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			 significant potential for us. We may, in 
			  the future, either allocate a larger portion of our capital expenditures 
			  for development of these interests or sell down or otherwise dispose 
			  of these interests.  
			EAST TEXAS AREA  
			The East Texas area encompasses multiple 
			  objectives, including the Wilcox and Cotton Valley intervals. We 
			  are focused on the Camp Hill Field, a Wilcox steam flood project 
			  in Anderson County, and the Tortuga Grande Prospect, a Cotton Valley 
			  sand opportunity. We have licenses for over 470 square miles of 
			  3-D seismic data in the East Texas area and 2,816 net acres under 
			  lease.  
			We expect to invest $1.5 million to drill 
			  eight (6.9 net) wells in this region in 2004.  
			Camp Hill Project. We own interests 
			  in eight leases totaling approximately 600 gross acres in the Camp 
			  Hill field in Anderson County, Texas. We currently operate seven 
			  of these leases. During the year ended December 31, 2003, the project 
			  produced an average of 52 Bbls/d of 19 API gravity oil. The wells 
			  produce from a depth of 500 feet and utilize a tertiary steam drive 
			  as an enhanced oil recovery process. Although efficient at maximizing 
			  oil recovery, the steam drive process is relatively expensive to 
			  operate because natural gas or produced crude is burned to create 
			  the steam injectant. Lifting costs during the year ended December 
			  31, 2003 averaged $20.80 per barrel ($3.47 per Mcfe). In response 
			  to high fuel gas prices, steam injection was reduced in mid-2000. 
			  Because profitability increases when natural gas prices drop relative 
			  to oil prices, the project is a natural hedge against decreases 
			  in natural gas prices relative to oil prices. The oil produced, 
			  although viscous, commands a higher price (an average premium of 
			  $1.00 per Bbl during the year ended December 31, 2003) than West 
			  Texas intermediate crude due to its suitability as a lube oil feedstock. 
			  As of December 31, 2003, we had 8.3 MMBbls of proved oil reserves 
			  in this project, with 990 MBbls of oil reserves currently developed. 
			  We have from time to time chosen to delay development of our proved 
			  undeveloped reserves in the Camp Hill Field in East Texas in favor 
			  of pursuing shorter-term exploration projects with potential higher 
			  rates of return, adding to our lease position in this field and 
			  further evaluating additional economic enhancements for this field's 
			  development. The proved undeveloped reserves at the Camp Hill Field 
			  constitute 71% of our proved reserves and account for 50% of our 
			  present value of net future revenues from proved reserves as of 
			  December 31, 2003. We anticipate drilling additional wells and increasing 
			  steam injection to develop the proved undeveloped reserves in this 
			  project, with the timing and amount of expenditures dependent on 
			  the relative prices of oil and natural gas. We have an average working 
			  interest of approximately 90% in this field and an average net revenue 
			  interest of 74%.  
			Tortuga Grande Prospect. In March 
			  2004 we finalized an agreement to operate the re-entry of an abandoned 
			  Cotton Valley test well that calculates on logs to have over 230 
			  feet of sands with possible production. At the time the well was 
			  originally drilled, the operator perforated the objective interval 
			  and tested gas but in uneconomic volumes. This well was drilled 
			  before newer fracturing technologies were developed that could have 
			  increased flow rates and during a period when gas prices were significantly 
			  lower. Assuming successful testing of this re-entry, there are over 
			  10 potential extension locations on our acreage that may be prospective. 
			 
			BARNETT SHALE TREND  
			We began active participation in the Barnett 
			  Shale play in the Fort Worth Basin on acreage located west of the 
			  city of Fort Worth, Texas in mid-2003. In 2003, we acquired leases 
			  on approximately 4,100 net acres and invested $0.9 million to drill 
			  six wells (2.6 net), two of which were completed and producing and 
			  four of which were awaiting pipeline hookup at year end. Net production 
			  from the two online wells (0.6 net) was a combined 380 Mcfe per 
			  day at year end.  
			During 2004, we have drilled eight additional 
			  wells (4.0 net) and acquired an additional 2,100 net acres. Seven 
			  out of our 14 gross wells were on-line producing approximately 700 
			  Mcfe net per day in March 2004. The remaining seven wells are awaiting 
			  completion and pipeline hookup. We received permits for the first 
			  proposed well, a horizontal well, for which we will act as operator, 
			  and expect to commence drilling in the second quarter of 2004. We 
			  are continuing to expand our leasehold acquisition in this trend. 
			 
			In February 2004 we purchased specified 
			  wells and leases in the Barnett Shale trend in Denton County, Texas 
			  from a private company for $8.2 million. These non-operated properties 
			  have an average 39 percent working interest. The acquisition includes 
			  21 existing gross wells (6.7 net) and interests in approximately 
			  1,500 net acres, which we expect to provide another 27 gross drillsites. 
			  Current net production from the acquired properties is approximately 
			  1.4 MMcfe/d and net proved reserves are internally estimated at 
			  9.7 Bcfe.  
			  
			  
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