UNIT CORPORATION STOCK APPRECIATION RIGHTS AWARD AGREEMENT PERSONAL AND CONFIDENTIAL

Unless previously forfeited and subject to the other provisions of this agreement, the SARs shall be exercisable in the following percentages of the number of Share equivalents subject to this Award on the following dates:

Except as otherwise provided in Section 6, the SARs shall lapse on the 10th anniversary of the date of grant.

SARs shall not become exercisable unless you remain continuously in the employ or service of Unit Corporation or of one of its Affiliates from the date of the grant until exercise, except as provided in Sections 6 and 10.

The right to exercise shall be cumulative. If the full number of Shares with respect to which the SARs are available for exercise in a period shall not be exercised, the balance, subject to any forfeiture provisions, may be exercised at any time or from time to time thereafter before the lapse, forfeiture or termination of the SARs.

Subject to Section 7(b), if your employment with the Company or a subsidiary terminates otherwise than by reason of your death or disability, the SARs shall be exercisable only with respect to the number of SARs with respect to which it was exercisable on the date of termination of employment and then must be exercised, if at all, within thirty days after your termination of employment or such SARs

For the purposes of this agreement, your employment by an Affiliate of Unit Corporation shall be considered terminated on the date that the company by which you are employed is no longer an Affiliate of Unit Corporation.

The existence of this agreement and the SARs 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 SARs, the dissolution or liquidation of the company 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 Share equivalents into which your SARs may be settled, (ii) changes in the grant price per share, and (iii) accelerating the vesting of the SARs. The determination by the Committee as to the terms of any adjustments or amendments shall be conclusive and binding.

You should consult your tax accountant about the tax consequences of the grant, vesting and exercise of the SARs.

On exercise of a SAR, Federal income tax withholding (and state and local income tax withholding, if applicable) may be required in respect of taxes on income realized. 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.

conduct relating to your employment for which either criminal or civil penalties against you may be sought;

conduct or activity that results in the termination of your employment because of your: (i) failure to abide by your employer's rules and regulations governing the transaction of its business, including without limitation, its Code of Business Ethics and Conduct; (ii) inattention to duties, or the commission of acts within employment with your employer amounting to negligence or misconduct; (iii) misappropriation of funds or property of Unit Corporation or any of its Affiliates or committing any fraud against Unit Corporation or any of its Affiliates or against any other person or entity in the course of employment with Unit Corporation or any of its Affiliates; (iv) misappropriation of any corporate opportunity, or otherwise obtaining personal profit from any transaction which is adverse to the interests of Unit Corporation or any of its Affiliates or to the benefits of which Unit Corporation or any of its Affiliates is entitled; or (v) the commission of a felony or other crime involving moral turpitude;

accepting employment with, acquiring a 5% or more equity or participation interest in, serving as a consultant, advisor, director or agent of, directly or indirectly soliciting or recruiting any employee of Unit Corporation or any of its Affiliates who was employed at any time during your tenure with Unit Corporation or any of its Affiliates, or otherwise assisting in any other capacity or manner any company or enterprise that is directly or indirectly in competition with or acting against the interests of Unit Corporation of an of its Affiliates (a "competitor"), except for (i) any isolated, sporadic accommodation or assistance provided to a competitor, at its request, by you during your tenure with Unit Corporation of an of its Affiliates, but only if provided in the good faith and reasonable belief that such action would benefit Unit Corporation or any of its Affiliates by promoting good business relations with the competitor and would not harm Unit Corporation or any of its Affiliates interests in any substantial manner or (ii) any other service or assistance that is provided at the request or with the written permission of Unit Corporation or any of its Affiliates;

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;

This Award is subject to the terms, conditions, restrictions and other provisions of the Plan as fully as if all those provisions were set forth in their entirety in this agreement. If any provision of this agreement conflicts with a provision of the Plan, the Plan provision shall control.

You acknowledge that a copy of the Plan and a prospectus summarizing the Plan was distributed or made available to you and that you were advised to review that material before entering into this agreement. You waive the right to claim that the provisions of the Plan are not binding on you and your heirs, executors, administrators, legal representatives and successors.

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.