ImageAnnual Report

QUARTERLY REPORT FOR THE PERIOD ENDING MARCH 31, 2001.

EXPLORATION AND DEVELOPMENT

USA
AUSTRALIA
NEW CALEDONIA
PAPUA NEW GUINEA

U.S.A

CALIFORNIA
SAN JOAQUIN BASIN
VICTORIA PETROLEUM N.L. INTEREST - 100%

The petroleum exploration assets in the SJBP area consist of petroleum leasehold exploration properties approximately totalling 50 square kilometres, and a data base including approximately 25,000 kilometres of seismic and well data for 3,800 wells over the SJBP area of 21,000 square kilometres.

Victoria has prepared for immediate drilling a number of prospects within the San Joaquin Basin Project area with the drilling of the first of up to six wells commencing early May 2001 through into the second half of 2001.

The first drilling activity will take place in early May 2001 with the commencement of appraisal drilling operations on the Eagle Oil Field to be followed by the immediate drilling of Kingfisher No. 1.

Victoria Petroleum NL's wholly owned U.S subsidiary Victoria Petroleum Inc has executed a drilling contract with Nabors Drilling USA, Inc to use Nabors Rig #473 to drill the Eagle No. 1 Horizontal well and the following Kingfisher No.1.

Victoria Petroleum, Inc is the Operator for the Eagle Oil Pool Development Drilling Project.

The Nabors #473 rig will move onto the Eagle No. 1 location on May 6, 2001 with drilling operations planned to commence on May 8, 2001.

Eagle No. 1 will be the first well in the Eagle Oil Pool Development Project, a horizontal drilling project targeting potential recoverable reserves of up to 24 million barrels of oil and 62 billion cubic feet of gas.

The Eagle Oil Pool Development Project is a follow up to the initial 1986 discovery of the Eagle Oil Pool by Victoria Petroleum NL, Lakes Oil NL and First Australian Resources NL which resulted in the discovery of the Eagle Oil Pool. Flow rates to surface of 223 barrels of oil per day and 0.7 million cubic feet of gas per day were measured from the target Gatchell sand horizon at 4,146 metres.

The current California Energy crisis has resulted in natural gas prices in Southern California which are more than double normal US natural gas prices. The current Southern California natural gas spot price is US$14.53 per thousand cubic feet (A$28.20 per mcf) compared to the Katy Hub Texas price of US$4.73 per mcf (A$9.18 per mcf). These high gas prices enhance considerably the commercial value for any gas produced in the Eagle Oil Pool Development Project.

The successful application of current horizontal drilling technology to determine if production rates from the planned Eagle No. 1 well can be increased by up to 5 fold to the range of 500-1000 barrels of oil per day and 1.5-3 million cubic feet of gas per day is the target for the Eagle Oil Pool Development Project.

Victoria Petroleum NL considers the Eagle No. 1 horizontal well operation and the Eagle Oil Pool Development Project to be essentially low risk in nature with the presence of oil and gas that can flow from the target horizon proved by the initial vertical 1986 Mary Bellocchi-1 discovery well and the recovery from this workover operation of approximately 250 barrels of good clean gassy oil from the well bore to the surface tanks as reported on 27 March, 2001.

The listed Australian participants in the planned Eagle No. 1 horizontal well bore and Eagle Oil Pool Development Project are as follows:

Victoria Petroleum NL 25.25%
Lakes Oil NL 15.0%
First Australian Resources NL 15.0%
Sun Resources NL 10.0%*
Private American Interests 37.25%

* After the recovery of Sun Resources NL share of the drilling and completion costs from production from Eagle No. 1, the Sun Resources NL contributing and production interest in ongoing development and production in the Eagle Oil Pool Project will be 7.5%, with Victoria Petroleum NL's resultant interest 25.25% as shown above.

Drilling of Kingfisher No. 1 on the Kingfisher Prospect in June 2001 will take place, immediately following the completion of drilling operations at the Eagle No. 1 horizontal well in the Eagle Oil Pool Development Project, planned to commence May 8, 2001.

The Kingfisher Prospect is a multiple target structural trap defined by seismic and well control and modelled off similar oil and gas field producing horizon analogues in the San Joaquin Basin with cumulative reserves of 740 million barrels of oil and 1.8 trillion cubic feet of gas.

The Kingfisher Prospect is interpreted from seismic data to have the potential to contain for the oil case up to 25 million barrels of oil and 46 billion cubic feet of gas in target Vedder and Domengine sands from a depth of 3,050-3,450 metres in fault block traps and fourway closures and up to 143 billion cubic feet of gas in deeper Cretaceous sands at 4,020 metres. The total oil and gas potential for all Vedder, Domengine and Cretaceous sand zones is 25 million barrels of oil and 189 billion cubic feet of gas, if oil and gas is present.

For the gas case, the target potential for all Vedder, Domengine and Cretaceous sand zones is up to 218 billion cubic feet of gas and 12 million barrels of oil.

Additional significant oil and gas potential is considered present in fractured Monterey Cherts at 2,700 metres associated with the crestal flexure overlying the deeper targets of the Kingfisher Prospect.

The Vedder and Domengine target sands for the Kingfisher Prospect are the same and similar to those that produce oil and gas in the 500 million barrel and 500 BCF East Coalinga Field, 80 kilometres to the northwest and the 1.1 TCF Kettleman North Dome Field, 65 kilometres to the northwest. Fractured Monterey Chert oil production is present in the Shafter area 20 miles to the south.

Additional Mya sands and Olcese sand target formations will be penetrated by this test providing a multiple target prospect with several chances for drilling success.

The current California energy crisis has resulted in natural gas prices in Southern California which are more than double normal US natural gas prices and enhances considerably the commercial value for any gas produced from Kingfisher No. 1.

By way of example, the current daily spot natural gas price for Southern California is US$14.53 per thousand cubic feet of gas (mcf) compared to Texas gas prices of US$4.73 per mcf. Combined with the Australian US exchange rate, this equates to a current Southern California natural gas spot price of A$28 per mcf.

Victoria Petroleum NL will have a 32.5% working interest in Kingfisher No. 1 and the Kingfisher Prospect. The listed Australian participants in the drilling of the Kingfisher-1 will have the following working and production interests in production from the Kingfisher No. 1 well bore and any subsequent development drilling in the Kingfisher Prospect, if commercial hydrocarbons are found.

Victoria Petroleum Inc, a wholly
Subsidiary of Victoria Petroleum NL 32.5%
Lakes Oil NL 10%*
Sun Resources NL 10%*
Private American Interests Balance

* After the recovery of Sun Resources NL and Lakes Oil NL share of the drilling and completion costs from production from Kingfisher No. 1, the Sun Resources NL and Lakes Oil NL contributing and production interest in ongoing development and production in the Kingfisher Prospect will be 7.5%, with Victoria Petroleum NL's interest increasing to 32.5% as shown above.

Although Victoria Petroleum NL considers the Kingfisher No. 1 well drilling to be wildcat in nature, the potential for oil and gas to flow from the multiple target horizons in the well is considered encouraging in view of the oil and gas shows observed in the 1953 well drilled 400 metres to the west of the Kingfisher-1 location. More recent encouragement is provided by the April 11, 2001 announcement by Tri-Valley Oil and Gas of the discovery of potential significant gas reserve of up to 3 TCF in the Monterey Formation equivalent, the McClure interval, at Sunrise No. 1, 9 kilometres to the east of the Kingfisher Prospect.

The Monterey Formation/McClure interval is one of the four target zones in the Kingfisher-1 well, with strong oil and gas shows observed over a gross interval of 100 metres in wells previously drilled on the 4,000 acre Kingfisher Prospect Monterey flexure closure.

The successful application of horizontal drilling and hydraulic fracturing of the Monterey/McClure formation, as proposed by Tri-Valley at Sunrise-1 could have significant implications for the future production of the oil and gas known to be present in the Monterey/McClure formation of the Kingfisher Prospect.

Victoria Petroleum NL through its wholly owned US subsidiary Victoria Petroleum Inc is the operator of Kingfisher No. 1 and the Kingfisher Prospect Exploration Project. Drilling of Kingfisher No. 1 to a depth of 4,020 metres is planned to commence in early June 2001.

The Bellevue-No.1 gas discovery and blowout in 1998 led to a resurgence of interest in deep-gas drilling in the San Joaquin Basin. The Bellevue No.1 well which blew out at 5,380 metres (17,646 feet) at an estimated rate of 100 million cubic feet per day provides encouragement that the deep East Lost Hills Prospect trend has the potential to contain gas reserves of approximately 3 trillion cubic feet of gas as reported by the operator of the East Lost Hills consortium, Berkeley Petroleum. Since then two additional wells have been drilled on the East Lost Hills Prospect, and two more are planned.

The Pipeline Prospect is situated 8 kilometres to the east of the Bellevue-1 gas discovery well which blew out November 23rd, 1998 at a depth of 5380 metres (17,646 feet) at an estimated rate of 100 million cubic feet of gas and 3,000 barrels of oil per day.

The Pipeline Prospect, part of the Tri-Valley Corporation giant 9 trillion cubic foot of gas and 4 billion barrels of oil in place, EKHO Prospect, has as its target the same sands which blew out at Bellevue No. 1.

Victoria Petroleum has a 19% net interest in the Pipeline Prospect which is currently being evaluated at no cost to Victoria Petroleum NL by the adjacent well EKHO-1 drilled by Tri-Valley Corporation. EKHO-1, drilled this year to a depth of 5819 metres (19,085 feet), is currently awaiting new partners to implement a major US$2 million deep fracture stimulation production testing program of the target sands in the interval from 5488 to 5819 metres (18,000 feet to 19,085 feet). Tri-Valley Corporation the operator for the EKHO-1 well is confident that fracture stimulation and production testing of the oil and gas bearing sands in the target zone will eventually be successful.

EKHO-1 is offsetting the 1973 Great Basins 33X-10 well, 0.3 kilometres to the west, which flowed oil and gas at the rate of 900 barrels per day and 3.5 million cubic feet of gas. Victoria Petroleum NL considers the major risk with the Pipeline/EKHO Prospects is not the presence of the Victoria Petroleum interpreted resource of up to 2.1 trillion cubic feet of gas and 346 million barrels of oil, but the engineering ability to successfully produce at commercial rates to surface the indicated major oil and gas resources in the ground.

Recent positive encouragement of the ability of modern engineering techniques to do this was provided by the July 6, 2000 announcement by the Bellevue Trend operators, Berkley Petroleum, that the Berkley East Lost Hills No. 1 well on the Bellevue trend had been successfully completed for commercial production and tested at production rates of up to 23 million cubic feet of gas and 1,700 barrels of oil per day. Gas production at a rate of 4.5 million cubic feet per day February 2001.

The Ekho-1 well is being prepared for additional fracture stimulation and testing to determine the productivity of the deep gas sands encountered. This testing will be of great significance to Victoria Petroleum, as our Pipeline Prospect lies within the Ekho Prospect. Ekho-1 will provide an effectively free evaluation of the potential of the Pipeline Prospect, interpreted by Victoria Petroleum NL to contain up to 2.1 trillion cubic feet of gas and 346 million barrels of oil.

Victoria Petroleum is confident that in the event of a commercially successful completion and production testing program at EKHO-1, that Victoria Petroleum can attract a farminee to drill, complete and production test Pipeline No. 1 and provide Victoria Petroleum with a free carried interest in the well.

The Bellevue discovery provides support for the Victoria Petroleum NL belief that significant undiscovered oil and gas reserves remain to be discovered in the area of interest covered by the San Joaquin Basin Joint Venture.

Additional to the Eagle Oil Pool Development Project, the Kingfisher and Pipeline Prospects, the Raven Prospect has also been prepared for immediate drilling. Additional mapping has also revealed the Hawk Condor and Cockatoo Prospects that are also now on the drilling schedule.

The Raven Prospect is interpreted to be a 25 million barrel oil and 159 billion cubic foot gas target, if hydrocarbons are present. The Raven Prospect is scheduled for drilling in July 2001, following the drilling of Kingfisher No. 1.

From Victoria Petroleum's extensive seismic data base of approximately 25,000 kilometres the Hawk Prospect has been defined as a drillable target with the potential to cumulatively contain up to 50 million barrels of oil and gas equivalent in three target horizons, and has two associated wells with strong oil shows and an oil recovery of up to 406 barrels of oil per day.

Strong industry interest has been expressed in farming into the Raven, Hawk and other prospects for oil and gas, the risk determination based on the presence of several wells with oil shows and oil and gas recoveries adjacent to and on the edge of the prospects. Victoria Petroleum NL plans to have a 15-25% near free carried interest in each of these prospects.

It should be noted that the exact sequence of drilling of these prospects may vary and is dependent on lease positions, farminee interest and drill rig availability.

With the current high price of oil at around US$25 a barrel ($A48/bbl) and the very high price of gas in the San Joaquin Basin of up to US$15 per thousand cubic feet (A$29 per thousand cubic feet) as a result of the California energy crisis, the commercial success of any sustained oil and gas flows discovered in any of the wells in the above San Joaquin Basin drilling program is most likely. Several other prospects are currently in the process of being prepared for drilling in the second half of 2001.

The planned 2001 San Joaquin Basin drilling program is an appropriate culmination of Victoria Petroleum's detailed study and generation of prospects in the San Joaquin Basin Prospect area for the last 3 years.

The prolific oil and gas nature of the San Joaquin Basin with proved reserves of 11 billion barrels of oil and 10 trillion cubic feet of gas underscores the prospectivity of these Prospects. Exploration success in the San Joaquin Basin Project drilling program has the potential to significantly increase Victoria Petroleum N.L.'s asset and reserves base as a result of the potential size of the drilling targets selected.

KESTREL ENERGY, INC.
VICTORIA PETROLEUM NL INTEREST - 18.4%

Victoria Petroleum N.L. has an investment in the U.S.A. oil and gas exploration and production region through its shareholding in Kestrel Energy, Inc. Victoria Petroleum N.L. holds 18.4% of the common stock of Kestrel Energy, Inc. a NASDAQ listed U.S. oil and gas production and exploration company (Code: KEST).

The Company, through Kestrel Energy, Inc., ("Kestrel"), has an indirect interest in Kestrel's net current proved and probable oil and gas reserves as at June 30, 2000, of 6.25 million barrels of oil-equivalent, composed of 0.66 million barrels of oil and 33.6 billion cubic feet of gas.

For the quarter ending December 31, 2000 total Kestrel and Victoria Exploration Inc nett oil and gas production for the quarter is estimated at 15,013 barrels of oil equivalent for an average estimated daily production of 165 barrels of oil equivalent per day.

DEVELOPMENT ACTIVITIES

WYOMING
GREEN RIVER BASIN
KESTREL ENERGY, INC. INTEREST - 100%

Kestrel has a 100% interest in the exploration & development activities in the Greens Canyon Prospect and surrounding area of the Green River Basin, Wyoming, USA.

Two wells have been drilled and completed on the Greens Canyon Prospect. The wells intersected the predicted gas sands, which showed good potential for frac stimulation. Mechanical problems have prevented these wells from reaching their full production potential.

Kestrel plans to take further measures which, if successful, could result in a material increase in production from the current wells. These measures include repairing the casing of the Greens Canyon #2 well which was damaged during the flowback period after fracing the well with a 70% quality carbon dioxide foam procedure. In addition, Kestrel has installed compression on its pipeline connecting to Duke Energy's sale line to allow the wells to increase production.

The results of these wells has resulted in a substantial increase in total proved gas reserves at the Greens Canyon Project. Despite the mechanical difficulties experienced with these completions, with the production data gathered over the past months, Kestrel is confident it can now successfully complete additional wells in the Greens Canyon Project.

The potentially significant economic value of the Greens Canyon Prospect and the approximately 34,000 acres in the Green River Basin that Kestrel has the right to explore in the immediate vicinity of the Greens Canyon Prospect is planned to be developed over the course of 2001. The Green River Basin is a significant gas producing region in the USA.

KESTREL ENERGY, INC
Victoria Petroleum Interest - 18.4%

Victoria Petroleum N.L. through is wholly owned subsidiary Victoria Petroleum NL holds 18.4% of the Common Stock of Kestrel Energy, Inc.

Kestrel Energy, Inc's exploration and development activities for the quarter focused on the Green River Basin in Wyoming, USA and the Amber North East Gas Field in Oklahoma. The details of this activity are presented in the previous USA section of Victoria Petroleum NL's interest in this area through Victoria Petroleum NL's shareholding in Kestrel Energy, Inc.

Kestrel Energy, Inc is an active publicly listed NASDAQ US oil and gas production and exploration company, NASDAQ code "KEST".

For the quarter ending March 31, 2001, total Kestrel and Victoria Exploration Inc. nett oil and gas production for the quarter is estimated at 15,013 barrels of oil-equivalent for an average estimated daily production of 165 barrels of oil equivalent per day.

AUSTRALIA

WESTERN AUSTRALIA


WA-254-P
OFFSHORE CARNARVON BASIN, WESTERN AUSTRALIA
VICTORIA PETROLEUM N.L. INTEREST - Part 2 (9.31%), Parts 1, 3 & 4 (6.17%)

The permit comprises four graticular blocks of 322 square kilometres in area on the Legendre Fault trend in the offshore Carnarvon Basin.

In April 1999 the Sage block provided Victoria Petroleum NL's first offshore oil discovery Sage-1, with the testing of 2,155 barrels of 48.8 degree API oil per day.

A review of the Sage Prospect by Operator Apache Energy concluded that the mean oil reserve was 3.8 million barrels of oil, which despite the current oil price is still below the economic threshold for a stand-alone development. An independent seismic interpretation and velocity model indicates that the Sage Prospect may have the potential to contain up to 26 million barrels of oil. The potential also remains for a Sage Oil Field tie-in to any nearby development in WA-254-P Part 2 or adjacent permits, should a significant discovery be made.

Additional prospects generated over the year include the Argos Prospect (potential for 11 million barrels of oil), the Cerebus Prospect (potential for 15 million barrels of oil), the Collier Prospect (potential for 10 million barrels of oil) and a number of additional leads that require additional work. The Argos Prospect is particularly significant in that it lies immediately to the south of the developing 40 million barrel Legendre Oilfield, which comes on stream in May 2001.

Victoria Petroleum NL concludes that further exploration drilling will take place in WA-254-P within the next 12 months given the proved presence of oil within the permit and the number of remaining prospects. Victoria Petroleum NL plans to participate in this drilling at its current level of interest.

Apache Energy N.L. is the Operator of the WA-254-P Joint Venture.

WA-261-P
OFFSHORE CARNARVON BASIN, WESTERN AUSTRALIA
VICTORIA PETROLEUM N.L. INTEREST - 5%

WA-261-P covering an area of 299 square kilometres in the offshore Carnarvon Basin is located immediately to the south and adjacent to the Apache Energy/Santos Limited permit WA-209-P containing the 45 million barrel Stag Oilfield, currently producing approximately 20,000 barrels of oil per day.

Chamois-1 was drilled in September 2000, targeting the Jurassic Athol and Triassic Mungaroo formations that are becoming prolific producing horizons in the Carnarvon Basin. While the Mungaroo Formation was dry, the Athol Formation contained approximately 6 metres of net oil pay and the M. Australis sandstone contained about 3 metres of net gas pay.

At present this discovery is deemed sub-commercial, but the recovery of oil from the target Jurassic formation provides encouragement that further drilling on the Chamois Prospect may yet result in the discovery of a commercial pool of hydrocarbons.

Apache Energy is the Operator of the WA-261-P Joint Venture.

EP 325
OFFSHORE CARNARVON BASIN, WESTERN AUSTRALIA
VICTORIA PETROLEUM N.L. INTEREST - 38%

EP 325 covers an area of 1,093 square kilometres in the Exmouth Sub-basin of the central Carnarvon Basin and contains the Rivoli Gas Discovery.

The Joint Venture is focussing on the potential for development of the existing and predicted natural gas resources of the Exmouth Gulf. As the Government of Western Australia proceeds with its policy of private electricity generation a market has developed for natural gas in the Cape Range Peninsular to which EP 325, the Rivoli-1 Gas Discovery and Cooper Prospect are ideally located. Engineering and economic studies are proceeding to determine the feasibility of development of the Rivoli/Cooper trend to supply natural gas to Exmouth and the region.

Victoria Petroleum NL is the Operator of the EP 325 Joint Venture.

EP 359
CARNARVON BASIN, WESTERN AUSTRALIA
VICTORIA PETROLEUM N.L. INTEREST- 11.17%

EP 359 covers an area of 1,954 square kilometres situated in the Carnarvon Basin predominantly onshore on the Cape Range Peninsula and partially offshore in the Exmouth Gulf.

Victoria Petroleum has an agreement with Rough Range Oil Pty Ltd, a fully-owned subsidiary of Empire Oil NL, in which Rough Range Oil will carry out significant exploration activity in EP 359, including drilling of up to two wells, over the next two years. Rough Range Oil is the Operator of the nearby Rough Range-1B oil production facility, and will pursue similar oil prospects along the Rough Range trend into EP 359. The commencement of oil production at Rough Range has highlighted the viability of even small fields in this region to be economic, given the strength of Australian oil prices.

Victoria Petroleum NL is the Operator of the EP 359 Joint Venture.

EP 41
CARNARVON BASIN, WESTERN AUSTRALIA
VICTORIA PETROLEUM N.L. INTEREST - Parts 1 and 2 - 90%

EP 41 parts 1 and 2, cover an area of 393 square kilometres situated onshore and partially offshore in the Carnarvon Basin on the Cape Range Peninsula and Exmouth Gulf. The historically significant site of the first major oil flow in Australia, Rough Range-1, now in commercial production as Rough Range-1B, lies within EP 41 Part 3, adjacent to EP 41 Part 2.

Victoria Petroleum has an agreement with Rough Range Oil Pty Ltd, a fully-owned subsidiary of Empire Oil NL, in which Rough Range Oil will carry out significant exploration activity in EP 41, including drilling of up to two wells, over the next two years. Upon completion of the Farmin work program Victoria will retain a 10% interest in two prospects within EP 41 Part 3 and a 69.6% interest in Part 2. Part 1 will remain at 90%

Empire Oil has advised that the first farmin well will be Tess-1, targeting a potential reserve of up to 6 million barrels of oil is planned to be drilled in June, 2001 following the drilling of Empire's Brooke-1, planned to commence in May, 2001.

Victoria Petroleum NL is the Operator of the EP 41 (Parts 1 & 2) Joint Venture.

QUEENSLAND

ATP 333P
BOWEN BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTEREST - 20%

ATP 333P covers an area of 388 square kilometres on the western flank of the Bowen Basin in Queensland. The Reids Dome Gas Field is situated within ATP 333P and based on initial reservoir studies, a reserve of up to 1 billion cubic feet of gas is indicated for the three wells drilled on the Reids Dome Gas Field prior to November 1994.

During the Quarter Tri-Star Energy Drilled Nyanda-2 and Nyanda-3, encountering the anticipated gas sands. As the gas sands were tight, Tri-Star has suspended these wells for potential reservoir stimulation at a later date.

Tri-Star is the Operator of the ATP 333P Joint Venture.

ATP 465P
BOWEN BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTEREST - 20%

ATP 465P covers an area of 539 square kilometres within the central portion of the Bowen and Surat basins in Queensland.

Queensland Gas Company Limited (QGC), has drilled two Coalbed Methane (CBM) wells in the Walloon Coal Measures of the Cherwondah Anticline, with the drilling of Trafalgar-1 and Lawton-1.

Trafalgar No. 1 intersected 19.6 metres of coal within the four upper seams of the Walloon Coal Measures. Testing of the well during drilling produced gas at a rate of 20,000 cubic feet per day (570 cubic metres per day) and water production measured at 360 barrels per day. These results are typical of the initial flows from wells drilled in the Powder River Basin in the USA. After dewatering, these wells produce significant gas flow rates. Trafalgar No. 1 demonstrated that the coals of the Walloon Coal Measures are gas saturated and the 360 barrels of water production indicates that the coals have good permeability. Gas saturation and good permeability are the essential criteria for successful coalbed methane production.

Lawton-1 had similar results, in which a flow test of interval 129-378m produced gas at rates up to 19,400 cubic feet / day.

Both wells are now shut in awaiting equipment to be set up for production testing.

Victoria Petroleum NL has a 8% free carried interest in the QGC drilling program.

QGC's independent expert report of July 2000 states that the Wallon Coal Measures of ATP 465P have the potential to contain 500 billion cubic feet of recoverable Coalbed Methane gas reserves.

Interest in methane gas produced from coal deposits is increasing in Australia, particularly in the Bowen Basin. ATP 465P is adjacent to the Peat Coalbed Methane field which is awaiting completion of the pipeline linking it to Brisbane markets.

Roma Petroleum NL is the Operator of the ATP 465P Joint Venture.

ATP 471P
WERIBONE BLOCK, SURAT BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTEREST - 20.65%

This 12 square kilometre sub block of the greater ATP 471P located in the Surat Basin in central Queensland contains the Yarrabend-5 gas well, which may be part of the Yarrabend Gas Field in adjacent licences to the north.

The Joint Venture is moving to production test the well to determine the gas deliverability of the Yarrabend-5 gas well and its possible recoverable gas reserves of up to 0.61 billion cubic feet.

In the event that commercial rates of gas production are observed for Yarrabend-5, it is expected that the Yarrabend-5 would be tied into the existing production infrastructure and gas pipeline network 1.5 kilometres to the north.

Oil Company of Australia is the Operator in the Weribone Block.

ATP 574P
BOWEN BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTEREST - JURASSIC - 75%, REMAINDER - 45%

ATP 574P covers an area of 616 square kilometres within the central and southern portions of the Bowen and Surat Basins in Queensland.

Queensland Gas Company Limited drilled the first of its farmin wells, Pinelands-1, which flowed gas at up to 10,600 cubic feet of gas per day. QGC will drill up to three coal-bed methane (CBM) wells in the permit. The second well is currently scheduled for July, 2001.

Victoria Petroleum NL will have a 18.75% free carried interest through the QGC drilling program.

QGC's independent experts report of July 2000 states that the Wallon Coal Measures of ATP574P have the potential to contain 650 billion cubic feet of recoverable coal bed methane gas reserves.

Victoria Petroleum NL retains all its rights in the Jurassic hydrocarbon potential of the permit as a review of existing well data shows that there may be by-passed oil in an old abandoned well in the permit, Giligulgul-1. This evaluation has resulted in the definition of the North Giligulgul Prospect, interpreted from seismic, well and drill stem test data to have the potential to contain updip oil potential of up to 19 million barrels, if oil is present. Drilling of North Giligulgul-1 is planned for the first quarter 2001, subject to farmout.

Victoria Petroleum NL is the Operator of the ATP 574P Joint Venture, with the CBM drilling program being managed by Queensland Gas Company Limited.

ATP 560P
EROMANGA BASIN, QLD
VICTORIA PETROLEUM INTEREST - MCIVER BLOCK - 50%

This 100 square kilometre sub block of permit ATP 560P is located in the central Eromanga Basin of southwest Queensland.

Evaluation of the future exploration potential of the prospects in the McIver Block is in progress.

Victoria Petroleum N.L. is the Operator for the McIver Block.

ATP 560P
EROMANGA BASIN, QLD
VICTORIA PETROLEUM INTEREST - UELEVEN BLOCK - 17 %

This 105 square kilometre sub block of permit ATP 560P is located in the central Eromanga Basin of southwest Queensland.

Further evaluation of the prospects and leads in the Ueleven Block is planned by the Operator for the Ueleven Block, Lakes Oil N.L.

ATP 589P
COOPER / EROMANGA BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTERESTS: BARCOO BLOCK - 60%,
SPRINGFIELD AND REGELEIGH BLOCK - 24%, BRIGHT SPOT BLOCK - 15%

Victoria Petroleum N.L. has varying interests in ATP 589P in accordance with the relevant farmouts in ATP 589P which covers an area of 15,301 square kilometres in the southwest Queensland portion of the Cooper / Eromanga Basin. This Cooper / Eromanga Basin Permit is adjacent to the Energy Equity permit containing the 9.4 million cubic feet per day Bunya-1 gas discovery and the Oil Company of Australia 4 million cubic feet per day Thylungra-1 gas and condensate discovery.

Significant Jurassic oil potential has been interpreted to be present in ATP 589P based on the oil shows in the numerous wells drilled in the permit and the extensive seismic data grid. The 30 million barrel potential Barcoo Junction and 36 million barrel potential Moothandella prospects have been interpreted from this data, if oil is present.

Several other prospects and leads identified in ATP 589P (1) adjacent to the Barcoo Junction area and Moothandella are being been evaluated as potential future farmout drilling targets. The completion of the southwest Queensland to Mt. Isa gas pipeline confirm the strategic exploration value of the acreage position that Victoria Petroleum N.L. holds in this area of the Cooper / Eromanga Basin.

Victoria Petroleum NL is the Operator for the Barcoo Block of ATP 589P, Part 1 and ATP589P, Part 2.

ATP 593P
SURAT / BOWEN BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTEREST - 60%

ATP 593P situated on the western margin of the Surat / Bowen Basin covers an area of 3,930 square kilometres. The primary targets in the permit are structural traps along the Merivale High trend which is the southern extension of the Merivale Fault system, along which the majority of the Denison Trough fields are located. Ten leads and prospects have been mapped along the Merivale High trend with the potential to contain up to 84 million barrels, if hydrocarbons are present.

Interpretation of the existing seismic data in ATP 593P identified the Heather Downs and Heather Downs West Prospects as Hutton / Precipice sandstone four way dip closed structures, updip to the strong residual oil shows in the Hutton / Precipice sandstones of Don Juan-1 and Flaneur-1, 26 kilometres to the north. Heather Downs-1 was drilled in June 1998 on the Heather Downs Prospect to a depth of 835 metres, with a residual oil show observed in a basal Birkhead sandstone. Significant updip potential is considered present, with the Heather Downs Prospect interpreted to still have the potential to contain up to 20 million barrels of oil, if oil is present.

Victoria Petroleum NL is the Operator of the ATP 593P Joint Venture.

ATP 608P
SURAT BASIN, QUEENSLAND
VICTORIA PETROLEUM N.L. INTEREST, ROOKWOOD BLOCK - 74.22%
REMAINDER - 60%

The permit covering an area of 6,800 square kilometres is located in the western Surat Basin adjacent to several oil fields and includes the zero edge of the Boxvale sandstone, the primary producing reservoir in the area. Several four way dip closures are mapped and ready for drilling.

A possible untested Boxvale sandstone zone in Rookwood-1 maybe present, indicating a potential target of up to 12 million barrels in the Rookwood Prospect, if oil is present. A redrill of the Rookwood Prospect, Rookwood South-1, is planned for the second quarter of 2001, subject to farmout.

Victoria Petroleum NL has recently increased its interest in the Rookwood Block to 74.22% by acquiring the interests of other JV participants. Victoria Petroleum NL is the Operator of the ATP 608P Joint Venture.

SOUTH AUSTRALIA

PEL 57
OTWAY BASIN, SOUTH AUSTRALIA
VICTORIA PETROLEUM N.L. INTEREST - 10%

Victoria Petroleum N.L. has a 10% interest in PEL 57 which covers an area of 794 square kilometres in the onshore Otway Basin.

In May 2001, a well called McNamara Park-1 is scheduled to be drilled in the adjacent permit PEL 72.

The McNamara Park Prospect covers the boundary of PEL 57 and PEL 72, and the PEL 57 Joint Venture is contributing 33% to the cost of McNamara Park-1 in Joint Venture with PEL 72.

The McNamara Park Prospect is estimated by Origin Energy to have the potential to contain recoverable gas reserves of up to 170 billion cubic feet of gas, of which 56 billion cubic feet lies within PEL 57.

Origin Energy is the operator of the PEL 57 Joint Venture and the adjacent Katnook/Hazelgrove producing gas fields.

NEW CALEDONIA

PRA 436
NEW CALEDONIA BASIN, NEW CALEDONIA
VICTORIA PETROLEUM N.L. INTEREST - 24.06%

The Participants in the PRA 436 exploration effort are currently studying the potential for a second well on the Gouaro Prospect in conjunction with a renewal application over the area. The first well, Cadart-1, was drilled to a total depth of 1930 metres in January 2000. An open-hole test of the interval 1650-1930 metres produced gas to surface at a rate too small to measure. After a 36-hour flow test, the well bridged off and the gas flow died. Subsequent attempts to sidetrack the well and re-drill the prospective section were unsuccessful and the well was abandoned on 17th February 2000.

A ready market for gas to electricity from 6 million cubic feet per day up to 50 million cubic feet per day potentially increasing to 100 million cubic feet per day in 2003, at attractive gas prices is available for the adjacent industrial and nickel refining operations in New Caledonia.

Victoria Petroleum NL considers the frontier nature of oil and gas exploration in New Caledonia is more than offset by the extremely strong market demand for any locally discovered and produced hydrocarbons to replace the 2 million barrels of diesel and fuel oil imported each year to generate electricity for New Caledonia and the encouraging oil and gas shows and gas flow to surface from the Cadart-1 drilling.

Victoria Petroleum NL is the Operator of the PRA 436 Joint Venture.

PAPUA NEW GUINEA

PPL 213 & PPL 202 TOP FILE APPLICATION
PAPUAN BASIN, PAPUA NEW GUINEA
VICTORIA PETROLEUM N.L. INTEREST - 15%

Petroleum Prospecting Licence PPL and PPL 202 are adjacent permits situated in the Papuan Fold belt of the onshore Papuan Basin, Papua New Guinea. Three wells have been drilled in PPL 213, Tarim-1, Menga-1, and Tumuli-1.

Following a comprehensive geological review, the more prospective areas of PPL 213 and PPL 202 have been combined into a top-file application, and the original permits offered for surrender. The new permit when issued will encompass the leads and prospects most suitable for further work..

Santos Ltd is the Operator of the PPL 213/202 Joint Venture.

Yours faithfully,

JOHN KOPCHEFF
MANAGING DIRECTOR
VICTORIA PETROLEUM N.L.

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