MAY 6, 2014 INVESTOR PRESENTATION WPX STRATEGIC ALLIANCE OVERVIEW

MAY 6, 2014 INVESTOR PRESENTATION WPX STRATEGIC ALLIANCE OVERVIEW

Forward-Looking Statements Statements made by representatives of Legacy Reserves LP (the Partnership ) during the course of this presentation that are not historical facts are forward-looking statements. These statements are based on certain assumptions made by the Partnership based on management s experience and perception of historical trends, current conditions, anticipated future developments and other factors believed to be appropriate. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Partnership, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. These include risks relating to financial performance and results, availability of sufficient cash flow to pay distributions or make payments on our notes and execute our business plan, prices and demand for oil and natural gas, our ability to replace reserves and efficiently exploit our current reserves, whether the Pending Acquisition and Bolt-On Acquisitions (as defined herein) will be consummated, our ability to make acquisitions on economically acceptable terms, and other important factors that could cause actual results to differ materially from those anticipated or implied in the forward-looking statements. Please see the factors described in the Partnership s Annual Report on Form 10-K for the year ended December 31, 2013 in Item 1A under Risk Factors and subsequent filings with the Securities and Exchange Commission. The Partnership undertakes no obligation to publicly update any forward-looking statements, whether as a result of new information or future events. The reserve information with respect to the Pending Acquisition and Bolt-On Acquisitions presented herein is based on our internal evaluation and interpretation of reserve and other information provided to us in the course of our due diligence with respect to the Pending Acquisition and Bolt-On Acquisitions and has not been independently verified or estimated. 2

Pending Acquisition Overview Key Economic Terms Legacy Reserves LP (NASDAQ: LGCY) forms strategic alliance with WPX Energy (NYSE: WPX) through acquisition of a non-operated, escalating working interest in certain Piceance Basin natural gas wells (the Pending Acquisition ) Escalating working interest: initial 29% steps up to 37% on 1/1/15, then to 41% on 1/1/16 Asset Highlights 276 Bcfe (46 MMBoe) proved reserves (100% PDP) 83% natural gas, 15% NGL, 2% oil 63 MMcfe/d (10.5 MBoe/d) Q3E 2014 production 12.0 R/P ratio Location Map Operatorship remains with WPX Consideration includes $355 million in cash (subject to customary purchase price adjustments) and newlycreated Incentive Distribution Units (IDRs) 10% of LGCY s IDRs issued to WPX and immediately vested WPX can vest in up to an additional 20% of IDRs through future drop-downs to LGCY Effective Date: January 1, 2014 Financing Net Projected Production Profile Wells Fargo, our Admin Agent, has committed to a portion of, and is seeking lender approval for, a $950 million borrowing base, which is expected by May 22 nd Have received requisite consent to increase Debt / EBITDA covenant from 4.0x to 4.5x until June 30, 2015 MMcfe/d 1,000 100 10 Working Interest Escalations 1 Jan-14 Jul-14 Jan-15 Jul-15 Jan-16 Jul-16 Jan-17 Jul-17 3

Pro Forma Assets Standalone (1) (88% PD) Acquisitions (2)(3) (99% PD) Pro Forma (92% PD) 87.6 MMBoe 55.0 MMBoe 142.6 MMBoe 11% 11% 89% 11% 7% 41% 78% 52% Permian Basin Rocky Mountain Mid Continent 13% 8% 5% 30% 65% 70% 17% Oil Gas NGL 46% 47% 11,390 30,868 19,478 Production (Boe / d) (1) Independent reserve estimate as of 12/31/13 per the 10-K. Production based on Q1 2014. Note: Darker shading represents increased reserve concentration (2) Includes Pending Acquisition based on internal proved reserve estimates as of 12/31/13 based on SEC benchmark pricing. Production based on estimated Q3 2014. (3) Includes Caprock and Sheridan County, MT acquisitions (together the Bolt-On Acquisitions ) based on internal estimates per press release dated 3/26/14. 4

Investment Rationale of Pending Acquisition Strategic Alliance High Quality MLP Assets Increased Scale and Diversification WPX is a world-class Rockies operator with a deep inventory of MLP-friendly assets Unmatched experience, infrastructure, and economics in the Piceance Basin IDRs incentivize both parties to make future transactions WPX can vest in up to an additional 20% of the IDRs by dropping more assets into LGCY Enhanced acquisition platform this transaction, including the newly-established IDRs, creates a template for future deals with 3 rd parties Low decline, 100% PDP assets in the heart of the Piceance Basin 10% avg. annual PDP terminal decline rate (1), excluding escalating working interest Escalating working interest holds production roughly flat over the next few years 2,730 producing wells with an average age of 9.1 years mitigate risks (predictable production curves, minimal single well risk) Low estimated lifting costs ($1.22 / Mcfe) (2) Adds 46 MMBoe of internally estimated proved reserves and 10.5 MBoe/d of estimated Q3 2014 production, increases of over 50% Scale enhances credit profile and earnings potential Pro forma 54% liquids balances LGCY s commodity mix and expands optionality in current commodity price environment Attractive Economics Drives immediate and long-term accretion to unitholders Low production decline and increasing working interest structure minimize maintenance capital expenditure requirements Flatter NYMEX gas curve and 100% PDP content allow for increased hedgability (1) 3-year average from 2017 2019 (2) Based on Q3E 2014 inclusive of COPAS, gathering, compression, and infrastructure charges 5

Strategic Alliance & IDR Overview LGCY Objectives: Provide long-term economic incentive for future transactions between the parties WPX initially receives and vests in 10% of newly-created IDRs as part of the consideration for initial transaction WPX can vest in up to an additional 20% through future drop-downs into LGCY Allow for future alliances with other third-parties using established IDRs as consideration Utilize well-known economic parameters of IDRs 0% / 13% / 23% IDR excess cash splits, similar to most upstream MLP IDR structures IDRs will not be eligible to receive distributions until the quarterly distribution per LP unit increases above $0.6785 Maintain historical alignment of interest between Management, GP, and LPs Management and GP will not own IDRs (70% of IDRs remain in treasury at closing) Insiders own 18% of outstanding LP units Current LP voting rights remain intact Maintain LGCY s competitive cost of capital to support long-term growth Reset provision allows issuance of LP Unit Equivalent along with reset of IDR splits In certain circumstances, IDRs can be converted with no further incentive participation 6

WPX Company Overview WPX Energy (NYSE: WPX), based in Tulsa, Oklahoma, has a $4.3 billion market cap, $6.2 billion TEV (as of 5/5/14), and reported $779 million of 2013 adjusted EBITDAX Operates in three primary basins: Piceance, Williston, and San Juan Additional operations in the Powder River Basin, Marcellus, Argentina, and Colombia Portfolio Summary (1) Net Production: 1.2 Bcfe/d 1P Reserves: 4.8 Tcfe 3P Reserves: 16.9 Tcfe 20,000 drillable locations Piceance Overview Increasing Activity & Efficiencies Running 9 rigs and drilling 285 wells in 2014, compared to 7 rigs and 210 wells spud in 2013 Lowest-cost operator in the Piceance Basin 34% less D&C capital costs San Juan 517 Bcfe Proved 1,645 Bcfe 3P 161k Net Acres Williston 106 MMBoe Proved 176 MMBoe 3P 81k Net Acres Marcellus 328 Bcfe Proved 1,555 Bcfe 3P 88k Net Acres Piceance 3,019 Bcfe Proved 11,878 Bcfe 3P 221k Net Acres 57% less operating lifting costs Source: WPX filings, WPX investor presentation, including footnotes therein (1) Portfolio summary as of YE 2013 and excludes contribution from international operations (WPX s 69% ownership in APCO, as well as additional acreage owned by WPX). Note: Acreage, proved, and 3P numbers are as of 12/31/13 7

APPENDIX 8

IDR Key Terms Units: 1,000,000 IDRs authorized and available for issuance by LGCY WPX: Issued 300,000 IDRs Vesting: 100,000 IDRs immediately vest; 200,000 IDRs are available to vest at a rate of 10,000 per $35.5 million of future transactions, provided however that ~66,667 will be forfeited at each of the next three anniversaries of issuance if not already vested Reset: IDR splits can reset upon 4 consecutive distributions in the high-splits IDR Unitholder receives LP unit equivalent of the average of the last two distributions Number of resets is unlimited Conversion Right: Under certain circumstances, LGCY can fully retire IDRs for LP Unit Equivalent If >$0.90 but <$1.00, 1.2x LP Unit Equivalent If >$1.00 but <$1.10, 1.1x LP Unit Equivalent If >$1.10 1.0x LP Unit Equivalent Quarterly Distribution Per LP Unit GP / Unitholders IDRs Minimum $0.5900 100% 0% First Threshold Above $0.5900 Up to $0.6785 100% 0% Second Threshold Above $0.6785 Up to $0.7375 87% 13% Thereafter Above $0.7375 77% 23% WPX & Other Potential Parties $1.5 Bn Revolving Credit Facility (1) $300MM 8.00% Senior Notes $250MM 6.625% Senior Notes Founding Investors, Directors and Management 1MM authorized IDRs (100k initially vested); No LP voting rights 18% Limited Partner Interest 100% Legacy Reserves GP, LLC <0.1% General Partner Interest Legacy Reserves LP (NASDAQ:LGCY) 100% Ownership Interest Legacy Reserves Operating LP Public 82% Limited Partner Interest & Series A Preferred Units (1) Wells Fargo has committed to a portion of, and is seeking lender approval for, a $950 million borrowing base, which is expected by May 22 nd. 9

Oil and Natural Gas Hedging Summary (1) Approximately 79% of expected PDP crude oil production hedged through 2015 at a weighted- 1,600 Oil 3-Way Collars Summary $140.00 (BBtu Hedged) averaged floor price of $92.73 / Bbl Uses a combination of swaps, three-way collars, and enhanced swaps Approximately 81% of expected PDP natural gas production hedged through 2015 at a weightedaveraged price of $4.42 / MMBtu Natural Gas Hedging Summary (3) 10,000 $4.44 8,000 $4.40 6,000 4,000 2,000 $4.30 - Q2-Q4 2014 2015 2016 (MBbls Hedged) (MBbls Hedged) 1,200 800 400 0 4,000 3,200 2,400 1,600 800 - $110.56 $112.21 $96.59 $71.59 Oil Hedging Summary (2) $106.40 $104.20 $89.67 $88.37 $85.00 $64.67 $63.37 $60.00 Q2-Q4 2014 2015 2016 2017 3W Collars (MBbls) Avg. 3W Short Call (Price) Avg. 3W Long Put (Price) Avg. 3W Short Put (Price) $94.25 $91.05 $88.86 $87.34 $90.50 Q2-Q4 2014 2015 2016 2017 2018 $105.00 $70.00 $35.00 $0.00 Swaps 3W Collars Swaps 3W Collars Enhanced Swaps (1) Hedged percentages do not reflect the Pending Acquisition announced in May 2014. (2) Hedging prices reflect a weighted average of swap prices, long put prices on 3-way collars, and enhanced swap prices. (3) Natural gas hedge prices reflect a weighted average of NYMEX, Waha (West Texas), ANR-OK, and CIG (Rockies) index swap prices and long put prices on 3-way collars. 10

Updated 2014 Financial Guidance (1) Guidance: (1) See following page for important disclosures. ($ in thousands unless otherwise noted) FY 2014E Revised Range Production: Oil (MBbls) 4,820-4,940 Natural gas liquids (MGal) 24,700-25,300 Natural gas (MMcf) 22,650-23,200 Total (MBoe) 9,183-9,409 Average daily production (Boe/d) 25,159-25,778 Weighted Average NYMEX Differentials: Oil ($ per Bbl) ($7.00) - ($8.25) NGL realization (1) 0.75% - 0.85% Natural gas ($ per Mcf) $0.27 - $0.32 Expenses: Oil and natural gas production expenses ($/Boe) $18.70 - $19.60 Ad valorem and production taxes (% of revenue) 9.00% - 9.50% G&A (2) $29,350 - $30,350 Capital expenditures: Total development capital expenditures $112,000 - $118,000 Estimated maintenance capital expenditures $75,300 - $75,300 (1) Represents the projected percentage of WTI crude oil prices divided by 42, as we report NGLs in gallons. (2) Excludes Long-Term Incentive Compensation and transaction expenses related to acquisitions. 11

Updated 2014 Financial Guidance Disclaimer The table on the preceding slide sets forth certain assumptions being used by LGCY to estimate its anticipated results of operations for 2014. Outside of the Pending Acquisition and Bolt-On Acquisitions referenced herein, these estimates do not include any future acquisitions of additional oil or natural gas properties. In addition, these estimates are based on, among other things, assumptions of capital expenditure levels, current indications of supply and demand for oil and natural gas and current operating and labor costs. This guidance does not constitute any form of guarantee, assurance or promise that the matters indicated will actually be achieved. The guidance below sets forth management's best estimate based on current and anticipated market conditions and other factors. While we believe that these estimates and assumptions are reasonable, they are inherently uncertain and are subject to, among other things, significant business, economic, regulatory, environmental and competitive risks and uncertainties that could cause actual results to differ materially from those we anticipate, as set forth under "Forward- Looking Statements." 12