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TO: Steve Seifert MEMORANDUM ��YCEIVED <br /> FROM: Jim Holden ��GCf'h AUG 131992 <br /> RE: Mid-Continent Resources ( "Resources" ) /Corpa Div NON OF <br /> Affiliates NiAMLS & GEOLOG`y <br /> DATE: June 5, 1992 <br /> You have requested information about Resources ' <br /> affiliates, and some of the unsecured creditors of Resources have <br /> suggested that these affiliates could provide a source of <br /> repayment to Resources ' creditors. One creditor, Colorado <br /> Compensation Insurance, has filed litigation against Mid- <br /> Continent Minerals, Inc. ( "Minerals" ) seeking to "pierce the <br /> corporate veil, " so as to be able to assert its claim against <br /> Minerals and Minerals ' other subsidiaries. Bill Frey, an <br /> attorney for several judgment creditors, has suggested in a <br /> letter provided to the Creditors ' Committee that the Committee <br /> should "determine if Sanwa [Sanwa Business Credit Corporation] <br /> should marshal its debt against the assets of other corporations, <br /> thus reducing its claim against Mid-Continent Resources. " <br /> For my part, I have been attempting to persuade Sanwa <br /> to permit general creditors of Resources to share in the proceeds <br /> of sale of property of Resources which is pledged to Sanwa. <br /> Proceeds set aside to general creditors would increase Sanwa's <br /> deficiency claim, which would fall on Minerals and the other <br /> corporate affiliates. Since Sanwa's willingness to trade value <br /> to junior creditors essentially turns on its ability to negotiate <br /> satisfactory terms on the deficiency with Resources ' corporate <br /> affiliates, a trade down of value from Sanwa represents a <br /> concession from Resources ' affiliates to Resources ' general <br /> creditors. <br /> This memo is intended (i) to provide the Creditor's <br /> Committee with some basic information regarding Resources ' <br /> corporate affiliates, and (ii) to comment on the extent to which <br /> those affiliates might reasonably be expected to participate in <br /> Resources ' bankruptcy. <br /> Summary of Corporate Affiliates <br /> Resources is a wholly-owned subsidiary of Mid-Continent <br /> Minerals, Inc. ( "Minerals" ) . The shareholders of Minerals are <br /> John Reeves, Donald Joyce, Robert Delaney, Leonard Ring, and <br /> Thomas Gibbs. Minerals is simply a holding company. It conducts <br /> no business of its own, and it owns no assets other than the <br /> stock of Resources and other subsidiaries. Minerals ' other <br /> subsidiaries -- sister corporations to Resources -- are as <br /> follows: <br />