The following discussion of the Trust's financial condition and results of operations should be read in conjunction with the financial statements and notes thereto. The Trust's purpose is, in general, to hold the net profits interest, to distribute to the Trust unitholders cash that the Trust receives in respect of the net profits interest 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.

As used herein, references to "predecessor underlying properties" refers to those interests in oil and gas properties held by VOC Brazos and VOC Kansas, under common control with VOC Brazos; and references to "acquired underlying properties" refers to those interests in oil and gas properties held by VOC Kansas that were not under common control with VOC Brazos prior to May 10, 2011 but became under common control with VOC Brazos when it acquired the membership interests of VOC Kansas on May 10, 2011.

Results of Operations for the Quarter Ended June 30, 2012

The cash received by the Trust from VOC Brazos during the quarter ended June 30, 2012 substantially represents the production by VOC Brazos from December 2011 through February 2012. The revenues from oil production are typically received by VOC Brazos one month after production. The Trust did not receive or disburse funds during the quarter ended June 30, 2011 as the Conveyance did not take place until May 10, 2011 and distributable income was not received until August 2011.

Excess of revenues over direct operating expenses and lease equipment and development costs from the acquired underlying properties was $15,603,859 for the three months ended June 30, 2012 ($12,483,087 attributable to the net profits interest). Included in this amount are payments received to settle hedges totaling $18,981 in the three months ended June 30, 2012. VOC Brazos also increased the cash reserve by $0.6 million for future development, maintenance or operating expenditures from this distribution. As a result, the total cash proceeds received by the Trust were $11,883,087 for the quarter ended June 30, 2012.

The average price received for crude oil sold was $97.83 per barrel, or Bbl, and the average price received for natural gas sold was $4.21 per thousand cubic feet, or Mcf, for the quarter ended June 30, 2012.

The overall production sales volumes collected attributable to the net profits interest that is for the oil and gas production collected during the period from January 1, 2012 through March 31, 2012 were 171,327 Bbls of oil and 101,814 Mcf of natural gas for a total of 188,296 barrels of oil equivalent.

The Trustee paid general and administrative expenses of $165,416 for the quarter ended June 30, 2012. The distributable income for the quarter ended June 30, 2012 was $11,730,000.

Results of Operations for the Six Months Ended June 30, 2012

The cash received by the Trust from VOC Brazos during the six months ended June 30, 2012 substantially represents the production by VOC Brazos from September 2011 through February 2012. The revenues from oil production are typically received by VOC Brazos one month after production. The Trust did not receive or disburse funds during the quarter ended June 30, 2011 as the conveyance of the net profits interest did not take place until May 10, 2011 and distributable income was not received until August 2011.

Excess of revenues over direct operating expenses and lease equipment and development costs from the underlying properties was $23,873,681 for the six months ended June 30, 2012 ($19,098,945 attributable to the net profits interest). Included in this amount are payments received to settle hedges totaling $1,259,939. VOC Brazos also decreased the cash reserve by a net of $0.4

million for future development, maintenance or operating expenditures from this distribution. As a result, the total cash proceeds received by the Trust were $19,498,945 for the six months ended June 30, 2012.

The average price received for crude oil sold was $91.51 per barrel, or Bbl, and the average price received for natural gas sold was $4.48 per thousand cubic feet, or Mcf, for the six months ended June 30, 2012.

The overall production sales volumes collected attributable to the net profits interest that is for the oil and gas production collected during the period from January 1, 2012 through June 30, 2012 were 324,426 Bbls of oil and 229,530 Mcf of natural gas for a total of 362,681 barrels of oil equivalent.

The Trustee paid general and administrative expenses of $364,617 for the six months ended June 30, 2012. The distributable income for the six months ended June 30, 2012 was $19,210,000.

Comparison of Results of the Underlying Properties for the Quarters Ended June 30, 2012 and 2011

As noted above, the amounts included in the accompanying financial statements for the Trust's six months ended June 30, 2012 reflect cash received by the Trust from production by VOC Brazos from September 2011 through February 2012. VOC Brazos distributed cash to the Trust in July 2012 that will be reflected in the Trust's financial statements for the quarter ending September 30, 2012. The cash distributed to the Trust in July 2012 was primarily derived from production by VOC Brazos from March 2012 through May 2012. The discussion below relates to cash received by VOC Brazos during the quarters ended June 30, 2012 and 2011 and distributed to the Trust in July 2012 and in August 2011, respectively. Such distribution to the Trust in July 2012 will be reflected in the Trust's financial statements for the quarter ending September 30, 2012.

The information in the following discussion and analysis of the three months ended June 30, 2012 and 2011 is derived from the combination of the predecessor underlying properties and the acquired underlying properties unaudited statements of historical revenues and direct operating expenses. These combined numbers for the three months ended June 30, 2012 and 2011 are not audited but are provided to assist an investor in reviewing the historical results of operations of the underlying properties.

Excess of revenues over direct operating expenses and lease equipment and development costs from the underlying properties increased $883,176 to $13,760,948 for the period from April 1, 2012 through June 30, 2012 from $12,877,772 for the period from April 1, 2011 through June 30, 2011. Such increase was primarily attributable to increases in the number of barrels of crude oil sold. Included in these amounts are payments made to settle hedges of $69,344 and $619,054 for the quarters ended June 30, 2012 and 2011, respectively. Totals attributable to the net profits interest were $11,008,758 and $10,302,218, respectively, which was decreased by a cash reserve for future development, maintenance or operating expenditures of $400,000 and $1,000,000 and a Trust holdback for future expenses of $408,758 and $511,500 for the quarters ending September 30, 2012 and 2011, respectively, resulting in distributable income of $10,200,000 and $8,790,718 for the quarters ending September 30, 2012 and 2011, respectively.

The average price received for crude oil sold was $98.13 per Bbl and the average price received for natural gas sold was $3.50 per Mcf for the quarter ended June 30, 2012. The average price received for crude oil sold was $98.07 per Bbl and the average price received for natural gas sold was $4.89 per Mcf for the quarter ended June 30, 2011.

The overall production sales volumes collected attributable to the net profits interest that is for the oil and gas production collected during the period from April 1, 2012 through June 30, 2012 were 161,125 Bbls of oil and 106,498 Mcf of natural gas for a total of 178,875 barrels of oil equivalent. The overall production sales volumes collected attributable to the net profits interest that is for the oil and gas production collected during the quarter ended June 30, 2011 were 149,506 Bbls of oil and 118,540 Mcf of natural gas for a total of 169,262 barrels of oil equivalent.

For the quarters ended June 30, 2012 and 2011, MV Purchasing, LLC, an affiliate of VOC Brazos, purchased a significant portion of the production from the underlying properties. Sales to MV Purchasing, LLC are under short-term arrangements, ranging from one to six months, using market sensitive pricing.

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. Available funds are the excess cash, if any, received by the Trust from the net profits interest and other sources (such as interest earned on any amounts reserved by the Trustee) in that quarter, over the Trust's expenses paid for that quarter. Available funds are reduced by any cash that the Trustee decides to hold as a reserve against future expenses. The Trust paid, out of the first cash payment received by the Trust in August 2011, the Trustee's and Delaware Trustee's

legal expenses incurred in forming the Trust, in connection with the initial public offering (that were not otherwise paid by VOC Brazos) and related matters, as well as the Delaware Trustee's acceptance fee in the amount of $5,000.

The Trustee can authorize the Trust to borrow money to pay Trust administrative or incidental expenses that exceed cash held by the Trust. The Trustee may authorize the Trust to borrow from the Trustee as lender provided the terms of the loan are fair to the Trust unitholders. The Trustee may also deposit funds awaiting distribution in an account with itself, if the interest paid to the Trust at least equals amounts paid by the Trustee on similar deposits, and make no other short-term investments with the funds distributed to the Trust. The Trustee has no current plans to authorize the Trust to borrow money. If the Trust borrows funds, the Trust unitholders will not receive distributions until the borrowed funds are repaid. During the three and six ended June 30, 2012, there were no such borrowings.

As substantially all of the underlying properties are located in mature fields, VOC Brazos does not expect future costs for the underlying properties to change significantly compared to recent historical costs other than changes due to fluctuations in the general cost of oilfield services. VOC Brazos has posted a letter of credit in the amount of $1 million in favor of the Trustee to protect the Trustee against the risk that the Trust does not have sufficient cash to pay its expenses.

The amounts received by VOC Brazos from the hedge contract counterparty upon settlement of the hedge contracts will reduce the operating expenses related to the underlying properties in calculating the net proceeds. However, if the hedge payments received by VOC Brazos under the hedge contracts and other non-production revenue exceed operating expenses during a quarterly period, the ability to use such excess amounts to offset operating expenses will be deferred, with interest accruing on such amounts at the prevailing prime rate, until the next quarterly period where the hedge payments and the other non-production revenue are less than such expenses. In addition, the aggregate amounts paid by VOC Brazos on settlement of the hedge contracts will reduce the amount of net proceeds paid to the Trust.

The Trust pays the Trustee an administrative fee of $150,000 per year. The Trust pays the Delaware Trustee a fee of $2,500 per year. The Trust also incurs, either directly or as a reimbursement to the Trustee, legal, accounting, tax and engineering fees, printing costs and other expenses that are deducted by the Trust before distributions are made to Trust unitholders, including the $18,750 administrative services fee payable quarterly to VOC Brazos pursuant to an administrative services agreement. The Trust is also responsible for paying other expenses incurred as a result of being a publicly traded entity, including costs associated with annual and quarterly reports to Trust unitholders, tax return and Form 1099 preparation and distribution, NYSE listing fees, independent auditor fees and registrar and transfer agent fees.

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.

Hedge Contracts

The revenues derived from the underlying properties depend substantially on prevailing crude oil prices and, to a lesser extent, natural gas 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 and natural gas that VOC Brazos can economically produce. VOC Brazos sells the oil and natural gas production from the underlying properties under floating market price contracts each month. VOC Brazos has entered into hedge contracts for 2012 and 2013 and for the six months ending June 30, 2014, to reduce the exposure of the revenues from oil production from the underlying properties 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 above the fixed hedge price. The hedge contracts consist of fixed price swap contracts that have been placed with major trading counterparties whom VOC Brazos believes represent minimal credit risk. The Trust cannot provide assurance, however, that these trading counterparties will not become credit risks in the future.

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 VOC Brazos for the difference between the fixed price and the settlement price if the settlement price is below the fixed price. VOC Brazos 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. From July 1, 2012 through June 30, 2014, VOC Brazos' crude oil price risk management positions in swap contracts are as follows:

Fixed Price Swaps

                                Weighted
                  Volumes     Average Price
Month            (Barrels)    (Per Barrel)
July 2012           36,839   $        100.86
August 2012         36,513   $        100.86
September 2012      36,194   $        100.86
October 2012        35,883   $        100.86
November 2012       35,562   $        100.87
December 2012       35,268   $        100.87
January 2013        34,975   $         99.01
February 2013       34,686   $         99.01
March 2013          34,406   $         99.01
April 2013          34,166   $         99.01
May 2013            33,959   $         99.01
June 2013           33,727   $         99.01
July 2013           33,526   $         99.01
August 2013         33,317   $         99.01
September 2013      33,122   $         99.01
October 2013        32,929   $         99.01
November 2013       32,741   $         99.01
December 2013       32,554   $         99.01
January 2014        13,220   $        102.15
February 2014       13,149   $        102.15
March 2014          13,078   $        102.15
April 2014          13,008   $        102.15
May 2014            12,939   $        102.15
June 2014           12,870   $        102.15

The amounts received by VOC Brazos from the hedge contract counterparty upon settlement of the hedge contracts will reduce the operating expenses related to the underlying properties in calculating the net proceeds. However, if the hedge payments received by VOC Brazos under the hedge contracts and other non-production revenue exceed operating expenses during a quarterly period, the ability to use such excess amounts to offset operating expenses will be deferred, with interest accruing on such amounts at the prevailing prime rate, until the next quarterly period where the hedge payments and the other non-production revenue are less than such expenses. In addition, the aggregate amounts paid by VOC Brazos on settlement of the hedge contracts will reduce the amount of net proceeds paid to the Trust.

Note Regarding Forward-Looking Statements

This Form 10-Q includes "forward-looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements other than statements of historical fact included in this Form 10-Q, including without limitation the statements under "Management's Discussion and Analysis of Financial Condition and Results of Operations" are forward-looking statements. Although VOC Brazos advised the Trust that it believes that the expectations reflected in the forward-looking statements contained herein are reasonable, no assurance can be given that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from expectations ("Cautionary Statements") are disclosed in this Form 10-Q and in the Trust's Annual Report on Form 10-K for the year ended December 31, 2011, including under the section "Item 1A. Risk Factors". All subsequent written and oral forward-looking statements attributable to the Trust or persons acting on its behalf are expressly qualified in their entirety by the Cautionary Statements.