JERRY L. CANFIELD, P.A.

THOMAS A. DAILY, P.A.

WYM AN R. WADE, JR. , P.A.

DOUGLAS M. CARSON, P.A.

ROBERT R. BRIGGS, P.A. † *

C . MICHAEL DAILY †

COBY W . LOGAN

L. M AT TH EW DA VIS

* Fayetteville Office

† Also Licensed in Oklahoma

DAILY & WOODSA PROFESSIONAL LIMITED LIABILITY COMPANY

ATTORNEYS AT LAW

KMW BUILDING58 SOUTH SIXTH STREET

P.O. BOX 1446FORT SM ITH, AR 72902

TELEPHON E (479) 782-0361FAX (479) 782-6160

______________

3538 N. HIGHW AY 112, SUITE 200FAYETTEV ILLE, AR 72703TELEPHON E (479) 582-0361

FAX (479) 251-8111

JAMES E. WEST

PHILLIP J. NO RV ELL *

DALE CARLTON *

OF COUN SEL

_______

HARR Y P. DAILY (1886-1965)

JOHN P. WO ODS (1886-1976)

JOHN S. DAILY (1912-1987)

May 6, 2009

Arkansas Oil and Gas Commission301 Natural Resources Drive, Suite 102Little Rock, Arkansas 72205

Re: ORDER REFERENCE NO. 341-2009-05

Application of SEECO, Inc. for Integration of All Unleased Mineral Interests andNon-consenting Working Interests in a unit described as Section 24, Township 8North, Range 14 West, Faulkner County, Arkansas

Commissioners:

SEECO, Inc., 2350 N. Sam Houston Parkway E, Houston, TX 77032, hereby applies tothe Arkansas Oil and Gas Commission for the integration of all unleased mineralinterests and non-consenting working interests in its proposed drilling unit which isdescribed above.

1. The proposed drilling unit is an established unit as defined in paragraph (f) ofArkansas Oil and Gas Commission General Rule B-43. Applicant proposes to drill ahorizontal well from a non-exceptional surface location in the Southeast Quarter downto a non-exceptional bottom hole location in the Northeast Quarter of the above-described unit. The proposed well will be drilled to a total vertical depth of 5,634 feet totest the Fayetteville Shale Formation.

2. Applicant owns oil and gas leases covering a substantial part of the proposedunit. Applicant should be named as operator of the well. The person or persons to beintegrated are shown in Exhibit "A" attached hereto and made a part hereof.

3. Applicant has made diligent efforts to negotiate with the non-participatingleasehold working interest owners, each of said parties owning an oil and gas leaseholdinterest in the proposed unit, but applicant has been unable to secure an assignment ofthe leasehold interest on an equitable basis or to secure participation by said parties inthe drilling of the proposed well.

4. Applicant states that it has made repeated efforts to negotiate with the owners ofthe unleased mineral interests in order to agree on a plan of development of saiddrilling unit; that those owners have been offered an opportunity to participate in theproposed well; that they have been offered a fair and reasonable bonus considerationfor the execution of an oil and gas lease covering their interests; that they have beenfurnished with a proposed oil and gas lease and a copy of the AAPL operatingagreement form which applicant proposes to use in connection with the drilling of saidwell; but that all of the efforts of the applicant have produced no agreement by saidparties.

5. Applicant states that it is in the best interest of conservation and the protection ofcorrelative rights of all interested parties that the proposed unit be developed for oil andgas production without undue delay.

6. In order that applicant may proceed with the orderly development of said unit,applicant hereby requests that the Arkansas Oil and Gas Commission issue its order, inthe alternative, that:

(a) The owners of non-consenting oil and gas leasehold workinginterests indicated above shall participate in the cost of drilling,testing and completion of the test well to be drilled by applicant onthe captioned unit, subject to the terms of an Operating Agreementwhich substantially employs the terms of the AAPL Operatingagreement, with a COPAS attached.

(b) All of the non-consenting oil and gas leasehold working interestswithin the proposed unit shall be force pooled and integrated intosaid unit, and a reasonable risk factor shall be established andassessed as a penalty against said integrated interest.

7. Applicant further states that due to the risks and costs inherent in the drilling ofthe proposed well, the Commission should fix a reasonable risk factor to be assessedas a penalty against the integrated interests within the unit. The risk factor should beapplied to the proportionate cost and expense of drilling, completing and equipping thewell, which would have been borne by the interest of said parties had they participated. Applicant requests that if the integrated parties do not elect within 15 days afterissuance of the Commission's order as between alternatives (a) and (b), it shall beassumed that the integrated parties elected alternative (b) in lieu of the right toparticipate in the working interest in said unit.

8. Applicant requests that the Arkansas Oil and Gas Commission set this matter forpublic hearing, and after same, issue its order, in the alternative, that:

(a) Each of the owners of the unleased mineral interests indicatedabove execute and deliver to applicant a one year oil and gaslease, on an AAPL lease form, for a bonus consideration of

$750.00 per net mineral acre to be paid as fair and reasonablecompensation in lieu of the right to participate in the workinginterest in said unit, and that said oil and gas lease provide for a1/5 royalty on oil and gas.

(b) Each of the owners of unleased mineral interests indicated abovebe force pooled and integrated into the captioned unit withassessment of a reasonable risk factor penalty against theirinterest.

(c) The owners of unleased mineral interests shall participate in thecost of drilling, testing and completion of the test well to be drilledby applicant on the captioned unit, subject to the terms of anoperating agreement which substantially employs the terms of theAAPL Operating Agreement.

Applicant further requests that said mineral owners be required to elect within fifteen(15) days after issuance of the Commission's order which method will be pursued in thedevelopment of the above described unit, and, in the event no election is made, that itshall be assumed that the owner of said unleased mineral interest has elected to accepta bonus of $750.00 per net mineral acre as compensation in lieu of the right toparticipate in the working interest in said unit, and with the royalty to be 1/5.

9. Applicant further states that due to the risks and costs inherent in the drilling ofthe proposed well, the Commission should fix a reasonable risk factor to be assessedas a penalty against the integrated interests within the unit. The risk factor should beapplied to the proportionate cost and expenses of drilling, completing and equipping thewell, which would have been borne by the interest of said parties had they participated.

10. Applicant further requests that this Commission's order specifically provide thatany party electing either to participate or be force pooled subject to recoupment of arisk factor penalty be bound by the terms of the attached AAPL Operating Agreementfor the life of commercial production within the unit so that all future unit operationsmight be proposed pursuant to the provisions of such agreement without the necessityof future action by this Commission.

11. Applicant also requests that said order be made applicable to any unknownspouse, heir, devisee, personal representative, successor or assign of said parties.

12. The names and addresses of parties interested in this proceeding are set forth inExhibit "A" attached hereto and made a part hereof.

13. Please note the appearance of Thomas A. Daily of Daily & Woods, P.L.L.C.,P.O. Box 1446, Fort Smith, Arkansas, 72902, on behalf of applicant.

Very truly yours,

Thomas A. Dailyjmt

Page 1 of 3 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT A

INTERESTED PARTIES

Application for Integration Sec. 24-T08N-R14W

Faulkner County, Arkansas April 2009

UNLEASED MINERAL OWNERS: ALLEN, R.B. BAKER, N.J. BROWN, CORA M. BURTON, SHAUNTA CROWE, CURTIS & PATRICIA, H/W DURANT, LOUISIANA EALY, BESSIE EALY, CHRIS EALY, DIANE EALY, ERIC EALY, HOWARD & TELITHA, H/W EALY, QUEEN EALY, SHIRLEY EALY, VANESSA EALY, VERNITA EISELE, C.O. FOGLE, KENNETH R. & DARLENE J., H/W FOSTER, HERBERT & ETTA, H/W HANELL, C.L. HENDERSON, RITA CROWE & LESTER, H/W

Page 2 of 3 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT A

JENKINS, BENITA L. & DEBORAH D. CARRINGTON JOHNSON, JOHN JOHNSON, JOHN JR. JOHNSON, MARK JOHNSON, STEVE JOHNSON, NETTIE B. JOSEPH & MINNIE REITZ PARTNERSHIP LASH, CORA D. & EDNA L. THOMAS LAUENER, SHELBY K. & DANNA, H/W LAUENER, WALTER LEE, WANDA LAUENER MARTIN, HENRY, B. MCMEANS, HANNA MITCHELL, TAMMY OSTRANDER, JANE LAUENER & TRACY W/H PUTMAN, I.D. REYNOLDS, FANNY N. RODRIGUES, CHESTER M. RODRIGUES, SARAH A. & THERESA HURST SANDFORD, GEORGE L. SMITH, F.W. & NELLIE B., J/T THOMPSON, MORRIS W. & MINNIE B., H/W THOMPSON, S.F. & EUNICIA, H/Q

Page 3 of 3 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT A

TOKLAN ROYALTY CORP. TOWN OF TWIN GROVES TUCKER TIFFANY

WORKING INTEREST OWNERS: BP AMERICA PRODUCTION COMPANY

Page 1 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

RESUME OF EFFORTS

Application for Integration Sec. 24-T08N-R14W

Faulkner County, Arkansas April 2009

UNLEASED MINERAL OWNERS: ALLEN, R.B. 02/18/09 Nick Nixon performed an internet search but was unsuccessful 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. BAKER, N.J. 02/18/09 Nick Nixon performed an internet search but was unsuccessful 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. BROWN, CORA M. 01/29/09 Nick Nixon sent a lease offer via U.S. Mail to last known address. 03/05/09 Nick Nixon sent a lease offer via U.S. Mail to last known address. 03/18/09 Nick Nixon sent another lease offer via U.S. Mail to last known address. BURTON, SHAUNTA 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. CROWE, CURTIS & PATRICIA, H/W 01/29/09 Nick Nixon sent a lease offer via U.S. Mail to last known address. 03/05/09 Nick Nixon called telephone number found by internet search, and left a message. Nick Nixon also sent a lease offer to last known address. 03/20/09 Nick Nixon sent another lease offer via U.S. Mail.

Page 2 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

DURANT, LOUISIANNA 02/10/09 Nick Nixon performed an internet search for Louisiana Durant but was unsuccessful. Nick also tried corporations in Louisiana with the name Durant but no results were returned. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to fine Louisiana Durant or any heir. EALY, BESSIE 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, CHRIS 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, DIANE 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, ERIC 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, HOWARD & TELITHA, H/W 01/29/09 Nick Nixon sent a lease offer via U.S. Mail to possible last known address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to possible last known address. 03/18/09 Nick Nixon sent another lease offer to same address via U.S. Mail.

Page 3 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

EALY, QUEEN 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, SHIRLEY 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, VANESSA 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EALY, VERNITA 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. EISELE, C.O. 02/05/09 Nick Nixon performed an internet search and found a John and Carole Eisele who appeared to be heirs of C.O. Eisele. 02/18/09 Nick Nixon mailed a lease offer to John and Carol at their address. 03/30/09 Nick Nixon performed an internet search but was not able to find C.O. Eisele or any heirs. FOGLE, KENNETH R. & DARLENE J., H/W 02/06/09 Nick Nixon called John Fogle, Kenneth’s son, and was asked to let him think about it. 02/18/09 Nick Nixon sent a lease offer to John Fogle. 03/20/09 Barry Jeremiah sent a lease to John Fogle.

Page 4 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

FOSTER, HERBERT & ETTA, H/W 02/18/09 Nick Nixon sent a lease offer to possible address. 03/07/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer via U.S. Mail. 04/06/09 Nick Nixon received his lease offer back undeliverable. HANELL, C.L. 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. HENDERSON, RITA CROWE & LESTER, H/W 01/29/09 Nick Nixon sent a lease offer via U.S. Mail to possible address. 02/18/09 Nick Nixon called possible telephone number found by internet search, and left a message. Nick Nixon also sent a lease offer to last known possible address. 03/20/09 Nick Nixon called a telephone number received from Curtis Crowe, and left a message. Nick Nixon sent another lease offer to last address. JENKINS, BENITA L. & DEBORAH D. CARRINGTON 01/20/09 Nick Nixon called telephone number and left a message for Benita Jenkins. 02/18/09 Nick Nixon sent a lease offer to possible last known address. 03/18/09 Nick Nixon spoke to Benita Jenkins and was told to send them a lease. 03/20/09 Nick Nixon sent a lease as requested. JOHNSON, JOHN 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. JOHNSON, JOHN JR. 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs.

Page 5 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

JOHNSON, MARK 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. JOHNSON, STEVE 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. JOHNSON, NETTIE B. 01/29/09 Nick Nixon sent a lease offer High Street. 02/18/09 Nick Nixon sent a lease offer High Street. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to High Street. 03/18/09 Nick Nixon sent another lease offer to High Street. JOSEPH & MINNIE REITZ PARTNERSHIP 02/10/09 Nick Nixon performed an internet search for Joseph & Minnie Reitz, no phone numbers found. 02/18/09 Nick Nixon sent a lease offer to an address found by internet search. 03/18/09 Nick Nixon sent another lease offer. LASH, CORA D. & EDNA L. THOMAS 02/18/09 Nick Nixon sent a lease offer to last known address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to last known address. 03/18/09 Nick Nixon sent a lease offer.

Page 6 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

LAUENER, SHELBY K. & DANNA, H/W 02/18/09 Nick Nixon sent a lease offer to P.O. Box. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to P.O. Box. 03/13/09 Nick Nixon received an e-mail from Shelby stating that they would like to consult with their lawyer. 03/30/09 Nick Nixon e-mailed Shelby to follow up. LAUENER, WALTER 02/18/09 Nick Nixon sent a lease offer to P.O. Box. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to P.O. Box. 03/13/09 Nick Nixon received an e-mail from Shelby stating that they would like to consult with their lawyer. 03/30/09 Nick Nixon e-mailed Shelby to follow up. LEE, WANDA LAUENER 02/18/09 Nick Nixon sent a lease offer to P.O. Box and physical address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to P.O. Box. 03/13/09 Nick Nixon received an e-mail from Shelby Lauener stating that they would like to consult with their lawyer. 03/30/09 Nick Nixon e-mailed Shelby to follow up. MARTIN, HENRY, B. 02/10/09 Nick Nixon performed an internet search for Henry Martin but was unable to find any info or possible heirs. 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find Henry Martin or any heir. MCMEANS, HANNA 02/10/09 Nick Nixon attempted to contact Hanna McMeans but was unable to find a phone number. 02/18/09 Nick Nixon sent a lease offer to physical address found by internet search. 03/30/09 Nick Nixon performed an internet search but was not able to find more info. Nick cent another lease offer.

Page 7 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

MITCHELL, TAMMY 02/18/09 Nick Nixon sent a lease offer to last known physical address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to P.O. Box. 03/18/09 Nick Nixon sent another lease offer. OSTRANDER, JANE LAUENER & TRACY W/H 02/18/09 Nick Nixon sent a lease offer to P.O. Box and physical address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to P.O. Box and physical address again. 03/13/09 Nick Nixon received an e-mail from Shelby Lauener stating that they would like to consult with their lawyer. 03/30/09 Nick Nixon e-mailed Shelby to follow up. PUTMAN, I.D. 02/10/09 Nick Nixon attempted to contact Ione Putman, possible heir of I.D. Putnam found by internet search. Nick called and left a message. 02/18/09 Nick Nixon sent a lease offer to Ione Putnam found internet search. 03/30/09 Nick Nixon performed an internet search but was not able to find I.D. Putnam or any more possible heirs. REYNOLDS, FANNY N. 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find Fanny Reynolds or any heir. RODRIGUES, CHSTER M. 01/20/09 Nick Nixon called and left a message for Chester Rodrigues. 01/26/09 Nick Nixon spoke to Chester Rodrigues and was asked to mail a lease. 01/29/09 Nick Nixon mailed a lease to address given by Rodrigues. 02/18/09 Nick Nixon called Chester to follow up on lease status; Chester asked for more time. 03/18/09 Nick Nixon called Chester again and left a message.

Page 8 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

RODRIGUES, SARAH A. & THERESA HURST 01/29/09 Nick Nixon sent a lease offer to address in Maine. 02/18/09 Nick Nixon asked Chester Rodriques for Sarah’s contact info; he was unable to provide any. 03/30/09 Nick Nixon sent a lease offer to address in Maine. SANDFORD, GEORGE L. 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find George Sanford or any heir. SMITH, F.W. & NELLIE B., J/T 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find or any heirs. THOMPSON, MORRIS W. & MINNIE B., H/W 02/18/09 Nick Nixon sent a lease offer to physical address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer to physical address again. 03/18/09 Nick Nixon sent a lease offer to same address. THOMPSON, S.F. & EUNICIA, H/W, T/E 01/29/09 Nick Nixon attempted to contact a Eunicia Thompson in Salem. A woman did answer but was very hard of hearing . Nick had a hard time communication with her so he sent a letter to follow up. 02/18/09 Nick Nixon sent a lease offer via mail to physical address. 03/18/09 Nick Nixon sent a lease offer via mail to two different physical addresses. TOKLAN ROYALTY CORP. 02/10/09 Nick Nixon sent a lease offer to physical address found by internet search. 02/18/09 Nick Nixon sent a lease offer again to same address. 03/05/09 Nick Nixon performed an internet search but was unsuccessful. Nick Nixon sent a lease offer again. 03/18/09 Nick Nixon sent a lease offer.

Page 9 of 9 Interested Parties

Sec. 24-T08N-R14W

EXHIBIT B

TOWN OF TWIN GROVES 01/21/09 Nick Nixon called in the morning and afternoon and never received an answer. 02/18/09 Nick Nixon sent a lease offer to last known physical address. 03/05/09 Nick Nixon called in the morning and afternoon and never received an answer. 03/18/09 Nick Nixon sent a 3rd lease offer. TUCKER TIFFANY 02/18/09 Nick Nixon performed an internet search but was unsuccessful. 03/06/09 Nick Nixon searched accurint, a pay by search site, no results returned. 03/30/09 Nick Nixon performed an internet search but was not able to find any heirs. WORKING INTEREST OWNERS: BP AMERICA PRODUCTION COMPANY April 6, 2009 Formal well proposal and AFE mailed.

EXHIBIT “C”Applicant’s statement regarding Operating Agreement

The applicant requests incorporation of the Model Form Joint Operating Agreement

approved by the Arkansas Oil and Gas Commission on October 24, 2006, with Paragraph

III.1.A.(1) of the COPAS providing for a drilling well rate of $7,500.00 and a producing

well rate of $750.00 , and with the following proposed revisions, deletions and/or

insertions, if applicable:

NONE