Marcellus Joint Venture with Reliance Industries

April 2010

Atlas Energy, Inc.

Exhibit 99.3

Disclaimer

Cautionary Note Regarding Forward-Looking Statements

This document contains forward-looking statements that involve a number of assumptions, risks and uncertainties that could cause actual

results to differ materially from those contained in the forward-looking statements. Atlas Energy, Inc. cautions readers that any

forward-looking information is not a guarantee of future performance. Such forward-looking statements include, but are not limited to,

statements about future financial and operating results, resource potential, the Company’s plans, objectives, expectations and

intentions and other statements that are not historical facts. Risks, assumptions and uncertainties that could cause actual results to

materially differ from the forward-looking statements include, but are not limited to, those associated with general economic and

business conditions; changes in commodity price; changes in the costs and results of drilling operations; uncertainties about

estimates; the Company’s level of indebtedness; changes in government environmental policies and other environmental risks; the

availability of drilling equipment and the timing of production; tax consequences of business transactions; and other risks,

assumptions and uncertainties detailed from time to time in the Company’s reports filed with the U.S. Securities and Exchange

Commission (the “SEC”). Forward-looking statements speak only as of the date hereof, and the Company assumes no obligation to

update such statements, except as may be required by applicable law.

The SEC requires natural gas and oil companies, in filings made with the SEC, to disclose proved reserves, which are those quantities of

natural gas and oil that by analysis of geo-science and engineering data can be estimated with reasonable certainty to be economically

producible from a given date forward, from known reservoirs, and under existing economic conditions, operating methods, and

government regulations. For filings reporting year-end 2009 reserves, the SEC permits the optional disclosure of probable and possible

reserves. The Company has elected not to report probable and possible reserves in its filings with the SEC. In this press release the

estimate of “incremental net recoverable reserves” describes the Company’s internal estimates of volumes of natural gas that are not

classified as proved reserves but are potentially recoverable through exploratory drilling or additional drilling or recovery techniques.

This may be a broader description of potentially recoverable volumes than probable and possible reserves, as defined by SEC

regulations. Estimates of unproved resources are by their nature more speculative than estimates of proved resources and,

accordingly, are subject to substantially greater risk of actually being realized by the Company. The Company believes that its

estimates of unproved resources are reasonable, but such estimates have of reserves and resource potential; inability to obtain capital

needed for operations; the not been reviewed by independent engineers. Estimates of unproven resources may change significantly as

development provides additional data and actual quantities that are ultimately recovered may differ substantially from prior estimates.

JV Transaction Overview

•

Atlas to sell 40% undivided working interest in

approximately 300,000 net Marcellus Shale acres to an

affiliate of Reliance Industries Limited (“Reliance”) for

$1.7 billion

(1)

–

$340 million in cash upfront

–

$1.36 billion drilling carry; Reliance to fund 75% of Atlas'

share of well costs until drilling carry has been fully

utilized

–

Drilling carry period of 5.5 years; extending to 7.5 yr

under certain conditions

–

Transaction expected to close before end of April 2010

•

Creation of an Area of Mutual Interest (AMI) for future

acreage acquisitions

–

Atlas will be sole leasing agent

•

Atlas will be operator of joint interests in AMI

–

Reliance has right in the future to operate certain project

areas

outside

Atlas’s

core

area

Greene,

Washington, Fayette and Westmoreland counties.

•

Reliance has a Right of First Offer (“ROFO”) to acquire

acreage from Atlas in certain counties

–

ROFO price is $8,000 per net acre on a present value

basis (using a discount rate of 10%)

(1)

Subject to normal pre and post closing purchase price adjustments

Overview of Marcellus Joint

Venture AMI

High quality existing acreage position in AMI

–

Approximately 300,000 net acres

–

Majority of acreage located in delineated, dry gas

window of southwestern Pennsylvania

Results suggest existing acreage in AMI has over

13 Tcfe

of potential reserves from Marcellus

Shale

–

Approx. 3,150 horizontal locations identified

–

Recent Atlas wells turned into line were assigned

EURs

averaging 5.6 Bcf

–

The Joint Venture expects to complete 45 horizontal

wells in 2010, over 100 wells in 2011 and ramping to

300 wells by 2013 and beyond

–

Atlas’

recent results indicate shallower than expected

decline rates

Laurel Mountain Midstream, LLC will provide

Joint Venture with mid-stream services

–

Ongoing build out of header system will ensure that

Joint Venture gas will get to market

(1)

Otsego

and

Delaware

County,

are

not

displayed

this

map

but

included

the

ROFO

acreage.

(1)

Transaction Rationale

•

Enables

substantial

expansion

ATLS’

development

its

Marcellus

Shale

assets

–

Joint venture intends to drill over 1,000 horizontal Marcellus Shale wells in next 5 years

•

Upfront portion of consideration will de-lever balance sheet and increase liquidity

–

Pro forma net debt to EBITDA of 1.6x

–

Zero pro forma revolver borrowings of with existing borrowing base of $575 million

•

Drilling carry will significantly reduce Atlas’s capital expenditures

–

Finding

and

development

costs

could

fall

$0.20/mcfe

lower,

after

taking

into

account

the Drilling Carry.

•

Tax efficient structure

•

Aligns Atlas with global partner focused on expansion in the Marcellus Shale

–

Reliance

Fortune

Global

500

company

fully

integrated

across

the

energy

value chain

–

Reliance has demonstrated track record of excellence in large scale E&P development

–

Joint venture partners focused on additional acreage acquisitions and expanding operations

–

Reliance has right to operate certain project areas, which will create additional development

capability for the joint venture

–

Reliance Right of First Offer creates potential benchmark for value of > $2 billion for

remaining Marcellus acreage not included in AMI

A Global Enterprise Focused on

a Growing E&P Business

•

India’s Largest Private Sector Enterprise

–

3% of India’s GDP

–

Current market cap of $78.3 billion

–

LTM 12/31/2009 EBITDA of ~USD $5.8 billion

–

61% of FY2009 revenues generated outside of India

•

One of world’s leading natural gas producers

–

8.3 Tcfe of Proved Reserves (94% gas; 60% PDP)

–

Total daily production of approximately 3 Bcfe/d

–

Growth in E&P is focus of the company’s strategy

•

A world leader in crude refining and petrochemicals

–

Largest single refining complex in the world

–

Aggregate refining capacity of 1.24 million barrels per day

–

Largest polyester manufacturer in the world

–

Leading producer of polymers, chemicals and fiber intermediaries

Atlas poised to become a large scale

producer in the Marcellus Shale

Premier Land Position

People

Gathering System to Move Large Volumes

Take-Away Capacity to Premium Markets

Water Treatment and Reuse Capacity

Access to Equipment and Services

Capital to Fund Growth

The Reliance joint venture provides Atlas the capital necessary to develop the

Marcellus Shale on a large scale

ATLS Pro Forma Capitalization

and Liquidity

12/31/2009

Actual

Pro Forma

Cash

20.6

150.6

Revolver

184.0

10.750% Senior Notes

400.0

12.125% Senior Notes

200.0

Total Debt

784.0

600.0

Equity

1,703.5

Total Capitalization

2,487.5

2,303.5

Equity / Total Capitalization

68.5%

74.0%

Revolver Borrowing Base

575.0

Less: Drawn Portion of Revolver

(184.0)

Plus: Cash

20.6

150.6

Total Liquidity

411.6

725.6

LTM E&P EBITDA

279.3

Net Debt

763.4

449.4

Proved Reserves (Bcfe)

1,020.0

PDP reserves (Bcfe)

535.0

Net Debt / LTM E&P EBITDA

2.7x

1.6x

Net Debt / Proved reserves

0.75

0.44

Net Debt / PDP reserves

1.43

0.84

Reconciliation of Non-GAAP Measures

Full Year Ended

December 31,

2009

2008

Reconciliation of net income to non-GAAP

measures

Net Income

(71,986)

(6,158)

Atlas Pipeline and Atlas Pipeline Holdings net

(income) loss

(1,417)

55,077

Depreciation, Depletion and Amortization

108,290

95,427

Asset Impairment

156,359

Interest Expense

64,866

56,191

Non-cash stock compensation expense

8,304

10,971

Income tax benefit

(49,069)

(5,021)

Income attributable to ATN non-controlling

interests

18,086

76,475

Non-recurring merger costs

8,113

Non-cash net loss on sale of assets

6,435

Adjustment to reflect cash impact of

derivatives

31,333

12,431

E&P Operations Adjusted EBITDA

279,314

295,425

Atlas Energy Resources, LLC 8-K