Here is helpful information people who are considering investing in private offerings will want to hear. Investors can avoid a lot of pain, and gain a real benefit by knowing how to recognize, or find and invest with a company or indivdual which doesn’t pay himself commissions or charge up-front promotion in the form of commissions.

First, ask the person your are talking with certain questions before investing your money. Is the person working for a licensed broker/dealer? Is the person, and the broker/dealer he is working for and you are talking with licensed under Series 7, or SB-22 rules in each state where an offer is being made. If not, you are likely dealing with a promotional outfit and boiler room operation charging big commissions and could be one step away from being shut-down by the authorities. There are a few exceptions. Are you talking to a bonded licensed ‘operator’ who owns his own company, and leases? Is the person you are talking with an industry person, or ‘issuer or sponsor’ of his own company, and NOT PAYING HIMSELF OR OTHERS COMMISSIONS as the law requires to qualify for an exemption from registration & licensing?

The federal exemption from registration & licensing laws for limited liability companies enable a ‘sole member, or manager’ of a Limited Liability Company (LLC) the right to offer his investments to sophisticated, qualified and ‘accredited investors’ under certain circumstances without registering or having to license himself or company.

An operator, ‘sponsor or issuer’, or owner of a company offering private investments is considered exempt from the requirement to be licensed, or registered to sell securities in all 50 states; but has certain rules he must follow to qualify for the exemption under say for example 506 Reg-D; which is used to offer private offerings to accredited investors. The big rule is he can’t pay commissions to himself, or others.

Other requirements must be met, like questionnaires must be filled-out and signed by potential investors before an offer is made. A private placement memorandum must be sent to investors by the company or individual making an offer, and where there is an established or ‘prior association’…and so on. In other words, you can’t slam dunk the investor into a deal without a thorough ‘qualifying discussion’, and sending out the questionnaire first, along with a PPM with full disclousures about all potential risks, and the past history of the company making the offer, etc.

By the way even Broker/Dealers are going to charge you commissions for their brokers, and take money for themselves, so your best bet is to work with Operators, or Sponsor/Issuers, or other industry persons, and companies who can’t legally pay themselves commissions when using private placement memorandums qualifying under the federal exemption rules.

One thing to remember though…if you call big brother when you don’t make money, anyone offering legitimate, or bad or poorly performing investments, or those investments you make which don’t ultimately meet your expectations the company will be forced to defend itself, and spend your money to do so…keep this in mind when taking a risk or investing in private offerings where greater risk may mean greater rewards…

Call to discuss.

Dear Investors, we’ve observed a ‘trend’ in the last few years which is making it difficult for many private investors to take advantage of the best opportunities offered by those oil & gas professionals who are called industry people.

Due dilligence is important, mandatory, and is a necessary part of investing. However, ‘analysis paralysis’ is not going to permit you to make money in fast moving, ‘boom markets’ such as the Bakken Shale plays in North Dakota, and Montana. The ‘majors’ or publically trading oil companies with their deep pocket money, or other public companies who are in the oil business will drill-out the lucrative formations, and best oil zones, and take the money. You will never get an opportunity to be in the play ground with the big boys if you ‘snooze you lose’.

When you have decided you have found; a credible industry person/company, an operator, land man, or ‘real deal’ offered by a bonified sponsor/issuer, you must be prepared to move quickly. If you want to make money, you have to move money when opportunities are available…don’t wait for the ‘fat lady to sing’.

The Bakken Shale is a very competitive place at this time for example. Our experience is a week to 10 days is all you have to make a decision to move money to participate in an ‘industry’ drilling program. A good time to invest for example is when the drilling permit has been granted, the drilling rig is selected, and on location, or the industry partner has drilled the vertical portion of the well, a big rig necessary for the horizontal borehole is being moved on location, and after the horizontal borehole is drilled, the fracing operation follows. Cash flow can be a few months off.

Major oil companies must issue Divisional Orders, Joint Interest Billing Statements (JIB), Joint Operating Agreements (JOA), Title Reports, and Non Disclosure Agreements to all owners, or these documents are made available to divisional order owners by the controlling interest owners, which is always the operator. Sorry, control is an illusion…you will be a ‘non-operator’…and some very big companies invest in oil & gas industry deals as non-operators.

In the meantime, you will be filling-out questionnaires, and reviewing memorandums to meet Federal & State regulatory requirements if US investors, and you will be electing to participate by sending funds to do so. If you cannot move this fast…avoid the business all together, and simply buy stock, bonds, or CD’s.

Sorry, but this is the way it is, and standard operating practice in the oil & gas industry among industry professionals. Call me for details…Dennis

Investor’s Form & Sign-in Procedure

Investor’s Name: ______________________
Address: ______________________________
______________________________________
Email Address: ________________________
Phone Numbers: ________________________
Occupation: ___________________________
Liquid Capital: _______________________
Net Worth: ____________________________
Investment Experience: ______________________________________
Oil & Gas Investment Experience: ________________________
Amount to Invest & Timeline: ____________________________
Note: Accredited Investors only!
Investment Returns Expected: ________________________________

Investors who contact us and provide the information requested will be given priority, and our company’s full attention plus receive access to proprietary information on previous and current track records in various geographical areas of the US including the Bakken & Three Forks Shale in North Dakota, and Montana.

Please email your information to: dwstutes@att.net or fax to: 408 975 0803.

Thanks,

Dennis W. Stutes, CEO
Oil & Gas Technologies & Discoveries, Inc.
Hi-Tech Oil & Gas Discoveries, LLC, Manager

Tar Water Oil & Gas, LLC, TOG, Operator
408 975 0800 Cell: 805 701 7761
16 East 16th. Street
Ste. 401
Tulsa, Oklahoma 74119
www.oilandgasinvesting.com

Investors, our company’s success has come from oil sales, and selling oil producing leases after ‘booking oil reserves’…

We have purchased leases with gas, and sold gas, but for many reasons the profits and uses of natural gas plus certain difficulties like the supply vs. demand chain associated with low price, and its transportation, etc., don’t compare at the present time to oil profits for private investors.

There can be compression problems, or storage problems with natural gas, as it must be used when produced in most cases; unless adequate storage is available as in ‘salt dome storage caverns’. Mostly though, natural gas prices are still too low to make a decent profit relative to oil prices when you factor in the typical development costs, and drilling & completion expenses to bring-on natural gas wells, etc.

Refineries, gathering systems, hubs, and ‘sale delays’ to the end user make natural gas sales & production delivery problematic…or this has been my experience since starting my career with Merrill Lynch in 1983. I’ve seen refineries not take low BTU gas, sour gas, or gas with high concentrations of H2S gas. I’ve seen deep discounts attributed to over supply/demand of natural gas, and even low pressure going into the pipelines. This has and does require compressors to raise the pressure from a lease field to the ‘line pressure’ maintained by the pipeline companies having pipeline ‘monopolies’; or who can charge steep rates for moving gas. More infra-structure at the lease or field location is needed for gas production. I mean gathering systems, meters, and compressor installations.

Oil has no ‘identity tag’ around the world, and is used for over 10,000 purposes and therefore has a constant demand rather than just for its heating, or energy value.

We like oil.

Sincerely,

Dennis W. Stutes, CEO
Oil & Gas Technologies & Discoveries, Inc.
Hi-Tech Oil & Gas Discoveries, LLC, Manager

Tar Water Oil & Gas, LLC, TOG, Operator
408 975 0800 Cell: 805 701 7761
16 East 16th. Street
Ste. 401
Tulsa, Oklahoma 74119
www.oilandgasinvesting.com

Investors who snooze…lose!

Oil prices, and big recoverable oil reserves enable us to make money in the Bakken & Three Forks Shale Formations, and the ‘big boys’ know it, and are drilling a new horizontal well every 35 days on average. There are about 200 drilling rigs working as fast as possible to drain the huge reservoir known as the Bakken Shale. Maybe it’s your turn to make some money?

The Three Forks, and Bakken Shale formations are the two prime productive pay zones located in the Bakken fields of North Dakota, and Montana. This is an ‘oil boom’ we all want to participate-in when possible, and as new technology makes it viable, and real.

So far I know of no ‘dry holes’ by companies implementing the new horizontal drilling technology, and that are using the proven ‘staged-fracing’ techniques which have been pioneered, and have been in regular use during the past three years in North Dakota, and Montana.

Major oil companies, large independants, and public stock companies regularly drill new horizontal wells in the Bakken Shale, and have budgets, and plans to continue in the foreseeable future. It’s time for the private investor to ‘get some’ as a Marine would say. Acreage is still available but it is getting harder to acquire.

Call or email me if you want to hear more about this trend, and what the numbers are in the industry for this great area to drill. Dennis cell: 805 701 7761 Office: 408 975 0800