Southern Pacific and Rochester Energy to Merge

NOT FOR RELEASE IN THE UNITED STATES OR TO US NEWSWIRE SERVICES

Southern Pacific Resource Corp. ("Southern Pacific" or the "Corporation") (TSX
VENTURE:STP) and Rochester Energy Corp. ("Rochester") (TSX VENTURE:ROH) are
pleased to announce that they have signed a binding letter of intent, whereby
Southern Pacific will acquire all the currently issued and outstanding shares of
Rochester. Southern Pacific will issue up to 21,000,000 shares to acquire all
the issued and outstanding shares of Rochester. As of May 28, 2008, there were
50,575,645 Rochester shares outstanding and a total of 34,629,187 Rochester
shares issuable upon the exercise of Rochester convertible securities. Each
outstanding Rochester warrant and option to acquire Rochester shares will be
exercisable into Southern Pacific shares in lieu of one common share of
Rochester on the same terms and conditions as the original warrant, option or
other right after taking into consideration the Exchange Ratio. The letter of
intent provides for an adjustment of the consideration in the event that
Rochester does not meet certain working capital covenants at the closing date.
Based on Southern Pacific's closing price of $1.05, the consideration to be
received for each Rochester share is approximately $0.44, representing a 36%
premium to Rochester's closing share price. The deemed value of the Rochester
acquisition is $22,050,000.


Rochester's board, along with a number of its largest shareholders have entered
into or have agreed to enter into lock-up and support agreements in respect of
the transaction. Rochester's board has unanimously approved the terms of the
agreement and recommend the shareholders of Rochester support the transaction.


This transaction is conditional upon the execution of a definitive agreement,
completion of satisfactory due diligence, receipt of shareholder, court (if
applicable) and regulatory approval, and receipt of third party consents and
other conditions customary in a transaction of this nature.


The key asset of Rochester is their 100% working interest in 50 sections of
oilsands leases. Rochester also owns an average 19% working interest in certain
producing natural gas assets located in the Medicine Lodge field in NW Alberta.
After consolidation Southern Pacific will have an interest in 269 sections
(225.2 net WI) of oilsands leases. The Rochester owned 50 sections of oilsands
leases are split into 2 areas, Long Lake and MacKenzie.


At Long Lake, Rochester owns 32 sections of land that directly complements
Southern Pacific's 80% working interest in 43 sections; bringing the combined
lands to a total of 75 sections, 66.4 on a net working interest basis. The
combined land assets create a dominant position to move forward with a plan to
delineate and ultimately develop a commercial project in an area where Southern
Pacific encountered its best gross and net continuous bitumen thicknesses (38.5
m and 29.5 m respectively) during last winter's corehole exploration program.
Prior to this consolidation, it was believed by Southern Pacific's management
team that its lands did not have the necessary continuity and alignment to move
forward without an acquisition or joint venture with Rochester.


This acquisition ensures that development at Long Lake will be carried out
efficiently and cost effectively.


At MacKenzie, Rochester owns 18 sections of prospective oilsands leases which
will effectively become the sixth exploration and development area within
Southern Pacific. Although no physical exploration work has been completed on
this block to date, Rochester had surveyed and permitted a corehole program on
the block scheduled for last winter, however the program was deferred. Southern
Pacific views this land as highly prospective and intends to incorporate the
exploration of the MacKenzie block into its upcoming winter program.


The Medicine Lodge asset consists of an average working interest of 19% in 5
producing natural gas wells and an 18 3/4% interest in a gas plant. The combined
net production to Rochester is approximately 275 mcf/d of natural gas and 7
bbl/d of natural gas liquids. The property is non-operated. Although not core to
Southern Pacific's key activities in the oilsands, the property provides cash
flow and its value has been enhanced with recent strengthening of natural gas
prices.


The addition of Rochester's assets to Southern Pacific adds 50 sections of
oilsands leases to its inventory, solidifies another significant project area at
Long Lake to complement the project area's already identified at McKay and
Leismer and provides an additional exploration block at MacKenzie which will
complement Southern Pacific's exploration upside that still remains on all of
its existing 5 blocks.


Southern Pacific has engaged Canaccord Capital Corporation as its financial
advisor in respect of this transaction.


Safe Harbour

This communication does not constitute an offer to purchase or exchange or the
solicitation of an offer to sell or exchange any securities of Rochester or an
offer to sell or exchange or the solicitation of an offer to buy or exchange any
securities of Southern, nor shall there be any sale or exchange of securities in
any jurisdiction (including the United States) in which such offer, solicitation
or sale or exchange would be unlawful prior to the registration or qualification
under the laws of such jurisdiction.


This news release contains certain "forward-looking information" within the
meaning of such statements under applicable securities law including:
anticipated discovery of commercial volumes of bitumen, the timeline for the
achievement of anticipated exploration, anticipated results from the current
drilling program and, subject to regulatory approval and commercial factors, the
commencement or approval of any SAGD project. Forward-looking information is
frequently characterized by words such as "plan", expect", "project", "intend",
"believe", "anticipate", estimate", "may", "will", "potential", "proposed' and
other similar words, or statements that certain events or conditions" may" or
"will" occur. These statements are only predictions. Forward-looking information
is based on the opinions and estimates of management at the date the statements
are made, and are subject to a variety of risks and uncertainties and other
factors that could cause actual events or results to differ materially from
those projected in the forward-looking statements. These factors include the
inherent risks involved in the exploration and development of oil sands
properties, difficulties or delays in start-up operations, the uncertainties
involved in interpreting drilling results and other geological data, fluctuating
oil prices, the possibility of unanticipated costs and expenses, uncertainties
relating to the availability and costs of financing needed in the future and
other factors including unforeseen delays. As an oil sands enterprise in the
development stage, the Corporation faces risks including those associated with
exploration, development, start-up, approvals and the continuing ability to
access sufficient capital from external sources if required. Actual timelines
associated may vary from those anticipated in this news release and such
variations may be material. For a description of the risks and uncertainties
facing the Corporation and its business and affairs, readers should refer to the
Corporation's most recent Annual Information Form. The Corporation undertakes no
obligation to update forward-looking statements if circumstances or management's
estimates or opinions should change, unless required by law. The reader is
cautioned not to place undue reliance on forward-looking statements.