UNIT CORPORATION RESTRICTED STOCK AWARD AGREEMENT NON-EMPLOYEE DIRECTOR PERSONAL AND CONFIDENTIAL Participant NameDate of GrantNumber of Shares of Restricted Stock subject to this Award

Unless you are advised otherwise by the Secretary of Unit Corporation, your unvested Shares of Restricted Stock will be held in book entry form. You agree that Unit Corporation may give stop transfer instructions to the depository to ensure compliance with the provisions of this agreement. You hereby (i) acknowledge that your unvested Shares of Restricted Stock will be held in book entry form on the books of Unit Corporation's depository (or another institution specified by Unit Corporation), and irrevocably authorize Unit Corporation to take such actions as may be necessary or appropriate to effectuate a transfer of the record ownership of any such Shares that are unvested and forfeited, (ii) agree to deliver to Unit Corporation, as a precondition to the issuance of any certificate or certificates with respect to unvested Shares of Restricted Stock, one or more stock powers, endorsed in blank, with respect to such Shares, and (iii) agree to sign such other powers and take such other actions as Unit Corporation may reasonably request to accomplish the transfer or forfeiture of any unvested Shares of Restricted Stock that are forfeited under this agreement.

In the event the Secretary of Unit Corporation advises you that your unvested Shares of Restricted Stock will be represented by a certificate, then, subject to the provisions of this agreement, Unit Corporation shall issue and register on its books and records in your name a certificate (or certificates) in the amount of the Shares of Restricted Stock subject to this Award as set forth above. Each certificate shall bear a legend, substantially in the following form:

You shall have, with respect to the Shares of Restricted Stock, all of the rights of a holder of Shares, including the right to vote such shares and to receive any cash dividends thereon. The Committee, however, may determine that cash dividends shall be automatically reinvested in additional Shares which shall become Shares of Restricted Stock and shall be subject to the same restrictions and other terms of this Award. Unless otherwise determined by the Committee, dividends payable in Shares shall be treated as additional Shares of Restricted Stock subject to the same restrictions and other terms of this Award and you shall deliver a stock power, duly endorsed in blank, relating to the additional Shares of Restricted Stock on payment of any such dividend.

During your lifetime the Shares of Restricted Stock shall only be delivered to you. Any Shares of Restricted Stock transferred in accordance with this agreement shall continue to be subject to the terms and conditions of this agreement, including, without limitation, the provisions of this Section 3. Any transfer permitted under this agreement shall be promptly reported in writing to Unit Corporation's Secretary.

The existence of this agreement and the Shares of Restricted Stock shall not affect or restrict in any way the right or power of the Board of Directors or the stockholders of Unit Corporation (or any of its Affiliates) to make or authorize any reorganization or other change in its capital or business structure, any merger or consolidation, any issue of bonds, debentures, preferred or prior preference stock ahead of or affecting the Shares or the Shares of Restricted Stock, the dissolution or liquidation of Unit Corporation or any sale or transfer of all or any part of its (or their) assets or business.

In the event of any corporate event or transaction that is subject to the provisions of Section 4.2 of the Plan, the Committee may make adjustments or amendments to the terms of this Award as it deems appropriate under the circumstances, in its sole discretion. Any adjustments or amendments may include, but are not limited to, (i) changes in the number and kind of Shares of Restricted Stock set forth above, (ii) changes in the grant price per share, and (iii) accelerating the delivery of the Shares of Restricted Stock. The determination by the Committee as to the terms of any amendments or adjustments shall be conclusive and binding.

Federal income and employment tax withholding (and state and local income tax withholding, if applicable) may be required in respect of taxes on income realized when restrictions are removed from the Shares of Restricted Stock. You are required to deliver to Unit Corporation the amounts that it determines should be withheld, provided, however, that you may pay a portion or all of such withholding taxes by electing to have (i) Unit Corporation withhold a portion of the Shares that would otherwise be delivered to you or (ii) you can deliver to Unit Corporation Shares that you have owned for at least six months, in either case, having a Fair Market Value (as of the date that the amount of taxes is to be withheld) in the amount to be withheld, and provided further that your election shall be irrevocable. Unless otherwise required under applicable law, for purposes of this Section 9, Fair Market Value shall mean the closing price of the Shares on the NYSE on the date the restrictions are removed.

You acknowledge that you have reviewed with your own tax advisor(s) the federal, state, and local tax consequences of accepting the Shares of Restricted Stock and the other transactions contemplated by this Agreement. You are relying solely on those advisor(s) and not on any statements or representations of Unit Corporation or any of its agents. You understand and agree that you, and not Unit Corporation, shall be responsible for your own tax liability that may arise as a result of the transactions contemplated by this agreement. You understand that Section 83 of the Code taxes as ordinary income the difference between the purchase price, if any, for the Shares of Restricted Stock and the Fair Market Value of the Shares of Restricted Stock as of the date any restrictions on the Shares of Restricted Stock terminate or lapse. In this context, "restrictions" includes the restrictions pursuant to Section 3 of this agreement. You understand that you may elect to be taxed at the time the Shares of Restricted Stock are granted, rather than when and as the restrictions terminate or lapse (if ever), by filing an election under Section 83(b) of the Code with the Internal Revenue Service within thirty (30) days from the grant date.

conduct relating to your service as a director for which either criminal or civil penalties against you may be sought;

disclosing or misusing any confidential information or material concerning Unit Corporation or any of its Affiliates; or

making any statement or disclosing any information to any customers, suppliers, lessors, lessees, licensors, licensees, regulators, employees or others with whom Unit Corporation or any of its Affiliates engages in business that is defamatory or derogatory with respect to the business, operations, technology, management, or other employees of Unit Corporation or any of its Affiliates, or taking any other action that could reasonably be expected to injure Unit Corporation or any of its Affiliates in its business relationships with any of the foregoing parties or result in any other detrimental effect on Unit Corporation or any of its Affiliates;

If you owe any amount under the above subsections of this Section 12, you acknowledge that Unit Corporation may, to the fullest extent permitted by applicable law, deduct such amount from any amounts that Unit Corporation owes you from time to time for any reason (including without limitation amounts owed to you as compensation, reimbursements, fringe benefits, or retirement benefits).

Capitalized terms used but not defined in this agreement have the meaning given those terms in the Plan.

By your signature below, you represent that you are familiar with the terms and provisions of the Plan, and hereby accept this agreement subject to all of the terms and provisions of the Plan. You have reviewed the Plan and this agreement in their entirety and fully understand all provisions of this agreement. You agree to accept as binding, conclusive and final all decisions or interpretations of the Committee on any questions arising under the Plan or this agreement.