Nevada
(State or jurisdiction of incorporation or organization)
|
1311
(Primary Standard Industrial
Classification Code Number)
|
99-0365272
(I.R.S. Employer
Identification No.)
|
5729 Lebanon Road, Suite 144
Frisco, Texas 75034
(972) 712-1039
(Address, including zip code, and telephone number, including area code,
of registrant’s principal executive offices)
______________________________________
|
||
Stephen E. Jones
5729 Lebanon Road, Suite 144
Frisco, Texas 75034
(972) 712-1039
(Name, address, including zip code, and telephone number, including area code,
of agent for service)
|
|
___________________________
|
|
Copies to:
|
Daniel K. Donahue, Esq.
Greenberg Traurig, LLP
3161 Michelson, Suite 1000
Irvine, CA 92612
(949) 732-6500
|
|
___________________________
|
|
Approximate date of commencement of proposed sale to the public:
|
|
As soon as practicable after this Registration Statement becomes effective.
|
|
____________________________
|
Large accelerated filer
o
|
Accelerated filer
o
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
Smaller reporting company
x
|
|
_______________________
|
Title of each class of securities to be registered
|
Amount to be registered
(1)
|
Proposed maximum offering price per share
(2)
|
Proposed maximum aggregate offering price
(2)
|
Amount of
registration fee
(2)
|
Common Stock, $.001 par value per share
|
762,000 shhares
|
$1.00
|
$762,000
|
$87.32
|
(1)
|
In addition, pursuant to Rule 416 under the Securities Act of 1933, this Registration Statement includes an indeterminate number of additional shares as may be issuable as a result of stock splits or stock dividends which occur during this continuous offering.
|
(2)
|
Estimated solely for the purpose of calculating the amount of the registration fee pursuant to Rule 457 under the Securities Act of 1933.
|
The information in this prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and is not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. |
Summary
|
1
|
Proposed Business
|
15
|
|
Risk Factors
|
2
|
Management
|
21
|
|
Cautionary Statement Concerning
|
Principal Stockholders
|
23
|
||
Forward-Looking Information
|
8
|
Description of Securities
|
24
|
|
Selling Stockholders
|
9
|
Legal Matters
|
25
|
|
Plan of Distribution
|
11
|
Experts
|
25
|
|
Market for Common Equity and
|
Available Information
|
25
|
||
Related Stockholder Matters
|
13
|
Index to Financial Statements
|
F-1
|
|
Management’s Discussion and Analysis of Financial Condition and Results of Operations
|
14
|
Statement of Operations Data:
|
From Inception (December 9, 2010) through
September 30, 2011
|
|||
Revenue
|
$ | -0- | ||
Net Loss
|
$ | (82,047 |
)
|
|
|
Balance Sheet Data:
|
September 30, 2011
|
|||
Working capital
|
$ | 169,346 | ||
Total assets
|
$ | 223,855 | ||
Total liabilities
|
$ | -0- | ||
Shareholders’ equity
|
$ | 223,855 | ||
●
|
the possibility that such third parties may not be available to us as and when needed; and
|
●
|
the risk that we may not be able to properly control the timing and quality of work conducted with respect to our projects.
|
·
|
leasehold prospects under which oil and natural gas reserves may be discovered;
|
·
|
drilling rigs and related equipment to explore for such reserves; and
|
·
|
knowledgeable personnel to conduct all phases of oil and natural gas operations.
|
·
|
delays imposed by or resulting from compliance with regulatory requirements including permitting;
|
·
|
unusual or unexpected geological formations and miscalculations;
|
·
|
shortages of or delays in obtaining equipment and qualified personnel;
|
|
·
|
equipment malfunctions, failures or accidents;
|
|
·
|
lack of available gathering facilities or delays in construction of gathering facilities;
|
|
·
|
lack of available capacity on interconnecting transmission pipelines;
|
|
·
|
lack of adequate electrical infrastructure;
|
|
·
|
unexpected operational events and drilling conditions;
|
|
·
|
pipe or cement failures and casing collapses;
|
|
·
|
pressures, fires, blowouts, and explosions;
|
|
·
|
lost or damaged drilling and service tools;
|
|
·
|
loss of drilling fluid circulation;
|
|
·
|
uncontrollable flows of oil, natural gas and natural gas liquids water or drilling fluids;
|
|
·
|
natural disasters;
|
|
·
|
environmental hazards, such as oil, natural gas and natural gas liquids leaks, pipeline ruptures and discharges of toxic gases or fluids;
|
|
·
|
adverse weather conditions such as extreme cold, fires caused by extreme heat or lack of rain, and severe storms or tornadoes;
|
|
·
|
reductions in oil, natural gas and natural gas liquids prices;
|
|
·
|
oil and natural gas property title problems; and
|
|
·
|
market limitations for oil, natural gas and natural gas liquids.
|
|
·
|
regional, domestic and foreign supply, and perceptions of supply, of oil, natural gas and natural gas liquids;
|
|
·
|
the price of foreign imports;
|
|
·
|
U.S. and worldwide political and economic conditions;
|
|
·
|
the level of demand, and perceptions of demand, for oil, natural gas and natural gas liquids;
|
|
·
|
weather conditions and seasonal trends;
|
|
·
|
anticipated future prices of oil, natural gas and natural gas liquids, alternative fuels and other commodities;
|
|
·
|
technological advances affecting energy consumption and energy supply;
|
|
·
|
the proximity, capacity, cost and availability of pipeline infrastructure, treating, transportation and refining capacity;
|
|
·
|
acts of force majeure;
|
|
·
|
domestic and foreign governmental regulations and taxation;
|
|
·
|
energy conservation and environmental measures; and
|
|
·
|
the price and availability of alternative fuels.
|
Shares Beneficially Owned
Before the Offering
|
Maximum
Number of
|
Shares Beneficially
Owned After the
Offering
(1)
|
||||||||
Name of Beneficial Owner
|
Number
|
%
|
Shares
Offered
|
Number
|
%
|
|||||
Jan Cecille Anderson
|
200,000
|
1.5%
|
100,000
|
100,000
|
*
|
|||||
Dennis McCarter
|
55,000
|
*
|
5,000
|
50,000
|
*
|
|||||
Vincent McGuire
|
104,000
|
*
|
4,000
|
100,000
|
*
|
|||||
Lowell Brumley
|
132,000
|
1.0%
|
32,000
|
100,000
|
*
|
|||||
John Freeze
|
24,000
|
*
|
4,000
|
20,000
|
*
|
|||||
Wayne Hamersly
|
120,000
|
*
|
100,000
|
20,000
|
*
|
|||||
Terry Niedecken
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
La Dolce Vita Trust
(2)
|
400
|
*
|
400
|
-0-
|
-0-
|
|||||
Jerry Monday Family Trust
(3)
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Stevan J. Shipp
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
David Marion Mettauer
|
400
|
*
|
400
|
-0-
|
-0-
|
|||||
Timothy J. & Tanya R. Boyd
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Nicholas Smith
|
400
|
*
|
400
|
-0-
|
-0-
|
|||||
Brett Ussery
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Richard L. Faulk
|
8,000
|
*
|
8,000
|
-0-
|
-0-
|
|||||
Jon Unger
|
4,000
|
*
|
4,000
|
-0-
|
-0-
|
|||||
Michael J. Thompson LLC
(4)
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
Ginger Barnes
|
6,000
|
*
|
6,000
|
-0-
|
-0-
|
|||||
Pamela Vee Plimpton
|
400
|
*
|
400
|
-0-
|
-0-
|
|||||
Fred Wills
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Bobby J. Culpepper
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Mark L. Ussery
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
V. Brooks Abbott
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
Lane Clissold
|
4,000
|
*
|
4,000
|
-0-
|
-0-
|
|||||
Peter Varselona, Jr.
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
Mark E. Swan
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
James R. Price
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Joe A. Lindsey
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Carolyn V. Allen Rev. Trust
(5)
|
12,000
|
*
|
12,000
|
-0-
|
-0-
|
|||||
Jeb Swan
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Pinnacle Investment, LLC
(6)
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Northside Capital Corp.
(7)
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Virginia Anne Wheeler
|
4,000
|
*
|
4,000
|
-0-
|
-0-
|
|||||
G. Monique Saia
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
Dorcas Gail Garrett
|
20,000
|
*
|
20,000
|
-0-
|
-0-
|
|||||
James Anthony Stock
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Imran F. Kaiser
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Lisa Cooper
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
Danna Lovelace & Jerry Lovelace
|
10,000
|
*
|
10,000
|
-0-
|
-0-
|
|||||
C.F. Pofahl
|
400
|
*
|
400
|
-0-
|
-0-
|
|||||
James R. Phillips, Jr.
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Larry M. Mallory
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
David Langley
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
Jim Hogue
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Scott & Joell Hamersley JTWROS.
(8)
|
200,000
|
1.5%
|
200,000
|
-0-
|
-0-
|
|||||
John Kranz
|
2,000
|
*
|
2,000
|
-0-
|
-0-
|
|||||
James L. Rogers
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Doyle Pennington
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Elton R. Storment Trust
(9)
|
100,000
|
*
|
100,000
|
-0-
|
-0-
|
|||||
Diane Pham
|
10,000
|
*
|
10,000
|
-0-
|
-0-
|
|||||
Thomas J. Neja
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Thomas W. Maher
|
1,000
|
*
|
1,000
|
-0-
|
-0-
|
|||||
Stephen L. Fischer
|
100,000
|
*
|
100,000
|
-0-
|
-0-
|
|
·
|
ordinary brokerage transactions and transactions in which the broker-dealer solicits purchasers;
|
|
·
|
block trades in which the broker-dealer will attempt to sell the shares as agent but may position and resell a portion of the block as principal to facilitate the transaction;
|
|
·
|
purchases by a broker-dealer as principal and resale by the broker-dealer for its account;
|
|
·
|
an exchange distribution in accordance with the rules of the applicable exchange;
|
|
·
|
privately negotiated transactions;
|
|
·
|
short sales;
|
|
·
|
broker-dealers may agree with the selling stockholders to sell a specified number of such shares at a stipulated price per share;
|
|
·
|
a combination of any such methods of sale; and
|
|
·
|
any other method permitted pursuant to applicable law.
|
Developed
1
|
Undeveloped
2
|
|||||||
State
|
Gross
3
|
Net
4
|
Gross
3
|
Net
4
|
||||
Texas
|
--
|
--
|
120
|
37.5
|
||||
Total
|
--
|
--
|
120
|
37.5
|
|
·
|
The domestic and foreign supply of natural gas and oil
|
|
·
|
Overall economic conditions
|
|
·
|
The level of consumer product demand
|
|
·
|
Weather conditions
|
|
·
|
The price and availability of competitive fuels such as heating oil and coal
|
|
·
|
Political conditions in the Middle East and other natural gas and oil producing regions
|
|
·
|
The level of oil and natural gas imports
|
|
·
|
Domestic and foreign governmental regulations
|
|
·
|
Potential price controls
|
|
·
|
There is a change in the expected differential between the underlying price in the hedging agreement and actual prices received
|
|
·
|
Our production and/or sales of natural gas are less than expected
|
|
·
|
Payments owed under derivative hedging contracts typically come due prior to receipt of the hedged month’s production revenue
|
|
·
|
The other party to the hedging contract defaults on its contract obligations
|
Name
|
Age
|
Position
|
Stephen E. Jones
|
37
|
Chairman of the Board, President and Chief Executive Officer
|
John D. Kerr
|
45
|
Chief Financial Officer and Director
|
Option Awards
|
|||||||||||
Name (a)
|
Number of
Securities
Underlying
Unexercised
Options (#)
Exercisable
(b)
|
Number of
Securities
Underlying
Unexercised
Options (#)
Unexercisable
(c)
|
Equity
Incentive
Plan
Awards:
Number of
Securities
Underlying
Unexercised
Unearned
Options (#)
(d)
|
Option
Exercise
Price
(e)
|
Option
Expiration
Date
(mm/dd/yyyy)
(f)
|
||||||
John D. Kerr
|
200,000
|
--
|
200,000
|
$0.25
|
09/15/2016
|
|
·
|
each person who is known by us to be the beneficial owner of more than five percent (5%) of our issued and outstanding shares of common stock;
|
|
·
|
each of our directors, executive officers and nominees to become directors; and
|
|
·
|
all directors and executive officers as a group.
|
Name and Address
|
Number of Shares
|
Percentage Owned
|
||
Stephen E. Jones
|
300,000
|
2.3%
|
||
John D. Kerr
|
300,000
|
2.3%
|
||
Gary Bryant
|
7,477,000
|
57.1%
|
||
Danilo Cacciamatta
|
1,100,000
|
8.4%
|
||
Suzanne Bryant
|
1,100,000
|
8.4%
|
||
Directors and executive officers as
a group (2)
|
600,000
|
4.6%
|
|
·
|
The percentage amounts for each reported party are based on 13,106,500 common shares issued and outstanding as of the date of this prospectus.
|
|
·
|
The address for the officers and directors is 5729 Lebanon Road, Suite 144, Frisco, Texas 75034.
|
|
·
|
The address for the Gary and Suzanne Bryant is 980 Noble Champions Way, Bartonville, Texas 76226. Gary and Suzanne Bryant disclaim any interest in the shares held by the other.
|
|
·
|
The address for the Danilo Cacciamatta is 1360 Temple Hills Dr., Laguna Beach, CA 92651.
|
|
·
|
The shares for John D. Kerr include 200,000 shares underlying a presently exercisable option.
|
Independent Auditors’ Report
|
F-2
|
Balance Sheet at September 30, 2011
|
F-3
|
Statement of Operations for the period from inception (December 9, 2010) to September 30, 2011
|
F-4
|
Statement of Shareholders’ Equity for the period from inception (December 9, 2010) to September 30, 2011
|
F-5
|
Statement of Cash Flows for the period from inception (December 9, 2010) to September 30, 2011
|
F-6
|
Notes to Financial Statements
|
F-7
|
ASSETS
|
||||
Current Assets
|
||||
Cash
|
$ | 169,346 | ||
169,346 | ||||
Oil and Gas Properties, using successful effort accounting
|
18,750 | |||
Equipment - Water Truck
|
35,759 | |||
TOTAL ASSETS
|
$ | 223,855 | ||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||
Liabilities
|
$ | - | ||
Shareholders' Equity
|
||||
Preferred Stock, $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding
|
- | |||
Common stock, $0.001 par value; 200,000,000 shares authorized; 13,106,500 shares issued and outstanding
|
13,107 | |||
Additional paid-in capital
|
292,795 | |||
Accumulated deficit
|
(82,047 | ) | ||
Total Shareholders' equity
|
223,855 | |||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
|
$ | 223,855 |
For the Period
Ended
September 30,
2011
|
Cumulative from Inception (December 9, 2010) to
September 30,
2011
|
|||||||
General and administrative expenses
|
$ | 82,047 | $ | 82,047 | ||||
Operating Loss
|
(82,047 | ) | (82,047 | ) | ||||
Other income - interest
|
- | - | ||||||
Loss Before Income Taxes
|
(82,047 | ) | (82,047 | ) | ||||
Income taxes
|
- | - | ||||||
Net Loss
|
$ | (82,047 | ) | $ | (82,047 | ) | ||
Loss per share
|
||||||||
Basic and diluted weighted average number of
common shares outstanding
|
12,346,770 | |||||||
Basic and diluted net loss per share
|
$ | (0.01 | ) |
Common Stock
|
Option
|
Additional
|
Earnings (Loss)
Accumulated
During the
|
Total
|
||||||||||||||||||||
Number
of Shares
|
Amount
|
Number
of Options
|
Paid-in
Capital
|
Development
Stage
|
Shareholders’
Equity
|
|||||||||||||||||||
Initial capitalization
|
12,144,500 | $ | 12,145 | - | $ | (12,145 | ) | $ | - | $ | - | |||||||||||||
Issuance of common stock for cash
|
962,000 | 962 | - | 239,538 | 240,500 | |||||||||||||||||||
Issuance of options for services
|
400,000 | 65,402 | 65,402 | |||||||||||||||||||||
Net loss
|
(82,047 | ) | (82,047 | ) | ||||||||||||||||||||
Balance, September 30, 2011
|
13,106,500 | $ | 13,107 | 400,000 | $ | 292,795 | $ | (82,047 | ) | $ | 223,855 |
For the Period
Ended
September 30, 2011
|
Cumulative from I
nception (December 9, 2010)
to September 30, 2011
|
|||||||
Cash flows from operating activities
|
||||||||
Net loss
|
$ | (82,047 | ) | $ | (82,047 | ) | ||
Adjustments to reconcile net loss to net
|
||||||||
cash from operating activities:
|
||||||||
Stock-based compensation
|
65,402 | 65,402 | ||||||
Changes in operating assets and liabilities
|
- | - | ||||||
Net cash from operating activities
|
(16,645 | ) | (16,645 | ) | ||||
Cash flows from investing activities
|
||||||||
Investment - West Texas Royalties
|
(18,750 | ) | (18,750 | ) | ||||
Purchase of Water Truck
|
(35,759 | ) | (35,759 | ) | ||||
Net cash used in investing activities
|
(54,509 | ) | (54,509 | ) | ||||
Cash flows from financing activities
|
||||||||
Proceeds from sale of common stock
|
240,500 | 240,500 | ||||||
Net cash from financing activities
|
240,500 | 240,500 | ||||||
Net increase (decrease) in cash
|
169,346 | 169,346 | ||||||
Cash, beginning of period
|
- | - | ||||||
Cash, end of period
|
$ | 169,346 | $ | 169,346 |
1.
|
Organization and Summary of Significant Accounting Policies
|
1.
|
Organization and Summary of Significant Accounting Policies (continued)
|
1.
|
Organization and Summary of Significant Accounting Policies (continued)
|
|
·
|
Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
|
|
·
|
Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the assets or liability, either directly or indirectly, for substantially the full term of the financial instruments.
|
1.
|
Organization and Summary of Significant Accounting Policies (continued)
|
|
·
|
Level 3 inputs to the valuation methodology are unobservable and significant to the fair value.
|
2.
|
Risks and Uncertainties
|
3.
|
Equipment
|
4.
|
Oil and Gas Properties
|
5.
|
Shareholders’ Equity
|
|
·
|
Volatility: 83%
|
|
·
|
Risk free rate of return: 1%
|
|
·
|
Expected term: 5 years
|
|
·
|
Weighted average exercise price: $0.25
|
|
·
|
Options outstanding and exercisable: 400,000
|
|
·
|
Average remaining life: 5 years
|
6.
|
Subsequent Events
|
SEC registration fee
|
$ | 87.33 | ||
Printing expenses
|
$ | 5,000 | ||
Fees and expenses of counsel for the Company
|
$ | 25,000 | ||
Fees and expenses of accountants for Company
|
$ | 15,000 | ||
Miscellaneous
|
$ | 5,000 | ||
Total
|
$ | 50,087.33 |
3.1
|
Articles of Incorporation of the Registrant
|
3.2
|
Amendment to Articles of Incorporation of the Registrant
|
3.3
|
Bylaws of the Registrant
|
5.1
|
Opinion of Greenberg Traurig, LLP
|
10.1
|
West Texas Resources, Inc. 2011 Stock Incentive Plan
|
10.2
|
Lease Agreement dated August 22, 2011 between Registrant and Bay Energy Services, Inc.
|
10.3
|
Form of Registration Rights Agreement dated January 24, 2011 between Registrant and Selling Stockholders
|
21.1
|
List of Subsidiaries
|
23.1
|
Consent of Greenberg Traurig, LLP, filed as part of Exhibit 5.1
|
23.2
|
Consent of Farber Hass Hurley, LLP
|
WEST TEXAS RESOURCES, INC.
By:
/s/ Stephen E. Jones
Stephen E. Jones, Chief Executive Officer
|
Signatures
|
Title
|
Date
|
/s/ Stephen E. Jones
Stephen E. Jones
|
Chief Executive Officer and Director
|
December 9, 2011
|
/s/ John D. Kerr
John D. Kerr
|
Chief Financial Officer and Director
|
December 9, 2011
|
1.
|
PERIOD OF DURATION
|
2.
|
PURPOSES AND POWERS
|
3.
|
AUTHORIZED SHARES
|
4.
|
VOTING POWER
|
5.
|
ACQUISITION OF CONTROLLING INTEREST
|
6.
|
COMBINATIONS WITH INTERESTED STOCKHOLDERS
|
7.
|
INDEMNIFICATION
|
8.
|
LIMITATION ON LIABILITY
|
9.
|
AMENDMENTS
|
10.
|
ADOPTION AND AMENDMENT OF BYLAWS
|
Re:
|
Registration Statement on Form S-1
|
1.
|
BAY will pay LESSOR, for each trailer, Twenty-Five Hundred Dollars ($2,500.00) plus ten percent (10%) of the gross proceeds generated by the trailer per month at $35.00 per hour. This payment shall be paid in arrears and shall be due within five (5) days after the end of each month;
|
2.
|
BAY shall operate the equipment in a fair and reasonable manner and in compliance with all governing laws, ordinances and regulations. BAY shall be solely responsible for all maintenance of the equipment and repair of any and all damage to the equipment;
|
3.
|
BAY will maintain liability and collision insurance on the equipment;
|
4.
|
This Lease will be for a period of two (2) years from the above date;
|
5.
|
At the end of this Lease, LESSOR shall have the option, but not the obligation, to sell the equipment to BAY for seventy-five percent (75%) of the original purchase price;
|
6.
|
This Lease shall only be valid for equipment that BAY has inspected and approved in its sole discretion;
|
7.
|
If the equipment is purchased used, after BAY has approved the equipment as provided above, BAY shall be fully responsible for any initial repairs needed to put the equipment into service;
|
8.
|
LESSOR shall not be responsible for any accidents or damages caused by BAY or its employees using the equipment covered by this Lease and BAY shall indemnify and hold harmless LESSOR from any and all such liability and damages;
|
9.
|
Upon expiration or termination of this Lease, BAY shall return the equipment to LESSOR in good repair, condition and working order, ordinary wear and tear expected;
|
10.
|
LESSOR shall be responsible for any and all taxes, fees, and registrations due upon or for the equipment;
|
LESSEE:
|
LESSOR:
|
||
BAY ENERGY SERVICES, INC.
|
WEST TEXAS RESOURCES, INC.
|
||
/s/ Lindsey Vinson
|
/s/ Stephen E. Jones
|
||
LINDSEY VINSON, President
|
STEPHEN E. JONES, President
|
7.2.1.
|
to a Holder, addressed to such Holder at the address set forth in the Subscription Agreement.
|
7.2.2.
|
to the Company, to:
|