NOTE

– OIL AND GAS PROPERTIES

The Company entered into a Letter of Intent with Chicorica, LLC on

December 13, 2018

and extended the agreement effective

January 4, 2021.

The Company entered into an escrow agreement for

$50,000

with Premier Gas Company, LLC on

April 30, 2019.

The escrow payment was to hold a purchase and sale agreement dated

January 29, 2019.

The agreement was

not

completed and the previously capitalized payment was impaired in

June 2019.

June 25, 2020,

the Company entered into a Purchase and Sale Agreement with Pure Oil & Gas, Inc. (“Pure”) and ZQH Holding, LLC (“ZQH”) to acquire oil and gas assets in Rogers County Oklahoma (the “Project”) in consideration of a purchase price of

$1,000,000.

Pursuant to the agreement, the Company has taken assignment of all of ZQH and Pure's working interest in the Project and has recognized a note payable to ZQH and Pure as of

December 31, 2020

$1,060,000

consisting of the purchase price of

$1,000,000

and the principal and accrued interest on an existing note totaling to

$60,000.

(See Note

). The Company, ZQH, and Pure agreed that the sellers' combined working interest in the Project is

87.5%.

Pursuant to the Agreement, the Company has taken assignment of all of ZQH and Pure's Working Interest in the Project. The current operator of the Project and owner of the residual Working Interest is Premier Gas Company, LLC (“Premier”). As of

December 31, 2020,

the Company fully impaired the Project due to the lack of funds for development.

July 6, 2020,

Premier filed a mechanic's lien in Rogers County alleging past unpaid invoices and also claiming incorrectly that Alpha's ownership is

75%

rather than

87.5%.

documentation has been provided Alpha of any past due invoices by Premier, Pure, or ZQH, and we intend to contest the lien vigorously.

The Company notes that the Project is included in the lands in eastern Oklahoma affected by a decision of the U.S. Supreme Court issued on

July 9, 2020.

In McGirt v. Oklahoma the Supreme Court held that a large portion of eastern Oklahoma reserved for the Creek Nation in the

19th

century remains Indian Country for purposes of the federal Major Crimes Act. The impact of this decision on title to the lands and leases included in the Project is uncertain at this point, and the Company will continue to monitor developments concerning the effects of this decision.

June 30, 2020,

the Company entered into an option Agreement with Progressive Well Service, LLC (“Progressive”) to acquire oil and gas assets in Lincoln and Logan Counties in Central Oklahoma (the “Coral Project”, called the “Logan

Project” in the Agreement). The agreement gives the Company until

December 31, 2020

to exercise its option (the “Option Period”). During the Option Period, Progressive

may

not

sell the Coral Project to any

third

party. In return for this exclusivity, the Company issued

10,000

shares of its common stock with a fair value of

$10,000,

such shares to bear a legend restricting sale during the Option Period. At any time during the Option Period, the Company

may

exercise its option with a cash payment of

$50,000.

At closing the Company shall make a cash payment of

$600,000

to Progressive (the “Project Payment”) and guarantee to Progressive a further payment of

of the net revenue stream from any new wells drilled in the Coral Project (the “Production Payment”) until Progressive has received an additional

$350,000.

Since

December 2020,

the Company and Progressive have entered into various Extension Agreements, the current

one

being dated

March 25

2021

(the “Extension Agreement”). The Extension Agreement extends the period by which Closing must occur through

June 1, 2021,

in return for which the Company makes a monthly payment of

ten thousand

dollars (

$10,000

), which sum is to be applied toward the Project Payment.

September 8, 2020,

the Company entered into an Option Agreement with Kadence Petroleum, LLC. (“Kadence”) to acquire oil and gas assets in Logan County in Central Oklahoma, called the “Logan

Project” in the Agreement). The Agreement gives the Company until

February 8, 2021

to exercise its option (the “Option Period”). During the Option Period, Kadence

may

not

sell the Logan

Project to any

third

party. In return for this exclusivity, the Company will pay

$10,000

per month. The Company paid

$10,000

to Brian Tribble, Managing Member of Kadence, through AEI Acquisition, LLC revolving credit note, on

September 18, 2020.

At closing, Alpha shall tender to Kadence a cash payment of

$350,000

(the “Project Payment”). Alpha shall agree at Closing to make a monthly payment equal to

of the net revenue stream from any new wells (

not

workovers, restarts, or recompletions) drilled in the Project area after the Closing until such time as Kadence shall have accrued

$800,000

from such new wells (the “Production Payment”). Together, the Option Payment, Production Payment, and Project Payment shall satisfy the Purchase Price. On

March 3, 2021,

the Company amended the agreement until

May 1, 2021,

with a

$10,000

monthly payment in

January

through

April 2021.

Oil and gas properties at

December 31, 2020

and

2019

consisted of the following:

	Balance						Balance
Account	12/31/2019		Additions		Impairment		12/31/2020
Leasehold Improvements - Chico Rica, LLC	$	10,000	$	-	$	-	$	10,000
Lease Acquisition Costs - Roger County Project		-		1,000,000		1,000,000		-
Lease Acquisition Costs - Logan County Project I		-		20,000		-		10,000
Lease Acquisition Costs - Logan County Project II		-		50,000		-		50,000
Total oil and gas related assets	$	10,000	$	1,070,000	$	1,000,000	$	70,000