THE MARCELLUS SHALE AN ENERGY GAME

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Table of Contents See also Summary of Contents on the previous page.

Natural Gas: The Basics

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THE MARCELLUS SHALE AN ENERGY GAME CHANGER? James Patrick Dougherty McNees Wallace & Nurick LLC October 4, 2010 2010 McNees Wallace & Nurick LLC

McNees Wallace & Nurick LLC is a fullservice law firm that employs more than 130 attorneys in Harrisburg, State College, Lancaster, and Hazleton, PA; Columbus, OH; and Washington, D.C. The MWN website can be found at www.mwn.com. 2010 McNees Wallace & Nurick LLC 2

James P. Dougherty Member jdougherty@mwn.com Harrisburg, PA 100 Pine Street, t PO Box 1166 Harrisburg, PA 17108-11661166 T 717.237.5249 F 717.260.1684 Areas of Practice Jim practices in the Energy, Communications, and Utility Law Practice Group and also is a member of MWN's PA Oil and Gas and Government Relations practice groups. He represents industrial users before state and federal regulatory commissions with respect to utility matters, including natural gas, electric, water, wastewater and communications. Jim devotes a significant part of his practice to representing industrial interests before state legislatures on energy and water matters. He also represents small utility companies and cable companies before state regulatory commissions regarding gas, electric, water, wastewater, telephone, radio common carrier and communication matters. Jim's practice includes representation of large water and wastewater users regarding legislative and regulatory matters before local, state and federal agencies. While the majority of his practice is before the Pennsylvania Public Utility Commission and the appellate courts of Pennsylvania, he is also active in biofuel and alternative fuel development in the U.S. and Canada. Licensed to practice Pennsylvania, Ohio, DC, New York, U.S. Supreme Court, and U.S. District Court 2010 McNees Wallace & Nurick LLC 3

WHAT IS MARCELLUS SHALE? Rock strata found between 4,000 and 8,500 feet below the surface, with typical thickness of the shale formation ranging from 50 to 200 ft Natural gas is trapped in the rock in the 390 million year old formation Formation is under parts of VA, WV, MD, OH, PA, and NY Formation measures 95,000 square miles or 60.8 million acres 2010 McNees Wallace & Nurick LLC 4

MARCELLUS SHALE THROUGHOUT U.S. 2010 McNees Wallace & Nurick LLC 5

MARCELLUS SHALE LOCATION IN PENNSYLVANIA 2010 McNees Wallace & Nurick LLC 6

WHY IT MATTERS Marcellus Shale is the largest unconventional natural gas reserve in the world Second largest natural gas field in the world Rivals Russia's massive gas fields and the untapped resources on the coast of Iran and in the Caspian Sea 2010 McNees Wallace & Nurick LLC 7

OTHER "BIG SHALES" IN U.S. Barnett in East Texas Haynesville in Louisiana Fayettsville in Arkansas Woodford in Oklahoma 2010 McNees Wallace & Nurick LLC 8

WHY IT MATTERS Marcellus Shale formation contains >500 trillion cu.ft. of natural gas When/if fully developed expected to produce equivalent (in BTUs) of 87 billion barrels of oil Or, 12 years of U.S. energy consumption, or, 3 years of the world's energy consumption 2010 McNees Wallace & Nurick LLC 9

ENERGY IMPACT Natural gas production in Pennsylvania is projected to produce 1 billion cubic feet per day of natural gas in 2010 Pennsylvania projected to produce 13.5 billion cubic feet per day of natural gas per day by 2020 2010 McNees Wallace & Nurick LLC 10

ENERGY IMPACT Strategic value is that this shale gas is close to NE US consumer markets An energy "GAME-CHANGER" because of low production cost and its "pipeline-ready" " quality gas 2010 McNees Wallace & Nurick LLC 11

NORTHEAST PIPELINE Natural Gas Update: Presentation to Northeast International Committee on Energy, June 9, 2010 2010 McNees Wallace & Nurick LLC 12

ENERGY "GAME-CHANGER" Abundant "pipeline-ready" gas will flow from NE PA (and perhaps NY soon) to CT and New England Will substantially reduce the supply (or commodity) cost, which is the cost of the gas itself And, will substantially reduce the transportation and delivery component Charges to get gas to home/facility (may range from 35-50% of total gas bill) 2010 McNees Wallace & Nurick LLC 13

ENERGY "GAME-CHANGER" More/cheaper gas for end-users Gas-fired generation opportunities Clean energy New pipelines will result in new opportunity for end-users to direct connect 2010 McNees Wallace & Nurick LLC 14

MARCELLUS MULTIPLIER "Marcellus Multiplier" creating a surge in "wealth among the affected population" leading to more banking, real estate and "large purchase" activity Marcellus Shale projected to result in 88,588 PA jobs in 2010, an additional 111,413 in 2011, and approximately 211,909 by 2020 Good news for state with unemployment rate hovering just above 9% 2010 McNees Wallace & Nurick LLC 15

ECONOMIC IMPACT From 2008 through April 2010, Chesapeake Energy paid $1.1B to Pennsylvania landowners in lease bonus payments and royalties PSU estimates that over the life of the Marcellus play, >$250B in royalties will be paid to PA landowners 2010 McNees Wallace & Nurick LLC 16

MARCELLUS ECONOMIC IMPACT Summary of Actual, Planned, and Forecast Economic Impacts Year Millions of 2010 Dollars State & Value Local Added Taxes Employment Wells Drilled Output Bcfe/day* 2009 3,877 389 44,098 710 0.3 Planned 2010 8,039 785 88,588 1,743 1.0 2011 10,129 987 111,413 2,211 2.5 Forecast 2015 14,415 1,417 160,205 2,903 7.6 2020 18,853 1,872 211,909 3,587 13.5 Bcfe is billion cubic feet of natural gas equivalents per day. The Economic Impacts of the Pennsylvania Marcellus Shale Natural Gas Play: An Update; The Pennsylvania State University College of Earth and Mineral Sciences, Department of Energy and Mineral Engineering, May 24, 2010 2010 McNees Wallace & Nurick LLC 17

HOW WE GET THE NATURAL GAS Marcellus Shale has been known to contain trapped methane for decades Technological advances in two well techniques made recovery of the gas economically viable Hydraulic fracturing Horizontal drilling 2010 McNees Wallace & Nurick LLC 18

HYDRAULIC FRACTURING Large volumes of frac fluid pumped down the well bore under extreme pressure (up to 15,000 psi) Approximately 1-6 M gallons of water per well is required Frac fluid is 99.5% water and sand Other substances include lubricants, biocides, scale inhibitors, oxygen scavengers, acids 2010 McNees Wallace & Nurick LLC 19

FRAC "FLOWBACK" Most of the frac water returns to the surface as "flowback" Flowback has very high concentrations of Total Dissolved Solids (salt) 2010 McNees Wallace & Nurick LLC 20

MARCELLUS SHALE WATER ANALYSIS PRODUCED WELL E 3 DAYS AFTER ph 5.58 Calcium 18024.0 Magnesium 2379.56 Sodium 147447.00 Iron 166.47 Potassium 592.16 Barium 10134.10 0 Strontium 8220.09 Manganese 16.17 428,258 mg/l TDS Sulfate 55.00 Chloride 241200.00 Water Chemistry Varies Bicarbonate 54.40 High TDS After Initial Flowback Carbonate 0 Flowback Volume is High Hydroxide 0.00 Production Water is High Carbon Dioxide NA Hydrogen Sulfide NA TDS 428258.95 2010 McNees Wallace & Nurick LLC 21

OPPORTUNITY EXISTS BUT CONTROVERSY CONTINUES Environmental concerns Water availability (for fracking) Produced/frac water water disposal Gas migration into water wells and aquifers As a result, gas drilling is largely on hold in the Delaware River Basin Gas safety and reliability Transportation issues Crumbling infrastructure NORM 2010 McNees Wallace & Nurick LLC 22

BALANCING OF MULTIPLE PRIORITIES IS REQUIRED IF THE MARCELLUS WILL BE AN ENERGY GAME-CHANGER Energy Economic Environment/ Working with Development Development Infrastructure Producers Develop the considerable natural gas resources Provide effective solutions for challenges facing energy producers Promote utilization of clean fuel sources Promote economic activities that generate tax revenue Create permanent job growth Attract maximum infrastructure investment to promote economic growth Maximize the use of our water supplies to support economic growth Protect surface water supplies river systems Protect ground water resources minimize contamination Reduce heavy vehicle emissions and noise Reduce wear and tear on existing roadways Protect sizable investment in mineral rights Develop access to sustainable water supply Discharge waste streams safely and economically Reduce community disruption from heavy vehicle transportation Create favorable PR opportunities 2010 McNees Wallace & Nurick LLC 23

APPENDIX 1 MARCELLUS SHALE DEFINITIONS Dry gas - doesn't contain the condensate that must be extracted before entering the pipeline, and is typically referred to as "pipeline ready" Flowback fluids that flow back after the fracture Fracturing hydraulic cracking open the zone, trapping proppant in the zone Gelled System crosslinked polyer, Thixotropic, Hi proppant, costly Permeability ease of a fluid or gas flows in the formation Play used in the industry to refer to a geographic area targeted for exploration and development. An area comes into "play" upon recognition of an economic quantity of gas to be found Production water, gas and oil from the well Proppant sand or other solid utilized to hold the zone open after release of the pressure; must have excellent permeability Shales tight, non-conventional gas plays thought uneconomical Slick Water System low cost, high water volume, low proppant pp fracture system that can be pumped at very high rates 2010 McNees Wallace & Nurick LLC 24

APPENDIX 1 MARCELLUS SHALE DEFINITIONS Total Dissolved Solids (TDS) the dry weight of dissolved material, organic and inorganic, contained in water and usually expressed in ppm or mg/l. US EPA secondary standard for TDS is 500 mg/l Unconventional Gas gas that is more difficult or uneconomical to extract, usually because the technology to reach it has not been developed fully, or is too expensive. However, the Natural Gas Policy Act provided incentives for extracting unconventional natural gas, and spurred investment into deep exploration and development drilling, making much deep gas conventionally extractable Wet Gas Wet gas doesn't mean "wet" with water, but refers to a mix of hydrocarbons that contain considerable condensate or liquid compounds, like propane and butane. Gas processing companies earn extra revenues from the compounds extracted from wet gas, which is typically found on the western edges of the Marcellus Shale formation 2010 McNees Wallace & Nurick LLC 25