National Association of Division Order Analysts July / August / September 2025
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Volume MMXXV • No 3
www.NADOA.org
Contents Feature
Articles
NADOA 2025 Officers President Kimberly Bowman 1st Vice President Jean Hinton 2nd Vice President Armando Lopez Treasurer Iris Alcantara Corresponding Secretary
2026 Election Results.............................................................................4 Membership Recognition.....................................................................5 Legislative Watch and Legislative Recap......................................7 Does the Texas Form Title Opinion Work in Oklahoma (Part 2)............................................................................8 Unclaimed Property Risks of Mergers & Acquisitions..........15 Legal Updates State v Riemer.......................................................................................17 Cactus Water Services v COG Operating LLC Making a Splash..............................................................................20 Murky Waters..................................................................................23 Institute Highlights...............................................................................34
Nichole Dwire, CDOA Recording Secretary Samantha Rodelo
The NADOA News Magazine is a quarterly publication of the National Association of Division
Order Analysts P O Box 1656 Palm Harbor, FL 34682
In This
Issue
Subscription: By membership to NADOA, at $100.00 per year. News Magazine Editor Rona L. Erickson, CDOA magazine@nadoa.org
President’s Corner...................................................................................1 Decimal Points..........................................................................................3 Certification............................................................................................... 6 New Members..........................................................................................29 Counterpart Connection.....................................................................30 2025 NADOA Board & Committee Chairs....................................45 Calendar of Events................................................................................46
Graphic Design, Paul Beach
On the Cover: Boston Garden Photo Courtesy of The Westin Copley Place
All rights reserved. No part of this publication may be reproduced/copied without written permission. Editorial disclaimer: The contents of this newsletter are intended for member use only and any other use without permission from the NADOA Board of Directors is strictly prohibited. Articles published herein represent the view of the authors; publication neither implies approval of the opinions expressed nor accuracy of the facts stated and NADOA accepts no liability for misprints.
President’s
Corner
Kimberly A. Bowman 2025 NADOA President
Our 52nd Annual Institute was held just a few weeks ago at The Westin Copley Place in Boston, MA. A few years ago, I hoped to bring NADOA to a city we had never visited before, and Boston did not disap- point! The weather was perfect, the sightseeing was endless, the food was outstanding, and our lineup of speakers was incredible—everyone was raving about this year’s Institute. First, I want to say that it truly takes an army to put on Institute. Planning begins years in advance, and countless hours go into making it a success. To everyone involved, I extend my sincere gratitude. A special thank you to Valerie Wible and Jennifer Beyer , Institute Chairs, and their committee for orchestrating one of the best Institutes on record. Thank you also to Norma Dooley for managing our hotel logistics—from AV and catering to room reservations and everything in between. Norma’s commit- tee, Gorden Gallet (hotel reservations) and Kaprice Pearson (food), did an outstanding job. Chase Howell —thank you for your efforts in pulling together such a strong speaker lineup. Of course, no Institute would be complete without fun, and our FUN Committee — Michelle Harris- Fairclough , Stephanie Moore , and Joe Carpini —outdid themselves. The Welcome Reception was one of the best in years, and the outing to Urban Wild was a true highlight. Thank you all! I’ve only scratched the surface of everyone who contributed, but please know that I deeply appreciate the work and dedication that made this Institute a success. EXCELLENT JOB to all! As my year as NADOA President comes to a close, I know the association will continue to thrive under the leadership of Jean Hinton , who will host next year’s Institute at the Las Colinas Omni. I encourage each of you to get involved by volunteering on one of our many committees or helping with the 2026 Institute. Our volunteers are what make this organization so special. The experience is rewarding, and you’ll have the chance to meet and work with some of the best professionals in the energy industry. You won’t regret it! On a personal note, one of my fondest memories from Boston was having my daughter, Ashley Ginter , with me. She is following in my footsteps, working at PakEnergy in Oklahoma City. After Institute, Ashley and I took a commuter train trip to Rockport, MA – a breathtaking Hallmark-worthy coastal town about an hour and a half away. The locals were so friendly, and we enjoyed the best clam chowder we’ve ever
had. As we headed back to the train, neither of us wanted to leave. We are already plan- ning to return for a longer stay. Now, as we move into the holiday season (yes, I already have my Christmas tree down from the attic!), I encourage you to enjoy this time with your friends and family. May it be filled with gratitude, blessings, and joy. Happy Fall, and THANK YOU for a won- derful Institute!
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President’s Reception
Wednesday Welcome Reception
Friday Night Ballgame at Fenway Park
Thursday & Friday General Sessions
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NADOA
Decimal Points
2025 News Magazine Deadlines
Regional Reporters
Fourth Quarter............................November 14
ABADOA
Steptoe & Johnson PLLC Ryan.daniels@steptoe-johnson.com
CAPDOA
OPEN
NADOA online Job Bank has new postings. Visit: https://nadoa.wildapricot.org/page-662233 ADVERTISE WITH NADOA Advertising in the NADOA Newsmagazine is a great way to get your business name out to NADOA members. Contact Cheryl Hampton at champton@limerockresources.com for details.
DADOA
Kelly Sandoval, CDOA Kelly.sandoval@sitio.com
DALWORTH Lewis Box, CDOA lewis.box@gmail.com HADOA Emily Sheffield
esheffield@oglawyers.com
PBADOA
Kaprice Pearson kpearson@vtxep.com
SADOA
Dena Blevins dblevins@frontierland.net
Arkansas
OPEN
Kansas
Amy Flaming Amy.flaming@chsinc.com Kimberly A. Backman kbackman@crowleyfleck.com Zachary P. Oliva zoliva@oglawyers.com Margaret Patton mpatton@pattonfirm.com
North Dakota
2025 News Magazine Team
New Mexico
Louisiana
If you have a suggestion for someone to act as a Regional Reporter to help NADOA keep abreast of current legislation and legal issues for a region, please submit the name or name of the firm to magazine@nadoa.org . Be sure to keep your NADOA directory information up to date. With the many changes happening in our industry and the world, staying connected with professional contacts and taking full advantage of the educational opportunities NADOA membership offers has never been more crucial.
Rona Erickson , CDOA Editor
Melanie White, CDOA Associate Editor
Susan Bradley, CDOA Associate Editor
Somchay Fairbanks, CDOA Associate Editor
Sara Buck Associate Editor
Cheryl Hampton Associate Editor, Advertising
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Results For The 2026 NADOA Board The 2026 elected Board members were announced at our annual Institute in Boston in August. I want to thank those who helped me with the nominating committee, who assisted in finding candidates to run: Betty Davidson and Norma Dooley. With a total count of 281 members voting, I want to thank the Tellers Committee who helped certify the ballot count: Valerie Wible, Betty Davidson, Norma Dooley and Kim Bowman. A special THANK YOU to all the candidates who ran for the Board as well as the Local Directors. Below are the results:
President..................................Jean Hinton 1 st Vice President.....................Armando Lopez 2 nd Vice President....................Gordon Gallet Treasurer..................................Iris Alcantara
Recording Secretary.................Nichole Dwire, CDOA Corresponding Secretary.........Somchay Fairbanks, CDOA
Board Advisor..........................Kim Bowman CAPDOA..................................Lola Strickland DADOA....................................Sandi Rupprecht DALWORTH.............................Debra Davis HADOA....................................Rebekah Jones PBADOA..................................Samantha Rodelo SADOA.....................................Cyndi Price
Vicki Danielson, CDOA 2025 Board Advisor
L to R: Gordon Gallet, Iris Alcantara, Jean Hinton, Somchay Fairbanks, Kim Bowman, Armando Lopez
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2025 NADOA Membership Recognition Awards
Corporate Award - presented to the group or company that has contributed to NADOA’s growth and development, the Division Order profession, and/or the industry during the past year.
teaching beginner and advanced Excel to attendees is unmatched. Her willingness to fill in where needed and present great topics that interest new and experienced analysts is very much appreciated. This year the award goes to Melanie Finnegan, CDOA . educating, and sharing knowledge on numerous occasions to the NADOA Membership, the Division Order profession, and/or the industry during the past year. This is an extraordinary speaker who gets top ratings every time she presents at Institute. Her professionalism and ability to
By creating the graphics and slide presentations with the logos to honor the vendors, sponsors and others who have helped support Institute each year, John Danielson is responsible for the professional projections displayed at the NADOA Institute. This year the award goes to Danielson Cinema . Education Award - this award is presented to the NADOA member who has dedicated their time and service to the betterment of Division Order Professionals through influence and mentorship. This person joined the Education Committee 3 years
Russell Schetroma Memorial Speaker’s Award - presented to an individual who has contributed to NADOA’s growth and development by speaking,
keep an audience involved are mentioned by all who attend her classes, and she has spoken at many Institutes. Her abilities and knowledge are leading edge and should be acknowledged. This award is presented to Melissa Martin with Ball Morse Low. Member of the Year - This next award is new for this year. It’s the NADOA Membership Recognition Award for Member of the Year. This
ago as a novice. His suggestions for speakers and topics were a refreshing change to our lineup of speakers. After one year, he became the Institute Speaker Committee Co-Chair and excelled again at signing up speakers willing to speak free of charge while covering their own expenses, which was a huge savings to the Institute budget. He continues through the 2025 Institute to bring new topics and ideas to the Education Committee . This year the award goes to Chase Howell . Interaction Award - this award is presented to the NADOA member or affiliated organization who has had a positive community impact and extraordinary service and dedication in leading and promoting the Division Order profession. This analyst volunteers to speak at webinars and the Wednesday classes at Institute. Her knowledge
award is presented to a NADOA member who has demonstrated outstanding character and dedication in their role as a Division Order Analyst. The first award will be given to Armando Lopez .
Armando gives his all whether it is administering the NADOA Facebook, Instagram and LinkedIn pages with important updates, advertising the webinars and especially keeping the Institute information up to date and relevant. He takes photos for our Institute slide
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shows, runs all kinds of errands at Institute, and works on committees while serving on the Board. Many nights of the week, he goes without sleep due to work demands yet always finds time for NADOA. There is not a better member to honor. Ellis Rudy Memorial Lifetime Achievement Award - this award is presented to the NADOA member who has exemplified the Division Order profession through demonstrated leadership contributions to the industry and the profession during his/her career. Congratulations to Valerie Wible , CDOA! Valerie has done an exceptional job every year she has been involved with NADOA. Valerie has been a cornerstone of NADOA for years. She’s been involved for many years in registration, spending countless nights hand-stuffing lanyards for Institute. She always
greets attendees with a warm smile—even after the longest days and nights. As a past Treasurer, she dutifully checked our accounts every morning for fraud charges, tirelessly protecting NADOA’s financial wellbeing. Last year she promoted the 2024 institute in OKC to several local companies
and convinced them to send as many employees as possible. Our registration numbers were one of the highest in years. This year, Valerie served as Institute Co-Coordinator. Valerie has been a teacher, a mentor, a dedicated volunteer, and most importantly, a lifelong friend—not just personally, but to all of NADOA. Her legacy is one of selflessness, hard work, and heart.
CANDIDATES FOR CERTIFICATION Publication of the following “Certified Division Order Analyst” applicant(s) fulfills the requirement as stated in the Voluntary Certification Policy, III C.2, which states: “…applicant’s name will be published in the NADOA Newsletter or other official publication of NADOA.” This allows the NADOA membership an opportunity to present objections to the certification of the applicant. Any objection to the certification of the applicant must be in writing and signed by a NADOA member or non-member who qualifies his knowledge and objection of the applicant. All such letters will be considered confidential and must be received by the NADOA Certification Committee at the following address within thirty (30) days following the last day of the month in which the Newsletter or other official publication of NADOA was published: NADOA Certification Committee P O Box 1656 Palm Harbor, FL 34682 If the objection warrants denial of the certification or temporary withholding of certification, the applicant will be notified by Certified Mail. CANDIDATES FOR CERTIFICATION CANDIDATES FOR RECERTIFICATION Ashli Cotton – Allen, TX Michelle E. Carter – Moore, OK Kodi Shelanne Foreman – Oklahoma City, OK Erica L. Honeycutt – Broomfield, CO Carol Lee Johns – Houston, TX Kristi Higgs – Salt Lake City, UT CONGRATULATIONS TO THE FOLLOWING NEW CDOA! Cynthia K. Lancaster – Spring, TX Kyndall Leone – Midland, TX Tara C. Miller – Tulsa, OK Coren Lynn Perez – Oklahoma City, OK Monica Elizabeth Wamsley – Katy, TX Pam J. Wells – Tulsa, OK
Tim Deck – Dallas, TX
The CDOA committee would like to thank all of those who stopped by our table and helped to promote the CDOA program this past year! Congratulations to those who recently passed the CDOA test and to those still working to pass the whole thing. We hope that you will reach out to the CDOA committee if you’re interested in becoming a CDOA cdoa@nadoa.org.
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Legislative
Watch
Both of the following bills were still in committee at press time Michigan SB140 – Proposes to double the oil and gas monitoring fee from 1% to 2%, capped at 2% of gross value, to support monitoring and enforcement.
Pennsylvania SB910 – Introduces a 6.5% severance tax on the gross value of natural gas starting January 1, 2026.
Legislative
Recap
Louisiana HB404 – Reduces the interest rate on delinquent tax liabilities. HB495 – Narrows the horizontal well gas exemption duration (18–24 months based on completion date). HB600 – Reduces oil severance tax rates on certain wells, including incapable, stripper, inactive, and orphan wells. New Mexico HB218 – Updates severance tax definitions to include slop oil, sediment oil, and skim oil, and adjusts the calculation method for advance payments. North Dakota SB2397 – Encourages innovative drilling by exempting the first 250,000 barrels of oil from a development incentive well from the 5% extraction tax. HB1483 – Expands the reduced 2% extraction tax to the first 300,000 barrels for new wells outside Bakken/Three Forks. Oklahoma HB1372 – Offers a 50% production tax discount for 36 months on recovery projects from orphaned wells. Texas HB3159 – Establishes a severance tax exemption for restimulated wells with production history, with limits based on production and cost recovery. Utah SB207 – Implements an impact mitigation tax of $0.05/bbl and $0.0025/MCF on oil and gas, earmarked for local transportation infrastructure. Wyoming SF17 – Offers a $10/ton incentive for CO ₂ captured and used in enhanced oil recovery, conditional on federal 45Q credit eligibility.
Thank you to Savy Oil and Gas Consulting for these updates.
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(Part 2) Does the Texas Form Title Opinion Work in Oklahoma? - The Rest of the Story
The presence of words such as . . . “Landowner’s,” modifying “royalty” . . . cannot be considered constructionally clarifying and should be omitted by the draftsman or, if used, ignored.” – Richard W. Hemingway (Eugene O. Kuntz, Professor of Oil and Gas Law, University of Oklahoma)
In our earlier article (see NADOA Q2 magazine), Does the Texas Form Title Opinion Work in Oklahoma? - The Good, the Bad and the Ugly, we noted a curious trend over the years: the widespread use of a Texas-style title opinion in places like Oklahoma and the Rocky Mountain states driven by the significant influence of Texas-based or affiliated law firms branching out into other states. There we examined the foundational differences between Texas and Oklahoma’s approaches to oil and gas title opinions. We discovered that while the Texas Form 1 title opinion offers a valuable structure, its straightforward application in Oklahoma frequently results in a mismatch, particularly in aspects like ownership table structures, force pooling, managing multi-tract units and regulatory details. These differences highlight why a Texas-style approach may not fully
2. Working Interest (WI) vs. Leasehold : We will explore how Oklahoma’s approach to pooling and well spacing does not strictly differentiate between these interests as in Texas, questioning the practical significance of this distinction within Oklahoma’s operational context. 1 In our first installment we examined the Texas Form title opinion as presented by Houston lawyer Paul Yale, where he dissected the specifics of how these title opinions are structured. See , Paul Yale, Oil and Gas Title Opinions: Structuring and Format , in State Bar of Texas: OIL, GAS & MINERAL TITLE EXAMINATION COURSE (June 25-26, 2015, Houston, Texas), Chapter 17. (sometimes referred to herein as: “Yale” or the “Yale article”). 2 Note: These distinctions are not a big deal; but rather, they just of- fer a peek at how Texas and Oklahoma folks see things differently.
align with Oklahoma’s needs. Building on that foundation, this second installment aims to further explore these differences, focusing on key elements that define land and mineral rights in Oklahoma. Here, we will examine five distinctions that highlight the divergence between Texas and Oklahoma’s legal frameworks: 2 1. Landowner’s Royalty (LOR) vs. Royalty : We will clarify the differences between these royalty concepts, focusing on how the term “Landowner’s Royalty” as traditionally understood in Texas-style title opinions may not convey the same meaning in Oklahoma.
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3. Surface Ownership: Accommodation Doctrine vs. Surface Damage Act : We will contrast how Texas’s Accommodation
established only through the right to search for and reduce minerals to possession. 3
Doctrine versus Oklahoma’s Surface Damages Act impacts the necessity of including surface ownership in title opinions.
As such, in Oklahoma, the concepts of “landowner” and “mineral owner” represent two distinctly separate viewpoints. If you ask an Oklahoman, “Are you a landowner or a mineral owner?”, you are likely to hear, “I own minerals” or “I’m a mineral owner.” However, pose the same question to a farmer or rancher, and you will probably get a response like, “I own the surface, but not the minerals.” This distinction is critical because in Oklahoma, it is exceedingly rare to purchase land where the mineral rights are included. The vast majority of mineral rights have long been severed from the surface rights, illustrating the unique separation of these ownership types in the state. Thus, when Oklahoma partitioners see terms like “landowner’s interest,” “landowner’s royalty rights,” or “landowner’s mineral interest” in an Oklahoma conveyance, it might raise questions. For instance, if O conveys to A an undivided 1/16 “landowner’s royalty interest,” the terminology can confuse: Is this a conveyance of mineral rights or royalty? Here, “landowner” might not adequately describe the interest, especially post-lease, where the term would be irrelevant in Oklahoma’s context since the mineral estate is not automatically tied to land or surface ownership. 4 For example, the term “Land” in Oklahoma’s property code (through amendments) has been defined (and interpreted) to specifically exclude oil and gas. 5 With respect to deed interpretation and drafting (and not title opinions) the late Professor Emeritus Richard W. Hemingway (Eugene O. Kuntz, Professor of Oil and Gas Law, University of Oklahoma ), observed:
4. Deed of Trust vs. Mortgage: We will explore the conceptual differences between a Deed of Trust, prevalent in “title theory” states like Texas, and a Mortgage, which is the norm in “lien theory” states like Oklahoma. We will examine how these security instruments operate and affect the securing of interests in oil and gas properties. 5. “Husband and Wife” (Community Property) vs. Co-Tenancy (Common Law) : Here, we analyze how marital property laws in Texas contrast with Oklahoma’s common law principles, which significantly affects the conveyance and ownership of interests. By understanding these distinctions, we aim to provide a clearer picture of why Oklahoma’s title practices necessitate a customized approach rather than a complete adoption of the Texas model.
“Landowner’s Royalty” (LOR) vs. Royalty
1.
In Texas-style title opinions, the term “Landowner’s Royalty” (LOR) is commonly seen in ownership tables, which might describe either the mineral owner’s lease royalty interest or the proportionately reduced royalty interest, typically represented by an eight-digit “Decimal” interest. However, this terminology could seem unusual or even a bit odd to an Oklahoma practitioner due to the fundamental differences in how mineral rights are viewed between these states. You see, Texas operates under an “ownership in place” doctrine, where landowners inherently own the minerals beneath their land unless specifically severed. In contrast, Oklahoma follows a “non- ownership in place” approach, where no one inherently owns the minerals in place; ownership is
The presence of words such as . . . “Landowner’s,” modifying
3 See , Richard W. Hemingway , The Law of Oil and Gas § 1.3 (3d ed.). 4 See, Hemingway at § 2.7(F)(2). 5 16 Okla. Stat § 6 and see Oklahoma Attorney General Opinion 2024 OK AG 2.
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“royalty” . . . cannot be considered constructionally clarifying and should be omitted by the draftsman or, if used, ignored. 6
and determine who the new working interest owners are. 7
Admittedly, this is not a very satisfying answer. For starters, it is very rare indeed (maybe approaching unicorn status) that I have ever seen an Oklahoma practitioner set out double-ownership ( i . e ., a tract working interest ownership and separate individual lease-by-lease ownership) in a title opinion. This does not mean it never happens—it just means that anytime I have seen this in an Oklahoma title opinion it was written by a Texas trained lawyer.
Therefore, while “Landowner’s Royalty” might be a familiar term in Texas, its use in Oklahoma could lead to confusion due to the state’s often highly fractionalized and severed mineral estate interests. Here, the term does not necessarily reflect the traditional understanding from Texas where mineral rights are inherently tied to land ownership. In Oklahoma, where mineral rights are more often than not distinct and severed from surface rights, using “Landowner’s Royalty” without clarification may not accurately convey the intended meaning. To avoid this ambiguity, it would be more appropriate to adopt terms like “Mineral Owner Royalty” or simply omit the modifier—and just use “Royalty”—as is the norm in Oklahoma title opinions.
The Yale article describes working interest and leasehold interest as follows:
Working interest is the operating interest under an oil and gas lease. A leasehold interest, in contrast, is the oil and gas leaseholder’s possessory estate in land, and may be either operating or non-operating. Leasehold interests may ripen, therefore, into working interests but they do not necessarily start out that way. Citing, 8 Patrick H. Martin & Bruce M. Kramer , Williams & Meyers , O il and G as L aw 155 (LexisNexis 2014) and 22 B lack ’ s L aw D ictionary 416 (3rd pocket ed. 2006). 8
Working Interest (WI) vs. Leasehold
2.
The Texas Form title opinion in the Yale article distinguishes between working interest ownership and individual leasehold ownership. For example, the Form has ownership tables for the working interest—that is an aggregate of all the oil and gas leases for a particular tract of land. Additionally, the Form has a separate ownership table for each individual oil and gas lease—which always adds to 100% for each lease notwithstanding that the associated working interest in the tract for such lease may be less the 100%.
However, it is submitted that the Yale definition is in real-world practice a distinction without any practical difference—the terms are synonymous. 9
In fact, Oklahoma’s spacing and pooling statute
The question and answer presented in the Yale piece was:
6 Id . Professor Hemingway seems to be reinforcing the old saying “omit needless words”; as made famous from William Strunk, Jr. & E.B. White, The Elements of Style p. 23 (4th ed. 1999) (1935) (“ Omit needless words. Vigorous writing is concise. A sentence should contain no unnecessary words, a paragraph no unnecessary sentences, for the same reason that a drawing should have no unnecessary lines and a machine no unnecessary parts. This requires not that the writer make all sentences short, or avoid all detail and treat subjects only in outline, but that every word tell.”) 9 See , Patrick H. Martin & Bruce M. Kramer, Williams & Meyers , Manual of Oil & Gas Terms 550 (2006) (citing Miller v. Schwartz , 354 N.W. 2d 685 (N.D. 1984), citing this Manual for the proposition that “it appears that the term ‘working interest,’ as commonly used in the oil industry, is generally synonymous with the term ‘leasehold interest.’”) 7 Yale at p. 14. 8 Yale at p. 14.
Why would leasehold information be of interest to a client since costs and revenues are allocated on a working interest, and not [on an individual] lease basis? The reason is that unit boundaries change all the time. Having [individual] leasehold [ownership] as well as [tract] working interest information allows a client to quickly deal with unit changes
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for unit development is written in terms of “any person having the right to drill into and produce from such common source of supply” 10 and “any person owning an interest in the minerals in lands embraced within such common source of supply, or the right to drill a well for oil or gas on the lands embraced within such common source of supply.” 11 Furthermore, with respect to force pooling on a unit basis, an unleased mineral owner is regarded as a royalty owner to the extent of a 1/8 interest and a working interest owner as to the remaining interest. 12 Finally, the terms “working interest owner” and “nonparticipating working interest” appear in a couple of places; 13 and, the word “leasehold” only appears in the wording for the statutory Pugh clause 14 and as relates to an Operator’s lien. 15 Consequently, in Oklahoma, the oil and gas regulatory framework is tailored for unit development (rather than development on an individual lease basis) often encompassing dozens of oil and gas leases spread across multiple divided tracts and combined into a single drilling and spacing unit. Detailing ownership on an individual lease-by-lease level would significantly increase the time and cost of preparing a title opinion. In my experience, clients usually do not request this level of detail, and the additional expense might not justify the benefits. Therefore, it is crucial to discuss this option with clients beforehand, as opting for a lease-by-lease ownership detail will undoubtedly raise the costs.
Surface information may be included in this Opinion for convenience purposes, only. If a definitive Opinion on the Surface is needed, contact the Examiner for a supplement to this Opinion. 17
The Yale article explains that Texas practitioners are hesitant to include surface ownership in an oil and gas title opinion because that can expose lawyers to significant legal, financial, and professional risks. By offering an opinion on surface rights, attorneys inadvertently position themselves or their malpractice insurers as de facto title insurers for the surface estate. While oil and gas lawyers might anticipate legal action for mistakes concerning the oil and gas estate, they often do not consider the potential lawsuits that could arise if a surface- related real estate deal goes awry due to errors in their title opinion. For these reasons, the Yale article explains that many Texas practitioners believe it is prudent to exclude surface ownership details to mitigate these risks. 18 “Accommodation Doctrine”: I am not convinced, however, that the primary motivation for omitting surface ownership from oil and gas title opinions in Texas is solely about mitigating legal, financial, and professional risks. Instead, I believe the real driving force is the unique relationship between surface owners and oil and gas Operators, shaped significantly by the Accommodation Doctrine. In Texas, this doctrine often negates the need for Operators to negotiate directly with surface owners for damages or surface access, reducing the necessity for detailed surface ownership information in title opinions. If the relationship between the surface and mineral estate is
Surface Ownership: Accommodation
3.
Doctrine vs. Surface Damages Act
In my experience, Oklahoma title examiners will typically include surface ownership when drafting an oil and gas title opinion—at least for Drilling Title Opinions. However, as noted in the Yale article, this has not always been the case for Texas practitioners. 16 In fact the Texas Form opinion presented in the Yale piece includes a surface ownership disclaimer:
10 52 Okla. Stat. § 87.1 11 52 Okla. Stat. § 87.1 (a) 12 52 Okla. Stat. § 87.1 (e) 13 52 Okla. Stat. § 87.1 (g), (h)(1)(2)
14 “In case of a spacing unit of one hundred sixty (160) acres or more, no oil and/or gas leasehold interest outside the spacing unit involved may be held by production from the spacing unit more than ninety (90) days beyond expiration of the primary term of the lease.” 52 O.S. § 87.1 (e). 15 52 Okla. Stat. § 87.1 (b).
This Opinion expressly excludes from coverage the ownership of the surface estate in the Subject Lands.
16 Yale at p. 3. 17 Yale at p. 49. 18 Yale at p. 3.
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already streamlined by legal precedents like the Accommodation Doctrine, why include surface ownership details? Excluding them might only serve as an additional safeguard against liability, but it seems more like a side benefit rather than the primary reason. The argument that it is all about risk mitigation might be overstated when the practical interaction between the surface and mineral estate is already minimized by established legal norms. 19 “Surface Damages Act”: Unlike the Texas approach, including surface owner details in Oklahoma title opinions is not just beneficial; it is a necessity, primarily due to the distinct relationship between surface owners and oil and gas well Operators governed by the Oklahoma Surface Damages Act. Since July 1, 1982, under 52 Okla. Stat. §§ 318.2-318.9, Operators have been mandated to engage directly with surface owners in a highly regulated manner before any drilling can commence. The law requires operators to notify surface owners via certified mail of their intent to drill and to enter into good faith negotiations within five days to determine any surface damages. This interaction is not just a formality but a legal obligation, backed by the requirement to post a $25,000 corporate surety bond or bank letter of credit with the Secretary of State to guarantee payment of such damages. 20 Furthermore, if no written settlement on surface damages is achieved, the legislation sets out a detailed legal pathway through district court
documentation of surface ownership to effectively manage legal requirements, avoid litigation, and protect all parties from potential financial penalties. This necessity underscores why Oklahoma title examiners should include surface ownership in their opinions, not just for completeness but for legal and operational prudence. Surface Possession: One last consideration for including surface ownership details in title opinions is that this information can significantly aid clients in their due diligence. Clients are legally charged with notice, whether through inquiry or actual knowledge, of all claims by individuals in actual possession and occupancy of the land. Understanding who the record surface owners are enables Operators to thoroughly investigate the nature and extent of surface occupancy, as well as potential claims related to adverse possession or homestead rights. This knowledge is important for ensuring comprehensive due diligence and for mitigating associated risks. Conclusion: The relationship between surface owners and mineral estate holders varies significantly between Oklahoma and Texas, influencing the relative importance of including surface ownership in title opinions. In Texas, the Accommodation Doctrine establishes a framework where surface use by mineral lessees must accommodate reasonable surface use by the landowner, reducing the frequency of direct negotiation over surface damages. This doctrine minimizes the operational need for detailed surface ownership in title opinions, with Texas practitioners often citing risk mitigation as a reason for exclusion. However, the primary motivator 19 For a detailed discussion of the “Accommodation Doctrine” as articulated by the Texas Supreme Court see , Getty Oil. v. Jones , 470 S.W. 2d 618, 622-623 (Tex. 1971) (This case involved a situation where Getty Oil’s pumpjacks were obstructing the operation of an irrigation system installed by the surface owner. The court found that Getty Oil was required to either lower the pumpjacks or use a different type of pumping system that would not interfere with the surface owner’s irrigation, since these alternatives were reasonable and available under industry practices. This decision balanced the rights of the mineral and surface owners, establishing a precedent where the mineral lessee must accommodate the reasonable surface use if possible.) 20 See generally , 52 Okla. Stat. §§ 318.2-318.9. 21 Id .
proceedings in the county where the land is located, involving appraisals and specific
procedures for damage assessment. The importance of these statutes cannot be overstated; failure to adhere to them can expose operators to significant liabilities, including treble damages. 21 Given this framework, title opinions in Oklahoma should include surface ownership details to ensure compliance with these legal mandates. Unlike in Texas, where the Accommodation Doctrine offers a different framework for interactions between surface owners and well Operators, Oklahoma’s laws require a thorough understanding and
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seems to be the streamlined interaction facilitated by legal precedent rather than solely the avoidance of liability. Conversely, in Oklahoma, the Surface Damages Act mandates a more interactive and legally prescriptive relationship between surface owners and Operators. Since 1982, this Act has required Operators to formally notify and negotiate with surface owners regarding potential damages before drilling can begin, backed by financial guarantees. The legal consequences for non-compliance, including the possibility of treble damages, make understanding surface ownership not just beneficial but essential for operational compliance and risk management. Therefore, incorporating surface ownership details in Oklahoma title opinions is an additional aid to clients to help ensure compliance with the law, thereby safeguarding all parties from potential legal and financial consequences. This significant difference in legal approach to the surface/mineral owner relationship between the two states underscores why Oklahoma practitioners must consider surface ownership with greater detail and significance than their Texas counterparts.
the loan. This means the lender’s interest is a lien right, not ownership. In contrast, the Deed of Trust, in a title theory state, gives legal title to a trustee appointed by the lender until the loan is paid off. This trustee holds the title on behalf of the lender, providing more security in the event of default—by allowing for a non-judicial foreclosure process. The key distinction lies in who holds legal title during the loan term: the borrower in lien theory, and a trustee in title theory. However, for title examiners this is a distinction without much difference. Typically, title examiners in Oklahoma will treat the Deed of Trust the same way as they treat a Mortgage—that is, an examiner will list them both as an “encumbrance” or lien upon title; rather than a straight-up transfer of title. In fact, I know of no instance where an examining attorney showed ownership of an oil and gas property in the name of the trustee-bank/ lender under a Deed of Trust instead of the oil company-equitable title holder/borrow. It just does not happen! [insert lawyer weasel word here (“usually”).] In conclusion, the differences between a Deed of Trust and a Mortgage may be significant in theory, but in practice, they often blur in the realm of title examination. While historically distinct, the evolution of non-judicial foreclosure laws across states has minimized their practical disparity, streamlining processes for lenders and title examiners alike. 24 To be clear, however, where a Deed of Trust appears in the Oklahoma land records it is a tell-tail sign that it was drafted by someone trained in a “title theory” state. “Husband and Wife” (Community Property) vs. Co-Tenancy (Common Law Property) 5. 22 As to “Lien Theory” and “Title Theory” in mortgage law, see e . g ., Teachers Ins. and Annuity Ass’n of America v. Oklahoma Tower Associates Ltd. Partnership , 1990 OK 97, 798 P.2d 618. 23 Id . at ¶4 and ¶7. 24 For Texas non-judicial foreclosure procedures, see Tex. Prop. Code § 51.002. Sale of Real Property Under Contract Lien. For Oklahoma Power of Sale Mortgage Foreclosure Act, see , 46 Okla. Stat. § 40 et . seq .
Deed of Trust vs. Mortgage
4.
“Lien Theory” and “Title Theory”: 22 It has become common place in Oklahoma for Deeds of Trust to be recorded in the land records. The primary difference between a Mortgage and a Deed of Trust lies in how they secure a loan. In a Mortgage ( i . e ., Oklahoma), the borrower grants the lender a lien against the property as security for the loan, while retaining legal title to the property (“lien theory”). In contrast, a Deed of Trust ( i . e ., Texas) involves three parties: the borrower, the lender, and a trustee. The borrower transfers legal title to the property to the trustee, who holds it until the loan is paid off (“title theory”). 23 If the borrower defaults, the trustee has the power to initiate foreclosure proceedings and sell the property to satisfy the debt, typically without court involvement. As such, in a lien theory state, the borrower under the Mortgage holds legal title to the property, while the lender places a lien on it as security for
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Occasionally, I will come across an Oklahoma title opinion with a mineral ownership table that looks something like this:
Conclusion
In conclusion, the significant legal and operational differences between Texas and Oklahoma’s approaches to land and mineral rights make it clear that a Texas-style title opinion requires substantial modification to be effectively utilized within Oklahoma’s oil and gas industry. From the different interpretations of terms like “landowner’s royalty” or simply “royalty” to the distinct treatment of working interest versus leasehold, from the implications of the Surface Damages Act to the practical handling of Deeds of Trust versus Mortgages, each aspect of property law in Oklahoma presents unique challenges not accounted for in the Texas model. Furthermore, the treatment of marital property under Oklahoma’s common law system versus Texas’s community property laws further underscores the need for a tailored approach. These differences not only affect how property interests are conveyed but also dictate how title opinions must be structured to align with local legal frameworks and operational needs. Therefore, for those working within Oklahoma’s oil and gas sector, adapting the Texas Form title opinion involves more than mere translation; it demands a fundamental rethinking 25 Community property states include: Arizona, California, Idaho, Louisiana, Nevada, New Mexico, Texas and Washington. Patrick H. Martin & Bruce M. Kramer, Williams & Meyers , Manual of Oil & Gas Terms 170 (2006). Alternatively, in Texas this interest could also be shown as “Hal G. Love and Paula M. Love, husband and wife, as their community property.” 26 See e.g., Kyles v. Kyles , 832 S.W.2d 194, 196 (Tex. App.— Beaumont 1992, no writ) (“As a general rule, property conveyed to one spouse during a marriage is presumed to be community property.” Also, see , Texas Family Code § 3.001 “Community property consists of the property, other than separate property, acquired by either spouse during marriage.” 27 16 Okla. Stat. § 1- Persons Who May Convey - Married Persons “Any person at least eighteen (18) years of age . . . may own and transfer real property . . . [A]ny persons . . . who have been legally married . . . , may own and transfer real property acquired after marriage.” 28 This statement presumes that no homestead issues are involved, which would otherwise require spousal joinder. For example, since there can be no homestead right in severed minerals, spousal joinder is not required in a mineral conveyance. 16 Okla. Stat. App. Title Examination Standards § 7.1. See also , Okla. Const. art. 12, § 1.
and that is when I know the title examiner was probably trained in a community property state. 25
Take for example a Mineral Deed that reads from Owner , as grantor, to Paula M. Love and Hal G. Love, husband and wife, as grantees. In Texas, when property is conveyed to a “husband and wife” without additional specification, it falls under the jurisdiction of Texas’s community property laws. 26 Here, both spouses together hold the property as “joint management community property,” which inherently means that neither spouse can unilaterally convey, sell, or encumber the property; both must consent. This dual requirement for consent is why in Texas title opinions, the ownership is typically shown as one combined interest, such as “Hal G. Love and Paula M. Love, husband and wife.” This ownership representation illustrates that under community property law, the interest of each spouse is intertwined, requiring mutual agreement for any action involving the property. In contrast, in Oklahoma which operates under common law property principles, when property is conveyed to a “husband and wife” without further specification, the law presumes a co-tenancy where each spouse holds an equal undivided interest as tenants in common. 27 This means there are no inherent restrictions on alienation ( i . e ., transfer of title) by either spouse; each can freely convey or encumber their half of the interest without the consent of the other. 28 Consequently, in Oklahoma title opinions, this interest would be reflected as separate, with each spouse’s ownership explicitly stated, such as “Paula Love, 1/2 interest” and “Hal Love, 1/2 interest.” This approach reflects the absence of community property laws that would require mutual consent for property transfers, as illustrated below.
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and customization to ensure it serves the specific requirements and protections of Oklahoma law.
focusing on oil and gas title examination across Oklahoma, Kansas and North Dakota. With over 18 years of experience as a landman and attorney, she helps clients work through complex oil & gas title issues. Tina is dedicated to educating others about the oil and gas industry. Contact her at twalker@ wwlawoffices.com
Tina Walker, Copyright © 2025
About the Author: Tina Walker – Tina Walker is co-founder of Walker Law, PLLC,
Unclaimed
Property
The Unclaimed Property Risks of Mergers and Acquisitions
When evaluating potential deals, companies involved in mergers and acquisitions sometimes neglect or underestimate the potential of unclaimed property risk. Insufficient due diligence may result in acquiring companies inadvertently inheriting an unknown liability from the companies they acquire (targets). Without proper research, unclaimed property liability can remain hidden until long after a deal closes. All companies can generate unclaimed property, which arises when some liability of the company, such as a check to a vendor or a customer credit balance, isn’t resolved in a timely manner. These liabilities, which can go back decades, are often overlooked by standard due diligence and unknowingly acquired along with a target’s assets or stock. Common Mistakes in M&A Due Diligence Regarding Unclaimed Property Some of the most common mistakes related to reviewing a target’s potential unclaimed property liabilities in the due diligence process include:
always necessary to determine exactly which liabilities remain with the seller. • Target’s poor record retention or target only provides one or two years of records. A standard look-back period under an unclaimed property audit or VDA can be 10-15 years or more. Without historical records, jurisdictions may use estimations to create liabilities for earlier years. • Buyer loses target’s history by eliminating staff over the first year. Knowledge of pre-acquisition practices is critical under an unclaimed property audit, such as understanding historical policies and procedures to assert that certain programs don’t constitute unclaimed property. • Target acquired other entities and assumed successor liabilities as part of their M&A transactions. The target you acquired may have been blind to the successor liabilities inherited in earlier transactions. •Believing unclaimed property will not affect purchase price. In some cases, a target’s potential unclaimed property liabilities can be so large that they significantly reduce the value of the target, especially when the target is small or the bulk of its revenue comes from a single source (e.g., gift cards or royalties). A thorough review of a target may reveal that
•No one asked about unclaimed property. One of the most common mistakes is that no one asked or knew about unclaimed property during due diligence. •The belief that an asset purchase does not generate successor liability. The common misconception around asset purchases is that the liability for unclaimed property before the acquisition remains with the seller. However, this isn’t always true, and a thorough review of the contract is
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