X0303 4 2010-07-09 0 0000887396 EMPIRE PETROLEUM CORP EMPR 0001373607 Hackett Montague H Jr 550 PARK AVENUE NEW YORK NY 10065 1 0 1 0 COMMON STOCK 2010-07-09 4 P 0 277778 0.09 A 9565288 D COMMON STOCK 607143 I BY WIFE COMMON STOCK 2010-07-09 4 P 0 277778 0.09 A 2206350 I BY TRUST COMMON STOCK 2010-07-09 4 P 0 277778 0.09 A 1945635 I BY TRUST Common Stock Warrant(right to buy) 0.5 2010-07-09 4 P 0 138889 0 A 2010-07-03 2011-07-02 COMMON STOCK 138889 451389 D Common Stock Warrants(right to buy) 0.5 2010-07-09 4 P 0 138889 0 A 2010-07-03 2011-07-02 COMMON STOCK 138889 263889 I BY TRUST Common Stock Warrants(right to buy) 0.5 2010-07-09 4 P 0 138889 0 A 2010-07-03 2011-07-02 COMMON STOCK 138889 263889 I BY TRUST MAYME M HACKETT IS THE REPORTING PERSON'S WIFE. THE REPORTING PERSON DISCLAIMS OWNERSHIP OF THESE SHARES AND THIS REPORT SHOULD NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS THE BENEFICIAL OWNER OF THESE SHARES FOR PURPOSES OF SECTION 16 OR ANY OTHER PURPOSES. THE REPORTING PERSON IS THE TRUSTEE OF THE TRUST F/B/O MELINDA HACKETT WHICH IS THE REPORTING PERSON'S DAUGHTER. THE REPORTING PERSON DISCLAIMS OWNERSHIP OF THESE SHARES AND THIS REPORT SHOULD NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS THE BENEFICIAL OWNER OF THESE SHARES FOR PURPOSES OF SECTION 16 OR ANY OTHER PURPOSES. THE REPORTING PERSON IS THE TRUSTEE FOR THE TRUST F/B/O MONTAGUE H. HACKETT, III WHICH IS THE REPORTING PERSON'S SON. THE REPORTING PERSON DISCLAIMS OWNERSHIP OF THESE SHARES AND THIS REPORT SHOULD NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS THE BENEFICIAL OWNER OF THESE SHARES FOR PURPOSES OF SECTION 16 OR FOR ANY OTHER PURPOSES. THE REPORTING PERSON IS THE TRUSTEE OF THE TRUST F/B/O MELINDA HACKETT WHICH IS THE REPORTING PERSON'S DAUGHTER. THE REPORTING PERSON DISCLAIMS OWNERSHIP OF THESE WARRANT SHARES AND THIS REPORT SHOULD NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS THE BENEFICIAL OWNER OF THESE WARRANT SHARES FOR PURPOSES OF SECTION 16 OR ANY OTHER PURPOSES. THE REPORTING PERSON IS THE TRUSTEE FOR THE TRUST F/B/O MONTAGUE H. HACKETT, III WHICH IS THE REPORTING PERSON'S SON. THE REPORTING PERSON DISCLAIMS OWNERSHIP OF THESE WARRANT SHARES AND THIS REPORT SHOULD NOT BE DEEMED AN ADMISSION THAT THE REPORTING PERSON IS THE BENEFICIAL OWNER OF THESE WARRANT SHARES FOR PURPOSES OF SECTION 16 OR FOR ANY OTHER PURPOSES. MONTAGUE H. HACKETT, JR 2010-07-09