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Home My WebLink About931770 I I RECEIVED 8/1/2007 at 10:46 AM RECEIVING # 931770 BOOK: 667 PAGE: 577 JEANNE WAGNER LINCOLN COUNTY CLERK, KEMMERER, WY UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS Ifront and back) CAREFULLY A. NAME & PHONE OF CONTACT AT FILER (optional] B. SEND ACKNOWLEDGMENT TO: (Name and Address) 000577 CapitoÌ Services, Inc. p.o. Box 1831 Austin, TX 78767 800/3454647 L -.J THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY 1. DEBTOR'S EXACT FULL LEGAL NAME - in.ert only O-Dll debtor neme (1a or 1bl - do nol abbraviate or combine name. 1.. ORGANIZATION'S NAME Anadarko Petroleum Corporation OR 1d. TAX 10 If: SSN DR EIN 11. JURISDICTION OF ORGANIZATION Delaware COUNTRY USA 1b. INOIVIDUAL'S LAST NAME FIRST NAME 1 c. MAILING AODRESS 1201 Lake Robbins Drive CITY The Woodlands o NONE 2. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - in.ert only OllJL debtor name IZa or Zb) - do not abbreviate or combin a name. Za. ORGANIZATION'S NAME OR Anadarko E&P Company LP 2b. INOIVIDUAL'S LAST NAME FIRST NAME II1IDDLE NAME SUFFIX 2c. MAILING ADDRESS CITY TATE rDSTAL CODE CDUNTRY 1201 Lake Robbins Drive The Woodlands TX 77380 USA 2d. TAX ID If: SSN OR EIN I~DD'L INFO RE .12.. TYPE OF ORGANIZATION 2f. JURISDICTION OF ORGANIZATION 2g. ORGANIZATIONAL 10 If, If any ORGANIZATION I Ltd Partnership ( Delaware I 0616120 o NONE DEBTOR . 3. SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE of ASSIGNOR SIP) - in.art only OllJL ..cured party namal3a or 3b) 3a. ORGANIZATION'S NAME OR The Royal Bank of Scotland plcr Agent 3b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX 3c. MAILING ADDRESS CITY TATE rOSTAL CODE COUNTRY 600 Travis, Suite 6500 Houston TX 77002 USA 4. This FINANCING STATEMENT covers the following collateral: All that certain collateral more particularly described on Schedule 1 attached hereto and incorporated herein. NON-UCC FILING B. OPTIONAL FILER REFERENCE DATA Lincoln County, WY (May Advance - 17297B) FILING OFFICE COPY -NATIONAL UCC FINANCING STATEMENT (FORM UCC1) (REV. 07/29/98) HOU:2715311.1 UCC FINANCING STATEMENT ADDENDUM FOLLOW INSTRUCTIONS !front and back) CAREFULLY 9. NAME OF FIRST DEBTOR (1a or 1b) ON RELATED FINANCING STATEMENT Sa. ORGANIZATION'S NAME OR Anadarko Petroleum Corporation 9b. INDIVIDUAL'S LAST NAME IFIRST NAME riDDLE NAME, SUFFIX 10. MISCELLANEOUS: 000578 .-.. 11. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - i n..rt only OM nama 1118 or 11bl - do not abbreviate or combine name. 11 a. ORGANIZATION'S NAME OR Kerr-McGee Oil & Gas Onshore LP 11 b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX 11 c. MAiliNG ADDRESS CITY STATE rOSTAl CDOE OUNTFlY 1201 Lake Robbins Drive The Woodlands TX 77380 USA 11d. TAX ID #: SSN OR EIN g:D'lINFO FIE 11.. TYPE OF ORGANIZATIONI11f. JURISDICTION OF ORGANIZATION (11g. ORGANIZATIONAllD #, If anv o NONE ORGANIZATION . 2267653 ERTnR ,Ltd. Partnershio I Delaware I 12·0 ADDITIONAL SECURED PARTY'S or 0 ASSIGNORS SIP'S NAME - insert only I!Mnama (12. or 12bl 12a. ORGANIZATION'S NAME OR 12b. INDIVIDUAL'S lAST NAME MIDDLE NAME UFFIX IRST NAME 12c. MAILING ADDRESS ITY TATE rOSTAL CODE COUNTRY 13. This FINANCING STATEMENT covers 0 timber to be cut or [8J 8S1XU8C(ed 16. Additional collateral ducription: collateral, Dr is filed as a 0 fixture filing. 14. Description of r_al estate: 15. Name and address of 8 RECORD OWNER of above-described rS81 estate (if Debtor does not have 8 record interest): 1 7. Check m if applicabla and chack m one box. Debtor is 0 Trust or 0 Trustee acting with respect to property held in trust or D Decedent's Estate 18. Check QDlx if applicable and check ~ one box. o Debtor I. . TRANSMITTING UTILITY o Filød in connection with 8 Mønuflctured-Home Transaction - effect.. 30 years In Filed In connection with a Public-Finance Transaction - effltive 30 years FlUNG OFFICE COpy -NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORM UCC1Ad) IREV. 07/29/98) HOU:2715311.l Schedule 1 000579 Collateral means: (i) the Subject Hydrocarbons and the Receivables resulting from the sale thereof at the well head; (ii) each and every Contract; (iii) any and all additions, accessions and improvements to, all substitutions and replacements for and all products and proceeds of or derived from all of the foregoing items described above in this definition of Collateral; and (iv) the deposit account (the "Proceeds Account") jointly designated by Debtors and Secured Party at the financial institution agreed upon by said parties to hold any of the proceeds of the Collateral pursuant to the terms of the Security Agreement and the Drilling and Funding Agreement; in each instance, however, only to the extent such Collateral relates to a Designated Well that is described in this or another financing statement filed pursuant to the Security Agreement or the Drilling and Funding Agreement or on any Exhibit attached hereto or thereto, as same may be modified, supplemented or amended from time to time. The following terms used in the description of the Collateral shall have the meanings specified below: "Contracts" means all contracts to which the Grantor now is, or hereafter will be, bound, or a party, beneficiary or assignee but only to the extent such contracts relate to the sale, gathering, treatment, processing or transportation of Subject Hydrocarbonsr and all exhibits, schedules and other attachments to such contracts, as the same may be amended, supplemented or otherwise modified or replaced from time to time. "DesiQnated Well" means any oil or gas well that is a Designated Well under the Drilling and Funding Agreement and includes, without limitation, each well described on this financing statement or any subsequent amendment hereto. "Drilling and Funding Agreement" means the Drilling and Funding Agreement among Debtors, as Owners, and The Royal Bank of Scotland pic, Ramshorn Investments, Inc." NGP Capital Resources Company, TCW Energy Fund XIV, L.P., TCW Energy Fund XIV-A, L.P., and TCW Energy Fund XIV (Cayman), L.P., as Funding Parties, dated as of April 24, 2007 but effective as of January 1, 2007. "Receivables" means all of the Grantors' rights to payment for Subject Hydrocarbons sold, whether now in existence or arising from time to time hereafter.. "Securitv Agreement" means the Security Agreement, between Debtors, as Grantors, and Secured Party, as agent for itself and the other Secured Parties, dated April 24, 2007, but effective as of January 1 r 2007, as the same may be modified, supplemented or amended from time to time in accordance with its terms. "Subiect Hvdrocarbons" means all oil, gas, natural gas liquids and other hydrocarbons in and under and that may be produced from the Designated Wells after January 1, 2007, except to the extent specifically excluded therefrom pursuant to the terms of the Drilling and Funding Agreement. I-IOU:2715311.1 Exhibit A "000580 Description of Designated Wells Well Name: Ballerina 10-11 Anadarko Well Number: 94596 Rowl Number: 9300 State: Wyoming County: Lincoln Legal Description Type: Jeffersonian Township: 21.0 N Range: 113.0 W Prime Meridian: 6 Section: 11 Quarter: NE NW HOU:2715311.1 May Advance OOOSBj. R. 118 W. 1372' I : . I : ~ I , ------------~ I I I I - ---1_ - _11 ------ ¡' BALLERINA 10-11 I UNGRADED ELEVATION: I 6671.2' f H e'r04':tI' .., Q3ê4.17') 9.06' <1324.76') N ~ .., . po,: ....¡;¡ ~t; M 16 > ~ ------------- ß 8& "',..: 8 SCALE: 1-..1000' T. 21 N. ~ "" M ;e :. LAmvDE NORTH 41.817997 DEG. LONGITUDE Yt£ST "0.205025 DEG. . :; iñ Ö C> '" NORTHING 422831.604- EAS77NG 103378.34 Basis of Elevation: USGS spot elevotlon located ot the HE comer See, 11, 12tN, R113W ElevatIon . 6667' DATUM spes viiWC (NAO 27) 1000 500 If o 1000 2000 I SURVEYOFrS STATEMENT SCALE FEET /, LouIs A. Pence, of Rock Springs, Wyoming, hereby state: This map was made from notes taken during an actual survey under my direct supervisIon on October· J, 2006. and it correctly shows the location of BALLERINA 10-11. . EXHIBIT 1 ~RlR'1N. ASSOCIATEB,INC. /r NOTES . WELL LOCATION . FOUND MONUMENT (BC) 1414 Ð./( ST., SUITE æ2 ROCK SPRINGS, WI' 82fJ(J1 (801) 3IJ2-6028 SCALE: .,. -100D' JOB No, 14744 DA n:: 1011110Ø PUT OF Dlln~r·lNG LOCA1JON FOR KERR-MCGEE OIL" GAS ONSHORE U 1257' F/NL& 1372' FJJn, SECDON 11, 1'.21 N., .. 113 W., itb P.IL UNCOLNœ~' WYOMING