Sept 26 - Standard & Poor's Ratings Services today assigned its 'B-' issue-level rating to PDC Energy Inc.'s (PDC's) proposed $400 million senior unsecured notes due 2022. At the same time, we assigned a '5' recovery rating to this issue, indicating modest (10% to 30%) recovery in the event of a payment default (see list). PDC, formerly Petroleum Development Corp., intends to use the net proceeds from this offering to redeem its 12% senior notes due 2018, to repay other debt, and for general corporate purposes. The ratings on Denver-based PDC reflect our view that natural gas prices will remain weak in the near term. The rating also reflects the company's limited scale with significant concentration in the Rocky Mountain region and our estimate that the company will outspend operating cash flows in 2012. We also incorporated PDC's long reserve life, the increasing percentage of oil and natural gas liquids in its production mix, and adequate liquidity and satisfactory credit metrics for the rating. We characterize PDC's business risk profile as "vulnerable", given its significant exposure to weak natural gas prices, the company's limited scale, and its high concentration in the Rockies (where natural gas typically trades at a discount to Henry Hub). PDC is a relatively small, independent exploration and production (E&P) company, with 1.015 trillion cubic feet equivalent (Tcfe) of total proved reserves--66% natural gas and 46% proved developed. About 91% of PDC's proven reserves at fiscal year-end 2011 are in the Rockies and about 50% of its reserves are Rockies natural gas. For the corporate rating rationale, see our summary analysis on PDC, published on April 26, 2012, on Ratings Direct. RELATED RESEARCH AND CRITERIA -- 2008 Corporate Criteria: Analytical Methodology, April 15, 2008 RATINGS LIST PDC Energy Inc. Corporate Credit Rating B/Stable/-- Ratings Assigned PDC Energy Inc. $400M sr unsecd notes due 2022 B- Recovery Rating 5 Complete ratings information is available to subscribers of RatingsDirect on the Global Credit Portal at www.globalcreditportal.com. All ratings affected by this rating action can be found on Standard & Poor's public Web site at www.standardandpoors.com. Use the Ratings search box located in the left column.