Related Party Transactions and Outside Related Director Information

Warren Resources, Inc. (WRES)

3/31/2006 Proxy Information

As of the current date, our officers and directors own, in the aggregate, limited partnership interests valued at $850,000 at the time of purchase in 4 of our drilling programs. Mr. Swanton owns $250,000 of interests in three programs. Mr. Quinlan owns $600,000 of interests in one program, representing 28.6% of that program. Other than Mr. QuinlanÕs interest in that one drilling program, no officer or director owns greater than a 10% interest in any particular drilling program.

Mr. Noonan is the brother-in-law of CEO and Chairman Mr. Swanton.