STATE OF ALASKA
 ALASKA OIL AND GAS CONSERVATION COMMISSION
3001 Porcupine Drive
Anchorage Alaska 99501-3192
Re: THE APPLICATION OF GRI, INC. for an order  )                    Conservation Order No. 415
    granting an exception to the spacing                   )
    requirements of 20 AAC 25.055 to provide           )
    for the drilling of the Houston No. 4                     )
    delineation gas well near Houston, AK.               )


IT APPEARING THAT:

1. GRI, Inc. submitted an application dated March 5, 1998 requesting exception to
   the well spacing provisions of 20 AAC 25.055(a)(4) to allow drilling the GRI,
   Inc. Houston No. 4 delineation gas well to a location within 1500 feet of a
   section line near Houston, Alaska.

2. The Commission published notice of opportunity for public hearing in the
   Anchorage Daily News on March 7, 1998 pursuant to 20 AAC 25.540.

3. No protests to the application were received.

FINDINGS:

1. The Houston No. 4 delineation gas well will be drilled as a straight hole
   from a surface location 100' from the east line and 2500' from the south
   line of Section 10, T18N, R2W, Seward Meridian.

2. Offset owners Unocal and the U.S. Bureau of Land Management have been duly
   notified.

3. An exception to the well spacing provisions of 20 AAC 25.055(a)(4) is
 necessary to allow the drilling of this well.

CONCLUSION:

Granting a spacing exception to allow drilling of the GRI, Inc. Houston No. 4
well will not result in waste nor jeopardize correlative rights.

NOW, THEREFORE, IT IS ORDERED:

GRI, Inc.'s application for exception to the well spacing provisions of 20 AAC
25.055(a)(4) for the purpose of drilling the Houston No. 4 delineation gas well
is approved.

DONE at Anchorage, Alaska and dated March 23, 1998.

David W. Johnston, Chairman
Robert N. Christenson, Commissioner
Cammy Oechsli, Commissioner
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