Imperial to Merge with United Heritage Corporation

Imperial Petroleum has signed a letter of intent to merge with United Heritage Corporation (NASDAQ: UHCP). Under the terms of the merger, United Heritage will issue 1 share of its common stock for each 3 shares of Imperial common stock. As a result of the combination, Mr. Jeffrey T. Wilson will become the new President and CEO of United Heritage and Mr. Walter G. Mize will remain as the Chairman. The closing is subject to, among other things, the execution of a definitive merger agreement and shareholder approval.

Jeffrey T. Wilson, President of Imperial, said this of the combination, "I believe the merger of our two companies will provide the shareholders of each company with tremendous benefits and I am excited to be a part of the combined company. For Imperial shareholders, we merge into a NASDAQ listed company with substantial oil and gas reserves (UHCP has stated reserves of 27.6 million barrels of oil and 1.5 billion cubic feet of natural gas), with management already in place, a strong balance sheet ($31.6 million in assets and $25.0 million in stockholder's equity) and on terms that we believe are balanced. For United Heritage, Imperial adds positive revenues (estimated at $3.6 million annually) and positive cash flow, substantial oil and gas reserves (9.5 million barrels of oil equivalent) in other areas of the United States, financing to place the UHCP oil and gas projects into production (financing commitment of $18 million of which $13 million is drawn) and we bring an engineering management focus to the development of these projects. The combination of the two companies solves a fundamental need of Imperial to add staff as it continues to grow and provides the combined entity with a firm platform upon which to build a substantial oil and gas company, well beyond its current size."

Imperial, through its subsidiaries and affiliates, is active in crude oil and natural gas production and gold mining. Imperial is headquartered in Evansville, IN.

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