EXHIBIT 10 (r)
Registration Rights Agreement
THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made as of September 2, 2003 by and
(i) Magellan Petroleum Corporation, a Delaware corporation ("MPC"); and
(ii) Sagasco Amadeus Pty Limited, an Australian corporation ("Sagasco").
WHEREAS, MPC has issued 1,300,000 shares of its common stock (the "Common Stock"), to Sagasco
pursuant to the Share Sale Agreement, by and among MPC and Sagasco, dated as of July 10, 2003 ("Share
Sale Agreement"); and
WHEREAS, to induce Sagasco to enter into the Share Sale Agreement, MPC and Sagasco have agreed to enter
into this Agreement to provide for certain rights, privileges and preferences in favor of Sagasco.
NOW, THEREFORE, in consideration of the premises and the mutual promises and covenants contained in this
Agreement and the Share Sale Agreement, the parties mutually agree as follows:
1. Certain Definitions
The following terms shall have the following respective meanings:
"Exchange Act" shall mean the Securities Exchange Act of 1934, as amended, and the rules and regulations
"Holder" shall mean Sagasco, including its permitted successors and assigns that acquire Registrable Securities,
directly or indirectly, from Sagasco. For purposes of this Agreement, MPC may deem and treat the holder of a
Registrable Security reflected on MPC's transfer agent's records as the Holder and absolute owner thereof and
MPC shall not be affected by any notice to the contrary.
"Registrable Securities" means:
(i) the Common Stock issued to the Holder pursuant to the Share Sale Agreement (the "MPC Shares"); and
(ii) shares of Common Stock issued in respect of the MPC Shares as a result of a stock split, stock dividend,
recapitalization or the like.
For purposes of this Agreement, a Registrable Security will cease to be a Registrable Security on the later of:
(X) 30 days after the date of this Agreement, or (Y) if as of such date, Sagasco has delivere