sc13g
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934*
Whiting Petroleum Corporation
Common Stock
(Title of Class of Securities)
966387102
(CUSIP Number of Class of Securities)
Jim Black
Orrick, Herrington & Sutcliffe LLP
405 Howard Street
San Francisco, CA 94105
(415) 773-5840
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
July 17, 2008
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b) |
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Rule 13d-1(c) |
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Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting persons
initial filing on this form with respect to the subject class of securities, and for any subsequent
amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed
for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject
to the liabilities of that section of the Act but shall be subject to all other provisions of the
Act (however, see the Notes).
(Continued on following pages)
(Page 1 of 11
Pages)
SCHEDULE 13G
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1 |
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only) Kevin Douglas |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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United States |
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SOLE VOTING POWER |
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NUMBER OF |
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-0- |
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SHARES |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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1,758,927 (1)(2)(3) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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-0- |
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WITH |
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SHARED DISPOSITIVE POWER |
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2,471,400 (1)(2)(3)(4)(5) |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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2,471,400 (1)(2)(3)(4)(5) |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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5.8% (6) |
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TYPE OF REPORTING PERSON |
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IN |
(1) Kevin Douglas and his wife, Michelle Douglas, hold 1,009,837 shares jointly as the beneficiaries and co-trustees of the K&M Douglas Trust. In addition, Kevin Douglas and Michelle Douglas are co-trustees of the James Douglas and Jean Douglas Irrevocable Descendants Trust, which holds 649,090 shares.
(2) Includes 172,000 shares underlying short put options held by the K&M Douglas Trust and 108,000 shares underlying short put options held by the James Douglas and Jean Douglas Irrevocable Descendants Trust.
(3) Includes 100,000 shares held by Celtic Investments Holdings, LLC, of which Kevin Douglas is co-Manager.
(4) Kevin Douglas has dispositive power with respect to 234,190 shares held by James E. Douglas, III and 478,283 shares held by the Douglas Family Trust.
(5) Includes 40,000 shares underlying short put options held by James E. Douglas III and 80,000 shares underlying short put options held by the Douglas Family Trust.
(6) Based on 42,318,634 shares of the Issuers common stock outstanding as of April 15, 2008, as
provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 2 of 11
SCHEDULE 13G
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1 |
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only) Michelle Douglas |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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3 |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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United States |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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-0- |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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1,658,927 (1)(2) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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-0- |
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WITH |
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SHARED DISPOSITIVE POWER |
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1,658,927 (1)(2) |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,658,927 (1)(2) |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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3.9% (3) |
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TYPE OF REPORTING PERSON |
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IN |
(1)
Michelle Douglas and her husband, Kevin Douglas, hold 1,009,837
shares jointly as the beneficiaries and co-trustees of the K&M
Douglas Trust. In addition, Kevin Douglas and Michelle Douglas are
co-trustees of the James Douglas and Jean Douglas Irrevocable
Descendants Trust, which holds 649,090 shares.
(2) Includes 172,000 shares underlying short put options held by the K&M Douglas Trust and 108,000 shares underlying short put options held by the James Douglas and Jean Douglas Irrevocable Descendants Trust.
(3)
Based on 42,318,634 shares of the Issuers common stock outstanding as of April 15, 2008, as provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 3 of 11
SCHEDULE 13G
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only)
James E. Douglas, III
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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United States |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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234,190 (1) |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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-0- |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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-0- |
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WITH |
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SHARED DISPOSITIVE POWER |
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234,190 (1)(2) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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234,190 (1) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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0.6% (3) |
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TYPE OF REPORTING PERSON |
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IN |
(1) Includes 40,000 shares underlying short put options held by James E. Douglas III.
(2) Kevin Douglas shares dispositive power with respect to 234,190 shares held by James E. Douglas, III.
(3) Based on 42,318,634 shares of the Issuers common stock outstanding as of April 15, 2008, as provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 4 of 11
SCHEDULE 13G
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1 |
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only) K&M Douglas Trust (1) |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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3 |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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California |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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-0- |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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1,009,837 (2)(3) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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-0- |
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WITH |
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SHARED DISPOSITIVE POWER |
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1,009,837 (2)(3) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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1,009,837 (3) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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2.4% (4) |
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TYPE OF REPORTING PERSON |
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OO |
(1) Kevin Douglas and Michelle Douglas, husband and wife, are beneficiaries and co-trustees.
(2) Kevin Douglas and his wife, Michelle Douglas, hold 1,009,837 shares jointly as the beneficiaries and co-trustees of the K&M Douglas Trust.
(3) Includes 172,000 shares underlying short put options held by the K&M Douglas Trust.
(4) Based on 42,318,634 shares of the Issuers common stock
outstanding as of April 15, 2008, as provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 5 of 11
SCHEDULE 13G
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only) Douglas Family Trust (1) |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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California |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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478,283 (2) |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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-0- |
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EACH |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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-0- |
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WITH |
8 |
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SHARED DISPOSITIVE POWER |
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478,283 (2)(3) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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478,283 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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1.1% (4) |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
(1)
James E. Douglas, Jr. and Jean A. Douglas, husband and wife, are co-trustees.
(2) Includes 80,000 shares underlying short put options held by the Douglas Family Trust.
(3) Kevin Douglas has dispositive power with respect to 478,283 shares held by the Douglas Family Trust.
(4) Based on 42,318,634 shares of the Issuers common stock outstanding as of April 15, 2008, as provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 6 of 11
SCHEDULE 13G
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1 |
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only) James Douglas and Jean Douglas Irrevocable Descendants Trust (1) |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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California |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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649,090 (2) |
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SHARES |
6 |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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-0- |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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649,090 (2) |
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WITH |
8 |
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SHARED DISPOSITIVE POWER |
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-0- |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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649,090 (2) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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1.5% (3) |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
(1)
Kevin Douglas and Michelle Douglas, husband and wife, are co-trustees.
(2) Includes 108,000 shares underlying short put options held by the James Douglas and Jean Douglas Irrevocable Descendants Trust
(3) Based on 42,318,634 shares of the Issuers common stock outstanding as of April 15, 2008, as provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 7 of 11
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NAMES OF REPORTING PERSONS
I.R.S. Identification Nos. of above persons (entities only)
Celtic Investments Holdings, LLC
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) þ |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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Delaware |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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-0- |
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SHARES |
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SHARED VOTING POWER |
BENEFICIALLY |
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OWNED BY |
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100,000 (1) |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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-0- |
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WITH |
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SHARED DISPOSITIVE POWER |
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100,000 (1) |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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100,000 (1) |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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0.2% (2) |
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12 |
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TYPE OF REPORTING PERSON |
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OO |
(1) Kevin Douglas, co-Manager of Celtic Investments Holdings, LLC, shares voting and dispositive power of with respect to 100,000 shares held by Celtic Investments Holdings, LLC.
(2) Based on 42,318,634 shares of the Issuers common stock outstanding as of April 15, 2008, as provided in the Issuers Form 10-Q for the quarterly period ended March 31, 2008.
Page 8 of 11
Item 1.
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(a)
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Name of Issuer: |
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Whiting Petroleum Corporation |
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(b)
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Address of Issuers Principal Executive Offices: |
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1700 Broadway, Suite 2300 |
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Denver, Colorado |
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80290-2300 |
Item 2.
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(1 |
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NAME OF PERSONS FILING: |
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Kevin Douglas |
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Michelle Douglas |
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James E. Douglas, III |
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(b |
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
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125 E. Sir Francis Drake Blvd., Ste 400 |
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Larkspur, CA 94939 |
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(c |
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CITIZENSHIP: |
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United States |
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(d |
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TITLE OF CLASS OF SECURITIES: |
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Common Stock |
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(e |
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CUSIP NUMBER: |
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966387102 |
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(2 |
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NAME OF PERSONS FILING: |
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K&M Douglas Trust |
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Douglas Family Trust |
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James Douglas and Jean Douglas Irrevocable Descendants Trust |
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(b |
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
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125 E. Sir Francis Drake Blvd., Ste 400 |
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Larkspur, CA 94939 |
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(c |
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CITIZENSHIP: |
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California |
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(d |
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TITLE OF CLASS OF SECURITIES: |
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Common Stock |
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(e |
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CUSIP NUMBER: |
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966387102 |
Page 9 of 11
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(3 |
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NAME OF PERSONS FILING: |
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Celtic Investments Holdings, LLC |
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(b |
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ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: |
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125 E. Sir Francis Drake Blvd., Ste 400 |
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Larkspur, CA 94939 |
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(c |
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CITIZENSHIP: |
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Delaware |
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(d |
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TITLE OF CLASS OF SECURITIES: |
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Common Stock |
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(e |
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CUSIP NUMBER: |
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966387102 |
Item 3. If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check whether the
person filing is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d)
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Investment company registered under section 8 of the Investment Company
Act of 1940 (15 U.S.C. 80a-8) |
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(e)
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o
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f)
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g)
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A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); |
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(h)
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A savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813); |
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(i)
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A church plan that is excluded from the definition of an investment company
under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); |
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(j)
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Group, in accordance with §240.13d-1(b)(1)(ii)(J) |
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Not Applicable. |
Page 10 of 11
Item 4. Ownership
Reference is made as to each of the Reporting Persons hereunder to Rows 5-9 and 11 of each of
the cover pages of this Schedule 13G and associated footnotes, which are incorporated by reference
herein.
Each of the Reporting Persons hereunder may be deemed a member of a group within the meaning
of Section 13(d)(3) of the Securities Exchange Act of 1934 (the Exchange Act), or Rule 13d-5
promulgated under the Exchange Act with one or more of the other Reporting Persons hereunder.
Although the Reporting Persons are reporting such securities as if they were members of a group,
the filing of this Schedule 13G shall not be construed as an admission by any Reporting Person that
such Reporting Person is a beneficial owner of any securities other than those directly held by
such Reporting Person.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the date hereof the reporting
person has ceased to be the beneficial owner of more than five percent of the class of securities,
check the following: o
Item 6. Ownership of More Than Five Percent on Behalf of Another Person
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company
Not applicable.
Item 8. Identification and Classification of Members of the Group
See Item 4 of this Schedule 13G and the Joint Filing Agreement attached hereto as Exhibit A.
Item 9. Notice of Dissolution of Group
Not applicable.
Item 10. Certification
By signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were not acquired and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any transaction having that purpose or effect.
Page 11 of 11
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information
set forth in this statement is true, complete and correct.
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Date:
July 29, 2008
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* Kevin Douglas
Kevin Douglas
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Date: July 29, 2008
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* Michelle Douglas
Michelle Douglas
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Date: July 29, 2008
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* James E. Douglas, III
James E. Douglas, III
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K&M Douglas Trust |
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Date: July 29, 2008
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* Kevin Douglas |
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By: Kevin Douglas |
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Title: Trustee |
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Date: July 29, 2008
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* Michelle Douglas |
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By: Michelle Douglas |
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Title: Trustee |
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Douglas Family Trust |
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Dated: July 29, 2008
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* James E. Douglas, Jr. |
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By: James E. Douglas, Jr. |
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Title: Trustee |
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Date: July 29, 2008
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* Jean A. Douglas |
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By: Jean A. Douglas |
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Title: Trustee |
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James Douglas And Jean Douglas |
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Irrevocable Descendants Trust |
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Date: July 29, 2008
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* Kevin Douglas |
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By: Kevin Douglas |
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Title: Trustee |
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Date: July 29, 2008
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* Michelle Douglas |
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By: Michelle Douglas |
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Title: Trustee |
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Celtic Investments Holdings, LLC |
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Date: July 29, 2008
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* Kevin Douglas |
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By: Kevin Douglas |
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Title: Manager |
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*By: |
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/s/ Tim McGaw |
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Tim McGaw
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Attorney-in-fact |
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EXHIBIT A
JOINT FILING AGREEMENT
This Joint Filing Agreement (this Agreement) hereby confirms the agreement by and among all of
the undersigned that the Schedule 13G to which this Agreement is attached as Exhibit A with respect
to the beneficial ownership of the undersigned of shares Common Stock of Whiting Petroleum
Corporation is being filed on behalf of each of the undersigned. This Agreement may be executed in
two or more counterparts, each of which shall be deemed an original, but all of which together
shall constitute one and the same instrument.
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Date:
July 29, 2008
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* Kevin Douglas
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Kevin Douglas |
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Date:
July 29, 2008
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* Michelle Douglas
Michelle Douglas
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Date:
July 29, 2008
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* James E. Douglas, III
James E. Douglas, III
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K&M Douglas Trust |
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Date:
June 29, 2008
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* Kevin Douglas
By: Kevin Douglas
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Title: Trustee |
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Date:
July 29, 2008
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* Michelle Douglas
By: Michelle Douglas
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Title: Trustee |
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Douglas Family Trust |
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Dated:
July 29, 2008
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* James E. Douglas, Jr.
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By: James E. Douglas, Jr. |
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Title: Trustee |
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Date:
July 29, 2008
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* Jean A. Douglas
By: Jean A. Douglas
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Title: Trustee |
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James Douglas And Jean Douglas |
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Irrevocable Descendants Trust |
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Date:
June 29, 2008
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* Kevin Douglas
By: Kevin Douglas
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Title: Trustee |
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Date:
July 29, 2008
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* Michelle Douglas
By: Michelle Douglas
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Title: Trustee |
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Celtic Investments Holdings, LLC |
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Date:
July 29, 2008
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* Kevin Douglas
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By: Kevin Douglas |
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Title: Manager |
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*By: |
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/s/ Tim McGaw |
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Tim McGaw
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Attorney-in-fact |
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LIMITED POWER OF ATTORNEY FOR
REPORTING OBLIGATIONS UNDER SECTIONS 13(D) AND 13(G) OF THE SECURITIES
EXCHANGE ACT OF 1934
The undersigned hereby make, constitute and appoint each of Tim McGaw, Eileen Davis-Wheatman
and Kevin Douglas, acting either individually or together, as each of the undersigneds true and
lawful attorneys-in-fact, with full power and authority as hereinafter described on behalf of and
in the name, place and stead of each of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file Schedules 13D and 13G (including any
amendments thereto) with respect to the securities of Whiting Petroleum Corporation, a Delaware
corporation (the Company), with the U.S. Securities and Exchange Commission, any national
securities exchanges and the Company, as considered necessary or advisable under Sections 13(d) or
13(g) of the Securities Exchange Act of 1934 (the Exchange Act) and the rules and regulations
promulgated thereunder (including, without limitation, Regulation 13D-G);
(2) seek or obtain, as each of the undersigneds representative and on each of the
undersigneds behalf, information on transactions in the Companys securities from any third party,
including brokers, employee benefit plan administrators and trustees, in connection with the
foregoing, and the undersigned hereby authorizes any such person to release any such information to
any of the attorneys-in-fact and approve and ratify any such release of information; and
(3) perform any and all other acts which in the discretion of such attorney-in-fact are
necessary or desirable for and on behalf of the undersigned in connection with the foregoing.
The undersigned acknowledge that:
(1) this Limited Power of Attorney authorizes, but does not require, each such
attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact
without independent verification of such information;
(2) any documents prepared and/or executed by any such attorney-in-fact on behalf of the
undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such
information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or
desirable;
(3) none of such attorneys-in-fact assumes (i) any liability for any responsibility of the
undersigned to comply with the requirements of the Exchange Act, or (ii) any liability of the
undersigned for any failure to comply with such requirements; and
(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for
compliance with the obligations of the undersigned under the Exchange Act, including without
limitation the reporting requirements under Sections 13(d) and 13(g) of the Exchange Act and
Regulation 13D-G promulgated thereunder.
The undersigned hereby give and grant each of the foregoing attorneys-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite, necessary,
appropriate or desirable to be done in and about the foregoing matters as fully to all intents and
purposes as the undersigned might or could do if present, hereby ratifying all that each such
attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect until the undersigned are
no longer required to file Schedules 13D or 13G with respect to the undersigneds holdings of and
transactions in securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to each such attorney-in-fact.
The
undersigned have caused this Limited Power of Attorney to be executed
as of this 29th day
of July, 2008.
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Kevin Douglas |
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/s/ Kevin Douglas
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Michelle Douglas |
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/s/ Michelle Douglas
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James E. Douglas, III |
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James E. Douglas, III
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K&M Douglas Trust |
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/s/ Kevin Douglas
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By: Kevin Douglas |
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Title: Trustee |
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/s/ Michelle Douglas
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By: Michelle Douglas |
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Title: Trustee |
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Douglas Family Trust |
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/s/ James E. Douglas, Jr.
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By: James E. Douglas, Jr. |
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Title: Trustee |
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/s/ Jean A. Douglas
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By: Jean A. Douglas |
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Title: Trustee |
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James Douglas And Jean Douglas |
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Irrevocable Descendants Trust |
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/s/ Kevin Douglas
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By: Kevin Douglas |
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Title: Trustee |
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/s/ Michelle Douglas
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By: Michelle Douglas |
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Title: Trustee |
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Celtic Investments Holdings, LLC |
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/s/ Kevin Douglas
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By: Kevin Douglas |
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Title: Manager |
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