Wentworth To Collect Cove’s Tanzania Project Interest

To buy 16.38% participation interest in Mnazi Bay concession in Tanzania.

Wentworth Resources Ltd., London, (London Aim: WRL) plans to acquire a 16.38% participation interest in Mnazi Bay concession in Tanzania from Cove Energy Plc, London, (London Aim: COV) for a total value of US$38.8 million.

Wentworth will terminate its 4.95% royalty interest out of net profits from Cove's 8.5% working interest in the Offshore Rovuma Area 1 concession, issue two million Wentworth shares in Wentworth, make a contingent payment of up to US$8.5 million, should certain future natural gas production thresholds from Mnazi Bay be reached.

Wentworth will acquire Cove’s subsidiary, Cove Energy Tanzania Mnazi Bay Ltd., which holds the 16.38% participation interest in the production operations (20.475% participating interest in exploration operations) in the Mnazi Bay Concession.

The Mnazi Bay concession area is in coastal, southeastern Tanzania in the Rovuma (Ruvuma) Basin. The area lies between Aminex and Tullow Oil's Ruvuma concession area and Ophir Energy and BG Group's offshore Block 1. Ophir and BG Group's Chaza-1 gas discovery lies just northeast of Mnazi Bay's marine border.

The 756-kilometer concession area contains two discovered Tertiary aged gas fields (Mnazi Bay and Msimbati) and holds additional Tertiary, Cretaceous and Jurassic hydrocarbon potential. Four wells have been drilled to date: MB-1, MB-2, MB-3 and MS-1X, and all four wells encountered hydrocarbons. MB-1 is currently producing gas at a rate of 1.7 to 2.0 million cubic feet per day and this gas is transported via an 8-inch, 27- kilometer pipeline to the Mtwara Power Plant where it generates electricity for numerous local communities.

Pro forma, Wentworth will have a 41.78% participating interest in the production operations (52.225% participating interest in exploration operations), Les Etablissements Maurel & Prom S.A., operator, will have a 38.22% participating interest in the production operations (47.775% participating interest in exploration operations), and

Tanzania Petroleum Development Corp. will retain its 20% participating interest in the production operations (0% participating interest in exploration operations).

Both Tanzania Petroleum Development and Maurel & Prom have the right to acquire their proportionate share of Cove's interest in Mnazi Bay for the cash equivalent value of the swap transaction, by Feb. 26.

Wentworth is to be carried 70% by Maurel & Prom and 30% by Cove Tanzania through the cost of one exploration well and 200 square kilometers of 3-D seismic or an alternative exploration and appraisal program of an equal cost ("Carry Obligation").

With Wentworth's acquisition of Cove Tanzania, Wentworth will now be required to fund 30% of this carry obligation, with Maurel & Prom funding the remaining 70%, in these exploration operations. Following completion of the carry obligation, each party's funding obligations will revert to their participating interests.

Wentworth executive chairman Bob McBean says, “This transaction is a classic win situation for both parties involved as it goes a long way toward allowing Wentworth and Cove Energy to meet their own distinct corporate objectives. I would like to thank the management of Cove Energy for the cooperation and diligence shown throughout the process.”