Officers and Directors of Richfield Oil & Gas

Douglas C. Hewitt, Chairman and Chief Executive Officer, age 52. Douglas has served as Chairman of our Board of Directors since our inception on May 18, 2008 and was appointed our President and Chief Executive Officer on December 15, 2011. Mr. Hewitt served as our Executive Chairman and Chief Operating Officer from March 31, 2011 to December 15, 2011. Mr. Hewitt served as President and Chief Executive Officer of HPI, the Company’s predecessor, from its inception on May 18, 2008 to March 31, 2011 and served as the President of Hewitt Energy Group, LLC from 2000 to 2008. Mr. Hewitt brings to our Board of Directors a depth of understanding of our business and operations, as well as the oil and gas industry. Mr. Hewitt has over 27 years of experience in managing all aspects of oil company development, including geological analysis, design and implementation of advanced engineering, field management and finance. In 1988 Mr. Hewitt founded Hewitt Energy Group, LLC (“HEGLLC”). In 1991, Mr. Hewitt founded Nemaha Services Inc., a field services group with more than 50 employees based in Blackwell, Oklahoma, to facilitate the drilling and field activities of his privately held oil and gas company. In 1995, Mr. Hewitt founded HEGCO Canada Inc. (“HEGCO”), where he served as Chairman and CEO from 1995 to 2000. Mr. Hewitt left HEGCO in 2000 to pursue other business activities, including securing a larger acreage position in the Utah Overthrust Belt. Mr. Hewitt attended Merritt Community College.

Glenn MacNeil, Chief Financial Officer, Chief Operating Officer and Director, age 52. Glenn has served as our Chief Financial Officer since April 1, 2011 and as a member of our Board of Directors since that time. Effective December 15, 2011, Mr. MacNeil was appointed as our Chief Operating Officer in addition to his roles as Chief Financial Officer and director. Mr. MacNeil brings to our Board of Directors over 30 years of international experience in chief financial officer and director roles in both the oil and gas and financial services industries. Mr. MacNeil is a Canadian Chartered Accountant (CA) and a U.S. Certified Public Accountant (CPA). Mr. MacNeil has been an officer and served as director for numerous private and publicly-held companies, some of which are as follows: CFO and Executive Vice President of GCAN Insurance Company, a Canadian regulated insurance company, from 2008 to 2011; Finance Director of Nostra Terra Oil and Gas Company, PLC, a U.K. based LSE-AIM listed oil and gas company, from 2007 to 2009; Finance Director of CNA Insurance Company Limited, a European regulated insurance company, from 2004 to 2008; Chief Financial Officer and Executive Vice President of Continental Casualty Company, a Canadian regulated insurance company (also known as CAN Canada), from 1998 to 2004; and Vice President Finance, Canadian Operations of Everest Reinsurance Company and Vice President Finance and Director of Everest Insurance Company of Canada, Canadian regulated reinsurance and insurance companies, from 1988 to 1998. Mr. MacNeil has taken leading roles in acquisitions, divestitures, turnaround situations and start-up businesses. In addition to serving on our Board of Directors, Mr. MacNeil serves as a director of HEGCO Canada Inc., a TSX-V listed, non-trading company. Mr. MacNeil is a member of the Society of Management Accountants of Ontario (CMA), Ontario Institutes of Chartered Accountants (CA), and Certified Public Accountants of South Carolina (CPA). Mr. MacNeil received a bachelor of business administration degree (BBA) from the Cape Breton University, Nova Scotia.

Michael A. Cederstrom, General Counsel and Corporate Secretary. Michael has served as our General Counsel and Corporate Secretary since December 15, 2011. Mr. Cederstrom provided legal services to our Company as an independent contractor from March 2011 until December 15, 2011. Mr. Cederstrom served as General Counsel to Hewitt Petroleum, Inc. from May 2009 until March 2011. Mr. Cederstrom has over 31 years of experience as a corporate attorney representing businesses in various capacities, including SEC reporting and compliance. Mr. Cederstrom has represented oil and gas exploration and production companies for over 17 years in all areas including leasing, environmental and regulatory compliance and securities matters. Mr. Cederstrom practiced law with Dexter & Dexter Attorneys at Law from 2004 to 2008. Mr. Cederstrom’s law practice specialized in business law, including initial organization of business entities, maintenance of the entity, employment matters and business tax matters. In 1997 Mr. Cederstrom organized and registered the shares of HEGCO Canada, Inc. on the CDNX, and served as its General Counsel and CFO from 1997 to 2002. Mr. Cederstrom has participated in the organization of a bank and registration of the bank's shares on the New York Stock Exchange, and has served on the Board of Directors of two banks and several other businesses. Mr. Cederstrom received a Bachelor of Science degree in Finance from the University of Utah and a Juris Doctorate degree from Southwestern University. While at Southwestern University, Mr. Cederstrom earned two Jurisprudence Awards for exceptional achievement in the study of Tax and Estate Planning. Mr. Cederstrom served as General Counsel and CFO from 1997 to 2002. On February 21, 2002, the Court of Queen’s Bench of Alberta Canada appointed a receiver and manager for HEGCO Canada, Inc. (“HEGCO”) and its Red Leaf Energy Inc. (“Red Leaf”) subsidiary, pursuant to a voluntary petition filed by the company. Richter, Allan & Taylor Inc. was appointed receiver-manager of HEGCO and Red Leaf to oversee restructuring efforts. The purpose of the appointment was to provide HEGCO with creditor protection in order to allow time for the sale of some of its assets during the restructuring process. On June 9, 2005, the Court of Queen’s Bench of Alberta Canada approved a settlement agreement relating to the purchase of HEGCO from the receiver and issued a release order, which released HEGCO, then a shell company, to the HEGCO directors.

Other Directors

John J. McFadden, Director. John has served on our Board of Directors since May 18, 2008. Mr. McFadden brings to our Board of Directors over 40 years of experience in the investment banking industry. Since 1998 Mr. McFadden has been self-employed as a consultant, providing consultation to his clients regarding both investment banking and energy matters. His clients include Equitable Gas, Select Energy and Optimira Energy. From 1996 until 1998 Mr. McFadden was employed as the Senior Managing Director of Cambridge Holding and Cambridge Partners, LLC, a private investment company based in New York, NY. From 1968 until 1996 Mr. McFadden was employed by The First Boston Corporation (later Credit Suisse First Boston) with a variety of responsibilities in corporate finance and public finance, including service as Vice President and Treasurer. In addition to Richfield Oil & Gas Company, Mr. McFadden currently is a director of Advanced Battery Technologies, Inc. and China Digital Animation, Inc. Mr. McFadden received a Bachelor of Arts degree from St. Bonaventure University.

Joseph Tate, Director. Mr. Tate brings over 40 years of entrepreneurial experience to the companies in which he is involved. In 1967, Joe founded Valley Sanitation where he merged in 10 other businesses in the Midwest to form Superior Services, Inc. In 1996, as the President and Chairman, Superior completed a successful initial public offering on the NASDAQ. In 1999, the Company was sold to Vivendi, a French conglomerate for over $1 billion. At the time of the sale, Superior had over 3,000 employees and $400 million in revenue.