8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 9, 2009

UNITED REFINING ENERGY CORP.

(Exact name of registrant as specified in its charter)

Delaware	001-33868	42-1732420
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)
823 Eleventh Avenue New York, New York		10019
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (212) 956-5803

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ADDITIONAL INFORMATION AND FORWARD-LOOKING STATEMENTS

UNITED REFINING ENERGY CORP. (THE “COMPANY”) AND CHAPARRAL ENERGY, INC. (“CHAPARRAL”) CLAIM THE PROTECTION OF THE SAFE HARBOR FOR “FORWARD-LOOKING STATEMENTS” WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. FORWARD-LOOKING STATEMENTS ARE STATEMENTS THAT ARE NOT HISTORICAL FACTS. SUCH FORWARD-LOOKING STATEMENTS, BASED UPON THE CURRENT BELIEFS AND EXPECTATIONS OF MANAGEMENT OF THE COMPANY AND CHAPARRAL REGARDING, AMONG OTHER THINGS, THE COMPANY’S PROPOSED BUSINESS COMBINATION WITH CHAPARRAL DISCUSSED HEREIN AND THE BUSINESS OF CHAPARRAL, ARE SUBJECT TO RISKS AND UNCERTAINTIES, WHICH COULD CAUSE ACTUAL RESULTS TO DIFFER FROM THE FORWARD-LOOKING STATEMENTS. THE FOLLOWING FACTORS, AMONG OTHERS, COULD CAUSE ACTUAL RESULTS TO DIFFER FROM THOSE SET FORTH IN THE FORWARD-LOOKING STATEMENTS: (I) THE COMPANY’S ABILITY TO COMPLETE ITS PROPOSED BUSINESS COMBINATION WITH CHAPARRAL WITHIN THE SPECIFIED TIME LIMITS; (II) OFFICERS AND DIRECTORS ALLOCATING THEIR TIME TO OTHER BUSINESSES OR POTENTIALLY HAVING CONFLICTS OF INTEREST WITH THE COMPANY’S BUSINESS OR IN APPROVING THE TRANSACTION; (III) SUCCESS IN RETAINING OR RECRUITING, OR CHANGES REQUIRED IN, THE COMPANY’S OFFICERS, KEY EMPLOYEES OR DIRECTORS FOLLOWING THE TRANSACTION; (IV) DELISTING OF THE COMPANY’S SECURITIES FROM THE NYSE AMEX FOLLOWING THE TRANSACTION AND INABILITY TO LIST THE COMPANY’S SECURITIES ON THE NYSE; (V) THE POTENTIAL LIQUIDITY AND TRADING OF THE COMPANY’S PUBLIC SECURITIES; (VI) THE COMPANY’S REVENUES AND OPERATING PERFORMANCE; (VII) CHANGES IN OVERALL ECONOMIC CONDITIONS; (VIII) ANTICIPATED BUSINESS DEVELOPMENT ACTIVITIES OF THE COMPANY FOLLOWING THE TRANSACTION; (IX) RISKS AND COSTS ASSOCIATED WITH REGULATION OF CORPORATE GOVERNANCE AND DISCLOSURE STANDARDS (INCLUDING PURSUANT TO SECTION 404 OF THE SARBANES-OXLEY ACT OF 2002); AND (X) OTHER RELEVANT RISKS DETAILED IN THE COMPANY’S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION (“SEC”) AND THOSE FACTORS LISTED IN THE PROXY STATEMENT/PROSPECTUS UNDER “RISK FACTORS”. THE INFORMATION SET FORTH HEREIN SHOULD BE READ IN LIGHT OF SUCH RISKS. NEITHER THE COMPANY NOR CHAPARRAL ASSUMES ANY OBLIGATION TO UPDATE THE INFORMATION CONTAINED IN THIS REPORT.

THE COMPANY HAS HELD, AND INTENDS TO HOLD, PRESENTATIONS FOR CERTAIN OF ITS SECURITYHOLDERS, AS WELL AS OTHER PERSONS WHO MIGHT BE INTERESTED IN PURCHASING THE COMPANY’S SECURITIES, REGARDING ITS PROPOSED BUSINESS COMBINATION WITH CHAPARRAL, AS DESCRIBED IN THE PROXY STATEMENT/PROSPECTUS.

THE COMPANY HAS FILED A DEFINITIVE PROXY STATEMENT/PROSPECTUS WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION. SECURITYHOLDERS OF THE COMPANY AND OTHER INTERESTED PERSONS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS, THE CURRENT REPORTS ON FORM 8-K FILED BY THE COMPANY WITH THE SEC ON OCTOBER 13, 2009, OCTOBER 14, 2009, NOVEMBER 14, 2009, NOVEMBER 24, 2009, NOVEMBER 25, 2009, NOVEMBER 30, 2009 AND DECEMBER 8, 2009 (COLLECTIVELY THE “CURRENT REPORTS”) AND ANY OTHER DOCUMENTS FILED OR TO BE FILED BY THE COMPANY WITH THE SEC BECAUSE THEY CONTAIN IMPORTANT INFORMATION. SUCH PERSONS CAN ALSO READ THE COMPANY’S FINAL PROSPECTUS, DATED DECEMBER 11, 2007, ITS ANNUAL REPORT ON FORM 10-K FOR THE FISCAL YEAR

ENDED AUGUST 31, 2009 (THE “ANNUAL REPORT”) AND OTHER REPORTS AS FILED WITH THE SEC, FOR A DESCRIPTION OF THE SECURITY HOLDINGS OF THE COMPANY’S OFFICERS AND DIRECTORS AND THEIR AFFILIATES AND THEIR RESPECTIVE INTERESTS IN THE SUCCESSFUL CONSUMMATION OF THE PROPOSED TRANSACTION. THE DEFINITIVE PROXY STATEMENT/PROSPECTUS WAS MAILED ON NOVEMBER 30, 2009 TO THE COMPANY’S STOCKHOLDERS AND WARRANTHOLDERS AS OF NOVEMBER 20, 2009, THE RECORD DATE ESTABLISHED FOR VOTING ON THE PROPOSED TRANSACTIONS. STOCKHOLDERS, WARRANTHOLDERS AND OTHERS WILL ALSO BE ABLE TO OBTAIN A COPY OF THE DEFINITIVE PROXY STATEMENT/PROSPECTUS WITHOUT CHARGE, BY DIRECTING A REQUEST TO THE COMPANY IN WRITING AT 823 ELEVENTH AVENUE, NEW YORK, NY 10019, OR BY TELEPHONE AT (212) 956-5803. FREE COPIES OF THESE DOCUMENTS CAN ALSO BE OBTAINED, WHEN AVAILABLE, AT THE SEC’S INTERNET SITE (http://www.sec.gov).

THE COMPANY AND CHAPARRAL AND THEIR RESPECTIVE DIRECTORS AND EXECUTIVE OFFICERS MAY BE DEEMED TO BE PARTICIPANTS IN THE SOLICITATION OF PROXIES FOR THE SPECIAL MEETINGS OF THE COMPANY’S STOCKHOLDERS AND WARRANTHOLDERS TO BE HELD TO APPROVE THE PROPOSED TRANSACTIONS. THE UNDERWRITERS OF THE COMPANY’S INITIAL PUBLIC OFFERING MAY PROVIDE ASSISTANCE TO THE COMPANY, CHAPARRAL AND THEIR RESPECTIVE DIRECTORS AND EXECUTIVE OFFICERS, AND MAY BE DEEMED TO BE PARTICIPANTS IN THE SOLICITATION OF PROXIES. A SUBSTANTIAL PORTION OF THE UNDERWRITERS’ FEES RELATING TO THE COMPANY’S INITIAL PUBLIC OFFERING WERE DEFERRED PENDING STOCKHOLDER APPROVAL OF THE COMPANY’S INITIAL BUSINESS COMBINATION, AND STOCKHOLDERS ARE ADVISED THAT THE UNDERWRITERS HAVE A FINANCIAL INTEREST IN THE SUCCESSFUL OUTCOME OF THE PROXY SOLICITATION. INFORMATION ABOUT THE COMPANY’S DIRECTORS AND EXECUTIVE OFFICERS IS AVAILABLE IN ITS ANNUAL REPORT. ADDITIONAL INFORMATION REGARDING THE INTERESTS OF POTENTIAL PARTICIPANTS IS INCLUDED IN THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER MATERIALS TO BE FILED BY THE COMPANY WITH THE SEC.

THE INFORMATION ON NEITHER THE COMPANY’S WEBSITE NOR CHAPARRAL’S WEBSITE IS, AND SHALL NOT BE DEEMED TO BE, A PART OF THIS CURRENT REPORT OR INCORPORATED IN FILINGS THE COMPANY OR CHAPARRAL MAKE WITH THE SEC.

THIS COMMUNICATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES, NOR SHALL THERE BE ANY SALE OF SECURITIES IN ANY JURISDICTIONS IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL PRIOR TO REGISTRATION OR QUALIFICATION UNDER THE SECURITIES LAWS OF ANY SUCH JURISDICTION. NO OFFERING OF SECURITIES SHALL BE MADE EXCEPT BY MEANS OF A PROSPECTUS MEETING THE REQUIREMENTS OF SECTION 10 OF THE SECURITIES ACT OF 1933, AS AMENDED.

Item 8.01 Other Events.

United Refining Energy Corp. (the “Company”) has entered into agreements to purchase an aggregate of 6,733,433 shares of its common stock sold in its initial public offering in privately negotiated transactions (the “Agreements”) for an aggregate purchase price of $67,536,433.29 (the “Purchase Price”) from stockholders of the Company. Pursuant to the terms of the proposed business combination between the Company and Chaparral Energy, Inc. (“Chaparral”), Chaparral Subsidiary, Inc., a wholly-owned subsidiary of United will merge with and into Chaparral with Chaparral subsequently merging into the Company (the “Transaction”). The Transaction is more fully described in the Company’s definitive proxy statement/prospectus filed with the Securities and Exchange Commission on November 30, 2009 (the “Proxy Statement/Prospectus”).

Pursuant to the Agreements and in exchange for the Purchase Price, each holder has agreed to vote all of the shares owned by it in favor of each of the stockholder proposals set forth in the Proxy Statement/Prospectus.

The Company today announced that the Special Meeting of Warrantholders was convened today and immediately adjourned to 10:00 a.m. Eastern Time on Friday, December 11, 2009. In addition, the Company announced that the Special Meeting of Stockholders was convened today and immediately adjourned to 10:30 a.m. Eastern Time on Friday, December 11, 2009.

A copy of the form of Stock Purchase Agreement is attached hereto as Exhibit 10.1, copies of the press releases announcing the Agreements are attached hereto as Exhibit 99.1 and Exhibit 99.2 and a copy of the press release announcing the adjournment of both the Special Meeting of Warrantholders and the Special Meeting of Stockholders is attached hereto as Exhibit 99.3.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

10.1 Form of Stock Purchase Agreement

99.1 Press Release, dated December 9, 2009

99.2 Press Release, dated December 10, 2009

99.3 Press Release, dated December 10, 2009

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

December 10, 2009	UNITED REFINING ENERGY CORP.
	By:	/s/ James E. Murphy
		Name: James E. Murphy
		Title:   Chief Financial Officer

Exhibit Index

10.1    Form of Stock Purchase Agreement

99.1    Press Release, dated December 9, 2009

99.2    Press Release, dated December 10, 2009

99.3    Press Release, dated December 10, 2009

EX-10.1

Exhibit 10.1

STOCK PURCHASE AGREEMENT

This STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of this      day of December, 2009 by and between United Refining Energy Corp., a Delaware corporation (“Buyer” or “United”) and the signatory on the execution page hereof and its Affiliates (collectively, “Seller”).¹

WHEREAS, United was organized for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition or other similar business combination, an operating business (“Business Combination”); and

WHEREAS, United consummated an initial public offering in December, 2007 (“IPO”) in connection with which it raised gross proceeds of approximately $450,000,000, a significant portion of which was placed in a trust fund established by United for the benefit of its public stockholders (the “Trust Account”) pending the consummation of a Business Combination, or the dissolution and liquidation of United in the event it is unable to consummate a Business Combination on or prior to December 11, 2009; and

WHEREAS, United has entered into that certain Agreement and Plan of Reorganization, dated October 9, 2009, as amended by Amendment No. 1 to the Agreement and Plan of Reorganization dated November 23, 2009, by and among United, Chaparral Subsidiary, Inc., a newly-formed Delaware corporation and wholly-owned subsidiary of United (“Merger Sub”), and Chaparral Energy, Inc., a Delaware corporation (“Chaparral”), pursuant to which Merger Sub will merge with and into Chaparral with Chaparral subsequently merging into the Company (the “Acquisition”); and

WHEREAS, pursuant to certain provisions in United’s Certificate of Incorporation, as amended (the “Certificate of Incorporation”), a holder of United’s shares of common stock, par value $.0001 per share (the “Common Stock”), issued in United’s initial public offering (“IPO”) may, if it votes against the Business Combination, demand that United redeem such Common Stock into cash (“Redemption Rights”); and

WHEREAS, the Acquisition will not be consummated if the holders of 40% or more of the Common Stock issued in the IPO vote against the Acquisition and request Redemption Rights; and

WHEREAS, Buyer has requested Seller sell, and Seller has agreed to sell, the number of shares of Common Stock set forth on the signature page hereof (the “Shares”).

¹ “Affiliates” shall have the meaning ascribed to such term under Rule 501 of Regulation D of the Securities Exchange Act of 1934, as amended.

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NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereby agree as follows:

ARTICLE I

PURCHASE AND CLOSING

Section 1.01 Purchase. Seller hereby agrees to sell to Buyer and Buyer hereby agrees to purchase from Seller at the Closing (as defined below) the Shares at $     per share (the “Purchase Price Per Share”) for the aggregate purchase price set forth on the signature page hereto (the “Aggregate Purchase Price”). Following the execution of this Agreement, Buyer hereby agrees to provide irrevocable instructions to its transfer agent in the form attached hereto as Exhibit A, to deliver the Aggregate Purchase Price at the Closing. Buyer’s obligation to purchase the Shares from Seller shall be conditioned on the consummation of the Acquisition.

Section 1.02 Closing. The closing of the purchase and sale of the Shares (“Closing”) will occur as soon as practicable, but in no event more than (1) business day after: (i) compliance with Article II and (ii)(a) the liquidation of Buyer’s Trust Account in connection with the consummation of the Acquisition and (b) the receipt of all (and not less than all) of the Shares following Seller’s delivery of the Shares to an account specified by Buyer using the Depository Trust Company’s DWAC (Deposit/Withdrawal at Custodian) System. At the Closing, Buyer shall pay Seller the Aggregate Purchase Price by wire transfer from United’s Trust Account of immediately available funds to an account specified by Seller. It shall be a condition to the obligation of Buyer on the one hand and Seller on the other hand, to consummate the transfer of the Shares and payment of the Aggregate Purchase Price contemplated hereunder that the other party’s representations and warranties are true and correct at the Closing with the same effect as though made on such date, unless waived in writing by the party to whom such representations and warranties are made.

ARTICLE II

VOTING OF THE SHARES; PROXY AND WAIVER OF REDEMPTION

Section 2.01 Voting; Redemption. In further consideration of the Aggregate Purchase Price, Seller hereby agrees that as soon as practicable, Seller will vote or send electronic and written instructions to its prime broker holding the Shares to vote the Shares in favor of the Acquisition and each of the other proposals (the “Proposals”) to be submitted at the special meeting, or adjournment thereof, called for by United for the purpose of voting upon (i) the Acquisition and (ii) any other proposal set forth in United’s definitive proxy statement describing the Acquisition and Proposals (the “Meeting”), each in the manner set forth in such definitive proxy statement.

Section 2.02 Prior Votes. If Seller has already voted in connection with the Meeting, Seller shall either (i)(a) withdraw and revoke its vote against the Acquisition and Proposals with respect to the Shares or (b) send electronic and written instructions to its prime broker holding the Shares to withdraw and revoke its vote against the

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Acquisition and Proposals with respect to the Shares and shall then send electronic and written instructions to its prime broker to vote the Shares in accordance with Section 2.01 or (ii) continue to vote the Shares in favor of the Acquisition and the Proposals; provided, further, that in all applicable cases, Seller shall rescind its demand, or not demand, its Redemption Rights with respect to the Shares.

Section 2.03 Appointment of Proxy. Seller hereby appoints each of John Catsimatidis and Myron Turfitt as its true and lawful proxies and attorneys-in-fact, with full power of substitution, to vote all of the Shares in accordance with the terms of this Agreement. The proxy and power of attorney granted herein shall be deemed to be coupled with an interest, shall be irrevocable during the term of this Agreement, and shall survive the death, disability, incompetency, bankruptcy, insolvency or dissolution of Seller. Furthermore, Seller will, from time to time as reasonably requested by Buyer, execute and deliver such further instruments, ancillary agreements or other documents or take such other actions as may be necessary or advisable to give effect to, confirm, evidence or effectuate the purposes of the proxy granted by this Section 2.03. Upon the termination of this Agreement in accordance with Section 7.01, this Section 2.03 shall be of no further force and effect.

Section 2.04 Evidence of Vote. Seller shall provide further evidence of both (i) its vote in favor of the Acquisition and Proposals, and (ii) its non-demand or withdrawal of Redemption Rights, within one (1) business day of any reasonable request by Buyer for such evidence.

Section 2.05 Waiver of Right of Redemption. By entering into this Agreement, Seller hereby waives its rights to redeem the Shares. The waiver granted by Seller pursuant to this Section 2.05 is irrevocable unless and until this Agreement is terminated in accordance with Section 7.01 and is granted in consideration of Buyer entering into this Agreement and incurring certain related fees and expenses.

ARTICLE III

REPRESENTATIONS AND WARRANTIES OF THE SELLER

Seller hereby represents and warrants to Buyer on the date hereof and on the Closing Date that:

Section 3.01 Sophisticated Seller. Seller is sophisticated in financial matters and is able to evaluate the risks and benefits attendant to the sale of Shares to Buyer.

Section 3.02 Independent Investigation. Seller, in making the decision to sell the Shares to Buyer, has not relied upon any oral or written representations or assurances from Buyer or any of its officers, directors or employees or any other representatives or agents of Buyer other than as set forth in this Agreement. Seller has had access to all of the filings made by United with the SEC, pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the Securities Act of 1933, as amended, in each case to the extent available publicly via the SEC’s Electronic Data Gathering, Analysis and Retrieval system.

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Section 3.03 Authority. This Agreement has been validly authorized, executed and delivered by Seller and, assuming the due authorization, execution and delivery thereof by Buyer, is a valid and binding agreement enforceable in accordance with its terms, subject to the general principles of equity and to bankruptcy or other laws affecting the enforcement of creditors’ rights generally. The execution, delivery and performance of this Agreement by Seller does not and will not conflict with, violate or cause a breach of, constitute a default under, or result in a violation of (i) any agreement, contract or instrument to which Seller is a party which would prevent Seller from performing its obligations hereunder or (ii) any law, statute, rule or regulation to which Seller is subject.

Section 3.04 No Legal Advice from Buyer. Seller acknowledges it has had the opportunity to review this Agreement and the transactions contemplated by this Agreement with Seller’s own legal counsel, investment and tax advisors. Seller is not relying on any statements or representations of Buyer or any of its representatives or agents for legal, tax or investment advice with respect to this Agreement or the transactions contemplated by the Agreement.

Section 3.05 Ownership of Shares. Seller is the legal and beneficial owner of the Shares and will transfer to Buyer at the Closing good and marketable title to the Shares free and clear of any liens, claims, security interests, options, charges or any other encumbrance whatsoever. The Seller beneficially owned all of the Shares as of the close of the trading day on November 20, 2009 and has the sole right to exercise Redemption Rights and vote the Shares, whether at the Meeting or upon action by written consent, with respect to all of the Shares. Except as provided by this Agreement, Seller has not, directly or indirectly, granted any proxies or entered into any voting trust or other agreement or arrangement with respect to the voting, regardless of whether such vote would occur at the Meeting or upon action by written consent, of any of the Shares.

Section 3.06 Number of Shares. The Shares being transferred pursuant to this Agreement represent all of the Common Stock beneficially owned by Seller as of the date hereof, including any such shares of Common Stock which may result from the exercise of any option, call or other derivative security interest.

Section 3.07 Cash Account. If the Shares are not currently held in an account which prohibits rehypothecation by the Seller’s prime broker, Seller will transfer the Shares into such an account as soon as practicable following the execution of this Agreement; provided, however, in no event shall such transfer occur more than two (2) business days from the execution of this Agreement.

Section 3.08 Seller Taxes. Seller understands that Seller (and not the Buyer) shall be responsible for any and all tax liabilities of Seller that may arise as a result of the transactions contemplated by this Agreement.

Section 3.09 Aggregate Purchase Price Negotiated. Seller represents and understands that both the number of Shares and the Aggregate Purchase Price were negotiated figures by the parties and that the terms and conditions by the parties of this Agreement may differ from arrangements entered into with other holders of Common Stock.

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Section 3.10 Finder’s Fees. No investment banker, broker, finder or other intermediary is entitled to a fee or commission from United in respect of this Agreement based upon any arrangement or agreement made by or on behalf of Seller.

ARTICLE IV

REPRESENTATIONS AND WARRANTIES OF THE BUYER

Buyer hereby represents and warrants to Seller on the date hereof and on the Closing Date that:

Section 4.01 Sophisticated Buyer. Buyer is sophisticated in financial matters and is able to evaluate the risks and benefits attendant to the purchase of Shares from Seller.

Section 4.02 Independent Investigation. Buyer, in making the decision to purchase the Shares from Seller, has not relied upon any oral or written representations or assurances from Seller or any of its officers, directors, partners or employees or any other representatives or agents of Seller other than as set forth in this Agreement.

Section 4.03 Authority. This Agreement has been validly authorized, executed and delivered by Buyer and assuming the due authorization, execution and delivery thereof by Seller, is a valid and binding agreement enforceable in accordance with its terms, subject to the general principles of equity and to bankruptcy or other laws affecting the enforcement of creditors’ rights generally. The execution, delivery and performance of this Agreement by Buyer does not and will not conflict with, violate or cause a breach of, constitute a default under, or result in a violation of (i) any agreement, contract or instrument to which Buyer is a party which would prevent Buyer from performing its obligations hereunder or (ii) any law, statute, rule or regulation to which Buyer is subject.

Section 4.04 No Legal Advice from Seller. Buyer acknowledges it has had the opportunity to review this Agreement and the transactions contemplated by this Agreement with Buyer’s own legal counsel, investment and tax advisors. Buyer is relying solely on such counsel and advisors and not on any statements or representations of Seller or any of its representatives or agents for legal, tax or investment advice with respect to this Agreement or the transactions contemplated by this Agreement.

Section 4.05 Buyer Taxes. Buyer understands that Buyer (and not the Seller) shall be responsible for any and all tax liabilities of Buyer that may arise as a result of the transactions contemplated by this Agreement.

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ARTICLE V

NEGATIVE COVENANTS OF THE SELLER

Section 5.01 No Further Acquisitions of United Securities. Seller hereby covenants and agrees that following the execution of this Agreement and prior to Closing, Seller shall not acquire any Common Stock, other securities of United convertible into or exchangeable for shares of Common Stock in United or any options, calls or other rights to acquire Common Stock of United or similar securities or rights that are derivative of, or provide economic benefits based, directly or indirectly, on the value or price of, any Common Stock or other securities of United.

Section 5.02 No Borrowing of the Shares. Seller hereby covenants and agrees that it shall not allow the Shares to be borrowed by, or lent to, any other person or entity whatsoever during the term of this Agreement.

Section 5.03 No Other Proxies or Voting Agreements. Seller hereby covenants and agrees that except pursuant to the terms of this Agreement, Seller shall not, directly or indirectly, (i) grant any proxies or enter into any voting trust or other agreement or arrangement with respect to the voting of any of the Shares, regardless of whether such vote would occur at the Meeting or upon action by written consent or (ii) sell, assign, transfer, encumber or otherwise dispose of, or enter into any contract, option or other arrangement or understanding with respect to the direct or indirect assignment, transfer, encumbrance or other disposition of, any of the Shares during the term of this Agreement. Seller shall not seek or solicit any such assignment, transfer, encumbrance or other disposition or any such contract, option or other arrangement or understanding with respect to the Shares and agrees to notify Buyer promptly, and to provide all details requested by Buyer, if Seller shall be approached or solicited, directly or indirectly, by any person with respect to the Shares.

ARTICLE VI

ACKNOWLEDGEMENT; WAIVER

Section 6.01 Acknowledgement; Waiver. Seller (i) acknowledges that Buyer may possess or have access to material non-public information which has not been communicated to Seller; (ii) hereby waives any and all claims, whether at law, in equity or otherwise, that he, she, or it may now have or may hereafter acquire, whether presently known or unknown, against Buyer or any of its officers, directors, employees, agents, affiliates, subsidiaries, successors or assigns relating to any failure to disclose any non-public information in connection with the transactions contemplated by this Agreement, including without limitation, any such claims arising under the securities or other laws, rules and regulations, and (iii) is aware that Buyer is relying on the foregoing acknowledgement and waiver in clauses (i) and (ii) above, respectively, in connection with the transactions contemplated by this Agreement.

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ARTICLE VII

MISCELLANEOUS

Section 7.01 Termination. Notwithstanding any provision in this Agreement to the contrary, this Agreement shall become null and void and of no further force and effect upon the earlier to occur: (i) termination by the written agreement of the parties to this Agreement or (ii) the day on which the Acquisition is terminated.

Section 7.02 Counterparts; Facsimile. This Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original and all of which taken together shall constitute one and the same instrument. This Agreement or any counterpart may be executed via facsimile transmission, and any such executed facsimile copy shall be treated as an original.

Section 7.03 Governing Law. This Agreement shall for all purposes be deemed to be made under and shall be construed in accordance with the laws of the State of Delaware. Each of the parties hereby agrees that any action, proceeding or claim against it arising out of or relating in any way to this Agreement shall, to the fullest extent applicable, be brought and enforced first in the Delaware Chancery Court, then to such other court in the State of Delaware as appropriate and irrevocably submits to such jurisdiction, which jurisdiction shall be exclusive. Each of the parties hereby waives any objection to such exclusive jurisdiction and that such courts represent an inconvenient forum.

Section 7.04 Remedies Cumulative. Each of the parties hereto acknowledges and agrees that, in the event of any breach of any covenant or agreement contained in this Agreement by the other party, money damages may be inadequate with respect to any such breach and the non-breaching party may have no adequate remedy at law. It is accordingly agreed that each of the parties hereto shall be entitled, in addition to any other remedy to which they may be entitled at law or in equity, to seek injunctive relief and/or to compel specific performance to prevent breaches by the other party hereto of any covenant or agreement of such other party contained in this Agreement. Accordingly, Seller hereby agrees Buyer is entitled to an injunction prohibiting any conduct by the Seller in violation of this Agreement and Seller shall not seek the posting of any bond in connection with such request for an injunction. Furthermore, in any action by Buyer to enforce this Agreement, Seller waives its right to assert any counterclaims and its right to assert set-off as a defense. The prevailing party agrees to pay all costs and expenses, including reasonable attorneys’ and experts’ fees that such prevailing party may incur in connection with the enforcement of this Agreement.

Section 7.05 Severability. If any term, provision or covenant of this Agreement is held by a court of competent jurisdiction or other authority to be invalid, void or unenforceable, the remainder of the terms, provisions and covenants of this Agreement shall remain in full force and effect and shall in no way be affected, impaired or invalidated

Section 7.06 Binding Effect; Assignment. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and permitted assigns. This Agreement shall not be assigned by Seller without the prior written consent of Buyer. Buyer may assign this Agreement to a third party without the prior consent of Seller as long as such assignee shall immediately purchase the Shares from Seller.

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Section 7.07 Headings. The descriptive headings of the Sections hereof are inserted for convenience only and do not constitute a part of this Agreement.

Section 7.08 Entire Agreement; Changes in Writing. This Agreement constitutes the entire agreement among the parties hereto and supersedes and cancels any prior agreements, representations and warranties, whether oral or written, among the parties hereto relating to the transaction contemplated hereby. Neither this Agreement nor any provision hereof may be changed or amended orally, but only by an agreement in writing signed by the other party hereto.

Section 7.09 Further Assurances. If at any time any of the parties hereto shall consider or be advised that any further documents or actions are necessary or desirable to vest, perfect or confirm of record or otherwise the rights, title or interest in or to the Shares or under or otherwise pursuant to this Agreement, the parties hereto shall execute and deliver such further documents or take such actions and provide all assurances and to take and do all such other actions and things as may be necessary or desirable to vest, perfect or confirm any and all right, title and interest in or to the Shares or under or otherwise pursuant to this Agreement, including, without limitation, any documentation or actions which may be required in connection with the assignment from Buyer as permitted under Section 7.06 hereof.

Section 7.10 Trust Waiver. The Trust Account is invested in U.S. government securities in a trust account at Bank of America, N.A. and held in trust by Continental Stock Transfer & Trust Company (the “Trustee”) pursuant to the Investment Management Trust Account Agreement, dated as of December 11, 2007, between United and Trustee. Other than with respect to the Aggregate Purchase Price to be paid to Seller in connection with this Agreement, Seller agrees that it does not now have, and shall not at any time have, any claim to, or make any claim against, the Trust Account or any asset contained therein, regardless of whether such claim arises as a result of, in connection with or relating in any way to, the business relationship between Seller, on the one hand, and United, on the other hand, this Agreement, or any other agreement or any other matter, and regardless of whether such claim arises based on contract, tort, equity or any other theory of legal liability. Other than with respect to the Aggregate Purchase Price to be paid to Seller in connection with this Agreement, Seller hereby irrevocably waives any and all claims it may have, now or in the future (in each case, however, prior to the consummation of a business combination), and will not seek recourse against, the Trust Account for any other reason whatsoever in respect thereof. Other than with respect to an action for the recovery of the Aggregate Purchase Price to be paid to Seller in connection with this Agreement, in the event Seller commences any other action or proceeding based upon, in connection with, relating to or arising out of any matter relating to United, which proceeding seeks, in whole or in part, relief against the Trust Account or the public stockholders of United, whether in the form of money damages or injunctive relief, United shall be entitled to recover from Seller the associated legal fees and costs in connection with any such action.

8

Section 7.11 Seller W-9. Seller agrees to provide to Buyer an Internal Revenue Service Request for Taxpayer Identification Number and Certification Form W-9 or W-8, as applicable.

IN WITNESS WHEREOF, the undersigned have executed this Agreement as of the date set forth on the first page of this Agreement.

UNITED REFINING ENERGY CORP.

By:

Name:

Title:

[SELLER]

By:

Name:

Title:

Purchase Price Per Share:

Number of Shares:

Aggregate Purchase Price:

Signature Page to Stock Purchase Agreement

Exhibit A

UNITED REFINING ENERGY CORP.

823 ELEVENTH AVENUE

NEW YORK, NY 10019

December     , 2009

Continental Stock Transfer & Trust Company

17 Battery Place

New York, New York 10004

Attn: Frank DiPaolo

Re:    Trust Account No.

Gentlemen:

United Refining Energy Corp. (the “Company”) is providing these irrevocable instructions to you in connection with the above described Trust Account established in connection with and pursuant to an Investment Management Trust Agreement dated as of December 11, 2007 between the Company and Continental Stock Transfer & Trust Company as Trustee (the “Trust Agreement”). Upper case terms used herein shall have the meanings ascribed to such terms in the Trust Agreement.

In the event the Company delivers to you a Termination Letter substantially in the form of Exhibit A to the Trust Agreement, in addition to the other documents required to be delivered pursuant to such document, assuming you are the Trustee on such date, then, in consideration for the electronic transfer of [NUMBER] shares of the Company’s common stock to an account specified by the Company (the “Company Account”) upon the receipt of the shares in the Company Account, you are irrevocably instructed to deliver the sum of [AMOUNT] to [SELLER] in accordance with the bank wire instructions provided to you below:

[INSERT INSTRUCTIONS]

- 1 -

Exhibit A

The address for [SELLER] is [ADDRESS]. The contact person for [SELLER] is [PERSON]. He can be reached at [NUMBER].

Kindly acknowledge where indicated below, your receipt and understanding of these instructions and return a copy to Ellenoff Grossman & Schole LLP, attn: Adam Mimeles, Esq., facsimile number [NUMBER] or David Kutcher, Esq., facsimile number [NUMBER].

A facsimile signed and electronically delivered copy of this letter shall be deemed an original.

Very truly yours,

UNITED REFINING ENERGY CORP.

By:

Name:

Title:

Acknowledged and Agreed:

CONTINENTAL STOCK TRANSFER & TRUST COMPANY

By:

Name:

Title:

- 2 -

EX-99.1

Exhibit 99.1

NEWS RELEASE

UNITED REFINING ENERGY CORP. ANNOUNCES

ENTRY INTO COMMON STOCK PURCHASE AGREEMENT

NEW YORK, NY – December 9, 2009 – United Refining Energy Corp., a publicly held special purpose acquisition company (NYSE Amex: URX; Units: URX.U; Warrants: URX.WT), today announced it has entered into an agreement to purchase 930,743 shares of its common stock in a privately negotiated transaction for a purchase price of $9,335,352 from a stockholder who otherwise intended to vote against the previously announced proposed business combination between United and Chaparral Energy, Inc. The purchases of the shares will take place concurrently with or immediately following the closing of the transaction with Chaparral and the purchase will be paid for with funds that will be released from United’s trust account upon consummation of the transaction.

Pursuant to the Agreement, the holder has agreed to vote its shares in favor of each of the stockholder proposals set forth in the definitive proxy statement/prospectus filed by United with the Securities and Exchange Commission on November 30, 2009.

Additional information regarding United, Chaparral and the related transactions is available in the proxy statement/prospectus filed with the SEC on November 30, 2009, a copy of which may be obtained without charge, at the SEC’s website at http://www.sec.gov.

Not a Proxy Statement/Prospectus

This press release is not a proxy statement/prospectus or a solicitation of proxies from the holders of United’s securities. Any solicitation of proxies will be made only pursuant to the proxy statement/prospectus mailed to all United stockholders and warrant holders who held such securities as of the record date. Interested investors and security holders are urged to read the proxy statement/prospectus because it contains important information about United, Chaparral and the proposals to be presented at the Special Meeting of Stockholders and the Special Meeting of Warrantholders.

About United Refining Energy Corp.

United is a special purpose acquisition company formed in 2007 for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, one or more businesses or assets in the energy industry. The Company’s initial public offering of units was consummated on December 11, 2007, raising net proceeds of approximately $464 million (which includes the proceeds of a private placement of 15,600,000 warrants for $15.6 million to its sponsor), of which approximately $449 million was placed in a trust account immediately following the IPO. Each unit is composed of one share of Company common stock and one warrant with an exercise

1

price of $7.00. As of November 20, 2009, United held approximately $451.4 million (or approximately $10.03 per share) in a trust account maintained by an independent trustee, which will be released upon the consummation of the proposed transaction. For more information on United, please refer to SEC filings or visit www.urxny.com.

About Chaparral Energy, Inc.

Chaparral is an independent oil and natural gas exploitation and production company headquartered in Oklahoma City, Oklahoma. Since its inception in 1988, Chaparral has increased reserves and production primarily by acquiring and enhancing properties in its core areas of the Mid-Continent and the Permian Basin. Beginning in 2000, Chaparral expanded its geographic focus to include additional areas of Gulf Coast, Ark-La-Tex, North Texas and the Rocky Mountains. For more information on Chaparral please visit www.chaparralenergy.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding United, Chaparral and the combined entity’s business after completion of the proposed transactions. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, which are based upon the current beliefs and expectations of the management of United and Chaparral, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. Certain factors, which are set forth in United’s proxy statement/prospectus mailed on November 30, 2009, could cause actual results to differ from those set forth in the forward-looking statements. The information set forth herein should be read in light of such risks. Neither United nor Chaparral assumes any obligation to update the information contained in this release.

Additional Information and Where to Find It

This press release is being made pursuant to and in compliance with Rules 145, 165 and 425 of the Securities Act of 1933, as amended, and does not constitute an offer of any securities for sale or a solicitation of an offer to buy any securities. United, Chaparral and their respective directors and officers may be deemed to be participants in the solicitation of proxies for the special meetings of United’s stockholders and warrantholders to be held to approve the proposed transactions described in United’s proxy statement/prospectus filed on November 30, 2009. The underwriters of United’s initial public offering may provide assistance to United, Chaparral and their respective directors and executive officers, and may be deemed to be participants in the solicitation of proxies. A substantial portion of the underwriters’ fees relating to United’s initial public offering were deferred pending stockholder approval of United’s initial business combination, and stockholders are advised that the underwriters have a financial interest in the successful outcome of the proxy solicitation. United’s stockholders and warrantholders are advised to read the proxy statement/prospectus filed with the SEC on November 30, 2009, as well as other documents filed with the SEC in connection with the solicitation of proxies for the special meetings because these documents contain important information. United’s stockholders and warrantholders are able to obtain a copy of the proxy statement/prospectus, without charge, by directing a request to: United Refining Energy Corp., 823 Eleventh Avenue, New York, NY 10019, or obtain a copy, without charge, at the SEC’s website at http://www.sec.gov.

2

Contacts:

United Refining Energy Corp.

Investor inquiries:

Matthew Abenante

Capital Link, Inc.

212-661-7566

URX@CapitalLink.com

Website: www.urxny.com

Media inquiries:

Gerald McKelvey

Rubenstein Associates, Inc.

212-843-8013

gmckelvey@rubenstein.com

Chaparral Energy, Inc.

Investor inquiries:

Joe Evans, CFO

405-478-8770

joe.evans@chaparralenergy.com

Media inquiries:

Lisa Elliott

DRG&E

713-529-6600

lelliott@drg-e.com

3

EX-99.2

Exhibit 99.2

NEWS RELEASE

UNITED REFINING ENERGY CORP. ANNOUNCES

ENTRY INTO COMMON STOCK PURCHASE AGREEMENTS

NEW YORK, NY – December 10, 2009 – United Refining Energy Corp., a publicly held special purpose acquisition company (NYSE Amex: URX; Units: URX.U; Warrants: URX.WT), today announced it has entered into agreements to purchase 5,792,700 shares of its common stock in privately negotiated transactions for an aggregate purchase price of $58,100,781 from stockholders who otherwise intended to vote against the previously announced proposed business combination between United and Chaparral Energy, Inc. The purchases of the shares will take place concurrently with or immediately following the closing of the transaction with Chaparral and the purchases will be paid for with funds that will be released from United’s trust account upon consummation of the transaction.

Pursuant to the Agreements, the holders have agreed to vote all shares owned by them in favor of each of the stockholder proposals set forth in the definitive proxy statement/prospectus filed by United with the Securities and Exchange Commission on November 30, 2009.

Additional information regarding United, Chaparral and the related transactions is available in the proxy statement/prospectus filed with the SEC on November 30, 2009, a copy of which may be obtained without charge, at the SEC’s website at http://www.sec.gov.

Not a Proxy Statement/Prospectus

This press release is not a proxy statement/prospectus or a solicitation of proxies from the holders of United’s securities. Any solicitation of proxies will be made only pursuant to the proxy statement/prospectus mailed to all United stockholders and warrant holders who held such securities as of the record date. Interested investors and security holders are urged to read the proxy statement/prospectus because it contains important information about United, Chaparral and the proposals to be presented at the Special Meeting of Stockholders and the Special Meeting of Warrantholders.

About United Refining Energy Corp.

United is a special purpose acquisition company formed in 2007 for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, one or more businesses or assets in the energy industry. The Company’s initial public offering of units was consummated on December 11, 2007, raising net proceeds of approximately $464 million (which includes the proceeds of a private placement of 15,600,000 warrants for $15.6 million to its sponsor), of which approximately $449 million was placed in a trust account immediately following the IPO. Each unit is composed of one share of

Company common stock and one warrant with an exercise price of $7.00. As of November 20, 2009, United held approximately $451.4 million (or approximately $10.03 per share) in a trust account maintained by an independent trustee, which will be released upon the consummation of the proposed transaction. For more information on United, please refer to SEC filings or visit www.urxny.com.

About Chaparral Energy, Inc.

Chaparral is an independent oil and natural gas exploitation and production company headquartered in Oklahoma City, Oklahoma. Since its inception in 1988, Chaparral has increased reserves and production primarily by acquiring and enhancing properties in its core areas of the Mid-Continent and the Permian Basin. Beginning in 2000, Chaparral expanded its geographic focus to include additional areas of Gulf Coast, Ark-La-Tex, North Texas and the Rocky Mountains. For more information on Chaparral please visit www.chaparralenergy.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding United, Chaparral and the combined entity’s business after completion of the proposed transactions. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, which are based upon the current beliefs and expectations of the management of United and Chaparral, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. Certain factors, which are set forth in United’s proxy statement/prospectus mailed on November 30, 2009, could cause actual results to differ from those set forth in the forward-looking statements. The information set forth herein should be read in light of such risks. Neither United nor Chaparral assumes any obligation to update the information contained in this release.

Additional Information and Where to Find It

This press release is being made pursuant to and in compliance with Rules 145, 165 and 425 of the Securities Act of 1933, as amended, and does not constitute an offer of any securities for sale or a solicitation of an offer to buy any securities. United, Chaparral and their respective directors and officers may be deemed to be participants in the solicitation of proxies for the special meetings of United’s stockholders and warrantholders to be held to approve the proposed transactions described in United’s proxy statement/prospectus filed on November 30, 2009. The underwriters of United’s initial public offering may provide assistance to United, Chaparral and their respective directors and executive officers, and may be deemed to be participants in the solicitation of proxies. A substantial portion of the underwriters’ fees relating to United’s initial public offering were deferred pending stockholder approval of United’s initial business combination, and stockholders are advised that the underwriters have a financial interest in the successful outcome of the proxy solicitation. United’s stockholders and warrantholders are advised to read the proxy statement/prospectus filed with the SEC on November 30, 2009, as well as other documents filed with the SEC in connection with the solicitation of proxies for the special meetings because these documents contain important information. United’s stockholders and warrantholders are able to obtain a copy of the proxy statement/prospectus, without charge, by directing a request to: United Refining Energy Corp., 823 Eleventh Avenue, New York, NY 10019, or obtain a copy, without charge, at the SEC’s website at http://www.sec.gov.

Contacts:

United Refining Energy Corp.

Investor inquiries:

Matthew Abenante

Capital Link, Inc.

212-661-7566

URX@CapitalLink.com

Website: www.urxny.com

Media inquiries:

Gerald McKelvey

Rubenstein Associates, Inc.

212-843-8013

gmckelvey@rubenstein.com

Chaparral Energy, Inc.

Investor inquiries:

Joe Evans, CFO

405-478-8770

joe.evans@chaparralenergy.com

Media inquiries:

Lisa Elliott

DRG&E

713-529-6600

lelliott@drg-e.com

EX-99.3

Exhibit 99.3

NEWS RELEASE

UNITED REFINING ENERGY CORP.

ADJOURNS SPECIAL MEETING OF WARRANTHOLDERS AND

SPECIAL MEETING OF STOCKHOLDERS

NEW YORK, NY– December 10, 2009 – United Refining Energy Corp. (the “Company”) (NYSE Amex: URX; Units: URX-U; Warrants: URX-WT) announced that the Special Meeting of Warrantholders was convened today and immediately adjourned to 10:00 a.m. Eastern Time on Friday, December 11, 2009. In addition, the Company announced that the Special Meeting of Stockholders was convened today and immediately adjourned to 10:30 a.m. Eastern Time on Friday, December 11, 2009.

Additional information regarding the Company, its proposed acquisition of Chaparral Energy, Inc. and the related transactions is available in the definitive proxy statement/final prospectus filed with the Securities and Exchange Commission (“SEC”) on November 30, 2009, copies of which, together with other filings of the Company, may be obtained without charge, at the SEC’s website at http://www.sec.gov.

Not a Proxy Statement/Prospectus

This press release is not a proxy statement/prospectus or a solicitation of proxies from the holders of the Company’s securities. Any solicitation of proxies will be made only pursuant to the proxy statement/prospectus mailed to all warrantholders and stockholders who held such securities as of the record date. Interested investors and securityholders are urged to read the definitive proxy statement/final prospectus because it contains important information about the Company, Chaparral and the proposals to be presented at the Special Meeting of Warrantholders and at the Special Meeting of Stockholders.

About United Refining Energy Corp.

The Company is a special purpose acquisition company formed in 2007 for the purpose of acquiring, through a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination, one or more businesses or assets in the energy industry. The Company’s initial public offering of units was consummated on December 17, 2007, raising net proceeds of approximately $464 million (which includes the proceeds of a private placement of 15,600,000 warrants for $15.6 million to its sponsor), of which approximately $449 million was placed in a trust account immediately following the IPO. Each unit is composed of one share of Company common stock and one warrant with an exercise price of $7.00. As of November 20, 2009, the Company held approximately $451.4 million (or approximately $10.03 per share) in a trust account maintained by an independent trustee, which will be released upon the consummation of the proposed transaction. For more information on the Company, please refer to SEC filings or visit www.urxny.com.

About Chaparral Energy, Inc.

Chaparral is an independent oil and natural gas exploitation and production company headquartered in Oklahoma City, Oklahoma. Since its inception in 1988, Chaparral has increased reserves and production

primarily by acquiring and enhancing properties in its core areas of the Mid-Continent and the Permian Basin. Beginning in 2000, Chaparral expanded its geographic focus to include additional areas of Gulf Coast, Ark-La-Tex, North Texas and the Rocky Mountains. For more information on Chaparral please visit www.chaparralenergy.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the Company, Chaparral and the combined entity’s business after completion of the proposed transactions. Forward-looking statements are statements that are not historical facts. Such forward-looking statements, which are based upon the current beliefs and expectations of the management of the Company and Chaparral, are subject to risks and uncertainties, which could cause actual results to differ from the forward-looking statements. Certain factors, which are set forth in the Company’s definitive proxy statement/final prospectus mailed on November 30, 2009, could cause actual results to differ from those set forth in the forward-looking Statements. The information set forth herein should be read in light of such risks. Neither the Company nor Chaparral assumes any obligation to update the information contained in this release.

Additional Information and Where to Find It

This press release is being made pursuant to and in compliance with Rules 145, 165 and 425 of the Securities Act of 1933, as amended, and does not constitute an offer of any securities for sale or a solicitation of an offer to buy any securities. The Company, Chaparral and their respective directors and officers may be deemed to be participants in the solicitation of proxies for the special meetings of United’s stockholders and warrantholders to be held to approve the proposed transactions described herein. The underwriters of the Company’s initial public offering may provide assistance to the Company, Chaparral and their respective directors and executive officers, and may be deemed to be participants in the solicitation of proxies. A substantial portion of the underwriters’ fees relating to United’s initial public offering were deferred pending stockholder approval of the Company’s initial business combination, and stockholders are advised that the underwriters have a financial interest in the successful outcome of the proxy solicitation. The Company’s stockholders and warrantholders are advised to read the definitive proxy statement/final prospectus filed with the SEC on November 30, 2009, as well as other documents filed with the SEC in connection with the solicitation of proxies for the special meetings because these documents contain important information. The Company’s stockholders and warrantholders are able to obtain a copy of the definitive proxy statement/final prospectus, without charge, by directing a request to: United Refining Energy Corp., 823 Eleventh Avenue, New York, NY 10019, or obtain a copy, without charge, at the SEC’s website at http://www.sec.gov.

Contacts:

United Refining Energy Corp.

Investor inquiries:

Matthew Abenante

Capital Link, Inc.

212-661-7566

URX@CapitalLink.com

Website: www.urxny.com

Media inquiries:

Gerald McKelvey

Rubenstein Associates, Inc.

212-843-8013

gmckelvey@rubenstein.com

Chaparral Energy, Inc.

Investor inquiries:

Joe Evans, CFO

405-478-8770

joe.evans@chaparralenergy.com

Media inquiries:

Lisa Elliott

DRG&E

713-529-6600

lelliott@drg-e.com