0000950134-07-021500 Sample Contracts

APPROACH RESOURCES INC. [ ] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • October 18th, 2007 • Approach Resources Inc • Crude petroleum & natural gas • New York

The undersigned understands that you, as Representatives of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Approach Resources Inc., a Delaware corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters to be named in Schedule 1 to the Underwriting Agreement (the “Underwriters”) of common stock of the Company (the “Securities”).

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APPROACH OPERATING, L.P., GAS PURCHASE CONTRACT DATED June 1, 2006 By and Between APPROACH OPERATING, L.P., as “Seller” and BELVAN PARTNERS, L.P., as “Buyer”
Gas Purchase Contract • October 18th, 2007 • Approach Resources Inc • Crude petroleum & natural gas • Texas

THIS CONTRACT, made and entered into on this 1st day of June, 2006, by and between APPROACH OPERATING, LLC., referred to herein as “Seller” (whether one or more), and BELVAN PARTNERS, L.P., referred to herein as “Buyer”. The parties hereto may be referred to herein jointly as the “Parties”.

APPROACH RESOURCES INC. STOCK AWARD AGREEMENT
Stock Incentive Plan • October 18th, 2007 • Approach Resources Inc • Crude petroleum & natural gas • Texas

THIS AGREEMENT, made and entered into as of the ___ day of , 20___, by and between Approach Resources Inc., a Delaware corporation (“Approach”), and , an employee, director or other individual providing services to Approach or one of its Affiliates (“Participant”).

Mr. David Badley LEASE CRUDE OIL PURCHASE AGREEMENT Approach Operating LLC Dated: May 1, 2004 Ft. Worth, Texas 76116
Approach Resources Inc • October 18th, 2007 • Crude petroleum & natural gas

THIS AGREEMENT is between ConocoPhillips, herein called “Buyer” and Approach Operating LLC, herein called “Seller”, covering the sale and delivery by Seller and the purchase and receipt by Buyer of the specified oil and condensate herein called “Production” upon the following terms and conditions:

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