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WA-399-P - Offshore Western Australia

Exploration Permit WA-399-P

Rialto currently has a 50% participating interest in Exploration Permit WA-399-P located in the Carnarvon Basin, offshore Western Australia. The Permit is operated by Carnarvon Petroleum Limited. On the 9th of March, 2010 Rialto entered a Farmout Agreement with Jacka Resources Ltd to divest 20% participating interest in WA-399-P. The farmout is subject to approval by the WA-399-P Joint Venture and the Designated Authority. On completion of the transaction, Rialto will hold 30% participating interest in the Permit.

The Permit covers an area of approximately 50km² and is located within a highly prospective sector of the Exmouth Sub-basin, being midway between the Pyrenees and Macedon oil and gas fields (25 kilometres to the north-west) and the Leatherback oil accumulation (30 kilometres to the south-east). On 1 March 2010, BHP Billiton and its co-venturer Apache Corporation announced the commencement of Frist Oil production from the Pyrenees project in Retention Lease WA-12-R, directly adjacent to WA-399-P.  The proximity of WA-399-P to this producing developement increases the confidence prospectivity within the Permit and that any discoveries in WA-399-P can be commercialised.

During 2007 the Joint Venture reprocessed 48 2D seismic lines with a combined coverage of over 570 kilometers.

During 2008, both co-ventures remapped the structural and stratigraphic setting throughout the permit using available well control to all relavent discoveries, including Macedon, Pyrenees, Leatherback and Blencathra, in close proximity to the Permit. Results of the reprocessing are excellent and several structural leads have already been identified.

During 2009, Rialto is currently remapping the available 2D seismic data, including legacy data and proprietary reprocessed 2D seismic data. Indications exist that the Macedon Sandstone play fairway continues through WA-399-P. Oil and gas discoveries in the proven play include Enfield, Stybarrow, Skiddaw, Eskdale, Scafell and Macedon/Pyrenees, all located directly west and on-trend with WA-399-P. A new lead - Gazelle - has been mapped and geophysical and geologic analysis by Rialto is continuing in conjunction with the Operator.

During 2010, the current work program requires the acquisition of 315km of new 2D seismic and the operator, Carnarvon Petroleum, is currently reviewing vessel availability and costs.