PURCHASE AND SALE AGREEMENT

                           PURCHASE AND SALE AGREEMENT

      This Purchase and Sale Agreement (this "Agreement") dated as of the 15th
day of November 2005, is between AURORA ENERGY LTD., a Nevada corporation with
an address at 3760 N. US 31 South, P.O. Box 961, Traverse City, Michigan
49685-0961 ("Seller") and NEW ALBANY-INDIANA, LLC, a Delaware limited liability
company with an address at 1965 Waddle Road, State College, Pennsylvania 16803
("Buyer"). Seller and Buyer are also referred to herein individually as a
"Party" and collectively as the "Parties."

      In consideration of the mutual promises contained herein, the benefits to
be derived by each Party hereunder and other good and valuable consideration,
the receipt and sufficiency of which are hereby acknowledged, Buyer and Seller
agree as follows:

                                    ARTICLE 1
                                PURCHASE AND SALE

      1.1 Purchase and Sale. Subject to the terms and conditions of this
Agreement, Seller agrees to sell and convey and Buyer agrees to purchase and pay
for all of Seller's right, title and interest in and to the Interests (as
hereinafter defined).

      1.2 Interests. For purposes of this Agreement, the term "Interests" shall
be defined as an undivided 48.75% working interest (40.7063% net revenue
interest) in and to all of the following interests (of whatever kind or
character, whether legal or equitable and whether vested or unvested or
contingent), less and except for the Reserved Interests (as hereinafter
defined):

            (a) All of Seller's right, title and interest in and to the oil, gas
and mineral leases located in Greene, Clay, Owen and Sullivan Counties, Indiana,
as more particularly described on Exhibit A attached hereto (collectively, the
"Wabash Leases");

            (b) All of Seller's right, title and interest in and to that certain
Farmout and Participation Agreement dated effective July 19, 2005 between
Aurora, as Farmor, and Jet Ex, L.L.C., a Michigan limited liability company, as
Farmee, attached hereto as Exhibit B (the "Farmout Agreement").

            (c) Originals or copies of all computer tapes and discs, files,
records, information, instruments, documents, agreements or data relating to the
Interests in the possession of Seller, including, without limitation, title
records (including abstracts of title, title opinions, certificate of title and
title curative documents), accounting records and files, contracts,
correspondence, regulatory reports, seismic and geophysical data, tapes and
records, and all related materials, INSOFAR AND ONLY INSOFAR as the foregoing
items constitute materials that may be lawfully conveyed to Buyer (i.e., the
materials are not subject to an agreement precluding their transfer to Buyer),
and, to the extent transferable, all other contract rights, intangible rights,
inchoate rights, choses in action, rights under warranties made by prior owners,
manufacturers, vendors or other third parties, and rights accruing under
applicable statutes of limitation or prescription, attributable to the
Interests.

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      1.3 Option to Purchase. At Closing, and in addition to the conveyance of
the Interests, Seller shall grant to Buyer an option, to be exercised at anytime
and from time to time within five hundred and forty (540) days following the
Closing, to acquire a fifty percent (50%) working interest in any and all
acreage leased or acquired by Seller or its affiliates within Lawrence, Jackson,
Washington and Orange Counties, Indiana (measured as of the date of the exercise
of the option) (the "Option Counties") for the net cost to Buyer of twenty five
($25.00) per acre (the "Option"). The acreage leased or acquired by Seller as of
November 1, 2005 within the Option Counties is attached hereto as Exhibit C.

       1.4 Reserved Interests. Notwithstanding any provision of this Agreement to
the contrary, Seller shall retain following the Closing, a one-half percent
(.5%) overriding royalty interest attributable to, or associated with, the
Wabash Leases (the "Reserved Interests"), thus delivering an 83.5% to the 8/8ths
revenue interest to Buyer. The Reserve Interests shall bear its pro-rata share
of the costs and expenses of all transportation fees, Carbon Dioxide, Hydrogen
Sulfide, Nitrogen and any other contaminate removal treatments required for the
marketability of production, and production taxes. Buyer hereby acknowledges and
agrees that the Reserved Interests shall be retained by Seller following the
Closing and shall not be included in the Interests. Seller and Buyer acknowledge
and agree that the Reserved Interests shall be retained by Seller and transfer
by Seller from time to time to certain key persons as project and land
management incentives which may be conducted for the future benefit of both
Seller and Buyer.

      1.5 Risk of Loss. If, after the execution of this Agreement and prior to
the Closing, any part of the Interests shall be destroyed or harmed by fire or
any other casualty or cause or shall be taken by condemnation or the exercise of
eminent domain, this Agreement may be terminated by Buyer, in its sole
discretion, if the amount of such damage or loss exceeds $1,000,000, and the
Deposits (as hereinafter defined) shall promptly be returned to Buyer. In the
event this Agreement is continued following the occurrence of the events
described above, this Agreement shall remain in full force and effect, and as to
each Interest affected, Seller shall, at its election, either collect (and when
collected promptly pay over to Buyer its proportionate share of such amount) or
assign to Buyer any and all insurance or other claims related to Buyer's
proportionate share of such damage or loss. In the event Buyer elects to
continue this Agreement, Buyer shall take title to the affected Interest without
reduction in the Purchase Price, provided that Seller fully complies with its
obligations arising under this Section.

                                    ARTICLE 2
                                 PURCHASE PRICE

      2.1 Purchase Price. In consideration for the purchase of the Interests
(which shall include the purchase of the Option), Buyer shall pay to Seller at
Closing, to an account designated by Seller at least three (3) business days
prior to Closing, in cash or immediately available funds, the sum of Ten Million
Five Hundred Thousand Dollars ($10,500,000) (the "Purchase Price").


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<PAGE>

      2.2 Deposits.

            (a) Seller hereby acknowledges its prior receipt of a deposit in the
amount of $500,000 (the "Initial Deposit") paid to Seller by an affiliate of
Buyer, Rex Energy Operating Corp. ("Rex Energy") pursuant to that certain letter
of intent dated October 7, 2005 by and between Seller and Rex Energy, as amended
by that certain letter agreement dated October 27, 2005 (the "Letter of
Intent"). Seller agrees to continue to hold the Initial Deposit in accordance
with the terms and conditions of the Letter of Intent and acknowledges and
agrees that the Initial Deposit is now being held for the benefit of Buyer.

             (b) Upon the earlier of (i) December 1st, 2005, or (ii) completion
of Buyer's title investigation, Buyer shall promptly deposit, by wire transfer
to a bank account designated by Seller (which shall be the same bank account in
which the Initial Deposit was deposited), an additional deposit in an amount
equal to Three Million Dollars ($3,000,000.00) (the "Subsequent Deposit", and
collectively with the Initial Deposit, referred to herein as the "Deposits"). If
the Closing occurs, the Deposits and all interest accrued shall be applied to
reduce the Purchase Price. If Closing does not occur, the Deposits and all
accrued interest accrued shall be applied as provided in Section 12.2 of this
Agreement.

            (c) Seller hereby agrees that it shall hold, invest and disburse the
Deposits only in accordance with the terms and conditions of this Agreement. The
account designated by Seller for the Deposits shall be an interest bearing
account held by a third party banking institution which is not in anyway
affiliated with Seller. Seller hereby agrees that the Deposits shall be held at
all times until disbursement in the account designated by Seller, and that
Seller shall at no time commingle any of its funds with the Deposits or withdraw
all or any portion of the Deposits except as provided under the terms and
conditions of this Agreement. Any and all accrued interest or gains shall be
deemed to be part of Deposits and will be paid to the party receiving the
Deposits as and when distribution is made therefrom, the parties specifically
acknowledging that in the event that the Closing of the transactions
contemplated by this Agreement occurs, any such accrued interest shall be
applied with the Deposits as a credit toward payment of the Purchase Price by
Buyer. Seller hereby agrees to provide Buyer with written notification of its
intention to withdraw all or any portion of the Deposits at least five (5)
business days before any such withdrawal.

            (d) At all times prior to the Closing, the Deposits shall, without
any notice, demand, presentment or protest of any kind (each of which is waived
by Seller), automatically and immediately become due and payable to Buyer upon
the occurrence of any one or more of the following events: (i) Seller is
adjudicated as bankrupt, (ii) Seller commences or has commenced against it any
bankruptcy or insolvency proceeding under the federal bankruptcy code or
otherwise which is not rescinded within sixty (60) days, (iii) the making by
Seller of a general assignment for the benefit of creditors, or (iv) the
appointment of a receiver or trustee in bankruptcy of Seller or for any of the
Seller's assets which is not rescinded within sixty (60) days. Seller agrees to
immediately return the Deposits to Buyer upon the occurrence of any of the above
events.


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<PAGE>

            (e) Seller shall indemnify and hold Buyer and its affiliates
harmless from and against any and all losses or damages suffered or incurred by
Buyer or its affiliates (including, without limitation, reasonable attorney's
fees and court costs) by reason of the breach of this Section 2.2 or the
non-fulfillment of any covenant or agreement of Seller contained in this Section
2.2. Seller further acknowledges and agrees that in the event of a breach or
threatened breach of any agreement by it contained in this Section 2.2 or in
Section 12.2 of this Agreement, Buyer shall be entitled, in addition to all
other applicable remedies, to seek specific performance of the terms of this
Section 2.2 and Section 12.2 of this Agreement, including immediate injunctive
relief in any court of competent jurisdiction enjoining Seller from any activity
constituting such breach or threatened breach. No right or remedy herein
conferred upon or reserved to Buyer is exclusive of any right or remedy herein
or permitted by law or equity, but each shall be cumulative of every other right
or remedy given hereunder or now or hereafter existing at law or in equity (or
by statute or otherwise), and may be enforced concurrently therewith or from
time to time and as often as may be deemed expedient or necessary by Buyer, in
its sole discretion. The covenants, agreements and obligations of Seller
pursuant to this Section 2.2 shall survive the Closing until fully discharged or
performed.

                                    ARTICLE 3
                         REPRESENTATIONS AND WARRANTIES

      3.1 Representations and Warranties of Seller. Seller represents and
warrants to Buyer the following:

            (a) Seller is a corporation duly organized, validly existing and in
good standing under the laws of the State of Nevada. Seller is duly qualified to
carry on its business and is in good standing in the State of Indiana and in
each other state where the Interests are located.

            (b) Seller has all requisite power and authority to carry on its
business as presently conducted, to enter into this Agreement, and to perform
its obligations hereunder. The execution and delivery of this Agreement by
Seller does not, and the consummation of the transactions contemplated by this
Agreement shall not: (i) violate, conflict with, or require the consent of any
person or entity under any provision of Seller's Articles or Certificate of
Incorporation, as the case may be, or Bylaws or other governing documents, (ii)
conflict with, result in a breach of, constitute a default (or an event that
with the lapse of time or notice or both would constitute a default) or require
any consent, authorization or approval under any agreement or instrument to
which Seller is a party, (iii) violate any provision of or require any consent,
authorization, or approval under any judgment, decree, judicial or
administrative order, award, writ, injunction, statute, rule, or regulation
applicable to Seller, or (iv) result in the creation of any lien, charge, or
encumbrances on any of the Interests.

            (c) The execution and delivery of this Agreement has been, and the
performance of this Agreement and the transactions contemplated by this
Agreement shall be at the time required to be performed, duly and validly
authorized by all requisite corporate action on the part of Seller. The
transactions contemplated by this Agreement do not constitute the sale of all or
substantially all of the assets of Seller.


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<PAGE>

            (d) This Agreement has been duly executed and delivered on behalf of
Seller and constitutes the legal and binding obligation of Seller enforceable in
accordance with its terms, except as enforceability may be limited by applicable
bankruptcy, reorganization, or moratorium statues, equitable principles, or
other similar laws affecting the rights of creditors generally ("Equitable
Limitations"). At Closing, all documents and instruments required to be executed
and delivered by Seller shall be duly executed and delivered and shall
constitute legal, valid, enforceable, and binding obligations of Seller, except
as enforceability may be limited by Equitable Limitations.

            (e) Seller has incurred no liability, contingent or otherwise, for
broker's or finder's fees or commissions relating to the transactions
contemplated by this Agreement for which Buyer shall have any responsibility
whatsoever.

            (f) During the period of Seller's ownership of the Interests, Seller
has properly paid all ad valorem, property, production, severance, excise and
similar taxes and assessments based on or measured by the ownership of property
on the Interests that have become due and payable before the Closing Date.

            (g) No suit, action or other proceeding is pending or, to the best
of Seller's Knowledge, threatened before any court, arbitration panel or
governmental agency which relates to the Interests and which might result in a
material loss of Seller's title to any portion of the Interests, or a material
diminution of the value of any of the Interests, or that might materially hinder
or impede the operation of the Interests. No written or oral notice from any
governmental agency or any other person has been received by Seller: (i)
claiming any violation or repudiation of all or any part of the Interests or any
violation of any law or any environmental, conservation or other ordinance,
code, rule or regulation or (ii) requiring or calling attention to the need for
any work, repairs, construction, alterations, or installations on or in
connection with the Interests, with which Seller has not complied.

            (h) There is no investigation, proceeding, action, suit or other
legal proceeding pending, or to the Knowledge of Buyer, threatened to which
Seller or any affiliate of Seller is a party which seeks to prevent the
consummation by Seller of the transactions contemplated by this Agreement, or
which, individually or in the aggregate with other such actions, is reasonably
likely to materially impair Seller's ability to perform its obligations under
this Agreement.

            (i) Seller has not provided any information to Buyer with respect to
the Interests that Seller knows to be false or inaccurate. To the best of
Seller's Knowledge, all information furnished to Buyer by Seller with respect to
the Interests has been and will be true and accurate in all material respects.

            (j) The Interests are not subject to any agreement or arrangement
regarding the sale of the production of hydrocarbons from the Interests.


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<PAGE>

            (k) To the Knowledge of Seller, the Interests are not subject to (i)
any preferential right to purchase, (ii) any requirement that consent to
assignment be obtained, or (iii) any farm-out agreement (other than the Farmout
Agreement).

            (l) To the Knowledge of Seller, all royalties, overriding royalties
and other leasehold burdens, if any, have been paid by Seller or other parties
and will have been paid by Seller or other parties up to the Closing Date and
Seller has no Knowledge of any claims, demands or causes of action asserted by
any owners of royalty, overriding royalty or other leasehold burdens affecting
the Interests.

            (m) There are no bankruptcy, reorganization or receivership
proceedings pending against, contemplated by, or, to the Knowledge of Seller,
threatened against Seller or any affiliate of Seller. Seller is not now
insolvent and will not be rendered insolvent by any of the transactions
contemplated by this Agreement. The term "insolvent" shall mean that the sum of
the debts and other probable liabilities of Seller exceeds the present saleable
value of the Seller's assets.

            (n) No representation or warranty by Seller in this Agreement or any
agreement or document delivered by Seller pursuant to this Agreement contains an
untrue statement of a material fact or omits to state a material fact necessary
to make the statements contained in any representation or warranty, in light of
the circumstances under which it was made, not misleading.

      3.2 Representations and Warranties of Buyer. Buyer represents and warrants
to Seller the following:

             (a) Buyer is a limited liability company, duly organized, validly
existing and in good standing under the laws of the State of Delaware. Buyer is,
or will be prior to the Closing, duly qualified to carry on its business and is
in good standing in the State of Indiana.

            (b) Buyer has all requisite power and authority to carry on its
business as presently conducted and has all requisite power and authority to
enter into this Agreement, and to purchase the Interests on the terms described
in this Agreement and perform its other obligations under this Agreement. The
execution and delivery of this Agreement by Buyer does not, and the consummation
of the transactions contemplated by this Agreement will not: (i) violate,
conflict with, or require the consent of any person or entity under any
provision of Buyer's Certificate of Formation, limited liability company
agreement or other governing documents, or (ii) violate any provision of or
require any consent, authorization or approval under any agreement, judgment,
judicial or administrative order, award, writ, injunction, statute, rule or
regulation applicable to Buyer.

            (c) The execution and delivery of this Agreement has been, and the
performance of this Agreement and the transactions contemplated by this
Agreement shall be at the time required to be performed, duly and validly
authorized by all requisite company action on the part of Buyer.


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<PAGE>

            (d) This Agreement has been duly executed and delivered on behalf of
Buyer and constitutes the legal and binding obligation of Buyer enforceable in
accordance with its terms, except as enforceability may be limited by Equitable
Limitations. At Closing, all documents and instruments required to be executed
and delivered by Buyer shall be duly executed and delivered and shall constitute
legal, valid, enforceable, and binding obligations of Buyer, except as
enforceability may be limited by Equitable Limitations.

            (e) Buyer has incurred no liability, contingent or otherwise, for
broker's or finder's fees or commissions relating to the transactions
contemplated by this Agreement for which Seller shall have any responsibility
whatsoever.

            (f) Buyer has sufficient funds, available lines of credit or other
sources of immediately available funds sufficient to enable the payment to
Seller, by wire transfer, of the Purchase Price at Closing and to otherwise
perform Buyer's obligations under this Agreement.

            (g) There are no bankruptcy, reorganization or receivership
proceedings pending against, contemplated by, or, to the Knowledge of Buyer,
threatened against Buyer or any affiliate of Buyer.

            (h) There is no investigation, proceeding, action, suit or other
legal proceeding pending, or to the Knowledge of Buyer, threatened to which
Buyer or any affiliate of Buyer is a party which seeks to prevent the
consummation by Buyer of the transactions contemplated by this Agreement, or
which, individually or in the aggregate with other such actions, is reasonably
likely to materially impair Buyer's ability to perform its obligations under
this Agreement.

            (i) No representation or warranty by Buyer in this Agreement or any
agreement or document delivered by Buyer pursuant to this Agreement contains an
untrue statement of a material fact or omits to state a material fact necessary
to make the statements contained in any representation or warranty, in light of
the circumstances under which it was made, not misleading.

                                    ARTICLE 4
                          CERTAIN AGREEMENTS OF SELLER

      4.1 Cooperation. During the period between execution of this Agreement and
the Closing Date, Seller shall cooperate with Buyer to assist Buyer in carrying
out the agreements of Buyer hereunder.

      4.2 Agreements Between Execution of Agreement and Closing. During the
period between the execution of this Agreement and the Closing Date, Seller
shall maintain the Interests in a commercially reasonable manner and shall not
without the prior written consent of Buyer, (i) sell, convey, assign, transfer
or encumber any of the Interests; (ii) drill any well on the Interests, or
permit any other party to drill any well on the Interests, (iii) sell oil, gas
or other minerals produced from the Interests; (iv) enter into any agreement
amending, modifying or terminating any of the Interests; or (v) take any other
action with respect to any of the Interests that would cause a material
diminution the value thereof or that would materially and adversely affect the
use and enjoyment thereof.


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<PAGE>

      4.3 Notification of Additional Proceedings. During the period between
execution of this Agreement and the Closing Date, Seller shall promptly notify
Buyer in writing (i) of any new suits, actions or other proceedings threatened
or pending before any court, arbitrator or governmental agency which relate to
the Interests or (ii) any material change in the condition of the Interests
(financial or otherwise).

                                    ARTICLE 5
                           CERTAIN AGREEMENTS OF BUYER

      5.1 Cooperation. During the period between execution of this Agreement and
the Closing Date, Buyer shall cooperate with Seller to assist Seller in carrying
out the agreements of Seller hereunder.

      5.2 Return of Records. Buyer agrees that if this Agreement is terminated
for any reason whatsoever, Buyer shall, at Seller's request, promptly return to
Seller all records, information and data furnished by or on behalf of Seller to
Buyer, its officers, employees and representatives in connection with this
Agreement or Buyer's investigation of the Interests, and Buyer shall deliver to
Seller all copies, extracts, or excerpts of such records, information and data
and all documents generated by Buyer that contain any portion of such records,
information, and data.

      5.3 Confidentiality. Buyer agrees that if this Agreement is terminated for
any reason whatsoever, Buyer shall keep the terms and conditions of this
Agreement and all proprietary and confidential information provided to Buyer or
obtained by Buyer in connection with this Agreement confidential, and not
disclose the same to any third party without the prior written consent of Seller
for a period of one (1) year after such termination.

                                    ARTICLE 6
                          BUYER'S CONDITIONS TO CLOSING

      The obligations of Buyer to consummate the transactions provided for
herein are subject, at the option of Buyer, to the fulfillment on or prior to
Closing of each of the following conditions:

      6.1 Representations. The representations and warranties by Seller set
forth in Section 3.1 above shall be true and correct in all material respects as
of the date of this Agreement and as of the Closing Date.

      6.2 Performance. Seller shall have, in all material respects, timely
performed and complied with all agreements and covenants required by this
Agreement.

       6.3 No Legal Proceedings. No suit, action or other proceeding shall be
pending or threatened before any court, arbitration panel or governmental agency
seeking to restrain, prohibit or declare illegal, or seeking substantial damages


                                       -8-
<PAGE>

in connection with the purchase and sale contemplated by this Agreement, or
which might result in a material loss of any portion of the Interests, a
material diminution in the value of any of the Interests, or materially
interfere with the use or enjoyment of the Interests.

      6.4 No Encumbrances. Buyer shall have been provided with copies of
releases, in forms reasonably satisfactory to Buyer, of any encumbrances
affecting the Interests, except for Permitted Encumbrances.

      6.5 Resolutions. Seller shall have furnished Buyer a certified copy of
resolutions of the Board of Directors of Seller authorizing the execution and
delivery of this Agreement and the delivery of all documents contemplated
herein.

      6.6 Exploration Agreement. At or before Closing, Seller shall have
executed and delivered (or be ready, willing and able to execute and deliver)
the Exploration Agreement substantially in the form attached hereto as Exhibit D
(the "Exploration Agreement").

      6.7 Joint Operating Agreement. At or before Closing, Seller shall have
executed and delivered (or be ready, willing and able to execute and deliver)
the Joint Operating Agreement substantially in the form attached hereto as
Exhibit E (the "Joint Operating Agreement").

      6.8 Due Diligence. The results of Buyer's continuing due diligence review
shall not have revealed any material variance from the representations and
warranties of Seller set forth in this Agreement that would have a Material
Adverse Effect on the business, assets or condition of the Interests. "Material
Adverse Effect" shall mean any effect that is both material and adverse to the
operations or value of the Interests, taken as a whole and as currently
operated; provided, however, that none of the following shall be deemed to be a
Material Adverse Effect: (i) any effect resulting from entering into this
Agreement or the announcement of the transactions contemplated by this
Agreement; (ii) any effect resulting from changes in general market, economic,
financial or political conditions in Indiana, the United States or worldwide or
any outbreak of hostilities or war; and (iii) any effect that affects the
hydrocarbon exploration, production, processing, gathering or transportation
industry generall