PRIVATE PLACEMENT MEMORANDUM

PRIVATE OFFERING MEMORANDUM NO.______

Matterhorn 2 Well Project (An Oil and Gas Horizontal Drilling Participation Program) February 15, 2016 A Maximum of $6,500,000 in Joint Venture Working Interests 100 Direct Working Interests at $65,000 per Full Undivided Interest No Minimum

Matterhorn 2 Well Project plans to participate in the horizontal drilling of two oil and gas wells in Kanawha County, West Virginia. Cunningham Energy, LLC of Charleston, West Virginia is operator of this project. Cunningham Energy LLC currently owns the leases. These wells will be drilled on 4 leases totaling approximately 432 gross acres. The following table describes these wells: Type Name County Lease Name API # Oil Samples #7H Kanawha, WV Samples TBD Oil Samples #9H Kanawha, WV Samples TBD If fully funded, the Project will receive a 100.0%Working Interest. Cunningham Energy LLC will have a carried Overriding Royalty Interest of approximately 15.00% on the Samples horizontal wells. Also, the Project will have an approximate 70.00% Net Revenue Interest. This means that The Working Interest Participants, other than Cunningham Energy LLC, will initially pay for 100% of the expenses for the drilling and completion of the Matterhorn 2 Well Project. The Project investment has the following characteristics: • Each Interest will represent a 1% Working Interest (.70% Net Revenue Interest in the Samples #7H and Samples #9H) Matterhorn 2 Well Project’s wells. Working Interest Participants will hold their well interests directly. • If the maximum offering amount is sold, the Project will indirectly own up to 100.0% Working Interest which will equal approximately a 70% Net Revenue Interest. Any reduction in the Project’s interest would not affect the well percentage ownership allocated to each Interest. • The $65,000 per 1% Working Interest price will be paid at Subscription. Proceeds of all of these payments will pay the prospect fees, project management and supervision fees, the organization costs as well as potential profits to Cunningham Energy LLC on the drilling and completion of the Samples wells.

Matterhorn 2 Well Project Offering Memorandum

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