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UL/29/00 TUE 09:25 FAX 9708765234 <br />FEB-29-00 09:28AM FROM-ABRAXAS EXEC/ACCOUNTING <br />210-490-8816 T-944 P.08/16 F-TIT <br />ABRA -AS PETROLEUM CORPORATION <br />(a Nevada Corporation) <br />MINUTES OF REGULAR 11IEETING <br />OF T= BOARD OF DI&EEcToRS <br />NOVEMBER 1b,1995 <br />A regular meeting of the Uoard of Direct-us of Abnow Petroleum Corporation, a Nevada <br />corporation (the "Corapany"). was W on Thursday, November 16, 1995, at 9:00am, at the <br />Company's headquarters in San Antonia, Twos. Tjie meeting wag called to order. All directors were <br />present. <br />Steve 74cobs of Cox & Smith and Robert Carington of Jefferies and Company, Inc. were <br />invited guests for a portion of the meeting. <br />Robert T-. G. Watson was chairman of the meeting and Chris E. Williford acted as ,secretary <br />of the meeting. The minutes of the previous regularly scheduled board meeting August 17, 1995, <br />were read and approved as read. The minutes of the special meeting of August 30, 1995, were read <br />and approved as read. <br />Mr. Phelps reported on a meeting of the Audit Committee which, had met on Moadsy, <br />November 13, 1995. The newt meeting is scheduled for before the audit is released this spring. <br />Mr. Williford led a discussion of the third quarter 1995 financial results and projections for- <br />the remaining 1995 and 1996. <br />11W, Watson discussed the private placertm it of the Company's securities, the alternatives to <br />raise capital and Various proposals received by the Company. <br />IM 004 <br />i <br />Mt. Carington made a presentation on the proposal private placen=t of common shares and