Notes

Outline

"Oil & Gas" Oil & Gas Acquisitions       Exploration   Development

… Corporate Overview Located in Houston, TX.  Engaged in acquisitions, exploration, development and production of oil and natural gas Geographic focus:  Texas and Louisiana Seasoned management team with proven track record Reverse Merger with Cliffwood Oil & Gas Corp. on 12/31/97 - historical financial data is Cliffwood with Texoil treated as an acquisition Created the “New” Texoil Change in shareholder control Change in Management / Board Change in business strategy Greater financial resources and capability Greater technical and operating capability

… Financial Overview Reserve Summary at 12/31/99 MMBbls     14.4 Bcf     50.5 MMBOE     22.8 SEC PV10% $160.1 $/Bbl $24.59 $/Mcf   $ 2.55 SEC PV10% $108.5 $/Bbl $17.50 $/Mcf   $ 2.25

… Growth

...Production Map

...Prospects

…..Corporate Management Advantage Big Company Training / Experience Entrepreneurial Spirit Prior Track Record Demonstrated Technical and Administrative Ability Demonstrated Success Significant Shareholders

...Management

… Organizational Chart

...Ownership of Shares

…1998 Accomplishments Acquired Sonat Properties in South Texas and Louisiana Acquired and developed Fall City Field Increased and consolidated controlling interests in certain properties Expanded exploration program Lowered G&A 34% and operating expense 12% per unit of production Reserve growth Increased gas reserves 223% Increased oil reserves 96% Revenue growth 45% Production Growth Oil 108% Gas 103%

…1999 Accomplishments Acquired Hagist Ranch and Eloi Bay Increased and consolidated controlling interests in certain properties Expanded exploration program Raised Convertible Preferred Equity Redeemed Convertible Subordinated Debt Expanded credit facility Lowered G&A 29% and operating expense 7% per unit of production Reserve growth Increased gas reserves   35% Increased oil reserves   58% Revenue growth 129% Production Growth Oil   47% Gas 187%

…2000 Goals Further Diversify Property Portfolio Further expand drilling and development inventory Continue cost reductions per unit and revenue dollar Selectively seek acquisitions and mergers (corporate acquisitions) Build market float Build public awareness Increase Cash flow Earnings Share value

...Business Strategy Proven Strategy Focus Area:  Texas, Louisiana Diversified Activities:  Acquisitions, re-engineering, development and exploration Control Operations (Texoil operates 85% of its properties) Growth of proved reserve portfolio Growth in share value Promote industry partners Maintain low G&A and operating cost structure

...Business Strategy

...Business Strategy

...Business Strategy

…..Consolidated Income Statements ($ millions)

…..Consolidated Balance Sheets ($ millions)

... Maintain Low Cost Structure

Slide 21

…Gas Contribution Gas production increased from 1,468 MMcf in 1998 to 4,219MMcf in 1999; 4,300 MMcf forecast for 2000, excluding drilling

...Cumulative Reserve Growth (net of production) Texoil has increased its reserves and production significantly since commencement of operations in 1996 The Company has continued its growth despite the collapse of oil prices and the softening of gas prices in 1998

….Present Value of Reserves (PV 10%) PV 10% = $108.5 million at 12/31/99 constant prices indicated PV 10% = $160.1 million at 12/31/99 SEC methodology

…. Reserves

"PDP:" PDP:   $  109.7 PDNP       21.4 PUD          29.0 Total   $  160.1 Oil = $ 24.59   Gas = $ 2.54

…..Proved Reserves Net to Texoil PV 10% Flat ($Millions) 12/31/99 PDP:   $   73.3 PDNP      14.3 PUD         20.9 Total   $  108.5 Oil = $17.50   Gas = $2.25

...Acquisition Summary ($ millions)

...Exploration, Exploitation and Development Prospects

Prospect Inventory

"Experienced," Experienced, Proven Management Team Defined Acquisition Strategy Focused Exploration Strategy Selective Corporate Acquisitions/Merger Strategy Conservative Financial Strategy Equity Sponsorship Significant Industry Opportunity

"This presentation contains “forward..." This presentation contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 23E of the Securities Exchange Act of 1934, as amended.  All statements other than statements of historical facts included in this presentation, are forward-looking statements regarding the Company=s business strategy, plans, objectives and beliefs of management for future operations.   Although the Company believes the expectations and beliefs reflected in forward-looking statements included in this presentation are reasonable, it can give no assurance that such expectations will prove to have been correct.  Forward-looking statements are not guarantees of future performance and actual results, developments and business decisions may differ from those envisioned by such forward-looking statements.