BEFORE THE CORPORATION COMMISSION OF THE STi1J OL'R IkIFICE - OKC CORPORATION COMMISSION OF OKLAHOMA APPLICANT: CONTINENTAL RESOURCES, INC.

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1 BEFORE THE CORPORATION COMMISSION OF THE STi1J OL'R IkIFICE - OKC CORPORATION COMMISSION OF OKLAHOMA APPLICANT: CAUSE CD NO. RELIEF SOUGHT: LANDS COVERED: SECTION 26, TOWNSHIP 1 NORTH, RANGE 5 WEST, STEPHENS COUNTY, OKLAHOMA APPLICATION COMES NOW the Applicant, Continental Resources, Inc., and shows the Honorable Corporation Commission the following: 1. PARTIES: hereof Applicant is: Continental Resources, Inc. P.O. Box Oklahoma City, OK Respondents are set out on the Exhibit "A" attached hereto and made a part 2. ALLEGATION OF FACTS: 2.1 That heretofore by an Order to be entered in Cause CD No , this Commission established Section 26-1N-5W, Stephens County, Oklahoma, as a 640-acre drilling and spacing unit for the production of hydrocarbons from the Permian, Cisco, Hoxbar, Atoka, Morrow, Springer, Caney, Mayes, Sycamore, Woodford, Hunton, Sylvan, Fernvale, Viola, Simpson and Arbuckle common sources of supply. 2.2 Applicant is the owner of an interest in oil and gas leases covering a portion of said drilling and spacing unit. Applicant proposes to drill a well at a legal location in said drilling and spacing unit to a depth sufficient to test the common sources of supply named above in paragraph 2. 1, said well to be the permitted well for the drilling and spacing unit. Further, Applicant proposes to designate itself or another party as operator. 2.3 The parties named as respondents may be the owners of a right to drill into and produce from the spaced formations named above underlying Section 26-iN-5W, Stephens County, Oklahoma. Applicant exercised due diligence to locate each respondent and a bona fide effort was made to reach an agreement with each such respondent as to how the unit would be APP (538053).wpd

2 PAGE 2 developed. Said respondents have not agreed to pool and develop their land or interests in the unit as a unit. 2.4 In order to prevent waste and to protect correlative rights and to avoid the drilling of unnecessary wells, the Commission should require said respondents to pool and develop their lands or interests in the unit as a unit. 3. LEGAL AUTHORITY: Title 52 O.S.A RELIEF SOUGHT: That the Commission pool the interests and adjudicate the rights and equities of oil and gas owners in the Permian, Cisco, Hoxbar, Atoka, Morrow, Springer, Caney, Mayes, Sycamore, Woodford, Hunton, Sylvan, Fernvale, Viola, Simpson and Arbuckle common sources of supply underlying Section 26-1N-5W, Stephens County, Oklahoma, all to be upon such terms and conditions as are just and reasonable and will afford all of the owners the opportunity to recover or receive without unnecessary expense, their just and fair share of all hydrocarbon substances produced therefrom, and that the Commission make definite provision for the payment of all actual costs and expenses of drilling and development, including a reasonable charge for supervision. APP (538053).wpd

3 PAGE 3 WHEREFORE, Applicant prays that after due notice and hearing as required by law, the Commission should enter an order adjudicating the rights and equities and pooling the interests of all owners in the unit, and designating the Applicant or some other party as operator. Respectfully submitted, HARTZOG CONGER CASON & NEVILLE ii5 By: David E. Pepper, OBA 1600 Bank of Oklahoma Plaza 201 Robert S. Kerr Avenue Oklahoma City, OK (405) ATTORNEYS FOR APPLICANT For more information regarding this Application, contact Jessica Hatcher, Jackfork Land, Inc., 933 East Britton Road, Oklahoma City, OK 73114, (405) x112. APP (538053).wpd

4 PAGE NO. 1 EXHIBIT "A" 1. Elza Ray Pollard and Kathleen K. Pollard 11. Citation 2004 Investment P.O. Box 1943 Limited Partnership Dalhart, TX Cutten Road Houston, TX Independent School District No. 15 of Stephens County, known as Prairie Dale District 12 Old State Highway 7 Velma, OK Priscilla Kaye Massey 2001 Meadowview Drive Duncan, OK Weldon Luke Pollard 4311 Hess Road Ardmore, OK Weldon Luke Pollard P.O. Box 2004 Ardmore, OK Blaez Corporation do Walter Ruegger 454 Prospect Ave. Apt 86 West Orange, NJ Donald H. Benson and Edna Edna Fern Benson Revocable Trust do Thomas Earl Benson Highway 3 Shawnee, OK Edrio Oil Company, Inc N. MacArthur Blvd. Oklahoma City, OK Kirkpatrick Oil and Gas Company 1001 West Wilshire Blvd., Ste. 202 Oklahoma City, OK Known and unknown heirs, successors and assigns of Henry Ittleson, Jr. do Henry Anthony Ittleson 126 Willow Bridge Road Vail, Co Chesapeake Energy Corporation 8 Chesapeake Exploration, L.L.C. Chesapeake Investments LP 16. Known and unknown heirs, successors and assigns of Oliver E. Benson do Thomas Earl Benson Highway 3 Shawnee, OK Known and unknown heirs, successors and assigns of Walter M. Benson, do Thomas Earl Benson Highway 3 Shawnee, OK Citation 2002 Investment 18. Midgard Energy Company Limited Partnership Town Tower Two Bldg Cutten Road 1330 Lake Robbins Dr., Suite 300 Houston, TX Spring, TX 77' )

5 PAGE NO Montin-Benson Corporation 310 Kermac Building Oklahoma City, OK PDI, Inc. a Texas corporation 105 N. Hudson, Ste. 800 OKC, OK Phoenix Petrocorp, Inc Custer Trail Fisco, TX Piedras Petroleum Company, a Delaware corporation 1113 Shumard Stillwater, OK QEP Energy Company th Street, Suite 500 Denver, CO QEP Energy Company 6100 South Yale, Ste. 900 Tulsa, OK TLW Investments LP P.O. Box Oklahoma City, OK Toland & Johnson, Inc French Park Drive #C Edmond, OK Wynn-Crosby Partners 11, Ltd West Plano Pkwy, Ste. 200 Plano, TX Alco Oil and Gas Corporation do QEP Energy Company th Street, Suite 500 Denver, CO Alco Oil and Gas Corporation do QEP Energy Company 6100 S. Yale, Ste. 900 Tulsa, OK Amoco Production Company do BP America Production Company 501 Westlake Park Blvd. Houston, TX Anadarko Minerals, Inc N. Classen, Suite 200 Oklahoma City, OK Anita Nordan Lindsay do The Nordan Trust 112 E. Pecan, Ste. 500 San Antonio, TX Black Stone Natural Resources, 111-B L.P Fannin Ste Bobby R. Perkins, a/k/a Bobby Ray Perkins and Delores Perkins P.O. Box A Ratliff City, OK Bobby R. Perkins, a/k/a Bobby Ray Perkins and Delores Perkins, Trustees of The Perkins Revocable Living Trust dated 11/16/95 P.O. Box A Ratliff City, OK BP Amoco, Inc. 501 Westlake Park Blvd. Houston, TX BSNR III, Inc Fannin Ste Chesapeake Exploration Limited Partnership 27. Crescendo Resources, L.P. 406 N. Bernice Street Spearman, TX Elm Grove, L.L.C Caliber Drive, Suite 300 Oklahoma City, OK 73134

6 PAGE NO Helen Marie McCaughey Testamentary Trust do Royal A. Faw 7707 W. Britton Road Oklahoma City, OK John Mark Waugh, as Trustee of the John Mark Waugh Trust P.O. Box 5240 Austin, TX Known and Unknown Heirs, Successors and Assigns of Velma Tayloe Mansfield do Lisa Cahill 55 Oak Hill Drive EllisviIle, MO Known and Unknown Heirs, Successors and Assigns of William G. Tayloe do Lisa Cahill 55 Oak Hill Drive Ellisville, MO TLW Partners LP 1001 Fannin Ste i1 Vicki Waugh Eidman, Trustee of the Vicki Waugh Eidman Trust 1613 Pease Rd. Austin, TX Maurice Newton 54. Granchil Oil Trust 55. Known and unknown heirs, successors and assigns of Taft Schreiber 56. Alan Miller 45. Known and Unknown Heirs, Successors and Assigns of Joseph William Pollard do Nancy Pollard Weatherly 4 Dornoch Lane Bella Vista, AR Lamamco Drilling Company P.O. Box 550 Skiatook, OK Linn Energy Holdings LLC 600 Travis St., Suite Lloyd Mark Ely and Renea Deann Ely P.O. Box 266 Velma, OK , Map Resources, Inc. P.O. Box 2836 Midland, TX Marian Nordan Harwell 4001 N. New Braunfels #1502A San Antonio, TX 78209