ORDER / CASE NO: ORDER NO. 3-2013 ORDER / NOTICE …sddenr.net/ogbof/Case_No_3-2013.pdf · order / case no: order no. 3-2013 order / notice of recommendation type: spacing county:

ORDER / CASE NO: ORDER NO. 3-2013

ORDER / NOTICE OF

RECOMMENDATION TYPE: SPACING

COUNTY: HARDING

LOCATION(S): T. 21N., R. 3E., ALL OF SECS. 3 AND 10

T. 22N., R. 3E., W1/2 SEC. 24, W1/2 SEC. 25

OPERATOR: CONTINENTAL RESOURCES, INC.

DATE ORDER ISSUED: 03/19/2013

DATE ORDER CLOSED:

AMENDS: ORDER NOS. 2, 2-1978, 7-1983, 13-1997, AND 8-2001

AMENDED BY:

APPROVAL STATUS: APPROVED

FIELD NAME: BUFFALO FIELD

UNIT NAME:

DEPARTMENT of ENVIRONMENT and NATURAL RESOURCES

PMB 2020 JOE FOSS BUILDING 523 EAST CAPITOL

PIERRE, SOUTH DAKOTA 57501-3182

www.state.sd.usklenr GREAT FACES. GREAT RACES

March 20, 2013

Lawrence Bender Fredrikson & Byron, P.A. 200 North Third Street, Suite 150 Bismarck, ND 58501-3879

Dear Mr. Bender:

The Department of Environment and Natural Resources received three applications from your office filed on behalf of Continental Resources, Inc., Oklahoma City, OK —Oil and Gas Case Nos. 1-2013, 3-2013 and 4-2013. Because there was no intervention, Continental's applications were approved administratively by the Secretary of the Department of Environment and Natural Resources in accordance with South Dakota Codified Laws 45-9-74. Enclosed are the approved orders.

If you have any questions regarding the orders, please feel free to contact me at 605.773.4201 or email at bob.townsendstate.sd.us. Thank you.

Sincerely,

Robert Townsend, Administrator Minerals and Mining Program

Enclosures

STATE OF SOUTH DAKOTA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES

BOARD OF MINERALS AND ENVIRONMENT

IN THE MATTER OF THE APPLICATION OF CONTINENTAL RESOURCES, INC. FOR AN ORDER OF THE BOARD AMENDING BOARD ORDER NOS. 2, 2-78, 7-83, 13-97 AND 8-01 TO AMEND THE FIELD RULES FOR THE BUFFALO FIELD SO AS TO ESTABLISH A 1280-ACRE SPACING UNIT COMPRISED OF SECTIONS 3 AND 10, TOWNSHIP 21 NORTH, RANGE 3

OIL AND GAS

EAST, AND TO ESTABLISH A 640-ACRE

CASE NO. 3-2013 SPACING UNIT COMPRISED OF THE W/2 OF SECTION 24 AND THE W/2 OF SECTION 25, TOWNSHIP 22 NORTH, RANGE 3 EAST, ORDER BUFFALO FIELD, HARDING COUNTY, SOUTH DAKOTA; AND ALLOW THE DRILLING OF ONE HORIZONTAL WELL TO THE RED RIVER "B" POOL ON EACH SPACING UNIT NOT LESS THAN 500 FEET TO THE SPACING UNIT BOUNDARY AND FOR OTHER RELIEF AS THE BOARD DEEMS APPROPRIATE.

SECRETARY'S ORDER UNDER SDCL 45-9-74

A Petition and Application of Continental Resources, Inc. ("Continental") was submitted

to the South Dakota Board of Minerals and Environment ("Board") on January 24, 2013. The

Board prepared and published a Notice of Opportunity for Hearing. The Board received no

notice of intervention to said application. Therefore, pursuant to SDCL 45-9-74, SDCL 45-9-20

through -29, ARSD 74:12:02:06, and based upon Continental's application and supporting

documents, the Secretary makes and enters the following Order:

Continental is the owner of an interest in the oil and gas leasehold estate in portions of

the following described lands, Harding County, South Dakota:

Township 21 North. Range 3 East Section 3: All Section 10: All

Township 22 North, Range 3 East Section 24: W/2 Section 25: W/2

(the "Subject Lands")

That by Board Order Nos. 2, 2-78, 7-83, 13-97, 20-97, 8-01 and 2-10, the Buffalo Field

is comprised of the following described lands, Harding County, South Dakota:

Township 22 North, Range 3 East Sections 13, 24, 25, 26, 33, 34, 35 and 36

Township 22 North, Range 4 East Sections SW % of Section 2, 3, 5, 7, 8, 9, 10, W/2 of Section 11, 16, 17, 18, 19, 20, 21, 28, 29, 30, 31, 32, 33 and 34

Township 21 North, Range 3 East Sections 1, 2, 3, 4, 9,10, 11, 12, 13, 14, 15, 16, 21, 22, 23, 24, 25, 26, 27, 28, 33, 34, 35 and 36

Township 21 North, Range 4 East Sections 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 31, 32, 33, 34, 35 and 36

Township 21 North, Range 5 East Sections 6, 7, 17, 18, 19 and 20

Township 20 North, Range 3 East Sections 1, 12 and the NE% of Section 13

Township 20 North, Range 4 East Sections 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 32, 33, 34, 35 and 36


2

That Continental desires to utilize the horizontal drilling technique to test and further

develop the "B" zone of the Red River Formation, in and under the Subject Lands.

Continental has requested that the Board amend its prior orders, including without

limitation of Board Order Nos. 2, 2-78, 7-83, 13-97 and 8-01 to amend the field rules for the

Buffalo Field so as to establish a 1280-acre spacing unit comprised of Sections 3 and 10,

Township 21 North, Range 3 East, and to establish a 640-acre spacing unit comprised of the W/2

of Section 24 and the W/2 of Section 25, Township 22 North, Range 3 East, Buffalo Field,

Harding County, South Dakota; and allow the drilling of one horizontal well to the Red River

"B" Pool on each spacing unit not less than 500 feet to the spacing unit boundary.

Use of the horizontal drilling technique to test and further develop the "B" zone of the

Red River Formation will increase the ultimate recovery of the reservoir in a manner which will

prevent waste, protect correlative rights and prevent the drilling of unnecessary wells.

IT IS THEREFORE ORDERED

A. That the Board amend the field rules for the Buffalo Field so as to establish a 1280-

acre spacing unit comprised of Sections 3 and 10, Township 21 North, Range 3 East, and to

establish a 640-acre spacing unit comprised of the W/2 of Section 24 and the W/2 of Section 25,

Township 22 North, Range 3 East, Buffalo Field, Harding County, South Dakota, and allow the

drilling of one horizontal well to the Red River "B" Pool on each spacing unit not less than 500

feet to the spacing unit boundary.

B. This Order amends prior orders of the Board concerning the above described land,

including without limitation Order Nos. 2, 2-78, 7-83, 13-97 and 8-01.

3

C. That all portions of previous orders of the Board, if any, which are not specifically

amended by this Order remain in full force and effect until further order of the Board or

Secretary.

D. That upon filing all required further information and forms with the Department of

Environment and Natural Resources, a drilling permit may be issued for a horizontal oil and gas

well on each proposed spacing unit, as requested above.

Dated and signed this 19th day of March 2013.

Steven M. Pirner Secretary Department of Environment and Natural Resources

4

RECEIVED MAR 1 1 2013

DEPT OF ENVIRONMENT & NATURAL RESOURCES - RAPID CITY Fredrikson

& BYRON, P.A.

March 7, 2013

Mr. Robert Townsend Administrator Minerals and Mining Program Department of Environment and Natural Resources 2050 West Main, Suite #1 Rapid City, SD 57701

RE: CASE NO. 3-2013 Continental Resources, Inc.

Dear Mr. Townsend:

Please find enclosed herewith an Affidavit of Service by Mail with attached list of persons notified, the green certified return receipts, and any envelopes which were returned as being undeliverable, in regard to the captioned matter.

If you should have any questions, pl e advise.

LAWREN ENDER

LB/leo

Enclosure

cc: Ms. Christi Wood — (w/o enc.) Via Email 5337389_1.doc

Attorneys & Advisors

Fredrikson & Byron, P.A.

main 701.221.4020

200 North Third Street, Suite 150

fax 701.221.4040

Bismarck, North Dakota www.fredlaw.corn

58501-3879

MEMBER OF THE WORLD SERVICES GROUP OFFICES:

A Worldwide Network of Professonal Servree Provedets Minneapolis / Bismarck / Des Moines / London / Monterrey, Mexico / Shanghai

STATE OF SOUTH DAKOTA


DEPT OF ENVIRONMENT & NATURAL. RESOURCES - RAPID CITY

DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES

BOARD OF MINERALS AND ENVIRONMENT CASE NO. 3-2013

IN THE MATTER OF THE APPLICATION OF CONTINENTAL RESOURCES, INC. FOR AN ORDER OF THE BOARD AMENDING BOARD ORDER NOS. 2, 2-78, 7-83, 13-97 AND 8-01 TO AMEND THE FIELD RULES FOR THE BUFFALO FIELD SO AS TO ESTABLISH A 1280-ACRE SPACING UNIT COMPRISED OF SECTIONS 3 AND 10, TOWNSHIP 21 NORTH, RANGE 3 EAST, AND TO ESTABLISH A 640-ACRE SPACING UNIT COMPRISED OF THE W/2 OF SECTION 24 AND THE W/2 OF SECTION 25, TOWNSHIP 22 NORTH, RANGE 3 EAST, BUFFALO FIELD, HARDING COUNTY, SOUTH DAKOTA; AND ALLOW THE DRILLING OF ONE HORIZONTAL WELL TO THE RED RIVER "B" POOL ON EACH SPACING UNIT NOT LESS THAN 500 FEET TO THE SPACING UNIT BOUNDARY AND/OR SUCH FURTHER AND ADDITIONAL RELIEF AS THE BOARD DEEMS APPROPRIATE.

AFFIDAVIT OF SERVICE BY MAIL

STATE OF NORTH DAKOTA ) ) ss.

COUNTY OF BURLEIGH

Stephanie Sweet, being first duly sworn, deposes and says that on the 5th day of February, 2013, she served the attached:

NOTICE OF OPPORTUNITY FOR HEARING; and PETITION AND APPLICATION OF CONTINENTAL RESOURCES, INC.

by placing a true and correct copy thereof in an envelope addressed as follows:

See attached Exhibit A

Stephaqiie—Sweet

and depositing the same, with postage prepaid, certified mail, return receipt requested, in the United States mail at Bismarck, North Dakota.

Subscribed and sworn to before me this 5th day of February, 2013.

Notary Public My Commission expires:

5337385_I.doc

-2

Alan R. Nitteberg 1604 Tanglewood Court Pleasanton, CA 94566

Billie Krebs 826 North Desert Ave. Tucson, AZ 85711

Bryan Lammers 39 3rd Street Perley, MN 56574

Cheryl Bodenhamer 911 Ennen Drive Rapid City, SD 57703

Cindy Nixon Gackle 213 West Addie St. Lead, SD 57754

G. William Hurley Revocable Trust 1738 S. Poplar St. Casper, WY 82601

Guy Olson Trust dated 8/15/1991 HCR 2, Box 21 Prairie City, SD 57649

James F. Ladd 356 28-3/4 Ave. Cumberland, WI 54829

Joshua Lenerville 328 North Main Street Richardton, ND 58652-7042

Kathleen Lenerville 328 N. Main St. Richardton, ND 58652-7042

Barbara L. Gaulke 506 South Main Colby, WI 54421

Black Stone Minerals Company, LP 1001 Fannin St., Ste. 2020 Houston, TX 77002-6709

Carole L. Counts 643 South Ranger Blvd. Winter Park, FL 32792-4525

Chip Olson 13170 Redig Rd. Newell, SD 57760

Dean L. Moncur P.O. Box 878 Sturgis, SD 57785

Gail L. Sanders 1030 Highway 344, Ste. 200 Granbury, TX 76048

H. Huffman & Co. 301 NW 63rd St., Suite 510 Oklahoma City, OK 73116-7927

Jane Schell Bowers 505 Harvard Lane, 4-D Boulder, CO 80303

Joyce C. Graves 5929 Diamond Lake Lane Minneapolis, MN 55419

Mabel Lenerville Family Mineral Trust 328 N. Main St. Richardton, ND 58652-7042

EXHIBIT A

Bill L. Seerup 4212 Rimrock Rd. Billings, MT 59106

Bruce Loren Nitteberg 17603 E. Daystar Rd. Greenacres, WA 99016

Casey Olson 11921 SD Highway 79 Prairie City, SD 57649

Cimarex Energy Co. 15 E. 15th St., Suite 1000 Tulsa, OK 74103

Douglas R. Olson 13170 Redig Rd Newell, SD 57760

Guy Olson 36 Candy Lane Rozet, WY 82727

Inland Oil & Gas Corporation P.O. Box 1313 Bismarck, ND 58502-1313

Jay Schell 321 Imperial Blvd., Apt C-28 Lakeland, FL 33803

Joyce Tennegkeit 122 Cherrywood Lane Louisville, CO 80027

Marilyn Greb 2135 Superior Ave. Cumberland, WI 54829

Marilyn Kay Nitteberg 1327 - 18th Ave. Longview, WA 98632

Paul E. Burton 2217 Cardinal Road Ardmore, OK 73401

Reuben L. Olson 11919 SD Highway 79 Prairie City, SD 57649

Rueben Olson, Trustee under the terms of that Protective Oder dated 8/16/91 FRO Rita Krebs and Guy Olson 11919 SD Highway 79 Prairie City, SD 57649

Sapphire Holdings USA, LLC 278 E. Colorado Blvd. Pasadena, CA 91101

Shirley M. Forest 4312 Tower Dr. Eau Claire, WI 54703

United States of America 5001 Southgate Dr. Billings, MT 59101-4669

BTA Oil Producers 104 S. Pecos St. Midland, TX 79701

Noarko Resources, Inc. 950 S. Cherry St., Ste. 1000 Denver, CO 80222

Matthew Lenerville 328 N. Main St. Richardton, ND 58652-7042

Pierce Exploration & Production Corporation 1133 Bal Harbor Boulevard, #1139 Punta Gorda, FL 33950

Rita Krebs 2408 Janet St. Rapid City, SD 57702

Sage Olson 746 15th Ave E Dickinson, ND 58601

Sarah Jane Ottesen 1101 Linden St. Decorah, IA 52101

Spencer D. Graves 2475 River Rd., Apt. 111 Decorah, IA 52101

Verna L. Schneider S. 15200 County Rd. FF Eleva, WI 54738

Carole Ann Campbell do Noarko Resources, Inc. 950 S. Cherry St., Ste. 1000 Denver, CO 80222

Robert J. Campbell c/o Noarko Resources, Inc. 950 S. Cherry St., Ste. 1000 Denver, CO 80222

Nancy Dunn 24371 483rd Ave. Dell Rapids, SD 57022

Ralph Olson Star Route 2, Box 21 Prairie City, SD 57649

Rita Krebs Trust dated 8/16/1991 HCR 2, Box 21 Prairie City, SD 57649

Sandy Dan Olson 13580 Hope Road Newell, SD 57760

Sarah Oase 507 2nd Ave. E. Reeder, ND 58649

Teri Dee McNelis 2647 Cardinal Way Buffalo, SD 55313

Westport Oil and Gas Co, Inc. c/o Denbury Onshore, LLC 5320 Legacy Dr. Plano, TX 75024

Citation 1994 Investment Limited Partnership 14077 Cutten Road Houston, TX 77069

Texaco Producing, Inc. c/o Chevron USA Inc. P.O. Box 36366 Houston, TX 77236

William C. Kirkwood P.O. Box 3439 Casper, WY 82602

5319153_1.doc

Betty Joy Njos

Clara Flemmer

Dale & Merlene Palczewski P.O. Box 266

1001 - 2nd St. NE

12709 101st St. SW Rhame, ND 58651

Mandan, ND 58554-3716

Reeder, ND 58649

Darlene M. Rosiska 539 Webster St. Clay Center, KS 67432

Debra Kay Brown P.O. Box 655 Buffalo, SD 57720

Dorothy Louise Thunem Trust Agreement dated 4/9/2010 2708 Bixby Ave. NE Bemidji, MN 56601

Judy K. McCann Mineral Trust 1912 State Street Brookings, SD 57706

Mary Ann Robison 602 S. Kenneth Ave. Monahans, TX 79756-4118

Sandra Jane Smith 114 West H St. Hastings, NE 68901

Thomas Kahrs 16090 Gardner East Rd. Gardner, KS 66030-9666

Dean Kahrs 9804 - 134th Ave. SW Scranton, ND 58653

Dennis Kahrs P.O. Box 19227 Colorado City, CO 81019

Jacqueline Marie Basaraba 109 Main St. Williston, ND 58801

Marjorie Torpen 203 11th Ave. NW Bowman, ND 58623

Mildred & Sidney Richardson 315 Woodrose Street Coldstrip, MT 59323

Sharlet Rene Teigen 10827 Karsten Drive Belle Fourche, SD 57717-6304

Timothy Glenn Brown 10723 Table Mountain Road Buffalo, SD 57720

Deborah Thomason 8802 Apple Creek Road Bismarck, ND 58504

Dianna Kaye Kalina 7859 N. Visa La Habra Tucson, AZ 85743

Jane Myra Lessman 12411 Kelly Sands Way Fort Myers, FL 33908

Marsha Joan Nelson P.O. Box 52 Dickinson, ND 58602-0052

Randal Craig Torpen 510 - 16th St. St. Moorhead, MN 56560

State of South Dakota 500 East Capitol Avenue Pierre, SD 57501-5070

William C. Carrigan 7500 Priest Pass Rd. Helena, MT 59601

Bayswater Exploration & Production, LLC 730 - 17th St., Ste. 610 Denver, CO 80202

Marshall Resources, LLC do Prima Exploration 100 Fillmore St., Ste. 450 Denver, CO 80206

Captiva Resources, Inc. 1700 Lincoln Denver, CO 80203

Prima Exploration, Inc. 100 Fillmore St., Ste. 450 Denver, CO 80206

Gunlikson Petroleum, Inc. 17 Brookhaven Trail Littleton, CO 80123

Fecton Energy, LLC 3000 Wilcrest, Ste. 300 Houston, TX 77042

Vegas Production Company c/o Prima Exploration 100 Fillmore St., Ste. 450 Denver, CO 80206

Zenergy Onshore Properties, LLC 6100 S. Yale Ave., Ste. 1700 `Tulsa, OK 74136

CERTIFIED MAIL RECEIPTS NOT

SCANNED

HARD COPIES AVAILABLE AT DENR'S OFFICE IN RAPID CITY


MINERALS & MINING PROGRAM

Continental RESOURCES

DOCKET NO. 3-2013

Application to establish a 1280-acre spacing unit comprised of All of Sections 3 & 10-T21N-R3E

and to establish a 640-acre spacing unit comprised of W/2 of Section 24 & the W/2 of Section 25-T22N-R3E

Harding County, South Dakota

Before the

State of South Dakota Department of Environment and Natural Resources

Board of Minerals and Environment

March 21, 2013


PROGRAM .........ers

3 2 1 6 5 I 4 3 2 1 6 5 4 3 21

e

6 5 4 3 2 1

10 11 12 7 8 9 10 11 12 7 a 9 10 11 12 7 8 9 10 11 12 — •

15 14 13 18 17 16 15 I 14 13 18 17 16 lb 14 13 18 17 16 15 14 13 23 -2E• 23N-3E 23N-4E - 23N-5E4--1

22 23 24 19 20 21 22 23 24 19 20 21 22 23 24 19 20 21 22 23 24

27 26 25 30 29 28 27 25 ••1"Ple 29 28 27 26 25 30 29 29 27 26 25

34 35 36 31 32 1 33 34 35 36 31 32 33 34 35 36 31 32 33 34 35 36

3 2 I 6 5 4 3 2 1 6 5 4 3 1 6 5 4 3 2 1

10 11 12 7 6 9 10 I 71 12 8 9 I 10 T2 7 a 9 10 11 12 —

15 14

22N-2E- 13 18 17 16 5

• 14 13

---

16 17 16 15 14 13 18 17 16

22N-5E-- 15 14 13

21 22 24 19 20 22 I 23 19 TH kt e

20 21 19 20 21 22 23 24

... 27 I 25

lir 11M1t 28 27 30 29 29 27 Z6 25 30 29 28 27 26 25

34 35 36 31 32 33 34 35 35 31 32 33 34 35 L 36 31 32 33 34 35 36

3 2 1 6 5 4 3 2 1 6 5 4 3 2 1 6 5 4 3 2 "uffa 0

10 1 11 1: 7 8 9 10 11 12 7 8 9 10 11 12 7 6 9 10 17 12

I - 15 14 1 13 18 17 16 15 14 13 18 17 ' 15 14 13 e 17 16 15 14 13

21 A#-2E 21 -3E 2-1 -4E- 2-1N-5E- 23 24 19 20 21 22 23 24

22 i 23 I

24 19 20 21 22 23 24 19 20 21 22

27 1 26 25 30 29 28 27 26 25 30 29 28 27 26 25 30 29 28 27 26 25 -..

4 35 1 36 31 32 33 34 35 36 31 32 33 34 35 36 31 32 33 34 35 36 _

5 4 3 6 5 4 3 5 4 1

9 10 12 8 9 10 17 12

1

9 10 11 12 7 6

18 17 16 15 14 19 17 16 15 14 13 18 17 16 76 14 13 20N-35,— -20N-4E --40N-5E

19 22 23 24 19 21 22 23 24 19 21 22 23 24

30 29 28 27 26 25 30 8 27 28 25 30 29 28 27 26 25

31 32 33 35 31 I 32 3 34 35 36 31 33 34 5 36

Field Outlines

Spacing Units

General Locator Map Continental

S U U R C E S

Exhibit 1 Docket No. 3-2013

Tract 5

Fed 100%

Tract 6

Fed 100°A5

Tract 2 Tract 1

3

Tract 4

Fee 100%

Fee 100%

Tract 3

Fee 100% Fee 100%

Fee 100%

/ Tract 5

Fed 100%

Tract 8

Fee 100% 10

Tract 10

Fee 100%

Tract 9

Tract 7

Fee 100%

Tract 11

Fed 100%


Land Plat MINERALS &MININGPROGRAM

Township 21 North, Range 3 East All of Sections 3 and 10


Unit Acreage Total - 1,280.00 Acres

1280 Spacing Unit

Continental

ESOUR C L S


Continental RS SOUP CES


Ownership Summary Township 21 North, Range 3 East

All of Sections 3 and 10 Harding County, South Dakota



Working Interest in Unit Area Leasehold Owner Interest Continental Resources, Inc. 58.80% Others 17.62% Citation 1994 Investment Limited Partnership 6.54% William C. Kirkwood 6.54% United States of America 6.25% Texaco Producing, Inc. 2.15% Noarko Resources, Inc. 1.02% Carole Ann Campbell 0.47% Robert J. Campbell 0.47% BTA Oil Producers 0.14%

100.00%

Leasehold Ownership

Tract 1: Lots 1, 2, S2NE4 of Section 3-21N-3E, B.H.M. (Fee( Continental Resources, Inc. 75.00% Others 25.00%

Tract 2: Lots 3, 4, S2NW4, NW4SW4 of Section 3-21N-3E, B.H.M. (Feet

Continental Resources, Inc. 71.30% Others 28.70%

Tract 3: SW4SW4 of Section 3-21N-3E, B.H.M (Feel

Continental Resources, Inc. 100.00%

Tract 4: E2SW4, N2SE4 of Section 3-21N-3E, B.H.M (Feel


Tract 5: SW4SE4 of Section 3 and S2SE4 of Section 10-21N-3E, B.H.M (Fed)


RECEIVED

MAR 0 7 2013 MINERALS & MINING PROGRAM

Tract 6: SE4SE4 of Section 3 and S2SE4 of Section 10-21N-3E, B.H.M (Fed)

United States of America 100.00%

Tract 7: E2NE4 of Section 10-21N-3E, B.H.M (Fee) Continental Resources, Inc. 75.00% Others 25.00%

Tract 8: W2NE4, NV/4 of Section 10-21N-3E, B.H.M (Feel Continental Resources, Inc. 25.00% Others 25.00% Citation 1994 Investment Limited Partnership 19.03% William C. Kirkwood 19.03% Texaco Producing, Inc. 6.25% Noarko Resources, Inc. 2.95% Carole Ann Campbell 1.37% Robert J. Campbell 1.37%

Tract 9: SW4 of Section 10-21N-3E, B.H.M (Feel Continental Resources, Inc. 25.00% Others 23.84% Citation 1994 Investment Limited Partnership 19.03% William C. Kirkwood 19.03% Texaco Producing, Inc. 6.25% Noarko Resources, Inc. 2.95% Carole Ann Campbell 1.37% Robert J. Campbell 1.37% BTA Oil Producers 1.16%

Tract 10: NW4SE4 of Section 10-21N-3E, B.H.M (Fee)

Continental Resources, Inc. 25.00% Others 25.00% Citation 1994 Investment Limited Partnership 19.03% William C. Kirkwood 19.03% Texaco Producing, Inc. 6.25% Noarko Resources, Inc. 2.95% Carole Ann Campbell 1.37% Robert J. Campbell 1.37%

Tract 11: NE4SE4 of Section 10-21N-3E, B.H.M (Fee) United States of America 100.00%



Tract 1

State 100%

Tract 2

24

Tract 4

Fee 100%

Tract 2

Fee 100%

Tract 3

State 100% 25

Fee 100%

RECEIVED

MAR 0 7 2013

Land Plat Township 22 North, Range 3 East

W/2 of Sections 24 and 25 Harding County, South Dakota

Unit Acreage Total - 640.00 Acres

MINERALS&MINING PROGRAM

640 Spacing Unit

Continental Rrsouper,


Ownership Summary Township 22 North, Range 3 East

W/2 of Sections 24 and 25 Harding County, South Dakota

RECEIVED


Working Interest in Unit Area Leasehold Owner Interest Continental Resources, Inc. 60.94% Prima Exploration, Inc. 10.90% Captiva Resources, Inc. 7.70% Zenergy Onshore Properties, LLC 6.25% Tecton Energy, LLC 6.25% Vegas Production Company 4.52% Gunlikson Petroleum, Inc. 2.12% Marshall Resources, LLC 1.06% Bayswater Exploration & Production, LLC 0.26%

100.00%

Leasehold Ownership Tract 1: N2NW4 of Section 24-22N-3E, B.H.M. (Statel

Zenergy Onshore Properties, LLC 50.00% Tecton Energy, LLLC 50.00%

Tract 2: S2NW4. SW4 of Section 24 and SW4 of Section 25-22N-3E, B.H.M. (Feel

Continental Resources, Inc. 81.25% Prima Exploration, Inc. 7.69% Captiva Resources, Inc. 5.44% Vegas Production Company 3.18% Gunlikson Petroleum, Inc. 1.50% Marshall Resources, LLC 0.75% Bayswater Exploration & Production, LLC 0.19%

Tract 3: E2NW4 of Section 25-22N-3E, B.H.M (State)

Prima Exploration, Inc. 41.00% Captiva Resources, Inc. 29.00% Vegas Production Company 17.00% Gunlikson Petroleum, Inc. 8.00% Marshall Resources, LLC 4.00% Bayswater Exploration & Production, LLC 1.00%

Tract 4: W2NW4 of Section 25-22N-3E. B.H.M (Fee) Continental Resources, Inc. Prima Exploration, Inc. Captiva Resources, Inc. Vegas Production Company Gunlikson Petroleum, Inc. Marshall Resources, LLC Bayswater Exploration & Production, LLC

81.25% 7.69% 5.44% 3.18% 1.50% 0.75% 0.19%



Koch Exploration Company Graves State #12-13 Section 13 T21N R3E

Harding Co., South Dakota

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"B" Producing Interval

Red River "B" Top

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RECEIVED

MAR 0 7 2013

HORIZONTAL SURFACE LOCATION

• HORIZONTAL OIL 13H LOCATION

OIL PLUGGED& ABANDONED

\Rt. AIR INJECTION WELL

DRY & ABANDONED

PROPOSED DRILLING UNIT BOUNDARIES

CASE NO. 3-2013

EXHIBIT 7



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CONTINENTAL RESOURCES INC.

BUFFALO FIELD RED RIVER STRUCTURE CI. = 50'

Milin.: Date: PETE. THIES 28 January, 2013

PT N W BUFFALO RR STRUCTURE 3.(IPF I"— 4.000' Scale:

27

33 34

MINERALS & MINING PR

r$ 13 14

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22

9

28


CASE NO. 3 2013

EXHIBIT

Author: PETE S

C.3. = $' DnIe. 28 Jaminry. 201 3

CONTINENTAL RESOURCES INC.

BUFFALO FIELD RED RIVER "B" ZONE ISOPACII MAP

10% POROSITY CUTOFF

Scale: I' PT[I ANKIS5.CiMP

HORIZONTAL SURrACE LOCATION

HORIZONTAL OIL ElH LOCATION

OIL PLUGGED & ABANDONED

AIR INJECTION WELL

DRY 4 ABANDONED

RECEIVED MAR 0 71013

27

33 34

frOf ILL

4

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C=D CURRENT AIR INJECTION PATTERN

C PREVIOUS AIR INJECTION PATTERN CURRENT WATER INJECTION PATTERN

C TARGET AREA FOR HORIZONTAL WELLS ( 20 % OIL CUT OR MORE)

PROPOSED HORIZONTAL PRODUCING WELL LOCATIONS 44 10111 OIL CUT

( lb) EARLIER OIL. CUT BEFORE SHUT IN

CASE NO. 3-2013 EXHIBIT 9

CONTINENTAL RESOURCES

BUFFALO mu) I0/2011 OIL CUT (Or For Nen rby oath)

WITH moron') LATI:nALS

A•11.1 PETE THIES

UUESWP MUM OXIP

I War: IS Janus.. 1011

01 r .1004.

CASE NO. 3-2013

EXHIBIT 10

1377 10111 B OP M •1.!,1)11 JO/ i i 11Ww.,1

14 1 440 12/11 MCFPM

CURRENT AIR INJECTION PATTERN PREVIOUS AIR INJECTION PATTERN

CD CURRENT WATER INJECTION PATTERN

CD TARGET AREA FOR HORIZONTAL WELLS (150 BOPM VERTICAL WELLS OR MORE )


rk clt ction o SI 201u 21N

16

13 14

21

28

33

4

9

3

CONTINENTAL RESOURCES

BUFFALO FIELD AREA pkonucTioN& INJECTION 10/2011(0r Nearby)

PROPOSER LATERALS SHOWN IN

Aulhor; PETE THIES

Raw 20 February, 2011

ATBRPRO010011F,pne Srlic

r-5(101:1•,,

RECEIVED


RECEIVED


DST Data for Ladd #14-3 Well

SWSW Section 3-T21N-R3E, Harding County, South Dakota

Red River "8" zone porosity, 8562'-8576'

Top of Red River "C" zone porosity, 8622'

DST Test #2 8564'-8602'

90 FT VHMCBO PIPE RECOVERY

564 ft OCMW PIPE RECOVERY

900 CC W SAMPLE CHAMBER

540 CC 0 SAMPLE CHAMBER

360 CC MW SAMPLE CHAMBER

Case No. 3-2013

Exhibit #11

The pipe recovery is for mixtures of fluids but if the 90' were all oil and the 564' were all water then the

oil percentage would be 90/654 or 13.8%.

The sample chamber had 540 CC of oil out of 1800 CC of total fluid or 32% oil.

The DST results in the 14%-32% oil cut range is a wide range but similar to the oil cuts encountered by

wells drilled in township 21N-R3E.

RECEIVED


South Dakota Hearing Exhibits — Buffalo Field Area Case No. 3.2013

Exhibit 6 Type Log

Exhibit 4 is a type log from the Graves State #22-13 well in section 13-T21N-R3E. This exhibit shows the

Red River "B" zone porosity, which is the zone in which the proposed Cernan #24-10H and Aldrin #24-

25H wells will be drilled at about 40' below the top of the Red River formation.

Exhibit 7 Red River Structure Map

Exhibit 5 is a structure map of the top of the Red River formation. The Cernan #24-10H and Alain #24-

2511 wells are both proposed to be drilled in a generally south-north orientations on a structure that is

plunging toward the northeast. The plan is to drill these wells with horizontal laterals of about 10,000'

vertical section on 1280 acre spacing units rather than drilling them with a more standard 5,000' vertical

section across a square 640 acre spacing unit. The longer laterals should give us better economics by

resulting in close to double the production at about 30% greater cost to drill the well. These areas are

anticipated to have relatively low all cuts, which have not been viewed as economic to drill with normal

length laterals, but with the longer laterals we hope to drill economic wells in these areas. Depending

upon the production from these proposed wells we may drill other nearby wells and they may be

included into areas to be unitized for enhanced oil recovery projects. The Aldrin #24-25H well is shown

to be on trend with a NW-SW trending pair of anticlines that may extend to the northwest based upon

small structural highs seen on the Quinn #44-3611 and CBRRU #24-31NH wells, which may increase the

oil cut in the N/2 of section 25 and S/2 of section 24.

Exhibit 8 Red River "B" zone Isopach Map

Exhibit 6 is an isopach map showing a thickness of about 8-17 feet of Red River "B" zone porosity in the

vicinity of the proposed Cernan #24-10H and Aldrin #24-25H wells. This thickness does not have a direct

correlation to the productivity of the well, the thickness for the proposed wells is not well controlled and

the proposed wells are expected to be of generally similar thickness.

Exhibit 9 10/2011 Oil Cut Map

Exhibit 7 is an oil cut map with interpretive contouring based on the oil cut for the wells close to the

Cernan #24-1011 and Aldrin #24-25H wells. The oil cut values shown in red are the oil cut just before that

well was shut in. The oil cut values shown in green are the oil cut for a currently producing well. The

dark green shaded area is where the Red River "B" zone is expected to be 30% or better oil cut and the

light green shaded area is expected to be 20% or better oil cut. Based on the contours on this map the

Aldrin #24-251-I well is adjacent to the Quinn #44-3611 well that has an oil cut of about 25% and that oil

cut is shown to trend to the northwest. This trend is based on the small NW-SE trending structures

shown of the Red River structure map. The Cernan #24-101-I well does not show nearby oil cut above

20% because there are no nearby wells that were put on production. The Ladd #14-3 well was drilled

RECEIVED

MAR 0 7 21113


close to the Cernan #24-10H well and has a DST for the Red River "B" zone indicating that the Cernan

#24-10H well could produce oil with an oil cut in the 14%-32% range,

The Aldrin #24-25H well has similar potential oil cut in section24 and section 25 based on the structural

features that may cross these sections The Cernan #24-10H well has similar potential oil cut in section 3

and section 10 based on the DST near the border between those sections and the fact that there is little

other well control in the area.

Exhibit 10 10/2011011 Production and Injection Map

Exhibit 8 Is a map with interpretive contouring based on the producing rates for the wells close to the

The Cernan 024-10H and Aldrin #24-25H wells. This map shows that the Quinn #44-36H well in section

36-722N-R3E produced 2093 bbls of oil in 10/2012 or 68 BOPD. Production from the Quinn #44-361-I

well is similar to what we expect to produce from the Aldrin #24-2511 well, If the Cernan #24-10H has an

oil cut similar to the Quinn 444-36H then the Cernan #24-1011 should also have oil producing rates

similar to the Quinn i#44-36H well. This map also shows some of the wells to the southeast, that are

supported by injection wells, still producing at high rates after years of production.

Exhibit 11 DST Data for Ladd #14-3 Well

Exhibit 9 shows DST data for the Ladd #14-3 well that was drilled in 1979. It shows sample chamber

recovery of 32% oil and pipe recovery in the 14% oil range, but that percentage is less clear because of

the somewhat vague terminology used for the fluids recovered. lithe Cernan #24-10H well produces

32% oil it should he a good well to drill, but a 10,000' lateral will produce fluids over a much more larger

area than that sampled by the Ladd #14-3 DST.

Summary of Exhibits

The proposed 6 Table Mountain wells need to be drilled with laterals that are longer than normal on

1280 acre spacing units to make them worth drilling. Depending upon results, they may result in infill

drilling and an enhanced oil recovery project to extend the production in this area.

RECEIVED

MAR 0 7 2013 MINERALS &

MINING PROGRAM

Continental Resources, Inc.

Cernan 24-10H, Aldrin 24-25H

T:22N R:3E Sections: 24, 25; T:21N R:3E Sections: 3, 10


Case 3-2013

Exhibit #12

Reserves Basis

CRI's expectation for reserves is based on analogy from wells in the surrounding area.

Reservoir Red River B

Initial Rate 100 BOPD

Final Rate 9 BOPD

Decline Rate 54 %

Exponent 2.5

GOR N/A

Reserves 416 MBO

Gross Economics for all 2 wells

Oil Price $95 $/bbl Wellhead

Gas Price N/A $/mcf Wellhead

Drilling Costs 5100 M$

Operating Costs 16000 $/month

Working Interest 100 %

Revenue Interest 86 %

EUR Oil 809 MBO

EUR Gas N/A MMCF

Net PV@10% 10800 M$

IRR 56.38 %

Payout 2.52 Years

I I I I I

RECEIVED MAR 0 7

MINERALS & MINI NC; Ph ;.) URAM C

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MAR 0 7 2013

9 518" Surface Casing

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8 3/4- Intermediate Hole

2 7/8" Production St

6-1/8" Open Hole


DEPARTMENT OF ENVIRONMENT

AND NATURAL RESOURCES BOARD OF

MINERALS AND ENVIRONMENT

IN THE MATTER OF THE APPLICATION OF CONTINENTAL RE-SOURCES, INC., OKLA-HOMA CITY, OKLAHO-MA, FOR AN ORDER OF THE BOARD AMEND-ING BOARD ORDER NOS. 2, 2-78, 7-83, 13-97 AND 8-01 TO AMEND THE FIELD RULES FOR THE BUFFALO FIELD SO AS TO ESTABLISH A 1280-ACRE SPACING UNIT COMPRISED OF SECTIONS 3 AND 10, TOWNSHIP 21 NORTH, RANGE 3 EAST, AND TO ESTABLISH A 640-ACRE SPACING UNIT COMPRISED OF THE W/2 OF SECTION 24 AND THE W/2 OF SEC-TION 25, TOWNSHIP 22 NORTH, RANGE 3 EAST, BUFFALO FIELD, HARDING COUNTY, SOUTH DAKOTA; AND ALLOW THE DRILLING OF ONE HORIZONTAL WELL TO THE RED RIV-ER "B" POOL ON EACH SPACING UNIT NOT LESS THAN TO THE SPACING UNIT BOUNDARY AND FOR OTHER RELIEF AS THE BOARD DEEMS APPRO -

NOTICE OF

OPPORTUNITY FOR HEARING

OIL AND GAS CASE NO. 3-2013

Notice is hereby given to Continental Resourc-es, Inc., Oklahoma City, Oklahoma, and to all in-terested persons that the Board of Minerals and Environment, hereinafter "board:" will hold a con-tested case hearing on the above described matter on Thursday, March 21, 2013, at 10:15 a.m. CDT at the Matthew Environ-mental Education and Training Center, Joe Foss Building, 523 East Capitol Avenue, Pierre, SD 57501, for the purpose of hear-ing the above matter if any party intervenes and requests a hearing as pro-vided by law.

The board has juris-diction and legal author-ity to issue orders for the

development of the oil and gas resources of the state pursuant to South Dakota Codified Laws (SDCL) Chapters 45-9-30 through 45-9-36 and further pursuant to Chapter 1-26 and to Administra-tive Rules of South Da-kota (ARSD) 74:09 and 74:12. The hearing is an adversary proceeding and any party has the right to be represented by a lawyer. These and other due process rights will be forfeited if they are not exercised at the hearing. The board may approve, conditionally approve, or deny the application. The board's decision will be based upon the evidence received at the hearing. The board's decision may be appealed to the Circuit Court and the State Su-preme Court as provided by law.

If the amount in contro-versy exceeds two thou-sand five hundred dollars or if a property right may be terminated, any party to the contested case may require the agency to use the Office of Hearing Ex-aminers by giving notice of the request to the agen-cy no later than ten days after service of a notice of hearing issued pursuant to SDCL Chapter 1-26-17.

Any person who wishes to intervene in this pro-ceeding as a party must file a petition to intervene pur-suant to ARSD 74:09:01:04 on or before February 27, 2013. The above described matter will only be heard before the board if a per-son intervenes in this pro-ceeding. If no petition to intervene is filed, the Sec-retary of the Department of Environment and Natu-ral Resources will approve or conditionally approve the application in accor-dance with SDCL 45-9-74.

Notice is further given to individuals with dis-abilities that this hearing is being held in a physically accessible place. Please notify the Department of Environment and Natural Resources at least 48 hours before the public hearing if you have a disability for which special arrange-ments must be made at the hearing. The telephone number for making special arrangements is (605) 773-4201.

RECEIVED FEB 1 1 2013

DEPT OF ENVIRONMENT & NATURAL RESOURCES - RAPID CITY

Affidavit of Publication STATE OF SOUTH DAKOTA: COUNTY OF HARDING: Letitia Lister of said County and State being first duly sworn, on her oath says: That the NATION'S CENTER NEWS is a legal we newspaper of general 'circulation, printed and published in the City of Buffalo, in said County and State by Letitia Lister, and has been such a newspaper during the times hereinafter mentioned; and that said newspaper has a bonafide circulation of at least 200 copies weekly, and has been published within said County in the English lan-guage for at least one year prior to the first publication of the notice herein mentioned, and is printed in whole or in part in an office main-tained at the place of publication; and that I, Letitia Lister, the undersigned, am the Publisher of said newspaper and have personal knowledge of all the facts stated in this affidavit; and that the adver-tisement headed:

C e— No. - cao

Subscribed and sworn to before me this r k-- day of tz_b , ao

___SG\Z:113-------\ t...t..N4---it1/44.7.--& Notary Public, Lawrence County, South Dakota My commission expires: 10-24-2016

a printed copy of which is hereto attached, was printed and published in said newspaper for 1 successive and consecutive weeks, the first publication being made on the --day of .6. ,a01:3, a, the last publication on the day of , that the i amount of fees charged for publishing same, to-wit: The sum of $ qa.os, insures solely to the benefit of the publisher of the NATI( PRIATE.

CENTER NEWS, that no agreement or understanding for a division thereof has been made with any person and that no part thereof has been agreed to be paid to any other person whomsoever.

The application and notice of hearing are also posted on the department's website at: http://denr. sd.gov/des/og/newpermit. aspx. Additional informa-tion about this applica-tion is available from Bob Townsend, Administra-tor, Minerals and Mining Program, Department of Environment and Natural Resources, 523 East Cap-itol Avenue, Pierre, SD 57501, telephone (605) 773-4201, email bob. [email protected].

Dated: February 1, 2013

-s- Steven M. Pirner Steven M. Pirner

Secretary Published once at the

total approximate cost of $42.96.

*322 Feb. 7

SM°17 (1e&

GMT FACES. GHAT PLACE.

February 1, 2013

DEPARTMENT of ENVIRONMENT and NATURAL RESOURCES

PMB 2020 JOE FOSS BUILDING 523 EAST CAPITOL

PIERRE, SOUTH DAKOTA 57501-3182

www.state.sd.usfrienr

Lawrence Bender Fredrikson & Byron, P.A. 200 North Third Street, Suite 150 Bismarck, ND 58501-3879

Dear Mr. Bender:

Enclosed are copies of the Notice of Opportunity for Hearing for Continental Resources, Inc.'s applications, Oil and Gas Case No. 3-2013 and Oil and Gas Case No. 4-2013, in Harding County, SD. The notices have been sent to the Nation's Center News in Buffalo, SD, for publication on Thursday, February 7, 2013.

The purpose of this letter is to advise you that it is the applicant's responsibility to serve notice on those persons "....whose property may be affected..." as specified in South Dakota Codified Laws 45-9-58.

Please file with this office the following:

1. Affidavit of Notification 2. Certified mail return receipts 3. A list of persons notified

Thank you for your cooperation.

Sincerely,

.62.144,44. /04.0aidsto.1

Robert Townsend, Administrator Minerals and Mining Program

Enclosures

STATE OF SOUTH DAKOTA DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES

BOARD OF MINERALS AND ENVIRONMENT

IN THE MATTER OF THE APPLICATION OF CONTINENTAL RESOURCES, INC., OKLAHOMA CITY, OKLAHOMA, FOR AN ORDER OF THE BOARD AMENDING BOARD ORDER NOS. 2, 2-78, 7-83, 13-97 AND 8-01 TO AMEND THE FIELD RULES FOR THE BUFFALO FIELD SO AS TO ESTABLISH A 1280-ACRE SPACING UNIT COMPRISED OF

NOTICE

SECTIONS 3 AND 10, TOWNSHIP 21 NORTH, OF RANGE 3 EAST, AND TO ESTABLISH A 640- OPPORTUNITY FOR ACRE SPACING UNIT COMPRISED OF THE

HEARING

W/2 OF SECTION 24 AND THE W/2 OF SECTION 25, TOWNSHIP 22 NORTH, RANGE 3

OIL AND GAS

EAST, BUFFALO FIELD, HARDING COUNTY, CASE NO. 3-2013 SOUTH DAKOTA; AND ALLOW THE DRILLING OF ONE HORIZONTAL WELL TO THE RED RIVER "B" POOL ON EACH SPACING UNIT NOT LESS THAN 500 FEET TO THE SPACING UNIT BOUNDARY AND FOR OTHER RELIEF AS THE BOARD DEEMS APPROPRIATE. Notice is hereby given to Continental Resources, Inc., Oklahoma City, Oklahoma, and to all interested persons that the Board of Minerals and Environment, hereinafter "board," will hold a contested case hearing on the above described matter on Thursday, March 21, 2013, at 10:15 a.m. CDT at the Matthew Environmental Education and Training Center, Joe Foss Building, 523 East Capitol Avenue, Pierre, SD 57501, for the purpose of hearing the above matter if any party intervenes and requests a hearing as provided by law.

The board has jurisdiction and legal authority to issue orders for the development of the oil and gas resources of the state pursuant to South Dakota Codified Laws (SDCL) Chapters 45-9-30 through 45-9-36 and further pursuant to Chapter 1-26 and to Administrative Rules of South Dakota (ARSD) 74:09 and 74:12. The hearing is an adversary proceeding and any party has the right to be represented by a lawyer. These and other due process rights will be forfeited if they are not exercised at the hearing. The board may approve, conditionally approve, or deny the application. The board's decision will be based upon the evidence received at the hearing. The board's decision may be appealed to the Circuit Court and the State Supreme Court as provided by law.

If the amount in controversy exceeds two thousand five hundred dollars or if a property right may be terminated, any party to the contested case may require the agency to use the Office of Hearing Examiners by giving notice of the request to the agency no later than ten days after service of a notice of hearing issued pursuant to SDCL Chapter 1-26-17.

Any person who wishes to intervene in this proceeding as a party must file a petition to intervene pursuant to ARSD 74:09:01:04 on or before February 27, 2013. The above described matter will only be heard before the board if a person intervenes in this proceeding. If no petition to intervene is filed, the Secretary of the Department of Environment and Natural Resources will approve or conditionally approve the application in accordance with SDCL 45-9-74.

Notice is further given to individuals with disabilities that this hearing is being held in a physically accessible place. Please notify the Department of Environment and Natural Resources at least 48 hours before the public hearing if you have a disability for which special arrangements must be made at the hearing. The telephone number for making special arrangements is (605) 773-4201.

The application and notice of hearing are also posted on the department's website at: http://denr.sd.govides/oginewpermit.aspx. Additional information about this application is available from Bob Townsend, Administrator, Minerals and Mining Program, Department of Environment and Natural Resources, 523 East Capitol Avenue, Pierre, SD 57501, telephone (605) 773-4201, email bob.townsendrc4state.sd.us.

Dated: February 1, 2013

Steven M. Pirner Secretary

Published once at the total approximate cost of

2

RECEIVED JAN 2 8 2013

DEPT OF ENVIRONMENT & NATURAL RESOURCES - RAPID CITY Fredrikson

& BYRON, P.A.

January 24, 2013

Ms. Jenny Hegg Department of Environment and Natural Resources 2050 West Main, Suite #1 Rapid City, SD 57701

VIA EMAIL AND U.S. MAIL

RE: CASE NO. 3-2013 IN THE MATTER OF THE APPLICATION OF CONTINENTAL RESOURCES, INC. FOR AN ORDER OF THE BOARD AMENDING BOARD ORDER NOS. 2, 2-78, 7-83, 13-97 AND 8-01 TO AMEND THE FIELD RULES FOR THE BUFFALO FIELD SO AS TO ESTABLISH A 1280-ACRE SPACING UNIT COMPRISED OF SECTIONS 3 AND 10, TOWNSHIP 21 NORTH, RANGE 3 EAST, AND TO ESTABLISH A 640-ACRE SPACING UNIT COMPRISED OF THE W/2 OF SECTION 24 AND THE W/2 OF SECTION 25, TOWNSHIP 22 NORTH, RANGE 3 EAST, BUFFALO FIELD, HARDING COUNTY, SOUTH DAKOTA; AND ALLOW THE DRILLING OF ONE HORIZONTAL WELL TO THE RED RIVER "B" POOL ON EACH SPACING UNIT NOT LESS THAN 500 FEET TO THE SPACING UNIT BOUNDARY AND/OR SUCH FURTHER AND ADDITIONAL RELIEF AS THE BOARD DEEMS APPROPRIATE.

Dear Ms. Hegg:

Please find enclosed herewith for filing a PETITION AND APPLICA I ION OF CONTINENTAL RESOURCES, INC. to be scheduled forthe March 21, 2013 hearing.

Attorneys & Advisors Fredrikson & Byron, P.A.

main 701.221.4020 1 200 North Third Street, Suite 150

fax 701.221.4040 Bismarck, North Dakota

www.fredlaw.com 58501-3879

MEMBER OF THE WORLD SERVICES GROLi' OFFICES

A Worldw,de Network at Professional Serme Pray:tiers Minneapolis Bismarck / Des Moines / London Monterrey, Mexico/Shanghai

Ms. Jenny Hegg January 24, 2013 Page 2

Thank you for your attention to this matter. If should e any questions, please advise.

LAWRENCE NDER

LB/leo

Enclosure

cc: Mr. Michael Lees— (w/enc.) Via Email Mr. Bob Townsend— (w/enc.) Via Email Mr. Jim Canon— (w/enc.) Via Email Mr. Pete Thies— (w/enc.) Via Email Ms. Christi Wood— (w/enc.) Via Email

5301758_1.doc


RECEIVED JAN 2 8 2013

DEPT OF ENVIRONMENT & NATURAL. RESOURCES - RAPID CITY

DEPARTMENT OF ENVIRONMENT AND NATURAL RESOURCES

BOARD OF MINERALS AND ENVIRONMENT CASE NO. 3-2013

IN THE MATTER OF THE APPLICATION OF CONTINENTAL RESOURCES, INC. FOR AN ORDER OF THE BOARD AMENDING BOARD ORDER NOS. 2, 2-78, 7-83, 13-97 AND 8-01 TO AMEND THE FIELD RULES FOR THE BUFFALO FIELD SO AS TO ESTABLISH A 1280-ACRE SPACING UNIT COMPRISED OF SECTIONS 3 AND 10, TOWNSHIP 21 NORTH, RANGE 3 EAST, AND TO ESTABLISH A 640-ACRE SPACING UNIT COMPRISED OF THE W/2 OF SECTION 24 AND THE W/2 OF SECTION 25, TOWNSHIP 22 NORTH, RANGE 3 EAST, BUFFALO FIELD, HARDING COUNTY, SOUTH DAKOTA; AND ALLOW THE DRILLING OF ONE HORIZONTAL WELL TO THE RED RIVER "B" POOL ON EACH SPACING UNIT NOT LESS THAN 500 FEET TO THE SPACING UNIT BOUNDARY AND/OR SUCH FURTHER AND ADDITIONAL RELIEF AS THE BOARD DEEMS APPROPRIATE.

PETITION AND APPLICATION OF CONTINENTAL RESOURCES, INC.

COMES NOW THE PETITIONER, Continental Resources, Inc. ("Continental-) and for

its petition and application states and alleges as follows:

1.

That Continental is the owner of an interest in the oil and gas leasehold estate in portions of


Township 21 North, Range 3 East Section 3: All Section 10: All

1

Township 22 North, Range 3 East Section 24: W/2 Section 25: W/2

(the "Subject Lands")

2.

That by Board Order Nos. 2, 2-78, 7-83, 13-97 and 8-01, the Buffalo Field is comprised of


Township 22 North, Range 3 East Sections 13, 24, 25, 26, 33, 34, 35 and 36

Township 22 North, Range 4 East Sections 3, 9, 10, 16, 17, 18, 19, 20, 21, 28, 29, 30, 31, 32, 33 and 34

Township 21 North, Range 3 East Sections 1, 2, 3, 4, 9, 10, 11, 12, 13, 14, 15, 16, 21, 22, 23, 24, 25, 26, 27, 28, 33, 34, 35 and 36

Township 21 North, Range 4 East Sections 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 31, 32, 33, 34, 35 and 36


Township 20 North, Range 3 East Sections 1, 12 and the NE`/4 of Section 13

Township 20 North, Range 4 East Sections 1, 2, 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14, 15, 16, 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27, 28, 29, 30, 32, 33, 34, 35 and 36


2

3.

That Continental desires to utilize the horizontal drilling technique to test and further develop

the "B" zone of the Red River Formation, in and under the Subject Lands.

4.

That in utilizing the horizontal drilling technique, it is reasonably necessary to have a certain

amount of flexibility with respect to well locations that the current orders and rules of the Board fail

to provide.

5.

That it is the opinion of Continental that use of the horizontal drilling technique to test and

further develop the "B" zone of the Red River Formation will increase the ultimate recovery of the

reservoir in a manner which will prevent waste, protect correlative rights and prevent the drilling of

unnecessary wells.

6.

That Continental requests an order of the Board amending Board Order Nos. 2, 2-78, 7-83,

13-97 and 8-01 to amend the field rules for the Buffalo Field so as to establish a 1280-acre spacing

unit comprised of Sections 3 and 10, Township 21 North, Range 3 East, and to establish a 640-acre

spacing unit comprised of the W/2 of Section 24 and the W/2 of Section 25, Township 22 North,

Range 3 East, Buffalo Field, Harding County, South Dakota; and allow the drilling of one horizontal

well to the Red River "B" Pool on each spacing unit not less than 500 feet to the spacing unit

boundary and/or such further and additional relief as the Board deems appropriate.

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7.

That the legal authority and jurisdiction under which a hearing would be held and the

particular statutes and rules involved are S.D.C.L. Ch. 1-26, S.D.C.L. Ch. 45-9 and A.R.S.D. Ch.

74:09:01 and A.R.S.D. Ch. 74:12:02.

WHEREFORE, Continental respectfully requests that this matter be set for hearing and that

thereafter the Board of Minerals and Environment grant the following:

a. That Board Order Nos. 2, 2-78, 7-83, 13-97 and 8-01, and any applicable orders or

rules of the Board, be amended so as to establish Sections 3 and 10, Township 21

North, Range 3 East, as a 1280-acre spacing unit and to establish the W/2 of Section

24 and the W/2 of Section 25, Township 22 North, Range 3 East, as a 640-acre

spacing unit in the Buffalo Field, Harding County, South Dakota, and allow the

drilling of one horizontal well not less than 500 feet to the spacing unit boundary for

each spacing unit;

b. That the Board be authorized to issue drilling permits for the horizontal wells

requested upon receipt of appropriate applications as provided by the rules and

regulations of the Board; and

c. That Continental be granted such further and additional relief as the Board deems

appropriate.

4

DATED thi

day of January, 2013.

LAWRENCF ENDER SOUTH DA OTA LICENSE #3461 200 North 3"I Street, Suite 150 P. O. Box 1855 Bismarck, ND 58502-1855

(701) 221-4020

ATTORNEYS FOR APPLICANT AND PETITIONER, CONTINENTAL RESOURCES, INC.

5304873_1.doc

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ORDER / CASE NO: ORDER NO. 3-2013 ORDER / NOTICE …sddenr.net/ogbof/Case_No_3-2013.pdf · order / case no: order no. 3-2013 order / notice of recommendation type: spacing county: