April 29, 2002

The Cameron Parish School Board met in special session on this date with the following members present: - Pat Howerton - President, Glenda Abshire, Dot Theriot, and Marvin Trahan. Absent: Clifton Morris and Tony Johnson.

On motion of Mrs. Abshire, seconded by Mr. Trahan, the Board approved changes/revisions to resolutions for accepting bids for oil and gas leases of January 22, 2002 and April 15, 2002, and approved the Hold Harmless letter to the State of Louisiana Office of Mineral Resources and the State Mineral Board. (Resolutions attached.)

On motion of Mr. Trahan, seconded by Mrs. Abshire, the Board approved a one year contract with Norris Insurance Consultants, Inc. for the purpose of managing competitive quotes on insurance issues (excluding health and dental).

On motion of Mr.Trahan, seconded by Mrs. Theriot, the Board adjourned. The next regular session is scheduled for May 13, 2002.

APPROVED:

__________________________

Patrick Howerton, President

CAMERON PARISH SCHOOL BOARD

ATTEST:

_________________________

Judith Jones, Secretary

CAMERON PARISH SCHOOL BOARD

RESOLUTION

WHEREAS, in accordance with the laws of the State of Louisiana, application was made to the Cameron Parish School Board requesting that Section 16, Township 12 South, Range 5 West containing 640 acres, more or less, belonging to the Cameron Parish School Board, be advertised for an oil and gas lease, and

WHEREAS, in due course the requested advertisement for this lease was published in the official journal of the State of Louisiana and the Parish of Cameron for the prescribed statutory period of time, and

WHEREAS the said advertisement stated that the minimum bid acceptable for sulphur was 1/8th of value received per long ton produced and saved, and 1/8th of value received per ton for all potash produced and saved, while La. R.S. 30:127 specifically states that the minimum bid acceptable for leases by or on behalf of school boards is 1/6th of value per long ton of sulphur produced and saved and 1/6th of value per ton for all potash produced and saved, and

WHEREAS the Cameron Parish School Board received a bid from United World Energy Corporation on the Sixteenth Section which included among other terms, a 1/4th royalty on all oil, gas and other liquid or gaseous minerals, 1/8th of value per long ton of sulphur produced and saved and 1/8th of value per ton of potash produced and saved, and

WHEREAS the Cameron Parish School Board felt that it was in the best interest of the said School Board to otherwise accept the bid of United World Energy Corporation and it prepared a Resolution accepting the full bid of United World Energy Corporation including the reference to 1/8^th value per long ton of sulphur and 1/8th value per ton of all potash, but the lease resulting from the said Resolution which was executed by the Cameron Parish School Board and United World Energy Corporation excluded any reference to solid minerals of any kind, but reflected the bid of 1/4th royalty on oil, gas and other liquid or gaseous minerals, and

WHEREAS when the said lease was submitted to the State Mineral Board for approval pursuant to La. R.S. 30:128, it was originally rejected by the staff due to the advertisement which included reference to minimum acceptable royalty on sulphur and potash in contravention of statutory authority and the original Resolution of the Cameron Parish School Board accepting the full bid of United World Energy Corporation, including the references to minimum bids on sulphur and potash in contravention of statutory provisions, and

WHEREAS the staff of the State Mineral Board required that a new Resolution of the

Cameron Parish School Board be adopted modifying the original Resolution to accept only the royalty bid on oil and gas and excluding any reference to any solid minerals, and further, required that the Cameron Parish School Board prepare, execute and send to the State a letter agreeing to hold the State free and harmless, and further indemnifying the State, from liability for any damages which may arise from any actions taken by any party to nullify or otherwise cancel or modify the lease given to United World Energy Corporation on Section 16, Township 12 South, Range 5 West as based on the original advertisement or Resolution of the Cameron Parish School Board accepting the bid of United World Energy Corporation.

NOW, THEREFORE BE IT RESOLVED by the Cameron Parish School Board in special session convened at the office of said School Board in Cameron, Louisiana on this the 29" day of April, 2002, that the Resolution of the Cameron Parish School Board adopted at its regular session convened at the Office of the School Board in Cameron, Louisiana on January 22, 2002, be and it is hereby mended, modified and reformed to reflect the acceptance by the Cameron Parish School Board of the bid by United World Energy Corporation INSOFAR and ONLY INSOFAR as it pertained to the following :

BIDDER United World Energy Corporation

BID For a three (3) year lease on 160 acres, more or less, (Northwest Quarter)

CASH PAYMENT $24,000 ($150 per acre)

ANNUAL RENTAL $24,000

ROYALTIES One fourth (1/4) of all oil and gas produced and saved or utilized and further, any reference in said Resolution of January 22, 2002 to royalties bid by United World Energy Corporation on solid minerals of any kind is herein and hereby deleted from said Resolution.

BE IT FURTHER RESOLVED by the Cameron Parish School Board that it, through its duly authorized representative, write, execute and transmit a letter in form acceptable to the Louisiana State Mineral Board holding the State of Louisiana, the Louisiana State Mineral Board and the Office of Mineral Resources free of and harmless from liability of any kind and from damages of any kind, including defense of any claims, arising or which may arise from approval by the State Mineral Board of the lease granted by the Cameron Parish School Board to United World Energy Corporation on a portion of Section 16, Township 12 South, Range 5 West resulting from the original advertisement of said Section 16 for lease which included reference to acceptable minimum royalties on solid minerals, the original bid of United World Energy Corporation including the royalty bids on solid minerals and the original Resolution of the Cameron Parish School Board accepting the bid of United World Energy Corporation.

Adopted and approved the 29th day of April, 2002.

APPROVED:

_______________________

Patrick Howerton, President

CAMERON PARISH SCHOOL BOARD

ATTEST:

________________________

Judith Jones, Secretary

CAMERON PARISH SCHOOL BOARD

RESOLUTION

WHEREAS, in accordance with the laws of the State of Louisiana, application was made to the Cameron Parish School Board requesting that Section 16, Township 15 South, Range 15 West containing 640 acres, more or less, belonging to the Cameron Parish School Board, be advertised for an oil and gas lease, and

WHEREAS the said advertisement stated that the minimum bid acceptable for sulphur was 1/8th of value received per long ton produced and saved, and 1/8th of value received per ton for all potash produced and saved, while La. R.S. 30:127 specifically states that the minimum bid acceptable for leases by or on behalf of school boards is l/6th of value per long ton of sulphur produced and saved and 1/6th of value per ton for all potash produced and saved, and

WHEREAS the Cameron Parish School Board received a bid from Basin Properties, Inc. on the Sixteenth Section which included among other terms, a 1/4th royalty on all oil, gas and other liquid or gaseous minerals, 1/8th of value per long ton of sulphur produced and saved and 1/8th of value per ton of potash produced and saved, and

WHEREAS the Cameron Parish School Board felt that it was in the best interest of the said School Board to otherwise accept the bid of Basin Properties, Inc. and it prepared a Resolution accepting the full bid of Basin Properties, Inc. including the reference to 1/8th value per long ton of sulphur and 1/8th value per ton of all potash, but the lease resulting from the said Resolution which was executed by the Cameron Parish School Board and Basin Properties, Inc. excluded any reference to solid minerals of any kind, but reflected the bid of 1/4th royalty on oil, gas and other liquid or gaseous minerals, and

WHEREAS when the said lease was submitted to the State Mineral Board for approval pursuant to La. R.S. 30:128, it was originally rejected by the staff due to the advertisement which included reference to minimum acceptable royalty on sulphur and potash in contravention of statutory authority and the original Resolution of the Cameron Parish School Board accepting the full bid of Basin Properties, Inc., including the references to minimum bids on sulphur and potash in contravention of statutory provisions, and

WHEREAS the staff of the State Mineral Board required that a new Resolution of the Cameron Parish School Board be adopted modifying the original Resolution to accept only the royalty bid on oil and gas and excluding any reference to any solid minerals, and further, required that the Cameron Parish School Board prepare, execute and send to the State a letter agreeing to hold the State free and harmless, and further indemnifying the State, from liability for any damages which may arise from any actions taken by any party to nullify or otherwise cancel or modify the lease given to Basin Properties, Inc. on Section 16, Township 15 South, Range 15 West as based on the original advertisement or Resolution of the Cameron Parish School Board accepting the bid of Basin Properties, Inc.

NOW, THEREFORE BE IT RESOLVED by the Cameron Parish School Board in special session convened at the office of said School Board in Cameron, Louisiana on this the 29th day of April, 2002, that the Resolution of the Cameron Parish School Board adopted at its regular session convened at the Office of the School Board in Cameron, Louisiana on April 15, 2002, be and it is hereby amended, modified and reformed to reflect the acceptance by the Cameron Parish School Board of the bid by Basin Properties, Inc. INSOFAR and ONLY INSOFAR as it pertained to the following :

BIDDER Basin Properties, Inc.

BID For a three (3) year lease on 640 acres, more or less

CASH PAYMENT $160,000 ($250 per acre)

ANNUAL RENTAL $160,000

ROYALTIES Twenty-five percent (25%) of all oil and gas produced and saved or utilized and further, any reference in said Resolution of April 15, 2002 to royalties bid by Basin Properties, Inc. on solid minerals of any kind is herein and hereby deleted from said Resolution

BE IT FURTHER RESOLVED by the Cameron Parish School Board that it, through its duly authorized representative, write, execute and transmit a letter in form acceptable to the Louisiana State Mineral Board holding the State of Louisiana, the Louisiana State Mineral Board and the Office of Mineral Resources free of and harmless from liability of any kind and from damages of any kind, including defense of any claims, arising or which may arise from approval by the State Mineral Board of the lease granted by the Cameron Parish School Board to Basin Properties, Inc. on a portion of Section 16, Township 15 South, Range 15 West resulting from the original advertisement of said Section 16 for lease which included reference to acceptable minimum royalties on solid minerals, the original bid of Basin Properties, Inc. including the royalty bids on solid minerals and the original Resolution of the Cameron Parish School Board accepting the bid of Basin Properties, Inc.

Adopted and approved the 29th day of April, 2002.

APPROVED:

__________________________

Patrick Howerton, President

CAMERON PARISH SCHOOL BOARD

ATTEST:

_________________________

Judith Jones, Secretary

CAMERON PARISH SCHOOL BOARD