The following review of the Trust's financial condition and results of operations should be read in conjunction with the financial statements and notes thereto. The Trust was formed on August 3, 2006. The conveyance of the net profits interest, however, did not occur until January 24, 2007. The Trust's first quarterly distribution was paid on February 23, 2007 and consisted of an amount in cash paid by MV Partners equal to the amount that would have been payable to the Trust had the net profits interest been in effect during the period from July 1, 2006 through December 31, 2006.

The Trust's purpose is, in general, to hold the net profits interest and the assigned interest in the hedge contracts, to distribute to the Trust unitholders cash that the Trust receives in respect of the net profits interests and the assigned interest in the hedge contracts and to perform certain administrative functions in respect of the net profits interest and the Trust units. The Trust derives substantially all of its income and cash flows from the net profits interest and the hedge contracts.

Results of the Operations for the Quarters Ended September 30, 2008 and 2007

As previously noted, the cash received by the Trust during the quarter ended September 30, 2008 substantially represents the production by MV Partners from March 2008 through May 2008 and the cash received by the Trust during the quarter ended September 30, 2007 substantially represents the production by MV Partners from March 2007 through May 2007. Excess of revenues over direct operating expenses and lease equipment and development costs from the underlying properties increased $641,658 to $9,818,710 for the period from April 1, 2008 through June 30, 2008 from $9,177,052 for the period from April 1, 2007 through June 30, 2007. Included in these amounts are payments to settle hedge and other derivatives totaling $10,260,421 for the period from April 1, 2008 through June 30, 2008 and $214,103 for the period from April 1, 2007 through June 30, 2007, respectively. In addition, amounts received to settle hedge and other derivatives were $0 for the period from April 1, 2008 through June 30, 2008 and $271,367 for the period from April 1, 2007 through June 30, 2007, which resulted in total cash receipts over cash disbursements of $9,818,710 and $9,448,419, respectively. The Trust's net profits interest (80%) of these totals were $7,854,968 and $7,558,735, respectively.

The Trust's portion represents the cash proceeds received by the Trust, which is based upon the cash receipts from MV Partners for the oil and gas production. The revenues from oil production are typically received one month after production, thus the cash received by the Trust during the quarter ended September 30, 2008 substantially represents the production by MV Partners from March 2008 through May 2008 and the quarter ended September 30, 2007 substantially represents the production by MV Partners from March 2007 through May 2007. The Trustee has paid general and administrative expenses of $98,993 and $415,912 for the quarters ended September 30, 2008 and 2007, respectively. The distributable income for the quarter ended September 30, 2008 was $7,454,967, a decrease of $103,768 from a distributable income of $7,558,735 for the quarter ended September 30, 2007.

The average price received for crude oil sold was $109.31 per Bbl while the average price received for natural gas sold was $6.76 per Mcf for the period from April 1, 2008 through June 30, 2008. The average price received for crude oil sold was $58.23 per Bbl while the average price received for natural gas sold was $6.02 per Mcf for the period from April 1, 2007 through June 30, 2007.

The overall production sales volumes collected attributable to the 80% net profits interest that is for the oil and gas production collected during the period from April 1, 2008 through June 30, 2008

were 196,711 Bbls of oil, 21,686 Mcf of natural gas and 944 Bbls of natural gas liquids for a total equivalent barrels of oil of 200,939.

The overall production sales volumes collected attributable to the 80% net profits interest that is for the oil and gas production collected during the period from April 1, 2007 through June 30, 2007 were 207,258 Bbls of oil, 18,186 Mcf of natural gas and 700 Bbls of natural gas liquids for a total equivalent barrels of oil of 210,744.

As noted above, the amounts reflected in the accompanying financial statements for the Trust's quarter ended September 30, 2008 reflect cash received by the Trust during the quarter. Such cash is primarily derived from production by MV Partners from March 2008 through May 2008. MV Partners has not distributed cash to the Trust since July 2008 due to a deficiency in distributable income, which will be reflected in the Trust's financial statements for the year ending December 31, 2008. The cash that otherwise would have been distributed to the Trust in October 2008 would have been primarily derived from production by MV Partners from June 2008 through August 2008. The discussion below relates to operations of MV Partners during the quarter ended September 30, 2008, which will be reflected in the Trust's financial statements for the year ending December 31, 2008.

Eaglwing, an affiliate of SemCrude, purchased substantially all of the oil produced from the underlying properties during June 2008 and the first 18 days of July 2008 and filed bankruptcy on July 22, 2008. Beginning July 18, 2008, substantially all of the production from the underlying properties subject to the net profits interest went into on-location storage tanks and a portion of the oil production was shut-in pending resolution of the marketing process for the production. From July 18, 2008 until July 31, 2008, only minor amounts of crude oil production from the underlying properties were sold. On July 31, 2008, Vess Oil and Murfin Drilling recommenced general sales of production from the underlying properties, to several purchasers other than Eaglwing, including an affiliated purchaser, under short-term arrangements using market sensitive pricing. As of August 7, 2008, field operations at the underlying properties returned to substantially normal operations, although it took until mid-August before the marketing of crude oil production normalized to the sales process and volumes that existed prior to July 18, 2008. Because of the nonpayment by Eaglwing and decreased crude oil sales by MV Partners during July and August 2008, there were not sufficient net proceeds collected by MV Partners from July 1, 2008 through September 30, 2008 for MV Partners to distribute cash to the Trust with respect to the net profits interest relating thereto. Neither the Trust nor the Trust unitholders are liable for any costs in excess of net proceeds; however, the Trust will not receive any net proceeds until future net proceeds exceed the total of those excess costs, plus interest at the prime rate. See "-Other Events."

For the three months ended September 30, 2008, direct operating expenses and lease equipment and development costs from the underlying properties exceeded revenues from the underlying properties by an aggregate of $6,049,283 (with the Trust's 80% portion equal to $4,839,426). For the three months ended September 30, 2007, revenues exceeded direct operating expenses and lease equipment and development costs by an aggregate of $10,211,354 (with the Trust's 80% portion equal to $8,169,083). The $16,260,637 difference is primarily attributable to the failure of Eaglwing to pay MV Partners the aggregate of approximately $15.5 million originally owing for Eaglwing's purchase of production during June and the first 18 days of July 2008 and a related decrease in sales of oil production in July and August 2008. See "-Other Events." Included in the amounts for the three-month periods are payments to settle hedge and other derivatives totaling $12,758,898 for the three months ended September 30, 2008 and $1,703,307 for the three months ended September 30, 2007,

respectively. No amounts were received to settle hedge and other derivatives for the three months ended September 30, 2008 or 2007.

The average price received for crude oil sold was $123.16 per Bbl while the average price received for natural gas sold was $9.15 per Mcf for the period from July 1, 2008 through September 30, 2008. As previously noted, Eaglwing has not paid the purchase price for the crude oil sold to it during June and the first 18 days of July 2008. The average price received for crude oil sold was $65.75 per Bbl while the average price received for natural gas sold was $5.84 per Mcf for the period from July 1, 2007 through September 30, 2007.

The overall production volumes sold and delivered to purchasers attributable to the 80% net profits interest that is for the oil and gas production sold and delivered during the period from June 1, 2008 to August 31, 2008 were 185,987 Bbls of oil, 22,185 Mcf of natural gas and 1,354 Bbls of natural gas liquids for a total equivalent barrels of oil of 190,565. As previously noted, Eaglwing has not paid the purchase price for the crude oil sold to it during June and the first 18 days of July 2008.

The overall production sales volumes collected attributable to the 80% net profits interest for the oil and gas production collected during the quarter ended September 30, 2007 were 206,397 Bbls of oil, 19,930 Mcf of natural gas and 1,254 Bbls of natural gas liquids for a total equivalent barrels of oil of 210,534.

Results of the Operations for the Nine Months Ended September 30, 2008 and 2007

Excess of revenues over direct operating expenses and lease equipment and development costs from the underlying properties decreased $4,757,039 to $26,695,504 for the period from October 1, 2007 through June 30, 2008 from $31,452,543 for the period from July 1, 2006 through June 30, 2007. Included in these amounts are payments to settle hedge and other derivatives totaling $23,056,782 for the period from October 1, 2007 through June 30, 2008 and $1,809,860 for the period from July 1, 2006 through June 30, 2007, respectively. In addition, amounts received to settle hedge and other derivatives was $0 for the period from October 1, 2007 through June 30, 2008 and $1,249,954 for the period from July 1, 2006 through June 30, 2007, which resulted in a total cash receipts over cash disbursements of $26,695,504 and $32,702,497, respectively. The Trust's portion (80%) of these totals were $21,356,403 and $26,161,997, respectively. The amount for the period ended June 30, 2007 was reduced in the first quarter of 2007 by a reserve for future capital expenditures of $1,000,000, and increased in the second quarter of 2007 by a repayment of $500,000 of the reserve, resulting in the income from net profits interest and hedge and other derivative activities of $21,356,403 and $25,661,997 for the nine months ended September 30, 2008 and 2007, respectively.

The revenues from oil production are typically received one month after production, thus the cash received by the Trust during the nine months ended September 30, 2008 substantially represents the production by MV Partners from September 2007 through May 2008 and the cash received by the Trust during the nine months ended September 30, 2007 substantially represents the production by MV Partners from July 2006 through May 2007. The Trustee has paid general and administrative expenses of $650,863 and $626,715 for the nine months ended September 30, 2008 and 2007, respectively. The distributable income for the nine months ended September 30, 2008 was $20,776,410, a decrease of $4,556,088 from a distributable income of $25,332,498 for the nine months ended September 30, 2007.

The average price received for crude oil sold was $93.25 per Bbl while the average price received for natural gas sold was $5.59 per Mcf for the period from October 1, 2007 through June 30, 2008. The

average price received for crude oil sold was $59.19 per Bbl while the average price received for natural gas sold was $5.47 per Mcf for the period from July 1, 2006 through June 30, 2007.

The overall production sales volumes collected attributable to the 80% net profits interest that is for the oil and gas production collected during the nine months ended June 30, 2008 were 578,728 Bbls of oil, 64,459 Mcf of natural gas and 3,005 Bbls of natural gas liquids for a total equivalent barrels of oil of 591,424.

The overall production sales volumes collected attributable to the 80% net profits interest that is for the oil and gas production subsequent to July 1, 2006 and collected before June 30,2007 were 732,250 Bbls of oil, 70,949 Mcf of natural gas and 4,031 Bbls of natural gas liquids for a total equivalent barrels of oil of 746,695.

As noted above, the amounts reflected in the accompanying financial statements for the Trust's nine month period ended September 30, 2008 reflect cash received by the Trust during the nine months. Such cash is primarily derived from production by MV Partners from September 2007 through May 2008. MV Partners has not distributed cash to the Trust since July 2008 due to a deficiency in distributable income, which will be reflected in the Trust's financial statements for the year ending December 31, 2008. The cash that otherwise would have been distributed to the Trust in October 2008 would have been primarily derived from production by MV Partners from June 2008 through August 2008. The discussion below relates to operations of MV Partners during the nine months ended September 30, 2008 and 2007, which will be reflected in the Trust's financial statements for the year ending December 31, 2008.

Excess of revenues over direct operating expenses and lease equipment and development costs from the underlying properties decreased $14,515,006 to $11,456,590 for the nine months ended September 30, 2008 from $25,971,596 for the nine months ended September 30, 2007. Included in the amounts for the nine-month periods are payments to settle hedge and other derivatives totaling $30,781,076 for the nine months ended September 30, 2008 and $1,934,681 for the nine months ended September 30, 2007, respectively. Amounts received to settle hedge and other derivatives decreased $730,006 to $0 for the nine months ended September 30, 2008 from $730,006 for the nine months ended September 30, 2007, which resulted in total cash receipts over cash disbursements of $11,456,590 and $26,701,602, respectively. The Trust's portion (80%) of these totals were $9,165,272 and $21,361,281, respectively. The amount for the nine months ended September 30, 2007 was increased by application of the reserve for future capital expenditures of $250,000, resulting in income from net profits interest and hedge and other derivative activities of $9,165,272 and $21,611,281 for the nine months ended September 30, 2008 and 2007, respectively. The significant decrease in revenues over expenses and costs is primarily attributable to the failure of Eaglwing to pay MV Partners the aggregate of approximately $15.5 million originally owing for Eaglwing's purchase of production during June and the first 18 days of July 2008 and a related decrease in sales of oil production in July and August 2008. See "-Other Events."

The average price received for crude oil sold was $107.04 per Bbl while the average price received for natural gas sold was $7.16 per Mcf for the nine months ended September 30, 2008. As previously noted, Eaglwing has not paid the purchase price for the crude oil sold to it during June and the first 18 days of July 2008. The average price received for crude oil sold was $59.86 per Bbl while the average price received for natural gas sold was $5.83 per Mcf for the nine months ended September 30, 2007.

The overall production sales volumes collected attributable to the 80% net profits interest for the oil and gas production collected during the nine months ended September 30, 2007 were 596,754 Bbls of oil, 56,575 Mcf of natural gas and 2,902 Bbls of natural gas liquids for a total equivalent barrels of oil of 608,069.

Liquidity and Capital Resources

Other than Trust administrative expenses, including any reserves established by the Trustee for future liabilities, the Trust's only use of cash is for distributions to Trust unitholders. Administrative expenses include payments to the Trustee as well as an annual administrative fee to MV Partners pursuant to an administrative services agreement. Each quarter, the Trustee determines the amount of funds available for distribution. Available funds are the excess cash, if any, received by the Trust from the net profits interest, payments from the hedge contracts and other sources (such as interest earned on any amounts reserved by the Trustee) that quarter, over the Trust's liabilities for that quarter. Available funds are reduced by any cash the Trustee decides to hold as a reserve against future liabilities. The Trustee may borrow funds required to pay liabilities if the Trustee determines that the cash on hand and the cash to be received are insufficient to cover the Trust's liability. If the Trustee borrows funds, the Trust unitholders will not receive distributions until the borrowed funds are repaid. The Trust expense holdback in the third quarter 2008 was not sufficient to pay the third quarter expenses, so the Trustee borrowed $100,000 from MV Partners to pay Trust expenses during the quarter ended September 30, 2008. The Trust borrowed an additional $100,000 from MV Partners in October 2008 and may borrow additional funds as needed.

Income to the Trust from the net profits interest is based on the calculation and definitions of "gross proceeds" and "net proceeds" contained in the conveyance.

As substantially all of the underlying properties are located in mature fields, MV Partners does not expect future costs for the underlying properties to change significantly as compared to recent historical costs other than increases due to increases in the general cost of oilfield services.

The Trust does not have any transactions, arrangements or other relationships with unconsolidated entities or persons that could materially affect the Trust's liquidity or the availability of capital resources.

As noted above, Eaglwing purchased substantially all of the oil produced from the underlying properties during June 2008 and the first 18 days of July 2008 and subsequently filed bankruptcy. Because of the nonpayment by Eaglwing and decreased sales by MV Partners during July and August 2008, there were not sufficient net proceeds collected by MV Partners from July 1, 2008 through September 30, 2008 for MV Partners to distribute cash to the Trust with respect to the net profits interest relating thereto. As a result, the scheduled quarterly distribution by the Trust in October 2008 was not made and the scheduled January 2009 distribution will be substantially impacted. MV Partners currently expects that the scheduled quarterly distribution by MV Oil Trust in April 2009 will not be

impacted by the nonpayment by Eaglwing or the decreased sales during July and August 2008. Neither the Trust nor the Trust unitholders are liable for any costs in excess of net proceeds; however, the Trust will not receive any net proceeds until future net proceeds exceed the total of those excess costs, plus interest at the prime rate. See "-Other Events."

Hedge Contracts

The revenues derived from the underlying properties depend substantially on prevailing crude oil and, to a lesser extent, natural gas and natural gas liquid prices. As a result, commodity prices also affect the amount of cash flow available for distribution to the Trust unitholders. Lower prices may also reduce the amount of oil, natural gas and natural gas liquids that MV Partners can economically produce. MV Partners sells the oil, natural gas and natural gas liquid production from the underlying properties under floating market price contracts each month. Under the required terms of a 2006 bank credit facility, MV Partners entered into hedge contracts to reduce the exposure of the revenues from oil production from the underlying properties from 2008 through 2010 to fluctuations in crude oil prices and to achieve more predictable cash flow. However, these contracts limit the amount of cash available for distribution if prices increase. The hedge contracts consist of fixed price swap contracts that have been placed with Union Bank of California, Bank of America, and SemCrude, L.P., who MV Partners believes represent minimal credit risks, other than SemCrude, L.P., which has filed a voluntary petition for reorganization under Chapter 11 of the United States Bankruptcy Code. Hedge contracts relating to approximately 30,000 Bbls of oil per month are with SemCrude through December 2008. See "-Other Events". MV Partners cannot provide assurance, however, that any of these trading counterparties will not become credit risks in the future. For 2009 and 2010, approximately 70% of the volumes subject to the swap contracts are under swap contracts with Union Bank of California; the remaining volumes subject to the swap contracts are under swap contracts with Bank of America.

The crude oil swap contracts will settle based on the average of the settlement price for each commodity business day in the contract month. In a swap transaction, the counterparty is required to make a payment to MV Partners for the difference between the fixed price and the settlement price if the settlement price is below the fixed price. MV Partners is required to make a payment to the counterparty for the difference between the fixed price and the settlement price if the settlement price is above the fixed price. SemCrude would owe MV Partners under the hedge contracts if the average of the settlement price for each commodity business day in the contract month of November or December 2008 is below $60.70; however, there can be no assurance that MV Partners will collect any amounts

owing from SemCrude under such contracts. From October 1, 2008 through December 31, 2010, MV Partners' crude oil price risk management positions in swap contracts are as follows:

                                          Fixed Price Swaps
                                                     Weighted
                                      Volumes      Average Price
                   Month              (Bbls)         (Per Bbl)
                   October 2008          61,167             58.53
                   November 2008         61,167             58.53
                   December 2008         61,167             58.53
                   January 2009          56,500             66.24
                   February 2009         56,500             66.24
                   March 2009            56,500             66.24
                   April 2009            56,500             66.24
                   May 2009              56,500             66.24
                   June 2009             56,500             66.24
                   July 2009             56,500             66.24
                   August 2009           56,500             66.24
                   September 2009        56,500             66.24
                   October 2009          56,500             66.24
                   November 2009         56,500             66.24
                   December 2009         56,500             66.24
                   January 2010          53,150             65.03
                   February 2010         53,150             65.03
                   March 2010            53,150             65.03
                   April 2010            53,150             65.03
                   May 2010              53,150             65.03
                   June 2010             53,150             65.03
                   July 2010             53,150             65.03
                   August 2010           53,150             65.03
                   September 2010        53,150             65.03
                   October 2010          53,150             65.03
                   November 2010         53,150             65.03
                   December 2010         53,150             65.03

MV Partners has agreed to convey to the Trust 80% of all proceeds that it receives upon settlement of the hedge contracts. There are certain risks associated with this conveyance in the event that MV Partners becomes involved as a debtor in bankruptcy proceedings. See "Risk Factors-If the financial position of MV Partners degrades in the future, MV Partners may not be able to satisfy its obligations to the Trust" in the Trust's Annual Report on Form 10-K for the year ended December 31, 2007. In addition, the aggregate amounts paid by MV Partners on settlement of the hedge contracts will be deducted from the gross proceeds available for payment to the Trust under the net profits interest. See "Business-Computation of Net Proceeds-Net Profits Interest" also contained in the Trust's Annual Report on Form 10-K for the year ended December 31, 2007.

As publicly reported, on July 22, 2008, SemCrude and certain of its affiliates, including Eaglwing, filed voluntarily petitions for reorganization under Chapter 11 of the United States Bankruptcy Code. Eaglwing purchased substantially all of the crude oil production of the underlying properties for the month of June 2008 and for the first 18 days of July 2008, after which date further sales to Eaglwing were terminated. As of the date of this Form 10-Q, Eaglwing has not yet paid the purchase price for such sales. Recovery on the amounts owing from Eaglwing will depend on the bankruptcy process governing Eaglwing and its debtor affiliates. At this time, there can be no assurance as to the dollar amount, if any, that may be recovered or the timing of any such recovery. Set forth below is a summary discussion of this matter, which is based on information provided to the Trustee by representatives of MV Partners.

On September 17, 2008, the Court in the consolidated SemCrude bankruptcy case entered an Order that allows the contractual operators for the underlying properties of MV Partners, Vess Oil Corporation ("Vess Oil") and Murfin Drilling Company ("Murfin Drilling") to file proofs of claims for statutory lien claims on their behalf and on behalf of working interest owners (inclusive of MV Partners' interests), overriding royalty owners and royalty owners. As of November 1, 2008, a proof of claim deadline had not been set by the Court. Vess Oil and Murfin Drilling intend to file proofs of claims on a lease by lease basis on behalf of the working interest owners (inclusive of MV Partners' interests), overriding royalty owners and royalty owners for the leases that each operates and to continue to pursue vigorously their interests in the bankruptcy process.

Approximately $9.5 million in sales in June to Eaglwing of production from the underlying properties was to have been paid by July 20, 2008. Approximately $5.9 million in sales in July to Eaglwing of production from the underlying properties was to have been paid by August 20, 2008. The specified dollar amounts are associated with all production from the underlying properties, and . . .