Related Party Transactions and Outside Related Director Information

NGP Capital Resources Company (NGPC)

4/14/2006 Proxy Information

The Fund has entered into indemnity agreements with certain officers and directors which provide, among other things, that the Fund will indemnify such officer or director, under the circumstances and to the extent provided for therein, for expenses, damages, judgments, fines, liabilities, losses, penalties, excise taxes and amounts paid in settlement he may be required to pay in actions or proceedings which he is or may be made a party by reason of his position as a director or officer of the Fund, and otherwise to the fullest extent permitted under Maryland law and the FundŐs Certificate of Incorporation and Bylaws.