IN THE MATTER OF THE PROMULGATION AND ESTABLISHMENT OF FIELD RULES TO GOVERN OPERATIONS IN THE ARCHER FIELD, CHEYENNE COUNTY, COLORADO Cause No. 483 Order No. 483-1

REPORT OF THE COMMISSION

This cause came on for hearing before the Commission on April 19, 1993 at 8:30 a.m. in Room 318, Centennial Building, 1313 Sherman Street, Denver, Colorado, after giving Notice of Hearing as required by law, on the verified application of Nitrotec Helium Corporation for an order approving a certain Unit Agreement and Unit Operating Agreement for the Archer Unit, providing for unit operations of the reservoir consisting of the Morrow "B" Sand Formation un derlying certain lands in the unit area located in Cheyenne County, Colorado.

FINDINGS

The Commission finds as follows:

1. Nitrotec Helium Corporation, as applicant herein, is an interested party in the subject matter of the above-referenced hearing.

2. Due notice of the time, place and purpose of the hearing has been given in all respects as required by law.

3. The Commission has jurisdiction over the subject matter embraced in said Notice, and of the parties interested therein, and jurisdiction to promulgate the hereinafter prescribed order.

4. The Morrow Formation was encountered in the stratigraphic interval between the depths of 5340 feet and 5380 feet measured from the Kelly Bushing, in the Murfin No. 3-29 UPRC-Sidebottom Well located in the SE1/4 SW1/4 of Section 29, Township 12 South, Range 44 West, Cheyenne County, Colorado, and as so encountered, is a common source of supply and has been defined and determined by drilling, to be productive underlying the following described lands in Cheyenne County, Colorado:

Township 12 South, Range 44 West, 6th P.M. Section 29: NW1/4 NW1/4, S1/2 NW1/4, SW1/4, W1/2 SE1/4 Section 30: Lots 5, 6, 11, 12, 13, 14 and 20 Section 31: NE1/4, NE1/4 SE1/4 Section 32: Lots 3, 4, 5, 6, 11, 12, 13 and 14

containing 680 acres, more or less.

5. The terms and conditions provided by the Archer Unit Agreement and Unit Operating Agreement meet the requirements of the statute and are just and reasonable to all interests contained within said unit area. The plan for unit operations as presented by the Applicant, providing for the recovery of low BTU gas and the recovery of helium contained within the gas underlying the Archer Unit Area, as described herein is necessary to increase the ultimate r ecovery of oil and gas and the value of the estimated additional recovery of oil and gas exceeds the estimated additional cost incident to conducting such operations.

6. The provisions contained in said Unit Agreement and Unit Operating Agreement are just and reasonable and include the following:

a. The description of the pool to be so operated;

b. The nature of said operation;

c. The allocation to the separately owned tracts in the Archer Unit Area of all the oil and gas that is produced from said Unit Area and is saved;

d. The provision for the credits and charges to be made in the adjustment among the owners in the Archer Unit Area for their respective investments in wells, tanks, pumps, machinery, materials, and equipment contributed to the unit operations;

e. The provision providing how the costs of unit operations, including capitol investments, shall be determined and charged to the separately owned tracts, and how said costs shall be paid, including the provision providing when, how, and by whom the unit production allocated to an owner who does not pay the share of the cost of unit operations charged to such owner, or the interest of such owners, may be sold and the proceeds applied to the payment of such costs;

f. The provision for the supervision and conduct of the unit operations, in respect to which person shall have a vote with a value corresponding to the percentage of the costs of unit operations chargeable against the interest of such person; and

g. The time when the unit operations shall commence, and the manner in which, and the circumstances under which the unit operations shall terminate.

7. At the time of the hearing before the Commission, Nitrotec Helium Corporation indicated that those persons owning more than the required percentages of interest had approved the aforementioned plan of unit operations.

8. Based on the facts stated in the verified application, and having been heard by the Hearing Officer and recommended for approval, the Commission should enter an order approving the Archer Unit Agreement and Unit Operating Agreement becoming effective as of April 19, 1993.

ORDER

NOW, THEREFORE, IT IS ORDERED, that:

1. The Archer Unit Agreement and Unit Operating Agreement, covering lands in the Archer Unit Area, which agreements are attached to, and made a part of the original order of this Commission on file in the office of the Commission, are approved as being in the public interest for conservation.

2. The Morrow "B" Sand reservoir, common source of supply, underlies the following lands in Cheyenne County, Colorado:

Township 12 South, Range 44 West, 6th P.M. Section 29: NW1/4 NW1/4, S1/2 NW1/4, SW1/4, W1/2 SE1/4 Section 30: Lots 5, 6, 11, 12, 13, 14 and 20 Section 31: NE1/4, NE1/4 SE1/4 Section 32: Lots 3, 4, 5, 6, 11, 12, 13 and 14

containing 680 acres, more or less.

3. The provisions contained in said Unit Agreement and Unit Operating Agreement as they pertain to C.R.S. Section 34-60-118 of the Oil and Gas Conservation Act are just and reasonable, and are incorporated herein as the Commission's plan of involuntary unit operations for such lands.

4. No injection of any fluids is contemplated or approved by this order and any injection well to be located in the Unit Area shall be approved by the Director in accordance with the rules and regulations of the Commission.

IT IS FURTHER ORDERED, that the provisions contained in the above order shall become effective as of April 19, 1993.

IT IS FURTHER ORDERED, that the Commission expressly reserves it rights, after notice and hearing, to alter, amend or repeal any and/or all of the above orders.

ENTERED this day of , 1993, as of April 19, 1993.

OIL AND GAS CONSERVATION COMMISSION OF THE STATE OF COLORADO

By Patricia C. Beaver, Secretary Dated at Suite 380 1580 Logan Street Denver, Colorado April 21, 1993 ??