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Lease in Place : YES NO Q Lease it LEO I 'O Acres BEFORE THE OIL AND GAS CONSERV) Keep for Hearing Outcome/Minutes 1 OF THE STATE OF COLO File-No Action Needed IN THE MATTER OF THE APPLICATION OF CAu�c t,.,, VERDAD OIL & GAS CORPORATION, FOR AN ORDER TO POOL ALL INTERESTS IN AN DOCKET NO. 150100035 APPROXIMATE 640-ACRE DRILLING AND SPACING UNIT LOCATED IN SECTION 2, RECEIVED TOWNSHIP 1 NORTH, RANGE 64 WEST, 6TH P.M., FOR THE DEVELOPMENT/OPERATION JAN 1 2 2015OF THE CODELL AND NIOBRARA FORMATIONS, WATTENBERG FIELD, WELD WELD COUNTY COUNTY, COLORADO COMMISSIONERS AMENDED APPLICATION COMES NOW Verdad Oil & Gas Corporation (Operator No. 10485) ("Applicant"), by its attorneys, Jost & Shelton Energy Group, P.C., and makes this application to the Oil and Gas Conservation Commission of the State of Colorado ("Commission") for an order to pool all interests within an approximate 640-acre Drilling and Spacing Unit, as defined below, for the development of the Codell and Niobrara Formations on the following described lands: Township 1 North, Range 64 West, 6th P.M. Section 2: All 640-acres, more or less, Weld County, Colorado (hereinafter "Application Lands"). In support thereof, Applicant states and alleges as follows: 1. Applicant is a corporation duly authorized to conduct business in the State of Colorado, and is a registered operator in good standing with the Commission. 2. Applicant owns certain leasehold interests in the Application Lands. 3. On April 27, 1998, the Commission adopted Rule 318A, which among other things, allowed certain drilling locations to be utilized to drill or twin a well, deepen a well or recomplete a well and to commingle any or all of the Cretaceous Age Formations from the base of the Dakota Formation to the surface. On December 5, 2005, Rule 318A was amended to allow interior infill and boundary wells to be drilled and wellbore spacing units to be established. On August 8, 2011, Rule 318A was again amended to, among other things, address the drilling of horizontal wells. Dot of G& t cove M ixt, 4- Co l,�-�, , ci not pull v OUU 2015-0730 I � fth ! 15 L i80 4. On February 19, 1992, the Commission entered Order No. 407-87 (amended August 20, 1993) which, among other things, established 80-acre drilling and spacing units for the production of oil, gas and associated hydrocarbons from the Niobrara Formation underlying certain lands, including the Application Lands, with the permitted well locations in accordance with the provisions of Order No. 407-1. 5. On January 9, 2015, Applicant concurrently filed an application to be heard at the Commission's March hearing, requesting an order establishing a drilling and spacing unit composed of the Application Lands, for the development of the Codell and Niobrara Formations. 6. Applicant designated an approximate 320-acre horizontal wellbore spacing unit for the drilling of the Pastelak 01N-64W-02-3N Well (API No. 05-123- 40319), for the production of oil, gas, and associated hydrocarbons from the Niobrara Formation pursuant to Rule 318A and notified the appropriate parties under Rule 318A. Applicant has/will submit a sundry to approve the drilling of the Pastelak 01N- 64W-02-3N Well to the pending drilling and spacing unit composed of the Application Lands, described above. 7. Applicant, pursuant to Commission Rule 530 and/or the provisions of C.R.S. § 34-60-116 (6) and (7), hereby requests an order to pool all interests within the Drilling and Spacing Unit, including but not limited to, any non-consenting interests and leased mineral interests, in the Application Lands in the Codell and Niobrara Formations underlying the following approximate 640-acre Drilling and Spacing Unit: Township 1 North, Range 64 West, 6th P.M. Section 2: All (throughout as "Drilling and Spacing Unit"). 8. Applicant requests that the Commission's pooling order be made effective as of the earlier of the date of this Application, or the date that the costs specified in C.R.S. § 34-60-116(7)(b) are first incurred for the drilling of any well to the Codell or Niobrara Formation on the Application Lands. 9. Applicant certifies that copies of this Application will be served on all persons owning an interest in the mineral estate of the tracts to be pooled, including leased mineral interest owners, within seven (7) days of the date hereof, as required by Rule 507.b(2), and that at least thirty-five (35) days prior to the hearing on this matter, each such interest owner not already leased or voluntarily pooled will be offered the opportunity to lease, or to participate in the drilling of the well(s), and will be provided with the information required by Rule 530 as applicable. The list of such interested parties is attached hereto as Exhibit A. 10. That in order to prevent waste and to protect correlative rights, all interests in each of the Drilling and Spacing Unit should be pooled for the orderly development of the Codell and Niobrara Formations, including any non-consenting interests therein. WHEREFORE, Applicant requests that this matter be set for hearing at the next available opportunity, that notice be given as required by law, and that upon such hearing, the Commission enter its order: A. Pooling all interests in an approximate 640-acre Drilling and Spacing Unit established on Application Lands for the development of the Codell and Niobrara Formations. B. Providing that the Commission's pooling order is made effective as of the earlier of the date of this Application, or the date that any of the costs specified in C.R.S. § 34-60-116(7)(b) are first incurred for the drilling of any well to the Codell or Niobrara Formation on the Application Lands. C. Providing that the interests of any owners with whom the Applicant has been unable to secure a lease or other agreement to participate in the drilling of the well(s) are pooled by operation of statute, pursuant to C.R.S. § 34-60-116(6) and (7), and made subject to the cost recovery provisions thereof with respect to the well(s) drilled to develop the Codell or Niobrara Formation in the Drilling and Spacing Unit comprising the Application Lands. D. For such other findings and orders as the Commission may deem proper or advisable in this matter. WHEREFORE, Applicant respectfully requests that this matter be set for hearing in March 2015, that notice be given as required by law, and that upon such hearing, the Commission enter its order consistent with Applicant's request as set forth above. y Dated: January ' , 2015. Respectfully submitted: VERDAD O4.,& GAS CORPORATION By: �� � � �. _ r Jamie L. Jost Joseph M. Evers Jost & Shelton Energy Group, P.C. Attorneys for Applicant 1675 Larimer Street, Suite 420 Denver, Colorado 80202 (720) 379-1812 Applicant's Address: Verdad Oil & Gas Corporation ATTN: Johnny Beecherl 5950 Cedar Springs Road, Suite 200 Dallas, TX 75235 VERIFICATION STATE OF TEXAS ) )ss. CITY AND COUNTY OF DALLAS ) Philip W. Davis, of lawful age, being first duly sworn upon oath, deposes and says that he is Vice President-Land for Verdad Oil & Gas Corporation, and that he has read the foregoing Application and that the matters therein contained are true to the best of his knowledge, information and belief. C.(7) Philip W. Davis Vice President- Land Verdad Oil & Gas Corporation Subscribed and sworn to before me this 9 day of January 2015. Witness my hand and official seal. """ RENEE WARNOCK env r�• [SE A' des. Notary Public.State of Texas My Commission Expires •.;fF• V December 16, 2018 IfIl My commission expires: 16 Zo17- Notary ublic BEFORE THE OIL AND GAS CONSERVATION COMMISSION OF THE STATE OF COLORADO IN THE MATTER OF THE APPLICATION OF CAUSE NO. VERDAD OIL & GAS CORPORATION, FOR AN ORDER TO POOL ALL INTERESTS IN AN DOCKET NO. APPROXIMATE 640-ACRE DRILLING AND SPACING UNIT LOCATED IN SECTION 2, TOWNSHIP 1 NORTH, RANGE 64 WEST, 6TH P.M., FOR THE DEVELOPMENT/OPERATION OF THE CODELL AND NIOBRARA FORMATIONS, WATTENBERG FIELD, WELD COUNTY, COLORADO AFFIDAVIT OF MAILING STATE OF COLORADO ) )ss. CITY AND COUNTY OF DENVER ) I, Jamie L. Jost of lawful age, and being first duly sworn upon my oath, state and declare that I ap the attorney for Verdad Oil & Gas Corporation, and that on or before the /s'Ctay of January, 2015, I caused a copy of the attached Application to be deposited in the United States Mail, postage prepaid, addressed to the parties listed on Exhibit A to the Application. Jamie L. Jost Subscribed and sworn to before me on this lay of January, 2015. Witness my hand and official seal. / My commission expires: egOn. a&t,a/ Notary ublic g DANIELLE E CARROLL Notary Public State of Colorado 6 Notary ID 20134059312 My Commission Expires Sep 18, 2017 Exhibit A Interested Party List Verdad Oil & Gas Corporation Paula D. Farner 5950 Cedar Springs Road, 28498 County Road 14 Suite 200 Keenesburg, CO 80643 Dallas, Texas 75235 Dianne C. Becker and OOGC America LLC Carl R. Becker 9805 Katy Freeway, Suite 500 215 South Dickson Street Houston, TX 77024 Keenesburg, CO 80643 Grizzly Petroleum Company, LLC Wilda A. Cornell 1801 Broadway, Suite 500 4345 Kendall Street Denver, CO 80202 Wheat Ridge, CO 80033 John M. Hefner and Kristine Hefner, Donald Cornell tenants in common 299 Belford Drive 8614 North Sundown Trail Northglenn, CO 80260 Parker, CO 80134 Elizabeth Jean Redabaugh Steve M. Pastelak 28906 County Road 14 28425 Highway 52 Keenesburg, CO 80643-9528 Keenesburg, CO 80634 Barbara Reed Lewis Kenneth L. Madsen and Lynda J. 9665 Woodhollow Drive Madsen, tenants in common Reno, NV 89521 P.O. Box 359 Hudson, Co 80642-0359 Kevin L. Bell and Trudy K. Bell 28496 County Road 14 Matthew J. Madsen and Keenesburg, CO 80643 Mary R. Madsen 28170 Weld County Road 14 Julia Mae Pastelak Keenesburg, CO 80643-9528 575 Holly Street Hudson, CO 80642 John Schweitzer and Marjorie Schweitzer Annette Tarantino 28490 County Road 14 5000 East 88th Avenue Keenesburg, CO 80643-9528 Henderson, CO 80640 Shirley Jean Henry Wagy Board of County Commissioners of 6288 W. 3rd St. Rd. the County of Weld Greeley, CO 80634 1150 O Street, P.O Box 758 Greeley, CO 80632 Steven R. Giglio, devisee of Ruth Strain Giglio aka Layne E. Thompson and Cylene Ruth Strain Giglio Kerr Thompson 1325 Belvedere Drive 28549 Highway 52 Baton Rouge, LA 70808 Keenesburg, CO 80643-9404 Brian K. Heier and Kellie L. Heier Sharp Energy Resources, LLC 28001 Highway 52 1801 Broadway, Suite 400 Keenesburg, CO 80643 Denver, CO 80202 Eastern Plains Development, LLC 28425 Highway 52 Keenesburg, CO 80643-9412 Tra . .BEFORE THE OIL AND GAS CONSERVATION COMMISSION OF THE STATE OF COLORADO IN THE MATTER OF THE APPLICATION OF VERDAD OIL & GAS CORPORATION FOR AN Cause No. ORDER TO VACATE PORTIONS OF ORDER NO. 407-87 AND ESTABLISH AN Docket No. APPROXIMATE 640-ACRE DRILLING AND SPACING UNIT AND APPROVE UP TO RECEIVED SIXTEEN (16) WELLS WITHIN THE 640-ACRE DRILLING AND SPACING UNIT FOR THE DEC 3 0 2014 CODELL AND NIOBRARA FORMATIONS IN SECTION 02, TOWNSHIP 1 NORTH, RANGE WELD COUNTY 64 WEST, 6TH P.M., WATTENBERG FIELD, COMMISSIONERS WELD COUNTY, COLORADO APPLICATION Verdad Oil & Gas Corporation (Operator No. 10485) ("Verdad" or "Applicant"), by and through its attorneys, Jost & Shelton Energy Group, P.C., respectfully submits this Application to the Oil and Gas Conservation Commission of the State of Colorado (the "Commission") for an order to vacate portions of Order No. 407-87 and establish an approximate 640-acre drilling and spacing unit and authorize up to sixteen (16) horizontal wells in the 640-acre drilling and spacing unit in order to recover the oil, gas and associated hydrocarbons from the Codell and Niobrara Formations underlying the below-described lands. In support of its Application, Applicant states and alleges as follows: 1. Applicant is a corporation duly organized and authorized to conduct business in the State of Colorado. 2. Applicant owns leasehold interests or holds the right to operate on the following lands (hereafter "Application Lands"): Township 1 North, Range 64 West, 6th P.M. Section 2: All 640-acres, more or less, Weld County, Colorado. 3. On April 27, 1998, the Commission adopted Rule 318A, which, among other things, allowed, certain drilling locations to be utilized to drill or twin a well, deepen a well or recomplete a well and to commingle any or all of the Cretaceous Age Formations from the base of the Dakota Formation to the surface. On December 5, 2005, Rule 318A was amended to allow interior infill and boundary wells to be drilled and wellbore spacing units to be established. On August 8, 2011, Rule 318A was again I amended to, among other things, address drilling of horizontal wells but did not prohibit the establishment of drilling and spacing units within the Greater Wattenberg Area. 4. On February 19, 1992, the Commission entered Order No. 407-87 (amended August 20, 1993) which, among other things, established 80-acre drilling and spacing units for the production of oil, gas and associated hydrocarbons from the Niobrara Formation underlying certain lands, including the Application Lands, with the permitted well locations in accordance with the provisions of Order No. 407-1. Applicant is requesting that Order No. 407-87 be vacated only as it applies to the Application Lands. 5. The records of the Commission reflect that no wells are currently completed to the Codell or Niobrara Formation underlying Application Lands. However, Commission records reflect that Verdad is currently in the process of drilling the Pastelak 01N-64W-02-3N Well (API No. 05-123-40319) to the Niobrara Formation. 6. Applicant requests that Order No. 407-87 be vacated only as it applies to the Application Lands for the Codell and Niobrara Formations. 7. To promote efficient drainage within the Codell and Niobrara Formations underlying Application Lands, to protect correlative rights and to avoid waste, the Commission should establish an approximate 640-acre drilling and spacing unit for Application Lands. 8. That the above-proposed drilling and spacing unit will allow efficient drainage of the Codell and Niobrara Formations; will prevent waste; will not adversely affect correlative rights and will assure the greatest ultimate recovery of gas and associated hydrocarbon substances from the reservoirs. 9. That the Applicant is requesting to drill and complete up to sixteen (16) horizontal wells with the surface locations for the wells to be anywhere within the unit but no more than one (1) surface location per quarter-quarter section within the unit, unless an exception is granted by the Director or as otherwise approved by a surface owner in order to recover the oil, gas and associated hydrocarbons within the 640-acre drilling and spacing unit. There will be no adverse effect on correlative rights of adjacent owners. 10. The Applicant requests that the treated interval of the proposed horizontal wells shall be no closer than 460 feet from the boundaries of the unit (regardless of the lease lines within the unit), and not less than 150 feet from the treated interval of another well within the unit, unless an exception is granted by the Director. 11. The undersigned certifies that copies of this Application will be served on each interested party within seven (7) days of the filing hereof, as required by Rule 503.e. J WHEREFORE, Applicant respectfully requests that this matter be set for hearing at the next available opportunity, that notice be given as required by law, and that upon such hearing this Commission enter its order: A. Vacating Order No. 407-87 only as it applies to the Application Lands for the Codell and Niobrara Formations. B. Establishing an approximate 640-acre drilling and spacing unit for Section 2, Township 1 North, Range 64 West, 6th P.M. and allowing up to sixteen (16) horizontal wells in the unit in order to develop and recover the oil, gas and associated hydrocarbons from the Codell and Niobrara Formations. C. Providing that the treated interval any horizontal well shall be no closer than 460 feet from the boundaries of the unit and not less than 150 feet from the treated interval of another well within the unit, and authorizing surface locations for the wells to be anywhere within the unit but no more than one (1) surface location per quarter-quarter section, unless an exception is granted by the Director, or as otherwise approved by a surface owner. D. Finding that an approximate 640-acre drilling and spacing unit for the development of the Codell and Niobrara Formations underlying the Application Lands will prevent waste, protect correlative rights, and allow for the development of the Codell and Niobrara Formations in Section 2, Township 1 North, Range 64 West, 6th P.M. E. For such other findings and orders as the Commission may deem proper or advisable in this matter. WHEREFORE, Applicant respectfully requests that this matter be set for hearing in March 2015, that notice be given as required by law, and that upon such hearing, the Commission enter its order consistent with Applicant's request as set forth above. J DATED December 22, 2014. Respectfully submitted: VERDAD OI & GAS CORPORATION By: atCL-e--• _._ Jamie L. Jost Joseph M. Evers Jost & Shelton Energy Group, P.C. Attorneys for Applicant 1675 Larimer St., Suite 420 Denver, Colorado 80202 (720) 379-1812 jjost@jsenergygroup.com jevers@jsenergygroup.com Applicant's Address: Verdad Oil & Gas Corporation ATTN: Johnny Beecherl 5950 Cedar Springs Road, Suite 200 Dallas, TX 75235 I I VERIFICATION STATE OF TEXAS ) )ss. CITY AND COUNTY OF DALLAS ) Philip W. Davis, of lawful age, being first duly sworn upon oath, deposes and says that he is Vice-President of Land for Verdad Oil & Gas Corporation, and that he has read the foregoing Application and that the matters therein contained are true to the best of his • knowledge, information and belief. Phili W. Davis Vice-President of Land Verdad Oil & Gas Corporation Subscribed and sworn to before me this,22-day of December 2014. Witness my hand and official seal. [SEAL] My commission expires: 1�- 16 -�i Y p ttttlilt a 111!71//j/ ,,. 4N A R NO /' PUBS .. ottry Public s. sfq %IS CO t "�}Q exPla 7a2- ,�, ,f,•r"!r r t I I I1G_111ttt\`` f BEFORE THE OIL AND GAS CONSERVATION COMMISSION OF THE STATE OF COLORADO IN THE MATTER OF THE APPLICATION OF VERDAD OIL & GAS CORPORATION FOR AN ORDER TO VACATE PORTIONS OF ORDER NO. CAUSE NO. 407-87 AND ESTABLISH AN APPROXIMATE 640- ACRE DRILLING AND SPACING UNIT AND DOCKET NO. APPROVE UP TO SIXTEEN (16) WELLS WITHIN THE 640-ACRE DRILLING AND SPACING UNIT FOR THE CODELL AND NIOBRARA FORMATIONS IN SECTION 02, TOWNSHIP 1 NORTH, RANGE 64 WEST, 6TH P.M., WATTENBERG FIELD, WELD COUNTY, COLORADO AFFIDAVIT OF MAILING STATE OF COLORADO ) ) ss. COUNTY OF DENVER ) Jamie L. Jost of lawful age, and being first duly sworn upon her oath, states and declares: That,,141s the attorney for Verdad Oil & Gas Corporation, and that on or before December , 2 14 she caused a copy of the attached Application to be deposited in the United States Mail, postage prepaid, addressed to the parties listed on Exhibit A attached hereto. Jamie L. Jost Subscribed and sworn to before me this 22 day of December, 2014. Witness my hand and official seal. My commission expires: limit 2141 20lr RACHEL FLEMIN(i NOTARY PUBLIC STATE OF COLORADO NOTARY ID 20144025048 Nota lic 5JY COMMISSION EXPIRES JUNE 24,2018 I . . • Reference Map Verdad Oil & Gas Corporation Section 02, Township 1 North, Range 64 West, 6th P.M. 34 2N64W 35 36 3 2 1 1 N64W Hwy S? HMI-S2 Hwy SI 10 11 12 *There are no federally owned minerals within or adjacent to the Application Lands. Exhibit A Interested Parties List Verdad Oil & Gas Corporation Steven R. Giglio, devisee of Ruth Strain 5950 Cedar Springs Road,Suite 200 Giglio aka Ruth Strain Giglio Kerr Dallas,Texas 75235 1325 Belvedere Drive Baton Rouge, LA 70808 OOGC America LLC 9805 Katy Freeway,Suite 500 Brian K. Heier and Kellie L. Heier Houston,TX 77024 28001 Highway 52 Keenesburg,CO 80643 Grizzly Petroleum Company, LLC 1801 Broadway,Suite 500 Paula D. Farner Denver, CO 80202 28498 County Road 14 Keenesburg, CO 80643 John M. Hefner and Kristine Hefner, tenants in common Dianne C. Becker and Carl R. Becker 8614 North Sundown Trail 215 South Dickson Street Parker, CO 80134 Keenesburg, CO 80643 Steve M. Pastelak Wilda A. Cornell 28425 Highway 52 4345 Kendall Street Keenesburg, CO 80634 Wheat Ridge, CO 80033 Kenneth L. Madsen and Lynda J. Donald Cornell Madsen,tenants in common 299 Belford Drive P.O. Box 359 Northglenn, CO 80260 Hudson, Co 80642-0359 Elizabeth Jean Redabaugh Matthew J. Madsen and Mary R. 28906 County Road 14 Madsen Keenesburg, CO 80643-9528 28170 Weld County Road 14 Keenesburg, CO 80643-9528 Barbara Reed Lewis 9665 Woodhollow Drive John Schweitzer and Marjorie Reno, NV 89521 Schweitzer 28490 County Road 14 Kevin L. Bell and Trudy K. Bell Keenesburg, CO 80643-9528 28496 County Road 14 Keenesburg, CO 80643 Shirley Jean Henry Wagy 6288 W. 3rd St. Rd. Julia Mae Pastelak Greeley, CO 80634 575 Holly Street Hudson, CO 80642 I Annette Tarantino 5000 East 88th Avenue Henderson,CO 80640 Board of County Commissioners of the County of Weld 1150 O Street, P.O Box 758 Greeley, CO 80632 Layne E. Thompson and Cylene Thompson 28549 Highway 52 Keenesburg, CO 80643-9404 Sharp Energy Resources, LLC 1801 Broadway, Suite 400 Denver, CO 80202 Eastern Plains Development, LLC 28425 Highway 52 Keenesburg, CO 80643-9412 Tom Schreiner Colorado Parks and Wildlife 6060 Broadway Denver, CO 80526 Ken Kuster Colorado Department of State Health and Environment 4300 Cherry Creek Drive South Denver, CD 80246-1530 Tom Parko Weld County 1555 North 17th Street Greeley, CO 80631 Hello