QRCP Quest Resource (MM)

On December 4, 2007, the Board of Directors of Quest Midstream GP, LLC ("Quest Midstream"), a subsidiary of Quest Resource Corporation ("QRC") and the general partner of Quest Midstream Partners, L.P., approved an incentive plan to provide for bonus awards to eligible executive officers, directors and key employees of Quest Midstream and its affiliates (the "Plan"). Quest Midstream's Board of Directors established the 2007 performance targets and percentages of goals achieved for each of the five corporate financial goals described below:

The goals of EBITDA and return on invested capital are each weighted at 30%, the goal of distributable cash flow/unit is weighted at 20%, and the goals of pipeline operating expense and distributable cash flow/common unit are each weighted at 10%. For 2007, no incentive awards will be paid under the Plan if the average percentage of the financial goals achieved is less than 60%. Additionally, no additional incentive awards will be paid if the average percentage of the financial goals achieved exceeds 105%.

Each executive officer and key employee that participates in the plan has a target bonus percentage expressed as a percentage of base salary based on his or her level of responsibility. The performance criteria for 2007 includes minimum performance thresholds required to earn any incentive compensation, as well as maximum payouts geared towards rewarding extraordinary performance; thus, actual awards can range from 0% (if performance is below 60% of target) to 42% of base salary for Quest Midstream's President (if performance is 104.99%).

Richard A. Hoover served as President of Quest Midstream until September 2007. Richard E. Muncrief replaced Mr. Hoover in that position in September 2007. Mr. Hoover will receive 75% of any incentive bonus amount payable for 2007, and Mr. Muncrief will receive a pro rata portion of any incentive bonus payable for 2007.