Atlas Resource Partners, L.P. Reports Operating and Financial Results for the Fourth Quarter and Full Year 2012

  Atlas Resource Partners, L.P. Reports Operating and Financial Results for
  the Fourth Quarter and Full Year 2012

  *Atlas Resource Partners (ARP) achieved record average net production of
    110.1 Mmcfed for the fourth quarter 2012, a 14% increase over the third
    quarter 2012
  *ARP closed its acquisition of oil & gas properties in the Marble Falls
    region of the Fort Worth Basin from DTE Energy for approximately $255
    million; ARP completed approximately $650 million in acquisitions in the
    Fort Worth Basin during 2012
  *Adjusted EBITDA and distributable cash flow for the fourth quarter 2012
    grew to $31.8 million and $27.5 million, respectively
  *ARP increased its quarterly distribution to $0.48 per limited partner unit
    for the fourth quarter 2012, a 12% increase from the third quarter 2012
    distribution

Business Wire

PHILADELPHIA -- February 21, 2013

Atlas Resource Partners, L.P. (NYSE: ARP) (“ARP” or “the Company”) has
reported operating and financial results for the fourth quarter and full year
2012.

Matthew A. Jones, President and Chief Operating Officer of ARP, said, “Our
results for the fourth quarter highlight the meaningful progress we have made
towards our objectives in expanding our enterprise through a strong asset
base. This is evidenced by ARP’s completion in less than a year of
approximately $650 million in acquisitions of valuable oil & gas reserves and
undeveloped positions in the Fort Worth Basin. Notably, the recently completed
acquisition in the Marble Falls region fully compliments our already
well-established assets and operating team in Fort Worth, and we look forward
to the contributions of this oil & liquids play to our production margin. We
have also made further improvements in our efficiency of operations and
drilling activities. As a result, we expect our efforts to drive future cash
flow growth while maintaining a solid capital position.”

Fourth Quarter and Full Year 2012 Results

  *Adjusted earnings before interest, income taxes, depreciation and
    amortization (“adjusted EBITDA”), a non-GAAP measure, of $31.8
    million^(1), or $0.66 per common unit, for the fourth quarter 2012, which
    represents a $9.0 million or 40% increase from the third quarter 2012, and
    $84.5 million for the full year 2012;
  *Distributable cash flow, a non-GAAP measure, of $27.5 million^(1), or
    $0.56 per common unit, for the fourth quarter 2012, which represents a
    $9.1 million or 49% increase, and $64.1 million for the full year 2012;
  *ARP declared a cash distribution of $0.48 per limited partner unit for the
    fourth quarter 2012, at a coverage ratio of approximately 1.2x; and,
  *On a GAAP basis, net loss was $18.9 million for the fourth quarter 2012
    compared to $4.7 million for the prior year comparable period. The loss
    for each period was caused principally by non-cash expenses, including
    $9.5 million of asset impairment write downs on certain non-core legacy
    oil and gas properties and non-cash compensation expense. Please see the
    reconciliation of GAAP net loss to adjusted EBITDA in the financial tables
    of this release for further information.

(1) A reconciliation of GAAP net loss to adjusted EBITDA and distributable
cash flow is provided in the financial tables of this release.

Recent Events

Acquisition of Barnett Shale/Marble Falls properties from DTE Energy

On December 20, 2012, ARP completed its acquisition DTE Gas Resources, LLC, an
affiliate of DTE Energy Company (“DTE”), which owned approximately 35 million
barrels of oil equivalents (MMboe) of proved reserves and substantial resource
potential in the Fort Worth Basin in Texas for approximately $255 million.
This transaction represented ARP’s third acquisition in 2012 in the Fort Worth
Basin, and the Company has invested a total of approximately $650 million to
acquire estimated proved reserves of over 700 billion cubic feet of natural
gas equivalents (Bcfe) at the time of acquisition.

Included in this transaction was approximately 88,000 net acres in the Fort
Worth Basin of Texas, primarily in Jack County, offsetting ARP’s current
Barnett Shale position. This acreage position includes approximately 75,000
net acres prospective for the oil and NGL rich Marble Falls play, in which
there are approximately 700 identified vertical drilling locations in ARP’s
position. ARP also believes that there are further potential development
opportunities through vertical down-spacing and horizontal drilling in the
Marble Falls formation. ARP commenced initial drilling operations in the
Marble Falls play in January 2013.

Issuance of $275 million 7.75% 2021 Senior Notes

On January 23, 2013, ARP issued $275 million of 7.75% Senior Notes due 2021 in
a private placement transaction issued at par. The Partnership received net
proceeds of $268.3 million after underwriting commissions and other
transaction costs, and utilized the proceeds to repay and terminate ARP’s
$75.4 million term loan and reduce the outstanding balance on its revolving
credit facility. The senior notes are subject to a registration rights
agreement entered in connection with the transaction, which requires ARP,
among other things, to file a registration statement with the SEC and exchange
the privately placed notes for registered notes by certain dates.

Year End 2012 Oil & Gas Reserves

Throughout 2012, ARP substantially increased its oil & gas reserves and
undeveloped properties through both strategic acquisitions as well as organic
development. This activity, highlighted by the acquisitions of producing oil &
gas assets in the Barnett Shale and Marble Falls regions of the Fort Worth
Basin, resulted in a significant increase in ARP’s proved reserves as of year
end 2012.

As of December 31, 2012, ARP had approximately 911.0 Bcfe of net proved oil &
gas reserves at a PV-10 value of approximately $990.4 million, based upon
NYMEX forward strip prices as of February 11, 2013. This compares to net
proved reserves of approximately 167 Bcfe as of the end of the 2011,
representing an increase of over 445%. Gross proved reserves managed by ARP
(including those on behalf of the Company, its drilling partners in its
investment programs and other operating partners) were approximately 1.63
trillion cubic feet of natural gas equivalents (Tcfe) as of year end 2012,
using similar NYMEX price assumptions.

Based on the SEC average price assumptions of $2.76 per mcf for natural gas
and $94.71 per barrel for crude oil, net proved oil and gas reserves were
723.4 Bcfe at a PV-10 amount of approximately $619.9 million, which does not
include the value of ARP’s commodity derivatives. The fair value of ARP’s
commodity derivatives at December 31, 2012 was approximately $17.5 million.

E&P Operations

  *Average net daily production for the fourth quarter 2012 was 110.1 million
    cubic feet of natural gas equivalents per day (Mmcfed), an increase of
    13.9 Mmcfed, or 14%, compared with the third quarter 2012. The increase
    was primarily due to a full quarter’s volume from the acquisition of the
    remaining 50% interest in Equal Energy, Ltd.’s approximately 8,500 net
    undeveloped acres in the core of the Mississippi Lime play in northwestern
    Oklahoma in September 2012, and a full quarter’s volume from the
    acquisition of Titan Operating, LLC (“Titan”) in the Barnett Shale in July
    2012.
  *Investment partnership margin^(2) contributed $10.7 million to Adjusted
    EBITDA and distributable cash flow for the fourth quarter 2012. In
    December 2012, ARP completed fundraising for Atlas Resources Series 32 –
    2012, raising a total of approximately $127.1 million in investor capital.

(2) Investment partnership margin is comprised of Well Construction and
Completion margin, Well Services margin and Administration and Oversight Fee
revenues.

Hedge Positions

  *ARP expanded its natural gas and oil hedge positions during the fourth
    quarter 2012. ARP currently has approximately 114.9 Bcfe of its future
    production hedged through 2017. A summary of ARP’s current derivative
    positions as of February 21, 2013 is provided in the financial tables of
    this release.

Corporate Expenses & Capital Position

  *Cash general and administrative expense was $9.0 million for the fourth
    quarter 2012, consistent with the third quarter 2012 and a $6.3 million
    decrease from the prior year fourth quarter. The decrease from prior year
    fourth quarter was principally due to higher allocations of management
    time and corporate expenses in the prior year by Atlas Energy, L.P., which
    was prior to ARP’s spinoff in March 2012.
  *Cash interest expense was $0.9 million for the fourth quarter 2012, which
    was consistent with the third quarter 2012. As of December 31, 2012, ARP
    had $351.4 million of total debt, including a $75.4 million term loan and
    $276.0 million outstanding under its revolving credit facility, which has
    a current borrowing base of $368.8 million, and a cash position of $23.2
    million. In January 2013, ARP issued $275 million of 7.75% Senior Notes
    due 2021 and received net proceeds of $268.3 million after underwriting
    commissions and other transaction costs, which were utilized to repay and
    terminate the term loan and reduce the outstanding balance on its
    revolving credit facility.

Interested parties are invited to access the live webcast of an investor call
with management regarding Atlas Resource Partners, L.P.’s fourth  quarter 2012
results on Friday, February 22, 2013 at 9:00 am ET by going to the Investor
Relations section of Atlas Resource’s website at
www.atlasresourcepartners.com. For those unavailable to listen to the live
broadcast, the replay of the webcast will be available following the live call
on the Atlas Resource website and telephonically beginning at 11:00 a.m. ET on
February 22, 2013 by dialing 888-286-8010, passcode: 12321370.

Atlas Resource Partners, L.P. (NYSE: ARP) is an exploration & production
master limited partnership which owns an interest in over 10,200 producing
natural gas and oil wells, primarily in Appalachia and the Barnett Shale in
Texas. ARP is also the largest sponsor of natural gas and oil investment
partnerships in the U.S. For more information, please visit our website at
www.atlasresourcepartners.com, or contact Investor Relations at
InvestorRelations@atlasenergy.com.

Atlas Energy, L.P. (NYSE: ATLS)is a master limited partnership which owns all
of the general partner Class A units and incentive distribution rights and an
approximate 43% limited partner interest in its upstream oil & gas subsidiary,
Atlas Resource Partners, L.P. Additionally, Atlas Energy owns and operates the
general partner of its midstream oil & gas subsidiary, Atlas Pipeline
Partners, L.P., through all of the general partner interest, all the incentive
distribution rights and an approximate 9% limited partner interest. For more
information, please visit our website at www.atlasenergy.com, or contact
Investor Relations at InvestorRelations@atlasenergy.com.

Atlas Pipeline Partners, L.P. (NYSE: APL) is active in the gathering and
processing segments of the midstream natural gas industry. In Oklahoma,
southern Kansas, northern and western Texas, and Tennessee, APL owns and
operates 12 active gas processing plants, 18 gas treating facilities, as well
as approximately 10,100 miles of active intrastate gas gathering pipeline. APL
also has a 20% interest in West Texas LPG Pipeline Limited Partnership, which
is operated by Chevron Corporation. For more information, visit the
Partnership's website at www.atlaspipeline.com or contact
IR@atlaspipeline.com.

Cautionary Note Regarding Forward-Looking Statements

This document contains forward-looking statements that involve a number of
assumptions, risks and uncertainties that could cause actual results to differ
materially from those contained in the forward-looking statements. ARP
cautions readers that any forward-looking information is not a guarantee of
future performance. Such forward-looking statements include, but are not
limited to, statements about future financial and operating results, resource
potential, ARP’s plans, objectives, expectations and intentions and other
statements that are not historical facts. Risks, assumptions and uncertainties
that could cause actual results to materially differ from the forward-looking
statements include, but are not limited to, those associated with general
economic and business conditions; changes in commodity prices; changes in the
costs and results of drilling operations; uncertainties about estimates of
reserves and resource potential; inability to obtain capital needed for
operations; ARP’s level of indebtedness; changes in government environmental
policies and other environmental risks; the availability of drilling equipment
and the timing of production; tax consequences of business transactions; and
other risks, assumptions and uncertainties detailed from time to time in ARP’s
reports filed with the U.S. Securities and Exchange Commission, including
quarterly reports on Form 10-Q, current reports on Form 8-K and annual reports
on Form 10-K. Forward-looking statements speak only as of the date hereof, and
ARP assumes no obligation to update such statements, except as may be required
by applicable law.

                       
ATLAS RESOURCE PARTNERS, L.P.
CONSOLIDATED COMBINED STATEMENTS OF OPERATIONS
(unaudited; in thousands, except per unit data)
                                                   
                         Three Months Ended          Years Ended
                         December 31,                December 31,
                         2012         2011          2012         2011
Revenues:
Gas and oil production   $ 31,578      $ 15,325      $ 92,901      $ 66,979
Well construction and      39,219        70,947        131,496       135,283
completion
Gathering and              5,956         3,698         16,267        17,746
processing
Administration and         3,224         2,668         11,810        7,741
oversight
Well services              4,697         4,752         20,041        19,803
Other, net                66          85          (4,886  )    (30     )
Total revenues            84,740      97,475      267,629     247,522 
                                                                   
Costs and expenses:
Gas and oil production     10,377        5,147         26,624        17,100
Well construction and      34,197        60,876        114,079       115,630
completion
Gathering and              6,306         4,465         19,491        20,842
processing
Well services              2,204         2,661         9,280         8,738
General and                20,696        15,261        69,123        27,536
administrative
Chevron transaction        —             —             7,670         —
expense
Depreciation,
depletion and              18,734        6,850         52,582        30,869
amortization
Asset impairment          9,507       6,995       9,507       6,995   
Total costs and           102,021     102,255     308,356     227,710 
expenses
                                                                   
Operating income           (17,281 )     (4,780  )     (40,727 )     19,812
(loss)
                                                                   
Gain (loss) on asset       39            39            (6,980  )     87
sales and disposal
Interest expense          (1,666  )    —           (4,195  )    —       
                                                                   
Net income (loss)          (18,908 )     (4,741  )     (51,902 )     19,899
                                                                   
Preferred limited         (1,842  )    —           (3,063  )    —       
partner dividends
Net income (loss)
attributable to
owner’s interest,        $ (20,750 )   $ (4,741  )   $ (54,965 )   $ 19,899  
common limited
partners and the
general partner
                                                                   
Allocation of net
income (loss):
Portion applicable to
owner’s interest
(period prior to the     $ —           $ (4,741  )  $ 250         $ 19,899  
transfer of assets on
March 5, 2012)
Portion applicable to
common limited
partners and general
partner’s interests       (20,750 )    —           (55,215 )   —       
(period subsequent to
the transfer of assets
on March 5, 2012)
Net income (loss)
attributable to
owner’s interest,        $ (20,750 )   $ (4,741  )   $ (54,965 )   $ 19,899  
common limited
partners and the
general partner
                                                                   
Allocation of net loss
attributable to common
limited partners and
the general partner:
General partner’s        $ (266    )   $ —           $ (955    )   $ —
interest
Common limited            (20,484 )    —           (54,260 )    —       
partners’ interest
Net loss attributable
to common limited        $ (20,750 )   $ —          $ (55,215 )   $ —       
partners and the
general partner
                                                                   
Net loss attributable
to common limited
partners per unit:
Basic                    $ (0.53   )   $ —          $ (1.59   )   $ —       
Diluted                  $ (0.53   )   $ —          $ (1.59   )   $ —       
                                                                   
Weighted average
common limited partner
units outstanding:
Basic                     39,003      —           34,039      —       
Diluted                   39,003      —           34,039      —       


ATLAS RESOURCE PARTNERS, L.P.
CONSOLIDATED COMBINED BALANCE SHEETS
(unaudited; in thousands)
                                                     
                                                       December 31,
ASSETS                                                 2012         2011
Current assets:
Cash and cash equivalents                              $ 23,188      $ 54,708
Accounts receivable                                      38,718        20,572
Current portion of derivative asset                      12,274        13,801
Subscriptions receivable                                 55,357        34,455
Prepaid expenses and other                              9,063        7,677
Total current assets                                     138,600       131,213
                                                                     
Property, plant and equipment, net                       1,302,228     520,883
Goodwill and intangible assets, net                      33,104        33,285
Long-term derivative asset                               8,898         16,128
Other assets, net                                       16,122       857
                                                       $ 1,498,952   $ 702,366
                                                                     
LIABILITIES AND PARTNERS’ CAPITAL/EQUITY
                                                                     
Current liabilities:
Accounts payable                                       $ 59,549      $ 36,731
Advances from affiliates                                 5,853         1,253
Liabilities associated with drilling contracts           67,293        71,719
Current portion of derivative payable to Drilling        11,293        20,900
Partnerships
Accrued well drilling and completion costs               47,637        17,585
Accrued liabilities                                     25,388       35,952
Total current liabilities                                217,013       184,140
                                                                     
Long-term debt                                           351,425       —
Long-term derivative liability                           888           —
Long-term derivative payable to Drilling                 2,429         15,272
Partnerships
Asset retirement obligations and other                   65,191        45,779
                                                                     
Commitments and contingencies
                                                                     
Partners’ Capital/Equity:
General partner’s interest                               7,029         —
Preferred limited partners’ interests                    96,155        —
Common limited partners’ interests                       737,253       —
Equity                                                   —             427,246
Accumulated other comprehensive income                  21,569       29,929
Total partners’ capital/equity                          862,006      457,175
                                                       $ 1,498,952   $ 702,366
                                                                     


ATLAS RESOURCE PARTNERS, L.P.
Financial and Operating Highlights
                                                      
                                Three Months Ended       Years Ended
                                December 31,             December 31,
                                2012         2011       2012        2011
                                                                      
Net loss attributable to
common limited partners per     $ (0.53   )   $ −        $ (1.59  )   $ −
unit - basic
                                                                      
Distributable cash flow per     $ 0.56        $ −        $ 1.59       $ −
unit^(1)(2)
                                                                      
Cash distributions paid per     $ 0.48        $ −        $ 1.43       $ −
unit^(3)
                                                                      
Production revenues (in
thousands):
Natural gas                     $ 22,362      $ 10,713   $ 70,151     $ 49,096
Oil                               3,732         2,716      11,351       10,057
Natural gas liquids              5,484       1,896     11,399     7,826
Total production revenues       $ 31,578     $ 15,325   $ 92,901    $ 66,979
                                                                      
Production volume:^(4)(5)
Appalachia: ^ (6)
Natural gas (Mcfd)                34,134        25,391     33,889       26,292
Oil (Bpd)                         291           318        278          287
Natural gas liquids (Bpd)        2           31        10         17
Total (Mcfed)                    35,892      27,488    35,618     28,116
Barnett/Marble Falls: ^ (7)
Natural gas (Mcfd)                61,323        —          28,855       —
Oil (Bpd)                         784           —          28           —
Natural gas liquids (Bpd)        2,501       —         473        —
Total (Mcfed)                    81,032      —         31,861     —
Mississippi Lime/Hunton:
Natural gas (Mcfd)                4,895         —          1,392        —
Oil (Bpd)                         31            —          8            —
Natural gas liquids (Bpd)        323         —         81         —
Total (Mcfed)                    7,017       —         1,926      —
Other Operating Areas: ^ (6)
Natural gas (Mcfd)                5,393         5,169      5,271        5,111
Oil (Bpd)                         14            21         16           20
Natural gas liquids (Bpd)        415         401       410        427
Total (Mcfed)                    7,971       7,694     7,827      7,796
Total ^(7):
Natural gas (Mcfd)                95,845        30,560     69,408       31,403
Oil (Bpd)                         447           339        330          307
Natural gas liquids (Bpd)        1,935       432       974        444
Total (Mcfed)                    110,137     35,182    77,232     35,912
                                                                      
Average sales prices: ^ (5)
Natural gas (per Mcf) ^ (8)     $ 3.04        $ 4.20     $ 3.29       $ 4.98
Oil (per Bbl)^(9)               $ 90.76       $ 87.19    $ 94.02      $ 89.70
Natural gas liquids (per Bbl)   $ 30.80       $ 47.74    $ 31.97      $ 48.26
                                                                      
Production costs: ^(5)(10)
Lease operating expenses per    $ 0.88        $ 1.20     $ 0.82       $ 1.09
Mcfe
Production taxes per Mcfe        0.14        0.08      0.12       0.10
Total production costs per      $ 1.01        $ 1.28     $ 0.94       $ 1.19
Mcfe
                                                                      
Depletion per Mcfe ^(5)         $ 1.71        $ 2.10     $ 1.66       $ 2.09


^(1)   A reconciliation from net income to distributable cash flow is
        provided in the financial tables of this release.
        
        Calculation consists of distributable cash flow, less amounts
        attributable to the general partner, divided by 47,810,000 and
        40,198,000 limited partner units for the three months and year ended
^(2)    December 31, 2012, respectively, which represent the weighted average
        limited partner units which were paid cash distributions for the
        respective period subsequent to March 5, 2012, the date of the
        transfer of assets. Prior to March 5, 2012, no limited partner units
        were outstanding.
        
        Represents the cash distributions declared per limited partner unit
        for the respective period and paid by ARP within 45 days after the end
        of each quarter, based upon the distributable cash flow generated
^(3)    during the respective quarter. The cash distribution declared of $0.12
        per limited partner unit for the 1^st quarter 2012 reflects a prorated
        cash distribution for the 27-day period from March 5, 2012, the date
        of transfer of the assets to ARP, to March 31, 2012.
        
        Production quantities consist of the sum of (i) ARP’s proportionate
        share of production from wells in which it has a direct interest,
        based on ARP’s proportionate net revenue interest in such wells, and
^(4)    (ii) ARP’s proportionate share of production from wells owned by the
        investment partnerships in which ARP has an interest, based on its
        equity interest in each such partnership and based on each
        partnership’s proportionate net revenue interest in these wells.
        
        “Mcf” and “Mcfd” represent thousand cubic feet and thousand cubic feet
        per day; “Mcfe” and “Mcfed” represent thousand cubic feet equivalents
^(5)    and thousand cubic feet equivalents per day, and “Bbl” and “Bpd”
        represent barrels and barrels per day. Barrels are converted to Mcfe
        using the ratio of six Mcf’s to one barrel.
        
        Appalachia includes ARP’s production located in Pennsylvania, Ohio,
^(6)    New York and West Virginia. Other operating areas include ARP’s
        production located in the Chattanooga, New Albany/Antrim and Niobrara
        Shales.
        
        Volumetric production per day for Barnett/Marble Falls for the three
        months ended December 31, 2012 includes production per day associated
        with the DTE operational assets based upon the 12-day period from
        December 20, 2012, the date of acquisition, through December 31, 2012.
        Volumetric production per day for Barnett/Marble Falls for the year
^(7)    ended December 31, 2012 represents production volume over the 366 days
        within the year ended December 31, 2012. Volumetric production per day
        for Mississippi Lime/Hunton for the year ended December 31, 2012
        represents production volume over the 366 days within the year ended
        December 31, 2012. Total production per day represents production
        volume over the 92 and 366 days within the three months and year ended
        December 31, 2012, respectively.
        
        ARP’s average sales prices for natural gas before the effects of
        financial hedging were $2.98 per Mcf and $3.68 per Mcf for the three
        months ended December 31, 2012 and 2011, respectively, and $2.60 per
        Mcf and $4.53 per Mcf for the years ended December 31, 2012 and 2011,
        respectively. These amounts exclude the impact of subordination of
        production revenues to investor partners within the investor
^(8)    partnerships. Including the effects of subordination, average natural
        gas sales prices were $2.54 per Mcf ($2.48 per Mcf before the effects
        of financial hedging) and $3.81 per Mcf ($3.29 per Mcf before the
        effects of financial hedging) for the three months ended December 31,
        2012 and 2011, respectively, and $2.76 per Mcf ($2.08 per Mcf before
        the effects of financial hedging) and $4.28 per Mcf ($3.83 per Mcf
        before the effects of financial hedging) for the years ended December
        31, 2012 and 2011, respectively.
        
        ARP’s average sales prices for oil before the effects of financial
        hedging were $87.55 per barrel and $86.76 per barrel for the three
^(9)    months ended December 31, 2012 and 2011, respectively, and $91.32 per
        barrel and $89.07 per barrel for the years ended December 31, 2012 and
        2011, respectively.
        
        Production costs include labor to operate the wells and related
        equipment, repairs and maintenance, materials and supplies, property
        taxes, severance taxes, insurance and production overhead. These
        amounts exclude the effects of ARP’s proportionate share of lease
        operating expenses associated with subordination of production revenue
        to investor partners within ARP’s investor partnerships. Including the
^(10)   effects of these costs, lease operating expenses per Mcfe were $0.71
        per Mcfe ($0.95 per Mcfe for total production costs) and $0.98 per
        Mcfe ($1.06 per Mcfe for total production costs) for the three months
        ended December 31, 2012 and 2011, respectively, and $0.58 per Mcfe
        ($0.70 per Mcfe for total production costs) and $0.77 per Mcfe ($0.87
        per Mcfe for total production costs) for the years ended December 31,
        2012 and 2011, respectively.


ATLAS RESOURCE PARTNERS, L.P.
CAPITALIZATION INFORMATION
(unaudited; in thousands)
                                                   
                                      December 31,    December 31,
                                      2012            2011
Total debt                            $ 351,425       $  —
Less: Cash                             (23,188   )     (54,708 )
Total net debt/(cash)                   328,237          (54,708 )
                                                      
Partners’ capital/equity               862,006        457,175 
                                                      
Total capitalization                  $ 1,190,243    $  402,467 
                                                      
Ratio of net debt to capitalization   0.28x           0.00x
                                                      


ATLAS RESOURCE PARTNERS, L.P.
CAPITAL EXPENDITURE DATA
(unaudited; in thousands)
                                                      
                                   Three Months Ended    Years Ended
                                   December 31,          December 31,
                                   2012      2011       2012       2011
Maintenance capital expenditures   $ 3,350    $ 2,300    $ 10,200    $ 9,833
Expansion capital expenditures      50,497    8,754     117,026    37,491
Total                              $ 53,847   $ 11,054   $ 127,226   $ 47,324
                                                                     


ATLAS RESOURCE PARTNERS, L.P.
Financial Information
(unaudited; in thousands)
                                                  
                         Three Months Ended          Years Ended
                         December 31,                December 31,
Adjusted EBITDA and
Distributable Cash       2012         2011          2012         2011
Flow Summary:
Gas and oil production   $ 21,201      $ 10,678      $ 70,795      $ 49,879
margin
Well construction and      5,022         10,071        17,417        19,653
completion margin
Administration and         3,224         2,668         11,810        7,741
oversight margin
Well services margin       2,493         2,091         10,761        11,065
Gathering                 (350    )    (767    )    (3,224  )    (3,096  )
Gross Margin               31,590        24,741        107,559       85,242
Estimated Gross Margin    9,131       −           12,941      −       
for Acquisitions^(1)
Adjusted Gross Margin      40,721        24,741        120,500       85,242
Cash general and
administrative             (9,023  )     (15,261 )     (36,090 )     (27,536 )
expenses
Other, net                66          85          115         (14     )
Adjusted EBITDA^(2)        31,764        9,565         84,525        57,692
Cash interest              (873    )     −             (2,374  )     −
expense^(3)
Maintenance capital       (3,350  )    (2,300  )    (10,200 )    (9,833  )
expenditures
Distributable Cash         27,541        7,265         71,951        47,859
Flow^(2)
Distributable cash
flow not attributable
to limited partners
and the general           −           (7,265  )   (7,880  )    (47,859 )
partner prior to March
5, 2012 (the date of
transfer of
assets)^(5)
Distributable Cash
Flow attributable to     $ 27,541     $ −          $ 64,071     $ −       
limited partners^(2)
                                                                   
Distributions Paid^(4)   $ 23,567      $ −           $ 57,441      $ −
per limited partner      $ 0.48        $ −           $ 1.43        $ −
unit
                                                                   
                                                                   
Reconciliation of non-GAAP measures to net income
(loss)^(2):
Distributable cash
flow attributable to
limited                  $ 27,541      $ −           $ 64,071      $ −

partners and the
general partner
Distributable cash
flow not attributable
to limited partners
and the general            −             7,265         7,880         47,859
partner prior to March
5, 2012 (the date of
transfer of
assets)^(5)
Estimated gross margin     (9,131  )     −             (12,941 )     −
for acquisitions^(1)
Acquisition and            (8,701  )     −             (22,200 )     −
related costs
Depreciation,
depletion and              (18,734 )     (6,850  )     (52,582 )     (30,869 )
amortization
Asset impairment           (9,507  )     (6,995  )     (9,507  )     (6,995  )
Amortization of            (793    )     −             (1,821  )     −
deferred finance costs
Non-cash stock             (2,972  )     −             (10,833 )     −
compensation expense
Maintenance capital        3,350         2,300         10,200        9,833
expenditures
Gain (loss) on asset       39            39            (6,980  )     87
disposal
Chevron transaction        −             −             (7,670  )     −
expense
Adjustment to reflect
cash impact of             −             −             (4,518  )     −
derivatives
Premiums paid on
swaption derivative        −             −             (5,001  )     −
contracts (Carrizo
Barnett acquisition)
Other non-cash            −           (500    )    −          (16     )
adjustments
Net income (loss)        $ (18,908 )   $ (4,741  )   $ (51,902 )  $ 19,899  


       Includes estimated gross margin generated for the month of April 2012
       for Carrizo, estimated gross margin for the majority of July for Titan,
       the majority of the 3^rd quarter 2012 for Equal, and the majority of
       the 4^th quarter 2012 for DTE. ARP consummated the acquisition of the
       Barnett assets from Carrizo on April 30, 2012, with ARP receiving all
       of the net cash generated by the assets from January 1, 2012 through
       April 30, 2012 as an acquisition adjustment, which is not included
       within ARP’s gross margin for the period. In addition, ARP consummated
       the acquisition of the Barnett assets from Titan on July 25, 2012, with
       ARP receiving all of the net cash generated by the assets from July 1,
       2012 through July 25, 2012 as an acquisition adjustment, which is not
       included within ARP’s gross margin for the period. Also, ARP
^(1)  consummated the acquisition of the remainder of the Equal assets on
       September 24, 2012, with ARP receiving all of the net cash generated by
       the assets from July 1, 2012 through September 24, 2012 as an
       acquisition adjustment, which is not included within ARP’s gross margin
       for the period. Also, ARP consummated the acquisition of the DTE assets
       on December 20, 2012, with ARP receiving all of the net cash generated
       by the assets from October 1, 2012 through December 20, 2012 as an
       acquisition adjustment, which is not included within ARP’s gross margin
       for the period. As such, ARP has included the portion of cash received
       attributable to the month of April 2012 for Carrizo, the 25 days in
       July for Titan, the 85 days for the 3^rd quarter 2012 for Equal, and
       the 80 days for the 4^th quarter 2012 for DTE as it paid or will pay a
       full quarter’s cash distribution for the respective quarterly period.
       
       Adjusted EBITDA and distributable cash flow are non-GAAP (generally
       accepted accounting principles) financial measures under the rules of
       the Securities and Exchange Commission. Management of ARP believes that
       adjusted EBITDA and distributable cash flow provide additional
       information for evaluating ARP’s performance, among other things. These
       measures are widely used by commercial banks, investment bankers,
^(2)   rating agencies and investors in evaluating performance relative to
       peers and pre-set performance standards. Adjusted EBITDA is also a
       financial measurement that, with certain negotiated adjustments, is
       utilized within ARP’s financial covenants under its credit facility.
       Adjusted EBITDA and distributable cash flow are not measures of
       financial performance under GAAP and, accordingly, should not be
       considered as a substitute for net income, operating income, or cash
       flows from operating activities in accordance with GAAP.
       
^(3)   Excludes non-cash amortization of deferred financing costs.
       
       Represents the cash distributions declared for the respective period
       and paid by ARP within 45 days after the end of each quarter, based
       upon the distributable cash flow generated during the respective
^(4)   quarter. The year ended December 31, 2012 includes a cash distribution
       payment of $0.12 per limited partner unit for the 1^st quarter 2012,
       which reflected a prorated cash distribution for the 27-day period from
       March 5, 2012, the date of transfer of the assets to ARP, to March 31,
       2012.
       
       In accordance with prevailing accounting literature, ARP has adjusted
^(5)   its historical financial statements to present them combined with the
       historical financial results of the spin-off assets for all periods
       prior to its spin-off date of March 5, 2012.


ATLAS RESOURCE PARTNERS, L.P.
Hedge Position Summary
(as of February 18, 2013)

Natural Gas
                                     
Fixed Price Swaps
                     Average
Production Period    Fixed Price        Volumes
Ended December 31,   (per mcf)^(a)(b)   (mcf)^(a)
2013                 $       3.84       24,319,432
2014                 $       4.17       26,368,397
2015                 $       4.26       18,584,401
2016                 $       4.42       14,206,872
2017                 $       4.68       7,745,780

Costless Collars
                    Average           Average          
Production Period    Floor Price        Ceiling Price      Volumes
Ended December 31,   (per mcf)^(a)(b)   (per mcf)^(a)(b)   (mcf)^(a)
2013                 $       4.43       $       5.48       5,481,629
2014                 $       4.25       $       5.16       3,813,307
2015                 $       4.26       $       5.17       3,455,809

Put Options
                    Average          
Production Period    Fixed Price        Volumes
Ended December 31,   (per mcf)^(a)(b)   (mcf)^(a)
2013                 $       3.47       1,012,910

Natural Gas Liquids                
                   
Fixed Price Swaps
                     Average
Production Period    Fixed Price     Volumes
Ended December 31,   (per bbl)^(a)   (bbls)^(a)
2013                 $     92.69     165,000
2014                 $     91.41     123,000
2015                 $     88.55     96,000
2016                 $     85.92     60,000

Crude Oil
                                  
Fixed Price Swaps
                     Average
Production Period    Fixed Price     Volumes
Ended December 31,   (per bbl)^(a)   (bbls)^(a)
2013                 $     92.12     323,100
2014                 $     91.89     360,000
2015                 $     88.62     237,000
2016                 $     86.53     111,000
2017                 $     84.60     36,000

Costless Collars
                    Average        Average       
Production Period    Floor Price     Ceiling Price   Volumes
Ended December 31,   (per bbl)^(a)   (per bbl)^(a)   (bbls)^(a)
2013                 $     90.00     $    116.51     65,000
2014                 $     84.17     $    113.31     41,160
2015                 $     83.85     $    110.65     29,250
                        

^(a)  “Mcf” represents thousand cubic feet; “bbl” represents barrel.
^(b)   Includes an estimated basis differential and Btu (British thermal
       units) adjustment.

Contact:

Atlas Resource Partners, L.P.
Brian J. Begley
Vice President - Investor Relations
877-280-2857
215-405-2718 (fax)
 
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