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EXHIBIT 10.3




Supplement and Amendment to

Amended and Restated Guarantee and Collateral Agreement




(Revolver)




     This SUPPLEMENT AGREEMENT AND AMENDMENT, dated as of January 27, 2006 (this “Supplement
and Amendment”), is made by Petrohawk Energy Corporation, a corporation duly formed and
existing under the laws of the state of Delaware (the “Borrower”), in favor of BNP Paribas,
as administrative agent (in such capacity, the “Administrative Agent”) for the banks and
other financial institutions (the “Lenders”) parties to the Credit Agreement referred to
below. All capitalized terms not defined herein shall have the meaning ascribed to them in such
Credit Agreement.



W I T N E S S E T H:




     WHEREAS, the Borrower, each of the Guarantors signatory thereto (the “Guarantors”);
each of the Lenders from time to time party thereto; the Administrative Agent; Bank of America,
N.A., as syndication agent for the Lenders; and JPMorgan Chase Bank, N.A. and Wells Fargo Bank,
N.A., as co-documentation agents for the Lenders; have entered into that certain Amended and
Restated Senior Revolving Credit Agreement, as amended and restated as of July 28, 2005 and
subsequently amended by that certain First Amendment to Amended and Restated Senior Revolving
Credit Agreement and that certain Second Amendment to Amended and Restated Senior Revolving Credit
Agreement (as amended, supplemented or otherwise modified from time to time, the “Credit
Agreement”);



     WHEREAS, in connection with the Credit Agreement, the Borrower, Petrohawk Operating Company,
P-H Energy, LLC, Petrohawk Properties, LP, Petrohawk Holdings, LLC, Red River Field Services,
L.L.C., Black Hawk Oil Company, Prohawk Oil & Gas Corporation, TCM, L.L.C., Beta Operating Company,
L.L.C., Prohawk Operating, LLC, Mission Holdings, LLC, and Mission E&P Limited Partnership, entered
into the Amended and Restated Guarantee and Collateral Agreement, as amended and restated as of
July 28, 2005 (as amended, supplemented or otherwise modified from time to time, the “Guarantee
and Collateral Agreement”) in favor of the Administrative Agent for the benefit of the
Guaranteed Creditors;



     WHEREAS, Black Hawk Oil Company and Prohawk Oil & Gas Corporation merged into Borrower and
TCM, L.L.C. merged into Beta Operating Company, L.L.C.;



     WHEREAS, Beta Operating Company, L.L.C., Mission Holdings LLC, Mission E&P Limited Partnership
and Prohawk Operating, LLC dissolved and assigned all their interests to Borrower;



     WHEREAS, the Borrower acquired and now owns all the stock in Winwell Resources, Inc.;



     WHEREAS, Winwell Resources, Inc. owns all the stock in WSF, Inc.



     WHEREAS, the Credit Agreement requires the Borrower to pledge the Equity Interests described
hereto on Schedule 1;



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     WHEREAS, because of the mergers and dissolutions described in the recitals above, Schedule 1,
Schedule 2, Schedule 3, Schedule 4 and Schedule 5 to the Guarantee and Collateral Agreement must be
amended; and



     WHEREAS, the Borrower has agreed to amend, execute and deliver this Supplement and Amendment
in order to pledge such Equity Interests;



     NOW, THEREFORE, IT IS AGREED:


1 Guarantee and Collateral Agreement. By executing and delivering this Supplement and
Amendment, the Borrower hereby pledges, assigns and transfers to the Administrative Agent, and
hereby grants to the Administrative Agent, for the benefit of the Guaranteed Creditors, to secure
all of its Obligations (as provided in Section 3.01 of the Guarantee and Collateral Agreement), a
security interest in (whether now owned or at any time hereafter acquired or in which the Borrower
now has or at any time in the future may acquire any right, title or interest): 1.1 the Equity
Interests described or referred to in Schedule 2 hereto, as amended and 1.2 (i) the certificates or
instruments, if any, representing such Equity Interests, (ii) all dividends (cash, Equity Interests
or otherwise), cash, instruments, rights to subscribe, purchase or sell and all other rights and
Property from time to time received, receivable or otherwise distributed in respect of or in
exchange for any or all of such securities, (iii) all replacements, additions to and substitutions
for any of the Property referred to in this definition, including, without limitation, claims
against third parties, (iv) the proceeds, interest, profits and other income of or on any of the
Property referred to in clauses (a) and (b) hereof, (v) all security entitlements in respect of any
of the foregoing, if any, (vi) all books and records relating to any of the Property referred to in
clauses (a) and (b) hereof, (vii) all proceeds of any of the foregoing and (viii) to the extent not
otherwise included, all Proceeds and products of any and all of the foregoing and all collateral
security and guarantees given by any Person with respect to any of the foregoing. Upon execution
of this Supplement and Amendment, such securities will constitute “Pledged Securities” for purposes
of the Guarantee and Collateral Agreement with the same force and effect as if originally listed on
Schedule 2 thereto, as amended. The Borrower hereby represents and warrants that each of the
representations and warranties contained in Article V of the Guarantee and Collateral Agreement is
true and correct on and as the date hereof (after giving effect to this Supplement and Amendment)
as if made on and as of such date.



2 Amendments. Schedule 1, Schedule 2, Schedule 3, Schedule 4 and Schedule 5 of the
Guarantee and Collateral Agreement are hereby amended and restated in their entirety, as attached
hereto and each of the Guarantors signatory hereto will replace the previous Guarantors under the
Guarantee and Collateral Agreement.



3 Governing Law. THIS SUPPLEMENT AND AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED
AND INTERPRETED IN ACCORDANCE WITH, THE LAW OF THE STATE OF TEXAS.



4 Miscellaneous. This Supplement and Amendment may be executed in counterparts (and
by different parties hereto on different counterparts), each of which shall constitute an original,
but all of which when taken together shall constitute a single contract. Any provision of this
Supplement and Amendment held to be invalid, illegal or unenforceable in any jurisdiction shall,


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as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or
unenforceability without affecting the validity, legality and enforceability of the remaining
provisions hereof; and the invalidity of a particular provision in a particular jurisdiction shall
not invalidate such provision in any other jurisdiction.




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     IN WITNESS WHEREOF, the undersigned has caused this Supplement and Amendment to be duly
executed and delivered as of the date first above written.



	 	 	 	 	 	 	 	 	 
	BORROWER:	 	 	 	PETROHAWK ENERGY

CORPORATION	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:
	 	/s/ Floyd C. Wilson	 	 
	 

	 	 	 	 	 	 	 	 
	 	 	 	 	Floyd C. Wilson

President and Chief Executive Officer	 	 
	 
	 	 	 	 	 	 	 	 
	GUARANTORS:	 	PETROHAWK OPERATING COMPANY	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	P-H ENERGY, LLC	 	 
	 	 	 	 	By: PETROHAWK ENERGY	 	 
	 	 	 	 	CORPORATION

Its Sole Member	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	RED RIVER FIELD SERVICES, L.L.C.	 	 
	 	 	 	 	By: PETROHAWK ENERGY	 	 
	 	 	 	 	CORPORATION

Its Sole Member	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	PETROHAWK PROPERTIES, LP	 	 
	 	 	 	 	By: P-H ENERGY, LLC

Its General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	WINWELL RESOURCES, INC.	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	WSF, INC.	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	/s/ Floyd C. Wilson	 	 
	 	 	 	 	 	 	 
	 	 	 	 	Floyd C. Wilson

President and Chief Executive Officer	 	 






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	 	 	PETROHAWK HOLDINGS, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	/s/ Connie D. Tatum	 	 
	 	 	 	 	 	 	 
	 	 	 	 	Connie D. Tatum	 	 
	 	 	 	 	President	 	 






[Signature Page to Supplement and Amendment (Revolver)] 
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	ADMINISTRATIVE AGENT:	 	BNP PARIBAS,	 	 
	 	 	as Administrative Agent	 	 
	 
	 	 	 	 	 	 
	 

	 	By:
	 	/s/ Greg Smothers	 	 
	 

	 	 	 	 	 	 
	 	 	Name: Greg Smothers	 	 
	 	 	Title: Vice President	 	 
	 
	 	 	 	 	 	 
	 

	 	By:
	 	/s/ Polly Schott	 	 
	 

	 	 	 	 	 	 
	 	 	Name: Polly Schott

Title: Vice President