THIRD
      AMENDMENT TO LETTER OF INTENT 

     

    THIS
      AMENDMENT is
      dated
      and effective this 31st
      day of
      May, 2008.

     

    BETWEEN:

    AMERIWEST
      ENERGY CORP., a
      Nevada
      Corporation, having an address of 123 West 1st
      Street,
      Suite 215, Casper, Wyoming, USA, 82601 hereinafter referred to as
      "Ameriwest")

     

    AND:

    MUDDY
      MINERAL EXPLORATION, LLC, a
      Wyoming
      limited liability company having an address at PO Box 459, Casper, Wyoming,
      USA,
      82602 hereinafter referred to as "Muddy")

     

    WHEREAS
      Pin
      Petroleum Partners Inc. ("Pin") and Muddy entered into a Letter of Intent dated
      July 18, 2007 and a First Amendment to the Letter of Intent dated October 1,
      2007 (collectively referred to herein as the “LOI”) wherein PIN was to acquire
      and Muddy was to sell to Pin its working interest and net royalty interest
      in
      and to the South Glenrock field in Converse County, Wyoming (the "Interest"
      or
      the "Assets"), in exchange for the payment to Muddy a total purchase price
      of
      US$5,000,000;

     

    AND
      WHEREAS, the
      interests, rights and obligations of PIN in and to the LOI have been assigned
      to
      Ameriwest pursuant to a Second Amendment to Letter of Intent dated March 19,
      2008;

     

    AND
      WHEREAS the
      parties now wish to further amend the terms of the LOI to reflect the current
      terms of purchase.

     

    NOW
      THEREFORE, in
      consideration of the premises, promises and covenants contained herein, the
      parties hereto agree as follows:

     

    
      	1.	
              Extension
                of Dates

            


    

     

    
      	
              (a)

            	
              The
                parties hereto agree to extend the date by which the parties are
                to enter
                into a definitive agreement from May 1, 2008 to August 1,
                2008.

            


    

     

    
      	
              (b)

            	
              Closing
                shall occur on or before September 1,
                2008.

            


    

     

    
      	2.	
              Payments
                to Muddy

            


    

     

    
      	
              (a)

            	
              As
                part of the total purchase price, the amount of US$1,750,000 has
                been
                previously paid and disbursed to Muddy, and said amount is deemed
                earned
                and is non-refundable, but will be credited against the purchase
                price at
                Closing.

            


    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    
      	
              (b)

            	
              The
                parties hereto agree that the payment to Muddy of the remaining purchase
                price in the amount of US$3,250,000 (hereinafter "Remaining Payment")
                shall occur on or before September 1,
                2008.

            


    

     

    
      	
              (c)

            	
              In
                consideration of the extension of the dates as stated herein, upon
                execution of this Amendment by Muddy, Ameriwest will pay
                Muddy:

            


    

     

    
      	 	
              (i)

            	
              the
                sum of US$194,575.34, which shall be earned by Muddy as of the effective
                date of this Amendment, non-refundable and not credited against the
                purchase price; and

            


    

    


    
      	 	
              (ii)

            	
              the
                sum of US$105,424.66, which represents accrued interest on the Remaining
                Payment from January 4, 2008 through May 31, 2008, which shall he
                earned
                by Muddy as of the effective date of this Amendment, non-refundable
                and
                not credited against the purchase
                price.

            


    

     

    
      	3.	
              Time
                of the Essence

            


    

     

    Time
      shall he of the essence with respect to all time periods and notice periods
      set
      forth in the LOI and this Amendment.

     

    
      	4.	
              Counterpart
                Execution

            


    

     

    This
      Amendment may he executed in any number of counterparts, and each counterpart
      hereof shall be effective as to each party that executes the same whether or
      not
      all of such parties execute the same counterpart. If counterparts of this
      Amendment are executed, the signature pages from various counterparts may be
      combined into one composite instrument for all purposes. All counterparts
      together shall constitute only one Amendment, but each counterpart shall be
      considered an original.

     

    
      	5.	
              Entire
                Agreement

            


    

     

    The
      LOI
      and this Amendment constitute the entire agreement between the Parties
      pertaining to the subject matter hereof and supersede all prior agreements,
      understandings, negotiations and discussions, whether oral or written, of the
      Parties pertaining to the subject matter hereof. No supplement, amendment,
      alteration, modification or waiver of the LOI or this Amendment shall be binding
      unless executed in writing by the Parties.


    
      
         

      

      
         

        
          

        

      

      
         

      

    

     

    IN
      WITNESS WHEREOF, the
      parties hereto have executed this Amendment as of the day and year first above
      written.

     

    
      	
              AMERIWEST
                ENERGY CORP.

            
	 	 
	
               

               

            	 
	
              Per:
                Authorized Signatory

            
	 	 
	 	 
	
              MUDDY
                MINERAL EXPLORATION LLC

            
	 	 
	
               

            	 
	
              Per:
                Authorized Signatory