Imperial & United Heritage Sign Merger Deal

Imperial Petroleum has signed a Definitive Merger Agreement with United Heritage Corporation. The Definitive Merger Agreement, which was executed pursuant to the letter of intent, dated July 9, 2004 is materially different from the letter of intent in that Mr. Mize and Christian Heritage Corporation will retain their shares in the Company. The Definitive Merger Agreement provides that United Heritage will issue 1 share of its common stock for each 3 shares of Imperial common stock and that 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 shareholder approval by both companies and to approval by Imperial's lenders.

"While we had planned to complete this Agreement in early August 2004, it has taken a lot longer to reach a definitive agreement on this merger because of issues involving attempts to settle litigation affecting United Heritage and Mr. Mize and because of the subsequent decline in United Heritage's share price. With the new terms of the Definitive Merger Agreement, we are pleased to finally be able to move this process toward completion," said Jeffrey T. Wilson, President of Imperial. "We have specific plans to exploit the huge reserve potential offered by United Heritage's oil fields, including the use of new enhanced recovery techniques, and with the strength in oil prices, the economics of enhanced recovery have continued to improve. The combined Company will be well positioned for future growth with a NASDAQ listing, a strong balance sheet, good cash flow, an excellent reserve base and strong engineering management. Through the application of our reserve-based line of credit financing, we will have the funds available to continue our rapid growth. While completing this Agreement, Imperial has remained focused on executing its business plan and has increased its net oil production by about 70 Bopd through the development of its Louisiana properties acquired earlier this year. We expect the Coquille Bay acquisition to be online next month, adding another 55 Bopd and 500 Mcfpd of net production to the Company. We completed the acquisition of the Kentucky natural gas assets and pipeline previously announced and expect to place these wells online early in 2005. We also sold our Duke Gold Mine claims and retained a 5% net smelter royalty on future production, thus consolidating our focus on the oil and gas business. We remain committed to exploiting our reserve base as rapidly as possible to increase cash flow. We appreciate the loyalty of our shareholders as we work through this merger process."

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