AMENDMENT OF OIL AND GAS LEASE

THE STATE OF TEXAS COI.TNTYOF DALLAS

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KNOW ALL MEN BY THESEPRESENTS: WHEREAS, the City of Dallas ("Lessor")executedan Oil and Gas Leasedated February 27, 2008 (the "Lease") and a memorandum of Oil and Gas Lease in ("Memorandum")which is recordedas Document#20080089141 the Official Public coveringlands Recordsof DallasCounty,Texasin favor of XTO Energy,Inc. ("Lessee"), on in Dallas County,Texasdescribed Exhibit "A" to both the Leaseand Memorandum; and desireto amendthe Leaseassetforth herein. and WHEREAS,L,essor Lessee NOw' THEREFORE,for ten and no/100 dollars ($10'00) and other good and the valuable consideration, receipt and sufficiency of which is hereby acknowledged, to herebyagree amendthe Leaseas follows: LessorandLessee (1) Exhibit A and Exhibit B of the Leaseare modified by eliminating

all tracts except Tracts l, 2, 3, 4, 5, 6, 7, 8 and 9 for a total of 720.545acreslocatedat HensleyField. approximately (2) to 2 Paragraph (Primary Term) of the Leaseis amended read as

follows: "This leaseis for a term of sixty-six (66) monthsfrom this date(calledthe "Primary Term") and so long thereafteras oil and gasis producedfrom the of Land in paying quantities. For purposes this Lease,the phrase"paying quantities"meansrevenues from a well exceedthe well's operatingcosts

six over any given consecutive (6) month by at leastfifteen percent(157o) period." (3) andreplaced is paragraph the Memorandum deleted of The second

with the following: herein,the Leaseis "WHEREAS,subjectto the otherprovisionscontained for a term of sixty-six (66) months from the effective date (called the as Primary Term") and for so long thereafter oil or gas is producedfrom pooledtherewith,in payingquantities." the Land,or landsor leases (4) in shall be addedafter the ffust sentence The following sentences

5(a),to readasfollows: Subsection shallonly be allowedto "Notwithstanding anyttringto the contrary,Lessee use and designateup to three (3) drill site locationson the Operations Tracts. Each drill site location shall be limited to four (4) acres maximum." (5) to At the time the SpecificUse Permit applicationis submitted the

City of Dallas, the operator shall deliver to the gas inspector(both as defined in Dallas DevelopmentCode Sec. 51A-12.IO2.b)a completed inventoryof Material Data SafetySheet("MSDS") containingan accurate chemicalsto be injected into the well bore for the purposeof drilling or hydraulic fracturing or relatedwell bore activities. Such MSDS reports shall disclose every chemical to be used, including quantity, combinations, and formulations,sufficient to satisfy the concentrations, gasinspectorthat full disclosure beenmade. All suchreportsshall be has

availableto the public. For any pendingSpecific Use Permit reasonably the applicationas of the dateof this Amendment, operatorshall deliverto the gas inspectora completedMSDS within 30 days of the date of this Amendment. (6) at to Section2l(c) is amended include the following language the

end of the Section: "Lessee understands a SpecificUse Permit is requiredbeforethe Land that can be usedfor oil and gas drilling and that a decisionon an application for a Specific Use Permit is a police power that carnot be contracted to that furtherunderstands a gaswell permit pursuant Dallas away. Lessee DevelopmentCode Article XII is required to conduct gas drilling and production."

by Exceptas amended this Amendmentof Oil and Gas Lease,the Leaseremains is in full force andeffect asoriginally written. This amendment executedthis 3V! day

of (efuW[-nl
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27, as for ,2011, but shallbe effective all puposes of February

2008. LESSOR: APPROVEDAS FORM: THOMAS P. PERKINS.JR. City Attomey I CITY OF DALLAS MARY K, City M

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By:
XTd LESSEE:
ity Manager

AssistantCity Attorney

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