiring each private land owner to shoot his own seismic survey over the same land, time after time, the AOGCC should prohibit multiple seismic surveys over the same land. Requiring each land owner to collect his or her own seismic data creates waste, and should be specifically prohibited by the AOGCC, not required by the AOGCC. Yet I am required by the AOGCC to present data to confirm that my correlative rights are being violated, but, I am required by the AOGCC not to gather the most telling data - well data - to show that my correlative rights are being violated by way of drainage of the gas that I own as a patent fee private mineral rights owner. There is no well data on my land but there is plenty of seismic data in the area that the AOGCC can access through one or more subpoenas. Requiring the owner of each 10 acre or smaller parcel in Alaska to collect his or her own seismic data when the data already exists is like requiring every land owner to drill his or her own well. In short, it is wasteful, and completely unrealistic. The AOGCC's requirement for me to collect my own seismic data is a smoke and mirrors strategy that allows the AOGCC to stand back and pretend like it has no duty or responsibility to protect my correlative rights — a strategy that allows the AOGCC to stand back and watch my property being stolen as if it is not my property unless I spend a huge fortune to prove that this small fortune belongs to me. That's like requiring David to pick up the same size stone as Goliath can lift if he wants to wage a battle with Goliath. The AOGCC's requirement that I collect seismic data to duplicate Hilcorp's existing seismic data is anything but equal protection under the law. The AOGCC knows I cannot go out and collect my own seismic data and that even if I could, the cost of performing a repeat seismic survey over section 7 would not make economic sense compared with the value of the gas under my ten acres of land. The AOGCC has a duty to protect my correlative rights but has used its power to serve as a handmaiden to the Texas billionaire who is taking my property. The AOGCC has a statutory responsibility to: 1. Prevent waste (that's your primary reason for existence as I understand) 2. Protect the correlative rights of owners in a pool of oil and gas and allow the operator to maximize recovery of oil or gas by managing the reservoir with the least amount of drilling and the highest level of recovery from the entire pool. The "pool" at Falls Creek includes the gas that is located under my land that Hilcorp was so anxious to lease from me. Hilcorp has one owner and only one owner - Jeff Hildebrandt. Mr. Hildebrandt started Hilcorp in 1990 and now is worth billions. Mr. Hildebrandt is a very successful entrepreneur. I admire Mr. Hildebrand's ability to use the free enterprise system to create wealth. He started his company from nothing and now owns and operates a very large oil and gas company that, among other oil and gas properties. Mr. Hildebrand's company owns a monopolistic percentage of the gas production in the Cook Inlet. He basically owns the gas marketplace in the Cook Inlet. A couple of side players produce negligible amounts of gas elsewhere in the Cook Inlet. But if those small producers want to sell any significant volume of gas, they are forced to sell it to Mr. Hildebrandt at a discount so he can sell it under his contracts that have been approved by the Regulatory Commission of Alaska (RCA). Mr. Hildebrandt has sent his employees to this hearing trying to walk on ten -acre Don Shaw. My land has one owner and only one owner — me. I am being treated as if I don't own that land and the minerals below it simply because I was not willing to be bamboozled into leasing my land on the same terms as they bamboozled other land owners to lease their mineral rights. A 12.5% royalty for private mineral rights is a joke and Mr. Hildebrand knows it. The State leases typically have a 12.5% royalty but the State also gets to tax production. A private land owner who leases the mineral rights to a billionaire only gets the royalty income, no taxes. If Mr. Hildebrand thinks a 12.5% royalty is the most royalty that can and should be paid to private land owners, why did Mr. Hildebrand tack on an additional overriding royalty on several of the private leases to his benefit? Mr. Hildebrand and the protectors of his castle, like Mr. Duffy, may be able to bamboozle many of the other private property owners in and around the Ninilchik Unit, but he has not been able to bamboozle me. With the help of the AOGCC he has been allowed to steal from me. But that's different than bamboozling me. Mr. Hildebrand is rich and has 1,450 employees, outside consultants, service companies, and attorneys doing his bidding today, yesterday, and tomorrow. His success as an entrepreneur is admirable. But his success does not mean that he has a right to steam roll the tiny guy - myself, by way of draining my gas without compensation. I have a right to equal protection under the law. Article I, Section 1 of the State of Alaska Constitution says: "This constitution is dedicated to the principles that all persons have a natural right to life, liberty, the pursuit of happiness, and the enjoyment of the rewards of their own industry; that all persons are equal and entitled to equal rights, opportunities, and protection under the law; and that all persons have corresponding obligations to the people and to the State." The AOGCC is a quasi-judicial body that has the right to subpoena any and all information that it needs from Hilcorp to make an informed decision regarding protection of my correlative rights, you or the Division of Oil and Gas probably already have that information submitted with the confidential geological report associated with the formation of the Ninilchik Unit and the expansion of the Falls Creek Participating Area. I understand that Mr. Hilderbrant has a right to protect his proprietary information but the AOGCC has the power and the responsibility to privately review those data and to make certain that I am being properly compensated for the drainage of gas from my property. Other landowners may have agreed to a 12.5% royalty on their mineral rights. But that doesn't mean I have to agree to the same or I get nothing. I heard a joke once about a guy who knocks on your door and gives you a sales pitch: "Double your IQ or nothing back." The guy answering the door replied, "Gosh, sounds good to me." Most of us know enough to decline such an offer. In a similar fashion, I declined Mr. Hildebrand's "12.5% royalty or no money back" offer. Mr. Hildebrand knows that private land owners in Texas routinely enjoy a 25% royalty. Some might argue that Alaska is different because of its remoteness. The Frances #1 is right next to the road, right next to power lines, close to motels and restaurants. The Ninilchik Unit is not different than rural Texas with the exception that in Texas the Railroad Commission properly protects the small property owner and does not serve as the handmaiden of the big oil company. Should I be punished by Hilcorp and the State of Alaska for being informed enough to exercise good judgment regarding the terms on which I would lease my property? I hope not. I have submitted Hilcorp's data in the form of the structure map. It is well known by geologists — you and your colleagues Mr. Seamount that the Tyonek and the Beluga sands were deposited as braided river beds just like the Susitna River is being laid down today. It snakes around, is braided, and is anything but well defined by a straight line running along my property boundary. Now with the Marathon map, as you can see the fault runs well East of me and also to the South of me. My property is 450 yards long, using that for a reference, the fault is 450 yards from my Southern property line. I'm clearly on the 6,000' line with Southwest of my Southern property being a convergence of anticline going up to the 5,000' anticline. ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000'. The DNR record states "The Ninilchik anticline is shallowest in the southwest and plunges deeper to the northeast and is segmented by several crosscutting faults along the crest of the structure. These faults are believed to play an integral part in the trapping mechanisms throughout the unit. In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." This may be Hilcorp's words or the DNR's words. In any case, neither Hilcorp or the State disagreed with these words. From CO 701 comes "Reservoir sandstones within these two formations are lenticular in cross-section and laterally discontinuous". Also, from CO 701, Hilcorp said "1/2 mile East is a 100 feet of gas bearing sand". '/2 mile East misses me by about 60 feet. That's right where it plunges deeper to the northeast and next to where it is segmented by several crosscutting faults along the crest of the structure. Therefore, the braided stream beds in the Tyonek and Beluga formations below my land can be "reasonably estimated to be contributing to production" and I should be compensated for what 1 own - nothing more but nothing less. The State of Alaska, the AOGCC, the DNR Division of Oil and Gas, Marathon and Hilcorp ALREADY KNEW how big the Falls Creek PA was when Hilcorp bought it! We all know Hilcorp had a leaking gas line in Cook Inlet. It had been leaking for months, as the news reported, 370 homes per day could be heated with that much gas, per day, 3 months and counting. That line has been on the ocean floor for at least 40 years in the 4th largest tides in the World. Hilcorp has a lot of lines on the ocean floor the same age. Hilcorp is going to be looking at replacing A Lot of steel pipe. That does Not mean that the state can Rob the patent fee holders by denying my correlative rights. If you stop and look in the mirror as an agent of the State of Alaska, all three of you Commissioners need to be careful not to make your decision based upon a bias to protect the State's financial interests. If you allocate no production to my mineral rights, you are allocating a greater percentage of the production to State of Alaska leases which means more royalty income for the State. Sure, you could say that the amount of money involved in a ten acre tract is insignificant and could not possibly influence your decision. But even the smallest amount of production is still money. And, please be aware that the amount of production you are taking from me is everything to me and to my grandchildren's grandchildren. When the saplings I see now will be trees for them. This is my land, this is my property. This is what I own. This is what they will own. Please do not help a Texas billionaire steal my property in a manner that also benefits the State of Alaska. Doing so is contrary to the reason that the AOGCC exists. You exist to prevent waste, and to protect the correlative rights of property owners — large and small — like me. Corruption has long been part of the oil and gas in Alaska. 1987: http://www.nytimes.com/1987/11/27/us/alaskan-indicted-in-bribery-inquiry.html From 2002 thru 2008: http://www.pbs.org/now/shows/347/alaska-con-uption.htmi Alaska's corruption is so prevalent it even has it's own Wikipedia page!!! https://en.wikipedia.org/wiki/Alaska_political_ corruption_probe Now that everyone has found out they kicked an old, badly wounded dawg from the Exxon Valdez Oil Spill that Truly Hates the oil industry and Does Not Trust My State Government. Here I am. Chairman French, I can only imagine how it felt for you when the leaders of Alaska's Democratic Party privately decided to ignore the votes cast for you by people like me, your fellow Alaskan's and decided to take you off the ballot as Alaska's next Lt. Governor. You had earned the right to be on the ballot, the people spoke with their votes. A few power brokers at the top of the Democratic Party took what was rightfully yours away from you and substituted other names in each role on the Democratic ballot. As an Alaskan who has worked hard to earn my money and has invested my hard earned money in personal property, I hope that you understand how I feel as I watch my property being taken away from me by a billionaire in Texas, in full view of the AOGCC. This can change and should change under your leadership. Please protect me by protecting what I own. The AOGCC is my only hope for a fair and informed decision about the theft going on a few thousand feet below my feet. When I put my ear to the ground, I can almost hear the robber baron sucking the gas out of the vault below my property, the vault called the Beluga and Tyonek formations. Help me be able to put my ear to the ground to hear and feel "equal protection under the law" —justice. If you can, imagine that at this point in your career somebody steps in and tells you that the retirement income you expect will be paid to somebody else — a wealthy person in another State. And, to prove that the retirement income should be paid to you, not to the wealthy person you need to spend more than your retirement account is worth. This is exactly what has happened to me. My mineral rights are my property — my personal retirement program. Please do not continue to allow one wealthy Texan to steal my retirement. Thank you. Commissioner French, in your role as Chair of the Commission, I am relying on you and your fellow Commissioners to protect my rights as a land owner. Thank you for your service to me and all Alaskans as Chairman of the Alaska Oil & Gas Conservation Commission. My future is in your hands. I seem to recall these proceedings began in March of 2017. That's 5 months of continued thief and larceny by Hilcorp with the help and blessing of the State of Alaska DNR Oil and Gas Commission. Now that everyone has found out they kicked an old, badly wounded dawg from the Exxon Valdez Oil Spill that Truly Hates the oil industry and Does Not Trust My State Government, your still hying to chink the holes in favor of you and Hilcorp with your confidential agreement. No agreement, no hearing, everything stays pending. You make your share of our money and Hilcorp keeps the rest. Almost daily, in the news is how broke the State of Alaska is. Your laying down a course of conduct that you'll break any law, violate any right to continue helping commit larceny against me personally, for my just per acre share of my Correlative Rights,to put in your pockets. I demand a Hearing Open To The Public without conditions bias in favor of your needs and wants. I also demand a timeline for your reply other than "in due course" in order that I can plan my life around it. Donald Shaw Clam Gulch It has been recommended to me that I should tone down my appeal. I have spent many hours reviewing my appeal. I am an Exxon Valdez Oil Spill Litigant, in 2 days it will mark the 28th anniversary, I've not had herring season a part of my life nor eaten herring row in that long. I've learned not to trust my state and never trust an oil company. My hypervigilance tells me that I'm on the edge and I'm supplying gas. I've been offered fishing trips, hunting trips and a road to sign the contract . The Ninilchik Unit is complicated due to the patent fee lands, my correlative rights are in danger. My appeal stands as written I'm at a loss of what to say in this appeal. Choosing to address the public's comments in a PA ruling do out after this appeal period is over is completely un- American and I'm appalled that, as the Director, you would allow this blatant tyranny. All the while, there was No Mention of a PA ruling in the notice of public comments announcement so that one could prepare with a comment for the PA also. I have no problems with the families of Bartolowits, Maize and Kruse. They are Already in the very heart of the Frances No. 1. These families are well within the 1,500 foot radius of the spacing exception, which, if I'm not mistaken is named after Frances Bartolowits, located on the Bartolowits Pad. Hilcorp applied for "only acreage that has been proven to contribute to the production of natural gas has been included in this application." From July 2014 through Oct. 2016 the Frances 1 has produced 3,765,366 mcf. Times that by the value the state uses for royalty payment of Ninilchik Unit gas for October 2016, $6.82 and your trying to tell me that all that gas came from that tiny area? By choosing to ignore my public comment you are denying me of, I I AAC 83.303(a) (3) provide for the protection of all parties of interest, including the state. I had Clearly stated the AOGCC has ruled " Co 701A, page 3 of 5. Affected Area Township & Range, I'm, I North 12 West_ Section (s), I'm,7_ Portion(s), I'm, North West 1/4." The hearing on July 2, 2015 that became CO 701A was held for the Sole Purpose: "Chair Foerster, page 3, lines 16 thru 22, " The AOGCC has chosen to call a hearing on this application instead of handling it administratively because the proposed changes in the well spacing and escrow requirements may impact the correlative rights of parties that are within the defined area of the pool or unit, but are not yet committed to the unit". HEY That's Me! The belief Mr. David Duffy talked about with the AOGCC after that hearing was how I thought being in the spacing exception I was entitled to royalties. It's nice working so closely with people developing the Cook Inlet AND being able to softly drop a few lines to help them think, the power of suggestion, sway them to your way of thinking. I'm not there to defend myself from this type of backstabbing. It sickens me that we, as a country, ship our people out all over the world to die by the thousands and blown apart by the 10's of thousands helping establish the "rule of law" and we live the rule of oil. As Mr. Duffy has sense explained to me, the spacing exception was just to inform me that drilling was going on near me and they just wanted me to know I was included in the notice. I'm sure working so closely with a different agency, yours, new people need to be swayed away from giving Don Shaw a chance, after all, he's not here to defend himself. Attached you will find the Structure Map for the Ninilchik Unit published by Marathon and obtained from the public domain. Having georeferenced the image and using TO1N-RI3W to act as the 4 -corner reference. The parcel is very small when put on this map — look for the green blurb on the 6,000' contour line — that is parcel #13902056, that is me, you should be able to zoom in to enlarge. The heavy lines are faults. The lighter lines with numbers are the horizons on the anticline surrounding the Falls Creek PA. The state, Marathon and Hilcorp already knew how big the Falls Creek PA was when Hilcorp bought it. At my skill level and the limited assistance that I have I could not place these lat/longs on the map of where all of the Frances No. l is. AOGCC well info search, Frances 1 permit to drill number is: 2131210. That's needed to do a detailed well search. Geographic Coordinates are: Lat: 60.1 985541 1 765 14 Long: -151.428215949455 Is this the pad? Top Productive Interval: Lat: 60.198584206963 Long: -151.42814442933 Well bore depths: Bottom hole location, Lat: 60.1974380777293 Long: -151.431418567569 I 1 AAC 83.303 (b) (2) the geological and engineering characteristics of the potential hydrocarbon accumulation or reservoir proposed for unitization; As you can see from this map the fault runs well East of me and also to the South of me. My property is 450 yards long, using that for a reference, the fault is 450 yards from my Southern property line. I'm clearly on the 6,000' line with Southwest of my Southern property being a convergence of anticline going up to the 5,000' anticline. ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,0001 to 5,000' in the space of 4,000'. In Your Own Words: "The Ninilchik anticline is shallowest in the southwest and plunges deeper to the northeast and is segmented by several crosscutting faults along the crest of the structure. These faults are believed to play an integral part in the trapping mechanisms throughout the unit. In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." I'm at 6,000' and the Frances No. l sits at 5,000'. During the hearing on July 2, 2015 that became CO 701 A, Mr. Duffy said he doesn't even know how many Billions of cubic feet of gas has been produced but that "it's a lot" Frances had been producing for I1 months now. Later, Hilcorp's Geologist testified "1 /2 mile east of the well is 100 feet of gas bearing sand". On my spacing exception the 3,000 foot circle around the well goes through the North 2 to 3 acres of my land. 1/2 mile East [2640 feet] misses me by about 30 feet, humm, is that 100 feet of gas bearing sand under my feet? Gas rises is my understanding. They're called Gas Domes. To get to the top it's coming from Under My Feet. We in the state know that Alaska needs money to pay for the high dollar spending the state got used to. We in the state understand that oil and gas taxes pay for this high dollar spending. The AAC's you rely on are written almost entirely in favor of the state except for the lame "and provides for the protection of all parties of interest". DNR Oil and Gas is the sole source of oil money for the state. To share what is rightfully mine would mean less for the state. Your free to wheel and deal with what belongs to the state and I can only hang my head in continued shame. I am on an anticline 500 yards from a torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000', and 1/2 mile away from one of the greatest gas wells Alaska has seen in quite some time. "The Division finds that the expansion of the NU 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." The Division IS NOT protecting my interest, the Division is Robbing my interest! We all know Hilcorp has a leaking gas line in Cook Inlet. It's been leaking for months, as the news reported, 370 homes per day could be heated with that much gas, per day, 3 months and counting. That line has been on the ocean floor for at least 50 years in the 4th largest tides in the World. Hilcorp has a lot of lines on the ocean floor the same age. Hilcorp is going to be looking at replacing A Lot of steel pipe. That does Not mean that the state can Rob the patent fee holders by denying my correlative rights. Corruption has long been part of the oil and gas in Alaska. 1987: http://www.nytimes.com/1987/11/27/us/alaskan-indicted-in-bribery-inquiry.html From 2002 thru 2008: http://www.pbs.org/now/shows/347/alaska-corruption.html Alaska's corruption is so prevalent it even has it's own Wikipedia page!!! https://en.wikipedia.org/wiki/Alaska_political_corruption_probe None of these people thought they were going to get caught. Someone was persistent, is it time for a new probe to start? There is a lot of money going through your office that could cause you to wear blinders while looking at this confidential geological, geophysical, and engineering data. The Only Way to prove to me that I'm not supplying gas is to let My chosen Officer of the Court and Their chosen expert review the confidential information. If the word is I'm not then it's done and I'll shut my mouth. If the word comes back that I Am then it's game on, I want my money. "Since Hilcorp had just acquired 100% working interest in the NU from Marathon Alaska Production, LLC on January 30, 2013, the Division delayed contraction of the NU to allow Hilcorp time to complete their drilling program. Currently, the unit contraction is delayed until May 31, 2017; this is the fourth delay of the NU mandatory contraction date." I request you stop this second Unit Expansion until a public hearing is held. It's time for a 5th delayed contraction. I request a public hearing because I don't think your Department is truly looking out for the correlative rights of the People of Alaska. Don Shaw Clam Gulch Ninilchik Unit Falls Creek Participating Area Proposed Expansion Appeals Process via first class mail August 3, 2017 Stephen S. Webb, Shelle K. Leman, and Susan L Steinback Box 1127 Kasilof, Ak. 99610 Kevin Tabler Hilcorp Alaska, LLC 3800 Centerpoint Drive, Suite 1400 Anchorage, Ak. 99503 E -Mailed to the Commissionaire Dear Mr. Mack, Firstly, I feel it best to say that I live my life with the firm belief to cuss and praise equally. I've cussed you enough that it is time to praise you on your July 11 hearing order. I do have concerns which I will address shortly. I am, just now, at home able to review all of the USPS mail concerning this appeal from both you and Hilcorp. My mailing address is 250 miles from my physical home as fits the needs of my single, commercial fisherman life. I have no plants nor animals to feed. When I walk out the door I'm often gone for months at a time, e-mail has become very critical for my lifestyle. When I'm home I live off the grid, wireless intemet and cell phone are a must for me in this modern day, I can communicate with the world on a daily basis at a slower speed than the more populated cities. I understand that some things must be USPS mailed, my friends who are kind enough to receive my mail often open and read simple parts to me over the phone. I went commercial fishing July 11, on my way driving to Whittier, my transmission went bad and I limped home. Thankfully a ride was found and I got to Whittier late afternoon on the 11 d'. Having fished our way to Seward, the 15`h of July we were unloaded and done for a couple of days. This is when I first learned about the Hearing Order over the phone. Tuesday the 18'h it was back to the Prince William Sound, fish until the 20 and back in Seward the 21'. Home on the 22nd I called my friends, quota caught I said, in a few days my back will be better and I'll get on that transmission. More mail, confidentiality agreement, Hilcorp, court ruling I'm told. I've got an order to hang a gillnet, that's a couple of days on that to help pay the horrendous gas bill I'm about to have driving north. The morning of the 26`h I take the tire chains and plow off my other truck, in 10 years I've only added around 3,000 miles on it, the chains haven't been off in 2 years. New tags, now off for that new battery and breakdown on the way. Rescued by a friend I limp home with my new battery. After running my generator all night to charge this new battery, I leave home. I've got some very serious, very important mail that I need to get to. The afternoon of the 271n I breakdown at Potters Marsh, rescued by yet another friend. The evening of the 27h I make it to my friends home in Wasilla to view this very important mail for the first time ever. After repairs are made and I'm finally able to get home, in the evening of August 2"d , I wake today, at home, trying to wrap my head around these very important proceedings 3 weeks after they started with a deadline of August 15`n I have just used 70 gallons of gasoline that I can ill afford on top of 7 days of my life just to check the mail. At no time, in Whittier or Seward or at home, using the MiFi that I travel with did I get any e- mails of these proceedings. I have in the past received e-mail from you during these appeals while you also meet your required obligation to USPS mail your reply. I respectfully request e-mail correspondence from now on with it being understood by me that you are required to mail paper also. I would like to Thank You for acknowledging " The Commissioner appreciates that the outcome of this appeal may alter the amounts and recipients of royalty payments that Hilcorp is currently making." In the time that has elapsed from my timely submitted May 16, 2017 appeal and your reply of receiving it from June 22, 2017 and the phrase "in due course" gives me cause of concern when I read the Deadlines set forth in the Hearing Order. 1. On or before July 25, 2017, the parties will submit any objections to this order, including the basis for the objection and a proposed modification to the order. I object to this hearing on the grounds listed below. As I mentioned above, I was commercial fishing. I don't have the luxury of having a CEO worth several billions of dollars, as Mr. Tabler described Hilcorp's CEO. Nor do I have the vast resources of wealth or army of lawyers at the DNR's disposal [ 6 floors and how many on retainer?] I cannot sit on the edge of my chair waiting for "in due course", I have to survive, as meager as it is. There needs to be a timeline so that us common people can plan around it. In the vastness of this state, telecommunications and intemet is used to expeditiously conduct legal business for the State but not the privet citizen? The conditions for the Hearing, as opposed to a Public Hearing, "being limited to persons who have access to the confidential data under a confidentiality agreement entered by the parties" are wrong. There are somewhere around 54 names on my spacing exception that might like to attend the non confidential segment. To deny them that right as members of the public is unfair and biased. Like me, they must learn and attending PUBLIC Hearings is a great way to start, look at where my very first public hearing has brought me in these 3 long years. They can then also share what they've learned throughout the Ninilchik Unit, having at no time ever, access to confidential information. I understand that the State and Hilcorp would not want anything like this because other patent fee holders would want their money and that would not be in what the State and Hilcorp considers their best interest. After reviewing Mr. Tablet's July 21, 2017 letter in this matter, I can see why he say's "We look forward to the Appellants' presentation of facts, information, or arguments regarding their appeals as they relate to the Directors May 16, 2017, Decision." After reviewing Mark Wiggin's July 26, 2017 reply, in part, "Hilcorp needs to consent to disclosure before DNR can provide confidential portions of the record. Until that happens, this appeal will remain pending without a hearing or resolution." It couldn't be more PERFECT!!! Hilcorp doesn't give permission, the appeal remains pending, Hilcorp can continue stealing from me, the State still gets their share of what should rightly be my share and it keeps buying time for the State, with the help of it's army of lawyers, along with [I'm sure] the army of lawyers that Hilcorp has, to sew up this over looked hole in the law called Correlative Rights by way of the Alaska legislator's in this overlooked, rarely used rights of mineral rights holders. As I've mentioned before, everything Adolf Hitler did was legal after he and his cohorts twisted the law their way. This is State Sponsored TRESPASSM These are MY Correlative Rights being ROBBEDM Mr. Tabler states in his July 21 letter, "We do not know whether Mr. Shaw has new and available information which demonstrates the basis for his request for inclusion in the Ninilchik Unit, let alone the FCPA. Mr. Shaw's property lies outside of the Ninilchik Unit and was not proposed for inclusion in either expansion of the Ninilchik Unit nor FCPA. We are unaware of any evidence which supports his claim." Mr. Tabler doesn't want you to, ONCE AGAIN, see " The AOGCC has chosen to call a hearing on this application INSTEAD OF handling it administratively because the proposed changes in the well spacing and escrow requirements MAY IMPACT the CORRELATIVE RIGHTS of parties that ARE WITHIN the DEFINED AREA of the POOL or UNIT, but are NOT YET COMMITED to the unit". Yes, Mr. Tabler is right in that I'm outside of the Unit but I'm within the DEFINED AREA of the POOL!!! That Hilcorp ALREADY knew BEFORE they bought the unit and So Did YOU!!! My source of confidential information comes from a Very well known and Very respected individual. Outside of any formal setting we have never exchanged even as much as a simple pleasantry of the day. Outside of any formal setting, I truly don't recall even seeing this person in the lobby. My source of confidential information has been Respected so Greatly by the State of Alaska they made him a Commissioner. AOGCC's very own Commissioner Dan Seamount, the author of the Affected Area in CO. 701 and 701A. The AOGCC ordered, in Co 701 and 701A, Affected Area, 1 North, 12 West, section 7, North West'/. I keep telling you That's Me! My observation of this man is only in a formal setting, his quite demeanor, to me, say's that I would love to be there when you or Hilcorp or anyone else tells him he doesn't know how to do his job. In my 40 years of the commercial fisheries here I've fished with a lot of crews and there were a few genius ones through the years. There is something special when a genius delivers a well deserved tongue lashing. His ruling was made long before I received my Spacing Exception more than 3 years ago. Back when everybody involved in this to this date, was thorough yet relaxed. Now that everyone has found out they kicked an old, badly wounded dawg from the Exxon Valdez Oil Spill that Truly Hates the oil industry and Does Not Trust My State Government, your still trying to chink the holes in favor of you and Hilcorp with your confidential agreement. No agreement, no hearing, everything stays pending. You make your share of our money and Hilcorp keeps the rest. You are, in essence, stopping people from meeting peacefully to ask the government to change something. Hearings, as you determine the grounds, bias in favor of your needs and wants. Public Hearings makes that Much harder to do, it gives the people the opportunity to voice their opinion, something that separates America from a dictatorship, something that is the core essence of America. To continue with your train of thought is like having John Wayne Gacy be his own prosecuting attorney AND judge. A Public Hearing is required, or a Hearing open to the public. The AOGCC has supplied me with the confidential information in their ruling on the size of the pool, After All, It Is Their Job. There is no need to take the very information your requiring me to get an agreement on just to be allowed to attend your version of a hearing. I don't need the agreement but should anyone who should attend a hearing open to the public choose to sign one then time should be set aside for them during the confidential phase. August 4, 2017, I'm going to do something that I don't like doing but must to meet the requirements that you've set forth in mailing copies of all communications to the parties involved. It will be 8 more gallons of gas, on top of the 70 I've just used to check my mail, to go to the library and use one of their public computers to sign in to my e-mail to print this letter. If I'm going to have to sign in on public computers then here and now I ask Stephen S. Smith, Shelly K. Leman, and Susan L. Steinbach to please e-mail me at shawmanseafoods@yahoo.com if you e-mail, and I can share the Marathon Structure Map with you, it is a map of the Falls Creek pool. The State and Hilcorp Already Knew how big the pool was BEFORE Hilcorp bought it. My land has been imposed on the map and could be a good reference point for you or any others that you might like to share it with in the Falls Creek PA. Maybe you can help others from being robbed also. Also feel free to call me at 907-575-9301. I can also e-mail you my past 2 appeals in this matter. The gas that has come out of the Falls Creek wells sense 2003 and the gas coming out of the Frances No. I belongs to all of us, our just per acre share. There are a lot of 10's of millions of dollars to be divided between us, owed to us, all of us who have never signed a Hilcorp lease here in the Clam Gulch area. How much gas has come out of the Falls Creek wells in the last 14 years? 12 1/2% is OURS!!! PLUS, 12 1/2% from the Frances No. 1. It's called Correlative Rights, if you have a pool, everyone with mineral rights is untitled to their just share figured by acreage, THEY, Have To have a lease or it's called TRESSPASS!!! . Those who got homestead land got mineral rights. After statehood the state kept all rights except ours. When Mert subdivided, my lot came with mineral rights, also called patent fee or patent fee land. DO NOT SIGN A HILCORP LEASE, YOU'LL SCREW YOURSELF!!! WARN OTHERS, WARN ALL IN THE Ninilchik Unit. We don't have much in the way of case law in Alaska about Correlative Rights or Trespass. The oil companies are just now really sleezing their way in on our rights but have been doing this for a long time in the lower 48. Alone, or just a few of us they can beat us down with complexity, such as the above "agreement". As an informed group we go in after our just and fair per acre share of the 10's of millions of dollars Already owed us. The state doesn't want us to win because then they pay back to Hilcorp a lot of what they've been making STEALING from us, PLUS, they won't get to STEAL from us anymore and after other patent fee owners hear of our win the States days of STEALING from it's citizen will come to an end, and we'll have something that we can leave to our grandchildren's grandchildren in terms of royalty shares, 20 wells in this pool = 20 royalty shares, until nothing of value comes out. The more we Appellants share the more we'll each know and can share with others. This is the only chance we get. I didn't even know you existed until I got my mail. Hilcorp and the State are doing this all along the coast. Hundreds of millions of dollars have been stolen by draining pools for years with no lease. The Marathon Structure Map will show you our gas pool. I've made such a stink about the corruption that runs so freely in our State Government with the oil companies in my last 2 appeals this is our only chance, after this it will be a long long time before anyone goes here again. Dear Appellants, I would have contacted you sooner but as you've seen the above now is my only chance. I look forward to hearing from you. Also, Please write down any brief memories of when you first spoke to the landman and what he told you and anything said if you called again asking about production royalties. One more Please Also, ask anyone who signed a lease to do the same thing. Please date the day that you make the note. It may be nothing but it maybe very important. Hilcorp, you should have just paid me my share years ago. Now I'm going to cost you as many hundreds of millions of dollars that I can. I would like to take this time to Thank You Mr. Mack for reminding me that written submissions to the commissioner must also be provided to all parties at the address listed above. Donald Shaw Clam Gulch My name is Donald Shaw, I own mineral rights on the Frances 1 spacing exception, exhibit A, my tract is number 238, bottom right, by the legend. I have been a full -rime resident of Alaska 40 years now. I am representing myself in this matter. I do not have the financial resources to hire an attorney to represent me. I have been told this means I am going "pro se" . I do not claim to have the lawyers, or to understand all of the legal words and legal arguments that the company drilling and producing gas at Falls Creek P A can buy for a fraction of what the owner is worth. But I do claim to own private property that is being taken from me by that company. The Alaska Oil and Gas Conservation Commission is the only State of Alaska agency that has both the duty and the responsibility to protect my property, to protect me from an oil and gas company draining the gas under my property without paying me for my gas. Thank you for giving me this opportunity to testify and to talk about my mineral rights, about my correlative rights. In 2007 I purchased Tract 1 of the Falls Creek Subdivision including the surface rights and the mineral rights. This is where I live. This is my home. The land and the minerals under my land are my personal property. My guess is that each of you own personal property. If you own rental properties, imagine that some rich Texas stepped in and began collecting the rents on your property and kept the money as if it he owned the rentals. That's what happening to me with the gas I own under Tract 1, Falls Creek Subdivision. My land and mineral rights are in Section 7, Township 1 North, Range 12 West, Seward Meridian — very close to the Frances #1 gas well. The Alaska constitution affords an even greater rights than our United States constitution due to our independent nature. As a commercial fisherman I am fiercely independent. In the Exxon Valdez case the U.S. Supreme Court ruled corporations have individual rights. That does not mean a corporation can move next door to me with a chicken factory and start stealing my chickens. We are not dealing in State lands where the State makes decisions. We are dealing with private owners. I'm 1 year older than the State of Alaska and am learning we have no precedence in protecting a private landowner's correlative rights. In my 40 years living here I have seen well over $1 trillion of petroleum leave this state, big oil is now under my feet, at my home, stealing my gas and being assisted by my State doing it. On March 28, 2014, I spoke with Hilcorp's David Duffy who told me I get my share of 12 1/2% of what the well produces and that I should sign the lease and wait. That I should expect to get what others around me were getting, between $300 to as much as $900 per month, per acre. It's all on my recording that's in the AOGCC files. If not, I can supply another copy. In the event I don't sign the lease, money would be put in an escrow for me and at a later date, if I still didn't sign, would end up going to the State as unclaimed money, Mr. Duffy made it sound like the arrangement was a form of State sponsored blackmail to me. It's all on the recorded phone call. The first 15 minutes or so is the informative part, the rest just shows how stupid I was more than 3 years ago. How could I have known at that time that Mr. Duffy did not have my interest in mind? Now I know Mr. Duffy was and still is a highly compensated employee of one of the 400 richest people in the United States — Jeff Hildebrand — who as of October 17, 2017 is the 18th richest person in Texas, currently worth $3.6 billion according to Forbes. In 2015, Mr. Hildebrand gave Mr. Duffy a $100,000 bonus for his good work. Mr. Duffy and the other employees of Hilcorp laugh and chuckle over their bonuses. I was told that I had gas under my property when Mr. Duffy thought I had signed a lease. But once he discovered I had not signed a lease, Mr. Duffy and the rest of Mr. Hildebrand's castle guards changed their story and told me that I had nothing and that I got nothing. Sadly, the AOGCC has backed up the billionaire's claim of a right to sell my private property as if he owns it, and give the State their share. Commissioners French, Foerster, and Seamount, I am not asking you to behave like Robin Hood who stole from the rich and gave to the poor. But I am asking you to put an immediate halt to the rich stealing from the poor. Mr. Hildebrand's thievery — through the cloak of his limited liability company — of my private property needs to end today. Late April, 2014, I was driving through Anchorage, I called Mr. Duffy to look over maps and maybe sign the lease. He was busy playing golf so I continued on my way. In July, I called Mr. Duffy and Frances I was now a gas well and would be running soon. In about October of 2014 I called Mr. Duffy and Frances 1 has been producing better than expected. I asked him how to collect my escrow money and was told that "If you read your contract, That You Signed, once our bore penetrates your sub surface property lines, THEN, we owe you money". I was busy finishing a commercial fishing season and will look into it after I get home. A few minutes later Mr. Duffy called me and realized I had not signed the lease. He could maybe fly to Cordova and take me charter fishing and then I could sign the lease. He could maybe charter a deer hunt and I could sign the lease. A short time later that day, Christine Gay called me to inform me she had mailed a copy of the lease for me to sign to the Cordova post office and that she had emailed the lease to me. It seems like a lot of effort to get me to sign the lease, it must be important. The hearing on July 2, 2015 that became CO 701A was held for the Sole Purpose: "Chair Foerster, page 3, lines 16 thru 22, " The AOGCC has chosen to call a hearing on this application instead of handling it administratively because the proposed changes in the well spacing and escrow requirements may impact the correlative rights of parties that are within the defined area of the pool or unit, but are not yet committed to the unit". HEY That's Me! Dring the weeks after the 701 Hearing, the belief Mr. Duffy talked about with the AOGCC and DNR was how I thought being in the spacing exception I was entitled to royalties. It's nice working so closely with people developing the Cook Inlet AND being able to softly drop a few lines to help them think, the power of suggestion, sway them to your way of thinking. After meeting with Hilcorp's Kevin Tablor in the summer of 2016, I was offered a road to sign the lease. 2,700 feet of gravel road, no more mud trail getting home but a gravel road that the borough owns anyway. Reviewing the lease, a copy is in my AOGCC files, after everything is done, I'm surprised I don't owe them money for harvesting my resources. My gas was just sitting there minding its own business before Hilcorp moved in and started stealing it. Now Hilcorp wants me to pay for their production. The AOGCC wants me to shoot my own seismic just to even prove I'm being robbed. The AOGCC was created by the legislature for several reasons. The #1 reason is the prevention of waste. Asking me to collect seismic data that Hilcorp already has collected constitutes waste. The AOGCC has the power to request that Hilcorp share its seismic data and interpretations with the AOGCC rather than forcing me to engage in waste by requiring me to collect the same seismic data that already exists. I do not have the money required to engage in this wasteful activity. And, even if I had the money, it would be a waste of resource to duplicate the existing data. Waste aside, my financial limitations should not be used as an excuse by the AOGCC or by a billionaire — Jeff Hildebrand, the sole owner of Hilcorp — to steal my gas. Equal treatment under the law includes equal treatment for the rich Texan's company and for the poor Alaskan landowner - me. Asking me to collect seismic data that has already been collected by Hilcorp is wasteful and discriminates against me as a small private landowner who cannot afford to waste money duplicating the seismic data already collected on or around my land. Requiring me to prove the obvious by collecting and analyzing new seismic data is like requiring me to open my cabin to a thief and to stand back as all of my belongings are robbed unless I can spend more than my belongings are worth to prove that the contents of my cabin are really mine. When a bank is robbed, the bank doesn't have to prove the money going out the door doesn't belong to the bank robber, especially when existing data proves the obvious. There is existing data to prove that Hilcorp is taking my gas without paying me for it. Please use the existing data to confirm that the furniture going out the cabin door actually belongs to me — that some of the gas being extracted from wells close to me is being drained from my property. We are not dealing in State lands where the State makes decisions about its property. I'm 1 year older that the State of Alaska. We are dealing with private patent fee owners. Alaska has no precedence in protecting the correlative rights of a private landowner as I understand. The AOGCC has the ability, and has done so, to force royalties. In my 40 years living here I have seen at least $1 trillion of petroleum leave this state, big oil is now under my feet, at my home, stealing my gas and being assisted by my state for doing it, for their share. I would be happy to drill a well on my property to prove once and for all that my correlative rights are being violated but drilling a gas well on 10 acres is not allowed under AOGCC's regulations that limits gas wells to one well per square mile to prevent waste. . Rather than requiring each private land owner to shoot his own seismic survey over the same land, time after time, the AOGCC should prohibit multiple seismic surveys over the same land. Requiring each land owner to collect his or her own seismic data creates waste, and should be specifically prohibited by the AOGCC, not required by the AOGCC. Yet I am required by the AOGCC to present data to confirm that my correlative rights are being violated, but, I am required by the AOGCC not to gather the most telling data - well data - to show that my correlative rights are being violated by way of drainage of the gas that I own as a patent fee private mineral rights owner. There is no well data on my land but there is plenty of seismic data in the area that the AOGCC can access through one or more subpoenas. Requiring the owner of each 10 acre or smaller parcel in Alaska to collect his or her own seismic data when the data already exists is like requiring every land owner to drill his or her own well. In short, it is wasteful, and completely unrealistic. The AOGCC's requirement for me to collect my own seismic data is a smoke and mirrors strategy that allows the AOGCC to stand back and pretend like it has no duty or responsibility to protect my correlative rights — a strategy that allows the AOGCC to stand back and watch my property being stolen as if it is not my property unless I spend a huge fortune to prove that this small fortune belongs to me. That's like requiring David to pick up the same size stone as Goliath can lift if he wants to wage a battle with Goliath. The AOGCC's requirement that I collect seismic data to duplicate Hilcorp's existing seismic data is anything but equal protection under the law. The AOGCC knows I cannot go out and collect my own seismic data and that even if I could, the cost of performing a repeat seismic survey over section 7 would not make economic sense compared with the value of the gas under my ten acres of land. The AOGCC has a duty to protect my correlative rights but has used its power to serve as a handmaiden to the Texas billionaire who is taking my property. The AOGCC has a statutory responsibility to: 1. Prevent waste (that's your primary reason for existence as I understand) 2. Protect the correlative rights of owners in a pool of oil and gas and allow the operator to maximize recovery of oil or gas by managing the reservoir with the least amount of drilling and the highest level of recovery from the entire pool. The "pool" at Falls Creek includes the gas that is located under my land that Hilcorp was so anxious to lease from me. Hilcorp has one owner and only one owner - Jeff Hildebrandt. Mr. Hildebrandt started Hilcorp in 1990 and now is worth billions. Mr. Hildebrandt is a very successful entrepreneur. I admire Mr. Hildebrand's ability to use the free enterprise system to create wealth. He started his company from nothing and now owns and operates a very large oil and gas company that, among other oil and gas properties. Mr. Hildebrand's company owns a monopolistic percentage of the gas production in the Cook Inlet. He basically owns the gas marketplace in the Cook Inlet. A couple of side players produce negligible amounts of gas elsewhere in the Cook Inlet. But if those small producers want to sell any significant volume of gas, they are forced to sell it to Mr. Hildebrandt at a discount so he can sell it under his contracts that have been approved by the Regulatory Commission of Alaska (RCA). Mr. Hildebrandt has sent his employees to this hearing trying to walk on ten -acre Don Shaw. My land has one owner and only one owner — me. I am being treated as if I don't own that land and the minerals below it simply because I was not willing to be bamboozled into leasing my land on the same terms as they bamboozled other land owners to lease their mineral rights. A 12.5% royalty for private mineral rights is a joke and Mr. Hildebrand knows it. The State leases typically have a 12.5% royalty but the State also gets to tax production. A private land owner who leases the mineral rights to a billionaire only gets the royalty income, no taxes. If Mr. Hildebrand thinks a 12.5% royalty is the most royalty that can and should be paid to private land owners, why did Mr. Hildebrand tack on an additional overriding royalty on several of the private leases to his benefit? Mr. Hildebrand and the protectors of his castle, like Mr. Duffy, may be able to bamboozle many of the other private property owners in and around the Ninilchik Unit, but he has not been able to bamboozle me. With the help of the AOGCC he has been allowed to steal from me. But that's different than bamboozling me. Mr. Hildebrand is rich and has 1,450 employees, outside consultants, service companies, and attorneys doing his bidding today, yesterday, and tomorrow. His success as an entrepreneur is admirable. But his success does not mean that he has a right to steam roll the tiny guy - myself, by way of draining my gas without compensation. I have a right to equal protection under the law. Article I, Section 1 of the State of Alaska Constitution says: "This constitution is dedicated to the principles that all persons have a natural right to life, liberty, the pursuit of happiness, and the enjoyment of the rewards of their own industry; that all persons are equal and entitled to equal rights, opportunities, and protection under the law; and that all persons have corresponding obligations to the people and to the State." The AOGCC is a quasi-judicial body that has the right to subpoena any and all information that it needs from Hilcorp to make an informed decision regarding protection of my correlative rights, you or the Division of Oil and Gas probably already have that information submitted with the confidential geological report associated with the formation of the Ninilchik Unit and the expansion of the Falls Creek Participating Area. I understand that Mr. Hilderbrant has a right to protect his proprietary information but the AOGCC has the power and the responsibility to privately review those data and to make certain that I am being properly compensated for the drainage of gas from my property. Other landowners may have agreed to a 12.5% royalty on their mineral rights. But that doesn't mean I have to agree to the same or I get nothing. I heard a joke once about a guy who knocks on your door and gives you a sales pitch: "Double your IQ or nothing back." The guy answering the door replied, "Gosh, sounds good to me." Most of us know enough to decline such an offer. In a similar fashion, I declined Mr. Hildebrand's "12.5% royalty or no money back" offer. Mr. Hildebrand knows that private landowners in Texas routinely enjoy a 25% royalty. Some might argue that Alaska is different because of its remoteness. The Frances #1 is right next to the road, right next to power lines, close to motels and restaurants. The Ninilchik Unit is not different than rural Texas with the exception that in Texas the Railroad Commission properly protects the small property owner and does not serve as the handmaiden of the big oil company. Should I be punished by Hilcorp and the State of Alaska for being informed enough to exercise good judgment regarding the terms on which I would lease my property? I hope not. I have submitted Hilcorp's data in the form of the structure map. It is well known by geologists — you and your colleagues Mr. Seamount that the Tyonek and the Beluga sands were deposited as braided river beds just like the Susitna River is being laid down today. It snakes around, is braided, and is anything but well defined by a straight line running along my property boundary. Now with the Marathon map, as you can see the fault runs well East of me and also to the South of me. My property is 450 yards long, using that for a reference, the fault is 450 yards from my Southern property line. I'm clearly on the 6,000' line with Southwest of my Southern property being a convergence of anticline going up to the 5,000' anticline. ALL of this takes place 500 yards from me. A torrid jumbled uplift from 6,000' to 5,000' in the space of 4,000'. The DNR record states "The Ninilchik anticline is shallowest in the southwest and plunges deeper to the northeast and is segmented by several crosscutting faults along the crest of the structure. These faults are believed to play an integral part in the trapping mechanisms throughout the unit. In addition the stratigraphic trapping mechanism is also likely to be contributing to the overall resource potential of the unit." This may be Hilcorp's words or the DNR's words. In any case, neither Hilcorp or the State disagreed with these words. From CO 701 comes "Reservoir sandstones within these two formations are lenticular in cross-section and laterally discontinuous". Also, from CO 701, Hilcorp said "1/2 mile East is a 100 feet of gas bearing sand". %2 mile East misses me by about 60 feet. That's right where it plunges deeper to the northeast and next to where it is segmented by several crosscutting faults along the crest of the structure. Therefore, the braided stream beds in the Tyonek and Beluga formations below my land can be "reasonably estimated to be contributing to production" and I should be compensated for what I own - nothing more but nothing less. The State of Alaska, the AOGCC, the DNR Division of Oil and Gas, Marathon and Hilcorp ALREADY KNEW how big the Falls Creek PA was when Hilcorp bought it! We all know Hilcorp had a leaking gas line in Cook Inlet. It had been leaking for months, as the news reported, 370 homes per day could be heated with that much gas, per day, 3 months and counting. That line has been on the ocean floor for at least 40 years in the 4th largest tides in the World. Hilcorp has a lot of lines on the ocean floor the same age. Hilcorp is going to be looking at replacing A Lot of steel pipe. That does Not mean that the state can Rob the patent fee holders by denying my correlative rights. If you stop and look in the mirror as an agent of the State of Alaska, all three of you Commissioners need to be careful not to make your decision based upon a bias to protect the State's financial interests. If you allocate no production to my mineral rights, you are allocating a greater percentage of the production to State of Alaska leases which means more royalty income for the State. Sure, you could say that the amount of money involved in a ten acre tract is insignificant and could not possibly influence your decision. But even the smallest amount of production is still money. And, please be aware that the amount of production you are taking from me is everything to me and to my grandchildren's grandchildren. When the saplings I see now will be trees for them. This is my land, this is my property. This is what I own. This is what they will own. Please do not help a Texas billionaire steal my property in a manner that also benefits the State of Alaska. Doing so is contrary to the reason that the AOGCC exists. You exist to prevent waste, and to protect the correlative rights of property owners — large and small — like me. Corruption has long been part of the oil and gas in Alaska. 1987: http://www.nytimes.com/1987/11/27/us/alaskan-indicted-in-bribery-inquiryhtml From 2002 thru 2008: http://www.pbs.org/now/shows/347/alaska-corruption.html Alaska's corruption is so prevalent it even has it's own Wikipedia page!!! https:Hen.wikipedia.org/wiki/Alaska_political—corruption_probe Now that everyone has found out they kicked an old, badly wounded dawg from the Exxon Valdez Oil Spill that Truly Hates the oil industry and Does Not Trust My State Government. Here I am. Chairman French, I can only imagine how it felt for you when the leaders of Alaska's Democratic Party privately decided to ignore the votes cast for you by people like me, your fellow Alaskan's and decided to take you off the ballot as Alaska's next Lt. Governor. You had earned the right to be on the ballot, the people spoke with their votes. A few power brokers at the top of the Democratic Party took what was rightfully yours away from you and substituted other names in each role on the Democratic ballot. As an Alaskan who has worked hard to earn my money and has invested my hard earned money in personal property, I hope that you understand how I feel as I watch my property being taken away from me by a billionaire in Texas, in full view of the AOGCC. This can change and should change under your leadership. Please protect me by protecting what I own. The AOGCC is my only hope for a fair and informed decision about the theft going on a few thousand feet below my feet. When I put my ear to the ground, I can almost hear the robber baron sucking the gas out of the vault below my property, the vault called the Beluga and Tyonek formations. Help me be able to put my ear to the ground to hear and feel "equal protection under the law" —justice. If you can, imagine that at this point in your career somebody steps in and tells you that the retirement income you expect will be paid to somebody else — a wealthy person in another State. And, to prove that the retirement income should be paid to you, not to the wealthy person you need to spend more than your retirement account is worth. This is exactly what has happened to me. My mineral rights are my property — my personal retirement program. Please do not continue to allow one wealthy Texan to steal my retirement. Thank you. Commissioner French, in your role as Chair of the Commission, I am relying on you and your fellow Commissioners to protect my rights as a land owner. Thank you for your service to me and all Alaskans as Chairman of the Alaska Oil & Gas Conservation Commission. My future is in your hands. Don Shaw's recording of conversation with David Duffy 3/28/14. Download using either URL/link below: https://www.dropbox.com/s/4v9l6ko4y9fgsa7/David%2ODuffy°/`2OShed%2OMarch % 2028%2C% 202014.MP4?dl=0 or http://bit.ly/2ktXfXR Christine Klein Chief Facilities & Lands Officer Phone: (907) 786-7781 Fax: (907)786-7733 Email: ceklein@alaska.edu November 14, 2017 UNIVERSITY of ALASKA -, , ,Ld,eians One ALvko Facilities & Land Management University of Alaska System 1815 Bragaw Street, Suite 101 Anchorage, AK 99508 Web: www.ualand.com Hollis French, Chair Sent Via Email and Hand Delivery Alaska Oil and Gas Conservation Commission Hollis. French @alaska.eov 333 West 71^ Ave Anchorage, AK 99501 Re: Docket Number CO -17-016 Nilnilchik Beluga/Tyonek Gas Pool, Nilnilchik Unit Redefine and Expand Vertical and Horizontal affected Area of Pool Dear Commissioner French: The University of Alaska is an interested party in this proceeding as it owns Tract 19 (TAN, R.12W, S.M., AK, Sec 6: SE1/4NE1/4) that was included in Hilcorp Alaska's original Falls Creek PA expansion proposal. The University did not receive notice of this proceeding until yesterday at 4:30 p.m., when it received a copy of the hearing notice from the attorneys representing PLC, LLC and NH2, LLC. We therefore request permission to file this comment after your November 13, 2017, 4:30 p.m. comment deadline. The University had prior discussions with the Department of Natural Resources (DNR) in order to understand the methodology the DNR used in its May 16, 2017 "Approval, In Part, of the First Expansion of the Falls Creek Participating Area" to justify removal of the University's Tract 19 from the proposed Falls Creek Participating Area expansion. The DNR decision concerned the University, in part, because the University was not privy to the geological data underpinning some of the DNR's assumptions. That lack of access was unavoidable because of the confidentiality of the data. The University has reviewed the legal positions of PLC, LLC and NH2, LLC and finds some merit in the assertion the AOGCC is the most appropriate state agencyto make determinations regarding reservoir extent in contested PA expansion and contraction decisions. AOGCC is charged with protecting correlative rights. The AOGCC is also able to access and make an independent assessment of all parties' confidential geological data, while maintaining that confidentiality. Most importantly, the AOGCC, unlike the DNR, does not have a direct financial interest in the outcome of the PA expansion and contraction determinations. Unlike the DNR, it does not have title to oil and gas leases being considered for inclusion or exclusion from the proposed participating area. It was likely for these reasons that the Alaska Legislature appear to have placed primary jurisdiction over these matters with the AOGCC, and not the DNR. University Comment Letter to AOGCC Docket Number CO -17-016 November 14, 2017 Page 2 of 2 As mentioned earlier, the University does not have access to the geological data upon which the DNR relied in determining which acreage was in and which was out of the Falls Creek PA expansion. Even if it did, the University does not have geologists and petroleum reservoir engineers on staff who could assess that data. The AOGCC does. The University supports the AOGCC taking an independent review of the Falls Creek Participating Area Expansion as originally proposed by Hilcorp, to determine in a fair and non -conflicted mannerthe extent of the reservoir that will be productive for oil and gas. The University is not suggesting that the DNR has undertaken any nefarious or improperly motivated action in modifying the original Hilcorp PA expansion proposal. However, to ensure that such a decision is beyond reproach and on solid legal footing, the University believes the best course of action would beforthe AOGCC to undertake an independent review of the original Hilcorp Falls Creek Participating Area Expansion Application such that the AOGCC decision on PA expansion could resolve all of the legal concerns of the PLC, LLC and MH2, LLC parties, as well as providing the University and the other fee owners with an indisputably unbiased analysis that protects all parties correlative rights. For future hearings on this matter, please ensure that notice is provided to the University through notification of the undersigned. Thank you for allowing us to comment. Sincerely, Christine Klein cc: Commissioner Catherine Foerster, Cathy. foersterCcDalaska.gov Commissioner Dan Seamount, don.seamountPolaska.gov Bankston Gronning O'Hara November 13, 2017 Hollis French, Chair Alaska Oil and Gas Conservation Commission 333 West 7" Avenue Anchorage, Alaska 99501 William M. Bankston, Shareholder Christopher M. Brecht, Shareholder Chris D. Gronning, Shareholder Steven T. O'Hara, Shareholder Renee J. Sheyko, Associate Julius J. Brecht, Of counsel Mark W. Fullmer, Of Counsel WbankstOn@bgo1aw.pro Sent via facsimile Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Our File No. C2934-33 Dear Commissioner French: The law firm of Bankston Gronning O'Hara represents PLC, LLC and MH2, LLC. The following comments in reference to the above Docket Number are submitted on behalf of those entities. The Alaska Oil and Gas Conservation Commission ("AOGCC") has scheduled a hearing on November 13, 2017 regarding the vertical and horizontal boundaries of the pool of gas being produced from and around the Falls Creek Participating Area ("FCPA") in the Beluga and Tyonek formations—specifically in the NW1/4 and NEIA of Section 7, TIN, R12W. This letter is submitted to notify the AOGCC that PLC, LLC and MH2, LLC (the "LLCs") are the owners of record of an overriding royalty interest ("ORRI") in a State of Alaska lease within the Ninilchik Unit ("NU") contiguous with the north boundary of the FCPA. The LLCs have filed two actions in the Superior Court for the State of Alaska, Third Judicial District at Kenai (Case No. 3KN-17-00649 Cl and Case No. 3KN-17-00650 CI) in response to the Alaska Department of Natural Resource's ("DNR") decision regarding allocation of production from the FCPA. Case Number 3KN-17-00649 CI includes AOGCC as a named defendant. In addition to written notification regarding Case No. 3KN-17-00649, this letter is submitted to remind the AOGCC of its statutory duty in all cases of involuntary unitization— namely, unit -related issues in which one or more parties in interest within or adjacent to a unit do not voluntary agree to one or more terms of the unit, including but not limited to allocation of production (i.e., correlative rights). The focus of the LLCs' complaint centers on the statutory duties and responsibilities of DNR as contrasted with AOGCC with respect to defining the area] extent of pools of oil or gas, 601 West Fifth Avenue, Suite 900 Anchorage, Alaska 99501 T907.276.1711 F907.279.5358 wtvw.bgolaw.pro Alaska Oil and Gas Conservation Commission November 13, 2017 Page 2 and the follow -along boundaries of units and participating areas within these units. More specifically, the complaint focuses on DNB's and AOGCC's respective responsibilities during voluntary unitization as contrasted with involuntary unitization. For purposes of the hearing on November 13, 2017, I would encourage AOGCC to assume its statutory duties pertaining to involuntary unitization. There is no reason for AOGCC to continue to allow DNR to usurp AOGCC's statutory duties simply because "that's the way we've always done it." AOGCC does not need to wait for a decision from the Alaska court in Case No. 3KN-17-00649 to define the AOGCC's duties when these duties are already clearly defined in statute. In involuntary unitization cases, AOGCC has very specific statutory responsibilities that may not be delegated to DNR.1 The only responsibility that the AOGCC may delegate to DNR is collection of information as clearly stated in the AOGCC enabling statutes.2 Any decision regarding the underlying pool(s) of gas and the follow -along decisions about the boundary of the NU, and the FCPA within the NU, must be determined by the AOGCC after it reviews all available information regarding the regional geology, geophysics, and well data.3 Data that should be reviewed by the AOGCC pursuant to its statutory duty includes the confidential geological report submitted by Hilcorp when it applied to the DNR for expansion of the FCPA on November 2, 2016. The confidential data does not need to be made public by AOGCC. AOGCC has a long track record of managing proprietary oil and gas data confidentially. However, to properly reach a decision in the context of involuntary unitization proceedings, AOGCC must collect, analyze, and consider all of the available information before it decides about the areal and vertical distribution of a pool of oil and gas to assure that all parties in interest have their correlative rights protected. If no parties in interest contest one or more aspects of a proposal to create a unit; a proposal to change an existing unit boundary; a proposal to create a participating area; or a proposal to change an existing participating area boundary, then the proceeding remains voluntary and can be decided exclusively by DNR pursuant to DNR's statutory duties. However, whenever one or more parties in interest within a unit or adjacent to a unit contest allocation of production or assert a violation of correlative rights, then the associated proposal to create a unit; proposal to change an existing unit boundary; proposal to create a participating area; or, the proposal to change an existing participating area boundary ceases to be voluntary and is then involuntary. When a unit -related decision becomes involuntary, the AOGCC is the quasi-judicial body that must determine the unit and/or participating area 'AS 31.05.110(q). Z AS 31.05.026(c). 3 AS 31.05.110(b). �t 601 west F:Rh Aven�c Sade 900 Anchor 9e. Alesk3 99501 T9072761711 F907279.5353 Wwwbc,O 3w. or,` Alaska Oil and Gas Conservation Commission November 13, 2017 Page 3 boundaries after using all available data to define one or more pools of oil or gas in the reservoirs below the properties considered for unitization. The DNR has opined that an ORRI is not an interest in a lease and that an owner of an ORRI is not parties in interest. These legal issues have been taken on appeal from that DNR decision up by the Alaska Superior Court in Case Number 3KN-17-00650 CI. ORRI owners aside, if there is an owner of mineral rights in or around the NU and/or FCPA that questions allocation of production, it cannot be argued that such a person lacks standing. In summary, to the extent a party in interest asserts its correlative rights in a manner that shifts decisions about the NU and/or the FCPA from voluntary to involuntary, then the AOGCC has a duty to consider all the available data and to issue a decision about the pool in a manner that prevents waste and protects correlative rights, and AOGCC may not delegate that duty to DNR or any other entity. For the same reason that AOGCC will not allow waste in the form of drilling multiple gas wells in one square mile of land (unless an exception to this regulation prevents waste and maximizes production of gas reserves), AOGCC has an obligation to prevent waste that would be caused by requiring every mineral right owner within a section to collect his/her own seismic data to prove drainage. Any and all existing seismic data, well data, and confidential geologic reports regarding lands involved in an involuntary unitization proceeding before AOGCC can and should be reviewed by AOGCC for purposes of preventing waste and protecting the correlative rights of all parties in interest. In closing, I would encourage AOGCC to use the current opportunity to exercise its statutory duties by obtaining the confidential geological report held by the DNR, the seismic data held by Hilcorp, and any other geological, geophysical, and/or well data that could be made available to AOGCC regarding the FCPA within the NU, and to expand the FCPA in a manner that protects the correlative rights of all private land owners, the University of Alaska, and the LI -Cs without creating waste by requiring each landowner to collect and analyze its own seismic data. Very truly yours, BAANNJKSSTON GRRONNING O'HARA, P.C. WMB:cfv (/ UL��'l. '4 cc: PLC, LLC William M. Bankston MH2, LLC Peter J. Caltagirone Tab Ballantine �.a C293403\L'rRaogccWMBcomments CO -17-016 i � WQ�F 601 Nest F f, h Avenu su.te 900 u-ncholage Alaska 99-01 s� T 907 2 7 6 1711 F 907.279.5353 www.beclow urs 11/13/2017 4:13 PM FAX Baa&.sWC p&.ddmGronningONara 601 W. 6`" Avenue, Suite 900 Anchorage, Alaska 99501 Tel(907)276-1711 Fax (907) 279-5358 DATE: TIME: SENDER: M Alaska Oil & Gas Conservation Commission FAX: 276-7542 PHONE: 279-1433 FROM: William M. Bankston 11/13/17 Charlene' 20001/0004 0(I2 Co itis w1 ssG�'1�%�� QG—r/g y'/ 7 /y ry" yy,,y yG� 1/yyjl�`�,vy 3 49 Ya 112)e -Z q 9vl-5, RECEIVE® OCT 10 2017 A®GCC Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Hilcorp Alaska, LLC, by application received August 29, 2017 and amended by email on October 3, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical and horizontal boundaries of the Ninilchik Beluga/Tyonek Gas Pool and to expand the Affected Area of the pool to include the NW 1/4NE1/4 of Section 7, TIN, R12W. The public hearing scheduled for October 25, 2017 at 10:00 a.m. is VACATED. The AOGCC has tentatively scheduled a public hearing on the amended application for November 14, 2017, at 10:00 a.m. at 333 West 7`h Avenue, Anchorage, Alaska 99501. To request that the tentatively scheduled hearing be held, a written request must be filed with the AOGCC no later than 4:30 p.m. on October 27, 2017. If a request for a hearing is not timely filed, the AOGCC may consider the issuance of an order without a hearing. To learn if the AOGCC will hold the hearing, call (907) 793-1221 after November 3, 2017. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7`h Avenue, Anchorage, Alaska 99501. Comments must be received no later than 4:30 p.m. on November 13, 2017, except that, if a hearing is held, comments must be received no later than the conclusion of the November 14, 2017 hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than November 7, 2017. Hollis S. French Chair, Commissioner Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Hilcorp Alaska, LLC, by application received August 29, 2017 and amended by email on October 3, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical and horizontal boundaries of the Ninilchik Beluga/Tyonek Gas Pool and to expand the Affected Area of the pool to include the NW LANE I/4 of Section 7, TIN, R12W. The public hearing scheduled for October 25, 2017 at 10:00 a.m. is VACATED. The AOGCC has tentatively scheduled a public hearing on the amended application for November 14, 2017, at 10:00 a.m. at 333 West 7`h Avenue, Anchorage, Alaska 99501. To request that the tentatively scheduled hearing be held, a written request must be filed with the AOGCC no later than 4:30 p.m. on October 27, 2017. If a request for a hearing is not timely filed, the AOGCC may consider the issuance of an order without a hearing. To learn if the AOGCC will hold the hearing, call (907) 793-1221 after November 3, 2017. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7`h Avenue, Anchorage, Alaska 99501. Comments must be received no later than 4:30 p.m. on November 13, 2017, except that, if a hearing is held, comments must be received no later than the conclusion of the November 14, 2017 hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than November 7, 2017. /!signature on file// Hollis S. French Chair, Commissioner STATE OF ALASKA ADVERTISING ORDER NOTICE TO PUBLISHER SUBMIT INVOICE SHOWING ADVERTISING ORDER NO., CERTIFIED AFFIDAVIT OF PUBLICATION WHH ATTACHED COPY OFADVERTISMENT. ADVERTISING ORDERNUhMER u p AO'IO-009 FROM: AGENCY CONTACT: Jody Colombie/Samantha Carlisle Alaska Oil and Gas Conservation Commission DATE OF A.O. AGENCY PHONE: 333 West 7th Avenue 10/3/2017 (907) 279-1433 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 Anchorage, Alaska 99514 TYPE OFADVERTISEMENT: N-V LEGALDISPLAY CLASSIFIED : OTHER (Specify below) SP DESCRIPTION PRICE CO-17-016 Initials of who prepared AO: Alaska Non -Taxable 92-61111185 9UBMI7'1N.Y(1pXSR*.WINr ADVERTININC: ORDERNO., CERTIFIED AFFIDAVIT OF. .................................... ::PuecTloxWiTx:aTTaeimacoexoe: >nnv�RFIaMEN7:�a Department of Administration DIVISIOn OT AOGCC 333 West 7th Avenue Anchorage, Alaska 99501 - Prize l of I Total of All Paces S REF Tvpe Number Amount Date Comments t rvN ADN89311 z Ao AO-I8-009 3 4 FIN AMOUNT SY Appr Unit PGM LGR Object FY DIST LIQ 1 18 021147717 3046 18 2 3 5 Purel ng t 'y Tit Purchasing Authority's Signature Telephone Number t. .O. # and receiving agency name must appear on all invoices and documents relating to this purchase. The state is registe2d for tax free transactions under Chapter 32, IRS code. Registrabon number 92-73-0006 K. Items are for the exclusive use of the state and not for resale DISTRIBUTION; 1iliiun.Giscal/OligniaLAO Cupn'a. Puldl5heri(faxcil), llntNwn Discal,lhYcticinf, Form: 02-901 Revised: 10/4/2017 270227 3ECEIVED 0001411420 $199.22 OFT O 2 0 17 A,OGCC AFFIDAVIT OF PUBLICATION STATE OF ALASKA THIRD JUDICIAL DISTRICT Lisa Hartlieb 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 October 05, 2017 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. Signed BEd and sworn o before me day of Octob , 2017 Notary PuWin and for The State of Alaska. Third Division Anchorage, Alaska MY COMMISSION EXPIRES Qb3I'w 9 Notary Public BRITNEY L. THOMPSON State Of ftska Y Commission Expires Feb 23, 2019 Bernie Karl Gordon Severson Penny Vadla K&K Recycling Inc. 3201 Westmar Cir. 399 W. Riverview Ave. P.O. Box 58055 Anchorage, AK 99508-4336 Soldotna, AK 99669-7714 Fairbanks, AK 99711-0055 George Vaught, Jr. P.O. Box 13557 Denver. CO 80201-3557 Danvin Waldsmith P.O. Box 39309 Ninilchik, AK 99639-0309 Richard Wagner P.O. Box 60868 Fairbanks, AK 99706-0868 /V ,JQc9� r C'r lit/a5 I'//a, 996 Colombie, Jody J (DOA) From: Colombie, Jody J (DOA) Sent: Wednesday, October 04, 2017 1:43 PM To: DOA AOGCC Prudhoe Bay, Bender, Makana K (DOA); Bettis, Patricia K (DOA); Brooks, Phoebe L (DOA); Carlisle, Samantha J (DOA); Colombie, Jody J (DOA); Davies, Stephen F (DOA); Foerster, Catherine P (DOA); French, Hollis (DOA); Frystacky, Michal (DOA); Guhl, Meredith D (DOA); Kair, Michael N (DOA); Link, Liz M (DOA); Loepp, Victoria T (DOA); Mumm, Joseph (DOA sponsored); Paladijczuk, Tracie L (DOA); Pasqual, Maria (DOA); Quick, Michael J (DOA); Regg, James B (DOA); Roby, David S (DOA); Schwartz, Guy L (DOA); Seamount, Dan T (DOA); Singh, Angela K (DOA); Wallace, Chris D (DOA); AK, GWO Projects Well Integrity; AKDCWeIIIntegrityCoordinator; Alan Bailey, Alex Demarban; Alexander Bridge; Alicia Showalter, Allen Huckabay; Andrew VanderJack; Ann Danielson; Anna Raff; Barbara F Fullmer, bbritch; bbohrer@ap.org; Ben Boettger; Bill Bredar; Bob Shavelson; Brandon Viator; Brian Havelock, Bruce Webb; Caleb Conrad; Candi English; Cocklan-Vendl, Mary E; Cody Gauer; Colleen Miller; Connie Downing; Crandall, Krissell; D Lawrence; Dale Hoffman; Dard Horner; Dave Harbour; David Boelens; David Duffy, David House; David McCaleb; David McCraine; ddonkel@cfl.rr.com; Diemer, Kenneth 1 (DNR); DNROG Units (DNR sponsored); Donna Ambruz; Ed Jones; Elizabeth Harball; Elowe, Kristin; Elwood Brehmer; Evan Osborne; Evans, John R (LDZX); Brown, Garrett A (DNR); George Pollock; Gordon Pospisil; Greeley, Destin M (DOR); Gretchen Stoddard; gspfoff, Hunter Cox; Hurst, Rona D (DNR); Hyun, James J (DNR); Jacki Rose; Jason Brune; Jdarlington (arlington@gmail.com); Jeanne McPherren; Jerry Hodgden; Jill Simek; Jim Watt, Jim White; Joe Lastufka; Radio Kenai; Burdick, John D (DNR); Easton, John R (DNR); Larsen, John M (DOR); John Stuart, Jon Goltz; Chmielowski, Josef (DNR); Juanita Lovett; Judy Stanek; Kari Moriarty; Kasper Kowalewski; Kazeem Adegbola; Keith Torrance; Keith Wiles; Kelly Sperback; Frank, Kevin J (DNR); Kruse, Rebecca D (DNR); Kyla Choquette; Gregersen, Laura S (DNR); Leslie Smith; Lori Nelson; Louisiana Cutler; Luke Keller; Marc Kovak; Dalton, Mark (DOT sponsored); Mark Hanley (mark.hanley@anadarko.com); Mark Landt; Mark Wedman; Mealear Tauch; Michael Bill; Michael Calkins; Michael Moora; Mike Morgan; MJ Loveland; mkm7200; Motteram, Luke A; Mueller, Marta R (DNR); knelson@petroleumnews.com; Nichole Saunders; Nick Ostrovsky, NSK Problem Well Supv; Patty Alfaro; Paul Craig; Decker, Paul L (DNR); Paul Mazzolini; Pike, Kevin W (DNR); Randall Kanady; Renan Yanish; Richard Cool; Robert Brelsford; Robert Warthen; Sara Leverette; Scott Griffith; Shahla Farzan; Shannon Donnelly; Sharon Yarawsky; Skutca, Joseph E (DNR); Smart Energy Universe; Smith, Kyle S (DNR); Stephanie Klemmer; Stephen Hennigan; Sternicki, Oliver R; Moothart, Steve R (DNR); Steve Quinn; Suzanne Gibson; sheffield@aoga.org; Ted Kramer, Teresa Imm; Tim Jones; Tim Mayers; Todd Durkee; Tom Maloney; trmjrl; Tyler Senden; Umekwe, Maduabuchi P (DNR); Vinnie Catalano; Well Integrity; Well Integrity; Weston Nash; Whitney Pettus; Aaron Gluzman; Aaron Sorrell; Ajibola Adeyeye; Alan Dennis; Andy Bond; Bajsarowicz, Caroline J; Bruce Williams; Bruno, Jeff J (DNR); Casey Sullivan; Corey Munk, Don Shaw; Eppie Hogan; Eric Lidji; Garrett Haag; Smith, Graham O (DNR); Heusser, Heather A (DNR); Fair, Holly S (DNR); Jamie M. Long; Jason Bergerson; Jesse Chielowski; Jim Magill; Shine, Jim M (DNR); Joe Longo; John Martineck; Josh Kindred; Keith Lopez; Laney Vazquez; Lois Epstein; Longan, Sara W (DNR); Marc Kuck; Marcia Hobson; Steele, Marie C (DNR); Matt Armstrong; Melonnie Amundson; Franger, James M (DNR); Morgan, Kirk A (DNR); Umekwe, Maduabuchi P (DNR); Pat Galvin; Pete Dickinson; Peter Contreras; Rachel Davis; Richard Garrard; Richmond, Diane M; Robert Province; Ryan Daniel; Sandra Lemke; Pollard, Susan R (LAW); Talib Syed; Tina Grovier (tmgrovier@stoel.com); William Van Dyke Subject: Notice of Hearing (Hilcorp - Docket No. CO -17-016) Attachments: CO -17-016 Public Hearing Notice Ninilchik Pool Expansion Revised.pdf Please see attached. Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Jody J. Co(ombie AOGCC Specia(Assistant Ataska Oi(andGas Conservation Commission 333 West 7`" Avenue .Anchorage, A(aska 99501 office: (907) 793-1221 Fax: (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. 4 Sept26,2017 RECEIVED SEP 2 7 2017 AOGCC RE: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine Vertical Boundaries of Pool Dear Commissioner French, I would like to request a public hearing on the above mentioned Ninilchik unit redefine vertical boundaries of pool. I see that it could be scheduled for Oct. 25, 2017 at 10 AM. I would also like to request e-mail notifications due to the fact that my mailing address: 3640 N. Jaeger Circle, Wasilla, Ak. is 250 driving miles, one way, from my physical address of 12450 Osemore St. Clam Gulch Ak. Being a single commercial fisherman, that is often away from home for months at a time, my friends receive my mail for me. The very small Clam Gulch post office doesn't have room to store mail and once your post office box is full they return to sender Everything, no matter how important it is. I understand somethings you are required to paper mail but I ask that you please e-mail to: shawmanseafoods@vahoo.com. Thank You, Don Shaw Clam Gulch, Ak. Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine Vertical Boundries of Pool Hilcorp Alaska, LLC, by application received August 29, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. The AOGCC has tentatively scheduled a public hearing on this application for October 25, 2017, at 10:00 a.m. at 333 West 7th Avenue, Anchorage, Alaska 99501. To request that the tentatively scheduled hearing be held, a written request must be filed with the AOGCC no later than 4:30 p.m. on October 2, 2017. If a request for a hearing is not timely filed, the AOGCC may consider the issuance of an order without a hearing. To learn if the AOGCC will hold the hearing, call (907) 793-1221 after October 6, 2017. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7h Avenue, Anchorage, Alaska 99501. Comments must be received no later than 4:30 p.m. on October 17, 2017, except that, if a hearing is held, comments must be received no later than the conclusion of the October 25, 2017 hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than October 19, 2017. Hollis S. French Chair, Commissioner Cody Terrell Landman Hilcorp Alaska, LLC P.O. Box 244027 Anchorage, AK 99524-4027 TA�e i Ct-15 -20�-( 270227 RECEIVEID OCT 2 6 2017 #1410445 ('► $174.32 0GGC AFFIDAVIT OF PUBLICATION STATE OF ALASKA THIRD JUDICIAL DISTRICT Lisa Hart]ieb being first duly sworn on oath deposes and says that she is a representative ol'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 September 15, 2017 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. Signe Subscribed and s orn to before me this day of 20 Public Notary td for %` The State of Alaska. Third Division Anchorage, Alaska MY COMMISO IEXPIf S 3/ Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: CO -17-016 Ninilchik Setuponek Gas Pool, Ninilchik Unit Redefine vertical BBoundries of Pool Hilcorp Alaska LLC, by application received August 29, 2017, requests th Alaska Oil. and Gas Conservation Commission (A,OGCC) revise Rule 2 of Conservation onserk tion Order 70 A toor define the vertical boundaries of the Ninlich The AOGCC has tentatively scheduled a public hearing on this application for October 25, 2017, at 10:00 a.m. at 333 West 7th Avenue, ASSnchoragS Alaska written request must betfiled the the MCC no later than A 30 p m. I on October 2, 2017. If a request for a hearinSS Is not timely filed, the AOGCC may consider the the hearing call order7) 793-1221 after Onctober 6 20117 he AOGCC will hol In addition, written comments regarding this application may be submitted to the AOGCC at 333 West 7ttt Avenue, Anchorage task 99501. Comments must 6e received no later than 4:30 p.m. on 6ctobe 17, 2017, except that, if a hearmis held comments must be received n later than the conclusion of the October 25, 2017 hearing. H, because of a disability, special accommodations may be needed t comment or attend the hearing, contact the AOGCC's Special Assistant Jody Colombie, at (907) 793-1221, no later than October 19, 2017. //siSnature on file// Hollis S. French Chair, Commissioner Published: September 15, 2017 b X STATE OF ALASKA ADVERTISING ORDER NOTICE TO PUBLISHER SUBMIT INVOICE SHOW]NG ADVERTISING ORDER NO., CERTIFIED AFFIDAVIT OF PUBLICATION WITH ATTACHED COPY OFADVERTISMENT. ADVERTISING ORDER NTWER AO -18-007 FROM: Alaska Oil and Gas Conservation Commission AGENCY CONTACT: Jody Colombie/Samantha Carlisle DATE OF A.O.AGENCY 9/14/2017 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 Anchorage, Alaska 99514 TYPE OF ADVEI2'PISEMENT} s LEGAL DISPLAY '.-CLASSIFIED OTHER iSpecity below) DESCRIPTION PRICE CO -17-016 Initials of who prepared AO: Alaska Non -Taxable 92-600185 9llBMIT INVOICE 3HdWPTCADVERT19/ivO: ::OBDERAOy CERTIFIEDAFFIDAYIT [iF:: :.PUBLIC............................ cueuEAnoxWiTx:a�rr.AGITnleoexoF: .. UPPP... _.. .. :- :ADvesTlaMEnr.Ta... Department of Administration Division Of AOGCC 333 West 7th Avenue Anchorage, Alaska 99501 Page 1 of I Total of All Pages $ REF Tyra Number Amount Date Comments I PvN IADN89311 2 AO AO -18-007 3 4 FIN AMOUNT SY Appr Unit PGM LGR Oh eel FY DIST LIQ I 1s 021147717 3046 18 3 'I PurdtO in i ate: Iita: Purchaxing Authority's Signature Telephone Nmnber 1, A.0.I and receiving agency name must appear on all invoices and documents relating to this purchase. 2. T state m registered for tax free transactions under Chapter 32, IRS code. Registration number 92-73-0006 K. Items are for the exclusive use of the state and not for resat . DlaTxlswTlox, [?rvrsion.Fiseal/Origfnsl:il0:Copres. Pulishee (faxetlj; Division Fiscal Receiving Form: 02-901 Revised: 9/14/2017 Notice of Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine Vertical Boundries of Pool Hilcorp Alaska, LLC, by application received August 29, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical boundaries of the Ninilchik Beluga/Tyonek Gas Pool. The AOGCC has tentatively scheduled a public hearing on this application for October 25, 2017, at 10:00 a.m. at 333 West 7`h Avenue, Anchorage, Alaska 99501. To request that the tentatively scheduled hearing be held, a written request must be filed with the AOGCC no later than 4:30 p.m. on October 2, 2017. If a request for a hearing is not timely filed, the AOGCC may consider the issuance of an order without a hearing. To learn if the AOGCC will hold the hearing, call (907) 793-1221 after October 6, 2017. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7`h Avenue, Anchorage, Alaska 99501. Comments must be received no later than 4:30 p.m. on October 17, 2017, except that, if a hearing is held, comments must be received no later than the conclusion of the October 25, 2017 hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than October 19, 2017. //signature on file// Hollis S. French Chair, Commissioner Bernie Kar K&K Recycling Inc. Gordon Severson Penny. adla Rive P.O. Box 58055 3201 Westmar Cir. 399 W. Riverview Ave. Fairbanks, AK 99711-0055 Anchorage, AK 99506-4336 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 99639-0309 Fairbanks, AK 99706-0868 `1 -t5 -2o 1-t Colombie, Jody J (DOA) From: Colombie, Jody J (DOA) Sent: Thursday, September 14, 2017 1:40 PM To: DOA AOGCC Prudhoe Bay; Bender, Makana K (DOA); Bettis, Patricia K (DOA); Brooks, Phoebe L (DOA); Carlisle, Samantha J (DOA); Colombie, Jody 1 (DOA); Davies, Stephen F (DOA); Eaton, Loraine E (DPS); Foerster, Catherine P (DOA); French, Hollis (DOA); Frystacky, Michal (DOA); Guhl, Meredith D (DOA); Kair, Michael N (DOA); Link, Liz M (DOA); Loepp, Victoria T (DOA); Mumm, Joseph (DOA sponsored); Paladijczuk, Tracie L (DOA); Pasqual, Maria (DOA); Quick, Michael J (DOA); Regg, James B (DOA); Roby, David S (DOA); Schwartz, Guy L (DOA); Seamount, Dan T (DOA); Singh, Angela K (DOA); Wallace, Chris D (DOA); AK, GWO Projects Well Integrity; AKDCWellintegrityCoordinator, Alan Bailey, Alex Demarban; Alexander Bridge; Alicia Showalter; Allen Huckabay; Andrew Vandedack, Ann Danielson; Anna Raff; Barbara F Fullmer; bbritch; bbohrer@ap.org; Ben Boettger, Bill Bredar; Bob Shavelson; Brandon Viator; Brian Havelock; Bruce Webb; Caleb Conrad; Candi English; Cocklan-Vendl, Mary E; Cody Gauer; Colleen Miller; Connie Downing; Crandall, Krissell; D Lawrence; Dale Hoffman; Darci Horner; Dave Harbour; David Boelens; David Duffy, David House; David McCaleb; David McCraine; ddonkel@cfl.rr.com; Diemer, Kenneth J (DNR); DNROG Units (DNR sponsored); Donna Ambruz; Ed Jones; Elizabeth Harball; Elowe, Kristin; Elwood Brehmer; Evan Osborne; Evans, John R (LDZX); Brown, Garrett A (DNR); George Pollock, Gordon Pospisil; Greeley, Destin M (DOR); Gretchen Stoddard; gspfoff, Hunter Cox, Hurst, Rona D (DNR); Hyun, James J (DNR); Jacki Rose; Jason Brune; Jdarlington Garlington@gmail.com); Jeanne McPherren; Jerry Hodgden; Jill Simek; Jim Watt; Jim White; Joe Lastufka; Radio Kenai; Burdick, John D (DNR); Easton, John R (DNR); Larsen, John M (DOR); John Stuart; Jon Goltz; Chmielowski, Josef (DNR); Juanita Lovett; Judy Stanek; Kari Moriarty; Kasper Kowalewski; Kazeem Adegbola; Keith Torrance; Keith Wiles; Kelly Sperback; Frank, Kevin J (DNR); Kruse, Rebecca D (DNR); Kyla Choquette; Gregersen, Laura S (DNR); Leslie Smith; Lori Nelson; Louisiana Cutler; Luke Keller; Marc Kovak; Dalton, Mark (DOT sponsored); Mark Hanley (mark.hanley@anadarko.com); Mark Landt; Mark Wedman; Mealear Tauch; Michael Bill; Michael Calkins; Michael Moora; Mike Morgan; MJ Loveland; mkm7200; Motteram, Luke A; Mueller, Marta R (DNR); knelson@petroleumnews.com; Nichole Saunders; Nick Ostrovsky; Nikki Martin; NSK Problem Well Supv; Patty Alfaro; Paul Craig; Decker, Paul L (DNR); Paul Mazzolini; Pike, Kevin W (DNR); Randall Kanady; Renan Yanish; Richard Cool; Robert Brelsford; Robert Warthen; Sara Leverette; Scott Griffith; Shahla Farzan; Shannon Donnelly, Sharon Yarawsky; Skutca, Joseph E (DNR); Smart Energy Universe; Smith, Kyle S (DNR); Stephanie Klemmer, Stephen Hennigan; Sternicki, Oliver R; Moothart, Steve R (DNR); Steve Quinn; Suzanne Gibson; sheffield@aoga.org; Ted Kramer, Teresa Imm; Tim Jones; Tim Mayers; Todd Durkee; Tom Maloney, trmjrl; Tyler Senden; Umekwe, Maduabuchi P (DNR); Vinnie Catalano; Well Integrity; Well Integrity; Weston Nash; Whitney Pettus; Aaron Gluzman; Aaron Sorrell; Ajibola Adeyeye; Alan Dennis; Andy Bond; Bajsarowicz, Caroline J; Bruce Williams; Bruno, Jeff J (DNR); Casey Sullivan; Corey Munk; Don Shaw; Eppie Hogan; Eric Lidji; Garrett Haag; Smith, Graham O (DNR); Heusser, Heather A (DNR); Fair, Holly S (DNR); Jamie M. Long; Jason Bergerson; Jesse Chielowski; Jim Magill; Shine, Jim M (DNR); Joe Longo; John Martineck, Josh Kindred; Keith Lopez; Laney Vazquez; Lois Epstein; Longan, Sara W (DNR); Marc Kuck; Marcia Hobson; Steele, Marie C (DNR); Matt Armstrong; Melonnie Amundson; Franger, James M (DNR); Morgan, Kirk A (DNR); Umekwe, Maduabuchi P (DNR); Pat Galvin; Pete Dickinson; Peter Contreras; Rachel Davis; Richard Garrard; Richmond, Diane M; Robert Province; Ryan Daniel; Sandra Lemke; Pollard, Susan R (LAW); Talib Syed; Tina Grovier (tmgrovier@stoel.com); William Van Dyke Subject: Public Notice Hilcorp Attachments: CO-17-016.pdf Please see attached. Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine Vertical Boundries of Pool Jody J. CoCom6ie AOQCC SpeciaCAssistant ACaska OiCand(jas Conservation Commission 333 }'Vest 711 Avenue Anchorage, Alaska 99501 Office: (907) 793-1221 Fax: (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 qov. Mf Hilcorp Alaska, LLC August 29, 2017 RECEIVED Cathy Foerster, Chair AUG 2 9 2011 Alaska Oil and Gas Conservation Commission 333 West 7h Avenue, Suite 100 ry�,�� Anchorage, Alaska 99501 1.�.� Post Office Box 244027 Anchorage, AK 99524-4027 3800 Centerpoint Drive Suite 100 Anchorage, AK 99503 Phone: 907/777-8432 Fax: 907/777-8301 RE: Proposed Amendment to Conservation Order 701A (Ninilchik Field) Dear Commissioner Foerster, Hilcorp Alaska, LLC ("Hilcorp"), as Operator of the Ninilchik Field, respectfully requests the Alaska Oil and Gas Conservation Commission ("AOGCC") take administrative action to amend Conservation Order No. 701 A (October 9, 2015) by revising Rule 2. The specific language proposed by Hilcorp states: Rule 2. Pool definition (Revised this order) The Ninilchik Beluga/Tyonek Gas Pool comprises the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,555 feet and 9,035 feet in the Kalotsa #3 well. BACKGROUND. A. Operator and Working Interest. The Ninilchik Unit became effective on October 1, 2001 and encompasses approximately 16 miles of the Ninilchik anticline along the coastline from approximately Clam Gulch, to just north of Ninilchik, Alaska. At the time of unit formation, the field was operated by Marathon Oil Company ("Marathon"). Marathon owned 60% working interest. Union Oil Company of California ("Union") held the remaining 40% working interest. Hilcorp acquired Union's interest in the Ninilchik Unit on January 1, 2012. On February 2, 2013, Hilcorp acquired Marathon's interest and became Operator. B. Landowners. The Land ownership in the Ninilchik Unit is as follows: Land Ownership State of Alaska Lands Federal Lands University of Alaska Lands Cook Inlet Region, Inc. Lands Patent Fee Lands Net Acres Percenta¢e of Unit 20,015.132 —77.25% 232.9 —0.90% 661.35 —2.55% 1,519.65 —5.87% 3,480.5964 —13.43% Hilcorp Alaska, LLC Amend Rules re Ninilchik Field August 29, 2017 Page 3 of 6 D. Regulatory History At formation, the Ninilchik Unit consisted of approximately 25,167 acres, of which approximately 19,999 acres were held by 10 State of Alaska Oil and Gas Leases. Of the remaining 5,728 acres, Federal lands encompass 222.67 acres, University of Alaska lands encompass 661.35 acres, Cook Inlet Region, Inc. ("CIRI") lands encompass 1,528 acres, and patented fee lands encompass 3,336.34 acres of the unit area. Approval of the Ninilchik Unit Agreement served to conform and modify each lease to be consistent with the agreement, including the extension of the term of the lease, for as long as they are subject to the Unit. In April 2002, AOGCC granted a spacing exception pursuant to 20 AAC 25 .055(a)(2) to allow the drilling of the Falls Creek #1 RD ("FC-1RD") exploratory well within 1,500 feet of a property line. See Conservation Order 468. In June 2002, AOGCC granted a spacing exception pursuant to 20 AAC 25.055(a)(2) to allow the drilling and testing of the Susan Dionne No. 3 ("SD -3") well within 1,500 feet of the property line. See Conservation Order 472. In March 2003, Marathon petitioned the Department of Natural Resources to expand the Ninilchik Unit to encompass the former federal Falls Creek Unit area and to form the Falls Creek, Grassim Oskolkoff and Susan Dionne Participating Areas. Simultaneous with the DNR application, Marathon and Union requested that the U.S. Department of Interior, Bureau of Land Management (`BLM") terminate the federal Falls Creek Unit. The state -approved unit expansion covered approximately 630 acres, bringing the total unit acreage to 25,797.15 acres. In the spring of 2003, Marathon acquired 3D seismic data over the majority of the Ninilchik Unit area. In June 2003, pursuant to 20 AAC 25.055(a)(2), the AOGCC granted a spacing exception to allow the drilling and testing of the Falls Creek No. 3 ("FC -3") well within 1,500 feet of the property line. See Conservation Order No. 491. In February 2004, pursuant to 20 AAC 25.055(a)(2) and (4), the AOGCC granted a spacing exception to allow the Falls Creek No. 4 ("FC -4") well be drilled as a gas development well within 900' of the FC -3 well and less than 1,500 feet of the nearest property line. See Conservation Order 511. In May 2004, Marathon successfully drilled the Paxton No. 1 ("Pax -1") exploration well from the Paxton Pad, located within the southern portion of the Ninilchik Unit. This onshore directional well is drilled to a bottom -hole location approximately 0.6 miles offshore. DNR subsequently approved production of Pax -1 well as a tract operation. Hilcorp Alaska, LLC Amend Rules re Ninilchik Field August 29, 2017 Page 4 of 6 In October 2004, the AOGCC permitted the regular production of the FC-1RD, SD -3, and FC -3 gas development wells. This order cured the prohibition from production accompanied in each of the individual spacing orders granted for the referenced wells. See Conservation Orders 537. In November 2005, pursuant to 20 AAC 25.055(a)(4), the AOGCC granted a spacing exception to allow the drilling of the Grassim Oskolkoff No. 4 (GO -4) exploratory well within 3,000 feet of GO -1 well. See Conservation Order 560. In June 2006, the AOGCC approved an exception to the spacing requirements of 20 AAC 25.055(a)(2) for the purpose of drilling, completion, testing and regular production in the Ninilchik State No. 2 well ("NS -2"). This Tyonek well was designed to delineate the down -dip extent of producing gas reservoirs within the Susan Dionne Participation Area. See Conservation Order No. 567. In December 2006, the DNR approved Marathon's application for a tract operation for the Ninilchik State No. 1 well ("NS -1" ). This approval allowed the allocation of production from the well to State of Alaska Oil and Gas Lease number ADL 389180. In January 2007, the AOGCC approved an exception to the spacing requirements of 20 AAC 25.055(a)(4) for the drilling, completion, testing and regular production of the Ninilchik State No. 3 ("NS -3") gas delineation well within 3,000 feet of the NS1 well. NS -3 targeted gas reservoirs in the Tyonek Formation within the Grassim Oskolkoff Participating Area. See Conservation Order No. 580. In December 2007, the AOGCC approved an exception to the spacing requirements of 20 AAC 25.055(a)(2) to provide for the drilling, completion, testing and regular production of the Paxton No. 2 ("Pax -2") gas well within 3000 feet of the Pax -1 well within the proposed Susan Dionne/Paxton Participating Area. See Conservation Order 592. In December 2007, DNR approved Marathon's application to expand the Susan Dionne Participating Area to include approximately 2,122 acres located on the southern end of the southwest -northeast trending Ninilchik anticline. Today, this area is known as the Susan Dionne -Paxton Participating Area. In October 2008 the AOGCC approved exception to the spacing requirements of 20 AAC 25.055(a)(4) to allow the drilling, completion, testing and regular production of the Susan Dionne No. 6 ("SD -6") gas development well within 3,000 feet of the SD -1, SD -2, SD -3, SD -4 and SD -5 wells. SD -6 targeted production from the Tyonek and Beluga Formations and is located within the Susan Dionne -Paxton Participating Area. See Conservation Order 607. In November 2009, pursuant to 20 AAC 25.055(a)(4), the AOGCC granted a spacing exception to allow the Paxton No. 3 ("Pax -3") to be drilled as a gas development well Hilcorp Alaska, LLC Amend Rules re Ninilchik Field August 29, 2017 Page 5 of 6 less than 3,000 feet from other wells capable of producing form the Beluga and Tyonek formations. See Conservation Order 626. In March 2010, pursuant to 20 AAC 25.055(a)(4), the AOGCC granted a spacing exception to allow the Paxton No. 4 ("Pax -4") be drilled as a gas development well less than 3,000 feet from the Pax -3 well. This spacing exception was approved for the Beluga formation. See Conservation Order 628. In May 2011, pursuant to 20 AAC 25.055(a)(4), the AOGCC granted a spacing exception to allow the Susan Dionne No. 7 ("SD -7") to be drilled, tested, completed and produced within 3,000 feet of the SD -3, SD -4 and Pax -1 wells, each of which produce from the Tyonek formation. See Conservation Order 648A. In December 2013, pursuant to 20 AAC 25.055(a)(2) and (4), the AOGCC granted a spacing exception to allow the Susan Dionne No. 2A ("SD -2A") gas development well to be drilled tested, completed and produced within 3,000 feet of other wells and within 1,500 feet of a property line. See Conservation Order 682. In July 2013, pursuant to 20 AAC 25.055(a)(2), the AOGCC granted a spacing exception to allow the Paxton No. 5 ("Pax -5") exploratory gas wells to be produced within 1,500 feet of a property line where the owner and landowner are not the same on both sides of the property line. See Conservation Order 672. In March 2014, pursuant to 20 AAC 25.055(a)(2) and (a)(4) to allow drilling completing, testing and production of Falls Creek 5 ("FC -5") within 1,500 feet of property lines where ownership is different and within 3,000 feet of other wells capable of producing from the same pools. In September 2014, pursuant 20 AAC 25.520(a), the AOGCC classified the Ninilchik Beluga/Tyonek Gas Pool and prescribed pool rules for developing the new gas pool and the entire Ninilchik Field, and defining the pool depths as being "...the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,480 feet in the Paxton #5 well and 9,600 feet in the Paxton #1 well." See Conservation Order 701. In October 2015, pursuant 20 AAC 25.520(b), the AOGCC denied Hilcorp's request to modify the well spacing requirements and revised Rule 4 and Rule 5 of Conservation Order 701, which repealed and replaced Conservation Order 701. See Conservation Order 701A. In August, 2014, Hilcorp drilled and completed the Paxton #8 well in the Ninilchik Beluga/Tyonek Gas Pool (down to the base of the T142 sand). The Ninilchik Beluga/Tyonek Gas Pool comprises the gas -bearing intervals between the B8 sand down Hilcorp Alaska, LLC Amend Rules re Ninilchik Field August 29, 2017 Page 6 of 6 to the T142 sand. Log analysis from the Paxton #8 well indicated the possible presence of gas in the deeper Tyonek gas sands lying below the T142 sand (sub -T142 sands). Log analysis from offset wells have also indicated the possible presence of gas in these sub - T142 sands, however none of these sands were ever tested. In August, 2017, Hilcorp successfully tested the Kalotsa #4 well in the T146 sand, with an initial flow rate of --500 mcf per day between the depths of 9,021 feet MD and 9,084 feet MD. Results from the Kalotsa #4 well comfirms the presence of economic quantities of gas in the sub -T142 sands. The Kalotsa #3 well was drilled in June, 2017, designed to penetrate and test the sub -T142 sands to determine the presence of gas pay and reservoir quality. Hilcorp is currently testing these deeper Tyonek sands in the Kalotsa #3 well, and hopes to continue testing these sands in various wells in the Ninilchik Field. Initial results from the Kalotsa #4 well suggest that the Ninlchik Beluga/Tyonek Gas Pool extends below the currently defined depths stated in Conservation Order 701 A. Further testing is needed to understand the extent of the accumulation in the deeper Tyonek sands. In order to delineate and develop the sub -T142 sands, the base of the Ninilchik Beluga/Tyonek Gas Pool requires modification for adequate development. Hilcorp's proposal to amended Rule 2 of Conservation Order 701A is designed to prevent waste, protect correlative rights and improve the ultimate recovery of remaining hydrocarbons throughout the Ninilchik Field. They are also designed to reduce the administrative burdens on both Hilcorp and AOGCC staff. Hilcorp would be pleased to provide additional information or schedule a technical meeting with AOGCC staff to discuss the merits of this proposal. Should you have any other questions regarding this proposal, please do not hesitate to contact the undersigned at 777-8432. Sincerely, Cody T. Terrell, Landman Hilcorp Alaska, LLC Enclosures: Exhibit A: Ninilchik Field Map Exhibit B: Cross Sections Exhibit C: SCADA Flowrate & Tubing Pressure Chart cc: Kenneth J. Diemer, Unit Manager, State of Alaska, DNR (via email) Chantal Walsh, Director, Division of Oil and Gas (via email) 10 11 12 7 8 9 10 11 12 8 10 7 15 14 13 18 17 16 15 14 13 17 16 1` 18 22 23 24 20 21 20 19 22 23 24 T02N1-Rt2W TO]NR14W TOON-R1]W 27 26 25 30 29 28 27 26 25 30 34 35 36 31 32 33 34 35 6 31 34 3 2 1 6 5 4 2 1 5 10 11 12 7 8 9 10 11 1' 10 13 15 14 13 18 17 6 15 TO1NW3 8 6 15 24 O1 N-R14W 22 23 19 0 21 22 G> ^' T 44 1]W 22 20 19 27 27 26 25 0 29 28 29 28 27 30 33 34 35 31 32 36 2 33 34 1 3 2 t 4 Li 5 4 6 6 10 11 12 8 "11 12 7 9 8 TO15-R14 17 15 14 T 1a1d13W fi 14 13 1 17 16 T01SAIM 23 22 a Legend 20 21 s = C0701 A Affected Area 27 5 j� apynQM1l.@ 2014 Esn, .nd . GIS use, cpm Spumes La�me2eSGS, PS, E£W HER ,OeLo{p�, Map Intli$(410pe SVeet[4ap pon100utaj% FEsn, 0 z 35 36 0 Exhibit "A" Ninilchik Field Map Hilmrp Alaska, LLC Application to Amend C0701A 0 3,700 7,400 14,800 Feet Alaska State Plane Zone 4, NAD27 Map Date: August 29, 2017 1600 1400 1200 1000 W� v U 600 N E d «. (0 400 C CL ID a rein 100 Exhibit "C" Kalotsa 4: SCADA Flowrate & Tbg Pressure Date STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMMISSION 333 West 7th Avenue, Suite 100 Anchorage Alaska 99501 Re: Application of Hilcorp Alaska, LLC, ) to Amend Conservation Order 701A ) (Ninilchik Field) to Expand and ) Redefine the Vertical and Horizontal ) Extent of Ninilchik Beluga/Tyonek ) Gas Pool ) Docket No. CO -17-016 Ninilchik Unit Ninilchik Field Beluga/Tyonek Gas Pool RECEIVED Kenai Peninsula Borough, Alaska AFFIDAVIT OF MAILING State of Alaska ) ) ss. Third Judicial District ) The undersigned Kevin A. Tabler, being first duly sworn on oath, deposes and states: lfflV 21 2017 AOGCC I am the Land Manager for Hilcorp Alaska, LLC. I have personal knowledge of the following facts. 2. On November 21, 2017, on behalf of Hilcorp Alaska, LLC, operator of the Ninilchik Unit, I mailed by certified mail the Notice of Application and Public Hearing to the owners, landowners, and operators of all properties located outside of the Ninilchik Unit but within 3,000 feet of the outer boundaries of the NW 1/4NE1/4 of Section 7, TIN, R12W, Seward Meridian. Attached to this affidavit is a copy of the Notice of Application and Public Hearing, a map titled Conservation Order 701A Proposed Amendment Notice Area showing the NW IANE1/4 of Section 7, TIN, R12W, Seward Meridian, with a 3000 -foot circumference drawn around said land, copies of the certified mail receipts, and a list of the owners, landowners, and operators to whom the notice has been mailed. Kenn A. Tabler SUBSCRIBED TO AND SWORN before me this 21st day yooffNNovember 2017. STATE OF ALASKA I Notary P& lic i d for the State of Alaska NOTARY PUBLIC My Commission Expires: OWN,) Betty J. Veldhuis 0 V MY n EVIm June 19, 2021 r Notice of Application and Public Hearing STATE OF ALASKA ALASKA OIL AND GAS CONSERVATION COMNHSSION Re: Docket Number: CO -17-016 Ninilchik Beluga/Tyonek Gas Pool, Ninilchik Unit Redefine and Expand Vertical and Horizontal Affected Area of Pool Hilcorp Alaska, LLC, by application received August 29, 2017 and amended by email on October 3, 2017, requests the Alaska Oil and Gas Conservation Commission (AOGCC) revise Rule 2 of Conservation Order 701A to redefine the vertical and horizontal boundaries of the Ninilchik Beluga/Tyonek Gas Pool ("Pool") including the enlargement of the Affected Area of the Pool to include the NWl/4NE1/4 of Section 7, TIN, R12W, Seward Meridian ("Expansion Area"). We are sending this notice to you because the AOGCC has directed Hilcorp Alaska, LLC, to send notice to the owners of mineral interests located within 3000 feet of the outer boundary of the Expansion Area. The Expansion Area was recently included in the Ninilchik Unit Expansion by order of the Department ofNatural Resources (DNR), dated March 2, 2017, and in the Falls Creek Participating Area by DNR order dated May 16, 2017. The question of unit expansion or participating area revision is not before the AOGCC. The questions before the AOGCC are (1) whether the Pool Rules in Conservation Order 701A should be extended to the exterior boundary of the Expansion Area and thus conform with the approved boundaries of the expanded Ninilchik Unit and Falls Creek Participating Area as approved by the DNR, and (2) whether the definition of the vertical depth of the Pool should be amended. Specifically, the application only seeks to amend Rules 1 and 2 Conservation Order 701A. First, the application seeks to add the following lands to the Affected Area of the Pool as shown in the attachment to Conservation Order 701A as referenced in Rule 1: NWl/4NE1/4 of Section 7, TIN, R12W The application also seeks to amend Rule 2 by changing the reference well and the measured depths as the definition of the Pool. The proposal would amend Rule 2 to state: Rule 2. Pool definition The Ninilchik Beluga/Tyonek Gas Pool comprises the gas -bearing intervals common to and correlating with the interval between the measured depths of 1,555 feet and 9,035 feet in the Kalotsa #3 well. A copy of the application filed by Hilcorp Alaska, LLC, may be obtained by requesting a copy from either of the following persons: Cody Terrell Jody Colombie Landman Special Assistant Hilcorp Alaska, LLC Alaska Oil and Gas Conservation Commission 3800 Centerpoint Drive, Suite 1400 333 West 7th Avenue Anchorage, AK 99503 Anchorage, AK 99501 A public hearing is scheduled for December 14, 2017, at 10:00 a.m. at AOGCC's offices located at 333 West 7th Avenue, Anchorage, Alaska 99501. In addition, written comments regarding this application may be submitted to the AOGCC, at 333 West 7th Avenue, Anchorage, Alaska 99501. Comments must be received no later than the conclusion of the December 14, 2017, hearing. If, because of a disability, special accommodations may be needed to comment or attend the hearing, contact the AOGCC's Special Assistant, Jody Colombie, at (907) 793-1221, no later than December 7, 2017. Hilcorp Alaska, LLC November 20, 2017 I T01 T01 1 IN T01 N -R12 W SECTION 6 NINILCHIK UNIT NW 1/4 NE 1/4 iection 7, T 1 N. R 12 W. S.M. T01 352 223 l 225 / I F 11 241 235 5 223 8 223 Conservation Order 701A Proposed Amendment o 490 960 1' Feet Map oma: 11Q=017 Notice Area Legend ea of tail -R12w ION 18 ® Expanded Area ® 3,000' Boundary E Ninilchik Unit Tracts Section Lines Conservation Order 701A Proposed Amendment o 490 960 1' Feet Map oma: 11Q=017 Notice Area Tract Mineral Owner Address City State Zip 221 Heirs (4) of Elizabeth J. Rusk c/o M McCartan 10976 Kenai Spur Highway Kenai AK 99611 221 L.S. Kurtz/Adair Properties, LP 1050 Beach Lane Anchorage AK 99510 222 Heirs (4) of Elizabeth J. Rusk c/o M McCartan 10976 Kenai Spur Highway Kenai AK 99611 222 Jeanne Nelena Hayes 1111 Fox Ave. Kenai AK 99611 223 State of Alaska 550 West 7th Avenue, Ste. 800 Anchorage AK 99501 224 Darrel Knabe P.O. Box 564 Kasilof AK 99610 225 Charles and Tara Mundorff, husband and wife 9350 Quarter Ranch Court Elk Grove CA 95624-4617 226 Dawn Eileen Piecura 5951 SE 128th Terrace Morriston FL 32668 226 Jacqueline B. Piecura 16562 NW 257th Drive High Springs FL 32643 226 Jeraldine Mary Holmes 270 Kyle Lane NW Cleveland TN 37312 227 James and Rebecca Harris PO Box 186 Clam Gulch AK 99568 231 Charles Walsh PO Box 3502 Bellevue WA 98009 231 Melvin W. Tipton 619 E. Ship Creek Ave, Ste 250 Anchorage AK 99501 231 R.L. Smith c/o Charles Walsh PO Box 3502 Bellevue WA 98009 232 Eric J. and Margy G. Hines PO Box 497 Clam Gulch AK 99568 233 Robin M. Coats PO Box 314 Clam Culch AK 99568 234 Stephen L. Mercer PO Box 455 Clam Gulch AK 99568 236 Paul D. and LaRae A. Bartolowits 14610 Homestead Drive Clam Gulch AK 99568 237 Penelope J. Maize 37401 Cannery Road Kenai AK 99611 238 Donald A. Shaw 850 S. Hassler Dr. Wasilla AK 99654 239 Kristin Meyer c/o Kristin Meyer Revocable Trust 2877 Currie Road Rio Vista CA 94571 240 Kenneth D. Stegman 16315 Kings Way Dr Anchorage AK 99516-6924 241 Sandra Renee Osemore 10245 Park St. #A Bellflower CA 90706 241 Suzanna Eileen Osemore 10245 Park St. HA Bellflower CA 90706 242 Lee M. Ricketts PO Box 6436 Halibut Cove AK 99603 271 Penelope J. Maize 37401 Cannery Road Kenai AK 99611 272 Marcellus John Stark 1415 Orchard Street Belleville IL 62221 309 Edward W. Hutchison and Joan E. Hutchison 223 E. 130 Court Kansas City MO 64145 350 Gregory A. Rhule P.O. Box 8334 Nikiski AK 99635-8334 350 Chrystal E. Schoenrock P.O. Box 8583 Nikiski AK 99635 350 Timothy & Rosie Abbot 5 Cadwell Lane Childersburg AL 35044 350 Billy D. Moore 47865 Interlake Dr. Kenai AK 99611 350 Carl & Bonita Quale 47710 Interlake Dr. Kenai AK 99611 350 Karen Day 47710 Interlake Dr. Kenai AK 99611 350 Thomas W. Franzier P.O. Box 8325 Nikiski AK 99635 CO 701A Proposed Amendment Notification List Page 1 of 2 Tract Mineral Owner Address city State Zip 350 Rebecca Langston 1115 Larch Ave Kenai AK 99611 350 Hansil B. Stokes P.O. Box 8334 Nikiski AK 99635 350 Jodi Smith P.O. Box 8334 Nikiski AK 99635 351 Michael J. Morgan PO Box 1248 Kasilof AK 99610 351 Eugene P. Carroll 46230 Woodwill Drive Kenai AK 99611 351 Charles Wilson Gillespie PO Box 1341 Sterling AK 99672 352 Susan Eileen 10245 Park St #A Bellflower CA 90706 CO 701A Proposed Amendment Notification List Page 2 of 2 a © l;tH FIFIED MAIL.:, RECEIPT a== tc Mail ONy; No Insurance coverage provided) 1117 For tl I cn 0 0 Postage I $ C] CerUfledFee 0 C7 Return Receipt Fee Postmark C3 (EndGmemerd Requled) Here .3 Restricted Delivery Fee vi (Endorsement Requled) S M Total — 0 Sent Tc 0 leanna Nelena Hayes .,PoN arPOL 1111 Fox Avenue ciry,'si, Kenai, AK 99611 0 Return Receipt Fee p (Endorsement Required) 0 Delivery Fee (Endosemennt Re quired)Ln S RI Total-m=ra� A Postal CERTIFIED MAILT. 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McCartan ,.p oState of Alaska 7m Avenue, Ste. 80 o POB 10976 Kenai Spur Highway srs f`street 5,r!Y,.O--t-550 West Kenai, AK 99611 i Anchorage, AK 99501101111!1N. 1. - A r�-1 Postal i CERTIFIED MILT,, RECEIPT ru D- (Domestic Mail Only; No Insurance Coverage Provided) Er v1 Ln Postage $ .J] 0F F. 9L m O rq rq Postage $ O Certified Fee O Reslreted Delivery Fee Return Receipt Fee C3 Postmark O(Endorsement Required) Total Postage & Fe Here Restricted Delivery Fee p (Endorsement Requued) -a rZl Total Post& Pecs ill Sent To --� ra Timothy & Abbott Rosie Abb M street,,ilpt: rti orPOBoxI 5 Cadwell Lane rarsrete Childersburg,AL 35044 r�-1 .. `1 1 r 0 �,`� IF t b r`a ru v1 m rR Postage $ .J] Certified Fee O 0 Return Receipt Fee O (Endorsement Required) O Reslreted Delivery Fee C3 (Endorsement Require(l) -- ..D Total Postage & Fe 0 Tanto 3v5o neon Oaga i3'q,o Postmark Here N Sent To dfeirs of Elizabeth J. Rush o st.^P"• °` c/o M. McCartan r orPOBo Zp 10976 Kenai Spur Highway Kenai, AK 99611 U.S. Postal Service�,, CERTIFIED MAILT,, RECEIPT in ,a i (Domestic Mail Only; No Insurance Coverage Provided) Ln I. M ri Postage $ Ce ti ied Fee Postmark Retum Receipt Fee Here O (Endorsemem Required) O Restricted Delivery Fee O (EndomementRequlred) D Total R , ) a em o; Darrel Knebe ri 0 3seer (, P.D. Box 564 ••------ M1 01POR4 Kasilof,AK 99610 (DomesticU.S. Postal Service,. CERTIFIED MAIL,,,, RECEIPT ..D NC L L I L M postage $ 0 Certified Fee ORelum Receipt Fee Postmark O(Endmetmm Requirea, Here Restricted Delivery Fee p (Endorsernem Required) -D Total I _—._----_ r-1 N SMI TO Charles and Tara Mundorff ra Husband and wife C3 sIleer,7 r- o,Poii 9350 Quarter Ranch Court cyAii Elk Grove, CA 95624-4617 ru r 5 M Postage $ M Cenified Fee ReturnReceipt Pea (End orsement Required) Restricted Delivery Fee C3 (Endorsement Required) -a Total Po1-9 — ruaenr ro r-1 Jacqueline S. Piecura M Sheet, Apl r,- orPOBox 16562 NW 257th Drive siaie, High Springs, FL 32643 Postmark Here U.S. Postal Service,. CERTIFIED MAILT. RECEIPT - (Domestic Mail Only; No Insurance Coverage Provided) For delivery information visit our websiteat www.uspsxerne ru $ M ri Postage $ ..D Certified Fee U.S. Postal 0 Postmark O Return Receipt Receipt Fee Here Postal Servicil CERTIFIED MAIL,. CERTIFIED (Endorsement nequtred) r Mail Only; -D Total MAIL,M RECEIPT ra Provided) (Domestic Mail Only,- No Insurance Coverage Provided) delivery information F_r delivery information our website vise ............. vnvw.usps.comb. ru r 5 M Postage $ M Cenified Fee ReturnReceipt Pea (End orsement Required) Restricted Delivery Fee C3 (Endorsement Required) -a Total Po1-9 — ruaenr ro r-1 Jacqueline S. Piecura M Sheet, Apl r,- orPOBox 16562 NW 257th Drive siaie, High Springs, FL 32643 Postmark Here U.S. Postal Service,. CERTIFIED MAILT. RECEIPT - (Domestic Mail Only; No Insurance Coverage Provided) For delivery information visit our websiteat www.uspsxerne ru $ M ri Postage $ ..D Certified Fee / Postal 0 Postmark O Return Receipt Receipt Fee Here C3 (Endorsement Required) CERTIFIED MAIL,. Restricted Delivery Fee (Endorsement nequtred) S Mail Only; -D Total Coverage ra Provided) N Sent To ra Billy D. Moore - E3 Street, AP i r... orPCBoI 47865 Interlake Drive Kenai, AK 99611 U.S. Postal Service,. CERTIFIED MAIL,., RECEIPT ' (Domestic Mail Only; No Insurance Coverage Provided) — For delivery information visit our website at www.usps.come, r_�t�wrrr�� ru T r9 .I1 O O O C3 O 7 ru ra C3 ry Postage $ Certified Fee Retum Receipt Fee (Endorsement Required) Restricted Delivery Fee (Endorsement Required) se �sr, Dawn Eileen Piecura or 5951 SE 128" Terrace 071. Morriston, FL 32668 Postmark Here ru7(Endorsement u um raostage $fied FeeO Postmark 0eiptFee Here C3equired)Oery FeeOequired) .111 Total Pea — --- — — ------_-- a ru FnfTo Charles Walsh rP.O. Box 3502 r..i Bellevue, WA 98009 U.S. Postal Servicew CERTIFIED MAIL,. RECEIPT (Domestic Mail Only; No Insurance Coverage Provided) - For delivery information visit our website at vnvw.usps.comb. r7r�4l�C ru7(Endorsement u um raostage $fied FeeO Postmark 0eiptFee Here C3equired)Oery FeeOequired) .111 Total Pea — --- — — ------_-- a ru FnfTo Charles Walsh rP.O. Box 3502 r..i Bellevue, WA 98009 —A U,S. Postal Service,. —r i CERTIFIED MAIL,. RECEIPT M1 . co (Domestic Mail Only; No Insurance Coverage Provided) ru OFFICIAL M .o Postage $ C3 certified Fee O Postmark O Return Receipt Fee Hare C3 (Endorsement Required) Restricted Delivery Fee O (Endorsement Re 1 –B Total Pcsefto c -F= ri fU F!13-04B ro Carl &Bonita Qualery 47710 Interlake Drive Kenai, AK 99611 ti n n) OF CJ-" I C I A I M APostage $ Certified Fee O C3 Return Receipt Fee (Endorsement Required) 0 Restricted Delivery Fee O (E :a 7 �u TOial Pl----_.—__.__ ri Sent o ru Postal J. and Margy G. Hines M srescN ry or PC Ba P.O. Box 497 Ciry'siel Clam Gulch, AK 99568 Postmark Here *n Er Postal CERTIFIED MAIL,o RECEIPT ry (Domestic 0 r-1 Postage $ –0 j y I C I A L S Postmark ru ff" Here M Postage $ . )� (Endorsement Required) ..D certified Fee O 1:3(Endorsement Return Receipt Fee Postmark Here FVFfiiRr4A4270 K leLane NW Required) 08 Cleveland, TN 37312 Restricted DeW Fee. p (Eodors9lnenCReq Brad) Tote------- — rR '. SJames and Rebecca Harris a o S1ree P.O. 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CERTIFIED MAIL,,, RECEIPT (Domestic Mail Only, No Insurance Coverage M1 M1(Domestic M1 O ti FF1QI N Provided) M Postage $ ru 'n - 171 Postage $ O Cardoso Fee 7 ..D'. 0 Return Receipt Fee Postmark p Codified Fee (Endorsement Required) Here 0. Retum Recelpt Fee Postmark Restrioted.Deliver' tree. CI. (Endorsement Required), Here O (End oreame.I Requlred) O Restricted Delivery Fee NT r _ (Endorsement Required) rR. Total Postage &Fee - u'I -- r-1 Total Pr sent r, [on, LaRaeA.Bartolowitz C3. . 1' aul D. and M s eel; 1ptNc:' Rebecca Langston I a M1 orPOBavNo. 1115 Larch Avenue r, Kenai, AK 99611 14610 Homestead Drive i...--.: *I Clam Gulch, AK 99568 id(Domestic Mail Only; No Insurance Coverage Provic For delivery information visit our website at www.usps.corr J � Codified Fee LZI Return Receipt Fee Postmark Z3 (Endorsement Required). Here RastrictedDeiWery Fee p (Endo, of Requlred) Ln r:l Tot,` 0 Genn Kristin Meyer c/o Kristin Meyer Revocable Trust N- avo 2877 Currie Road W671 Rio Vista, AK 94571 ru - M1 ru frl Postage Coni Fes' ' E3 Return Rem]PtFee. (EntlorserpentRequlmd} Postmark Here ' Restricted Delivery Fee E3 (Endorsemem Requlred)' u'1 Total P "---- g Sent 0- r-1 Stephen L. Mercer C3 1`1 or a, P.O. Box 455 Po& cry'siei Clam Gulch, AK 99568 1'11 e Ln M1 s FF N M Postage $ Certified Fee O G Retum Receipt Fee O (Endorsement. Required). Restricted .DslWery-Fos O (Endorsement Required)' to r9 Total P---- --- M -lSent To ri Robin M. Coats O 3`fieet,A r - orPoBi P.O. Box 314 676; sT Clam Gulch, AK 99568 illillifitsezilm M1 � 1 ru rr'I Postage $ ..0 Q Cemfled Fes / fleWrn Receipt Fee M (Endorsement Requlred) O Restricted Whr ry Fee O (Endorsement Required) Ln r i Total Postage 5 Ea C3 � soot a MO 's'veei, ilpe No" r. aPOBoxNo.. Jodi Smith Clry Stete,ZlF+.i P.O. Box 8334 Nikiski, AK 99635 Postmark Here Postmark Here Ln e• e • t MAIL,,, RECEIPT �d (DOMestic Mail Only; No insurance Coverage Provided) M1 ENCOAL USE ru Rt !TIostega $_aOied M Postage $ Fee C3quired) .tl Postmark Here Certified Fee ery PeaOquired)V1ri O Postmark Total Postf---'-"- ---- ORetum ReoeipLFee. Here (Egdorseme m Required) , Sent o Donald A. Shaw Cr9f3 .O M1 d ReAtdcled,De llvery Fee , (Endorsement Required) Ln ra Total C3 stieeiMl Hansil B. Stokes M M1 aPoBox P.O. Box 8334 cry srera Nikiski, AK 99635 Postal - - • t MAIL,,, RECEIPT �d (DOMestic Mail Only; No insurance Coverage Provided) M1 ENCOAL USE ru !TIostega $_aOied FeeMipt 7Requimd) Fee C3quired) Postmark Here ery PeaOquired)V1ri Total Postf---'-"- ---- Sent o Donald A. Shaw Cr9f3 .O M1 rre•r,Ap"' arPOBa,rn 850 S. Hassler Drive U.S. Postal Service,. CERTIFIED MAIL,,, RECEIPT C3 I (Domestic r RI v,.sy B M Postage $ M O Certified Fee Return RecelpFFee Postmark O (End Return Required). Here. Restricted Delivery Fee - p (Endorsement Required) Total Pi C7 �\ Se Sent To P , rq Penelope J. Maize O Sfreef,Aj 37401 Homestead Drive I' - r� cr Poet bety,stal Clam Gulch, AK 99568. j fU $ M Postage .D Certified Fee postmark D Return Receipt Fee Here 0 (Endorsement Requlretl) C3 (Endorsement Restricted Delivery ed) FeeLn un r-1 Total Postage BFes 0 7 Sent To E3 Srreei;nbiNo:'"' Charles Wilson Gillespie E3 or PO box No. azir+"d P•0• Box 1341 Sterling, AK 99672 U.S. Postal Service...RECEIPT Service,. CERTIFIED ostal MAIL,, RECEIPT (Domestic Mail Only; No Insurance Coverage Provided) FFO. IFIED MAIL,, For delivery information visit our website at www.usps.coma Provided) Mail Only; No Insurance Coverage tic information visit aur website at www.usps.com_� ery fU $ M Postage .D Certified Fee postmark D Return Receipt Fee Here 0 (Endorsement Requlretl) C3 (Endorsement Restricted Delivery ed) FeeLn un r-1 Total Postage BFes 0 7 Sent To E3 Srreei;nbiNo:'"' Charles Wilson Gillespie E3 or PO box No. azir+"d P•0• Box 1341 Sterling, AK 99672 s N M Postage Certified Fee Postmark O Return Receipt Fee O (Endorsement Required) r Hero M Restricted Delivery Fee, C3 (Entlarsement Required) Ln r9 Total Postage & F- Sent To s Michael J. Morgan 1_3 P.O. Box 1248 ry arPOeoxNo. Kasilof, AK 99610 c%ry Slate, 27F+4' :r Postal CERTIFIED MAIL,,, RECEIPT (Domestic Mail Only; No Insurance Coverage Provided) co M1 FFC. IL U S g N frl Postage $ .D M Certified Fee 0 Return Recelpt Fee Postmark CM(Endorsement Required) Here Restricted Delivery Fee C3 (Endorsement Required) Ln = Sent To r-qM � Suzanne Eileen Osemore I� M orPOBF 10245 Part St. #A IL or PO Ba crn. srdir Bellflower, CA 90706 •- --- U.S. Postal Service,. CERTIFIED MAIL,, RECEIPT (Domestic Mail Only; No Insurance Coverage Provided) For delivery information visit our website at www.usps.coma s N M Postage Certified Fee Postmark O Return Receipt Fee O (Endorsement Required) r Hero M Restricted Delivery Fee, C3 (Entlarsement Required) Ln r9 Total Postage & F- Sent To s Michael J. Morgan 1_3 P.O. Box 1248 ry arPOeoxNo. Kasilof, AK 99610 c%ry Slate, 27F+4' :r Postal CERTIFIED MAIL,,, RECEIPT (Domestic Mail Only; No Insurance Coverage Provided) co M1 FFC. 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O FTo Susan Eileen o3 10245 Park St. #A Bellflower, CA 90706 Postal CERTIFIED o (Domestic Mail Only; NO MAIL,,, . ru In (13 r N M 'Postage :II CeNiled Fee O Postmark 13 Return Regelpt Fee Here r3 (Endorsement Required), O Restricted Delivery Fee Q (Endorsement Required) ra Total Posh -- — O Sent To Z11 Sent Renee Osemore o 9NWAa( 10245 Part St. #A r� or PoBw cry Bellflower, CA 90706 s � OFFMAL USE ru rrl 'Postage $ Jn Certified Fee p Postmark O Return Receipt Fee Here C3 (Endorsement Requiretl) Restricted Delivery Fee (Endorsement Requiretl) Ln a Totall' ED q sane Kenneth D. Stegman v ,Foo 16315 Kings WayDrive r orPo6 ay"sa Anchorage, AK 99516-6924 Postal CERTIFIED MAILT, RECEIPT —( "Oe8tic mail Only; No insurance Caveracte Provided) m M1 con M SIM OFFICIAL U , nu M :Requlmd) age $ _a O Fee M ReturnFee Postmark O (Endomem- Here RestrictedFee0(Entlorsemed) Ln r-1 Total Po —_ .— __---- O sent To MarcellusJohnSterk 0 8§rezf, 4 1415 Orchard Street M1 or PO ea Belleville, IL 62221 ClN. 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Hutchison 223 E. 130 Court Kansas City, MO 64145 Colombie, Jody J (DOA) From: Paul Craig <drpaulcraig@gmail.com> Sent: Tuesday, December 12, 2017 8:47 PM To: Colombie, Jody J (DOA) Cc: don shaw Subject: hearing Jody: Don Shaw has asked me to attend the hearing and to bring copies of some evidence for the Commission to review. Don will be testifying telephonically because he is still in Florida recovering from his heart surgery. I've clear my schedule and will be there, Thursday morning at 10 am. Paul Colombie, Jody J (DOA) From: don Shaw <shawmanseafoods@yahoo.com> Sent: Monday, December 11, 2017 2:59 AM To: Colombie, Jody J (DOA) Subject: Re: Hilcorp hearing this week Yes, it seems that I have no choice if I'm to defend what is rightfully mine. Am still in the hospital after surgery as they try to figure out why my heart is not preforming right. My health doesn't seem to be an issue to neither our State or Hilcorp, only the need to keep stealing from the patent fee holders, apparently, even if it could kill them. Give me a call for the teleconference, I must attend. On Sun, 12/10/17, Colombie, Jody J (DOA) <jody.colombie@alaska.gov> wrote: Subject: Hilcorp hearing this week To: "drpaulcraig@gmail.com" <drpaulcraig@gmail.com>, "Don Shaw" <shawmanseafoods@yahoo.com> Date: Sunday, December 10, 2017, 8:37 PM As a follow-up will you be attending the Hilcorp hearing this Thursday at 10 am? Mr Shaw please let me know if you be attending telephonic so I can plan accordingly. Thank you. Jody. Sent from my Whone Colombie, Jody J (DOA) From: Colombie, Jody J (DOA) Sent: Wednesday, November 29, 2017 10:37 AM To: don shaw Cc: Charlene F. Vozar; Paul Craig; Kevin Tabler; 'Michael Schoetz'; Colombie, Jody 1 (DOA) Subject: RE: Don Shaw Mr. Shaw, The Commissioners have discussed your request and they have agreed to allow you to participate telephonically at the December 14, 2017 at 10:00 am. The call in number is (907) 677-0258. Jody J. Colombie AOGCC Special Assistant Alaska Oil and Gas Conservation Commission 333 West 7th Avenue Anchorage, Alaska 99501 Office: (907) 793-1221 Fax: (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 jody.colombie@alaska.gov. -----Original Message ----- From: Paul Craig [mailto:drpaulcraig@gmail.com) Sent: Wednesday, November 29, 2017 6:10 AM To: Charlene F. Vozar <cvozar@bgolaw.pro> Cc: Colombie, Jody J (DOA) <jody.colombie@alaska.gov>; don shaw <shawmanseafoods@yahoo.com> Subject: Don Shaw This email is written to inform everybody involved in the recent email exchange regarding Don Shaw that Mr. Shaw now has access to his laptop computer and email. He is copied with this email. He is going through various cardiac procedures as an inpatient and his ability to respond to email may not be predictable. But currently, he can be reached via email. He also has his cell phone as communicated in the letter I sent as a PDF attachment. I also provided the hospital telephone numbers in case the AOGCC is unable to communicate with Mr. Shaw directly. Thank you. Paul Colombie, Jody J (DOA) From: Paul Craig <drpaulcraig@gmail.com> Sent: Wednesday, November 29, 2017 6:10 AM To: Charlene F. Vozar Cc: Colombie, Jody J (DOA); don shaw Subject: Don Shaw This email is written to inform everybody involved in the recent email exchange regarding Don Shaw that Mr. Shaw now has access to his laptop computer and email. He is copied with this email. He is going through various cardiac procedures as an inpatient and his ability to respond to email may not be predictable. But currently, he can be reached via email. He also has his cell phone as communicated in the letter I sent as a PDF attachment. I also provided the hospital telephone numbers in case the AOGCC is unable to communicate with Mr. Shaw directly. Thank you. Paul Davies, Stephen F (DOA) From: Cody Terrell <cterrell@hilcorp.com> Sent: Monday, October 2, 2017 1:27 PM To: Davies, Stephen F (DOA) Subject: RE: Proposed Amendment to CO 701A (Ninilchik Field) - Possible Drafting Error on Exhibit "A" Steve, Under CO 701, paragraph 2 of the "Findings" section, it states that the affected area "is coincident with the current NU boundaries". At that time, the Ninilchik Unit did not include the NW 1/4NE1/4 of Section 7, TIN, R12W. After CO 701 was issued, CO 701 A was issued and the legal description of the Affected Area was corrected, but it still did not include the NWIANE1/4 of Section 7, TIN, R12W. After CO 701A was issued, the Ninlchik Unit was expanded to include the NWIANEIA of Section 7, TIN, R12W, but the CO was never changed to include this portion. When drafting the application to expand CO 701 A, 1 mistakenly assumed the Unit boundary and CO Affected Area were still one in the same. The amendment to CO 701A should include the NW 1 /4NEI/4 of Section 7, TIN, RI 2W, making it coincident with the current NU boundaries. Regards, Cody T. Terrell Landman Hilcorp Alaska, LLC Direct: 907-777-8432 Cell: 713-870-4532 From: Davies, Stephen F (DOA) [mailto:steve.davies@alaska.gov] Sent: Monday, October 02, 2017 10:51 AM To: Cody Terrell <cterrell@hilcorp.com> Subject: RE: Proposed Amendment to CO 701A (Ninilchik Field) - Possible Drafting Error on Exhibit "A" Cody, In your email dated 8/31/2017, below, you stated that Rule 2 is the only proposed change to current CO 701A. While looking at Exhibit "A" of Hilcorp's application to amend CO 701A, I noticed that the NW1/4 of the NEI/4 of Section 7, TIN, R12W appears to be shaded with light green color indicating that it is part of the Affected Area for that order. Current CO 701A and Hilcorp's application both list only the NW1/4 of Section 7, 1N, R12W within the Affected Area. The rest of the map matches the Affected Area as listed in CO 701A. Could you please check this and submit a corrected Exhibit "A" map if there is indeed a drafting error? Thanks, Steve Davies AOGCC 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 Steve Davies at 907-793-1224 or steve.daviesCdalaska.gov. From: Cody Terrell [mailto:cterrellC@hilcorp.coml Sent: Thursday, August 31, 2017 3:02 PM To: Davies, Stephen F (DOA) <steve.davies@alaska.gov> Subject: RE: Proposed Amendment to CO 701A (Ninilchik Field) Steve — That was an oversight by Hilcorp (myself). The SE 1/4 of Section 15, TOIS, R14W, SM, AK should be included in the affected area of CO 701 A. Rule 2 is the only proposed change. Sorry for the mistake. Regards, Cody T. Terrell Landman Hilcorp Alaska, LLC Direct: 907-777-8432 Cell: 713-870-4532 From: Davies, Stephen F (DOA)[mailto:steve.davies@alaska.govl Sent: Thursday, August 31, 2017 1:33 PM To: Cody Terrell <cterrell@hilcorp.com> Subject: Proposed Amendment to CO 701A (Ninilchik Field) Cody, I'm reviewing Hilcorp's application to amend CO 701A and I noticed a slight discrepancy between the Affected Area of CO 701A and the Affected Area stated in Hilcorp's application. The Current Affected Area of CO 701A includes the SE1/4 of Section 15, TIS, R14W, SM. However, the Affected Area specified in Hilcorp's current application to amend C0710A omits this quarter section. Is this an oversight, or did Hilcorp intentionally omit this quarter section? Thanks, Steve Davies AOGCC 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 Steve Davies at 907-793-1224 or steve.davies(a)alaska.eov. C� -l7 014 Davies, Stephen F (DOA) From: Cody Terrell <cterrell@hilcorp.com> Sent: Thursday, August 31, 2017 3:02 PM To: Davies, Stephen F (DOA) Subject: RE: Proposed Amendment to CO 701A (Ninilchik Field) Steve —'That was an oversight by Hilcorp (myself). The SEI/4 of Section 15, TOl S, R'14W. SM, AK should be included in the affected area of CO 701 A. Rule 2 is the only proposed change. Sorry for the mistake. Regards, Cody T. Terrell Landman Hilcorp Alaska. LLC Direct: 907-777-8432 Cell: 713-870-4532 From: Davies, Stephen F (DOA) [mailto:steve.davies@alaska.gov] Sent: Thursday, August 31, 2017 1:33 PM To: Cody Terrell <cterrell@hilcorp.com> Subject: Proposed Amendment to CO 701A (Ninilchik Field) Cody, I'm reviewing Hilcorp's application to amend CO 701A and I noticed a slight discrepancy between the Affected Area of CO 701A and the Affected Area stated in Hilcorp's application. The Current Affected Area of CO 701A includes the SE1/4 of Section 15, T1S, R14W, SM. However, the Affected Area specified in Hilcorp's current application to amend C0710A omits this quarter section. Is this an oversight, or did Hilcorp intentionally omit this quarter section? Thanks, Steve Davies AOGCC CONFIDENTIALITY NOTICE: Thise-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 Steve Davies at 907-793-1224 or steve.daviesCwalaska.eov.