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Range Resources Corporation

Unaudited pro forma combined financial information

The following unaudited pro forma combined financial information shows the pro forma effect of the Great Lakes acquisition. The unaudited pro forma combined financial information includes a statement of operations for the year ended December 31, 2003 and the nine months ended September 30, 2004 which assumes the merger occurred on January 1, 2003.

The unaudited pro forma combined financial information has been prepared to assist in your analysis of the financial effects of the acquisition. It is based on the historical financial statements of Range and Great Lakes and should be read in conjunction with those historical financial statements and related notes, which were previously filed on Form 8-K/A dated August 17, 2004. The historical Great Lakes amounts presented represent the 50% not previously owned by the Company prior to the acquisition.

The pro forma information is based on the estimates and assumptions set forth in the notes to such information. It is preliminary and is being furnished solely for information purposes. The pro forma information does not purport to represent what the financial position and the results of operations of the combined company would have actually been had the merger in fact occurred on the date indicated, nor is it necessarily indicative of the results of operations or financial position that may occur in the future.

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Range Resources Corporation

							50%
			Range				Great				Pro forma
(in thousands, except per share data)			Resources				Lakes				adjustments(3)				Pro forma
Revenues
	Oil and gas sales		$	226,402			$	54,278			$				$	280,680
	Transportation and gathering			3,509				1,886								5,395
	Gain on retirement of securities			18,526				—								18,526
	Other			(2,670	)			379								(2,291	)
				245,767				56,543								302,310
Expenses
	Direct operating			36,423				9,710								46,133
	Production and ad valorem taxes			12,894				511								13,405
	Exploration			13,946				1,931								15,877
	General and administrative			24,377				1,876								26,253
	Interest expense			22,165				3,884				(22	)(a)			33,703
												(130	)(b)
												7,806	(c)
	Depletion, depreciation and amortization			86,549				14,569				2,238	(d)			103,356
				196,354				32,481				9,892				238,727
Income before income taxes				49,413				24,062				(9,892	)			63,583
Income taxes				18,489				—				5,243	(e)			23,732
Net income				30,924				24,062				(15,135	)			39,851
	Preferred dividends			(803	)			—				—				(803	)
Net income available to common shareholders			$	30,121			$	24,062			$	(15,135	)		$	39,048
Earnings per common share:
	Net income per common share— basic		$	0.56											$	0.59
	Net income per common share—diluted		$	0.53											$	0.57
Shares outstanding:
	Basic			54,272								12,190				66,462
	Diluted			57,850								12,190				70,040

See notes to unaudited pro forma combined financial statements.

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Range Resources Corporation

			Range				Great				Pro forma
(in thousands, except per share data)			Resources				Lakes				adjustments(3)				Pro forma
Revenues
	Oil and gas sales		$	218,495			$	27,708			$				$	246,203
	Transportation and gathering			1,107				770								1,877
	Loss on retirement of securities			(39	)			—								(39	)
	Other			(1,120	)			56								(1,064	)
				218,443				28,534								246,977
Expenses
	Direct operating			33,119				4,836								37,955
	Production and ad valorem taxes			14,382				246								14,628
	Exploration			12,382				1,152								13,534
	General and administrative			28,306				1,078								29,384
	Interest expense			15,480				877				(11	)(a)			20,182
												(70	)(b)
												3,906	(c)
	Depletion, depreciation and amortization			70,998				6,552				1,464	(d)			79,014
				174,667				14,741				5,289				194,697
Income before income taxes				43,776				13,793				(5,289	)			52,280
Income taxes				16,088				—				3,145	(e)			19,233
Net income				27,688				13,793				(8,434	)			33,047
	Preferred dividends			(2,212	)			—				—				(2,212	)
Net income available to common shareholders			$	25,476			$	13,793			$	(8,434	)		$	30,835
Earnings per common share:
	Net income per common share—basic		$	0.42											$	0.46
	Net income per common share—diluted		$	0.40											$	0.43
Shares outstanding:
	Basic			59,999								7,430				67,429
	Diluted			68,760								7,430				76,190

See notes to unaudited pro forma combined financial statements.

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Range Resources Corporation

(1) Basis of presentation

The accompanying unaudited pro forma statements of operations present the pro forma effects of the Great Lakes acquisition. The unaudited pro forma statements of operations are presented as though the acquisition occurred on January 1, 2003.

(2) Method of accounting for the acquisition

Range accounted for the acquisition using the purchase method of accounting for business combinations. The purchase method of accounting requires that Great Lakes’ assets and liabilities assumed by Range be revalued and recorded at their estimated “fair values.”

The Company previously owned a 50% interest in Great Lakes, and as an investment in an LLC, accounted for its 50% ownership using the proportional consolidation method. Thus, 50% of Great Lakes assets and liabilities and operating results are included in the Company’s historical financial statements.

On June 2, 2004, we agreed to purchase FirstEnergy’s interest in Great Lakes for a cash purchase price of $200 million plus an optional cash payment equal to 50% of Great Lakes’ commodity hedge liability (“Optional Hedging Payment”) which was $27.7 million at closing on June 23, 2004. The transaction also includes the assumption of debt and other liabilities, which totaled $96.1 million and $1.3 in transaction expenses, for an aggregate anticipated purchase price of $325.1 million. In consideration for the Optional Hedging Payment, FirstEnergy reimbursed Great Lakes, as a capital contribution, for 50% of each commodity derivative position, and the Company did not assume any commodity derivative liabilities associated with the 50% purchased interest.

The calculation of the total purchase price and the allocation of this price to assets and liabilities are shown below:

Calculation and preliminary allocation of purchase price (in thousands):

Cash paid to FirstEnergy			$	200,000
Optional Hedging Payment				27,720
Cash paid for transaction costs				1,266
	Total purchase price		$	228,986

Plus fair value of liabilities assumed (in thousands):

Current liabilities			$	8,375
Long-term debt				70,000
Asset retirement obligation				17,035
Other non-current liabilities				658
	Total purchase price plus liabilities assumed		$	325,054

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Fair value of Great Lakes assets (in thousands):

Current assets			$	13,437
Oil and natural gas properties				296,322
Gas gathering and processing assets				14,429
Other non-current assets				866
	Total fair value of Great Lakes assets		$	325,054

The total purchase price included $1.3 million of estimated merger costs. These costs include investment banking expenses, legal and accounting fees, printing expenses and other acquisition related costs.

In order to finance the acquisition, the acquisition required the consolidation of the Great Lakes Credit Facility into an amended and restated senior credit facility, the issuance of 12,190,000 shares of Range common stock at a price of $12.25 and the issuance of $100.0 million of additional 7.375% senior subordinated notes. The stock transaction included transaction costs of $7.5 million and the issuance of 7.375% senior subordinated notes included transaction expenses of $3.0 million and a discount of $1.9 million. Fees for an amended and restated senior credit facility were $1.0 million.

(3) Pro Forma Adjustments

The unaudited pro forma statements of operations include the following adjustments:

	(a) This adjustment increases interest expense for the effect of additional borrowings under the Senior Credit Facility and amortization of fees associated with an amended and restated senior credit facility.
	(b) This adjustment reflects the decrease in amortization due to the write-off of 50% of Great Lakes’ deferred financing costs attributed to FirstEnergy’s share of the Great Lakes Credit Facility.
	(c) This adjustment increases interest expense for the effect of issuance of an additional $100 million of 7.375% senior subordinated notes and the amortization of the associated discount and estimated issuance costs.
	(d) This adjustment revises Great Lakes historical depreciation, depletion and amortization expense to reflect the adjustment of Great Lakes assets from historical book value to fair value in the purchase price allocation. For the oil and gas producing properties, pro forma depletion was calculated using the equivalent units-of-production method.
	(e) This adjustment recognizes income tax effects of the adjustments to depreciation, depletion and amortization and interest expense at an effective tax rate of approximately

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	37%. This adjustment also recognizes tax expense for Great Lakes’ 50% income prior to the acquisition. Great Lakes did not recognize income taxes as a limited liability corporation.

(4) Net earnings per common share

Net earnings per common share outstanding for the year ended December 31, 2003 and the nine months ended September 30, 2004 have been calculated as follows:

				Nine months
				ended				Year ended
				September 31,				December 31,
(in thousands)				2004				2003
Numerator:
	Net income			$	33,047			$	39,851
	Preferred stock dividends				(2,212	)			(803	)
		Numerator for basic earnings per share		$	30,835			$	39,048
	Net income			$	33,047			$	39,851
	Effect of dilutive securities				—				—
		Numerator for diluted earnings per share after assumed Conversions		$	33,047			$	39,851
Denominator:
	Range weighted average shares outstanding				61,686				55,796
	Pro forma increase				7,430				12,190
	Stock held in deferred compensation plan				(1,687	)			(1,524	)
		Pro forma shares outstanding — basic			67,429				66,462
	Range weighted average shares outstanding				61,686				55,796
	Pro forma increase				7,430				12,190
	Employee stock options				1,192				442
	Common shares assumed issued for convertible preferred				5,882				1,612
		Pro forma shares outstanding — diluted			76,190				70,040

(5) Supplemental pro forma information on oil and gas operations

Pro forma costs incurred

The following tables reflect the costs incurred in oil and natural gas producing property acquisitions, exploration and development activities of Range, Great Lakes and the combined

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				Nine months ended
				September 30, 2004												Year ended December 31, 2003
								50%
				Range				Great								Range				Great
(in thousands)				Resources				Lakes				Pro forma				Resources				Lakes				Pro forma
Acquisitions:
	Unproved leasehold			$	1,487			$	168			$	1,655			$	5,580			$	1,824			$	7,404
	Proved oil and gas properties				1,800				31				1,831				90,723				2,557				93,280
	Gas gathering facilities				—				—				—				4,622				—				4,622
Development					22,044				4,690				26,734				83,433				21,648				105,081
Exploration					4,060				743				4,803				22,564				4,382				26,946
		Subtotal			29,391				5,632				35,023				206,922				30,411				237,333
Asset retirement obligations					408				20				428				4,597				1,731				6,328
		Total		$	29,799			$	5,652			$	35,451			$	211,519			$	32,142			$	243,661

Pro forma quantities of oil and natural gas reserves

Quantities of Proved Reserves

			Crude Oil and NGLs (Mbbls)
							50%
			Range				Great
			Resources				Lakes				Pro forma
Balance, December 31, 2002.				22,952				5,689				28,641
	Revisions			445				(136	)			309
	Extensions, discoveries and additions			3,331				116				3,447
	Purchases			8,758				177				8,935
	Sales			(39	)			(7	)			(46	)
	Production			(2,424	)			(311	)			(2,735	)
Balance, December 31, 2003.				33,023				5,528				38,551

			Natural Gas (Mmcf)
							50%
			Range				Great
			Resources				Lakes				Pro forma
Balance, December 31, 2002.				440,267				218,346				658,613
	Revisions			4,625				6,437				11,062
	Extensions, discoveries and additions			48,364				14,480				62,844
	Purchases			37,734				975				38,709
	Sales			(1,076	)			(657	)			(1,733	)
	Production			(43,510	)			(11,153	)			(54,663	)
Balance, December 31, 2003.				486,404				228,428				714,832

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			Natural Gas Equivalents (Mmcfe)
							50%
			Range				Great
			Resources				Lakes				Pro forma
Balance, December 31, 2002.				577,977				252,478				830,455
	Revisions			7,294				5,621				12,915
	Extensions, discoveries and additions			68,351				15,176				83,527
	Purchases			90,284				2,035				92,319
	Sales			(1,312	)			(700	)			(2,012	)
	Production			(58,053	)			(13,019	)			(71,072	)
Balance, December 31, 2003.				684,541				261,591				946,132

							50%
			Range				Great				Combined
			Resources				Lakes				Pro forma
Proved developed reserves (Mmcfe)
	December 31, 2002.			423,280				147,919				571,199
	December 31, 2003.			493,659				151,310				644,969

Pro forma standardized measure of discounted future cash flows

The following table set forth the standardized measures of discounted future net cash flows relating to proved oil, natural gas and NGL reserves for Range, Great Lakes, and the combined company on a pro forma basis as of December 31, 2003:

							50%
			Range				Great
(in thousands)			Resources				Lakes				Pro forma
Future cash inflows			$	3,803,479			$	1,640,172			$	5,443,651
Future costs:
	Production			(842,052	)			(308,104	)			(1,150,156	)
	Development			(274,029	)			(155,035	)			(429,064	)
Future net cash flows				2,687,398				1,177,033				3,864,431
Income taxes				(740,965	)			(328,769	)			(1,069,734	)
Total undiscounted future net cash flows				1,946,433				848,264				2,794,697
10% discount factor				(943,452	)			(520,991	)			(1,464,443	)
Standardized measure			$	1,002,981			$	327,273			$	1,330,254

The “Standardized Measure of Discounted Future Net Cash Flows Relating to Proved Oil and Gas Reserves” (“Standardized Measure”) is a disclosure requirement of SFAS 69. The Standardized Measure does not purport to present the fair market value of proved oil and gas reserves. This would require consideration of expected future economic and operating conditions, which are not taken into account in calculating the Standardized Measure.

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Future cash inflows were estimated by applying year end prices to the estimated future production less estimated future production costs based on year end costs. Future net cash inflows were discounted using a 10% annual discount rate to arrive at the Standardized Measure. The average prices used at December 31, 2003 to estimate reserve information were $29.48 per barrel for oil, $19.93 per barrel for natural gas liquids and $6.03 per mcf for natural gas using the benchmark prices of $32.52 per barrel and $6.19 per Mmbtu.

Pro forma changes relating to standardized measure of discounted future net cash flows

								50%
				Range				Great
(in thousands)				Resources				Lakes				Pro forma
Standardized measure, beginning of year				$	499,633			$	124,167			$	623,800
	Revisions:
		Prices			160,932				129,059				289,991
		Quantities			267,906				20,542				288,448
		Estimated future development cost			(253,788	)			(155,035	)			(408,823	)
		Accretion of discount			96,361				35,415				131,776
		Income taxes			(103,375	)			(41,118	)			(144,493	)
		Net revisions			168,036				(11,137	)			156,899
	Purchases				145,772				4,314				150,086
	Extensions, discoveries and additions				110,358				32,166				142,524
	Production				(177,085	)			(44,057	)			(221,142	)
	Development costs incurred				204,137				138,591				342,728
	Sales				(2,117	)			(1,485	)			(3,602	)
	Changes in timing and other				54,247				84,714				138,961
Standardized measure, end-of-year				$	1,002,981			$	327,273			$	1,330,254

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