FIRST AMENDMENT TO GOLDEN LANE PARTICIPATION AGREEMENT

Exhibit 10.6

FIRST AMENDMENT TO GOLDEN LANE PARTICIPATION AGREEMENT

This First Amendment to Golden Lane Participation Agreement (this “First Amendment”) is dated as of the     day of October, 2007 by and between New Dominion, L.L.C., an Oklahoma limited liability company (“NDL”), Scintilla, L.L.C., an Oklahoma limited liability company (“Scintilla”), North Paradigm Partners, L.P. North Paradigm Partners II, L.P., North Paradigm Partners III-A, L.P., North Paradigm Partners III-B, L.P. (all Delaware limited partnerships), and the Michael Greer and Vickie Greer Family Trust dated January 10, 2007 (collectively the “NPP Group”), and CEU Paradigm, LLC, a Delaware limited liability company (“CEU,” and, collectively with Scintilla and the NPP Group, the “Participants”).

RECITALS

A. The Participants have previously entered into that certain Golden Lane Participation Agreement dated effective January 10, 2007 (the “Participation Agreement”).

B. The Participants now desire to amend the Participation Agreement in accordance with the terms of this First Amendment in order to correct (i) the interests shown on Exhibit “A” to the Participation Agreement and (ii) certain township and range descriptions shown on Exhibit “A” to the Participation Agreement.

AGREEMENTS

NOW, THEREFORE, in consideration of the mutual covenants and conditions herein contained, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Participants agree as follows:

1. All capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Participation Agreement.

2. The Participation Agreement is amended as follows:

Exhibit “A” to the Participation Agreement is amended and restated to read as provided in Exhibit “A” attached hereto, effective as of the date of the Participation Agreement.

3. The Participants ratify the terms of the Participation Agreement, as amended by this First Amendment. All of the terms and provisions of the Participation Agreement are and shall remain in full force and effect, subject to the terms of this First Amendment.

[SIGNATURE PAGES FOLLOW]

IN WITNESS WHEREOF, the Participants have executed this First Amendment as of the date first above written.

Signature Page to First Amendment to Golden Lane Participation Agreement

Signature Page to First Amendment to Golden Lane Participation Agreement

EXHIBIT “A” to First Amendment to Golden Lane Participation Agreement

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