X0202 4 2008-02-19 1 0000887396 EMPIRE PETROLEUM CORP EMPR 0001057983 WHITEHEAD ALBERT E 8801 S. YALE SUITE 120 TULSA OK 74137-3575 1 1 1 0 President Common Stock 2008-02-19 4 J 0 2112938 0.13 A 13955679 D Shares issued in exchange for cancellation of debt owed by Issuer to the Trust in connection with advances made to Issuer by the Trust in the amount of $274,682, using a conversion rate of $0.13 per share. Albert E. Whitehead 2008-02-29