(gg - utahto mud/gas separator and/or pit 2* une ' 3" eune to pit to mud/gas separator andlor pit 2"...

STATE OF UTAH FORM 3DEPARTMENT OF NATURALRESOURCES

DIVISIONOF OIL, GAS AND MINING AMENDED REPORT(highlight changes)

APPLICATION FOR PERMIT TO DRILL ANER6A SE OSOENEOA6. SURFAcF

E7. IF INDIAN,ALLOTTEE OR TRIBE NAME:

1A. TYPE OF WORK: DRILL REENTER DEEPEN UTE8. UNIT or CA AGREEMENT NAME:

B. TYPE OF WELL: OIL GAS OTHER SINGLE ZONE MULTIPLEZONEN/A

2. NAME OF OPERATOR: 9. WELL NAME and NUMBER:BERRY PETROLEUM COMPANY LC TRIBAL 10-26D-46

3. ADDRESS OF OPERATOR: PHONE NUMBER: 10. FIELD AND POOL, OR WILDCAT:RT. 2 BOX 7735 ciyy ROOSEVELT STATE UTAHZIP 84066 (435)722-1325

4. LOCATION OF WELL (FOOT S 11. QTERR/IDTRSECTION, TOWNSHIP, RANGE,

AT SURFACE: 1969' FSC, 2z83' FEL NAD 27 . (NWISE)O3 f.D )(' g(gg 40.102469 LAT - (0,g SEC. 26, T.4S., R.6W.

AT PROPOSED PRODUCING ZONE: BHL:1968' FSE, 1858' FEL 110.528489 LONG U.S.B.&M.14. DISTANCE IN MILES AND DIRECTION FROM NEAREST TOWN OR POST OFFICE: 12. COUNTY: 13. STATE:

16.8 MILES FROM DUCHESNE, UTAH DUCHESNE | UTAH15. DISTANCE TO NEAREST PROPERTY OR LEASE LINE (FEET) 16. NUMBER OF ACRES IN LEASE: 17. NLMBER OF ACRES ASSIGNED TO THIS WELL:

1969' 80.00 4018. DISTANCE TO NEAREST WELL (DRILLING,COMPLETED, OR 19. PROPOSED DEPTH: 20. BOND DESCRIPTION:

APPLIED FOR) ON THIS LEASE (EEET)N/A 6225' RLBOOO5651

21. ELEVATIONS (SHOW WHETHER DF, RT, GR, ETC.): 22. APPROXIMATE DATE WORK WILLSTART: 23. ESTIMATED DURATION:

7091' GR REFER TO BPC SOP PLAN REFER TO BPC SOP PLAN24. PROPOSED CASING AND CEMENTING PROGRAM: SEE ATTACHMENT

SIŽE OF HOLE CASING SIZE, GRADE, AND WEIGHT PER FOOT SETTING DEPTH CEMENT TYPE, QUANTITY,YIELD,AND SLURRY WEIGHT

12 1/4 8 5/8 J-55 STC 24# 300' TYPE III+ ADDITIVES 130 SX 1.43 CFISK 14.3 PPG

7 7/8 5 1/2 J-55 LTC 15.5# 6225' HI-FILL MODIFIED+ADDITIVES 250 SX 3.46 CFISK 11.0 PPG65/36 POZ+6% GEL+3% KCL+ADDITIVES 300 SX 1.92 CF/SK 13.0 PPG

I i iI i i

NOTE: ACTUAL VOLUMES PUMPED WILL BE CALIPER HOLE VOLUME+25% EXCESS

25. ATTACHMENTS: SEE CEMENT RECOMMENDATIONATTACHMENT

VERIFY THE FOLLOWING ARE ATTACHED INACCORDANCE WITH THE UTAH OIL AND GAS CONSERVATION GENERAL RULES:

WELL PLAT OR MAP PREPARED BY LICENSED SURVEYOR OR ENGINEER COMPLETE DRILLINGPLAN (BPC SOP ON FILE WITH STATE)

EVIDENCE OF DIVISION OF WATER RIGHTS APPROVAL FOR USE OF WATER FORM 5, IF OPERATOR IS PERSON OR COMPANY OTHER THAN THE LEASE OWNER

NAME (PLREEASEPRINT) SEELLE TITLE REGULATORY & RMITTINGSPECIALIST

(This space for State use only) Approvedby theAPI NUMBER ASSIGNED: APPROVAL:

h OMng

RECEIVED(11/2001) (See instructions on Reverse Side)

DIV.0F0lL,GAS&WilNING Actionla Necessary A

BERRY PETROLEUM COMPANYT4S R6W, U.S.B.&M.'Well location, LC TRIBAL #10-26D-46, located asN89°50'W -- 2635.05' (G.L.O.) NSB°02'J4"W

- 2609.79, shown in the NW 1/4 SE 1/4 of Section 26, T4S,/L (** s), R6W, U.S.B.&M., Duchesne County, Utah.Section Corner Section CornerRe-Established gr Re-Established by BASIS OF ELEVATIONBearing Trees Ðearing Trees

BENCH MARK (M67) LOCATED IN THE SW 1/4 OF SECTION 9,T5S, R4W, U.S.B.&M., TAKEN FROM THE DUCHESNE SEQUADRANGLE,UTAH, DUCHESNE COUNTY, 7.5 MINUTE QUAD.(TOPOGRAPHIC MAP) PUBLlŠHEDBY THE UNITED STATESDEPARTMENTOF THE INTERIOR, GEOLOGICALSURVEY. SAIDELEVATIONIS MARKED ON CAP AS BEING 6097 FEET.BASIS OF BEARINGSLINE TABLE BASIS OF BEARINGS IS A G.P.S. OBSERVATION.6 LINE BEARING LENGTH

L1 SBT37'11"E 425.58'

set stone

LC 7R/BALf 0--260--46E/ev. Ungraded Ground = 7093' 2283 o -a ^oo L1

Bottom 1858' e ^o 2z Hole

SC A LECERTIFICATE

coTHIS IS TO CERTIFYTHAT THE A EPARED FROMFIELD NOTES OF ACTUALSUR DER MYSUPERVISIONAND THATTHE ECT TO THE00 BEST OF MY KNOWLEDGE F

Set LStone Ste NOD 013SB921'41"W - 2639.23' (Me¤s.) NB744'41"W - 2610.69' (Meas.) REVISED: 03-30-07 OF UTAH

OFUINTAH ENGINEERING URVEYINGLEGEND:

86 SOUTH 200 EAST -- VERNAL, UTAH 84078(435) 789-1017

=90° SYMBOL

(NAD 83)SCALE DATE SURVEYED: DATEDRAWN:

= PROPOSED WELL HEAD. LATlTUDE = 40 06'08.74" (40.102428) 1" = 1000' 11-15-06 12-08-06LONGITUDE= 110 31'45.12" (110.529200) PARTY REFERENCESA = SECTION CORNERS LOCATED. (NAD 27)

S.H. B.C. P.M. G.L.O. PLATA = SECTION CORNERSRE-ESTABLISHED. LATlTUDE = 40 06'08.89" (40.102469) WEATHER FILE(Not Set on Ground) LONGITUDE= 110°31'42.56" (110.528489) COLD BERRY PETROLEUM

O O

SELF-CERTIFICATION STATEMENT

The following self -certification statement is provided per federal requirements dated June 15, 1988.

Please be advised that Berry Petroleum Company is considered to be the operator of the following well.

LC Tribal 10-26D-46NW 1/4, SE 1/4, 1969' FSL, 2283' FEL, Section 26, T. 4 S., R. 6 W., U.S.B.&M.

BHL: NW ¼, SE ¼, 1968' FSL 1858' FELLease 14-20-H62-5500 (EDA)Duchesne, County, Utah

Berry Petroleum Company is responsible under the terms of the lease for the operations conducted upon thelease lands.

Shelley E. CrozierRegulatory & Permitting SpecialistBerry Petroleum Company4000 South 4028 WestRoute 2, Box 7735Roosevelt, Utah 84066

6OBERRY PETROLEUM COMPANY

LC Tribal 10-26D-46Surface location NW 1/4, SE 1/4, 1969' FSL, 2283' FEL, Section 26, T. 4 S., R. 6 W., U.S.B.&M.

BHL: NW ¼, SE ¼, 1968' FSL 1858' FELDuchesne County, Utah

ONSHORE ORDER NO. 1

DRILLING PROGRAM

1,2 Estimated Tops of Geological Markers and Formations Expected to Contain Water, Oil andGas and Other Minerals

FORMATION DRILL DEPTH * DRILL DEPTH *

@BHL (TVD) @SHL (TVD)

Uinta Surface On SurfaceGreen River 1,749' 1,748'Green River Upper Marker 2,025' 2,018'Mahogany 2,657' 2,651'Tgr3 Marker 3,790' 3,786'Douglas Creek 4,597' 4,597'*Black Shale 5,353' 5,350'*Castle Peak 5,567' 5,562'Uteland Butte Ls. 5,900' 5,900'Wasatch 6,123' 6,124'TD 6,225' 6,225'

Base of Moderately SalineWater (less than 10,000 ppm) 1,723' 1,777'

*PROSPECTIVE PAY

Berry is locating the well at the surface location and directionally drillingfrom this location to minimize surface disturbance and Berry will be able toutilize the existing road and pipelines in the area.

Furthermore, Berry hereby certifies that it is the sole working interest ownerwith 460 feet of the entire directional well bore and the remainder of thesection.

3 Pressure Control Equipment : (Schematic Attached)

The BOP and related equipment shall meet the minimum requirements of Onshore Oil and GasOrder No. 2 for equipment and testing requirements, procedures, etc. A 2M system will beutilized. The attached diagram depicts the use of an annular in conjunction with double rams.However, an annular, double rams or both may be used depending on the drilling rig contracted.Chart recorders will be used for all pressure tests.Test charts, with individual test results identified, shall be maintained on location while drillingand shall be made available to representative upon

Berry Petroleum Compa UteTrlbal Fleid DrillingProgramSeptember 15, 2003

BOPDiagram

Flowune

FIII-UpLine

AnnularPreventer

BIIndRams-mmmmemmmmmmm-mmmm

PlpeRams

KIIIUne Drilling ChokeLineSpool

2,000PSI Choke Manifold Equipment

AdjustableChoke

To Mud/GasSeparatorand/orPit2*Une '

3"eUneTo Pit

To Mud/GasSeparatorandlorPit2" Une

Adjustable

OBerry Petroleum CompanyDrilling ProgramLC Tribal 10-26D-46Duchesne County, UtahPage Two

The anticipated bottom hole pressure will be less than 3,000 psi.

Depth Intervals BOP Equipment

0 - 300' No Pressure Control

300 - 6225' 9" 2000# Ram Type BOP9" 2000# Annular BOP

4 Proposed Casing and Cementing Program

The proposed Casing Program will be as follows:

Purpose Depth Hole Size Casing Size Type Connection Weight

Surface 300' 12 ¼" 8-5/8" J-55 ST&C 24#Production 6225' 7-7/8" 5-1/2" J-55 LT&C 15.5#

Surface Fill Type & Amount

SEE ATTACHED CEMENT PROCEDURES

Production Type & Amount

SEE ATTACHED CEMENT PROCEDURES

For production casing, actual cement volumes will be determined from the caliper log plus a minimumof25% excess.

5 Drilling Fluids Program

Interval Weight Viscosity Fluid Loss Remarks

0' - 300' 8.6 27 NC Spud Mud or air300'-6225' 8.6 27 NC KCL Water

Berry Petroleum Company will use either or a Manual or Electronic Drilling Fluid Monitoringsystem on all well

Berry Petroleum CompanyDrilling ProgramLC Tribal 10-26D-46Duchesne County, UtahPage Three

6 Evaluation Program

Logging Program: HRI-GR-SP with SDL-DSN-PE: surface casing to TD.Preserve samples from all show intervals.

Sampling: 10' dry cut samples: Douglas Creek to TD. Preserve samplesFrom all show intervals.

Surveys: As deemed necessary

Mud Logger: As deemed necessary

Drill Stem Tests: As deemed necessary

Cores: As deemed necessary

7 Abnormal Conditions

No abnormal temperatures or pressures or other hazards are anticipated.

8 Anticipated Starting Dates and Notification of Operations

Drilling Activity:

Anticipated Commencement Date: Upon approval of the APD.Drilling Days: Approximately 6 days.Completion Days: Approximately 7

OOBERRY PETROLEUM COMPANY

LC Tribal 10-26D-46Surface location NW 1/4, SE 1/4, 1969' FSL, 2283' FEL, Section 26, T. 4 S., R. 6 W., U.S.B.&M.

BHL: NW ¼, SE ¼, 1968' FSL 1858' FELDuchesne County, Utah

ONSHORE ORDER NO. 1

MULTI POINT SURFACE USE & OPERATIONS PLAN

1 Existing Roads

To reach the Berry Petroleum Company well, LC Tribal 10-26D-46, in Section 26-T4S-R6W:

Start in Duchesne, Utah. Proceed southwest on US Highway 191. Travel southwest 3.5 miles.Turn west, then travel approx.6.6miles on existing two track. At fork in road go south, travel 4.1miles south (down Skitzy Canyon) at next bend in road take sharp left and go North 2.3 miles.Turn left (west) go 0.3 miles into location for LC Tribal 10-26D-46.

The existing oilfield service road may need some surface material to prevent or repair holes in theroad due to heavy truck traffic during the drilling and completion operation. If repairs are made theoperator will secure material from private sources.

Please see the attached map for additional details.

2 Planned Access Road

See Topographic Map "B" for the location of the proposed access road.

3 Location of Existing Wells

See Topographic Map "C" for the location of existing wells within a lmile radius.

4 Location of Tank Batteries, Production Facilities and Production Gathering and ServiceLines

All permanent (on site for six months or longer) structures constructed or installed will be painteda flat, non-reflective, earth tone color to match one of the standard environmental colors, asdetermined by the five state Rocky Mountain Inter-Agency Committee. All facilities will bepainted within six months of installation. Facilities required to comply with the OccupationalSafety and Health Act (OSHA) will be excluded. The required paint color is desert brown (10YR6/4) unless otherwise designated by the Authorized Officer.

A containment dike will be constructed completely around those production facilities whichcontain fluids (i.e., production tanks, produced water tanks). This dike will be constructed ofcompacted subsoil, be impervious, hold 100% of the capacity of the largest tank. The site specificAPD will address additional capacity if such is needed due to environmental concerns. The use oftopsoil for the construction of dikes will not be allowed. If a Spill Prevention, Control, andCountermeasure (SPCC) Plan is required by the Environmental Protection Agency, thecontainment dike may be expanded with the Authorized Agency Officer's approval to meet SPCC

O OBerry Petroleum CompanyMulti Point Surface Use & Operations PlanLC Tribal 10-26D-46Duchesne County, UtahPage Two

A description of the proposed pipeline and a map illustrating the proposed route is attached.

All site security guidelines identified in Federal regulation 43 CFR 3126.7, will be adhered to. Alloff-lease storage, off-lease measurement, or commingling on-lease or off-lease production willhave prior written approval form the Authorized Agency Officer.

Gas meter runs will be located approximately 100 feet from the wellhead. Where necessary, thegas line will be anchored down from the wellhead to the meter.

5 Location and Type of Water Supply

Waterfor the drilling and completion will be pumped or truckedfromthe Berry source wellslocated in Sec. 23, T5S,R5W or Sec. 24, T5S, R5W, permit # 43-11041, or fromDouglas E. &Yordis Nielsen source well located in Sec. 12, T5S,R6W, permit # 43-1628, or fromDuchesneCity Culinary Water Dock located in Sec. 1, T4S, R5W or fromEast Duchesne Water,ArcadiaFeedlot, Sec. 28, T3S,R3W or fromPetroglyph Operating Company 08-04 Waterplant, Sec. 8,T5S,R3W.

6 Source of Construction Materials

All construction materials for this location site and access road shall be borrow materialaccumulated during construction of the location site and access road.

Additional gravel or pit lining material will be obtained from a private source.

The use of materials under Authorized Agency jurisdictionwill conform with 43 CFR 3610.2-3.

7 Methods of Handling Waste Materials

Drill cuttings will be contained and buried in the reserve pit.

Drilling fluids, including salts and chemicals, will be contained in the reserve pit. Upontermination of drilling and completion operations, the liquid contents of the reserve pit will be usedat the next drill site or will be removed and disposed of at an approved waste disposal facilitywithin 180 days after drilling is terminated. Upon well completion, weather permitting (summermonths), any hydrocarbons in the pit shall be removed in accordance with 43 CFR 3162.7-1.

Unless otherwise specified, the reserve pit will be constructed on the location and will not belocated within natural drainages, where a flood hazard exists or surface runoff will destroy ordamage the pit walls. The reserve pit will be constructed so that it will not leak, break, or allowdischarge of liquids.

If it is determined at the onsite that a pit liner is necessary, the reserve pit will be lined with asynthetic reinforced liner a minimum of 12 millimeters thick, with sufficient bedding used to coverany rocks. The liner will overlap the pit walls and be covered with dirt and/or rocks to hold it inplace. Trash or scrap that could puncture the liner will not be disposed of in the pit.

Reserve pit leaks are considered an unacceptable and undesirable event and will be orally reportedto the Authorized Agency

O O

Berry Petroleum CompanyMulti Point Surface Use & Operations PlanLC Tribal 10-26D-46Duchesne County, UtahPage Three

After first production, produced wastewater will be trucked to one of the following approved wastewater disposal sites: R.N. Industries, Inc. Sec. 4, T2S, R2W, Bluebell; MC & MC Disposal Sec.12, T6S, R19E, Vernal; LaPoint Recycle & Storage Sec. 12, T5S, RI9E, LaPoint or WaterDisposal Inc. Sec. 32, TlS, R1W, Roosevelt, used in the operations of the field or, unlessprohibited by the Authorized Officer, confined to the approved pit or storage tank for a period notto exceed 90 days. The use of such pit is hereby approved as part of this Application for Permit toDrill.

Production fluids will be contained in leak-proof tanks. All production fluids will be disposed ofat approved disposal sites. Produced water, oil, and other byproducts will not be applied to roadsor well pads for control of dust or weeds. The indiscriminate dumping of produced fluids onroads, well sites, or other areas will not be allowed.

Any spills of oil, gas, salt water, or other noxious fluids will be immediately cleaned up andremoved to an approved disposal site.

A chemical portable toilet will be furnished with the drilling rig.

Garbage, trash, and other waste materials will be collected in a portable, self-contained, fullyenclosed trash cage during operations. Trash will not be burned on location.

All debris and other waste materials not contained in the trash cage will be cleaned up andremoved from the location promptly after removal of the completion rig (weather permitting).

Any open pits will be fenced during the operations. The fencing will be maintained with bestefforts until such time as the pits are backfilled.

No chemicals subject to reporting under SARA Title III (hazardous materials) in an amount equalto or greater than 10,000 pounds will be used, produced, stored, transported, or disposed ofannually in association with the drilling, testing, or completing of wells. Furthermore, extremelyhazardous substances, as defined in 40 CFR 355, in threshold planning quantities, will not be used,produced, stored, transported, or disposed of in association with the drilling, testing, or completingof wells within these areas.

8 Ancillary Facilities

There are no ancillary facilities planned for at this time and none are foreseen in the future.

9 Wellsite Layout

The attached Location Layout diagram describes drill pad cross-sections, cuts and fills, andlocations of the mud tanks, reserve pit, pipe racks, trailer parking, spoil dirt stockpile(s) andsurface material

0 OBerry Petroleum CompanyMulti Point Surface Use & Operations PlanLC Tribal 10-26D-46Duchesne County, UtahPage Four

10 Plans for Restoration of the Surface

The dirt contractor will be provided with approved copies of the Surface Use Plan prior toconstruction activities.

Upon well completion, within a reasonable time, the location and surrounding area will be clearedof all unused tubing, materials, trash, and debris not required for production.

Abandoned well sites, roads, and other disturbed areas will be restored as near as practical to theiroriginal condition. Where applicable, these conditions may include the re-establishment ofirrigation systems, the re-establishment of appropriate soil conditions, and the re-establishment ofvegetation as specified.

All disturbed areas will be re-contoured to the approximate natural contours.

Any drainage rerouted during the construction activities shall be restored to its original line of flowor as near as possible.

Prior to backfilling the reserve pit, the fence surrounding the reserve pit will be removed. The pitliner will be folded, torn, and perforated after the pit dries and prior to backfilling the reserve pit.

Before any dirt work associated with reserve pit restoration takes place, the reserve pit shall be asdry as possible. All debris in it will be removed. Other waste and spoil materials will be disposedof immediately upon completion of operations. The reserve pit will be reclaimed within 180 daysfrom the date of well completion, weather permitting. Once reclamation activities have begun, theactivities will be completed within 30 days.

After the reserve pit has been reclaimed, no depressions in the soil covering the reserve pit will beallowed. The object is to keep seasonal rainfall and runoff from seeping into the soil used to coverthe reserve pit. Diversion ditches and water bars will be used to divert runoff as needed.

Prior to the construction of the location, the top 12 inches of soil material (if present) will bestripped and stockpiled. Placement of the topsoil is noted on the location plat attached. Topsoilshall be stockpiled separately from subsoil materials. Topsoil salvaged from the reserve pit shallbe stockpiled separately near the reserve pit.

When restoration activities have been completed, the location site and new access road cuts andshoulders shall be reseeded. Prior to reseeding, all disturbed areas, including the old access road,will be scarified and left with a rough surface.

The Authorized Agency Officer shall be contacted for the required seed mixture. Seed will bebroadcast and the amount of seed mixture per acre will be doubled. The seeded area will then be"walked" with a dozer to assure coverage of the seeds. The seed mixture will reflect therecommendation from the Archeology study done.

At final abandonment, all casing shall be cut off at the base of the cellar or 3 feet below finalrestored ground level, whichever is deeper, and cap the casing with a metal plate a minimum

Berry Petroleum CompanyMulti Point Surface Use & Operations PlanLC Tribal 10-26D-46Duchesne County, UtahPage Five

0.25 inches thick. The cap will be welded in place and the well location and identity will bepermanently inscribed on the cap. The cap also will be constructed with a weep hole.

11 Surface Ownership

Division of Wildlife Resources1594 W. North Temple, Suite 2110Salt Lake City, UT 84114-63011-801-538-4792

12 Other information

All lease and/or unit operations will be conducted in such a manner that full compliance is madewith all applicable laws, regulations, Onshore Oil and Gas Orders, the approved Plan ofOperations, and any applicable Notice to Lessees. The operator is fully responsible for the actionsof his subcontractors. A copy of these conditions will be furnished to the field representative toensure compliance.

The operator will control noxious weeds along access road use authorizations, pipeline routeauthorizations, well sites or other applicable facilities. A list of noxious weeds may be obtainedfrom the Authorized Agency or the appropriate County Extension Office.

Drilling rigs and/or equipment used during drilling operations on this location will not be stackedor stored on administered lands after the conclusion of drilling operations or at any other timewithout authorization by the Authorized Agency Officer. If authorization is obtained, such storageis only a temporary measure.

Travel is restricted to only approved travel routes.

A class III archaeological survey will be conducted on all lands, unless landowner waives rightsfor archaeological survey. All personnel will refrain from collecting artifacts and from disturbingany significant cultural resources in the area. The operator is responsible for informing all personsin the area who are associated with this project that they may be subject to prosecution forknowingly disturbing historic or archaeological sites or for collecting artifacts. All vehiculartraffic, personnel movement, construction, and restoration activities shall be confined to the areasexamined, as referenced in the archaeological report, and to the existing roadways and/or evaluatedaccess routes. If historic or archaeological materials are uncovered during construction, theOperator is to immediately stop work that might further disturb such materials and contact theAuthorized Agency Officer.

Within five working days, the Authorized Agency Officer will inform the operator as to:

Whether the materials appear eligible for the National Historic Register of HistoricPlaces;

The mitigation measures the operator will likely have to undertake before the site can beused (assuming in-situ preservation is not necessary);

OBerry Petroleum CompanyMulti Point Surface Use & Operations PlanLC Tribal 10-26D-46Duchesne County, UtahPage Six

The time frame for the Authorized Officer to complete an expedited review under 36 CFR800.11 to confirm, through the State Historic Preservation Officer, that the findings of theAuthorized Officer are correct and that the mitigation measures are appropriate.

If the operator wishes, at any time, to relocate activities to avoid the expense of mitigation and/orthe delays associated with this process, the Authorized Agency Officer and/or the surface ownerwill assume responsibility for whatever recordation and stabilization of the exposed materials maybe required. Otherwise the operator will be responsible for mitigation costs. The AuthorizedAgency Officer and/or the surface owner will provide technical and procedural guidelines for theconduct of mitigation. Upon verification from the Authorized Agency Officer that requiredmitigation has been completed, the Operator will then be allowed to resume construction.

All Surface Use Conditions of Approval associated with the Landowner Surface Use Agreementand Environmental Analysis Mitigation Stipulations will be adhered to.

All well site locations will have appropriate signs indicating the name of the operator, the leaseserial number, the well name and number, the survey description of the well (either footages or thequarter/quarter section, the section, township, and

0 OBerry Petroleum CompanyMulti Point Surface Use & Operations PlanLC Tribal 10-26D-46Duchesne County, UtahPage Seven

13 Operator's Representative and Certification

A) Representative

NAME: Shelley E. Crozier

ADDRESS: Berry Petroleum Company4000 South 4028 WestRoute 2, Box 7735Roosevelt, Utah 84066

PHONE: 435-722-1325

All lease and/or unit operations will be conducted in such a manner that full compliance is madewith all applicable laws, regulations and onshore oil and gas orders. The operator is fullyresponsible for the actions of its subcontractors. A copy of these conditions will be furnished tothe field representative to ensure compliance.

The drilling permit will be valid for a period of one year from the date of approval. After permittermination, a new application will be filed for approval for any future operations.

B) Certification:

I hereby certify that I, or persons under my direct supervision, have inspected the proposed drillsiteand access route; that I am familiar with the conditions which presently exist; that the statementsmade in this plan are, to the best of my knowledge and belief, true and correct; and that the workassociated with the operations proposed herein will be performed by Berry Petroleum Companyand its contractors and subcontractors in conformity with this plan and the terms and conditionsunder which it is approved. This statement is subject to the provisions of 18 U.S.C. 1001 for thefiling of a false statement.

DATE Shelley E. CrozierRegulatory & Perm ing SpecialistBerry Petroleum

NW 1/4 E 1/4 i BERRY ROLEUM COMPANY

LOCATION DAMAGEAREA &Sec. 26 "'°"""" s.,s,.. CORRIDOR RIGHT-OF-WAY

ON STATE DWL LANDSEND OF PROPOSEDCORR/DOR R/GHT-OF-WAY STATE OF (For LC TRIBAL -#10-26D--46)STA. 15+7Z5J STATE OF UTAH (DWL) /// Ë LOCATED IN(At Edge of Dornoge Area) UTAH (DWL) // L

/// g SECTION 26, T4S, R6W, U.S.B.&M.,'A i! DUCHESNE COUNTY, UTAH

L-- y --- -...-

°

; e3 \\ BEG/NN/NG OE PROPOSED< L * Le i ' "'°posed conidor \\\ CORR/DOR R/GHT- OE- WAY N77 -

-.... a- L5 for the /1--26-46

.guo \\\ STA. 0+0C

\\\ (At Prpopseo Corridor\\\ for the /1-27-46)

NOTE:DAMAGE AREA e S ? o 8LC TR/BAL /10-260-46 2 BEGINNINGSTA. 0+00 BEARS S46 22'29"W 785.17' FROM

THE EAST 1/4 CORNER OF SECTION 26, T4S, R6W, U.S.B.&M. - -- -Contains 1.993 Acres osSC A LEEND STA. 10+48.29 BEARS N14 34'10"E 2006.02' FROM THE e

SOUTH 1/4 CORNER OF SECTION 26, T4S, R6W, U.S.B.&M.

SW 1/4 " ""°"°" """ SE i /4DAMAGE AREA DESCRIPTION

CORRIDORRIGHT-·OF--WAY DESCRIPTION I BEGINNINGAT A POINT IN THE NW 1/4 SE 1/4 OF SECTION 26,RICHT-OF-WAY LENGTHS co T4S, R6W, U.S.B.&M., WHICH BEARS N14°34'10"E 2006.02' FROMA 30' WIDE RIGHT-OF-WAY 15' ON EACH SIDE OF THE o y THE SOUTH 1/4 CORNER OF SAID SECTION 26, THENCEFOLLOWINGDESCRIBED CENTERLINE. PROPERTY OWNER FEET ACRES RODS g N SO5°00'06"W 134.32'; THENCE N84 59'54"W 230.00'; THENCESTATE OF UTAH (DWL) 1577.53 1.086 95.61 N54°44'31"W 138.92'; THENCE NO5'00'06"E 190.00'; THENCEBEGINNING AT A POINT IN THE NE 1/4 SE 1/4 OF SECTION 26, ---,...-X ---- S84°59'54"E 350.00'; THENCE SO500'06"W 125.68' TO THE POINTT4S, R6W, U.S.B.&M., WHICH BEARS S46°22'29"W 785.17' FROM -" "~" OF BEGINNING. BASIS OF BEARINGS IS A G.P.S. OBSERVATION.THE EAST 1/4 CORNER OF SAID SECTION 26, THENCE // / CONTAINS 1.993 ACRES MORE OR LESS.S86°47'20"W 483.02'; THENCE S78°13'20"W 171.13'; THENCE LINE TABLE //S72°40'02"W

186.23'; THENCE S77°52'14"W 166.29'; THENCE LINE BEARING LENGTHS86°07'27"W191.95'; THENCE N75°12'50"W 165.67'; THENCE L1 S86°47'20"W 483.02' '> CERTlFICATEN73°57'56"W 171.52'; THENCE N57°51'03"W 41.72' TO A POINT L2 S78°13'20"W 171.13' MONUffy;

IN THE NW 1/4 SE 1/4 OF SAID SECTION 26, WHICH BEARS - L3 S72°40'02"W 186.23. THIS IS TO CERTIFYTHAT THE ABO Ñg FROMFIELD NOTES OF ACTUALSURVEYSN14°34'10"E 2006.02' FROM THE SOUTH 1/4 CORNER OF SAID L4 S77°52'14"W 166.29° SUPERVISION AND THAT THE SAM UE AND CO THESECTION 26. THE SIDE LINES OF SAID DESCRIBED L5 S86°07'27"W 191.95' BEST OF MY KNOWLEDGEAND B 0. $$ $RIGHT-OF-WAY BEING SHORTENED OR ELONGATEDTO MEET THE , .. O ..L6 N75°12'50"W 165.67 :¤ -•GRANTOR'S PROPERTY LINES. BASIS OF BEARINGS IS A G.P.S.

, mOBSERVATION. CONTAINS 1.086 ACRES MORE OR LESS. L7 N73°57'56"W 171.52L8 N57°51'03"W 41.72· R TE DL VEY

RE A N NO. 16131L9 SO5°00'06"W 134.32'REVISED: 03-30-07 STA FL10 N84°59'54"W 230.00' TWtW

L11 N54°44'31"W 138.92' i, UmTAH ENGINEERING & LAND VEYINGL12 NO5°00'06"E 190.00

set Marked stone, L13 S84°59'54"E 350.00. BS SOUTH - 200 EAST • (436) 789-1017steel Post L14 SO5°00'06"W 125.68' VERNAL, UTAH - 84078Section Line set stone,

Steel Post. SCALE DATENB744'41"W - 2610.69' (Aleos.)

Beoring Trees 1" = 300' 12-08-06BASIS OF BEARINGS PARTY REFERENCES

BASIS OF BEARINGS IS A G.P.S. OBSERVATION. S.H. B.C. P.M. G.L.O. PLATA = SECTION CORNERS LOCATED. WEATHER FILE

COLD

0 *West - East (ft)

-50 0 50 100 150 200 250 300 350 400 450 5002800 - -

KOP, 2.50°/100' Build 200 KOP, 2.50°/100' Build3000 - 3045.00' MD, 3045.00' TVD 150 Hold

8.00° Inc0.00° Inc, 90.17° Azm0.00' N, 0.00' E 1003200 -Hold 8.00° Inc3365.19' MD, 3364.15' TVD 50 Douglas Creek8.00° Inc, 90.17° Azm

3400 - 0.0T S, 22.33' E 0

-50

3600 ---100

Tgr3 Marker

3800 ---¯ -~ - -- -- ---150

Tgr3 Marker-200 Black Shale

Target4000 - - -250 Castle Peak

Uteland Butte Ls,-300

Wasatch4200 ·¯

-350 PBHL

150' Target Radius4400 - -

Douglas Creek

4600 - --- ---

4800 --

5000 - -

.

Berry5200Black Shale trôleginTarget &

COlilipany5400 - -

Company: Berry PetroleumCastle Peak Well: LC Tribal 10-26D-46

5600 - --- Location: Duchesne County

State: UtahRig: Frontier 5Correction:

5800 -Uteland Butte Ls. North: Referenced to True North

- - --- Subject: Prop Rev 0File Name: PO7145r0.dwg

6000 ~ Date: 03/23/2007Wasatch Drawn By: Allen Slack

| PBHL Planning: (936) 442-24556200 · ¯ 6254.19' MD, 6225.00' TVD Fax: (936) 441-66208.00° Inc, 90.17° Azm Operations: (936) 441-66301.29' S, 424.64' E Fax: (936) 539-1075

6400 •••••••••••••••••••••-••

0 200 400 600 800 müLTI-SH®TVertical Section (ft) @90.17° Azm "G°;oLT -SH _C.CO

The customer should only rely on this document after independently verifying all paths, targets, :oordinates, lease and hard linesrepresented. Any decisions made or wells drilled utilizingthis or any other information supplied by MJIti-Shot, LLCare at the sole risk and

responsibility of the customer. Multi-Shot, LLCis not responsible for the accuracy of this schematic or the information contained

0 0

Job Number: PO7-145 StatelCountry: UtahCompany: Berry Petroleum Declination:

LeaselWell: LC Tribal 10-26D-46 Grid: Referenced to True NorthRam-MBBB RM---WW-MMSB -M

U \S1m Location: Duchesne County File name: F:\WELLPL-1\2007\PO7140'S\PO7145\07145.SVYRig Name: Frontier 5 DatelTime: 22-Mar-07 I 15:04RKB: 14' Curve Name: Prop Rev 0G.L. or M.S.L.: 7091'

WINSERVE SURVEY CALCULATIONSMinimum Curvature Method

Vertical Section Plane 90.17VerticalSection Referenced to Wellhead

Rectangular Coordinates Referenced to Wellhead

Measured IncI Drift True Vertical CLOSURE DoglegDepth Angle Direction Vertical N-S E-W Section Distance Direction Severity

FT Deg Deg Depth FT FT FT FT Deg Deg/100

KOP, 2.50°l100' Build

3045.00 .00 90.17 3045.00 .00 .00 .00 .00 .00 .003145.00 2.50 90.17 3144.97 -.01 2.18 2.18 2.18 90.17 2.503245.00 5.00 90.17 3244.75 -.03 8.72 8.72 8.72 90.17 2.503345.00 7.50 90.17 3344.14 -.06 19.61 19.61 19.61 90.17 2.50

Hold 8.00° inc

3365.19 8.00 90.17 3364.15 -.07 22.33 22.33 22.33 90.17 2.50

Tgr3 Marker

3792.73 8.00 90.17 3787.52 -.25 81.87 81.87 81.87 90.17 .00

Douglas Creek

4610.17 8.00 90.17 4597.00 -.59 195.70 195.70 195.70 90.17 .00

Black Shale

5373.62 8.00 90.17 5353.01 -.92 302.02 302.02 302.02 90.17 .00

Target

5380.68 8.00 90.17 5360.00 -.92 303.00 303.00 303.00 90.17 .00

Castle Peak

5590.63 8.00 90.17 5567.91 -1.01 332.24 332.24 332.24 90.17 .00

Uteland Butte Ls.5925.99 8.00 90.17 5900.00 -1.15 378.94 378.94 378.94 90.17 .00

Wasatch

6150.82 8.00 90.17 6122.64 -1.2000

4110.25 410.25 410.25 90.17

0 O

Measured Incl Drift True Vertical CLOSURE DoglegDepth Angle Direction Vertical N-S E-W Section Distance Direction Severity

FT Deg Deg Depth FT FT FT FT Deg Deg/100

PBHL

6254.19 8.00 90.17 6225.00 -1.29 424.64 424.64 424.64 90.17 .00

Page 2Prop Rev O File:

BERRY PETROLEUMCOMPANYT4S, R6W, U.S.B.&M.Well location, LC TRIBAL#10-260-46, located asN8950'W - 2635.05' (G.L.0.) NSB'02'J4"W - 2609.79, shown in the NW 1/4 SE 1/4 of Section 26, T4S,A

- R6W, U.S.B.&M., Duchesne County, Utoh.secuencener secuoncomer -eoÍn'Oi," gg,,' jg,** BASIS OF ELEVATIONg BENCH MARK (M67) LOCATEDIN THE SW 1/4 OF SECTION 9,g TSS, R4W, U.S.S.&M., TAKENFROM THEDUCHESNESEL QUADRANGLE,UTAH, DUCHESNECOUNTY,7.5 MINUTEQUAD.lo (TOPOGRAPHICMAP) PUBLISHEDBY THE UNITEDSTATESDEPARTMENTOF THE INTERIOR,GEOLOGICALSURVEY. SAIDELEVATIONIS MARKED04 CAP AS BEING6097 FEET.

BASIS OF BEARINGSUNE TABLEBASIS OF BEARINGSIS A G.P.S. OBSERVATION,d LINE BEARING LENGTH

L1 SST37'1 "E 425.58'

LC 7R/BAL/'10-260-46Bev Ungroded Ground = 7 9J'

.. ..

83'.. _ ......_. _ g -o gBott 1858'

SCALECERTIFICATE

THIS15 TOCERTIFYTHAT THEAS PROMFIELDNOTES OF ACTUALSURVEYS MYSUPERVISONAND THAT THÊS TO THEBEST OF MY KNOWLEDGEAND

S3921'41"W - 2639.23' (Meas.) HB7'44'41 W - 2610.69' (Meos) REVISED: 03--30-07

I.ÎlNTur ENGINEERING & VEYINGLEGEND;86 SOUTH ß00 ßAST - VERNAL, UTAH 84078

(435) 789-1017= 90 SYMBOL

(NAD 83)SCALE DATE SURVEYED: DATEDRAWN:

= PROPOSED WELLHEAD. LATlTUDE= 40'06'08.74" (40.102428) 1" == 1000' 11-15-06 12-08-06A = SECTION CORNERS LOCATED. LONGITUDE= 110'31'45,12" (110.529200) PARTY REFERENCES(NAD27)S.H. B.C. P.M. G.L.O. PLATA = SECTION CORNERS RE-ESTABUSHED. LATlTUDE- 40'06'08.89" (40,102469) WEATHER FILE(Not Set on Ground) LONGITUDE= 110°31'42.56" (110.528489) COLD BERRY PETROLEUM

Berry Petroleum Company

Lake Canyon ProjectDirectional Drilling Plat

LC Tribal #10-26D-46

Sec 26 T4S R6W - Duchesne Co, Utah

FEET

POSTED WELL DATA

abel

ATTRIBUTEMAPAny Raster Log IS PRESENTAny Digital Log IS PRESENT

WELLSYMBOLSGentogle Progrmis Prepared

PETRAds@bst F

Proposal No: 1001103419A

Berry Petroleum CoLC Tribal 10-26D-46

26 T4S R6WDuchesne County, Utah

May 15, 2007

Cement RecommendationPrepared for: Prepared by:Tim McDonald WESLEY D COOKBerry Petroleum Co. District Technical Supervisor

Vernal, UtahBus Phone: (435)781-2294Mobile: (435)828-4121

PowERŸISION°

PowERPRo • PoweRTRAx • POWERLINK

Service Point: Service Representatives:Vernal Darrin BaileyBus Phone: (435) 781-2294 Senior Sales RepFax: (435) 789-4530 Vernal, Utah

Bus Phone: (435) 781-2294

Operator Name: Berry Petroleum CWell Name: LC Tribal 10-26D-4Job Description: Cement 5-1/2 inch Production CasingDate: May 15, 2007


JOB AT A GLANCE

Depth (TVD) 6,225 ft

Depth (MD) 6,254 ft

Hole Size 7.875 in

Casing Size/Weight: 5 1/2in, 15.5 lbs/ft

Pump Via 5 1/2" O.D. (4.950" .l.D) 15.5

Total Mix Water Required 7,768 gals

Pre-Flush

Fresh Water 10 bblsDensity 8.3 ppg

SpacerKCI Water 10 bblsDensity 8.4 ppg

SpacerFresh Water 20 bblsDensity 8.3 ppg

Lead SlurryPL2+SF+3#CSE+3%KCL+0.25 257 sacksDensity 11.0 ppgYield 3.46 cflsack

Tail Slurry50:50:2+3%KCL+0.5%EC- 417 sacksDensity 14.3 ppgYield 1.27 cf/sack

DisplacementFresh Water 148 bblsDensity 8.3 ppg

RepoitPrinted on: May 15, 2007 11:51 AM Gr4109

STIMULATION . CEMENTING . COMPLETION SERVICES . SERVICE TOOLS . COILED TUBINGPRODUCTION CHEMICALS . CASING AND TUBING RUNNING SERVICES . PIPELINE SERVICES . WELL



WELL DATA

ANNULAR GEOMETRY

ANNULAR I.D. DEPTH(ft)(in) MEASURED TRUE VERTICAL

8.097 CASING 342 3427.875 HOLE 6,254 6,225

SUSPENDED PIPES

DIAMETER (in) WEIGHT DEPTH(ft)O.D. | I.D. (Ibs/ft) MEASURED TRUE VERTICAL5.500 4.950 15.5 6,254 6,225

Float Collar set @ 6,214 ftMud Density 8.40 ppgMud Type Water BasedEst. Static Temp. 145 ° FEst. Circ. Temp. 115 ° F

VOLUME CALCULATIONS342 ft x 0.1926 cf/ft with 0 % excess = 65.9 cf

3,758 ft x 0.1733 cf/ft with 27% excess = 824.5 cf2,154 ft x 0.1733 cf/ft with 40 % excess = 522.5 cf

40 ft x 0.1336 cf/ft with 0 % excess = 5.3 cf (inside pipe)TOTAL SLURRY VOLUME = 1418.2 cf

= 253 bbls

Confirm well data withcustomer representative prior to pumping.

Report Printed on:May 15, 2007 11 51 AM Gr4115

STIMULATION . CEMENTING . COMPLETION SERVICES , SERVICE TOOLS . COILED TUBINGPRODUCTION CHEMICALS . CASING AND TUBING RUNNING SERVICES . PIPELINE SERVICES . WELL



FLUID SPECIFICATIONS

Pre-Flush 10.0 bbls Fresh Water @8.34 ppgSpacer 10.0 bbis KCIWater @8.4 ppgSpacer 20.0 bbls Fresh Water @8.34 ppg

VOLUME VOLUMEFLUID CU-FT FACTOR AMOUNT AND TYPE OF CEMENT

Lead Slurry 890 I 3.4 = 257 sacks Premium Lite 11Cement + 0.05 lbs/sackStatic Free + 3% bwow Potassium Chloride + 0.25lbs/sack Cello Flake + 5 lbs/sack Kol Seal + 0.002gps FP-6L + 10% bwoc Bentonite + 0.5% bwocSodium Metasilicate + 3 lbs/sack CSE-2 + 201.6%Fresh Water

Tail Slurry 528 I 1.2 = 417 sacks (50:50) Poz (Fly Ash):Class G Cement +0.05 lbs/sack Static Free + 3% bwow PotassiumChloride + 0.5% bwoc EC-1 + 0.25 lbs/sack CelloFlake + 0.002 gps FP-6L + 2% bwoc Bentonite +0.3% bwoc Sodium Metasilicate + 56.3% FreshWater

Displacement 147.9 bbls Fresh Water @8.34 ppgCEMENT PROPERTIES

SLURRY SLURRYNO. 1 NO. 2

Slurry Weight (ppg) 11.00 14.30Slurry Yield (cflsack) 3.46 1.27Amount of MixWater (gps) 21.03 5.67Amount of MixFluid (gps) 21.03 5.67Estimated Pumping Time -70 BC (HH:MM) 4:30 3:30COMPRESSIVE STRENGTH

24 hrs @ 144 ° F (psi) 230072 hrs @ 144 ° F (psi) 2550

Compressive strengths and thickeningtimesare estimates only. Final laboratory testingwilldetermineretarder loadings, if necessary.

Slurry volumes are based offof 25% excess with gauge hole.

Report Printed on: May 15, 2007 11:51 AMGr4129


CONDITIONS

BJ Services' performance of services and sale of materials is expressly conditioned upon theapplicability of the Terms and Conditions contained in the current BJ Services Price Book. TheTerms and Conditions include, among other things,an indemnity in favor of BJ Services from Customerfor damage to the well bore, reservoir damage, loss of the hole, blowouts and loss of control of the well,even if caused by the negligence or other fault of BJ Services. The Terms and Conditions also limit thewarranties provided by the BJ Services and the remedies towhich Customer may be entitled in the eventof a breach of warranty by BJ Services. For these reasons, we strongly recommend that you carefullyreview a copy of the Terms and Conditions. If you do not have a copy of the BJ Services Price Book,you can view the Terms and Conditions on BJ Services Web Site, www.bjservices.com. Byrequesting that BJ Services perform the services described herein, Customer acknowledges thatsuch Terms and Conditions are applicable to the services. Further, by requesting the services,Customer warrants that its representative on the well location or other service site will be fullyauthorized to acknowledge such Terms and Conditions by executing a Field Receipt or otherdocument presented by BJ Services containing such Terms and Conditions.

In the event that Customer and BJ Services have executed a Master Services Agreement coveringthe work to be performed, such Master Services Agreement shall govern in place of the Terms andConditions. If you are interested in entering into Master Services Agreement with BJ Services,please contact us through the "Go BJ" button on the BJ Services Web Site.

Report Printed on: MAY 15-07 10:56

Operator Name: Berry Petroleum CWell Name: LC Tribal 10-26D-4Date: May 15, 2007

Proposa! No: 1001103419A

PRODUCT DESCRIPTIONS

BentoniteCommonly called gel, it is a clay material used as a cement extender and to control excessive free water.

CSE-2An additive which contributes to low density, high compressive strength development of cement slurries at alltemperatureranges. This material also controls free water without the need for standard extenders.

Cello FlakeGraded (3/8 to 3/4 inch) cellophane flakes used as a lost circulation material.

Class G CementIntended for use as a basic cement from surface to 8000 ft as manufactured, or can be used with acceleratorsand retarders to cover a wide range of well depths and temperatures.EC-1A proprietary product that provides expansive properties and improves bonding at low to moderatetemperatures.

FP-6LA clear liquid that decreases foaming in slurries during mixing.

Kol SealA granular, lightweight material (specific gravity of 1.3) used to control lost circulation in zones of natural andinduced fractures, cavities and high permeability.

Potassium ChlorideA granular salt used to reduce clay swellingcaused by water-base stimulationfluids.

Potassium ChlorideA granular salt used to reduce clay swelling caused by water-base cementing fluids.

Poz (Fly Ash)A synthetic pozzolan, (primarily Silicon Dioxide). When blended with cement, Pozzolan can be used to createlightweight cement slurries used as either a filler slurry or a sulfate resistant completion cement.

Premium Lite 11CementPremium Lite Il is a high-yield, cost effective lightweight cement blend that provides exceptional compressivestrength and reduced permeability when mixed at low slurryweights.

Sodium MetasilicateAn accelerator used to decrease the thickeningtimeof cement slurries.

Sodium MetasilicateAn extender used to produce an economical, low density cement slurry.

Static FreeAn anti-static additive used to prevent air entrainment due to agglomerated particles. Can be used in Cementingand Fracturing operations to aid in the flow of dry materials.

Report Printed on:Gr4163May 15, 2007 11:51 AM

STIMULATION . CEMENTING . COMPLETION SERVICES . SERVICE TOOLS . COILED TUBINGPRODUCTION CHEMICALS . CASING AND TUBINGRUNNING SERVICES . PIPELINE SERVICES . WELL



End of Report

Report Printed on May 15, 2007 11:51


Berry Petroleum CoLC Tribal 10-26D-46

26 T4S R6WDuchesne County, Utah

May 15, 2007

Cement RecommendationPrepared for: Prepared by:Tim McDonald WESLEY D COOKBerry Petroleum Co. District Technical Supervisor

Vernal, UtahBus Phone: (435)781-2294Mobile: (435)828-4121

PowERŸISION°

PowsaPao • POWERTRAx • PoweRLINK

Service Point: Service Representatives:Vernal Darrin BaileyBus Phone: (435) 781-2294 Senior Sales RepFax: (435) 789-4530 Vernal, Utah

Bus Phone: (435) 781-2294

Operator Name: Berry PetroleumWell Name: LC Tribal 10-26D-Job Description: Cement 5-1/2 inch Production CasingDate: May 15, 2007


JOB AT A GLANCE

Depth (TVD) 6,225 ft

Depth (MD) 6,254 ft

Hole Size 7.875 in

Casing Size/Weight : 5 1/2 in, 15.5 lbs/ft

Pump Via 5 1/2" O.D. (4.950" .l.D) 15.5

Total Mix Water Required 8,151 gals

Pre-Flush

Fresh Water 10 bblsDensity 8.3 ppg

SpacerKCI Water 10 bblsDensity 8.4 ppg

SpacerFresh Water 20 bblsDensity 8.3 ppg

Lead SlurryPL2+SF+3#CSE+3%KCL+0.25 250 sacksDensity 11,0 ppgYield 3.46 cf/sack

Tail SlurryPL 11HS 300 sacksDensity 13.0 ppgYield 1.92 cf/sack

DisplacementFresh Water 139 bblsDensity 8.3 ppg

Report Printed on May 15, 2007 11:57 AM Gr4109


Operator Name: Berry Petroleum CI Well Name: LC Tribal 10-26D-

Job Description: Cement 5-1/2 inch Production CasingDate: May 15, 2007


WELL DATA

ANNULAR GEOMETRY

ANNULAR I.D. DEPTH(ft)(in) MEASURED TRUE VERTICAL

8.097 CASING 342 3427.875 HOLE 6,254 6,225

SUSPENDED PIPES

DIAMETER (in) WEIGHT DEPTH(ft)O.D. I.D. (Ibs/ft) MEASURED TRUE VERTICAL5.500 4.950 15.5 6,254 6,225

Float Collar set @ 6,214 ftMud Density 8.40 ppgMud Type Water BasedEst. Static Temp. 145 ° FEst. Circ. Temp. 115 ° F

VOLUME CALCULATIONS342 ft x 0.1926 cf/ft with 0 % excess = 65.9 cf

3,158 ft x 0.1733 cf/ft with 46 % excess = 800.2 cf2,400 ft x 0.1733 cf/ft with 37% excess = 569.7 cf

40 ft x 0.1336 cf/ft with 0 % excess = 5.3 cf (inside pipe)TOTAL SLURRY VOLUME = 1441.2 cf

= 257 bbls

Confirm well data with customer representative prior to pumping.

Report Printed on: May 15, 2007 11:57 AM Gr4115

STIMULATION . CEMENTING. COMPLETION SERVICES = SERVICE TOOLS . COILED TUBINGPRODUCTION CHEMICALS . CASING AND TUBING RUNNING SERVICES . PIPELINE SERVICES . WELL

OOperator Name: Berry PetroleumWell Name: LC Tribal 10-26D-46Job Description: Cement 5-1/2 inch Production CasingDate: May 15, 2007


FLUID SPECIFICATIONSPre-Flush 10.0 bb\s Fresh Water @8.34 ppgSpacer 10.0 bbls KClWater @8.4 ppgSpacer 20.0 bbis Fresh Water @8.34 ppg

VOLUME VOLUMEFLUID CU-FT FACTOR AMOUNT AND TYPE OF CEMENT

Lead Slurry 866 I 3.4 = 250 sacks Premium Lite II Cement + 0.05 lbs/sackStatic Free + 3% bwow Potassium Chloride + 0.25lbs/sack Cello Flake + 5 lbs/sack Kol Seal + 0.002gps FP-6L + 10% bwoc Bentonite + 0.5% bwocSodium Metasilicate + 3 lbs/sack CSE-2 + 201.6%Fresh Water

Tail Slurry 575 I 1.9 = 300 sacks Premium Lite II High Strength + 0.05lbs/sack Static Free + 1% bwoc Calcium Chloride +0.4% bwoc FL-63 + 0.25 lbs/sack Cello Flake + 2lbs/sack Kol Seal + 0.002 gps FP-6L + 0.2% bwocBA-59 + 92.5% Fresh Water

Displacement 139.5 bbls Fresh Water @8.34 ppgCEMENT PROPERTIES

SLURRY SLURRYNO. 1 NO. 2

Slurry Weight (ppg) 11.00 13.00Slurry Yield (cf/sack) 3.46 1.92Amount of MixWater (gps) 21.03 9.65Amount of Mix Fluid (gps) 21.03 9.65Estimated Pumping Time -70 BC (HH:MM) 4:30 3:30COMPRESSIVE STRENGTH

24 hrs @ 144 ° F (psi) 230072 hrs @ 144 ° F (psi) 2550

Compressive strengths and thickeningtimesare estimates only. Final laboratory testingwilldetermineretarder loadings, if necessary.

Report Printed on May 15, 2007 11:57 AMGr4129

STIMULATION . CEMENTING . COMPLETION SERVICES . SERVICE TOOLS . COILED TUBINGPRODUCTION CHEMICALS . CASING AND TUBING RUNNING SERV1CES . PIPELINE SERVICES . WELL

CONDITIONS

BJ Services' performance of services and sale of materials is expressly conditioned upon theapplicability of the Terms and Conditions contained in the current BJ Services Price Book. TheTerms and Conditions include, among other things,an indemnity in favor of BJ Services from Customerfor damage to the well bore, reservoir damage, loss of the hole, blowouts and loss of control of the well,even if caused by the negligence or other fault of BJ Services. The Terms and Conditions also limit thewarranties provided by the BJ Services and the remedies to which Customer may be entitled in the eventof a breach of warranty by BJ Services. For these reasons, we strongly recommend that you carefullyreview a copy of the Terms and Conditions. If you do not have a copy of the BJ Services Price Book,you can view the Terms and Conditions on BJ Services Web Site, www.bjservices.com. Byrequesting that BJ Services perform the services described herein, Customer acknowledges thatsuch Terms and Conditions are applicable to the services. Further, by requesting the services,Customer warrants that its representative on the well location or other service site will be fullyauthorized to acknowledge such Terms and Conditions by executing a Field Receipt or otherdocument presented by BJ Services containing such Terms and Conditions.

In the event that Customer and BJ Services have executed a Master Services Agreement coveringthe work to be performed, such Master Services Agreement shall govern in place of the Terms andConditions. If you are interested in entering into Master Services Agreement with BJ Services,please contact us through the "Go BJ" button on the BJ Services Web Site.

ReportPrinted on: MAY-15-07 11:02

Operator Name: Berry Petroleum CWell Name: LC Tribal 10-26D-46Date: May 15, 2007 .


PRODUCT DESCRIPTIONS

BA-59A free flowing powder which provides improved bonding and minimizes gas migration. Provides expansionproperties and zero free water to cement slurries.

BentoniteCommonly called gel, it is a clay material used as a cement extender and to control excessive free water.

CSE-2An additive which contributes to low density, high compressive strength development of cement slurries at alltemperatureranges. This material also controls free water without the need for standard extenders.

Calcium ChlorideA powdered, flaked or pelletized material used to decrease thickeningtimeand increase the rate of strengthdevelopment.

Cello FlakeGraded (3/8 to 3/4 inch) cellophane flakes used as a lost circulationmaterial.FL-63A non-retarding, non-viscosifying fluid loss additive particularly suited for use withcoil tubingand/or closetoleranceliner cementing. FL-63 is effective from low to high temperatures.Concentrations of 0.2% to 1.0%BWOC are typical.

FP-6LA clear liquid that decreases foaming in slurries during mixing.

Kol SealA granular, lightweight material (specific gravity of 1.3) used to control lost circulation in zones of natural andinduced fractures, cavities and high permeability.

Potassium ChlorideA granular salt used to reduce clay swellingcaused by water-base stimulation fluids.

Premium Lite 11CementPremium Lite II is a high-yield, cost effective lightweight cement blend that provides exceptional compressivestrength and reduced permeability when mixed at low slurryweights.

Premium Lite II High StrengthPremium Lite II High Strength is a high-yield, cost effective lightweight cement blend that provides exceptionalcompressive strength and reduced permeability when mixedat low slurryweights.

Sodium IVIetasilicateAn accelerator used to decrease the thickeningtimeof cement slurries.

Static FreeAn anti-static additive used to prevent air entrainment due to agglomerated particles. Can be used in Cementingand Fracturing operations to aid in the flow of dry materials.

Report Printed on: - Gr4163Mayi5,200711:57AM Page 6STIMULATION . CEMENTING . COMPLETION SERVICES . SERVICE TOOLS . COILED TUBING

PRODUCTION CHEMICALS . CASING AND TUBING RUNNING SERVICES . PIPELINE SERVICES = WELL



End of Report

Report Printed on: May 15. 2007 11:57

Berry Petroleum Company,Lake Canyon Tribal (LCT) #10-26-46 well:

A Cultural Resource Inventory for a well pad,its access and pipeline,

Uintah-Ouray Ute Reservation,Duchesne . County , Utah

ByJames A. Truesdale

James A. TruesdalePrinciple Investigator

Prepared ForBerry Petroleum Co.4000 South 4028 West

Roosevelt, Utah84066

Prepared ByAN INDEPENDENT ARCHAEOLOGIST

P.O.Box 153Laramie , Wyoming

82073

Utah Project # U-06-AY-1505 (s)

December 6,

Table of Contents

Täble of Contents - - - - - - - - - - - - - - - - - - - i

List of Figures - - - - - - - - - - - - - - - - - - - - i

Introduction - - - - - - - - - - - - - - - - - - - - 1

File Search - - - - - - - - - - - - - - - - - - - - 1

Environment - - - - - - - - - - - - - - - - - - - - 3

Lake Canyon Tribal (LCT) #10-26-46 - - - - - - - - - - 3Field Methods - - - - - - - - - - - - - - - - - - - - 6

Results - - - - - - - - - - - - - - - - - - - - - - - - 7

Recommendations - - - - - - - - - - - - - - - - - - - - 7

References Cited - - - - - - - - - - - - - - - - - - -

List of Fiugures

Figure 1. Location of the Berry Petroleum Co.'s proposed LakeCanyon (LC) Tribal #10-26-46 well, its access andpipeline 7.5'/1962 USGS quadrangle map Buck Knoll,Duchesne County, Utah. - - - - - - - - - - - - - - - 2

Figure 2 . View to south at the proposed Lake Canyon Tribal (LCT)#10-26-46 well centerstake and well pad area. - 4Figure 3 . View of the colluvial sediments that are located on andsurround the proposed Lake Canyon Tribal #10-26-46 wellcenterstake and well pad area. - - - - - - - - - - -

Introduction

An Independent Archaeologist (AIA) was contacted by arepresentative of Berry Petroleum Co., to conduct a culturalresources investigation of the proposed Lake Canyon Tribal (LCT)#10-26-46 well, its access and pipeline. The location of theproject area is in the NW/SE 1/4 of Section 26, T4S, R6W, DuchesneCounty, Utah (Figure 1) .

The proposed LCT #10-26-46 well's centerstake (Alternate #1)footage is 1969' FNL and 2283' FEL. The Universal TransverseMercator (UTM) centroid coordinate for the proposed LC Tribal #10-26-46 well centerstake in Zone 12, North American Datum (NAD) 83is 05/40/129.00 mE 44/39/236.92 mN +5m.From an existing oil and gas field service road and pipeline,the LCT #10-26-46 well's proposed access and pipeline paralleleach other and trend west 2000 feet (609.7 m) to the proposed wellpad.

The land surface in Section 26 of Township 4 South Range 6West is administered by the Utah Division of Wildlife Resourceswhile the minerals are administered by the Bureau of IndianAffairs, Phoenix Area Office, Uintah-Ouray Agency and the Uintah-ouray Ute Tribe, Fort Duchesne, Utah. A total of 19.18 acres (10block, 9.18 linear) was surveyed. Fieldwork was authorizedthrough an access permit issued by the Energy and MineralsResource Division of the Uintah-Ouray Ute tribe . The fieldworkwas conducted on October 16 and 11, and October 24 through 27,2006 by AIA archaeologist James Truesdale. All the field notesand maps are located in the AIA office in Laramie, Byoming.File Search

A GIS file search was conducted at the Utah Division of StateHistory (UDSH), Antiquities Section, Records Division in October13 of 2006. In addition, AIA' s USGS quadrangle Buck Knoll,Duchesne SW, Duchesne SE, Anthro Mountain and Anthro Mountain NEbase maps were updated from UDSH Records division Buck Knoll,Duchesne SW, Duchesne SE, Anthro Mountain and Anthro Mountain NEbase maps in November of 2003 and again on February 2, 2004. TheUDSH SHPO GIS file search reported that no previous projects hadbeen conducted in the general area (Section 26, T48 R6W) . Nocultural resources (sites and/or isolates) have been recorded inthe general area (Section 26, T4S R6W). No projects and/orcultural materials (sites, isolates) have been previously recordedin the immediate project area.

Proposed Berry Petro.

Proposed Access and Pipeline

Figure 1. Location of the Berry Petroleum Co.'s proposed Lake Canyon Tribal#10-26-46 well, its access and pipeline on 7/5'/1964 USGS Quadranglernap Buck Knoll,Duchesne County,

0Environment

Physiographically, the project is located in the Uinta Basin,approximately 8 miles southwest of Duchesne, Utah. The UintaBasin is structurally the lowest part of the Colorado Plateaugeographical province (Thornbury 1965:425). The Uinta Basin is alarge, relatively flat, bowl shaped, east-west asymmetricalsyncline near the base of the Uinta Mountains (Stokes 1986:231).The topography is characteristic of sloping surfaces which inclinenorthward and are mainly dip slopes on the harder layers of GreenRiver and Uinta Formations. The terrain is characterized ashaving steep ridges and/or buttes of Uintah Formation sandstonesand clays dissected by seasonal drainages and washes with wideflat alluvial plains. The basin contains a thick section of morethan 9000 feet (2743.9 m) of early Tertiary rocks (Childs 1950).These rocks are mainly Paleocene and Eocene in age and consist ofsandstone, clay and shale lacustrine, fluviatile, and deltaiccontinental deposits, most famous of which are the lacustrineGreen River Beds.

The project area is located on top of a sequence of highupland ridges, benches and hills surrounding Buck Knoll. Thisupland are is situated along the western drainage slope of asequence of larger ridges located west of Indian Canyon and eastof Lake Canyon. Portions of the desert hardpan and bedrock in theproject area are covered with aeolian sand that may reach a depthof over 50 to 100 centimeters in areas. Lake Canyon and IndianCanyon trend 8 miles north northeast to the Duchesne River.

Vegetation in the project area is characteristic of aPinon/Juniper community. Species observed in the project areainclude; Pinyon pine (Pinus Edulis), juniper (JuniperusOsteosperma), curl-leaf mountain mahogany (Cercocarpusledifolius), shadscale (Atriplex confertifolia), sand sage,(Artemesia filifolia), saltbush (Atriplex nuttallii), rabbitbrush(Chrysothamnus viscidiflorus), winterfat (Eurotia lanata),greasewood (Sarcobatus baileyi), Indian ricegrass (Oryzopsis

hymenoides), desert needlegrass (Stipa speciosa), wild buckwheatEriogonum ovalifolium) , silky lupine (Lupinus sericeus) , desertglobemallow (Bromus tectorum), sky rocket (Gilia aqqregata), Tansyleaved evening primrose (Oenothena tanacetifolia), Rydberg'sPenstemon (Penstemon rydbergi) , Stemless Hymenoxys (Hymenoxysacaulis), Sego Lily (Calochortus nuttallii), peppergrass (Lepidiumperfoliatum), Russian thistle (Salsola kali), Simpson's Hedgehogcactus (Pediocactus simpsonii) and prickly pear cactus (Opuntiaspp.).

Lake Canyon Tribal (LCT) #10-26-46

The Berry Petroleum Co.'s proposed Lake Canyon Tribal (LCT)

O O#10-26-46 well is situated along the northern slope of a east towest trending ridge (Figure 1 and 2) . The well is also locatedalong the edge of a Pinyon/juniper forest and a chained area. Thevegetation on the hill slope to the south of the well pad has beenremoved (chained) by the Utah Division of Wildlife Resources. Inaddition, this small ridge is part of a much larger south to northtrending ridge system that is located between Lake Canyon to thewest and Weeint Hollow to the east. The vegetation is dominatedby a Pinyon/juniper forest with an underatory of mountainmahogany, big sagebrush, budsage, buckwheat, yucca, prickly pearcactus and bunchgrasses (wheatgrass , Indian rice grass) . A lowsagebrush cammunity consisting of sagebrush, saltbush,rabbitbrush, bunchgrasses and prickly pear cactus can be found inthe open areas along the roads in the broad open flats on top ofthe ridges . Sediments surrounding the well pad are colluvial innature. These colluvial deposita consist of shallow (

0 0From an existing oil and gas field service road and pipeline

the proposed access and pipeline parallel each other and trendwest 2000 feet (609.7 m) to the well pad. From the existing roadand pipeline, the access and pipeline follow a existing two trackroad for approximately 500 feet (162.4 m) then leaves the twotrack and continues an additional 500 feet (304.8 m) over thecrest of a small knoll and down its western slope to a benchsituated on the top of a small east to west trending ridge and theproposed well pad. Sediments along the proposed access andpipeline, that follow the two track road, have been disturbed byprevious road construction and use. The two track road appears tohave been used to access the Pinyon and Juniper forest to cuttrees . Sawn and axe cut Pinyon and juniper tree stumps can beobserved throughout the project area and along the two track road.Undisturbed seru =•= ts on either side of the two track consist ofshallow (

O OThe surrounding landscape exhibits exposures relatively thick

ledges of sandstone with thinner layers of clay and shale. Thesurrounding vegetation is dominated by a Pinyon/juniper communitywith a understory of mountain mahogany, low sagebrush, yucca,bunchgrasses along the hill and ridge slopes, and low sagebrushcommunity in the ridge top flats and open parks.

Field Methods

A total of 10 acres was surveyed around the centerstake ofthe proposed LCT #10-26-46 well location to allow for relocationof the pad if necessary. The survey was accomplished by walkingtransects spaced no more than 15 meters apart. The proposedaccess and pipeline parallel each other. Each of these linearcorridors surveyed are 2000 feet (609.7 m) long and 100 feet (30.4m) wide, 4.58 acres. Thus, a total of 9.18 linear acres weresurveyed.

Geologic landforms (rockshelters , alcoves , ridge tops andsaddles) and areas of subsurface exposure (ant hills, blowouts,rodent holes and burrow, eroding slopes and cutbanks) wereexamined with special care in order to locate cultural resources(sites, isolates) and possibly help assess a site's sedimentaryintegrity and potential for the presence and/or absence of buriedintact cultural deposits. The entire surface areas of ridge topswere covered. All exposures of sandstone cliff faces, alcoves orrockshelter, and talus slopes were surveyed.

When cultural materials are discovered, a more thoroughsurvey of the immediate vicinity is conducted in order to locateany associated artifacts and to determine the horizontal extent(surface area) of the site. If no other artifacts are locatedduring the search then the initial artifact was recorded as anisolated find. At times, isolated formal tools (typical endscrapers, projectile points) were drawn and measured. The isolatewas then described and its location plotted on a U.S.G.S.topographic map and UTM coordinates are recorded.

When sites are found an Intermountain Antiquities ComputerSystem (IMACS) form was used to record the site. At all sites,selected topographic features, site boundaries, stone tools andcultural features (hearths, foundations, trash dumps and trails)are mapped. Sites were mapped with a Brunton compass and pacingoff distances from a mapping station (datum) . All debitage isinventoried using standard recording techniques (Truesdale et al1995:7) according to material type, basic flake type, and so on.Selected (mostly complete) stone tools and projectile points aredrawn and measured. All features (rockart panel (s) , hearths ,foundations, trash dumps and trails) are measured and described,while selected features are either drawn or photographed.

0 OSite location data is recorded by a GARMIN Global Positioning

System (GPS III Plus) and/or an E-Trex GPS. Site elevation andUniversal Transverse Mercator (IE¾i) grid data, its EstimatedPosition Error (EPE) and Dilution of Precision (DOP) wererecorded. Using the GPS data, the site location was then placedon a USGS 7.5' quadrangle map.

Results

A total of 19.18 acres (10 block, 9.18 linear) were surveyedfor cultural resources within and around the proposed BerryPetroleum Co. Lake Canyon Tribal (LCT) #10-26-46 and along itsaccess and pipeline. No cultural resources (sites, isolates) wererecorded during the survey. The project area has been subjectedto heavy amounts vegetation removal (chained) activities conductedby the Utah DWR.of tree cutting.

In addition, modern trash (plastic soda pop, oil andantifreeze bottles, clear, green, and brown bottle glass, sanitaryfood cans, wire, foam insulation and miscellaneous metal scraps)can be found throughout the Lake Canyon Oil and Gas Field Area andalong its service roads.

Recommendations

A total of 19.188 acres (10 block, 9.18 linear) were surveyedfor cultural resources within and around the proposed BerryPetroleum Co. Lake Canyon Tribal (LCT) #10-26-46 and along itsaccess and pipeline. No cultural resources (sites, isolates) wererecorded during the survey. The project area has been subjected toheavy amounts vegetation removal (chained) activities conducted bythe Utah DWR.of tree cutting.

Modern trash (plastic soda pop, oil and antifreeze bottles,clear, green, and brown bottle glass, sanitary food cans, foaminsulation and miscellaneous metal scraps) can be found throughoutthe Lake Canyon Oil and Gas Field Area and along its serviceroads.

Sediments on and surrounding the proposed well pad and alongits access and pipeline are colluvial in nature and shallow (

0 0

REFERENCES CITED

Childs, 0.E.1950 Geologic history of the Uinta Basin, Utah Geological

and Mineralogical Survey. Guidebook to the Geology ofU_tah_, No. 5:49-59.

Stokes, William Lee1986 Geology of Utah. Contributions by Utah Museum of

Natural History, and the Utah Geological and MineralSurvey Department of Natural Resources . Utah Museum ofNatural History, Occasional Papers, Number 6.

Thornbury, William D .1965 Regional Geomorphology of the United States . John

Wiley & Sons, Inc.

Truesdale, James A., Kathleen E. Hiatt, and Clifford Duncan1995 Cultural Resource Inventory of the Proposed Ouray

Gravel Pit Location, Uintah-Ouray Ute Reservation,Uintah County, Utah. Report prepared for U & WConstruction, Ft. Duchesne, Utah by AIA, Laramie,Wyoming.

O O

BLM8100-1/FSR4 2300-2

O . OBERRY PETROLEUM COMPANY

LC TRIBAL #10-26D-46LOCATED IN DUCHESNE COUNTY, UTAH

SECTION 26, T4S, R6W, U.S.B.&M.

- I - I

PHOTO: VIEW FROM LOCATION STAKE TO CORNER #5 CAMERA ANGLE: NORTHERLY

PHOTO: VIEW FROM BEGINNING OF PROPOSED ACCESS CAMERA ANGLE: WESTERLY

Uintah Engineering & Land Surveying TOPOGR A PH I c 1 1 27 06 PHOTO85 South 200 East Vernal, Utah 84078 M A P ONTH DAY YEAR

. sAce1. 435-789-1017 [email protected] TAKENBY:S.H. DRAWNBY:C.P. REV:03-30-07

OBERRY PETROLEUM COMPANY

LOCATIONLAYOUT FORLC TRIBAL#10-26D-46

SECTION 26, T4S, R6W, U.S.B.&M.1969' FSL 2283' FEL N O

YCONSTRUCT Û- 9' (-DIVERSION B. 7098.8' -----~~ B. 7084. Niilto DITCH

Topsoi/ Stockpile ,'

, 8,, , Sto. J+00SCALE: 1 = 50

DATE: 12-08-06 - C-5.4 'DRAWN BY: P.M. r8. 70967

REVISED: 03-30-07Round Corners

Approx. as neededTop ofCut Slope Approx.

NOTE. Reserve Pit Ðockfi// Existing FToe5 eE/are Pit is to Spoils Stockpi/e g Drainagebe /ocated a rnin. < /of 100' frorn the

Well Head are Pit C-5.9'8. 7096.8' PIPE RACKS

I I I l4 '

.(stm.Pit)

r--, DOG HOUSE¯¯¯¯ \40' 100' Sta. 1+505 RIG

-

-- 12.8C-5.5'E¡, 7078.7'

-

. -..... Ñ Il il PUMP

MUD SHED TOlLETo o--

--...- HOPPER

POWER

o.±50TOOLS

FUEL STORAGE- --

--- TRASH TANKC - J. J ' /E/. 7094.2'

Sta. 0+00

NC Proposed Access

DITCH i tingeElev. Ungraded Ground at Location Stoke = 7093.1'

T.IINTAH ENGINEERING LAND SURVEYINGE/ev. Graded Ground at Location Stoke = 7090.9 es so. zoo rose • vernaz. ve.»avore •

OBERRY PETROLEUM COMPANY

TYPICAL CROSS SECTIONS FOR smex-sectionLC TRIBAL#10--·26D-46Scale

SECTION 26, T4S, R6W, U.S.B.&M. No.16131" = 50' 1969' FSL 2283' FEL -"a RO8DATE: 12-08-06 'N... 40' 100' ©

DRAWN BY: P.M.REVISED: 03-30-07

4g y. CUT F/LL *Elimit

Preconstruction ga Egdg]

STA. J+0010 70' 40' 100'

LOCAT/ON STAKE

10 70' 40 100'

inished Grade

120 100'

STA. 0+00OOpTs

il should not be * NOTE:Stripped Below Finished E/LL QUANT/TY/NCLUDESGrade on Substructure Area. 5% FOR COMPACT/ON

APPROXIMATE YARDAGES EXCESS MATERIAL = 13,720 Cu. Yds.Topsoil & Pit Backfill = J, J10 Cu. Yds.CUT (1/2 Pit voi.)(6") Topsoil Stripping = 1,610 Cu. Yds.EXCESS UNBALANCE = 10,410 Cu. Yds.Remaining Location = 19,410 Cu. Yds(After interim Rehabilitation)

TOTAL CUT = 21,020 CU.YDS.fÍINTAH ENGINEERING & I.,AND SURVEYINGFILL = 7,JOO

STSARATA

Muni Airp

DUCHESNE

. +/

PROPOSED LOCATION:LC TRIBAL #10-26D-46

SEE TOPO "B

T4S

LEGEND: BERRY PETROLEUM COMPANYQ PROPOSED LOCATION N LC TRIBAL #10-26D-46

SECTION 26, T4S, R6W, U.S.B.&M.1969' FSL 2283' FEL

- Uintah Engineering & Land Surveying TOPOGR A PH I c 11 2 0685 South 200 East Vernal, Utah 84078 M A P(435) 789-1017 * FAX (435) 789-1813 MONTH DAY YEARSCALE:1:100,000 DRAWNBY:C.P. REV:03-30-07

PROPOSED LOCATION: -LC TRIBAL #10-260-46 |

LEGEND: BERRY PETROLEUM COMPANY------------ PROPOSEDACCESSROAD N LC TRIBAL #10-26D-46------ EXISTING ROAD NEEDS UPGRADED SECTION 26, T4S, R6W,

R

PROPOSED LOCATION:LC TRIBAL #10-26D-46

4S

LEGEND: BERRY PETROLEUM COMPANYg OlSPOSALuiLLS WATER WELLS N LC TRIBAL #10-26D-460 PROÐUCING WELLS ABANDON£D WELLS SECTION 26, T4S, R6W, U.S.B.&M.g SHUTINWELLS & TEMPORARILYABANDONED 1969' FSL 2283' FEL

- Uintah Engineering & Land Surveying TOPOGR A PH I Cll 27 0685 South 200 East Vernal, Utah 84078 ÑÎ A Ÿ ONT DAY VFAR(435) 789-1617 * FAX (435) 789-1813 SCALE:I" = 2000' DRAWNBY:C.P. REV:03-30-07

9

x 7025

PROPOSED LOCATION:LC #10 26

APPROXIMATE TOTAL PIPELINE DISTANCE = 1,601' +/-LEGEND: BERRY PETROLEUM COMPANY

PROPOSED ACCESS ROAD N LC TRIBAL #10-26D-46EXISTING 2-TRACK NEEDS UPGRADED------·------- PROPOSED PIPELINE SECTION 26, T4S, R6W, U.S.B.&M.----------- Îsi¾IcDO EELLS) 1969' FSL 2283' FEL

- Uintah Engineering & Land Surveying TOPOGR A PH I c 1 1 27 0685 South 200 East Vernal, Utah 84078 M A P MONTH DAT YEAR(435) 789-1017 * FAX (435) 789-1813 SCALE:1" = 1000 DRAWNBY:C.P. REV:03-30-07

WORKSHEETAPPLICATION FOR PERMIT TO DRILL

APD RECEIVED: 05/21/2007 API NO. ASSIGNED: 43-013-33672

WELL NAME: LC TRIBAL 10-26D-46

OPERATOR: BERRY PETROLEUM COMPANY ( N2480 ) PHONE NUMBER: 435-722-1325

CONTACT: SHELLY CROZIER

PROPOSED LOCATION: INSPECT LOCATN BY: / /NWSE 26 040S 060W .Tech Review Initials Date

BOTF

M

9689 FSL 288

EL

Engineering

COUNTY: DUCHESNEGeology

LATITUDE: 40.10221 LONGITUDE: -110.5285

UTM SURF EASTINGS:540190 NORTHINGS: 4438998 Surface

FIELD NAME: ALTAMONT ( 55 )

LEASE TYPE: 2 - Indian

LEASE NUMBER: 14-20-H62-5500 PROPOSED FORMATION: GRRVSURFACE OWNER: 4 - Fee COALBED METHANE WELL? NO

RECEIVED AND/OR REVIEWED: LOCATION AND SITING:

Plat R649-2-3.

Bond: Fed[] Ind[2] Sta[] Fee[] Unit:(No. RLBOOO5651 )

i Potash (Y/N) R649-3-2. General

Oil Shale 190-5 (B) or 190-3 or 190-13 Siting:460 From Qtr/Qtr & 920' Between Wells

Water Permit R649-3-3. Exception(No.43-11041 )

Drilling UnitRDCC Review (Y/N)

Board Cause No:(Date:Eff Date:

Fee Surf Agreement /N) Siting:

Intent to Commingle (Y/N) /' R649-3-11. Directional Drill

COMMENTS:

STIPULATIONS: y

T4S R6W

ALTAMONT FIELD

2(i

I£ TRIBAL

IC-MtMG

SKfTZY CANYONUTE+26·3A

7 DLB 7-35-46

OPERATOR: BERRYPETRO CO (N2480)

SEC: 26 T.4S R. 6W

FIELD:ALTAMONT (55)

COUNTY:DUCHESNE

SPACING: R649-3-11/ DIRECTIONAL DRILLING Wells StatusJi GAS INJECTION Utah OilGas and Mininge GAS STORAGEx LOCATION ABANDONED

NEW LOCATIONField Status Unit Status * PLUGGED &cABANDONED

ABANDONED EXPLORATORY g PRODUCING GASACTIVE GAS STORAGE o PRODUCING OILNF PP OIL g SHUT-IN GASCOMBINED NF SECONDARY

-e- SHUT-IN OIL W EINACTIVE NDLING )s( TEMP. ABANDONEDPROPOSED

PP GAS o TEST WELLSTORAGE PP GEOTHERML A WATER INJECTION STERMINATED PP O1L g WATER SUPPLY PREPARED BY:DIANA MASONSECONDARY WATER DISPOSAL DATE:21-MAY-2007TERMINATED

O OApplication for Permit to Drill

Statement of Basis6/13/2007 Utah Division of Oil, Gas and Mining Page i

APD No API WellNo Status Well Type Surf Ownr CBM447 43-013-33672-00-00 OW P NoOperator BERRY PETROLEUM COMPANY Surface Owner-APDWell Name LC TRIBAL 10-26D-46 UnitField ALTAMONT Type of WorkLocation NWSE 26 4S 6W U 1969 FSL 2283 FEL GPS Coord (UTM) 540190E 4438998N

Geologic Statement of BasisThe mineral rights for the proposed well are owned by the Ute Tribe. The BLM will be the agency responsiblefor evaluating and approving the drilling, casing and cement programs.

Brad Hill 6/13/2007APD Evaluator Date / Time

Surface Statement of BasisThe location is proposed in middle Skitzy area between the Right Fork of Indian Canyon and Lake Canyon.The area is approximately 18 road miles southwest of Duchesne, Utah. Access from the Indian Canyon StateHighway 91 is following the Skitzy road to a recently improved oil field development road that leads across theSkitzy benches a distance of approximately 8.1 miles. From this point a new road will be constructed for 0.3miles. The non-highway access is across Ute Tribal, Utah Division of Wildlife Resources and private lands.

General topography in the area is broken pinion-juniper ridges with frequent draws and interspersed benchlands. Much of the bench lands have been chained to reduce the pinion/juniper trees and reseeded to provideforage for wintering deer and elk. Slopes are not excessively steep on top of the benches or ridges, but sideslopes are frequently overly steep. All drainages are ephemeral and no seeps, springs or surface water areknown to exist in the area.

The proposed LC Tribal 10-26D-46 is planned on a twin pad with the proposed LC Tribal ll-26D-46 oil well.The pad is planned on the east slope of a gentle ridge that breaks off steeply into draws to the north and east.The location is partially within a bowl on the side-hill. Approximately ½ of the pad is within an area that waschained about 3 years ago while the east part of the pad is in native pinion and juniper. Diversion ditches areplanned on both the west and north sides to intercept possible overland flows following summer storms. Berryplans to drill the well using a closed loop mud circulation system. However if plans change a reserve pit will beconstructed and is planned in an acceptable location.

The selected location appears to be the best site for drilling and operating a well in the immediate area.

The Utah Division of Wildlife Resources owns the surface and the minerals are Tribal, administered by theBLM for the Ute Indian Tribe. Daniel Emmett represented the UDWR at the pre-site. Michael Cutlerrepresented the BLM. He had no comments regarding the proposed actions.

To reduce the impact on wintering deer and elk in the area the UDWR will require as part of their surface useagreement that no road or pad construction, drilling or use of work-over rigs occur during the critical winteringperiod of December 1 thru April 15. In addition it was requested that if a pump jack is installed on the locationthat a reduced sound emission muffler be installed on the motor.

Mr. Emmitt gave Mr. Crozier of Berry Petroleum a copy of his wildlife evaluation and a seed mixture to beused to revegetate un-used portions of the disturbed

O OON-SITE PREDRILL EVALUATION

Utah Division of Oil, Gas and Mining

Operator BERRY PETROLEUM COMPANYWell Name LC TRIBAL 10-26D-46API Number 43-013-33672-0 APD No 447 Field/Unit ALTAMONTLocation: 1/4,1/4 NWSE Sec 26 Tw 4S Rng 6W 1969 FSL 2283 FELGPS Coord (UTM) 540192 4439026 Surface Owner

ParticipantsFloyd Bartlett (DOGM), Jeff Crozier (Berry Petroleum), Daniel Emmett, (UDWR), Michael Cutler (BLM).

Regional/Local Setting & TopographyThe location is proposed in middle Skitzy area between the Right Fork of Indian Canyon and Lake Canyon. The area isapproximately 18 road miles southwest of Duchesne, Utah. Access from the Indian Canyon State Highway 91 is followingthe Skitzy road to a recently improved oil field development road that leads across the Skitzy benches a distance ofapproximately 8.1 miles. From this point a new road will be constructed for 0.3 miles. The non-highway access is acrossUte Tribal, Utah Division of Wildlife Resources and private lands.

General topography in the area is broken pinion-juniper ridges with frequent draws and interspersed bench lands. Much ofthe bench lands have been chained to reduce the pinion/juniper trees and reseeded to provide forage for wintering deer andelk. Slopes are not excessively steep on top of the benches or ridges, but side slopes are frequently overly steep. Alldrainages are ephemeral and no seeps, springs or surface water are known to exist in the area.

The proposed LC Tribal 10-26-46 is planned on a twin pad with the proposed LC Tribal 11-26-46 oil well. The pad isplanned on the east slope of a gentle ridge that breaks off steeply into draws to the north and east. The location is partiallywithin a bowl on the side-hill. Approximately ½ of the pad is within an area that was chained about 3 years ago while theeast part of the pad is in native pinion and juniper. Diversion ditches are planned on both the west and north sides tointercept possible overland flows following summer storms. Berry plans to drill the well using a closed loop mudcirculation system. However if plans change a reserve pit will be constructed and is planned in an acceptable location.

The selected location appears to be the best site for drilling and operating a well in the immediate area.

The Utah Division of Wildlife Resources owns the surface and the minerals are Tribal, administered by the BLM for theUte Indian Tribe.

Surface Use PlanCurrent Surface UseRecreationalWildlfe HabitatDeer Winter Range

New RoadMiles Well Pad Src Const Material Surface Formation

0.3 Width 220 Length 300 Onsite UNTA

Ancillary Facilities N

Waste Management Plan Adequate? Y

Environmental ParametersAffected Floodplains and/or Wetland N

6/13/2007 Page

O OFlora / Fauna

The portion of the location that was chained has a good establishing vegetative cover containing numerous plantspecies. Common plants are orchard grass, wheat grasses, small burnet, re-sprouting mahogany, Indian ricegrass,gilia, flax and numerous spring annuals. The other half is moderately dense pinion juniperwith little under-story.

Elk, deer, coyotes, rabbits and small mammals, birds and raptors.

Soil Type and CharacteristicsModerately deep shaley sandy loam

Erosion Issues N

Sedimentation Issues N

Site Stability Issues N

Drainage Diverson Required YRunning to the north and south along the west side of the location.

Berm Required? N

Erosion Sedimentation Control Required? N

Paleo Survey Run? N Paleo Potental Observed? N Cultural Survey Run? Y Cultural Resources? N

Reserve Pit

Site-Specific Factors Site RankingDistance to Groundwater (feet) >200 0Distance to Surface Water (feet) >1000 0Dist. Nearest Municipal Well (ft) >5280 0Distance to Other Wells (feet) >1320 0Native Soil Type Mod permeability 10Fluid Type Fresh Water 5Drill Cuttings Normal Rock 0Annual Precipitation (inches) 10 to 20 5Affected Populations

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From: "Shelley Crozier" To: "Diana Mason" Date: 8/2/2007 2:35 PMSubject: RE: Notice to release a number of Berry Petroleum Company'swell applications onDWR surface

Diana, the LC Fee 1-12D-57 & LC Tribal 10-26D-56 are included in thewells listed below by BillJames and Brad Hillto be release forapproval back in May. Do you stillneed me to send you a hard copy ofthis,or is thise-mail ok as it was with all of the other wells listedbelow. Let me know.

Thanks,

Shelley E. CrozierRegulatory &Permitting SpecialistBerry Petroleum Company4000 South 4028 WestRt. 2 Box 7735Roosevelt, Utah 84066(435) 722-1325 Office(435) 725-1877 Direct(435) 823-1808 Cellular(435) 722-1321 [email protected]

-----Original Message---From: Diana Mason [mailto:[email protected]]Sent: Wednesday, May 16, 2007 9:29 AMTo: Shelley CrozierSubject: Fwd: Notice to release a number of Berry PetroleumCompany'swell applications on DWR surface

FYI:

>>> Brad Hill5/16/2007 9:28 AM >>>Diana,

Ifyou would put a copy of thise-mail in the referenced well files Iwould say this is good enough for the surface agreement requirement.

Brad

>>> William James 5/10/2007 2:50 PM >>>Diana:

As we discussed today,DWR has been working for a whilewith BerryPetroleum Co. (Jeff Crozier) to review theirapplications forrights-of-way on Division of Wildlife Resources (DWR) surface. Theroads, pipelines, and well pads for wells #11-27R-46, 4-27-46, 15-6-56,12-34-46, 14-34-46, 1-9-56, 14-4-56, 10-9-56, 6-12-57, 9-6-56, 3-5-56,1-12-57, 1-26-46, 3-18-56, 5-4-56, 8-4-56, 8-7-56, 10-2646, 2-15-54,4-15-54, 6-15-54, 8-15-54 are now being authorized under surfaceoperating agreements which have been signed by Berry Petroleum Company,and

2/2007) Diana Mason - RE: Notice lease a number of Ber eti o sw pli aÏi ns or DMÏÏ rf Bag

We have received payment of the applicable fees to DWR. The approvedright-of-way leases and easements are now entering the Division ofFinance for issuance of contract numbers. Please consider thismessageas DWR's formal request that, from the surface owner's viewpoint, youcan "release" Berry Petroleum to pursue the named wells. We aresatisfied theyhave met DWR standards. Ifyou have questions, pleasecall or drop by my office.

NOTE -- I will be unavailable May 12-22, 2007 on annual leave. If theredetail questions or follow-up needs in the interim these wells can bereferenced within three agreements whichwe named DUC-0609-EA-060,DUC-0702-EA-004, and DUC-0702-EA-008. Stephen "Steve" Hansen would bethe best contact until I return.

BillJamesEnergy Development / NEPA CoordinatorUtah Division of Wildlife ResourcesSalt Lake City, Utah(801) 538-4752 office(801) 230-1778

State AUtahDEPARTMENT OF NATURAL RESOURCES

MICHAEL R. STYLERExecutive Director

JON M. HUNTSMAN, JR.ÛiVision of Oil Gas and Mining

Governor JOHN R. BAZADivision Director

GARY R. HERBERTLieutenant Governor

August 2, 2007

Berry Petroleum CompanyRt. 2, Box 7735Roosevelt, UT 84066

Re: LC Tribal 10-26D-46 Well, Surface Location 1969 FSL, 2283' FEL, NW SE, Sec. 2_6,T. 4 South, R. 6 West, Bottom Location 1968' FSL, 1858' FEL, NW SE, Sec. 26,T. 4 South, R. 6 West, Duchesne County, Utah

Gentlemen:

Pursuant to the provisions and requirements of Utah Code Ann.§ 40-6-1 et seq., UtahAdministrative Code R649-3-1 et seq., and the attached Conditions of Approval, approval to drillthe referenced well is granted.

This approval shall expire one year from the above date unless substantial and continuousoperation is underway, or a request for extension is made prior to the expiration date. The APIidentification number assigned to this well is 43-013-33672.

Sincerely,

Gil HuntAssociate Director

pabEnclosures

cc: Duchesne County AssessorBureau of Land Management, Vernal Office

UTAH

DNR

1594 West North Temple, Suite 1210, PO Box 145801, Salt Lake City, UT 84114-5801telephone (801) 538-5340 • facsimile (801) 359-3940 • TTY (801) 538-7458 • wwwogm.utah.gov OIL, GAS &

O O

Operator: Berry Petroleum CompanyWell Name & Number LC Tribal 10-26D-46

API Number: 43-013-33672Lease: 14-20-H62-5500

Surface Location: NW SE Sec. 26 T. 4 South R. 6 WestBottom Location: NW SE Sec. 26 T. 4 South R. 6 West

Conditions of Approval

1. GeneralCompliance with the requirements of Utah Admin. R. 649-1 et seq., the Oil and GasConservation General Rules, and the applicable terms and provisions of the approvedApplication for permit to drill.

2. Notification RequirementsNotify the Division within 24 hours of spudding the well.• Contact Carol Daniels at (801) 538-5284

Notify the Division prior to commencing operations to plug and abandon the well.• Contact Dustin Doucet at (801) 538-5281 (801) 733-0983 home

3. Reporting RequirementsAll required reports, forms and submittals will be promptly filed with the Division,including but not limited to the Entity Action Form (Form 6), Report of WaterEncountered During Drilling (Form 7), Weekly Progress Reports for drilling andcompletion operations, and Sundry Notices and Reports on Wells requesting approval ofchange of plans or other operational actions.

4. State approval of this well does not supersede the required federal approval, which must beobtained prior to drilling.

5. In accordance with Utah Admin. R.649-3-11, Directional Drilling, the operator shall submita complete angular deviation and directional survey report to the Division within 30 daysfollowing completion of the well.

6. Compliance with the Conditions of Approval/Application for Permit to Drill outlined in theStatement of Basis. (Copy

0 0

Page Two43-013-33672August 2, 2007

7. This proposed well is located in an area for which drilling units (well spacing patterns) havenot been established through an order of the Board of Oil, Gas and Mining (the "Board").In order to avoid the possibility of waste or injury to correlative rights, the operator isrequested, once the well has been drilled, completed, and has produced, to analyzegeological and engineering data generated therefrom, as well as any similar data fromsurrounding areas if available. As soon as is practicable after completion of its analysis,and if the analysis suggests an area larger than the quarter-quarter section upon which thewell is located is being drained, the operator is requested to seek an appropriate orderfrom the Board establishing drilling and spacing units in conformance with such analysisby filing a Request for Agency Action with the

Form 3160-3 FORM APPROVED

(April 2004) OMB No. 1004-0137

UNITED STATES Expires March 31, 2007

DEPARTMENT OF THE INTERIOR 5 Lease Serial No.BUREAU OF LAND MANAGEMENT DEPT.OF T 14-20-H62-5500 (EDA)

BUREAUOF LANDMGMTAPPLICATION FOR PERMIT TO DRILL OR REENTER (i Ifindian,AlloteeorTribeName

1a. TYPE OF WORK DRILL REENTER/ unitor cA Agreement, Name and No.

N/A6 Lease Name and Well No.

1b. Type of Well: Oil well Gas well Other Single zone Multiple zone LC TRIBAL 10-26D-46

2. Name of Operator 9 API Well No.

BERRY PETROLEUM COMPANY 46 Q/ 7Ž.3a. Address . 4000 SOUTH 4028 WEST 3b. PhoneNo (includearecode) 10. FieldandPool,orExploratory

RT. 2 BOX 7735, ROOSEVELT, UT. 84066 (435) 722-1325 LAKECANYON4. Location of Well (Report location clearlyand in accordance with any State requirerne

(gg - utahto mud/gas separator and/or pit 2* une ' 3" eune to pit to mud/gas separator andlor pit 2"...

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