November 16, Re: DOCKET REFERENCE NO

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1 November 16, 2016 Hand Delivery Arkansas Oil and Gas Commission Mr. Lawrence E. Bengal, Director Mr. Shane Khoury, Deputy Director, General Counsel 301 Natural Resources Drive, Suite 102 Little Rock, AR Re: DOCKET REFERENCE NO Application of Chesapeake Operating, L.L.C., to Extend Temporary Abandonment Status for the Larco 1 well, Section 21, Township 8N, Range 32W, Sebastian County, Arkansas Commissioners: Chesapeake Operating, L.L.C., 6100 North Western Avenue, Oklahoma City, Oklahoma ( Applicant ), hereby submits this request to extend the Temporary Abandonment Status for the Larco 1 well, with a surface location in Section 34, Township 6N, Range 30W, Sebastian County, Arkansas, as more specifically set forth below. 1. Applicant was granted initial Temporary Abandonment ( TA ) status for the Larco 1 well (Permit #29392) on October 1, 2013 and the 3-year TA period expired on October 1, Applicant is filing this application for extension of the TA status for an additional 3- year period. Rule B-7(h)(1) prohibits a TA status to continue for more than three years without application to and approval from the Commission. 2. The Larco 1 well was completed in the Orr and Penters formations. The current productivity of the well is insufficient to support ongoing production without conducting substantial additional operations that are uneconomic in the current price environment. 3. The integrity of the Larco 1 wellbore is sufficient to support production, and the well will continue to be maintained in full compliance with Commission rules and regulations. 4. In compliance with Rule B-7(h)(3)(d)(iv), Applicant demonstrates protection of groundwater by conducting a fluid level test. See attached Exhibit D. 5. Applicant respectfully requests that the Commission enter an order extending the TA status of the Larco 1 for an additional 3-year period beginning and effective as of October 1, 2016, and continuing for 3 years so long as Applicant remains in compliance with applicable rules and regulations. This action would protect the correlative rights of all interested parties and avoid waste.

2 PPGMR LAW, PLLC Chesapeake Operating, LLC Docket # /16/2016 Page 2 6. Consistent with typical Commission requirements for extension of TA status, Applicant states the following: (a) (b) Applicant will provide to Commission staff a third-party estimate of the cost to plug and abandon the subject well, and upon approval, Applicant is willing to provide individual financial assurance sufficient to cover the cost of plugging and abandoning the well by a third party; and Applicant agrees to a Commission-imposed restriction prohibiting the transfer of ownership of the subject well without first obtaining approval through a hearing before the Commission. 7. Below is a list of Exhibits attached to this Application, which Applicant requests be made a part of the record of this proceeding: A. List of Parties Receiving Notice B. Proof of Publication (to be submitted at hearing; notice copy attached) C. Affidavit of Notice to Interested Parties (executed copy to be submitted at hearing) D. Fluid Level Test Please note the appearance of G. Alan Perkins, PPGMR Law, PLLC, P.O. Box , Little Rock Arkansas , on behalf of Applicant. Respectfully Submitted, PPGMR LAW, PLLC G. Alan Perkins Attorneys for Chesapeake Operating, LLC GAP/nf Encl.

3 Exhibit A Docket # RE: Chesapeake Operating LLC Application to Extend Temporary Abandonment CHESAPEAKE EXPL LLC (CELP) CAMTERRA RESOURCES PARTNERS LT WILLIFORD RESOURCES LLC OZARK OIL & GAS INC TWIN RESOURCES ARKOMA BASIN MINERALS INC XTO ENERGY INC JACK O FULGHAM RANDALL ROSS VIGUET ROBERT J ALLEN SR MAX ALDEN & PEGGY BAKER A VAN NGUYEN THOMAS W BROWN JR JAMES D SNYDER RICK E TIMMONS O&G CONS INC MARGUERITE CARNEY FRANK W BRANT MOODY OIL & GAS INC EDWARD P BOYD ALAN & TROLENE DODD BETELGEUSE PROD LUDDIE M WEBB EDDIE G ROBERSON MARY A MONCIER ALAN E SARGENT SHANE & JESSICA IRGENS TBE GEORGE & ELIZABETH MUSCHANY DON & ANNA BANDY RANDOLPH C & LESLIE D JACKSON BOB C STATON YORK FAMILY TR AUGUST M KHILLING KATY AVLOS & REUBEN AVLOS & MARDELL S FINSEL DONALD F & SUZANNE KING WANDA RUTH ALEXANDER EST WILLIAM R HENSON JR RON & PAULA MCCORMICK WENDELL S & BECKY MARTIN FORD & LOUISE MCREYNOLDS H W & EVELYN F WELDON SHIRNEY & IRMA ALTSTATT JOE A & CONNIE FULLER

4 BOB G SANDERS V V & OCIE MAE FLETCHER ROBERT H JOHNSON JR WANDA L ANDERSON DBA ANDERSON DORIS P ASHWORTH A & W OIL CO INC JAMES P & JANE BUSKIRK JAMES A ERKE THOMAS & MAXINE HICKS W C HODGES JENKINS FAMILY LP WILLIAM J JONES K&T INVESTMENTS MID-CONTINENT DEVELOPMENT CO ROBBE BALDWIN JOE LEWIS ROSS PATRICK G VALLEY JOHN D CHAILER JR PHILLIP & NORMA S GREEN GOOD OLD DAYS INC CHARLES N LONG THOMAS C & ANNE LAMOREUX RICHA DAVID EDWARDS & JOHN EDWARDS ROBIN FORTE CARL & LINDA MONTGOMERY RAYMOND F & MARGIE MOODY ROBERT T ROSS LARRY K OR MARGARET SCHIFFNER GLENN A & JULIA K BANNISTER STEVE COUSINS RICHARD DAVID COUSINS JANET F ROGERS TONY R & DONNA J BEATTIE BRENDA KNIGHT JUDITH C WHITSON JIM OHERN FRANK W BARTER Exhibit A Docket #

5 EXHIBIT B NOTICE NOTICE IS HEREBY GIVEN that Chesapeake Operating, L.L.C. (Applicant), filed an Application to extend the Temporary Abandonment Status for the Larco 1 well, with a surface location in Section 34, Township 6N, Range 30W, Sebastian County, Arkansas. The Commission-assigned Docket Number for the Application is: Docket Number: Applicant requests that said Order be made applicable to the following parties, successor or assigns of the following parties: CHESAPEAKE EXPL LLC (CELP) CAMTERRA RESOURCES PARTNERS LT WILLIFORD RESOURCES LLC OZARK OIL & GAS INC TWIN RESOURCES ARKOMA BASIN MINERALS INC XTO ENERGY INC JACK O FULGHAM RANDALL ROSS VIGUET ROBERT J ALLEN SR MAX ALDEN & PEGGY BAKER A VAN NGUYEN THOMAS W BROWN JR JAMES D SNYDER RICK E TIMMONS O&G CONS INC MARGUERITE CARNEY FRANK W BRANT MOODY OIL & GAS INC EDWARD P BOYD ALAN & TROLENE DODD BETELGEUSE PROD LUDDIE M WEBB EDDIE G ROBERSON MARY A MONCIER ALAN E SARGENT SHANE & JESSICA IRGENS TBE GEORGE & ELIZABETH MUSCHANY DON & ANNA BANDY RANDOLPH C & LESLIE D JACKSON BOB C STATON YORK FAMILY TR AUGUST M KHILLING KATY AVLOS & REUBEN AVLOS & MARDELL S FINSEL DONALD F & SUZANNE KING WANDA RUTH ALEXANDER EST WILLIAM R HENSON JR

6 RON & PAULA MCCORMICK WENDELL S & BECKY MARTIN FORD & LOUISE MCREYNOLDS H W & EVELYN F WELDON SHIRNEY & IRMA ALTSTATT JOE A & CONNIE FULLER BOB G SANDERS V V & OCIE MAE FLETCHER ROBERT H JOHNSON JR WANDA L ANDERSON DBA ANDERSON DORIS P ASHWORTH A & W OIL CO INC JAMES P & JANE BUSKIRK JAMES A ERKE THOMAS & MAXINE HICKS W C HODGES JENKINS FAMILY LP WILLIAM J JONES K&T INVESTMENTS MID-CONTINENT DEVELOPMENT CO ROBBE BALDWIN JOE LEWIS ROSS PATRICK G VALLEY JOHN D CHAILER JR PHILLIP & NORMA S GREEN GOOD OLD DAYS INC CHARLES N LONG THOMAS C & ANNE LAMOREUX RICHA DAVID EDWARDS & JOHN EDWARDS ROBIN FORTE CARL & LINDA MONTGOMERY RAYMOND F & MARGIE MOODY ROBERT T ROSS LARRY K OR MARGARET SCHIFFNER GLENN A & JULIA K BANNISTER STEVE COUSINS RICHARD DAVID COUSINS JANET F ROGERS TONY R & DONNA J BEATTIE BRENDA KNIGHT JUDITH C WHITSON JIM OHERN FRANK W BARTER NOTICE IS FURTHER GIVEN that said application will be heard by the Arkansas Oil and Gas Commission at a public hearing commencing at 9:00 am on December 6, 2016, or as soon thereafter as possible, to be held at the Arkansas Game and Fish Commission, #2 Natural Resources Drive, Little Rock, AR, Due to the length of some docket items, the hearing may continue into the following day. Contact information for Oil & Gas Commission offices is as follows: El Dorado ofc: 2215 West Hillsboro, El Dorado, AR ; ph

7 Fort Smith ofc: 3309 Phoenix Avenue, Ft. Smith, AR 72093; ph Little Rock ofc: 301 Natural Resources Dr., Ste 102, Little Rock, AR 72205; ph Please use the appropriate docket number in any inquiries to the Commission concerning this matter. Inquiries should be directed to Alan York, Commission Attorney, at the Little Rock address, or by at Any parties who propose to oppose a filed application, shall notify, in writing, or via at objections@aogc.state.ar.us, the Hearing Officer or Director of the Arkansas Oil and Gas Commission no later than the close of business on the Friday before the scheduled public hearing date indicated on the Hearing Agenda.

8 STATE OF ARKANSAS ) ) COUNTY OF PULASKI ) EXHIBIT C BEFORE THE ARKANSAS OIL & GAS COMMISSION KNOW ALL MEN BY THESE PRESENTS: AFFIDAVIT OF NOTICE TO INTERESTED PARTIES COMES NOW NICOLE FRAZIER, Affiant herein, who after being by me duly sworn, states on oath as follows, to-wit: 1. I, NICOLE FRAZIER, am the assistant to G. Alan Perkins, who has been retained to represent Chesapeake Operating, L.L.C., (Applicant) before the Arkansas Oil & Gas Commission at the December 6, 2016, hearing in Little Rock, Arkansas, to be heard in connection with the following matter: Re: DOCKET REFERENCE NO Application of Chesapeake Operating, L.L.C., to Extend Temporary Abandonment Status for the Larco 1 well, Section 21, Township 8N, Range 32W, Sebastian County, Arkansas 2. I hereby certify that a true and correct copy of the Notice attached hereto has been placed in the United States Mail, postage prepaid, on or before the day of November, 2016, addressed to each of the parties named in the Application as Interested Parties, Exhibit A. 3. This Affidavit is made and executed based upon my own personal knowledge. FURTHER Affiant sayeth not. NICOLE FRAZIER SUBSCRIBED AND SWORN to before me, a Notary Public, on this day of November, Notary Public My Commission Expires:

9 AOGC DOCKET # Exhibit D

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