IPAA OGIS East – New York, NYMonday, April 16, 2012

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Safe Harbor Statement

This document contains forward-looking statements that involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements. Atlas Resource Partners, L.P. (“ARP”) cautions readers that any forward-looking information is not a guarantee of future performance. Such forward-looking statements include, but are not limited to, statements about future financial and operating results, resource potential, ARP’ plans, objectives, expectations and intentions and other statements that are not historical facts. Risks, assumptions and uncertainties that could cause actual results to materially differ from the forward-looking statements include, but are not limited to, uncertainties regarding the expected financial results of ARP, which is dependent on future events or developments; assumptions and uncertainties associated with general economic and business conditions; changes in commodity prices; changes in the costs and results of drilling operations; uncertainties about estimates of reserves and resource potential; inability to obtain

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drilling operations; uncertainties about estimates of reserves and resource potential; inability to obtain capital needed for operations; ARP’s level of indebtedness; changes in government environmental policies and other environmental risks; the availability of drilling equipment and the timing of production; and tax consequences of business transactions. In addition, ARP is subject to additional risks, assumptions and uncertainties detailed from time to time in the reports filed by ARP. with the U.S. Securities and Exchange Commission, including the risks, assumptions and uncertainties described in ARP’s registration statement on Form 10 and quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K. Forward-looking statements speak only as of the date hereof, and ARP does not assume any obligation to update such statements, except as may be required by applicable law.

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Organizational Structure

Public Unitholders

35% LP InterestAtlas Energy L.P. (NYSE: ATLS)

63% LP & 2% GP Interest

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NYSE: ARP

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ARP Investment Highlights

• Low Risk Profile

• Long-lived reserve base

• Strong hedging program

• Low leverage position

• Fee-based income stream from investment partnerships

• Multiple Opportunities to Grow Cash Flow

• Accretive Acquisitions

• Organic Leasehold Expansion

• Development through Investment Partnership Business

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• Development through Investment Partnership Business

• Uniquely Advantaged Business Model

• Leading Sponsor of Tax Advantaged Investment Partnerships

• Enhanced rate of return

• Raised > $1.5 billion over last 6 years

• Production and Drilling Opportunities in Attractive Plays

• Marcellus & Utica Shales

• Mississippi Lime

• Barnett Shale

“The First Three Weeks”

ARP units are distributed to existing Atlas Energy, LP (ATLS)

unitholders

Two days later, ARP announces acquisition of 277 Bcfe of

proved reserves and undeveloped locations in the Barnett

3/14/2012

3/16/2012

ARP has already demonstrated its ability to provide strong value to its unitholders through accretive transactions

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proved reserves and undeveloped locations in the Barnett

Shale from Carrizo

Two weeks later, ARP announces joint venture with Equal

Energy, Ltd. in the core of the Mississippi Lime play in

northwestern OK

4/4/2012

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ARP Profile

Market Capitalization

Debt Outstanding

Enterprise Value

Proved Reserves

~ $900 million (32.2 MM common units outstanding)(1)

$70 million(1) ($250 million borrowing base)

~ $970 million

~ 450 Bcfe(1) (~ 70% proved developed)~ 825 Bcfe total reserves under management

Atlas Resource Partners (NYSE: ARP)

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As of 4/13/2012 (pro forma for Barnett acquisition):

Focused Development Areas

~ 825 Bcfe total reserves under management

~ 70 Mmcfe/d(1)

Appalachia (PA, OH, WV, TN); Colorado; Texas; Oklahoma

Marcellus Shale; Utica Shale; Mississippi Lime; Barnett Shale

(1) Pro forma for additional 6 MM common units issued in conjunction with a private placement , as well as borrowings made on ARP’s credit facility, to fund the Barnett Shale assets acquired in April 2012

Oil & Gas Production

Primary Targeted Plays

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Barnett Shale Transaction

� Provides ARP with entry point into the core of the Barnett Shale

� Transaction is expected to be accretive to 2H 2012 and FY 2013

common unit distributions

� ARP has hedged 100% of available production in the 1st year and a

substantial amount in years 2-5

Atlas Resource Partners (NYSE: “ARP”) announced the acquisition of approximately 277 Bcfe of proved reserves in Texas’s Barnett Shale for approximately $190 MM from Carrizo Oil and Gas

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substantial amount in years 2-5

� Pro forma for the transaction, ARP will remain under-leveraged at 0.9x

Debt / EBITDA, substantially below the peer average; balance sheet

flexibility allows for future expansion opportunities

� Transaction is expected to close in late April 2012

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Asset Overview

� Majority of the assets located in the Core portion of the Barnett Shale

� Most assets located in the Mansfield region of Southeast Tarrant County and Southern Denton County

� 277 Bcfe of proved reserves; 99% gas, 52% PDP

EOG Resources

EVEP

Atlas

Chesapeake Energy

Devon Energy

Quicksilver Resources

Asset Details

Atlas Position

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gas, 52% PDP

� 198 gross producing wells; ~ 60% operated

� 97 Gross PUD & PDNP locations

� All acreage is held by production

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$0.90

$1.00

Dis

trib

uti

on

per

Co

mm

on

Un

it $0.85 - $0.90$2.30

$2.40

$2.50

Dis

trib

uti

on

per

Co

mm

on

Un

it

$2.25 - $2.40

Projected Accretion to Common Unitholders

The acquisition of the Barnett Shale assets will be accretive to ARP common unit distributions

2H 2012 Common Unit Distributions

2H 2012 Accretion6% - 12%

2013 Common Unit Distributions

2013 % Accretion7% - 15%

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$0.60

$0.70

$0.80

Standalone Pro Forma

Dis

trib

uti

on

per

Co

mm

on

Un

it

$0.80

$1.90

$2.00

$2.10

$2.20

Standalone Pro Forma

Dis

trib

uti

on

per

Co

mm

on

Un

it

$2.10

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Strong Gas Hedge Position

� Within 2 days of signing the PSA with CRZO, ARP hedged 100% of its forward 12 month Barnett production, and a substantial amount of the production for the subsequent four years

Natural Gas

$4.68 $5.12 $5.08 $5.27

$4.77

$2.67

$3.44

$3.90

$4.15

$4.40

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subsequent four years

� ARP continues to employ a consistent hedge strategy to ensure stability of its cash flow streams

Crude Oil

Prices shown are per thousand cubic feet (Mcf) for natural gas and per barrel (bbl) for oilCostless collar prices represent the floor and ceiling price established in the collar position.For natural gas hedges, price includes an estimated positive basis differential and Btu (British

thermal unit) adjustment

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$103.58 $100.57 $97.69 $93.97 $92.08

$90 –$117.91

$90 –$116.40

$80 –$121.25

$80 –$120.75

500

600

700

800

900

PUD/PDNP

Pro Forma Reserve Summary

The Barnett acquisition more than doubles ARP’s proved reserves and enhances the long-lived nature of its asset base

450

825

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0

100

200

300

400

500

Net Pro Forma Reserves Total Managed Reserves

PUD/PDNP

PDP

(1) Based on 12/31/2011 reserve totals.11

450

Bc

fe

ARP plans to be one of the least levered companies in the E&P MLP sector with ample capacity to continue taking advantage of new opportunities that present themselves in the marketplace

Comparable Peer Credit Profiles

2012E Debt / EBITDA

4.4x

4.0x

5.0x

(in mi l l i ons $)

Pro Forma(1)

December 31, 2011

Cash & Cash Equivalents $77.2

Credit Facility Borrowings $70.0

Partners' Capital $707.3

<#>Source: Company Filings; FactSet. Comp group includes PSE, LINE, VNR, EVEP, BBEP, LGCY and QRE.Note: Assumes ARP finances 2012 capital program with borrowings on existing credit facility.

2.9x

2.7x2.6x 2.5x

1.6x

0.9x

0.3x

0.0x

1.0x

2.0x

3.0x

A B C D E F ARP G

(1) Pro forma for additional 6 MM common units issued in conjunction with a private placement , as well as borrowings made on ARP’s credit facility, to fund the Barnett Shale assets acquired in April 2012

Total Capitalization $854.5

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Mississippi Lime JV Position

• ARP entered into a joint venture with Equal Energy (NYSE, TSX: EQU) to acquire a 50% interest in ~ 14,500 acres in the core of the Mississippi Lime play in northwestern OK

• Acreage is located in Alfalfa, Grant and Garfield counties; oil & liquids rich portion of the playARP/EQU

JV Position

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liquids rich portion of the play

• Position is primarily held by existing production in the Hunton formation

• Joint venture transaction is expected to close in late April 2012

JV Position

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Multiple Growth Drivers

Accretive Acquisitions Organic Leasehold ExpansionDevelopment through

Investment Partnership Programs

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Balanced and focused approach to growth provides multiple avenues for accretive cash flow expansion

Partnership Management: Strong History of Growth

Partnership Management

Over $1.5B in funds raised in the past 5 years

40 year history of fundraising

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Business

120+ broker dealers selling

programs in all 50 states

Over 50,000 individual investors

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Syndication Business Model

Value to

Drilling Partners

Value to

Atlas Resource

• Substantial 1st year tax deduction (~90% of investment) against ordinary income

• Upfront fees from fundraising; 15-18% over costs paid by partners

• Carried interest of 5-7% in

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• Monthly cash flows from production of wells

• Tax deductions beyond 1st year for depletion and depreciation

• Carried interest of 5-7% in production; total working interest of ~30%

• Ongoing monthly fees for life of the well

• Credit received for cost paid for leasehold acreage

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GP Sponsor of E&P Investment Programs: Growth in Fees and Production Cash Flow

$10.00

$20.00

$30.00

$40.00

$50.00

$60.00

$70.00

$80.00

$90.00

$100.00

Pa

rtn

ers

hip

Ma

rgin

(m

m$

) (1

)

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• Sponsorship of Investment Programs provide ATLS with up-front fees and on-going fees, as well as a promoted interest in the production of oil and gas wells

(1) Partnership margin is comprised of Well Construction & Completion margin, Well Services margin and Administration & Oversight Fees

$-

$10.00

$- $50 $100 $150 $200 $250 $300 $350 $400

Funds Raised (mm$)

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Foundational Core Producing Assets

NY

PAOH

TN

Appalachia:• > 8,500 producing wells• 31.5 Mmcfe/d of net production as of Q4 2011• Atlas is connecting 16 Marcellus wells in Q1 2012 (11 newly drilled

wells + 5 re-connected); 8 turned online in March 2012• Atlas also plans to drill several new Marcellus wells in northeastern

PA in upcoming fundraising programs

Appalachia:• > 8,500 producing wells• 31.5 Mmcfe/d of net production as of Q4 2011• Atlas is connecting 16 Marcellus wells in Q1 2012 (11 newly drilled

wells + 5 re-connected); 8 turned online in March 2012• Atlas also plans to drill several new Marcellus wells in northeastern

PA in upcoming fundraising programs

Niobrara:Niobrara:

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Niobrara:

• 180,000 acres through farm-in arrangement in NE Colorado

Niobrara:

• 180,000 acres through farm-in arrangement in NE ColoradoCO

WY

NE

KS

INILNew Albany:• ~130,000 net acres (~ 83% undeveloped)• 3.1 Mmcf/d in net production as of Q4 2011

New Albany:• ~130,000 net acres (~ 83% undeveloped)• 3.1 Mmcf/d in net production as of Q4 2011

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Appalachia Assets

� Reserves > 80% PDP; >90% natural gas

� Over 8,500 producing wells located in PA, OH and NY

� Low-declining production, long lived wells

� Provides a solid base of cash flow

� Over 70% of the existing wells have been drilled through the syndicated programs over the years

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� Includes over 200 vertical wells and 30 horizontal wells in the Marcellus Shale (additional horizontal wells to be completed and TIL this year)

� ARP plans to drill several new Marcellus horizontal wells in the northeastern PA region in 2012 through the investment partnership business

� Represents ARP’ first development in this region of the Marcellus Shale

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Ohio Operations

Atlas Energy Has Over 2,900 Wells In Ohio

DeerfieldDistrictOffice

NewPhiladelphiaDistrict

� ARP’s Ohio operations:

– Over 2,900 producing wells

– 75,000+ developed net acres

– Long lived reserves with low decline (9 MMcf/d of gross production)

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DistrictOffice

CambridgeDistrictOffice

� ARP has existing land operations in eastern Ohio to take advantage of development opportunities in the region

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