Amendment No. 2 to Senior Credit Facility

Exhibit 10.10

AMENDMENT No. 2

dated as of March 30, 2007

to the SENIOR CREDIT AGREEMENT

dated as of November 21,2006

among

SANDRIDGE ENERGY, INC.

as the Borrower,

BANK OF AMERICA, N.A.,

as Administrative Agent, Swing Line Lender and L/C Issuer

and

The Other Lenders Party Thereto

BANK OF AMERICA SECURITIES LLC,

Sole Lead Arranger and Sole Book Manager

AMENDMENT NO. 2 TO CREDIT AGREEMENT

     AMENDMENT dated as of March 30, 2007 to the Senior Credit Agreement dated as of November 21, 2006 (as amended, restated, supplemented, or otherwise modified from time to time, the “Credit Agreement”) among SANDRIDGE ENERGY, INC., a Delaware corporation (the “Borrower”), each LENDER from time to time party thereto and BANK OF AMERICA, N.A., as Administrative Agent (the “Administrative Agent”), Swing Line Lender and L/C Issuer.

W I T N E S S E T H:

     WHEREAS, the parties hereto desire to amend the Credit Agreement as set forth herein;

     NOW, THEREFORE, the parties hereto agree as follows:

     Section 1. Defined Terms; References. Unless otherwise specifically defined herein, each term used herein that is defined in the Credit Agreement has the meaning assigned to such term in the Credit Agreement. Each reference to “hereof”, “hereunder”, “herein” and “hereby” and each other similar reference and each reference to “this Agreement” and each other similar reference contained in the Credit Agreement shall, after this Amendment becomes effective, refer to the Credit Agreement as amended hereby.

     Section 2. Amendments. The Credit Agreement is hereby amended as follows:

     (a) The definition of Interest Period in Section 1.01 is amended (i) by adding the words “two weeks or” immediately before the words “one, two, three or six months thereafter,” and (ii) by adding the words “of one-month or greater duration” immediately following the words “any Interest Period” in clause (ii).

     (b) Section 2.02(e) is amended by adding the clause “and no more than two of such Interest Periods shall be of a duration of two weeks” at the end thereof.

     (c) Section 2.03(a)(ii)(A) is amended by replacing the word “twelve” with the words “twenty four”.

     (d) The figure “$15,000,000” appearing in Section 7.03(f) is changed to “$25,000,000.”

     (e) Subsection (h) of Section 7.03 is amended to read in its entirety as follows:

     “(h) Indebtedness incurred by Lariat, and Guarantees of the Borrower in respect of such Indebtedness; provided that the principal amount of Indebtedness of Lariat guaranteed by the Borrower pursuant to this subsection (h) or otherwise shall at no time exceed $92,500,000;”

     (f) The ratio “4.0:1.0” appearing in Section 7.11(b) is replaced by the following “(i) in the case of the fiscal quarters ending December 31, 2006, March 31, 2007 and June 30, 2007, 4.5:1.0 and (ii) in the case of any subsequent fiscal quarter, 4.0:1.0.”

     Section 3.     Representations of the Borrower. The Borrower represents and warrants that, after giving effect to this Amendment, (i) the representations and warranties of the Borrower set forth in Article V of the Credit Agreement will be true and (ii) no Default will have occurred and be continuing.

     Section 4.     Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of New York.

     Section 5.     Counterparts. This Amendment may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.

     Section 6.     Effectiveness. This Amendment shall become effective on the date on which the Administrative Agent shall have received counterparts hereof signed by each of the Required Lenders and the Borrower (or, in the case of any party as to which an executed counterpart shall not have been received, receipt by the Administrative Agent in form satisfactory to it of telegraphic, telex or other written confirmation from such party of execution of a counterpart hereof by such party).

     IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed as of the date first above written.

(Signature Page to Amendment No. 2
to the
Senior Credit Agreement)

(Signature Page to Amendment No. 2
to the
Senior Credit Agreement)

(Signature Page to Amendment No. 2
to the
Senior Credit Agreement)

(Signature Page to Amendment No. 2
to the
Senior Credit Agreement)

     Acknowledged by:

(Signature Page to Amendment No. 2
to the
Senior Credit Agreement)