Republic Resources Inc Watch

from S-4/A ~50 pages Amended and Restated Merger Agreement

from S-4/A ~50 pages First Amendment to Agreement and Plan of Merger

from 10KSB ~5 pages Exhibit 10.18--Letter Agreement Dated 1/16/98

from 8-K 1 page Exhibit 99-Press Release Dated March 4, 1998

from S-3 1 page Consent of Attorney Reference Is Made to the Registration Statement on Form S-3 Pursuant to Which Certain Selling Securityholders Described Therein Propose to Sell a Maximum of 5,545,802 Shares of the $0.10 Par Value Common Stock ("Common Stock") of the Company. Reference Is Also Made to the Opinion Dated January 14, 1998 Included as Exhibit (5.1) to the Registration Statement Relating to the Legality of the Securities Proposed to Be Issued and to Be Sold. I Hereby Consent to the Filing of the Opinion Dated January 14, 1998, as an Exhibit to the Company's Registration Statement on Form S-3 and Reference to the Undersigned in the Registration Statement Under the Caption "Legal Matters." /S/ Alan W. Peryam Alan W. Peryam Denver, Colorado Dated: January 15, 1998

from 8-K ~20 pages Exhibit 10.1--Preferred Stock Investment Agreement

from 8-K/A ~20 pages Exhibit 10.1--Preferred Stock Investment Agreement

from S-3 1 page Consent of Attorney Reference Is Made to the Registration Statement on Form S-3 Pursuant to Which Certain Selling Securityholders Described Therein Propose to Sell a Maximum of 1,788,450 Shares of the $0.10 Par Value Common Stock ("Common Stock") of the Company. Reference Is Also Made to the Opinion Dated July 21, 1997 Included as Exhibit (5.1) to the Registration Statement Relating to the Legality of the Securities Proposed to Be Issued and to Be Sold. I Hereby Consent to the Filing of the Opinion Dated July 21, 1997, as an Exhibit to the Company's Registration Statement on Form S-3 and Reference to the Undersigned in the Registration Statement Under the Caption "Legal Matters." /S/ Alan W. Peryam Alan W. Peryam Denver, Colorado Dated: July 21, 1997

from 10KSB ~10 pages Exhibit 10.25--1996 Stock Option Plan

from S-3 ~20 pages Exhibit 10.27--Purchase and Sale Agreement

from POS AM ~10 pages Plan of reorganization, merger, acquisition or similar

from DEF 14A 1 page Appendix B Independent Auditor's Report Board of Directors Pease Oil and Gas Company Grand Junction, Colorado We Have Audited the Accompanying Consolidated Balance Sheet of Pease Oil and Gas Company and Subsidiaries as of December 31, 1995, and the Related Consolidated Statements of Operations, Stockholders' Equity and Cash Flows for the Years Ended December 31, 1995 and 1994. These Financial Statements Are the Responsibility of the Company's Management. Our Responsibility Is to Express an Opinion on These Financial Statements Based on Our Audits. We Conducted Our Audits in Accordance With Generally Accepted Auditing Standards. Those Standards Require That We Plan and Perform the Audit to Obtain Reasonable Assurance About Whether the Financial Statements Are Free of Material Misstatement. an Audit Includes Examining, on a Test Basis, Evidence Supporting the Amounts and Disclosures in the Financial Statements. an Audit Also Includes Assessing the Accounting Principles Used and Significant Estimates Made by Management, as Well as Evaluating the Overall Financial Statement Presentation. We Believe That Our Audits Provide a Reasonable Basis for Our Opinion. in Our Opinion, the Consolidated Financial Statements Referred to Above Present Fairly, in All Material Respects, the Financial Position of Pease Oil and Gas Company and Subsidiaries as of December 31, 1995, and the Results of Their Operations and Their Cash Flows for the Years Ended December 31, 1995 and 1994 in Conformity With Generally Accepted Accounting Principles. as Discussed in Note 1, the Company Changed Its Method of Accounting for Long-Lived Assets During the Fourth Quarter of 1994. /S/ Hein + Associates Llp Hein + Associates Llp Denver, Colorado March 2, 1996

from PRER14A ~10 pages Appenidx B--Stock Option Plan

from PRE 14A ~10 pages Appenidx B--Stock Option Plan

from 10KSB ~10 pages Plan of reorganization, merger, acquisition or similar