EXHIBIT 4.1






                         FIRST AMENDMENT TO AMENDED AND
                            RESTATED CREDIT AGREEMENT





                                     between





                           EDGE PETROLEUM CORPORATION
                                       AND
                       EDGE PETROLEUM EXPLORATION COMPANY





                                       and





                       THE FIRST NATIONAL BANK OF CHICAGO,
                              AS AGENT AND A LENDER





                                 Effective as of
                               September 29, 1998


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                                TABLE OF CONTENTS
                                      PAGE

ARTICLE I.

DEFINITIONS....................................................................1
 1.01 Terms Defined Above......................................................1
 1.02 Terms Defined in Agreement...............................................1
 1.03 References...............................................................1
 1.04 Articles and Sections....................................................2
 1.05 Number and Gender........................................................2

ARTICLE II.

AMENDMENTS.....................................................................2
 2.01 Amendment of Section 1.2.................................................2
 2.02 Amendment of Section 2.9(a)..............................................2
 2.03 Deletion of Compass Bank from Agreement..................................2

ARTICLE III.

CONDITIONS.....................................................................3
 3.01 Receipt of Documents.....................................................3
 3.02 Accuracy of Representations and Warranties...............................3
 3.03 Matters Satisfactory to the Agent and the Lender.........................3

ARTICLE IV.

REPRESENTATIONS AND WARRANTIES.................................................3

ARTICLE V.

RATIFICATION...................................................................3

ARTICLE VI.

MISCELLANEOUS..................................................................4

 6.01 Scope of Amendment.......................................................4
 6.02 Agreement as Amended.....................................................4
 6.03 Parties in Interest......................................................4
 6.04 Rights of Third Parties..................................................4
 6.05 ENTIRE AGREEMENT.........................................................4
 6.06 GOVERNING LAW............................................................5
 6.07 JURISDICTION AND VENUE...................................................5

                                       2
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                         FIRST AMENDMENT TO AMENDED AND
                            RESTATED CREDIT AGREEMENT


                  This FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT  AGREEMENT
(this  "Amendment") is made and entered into effective as of September 29, 1998,
between EDGE PETROLEUM  CORPORATION,  a Delaware  corporation and EDGE PETROLEUM
EXPLORATION COMPANY, a Delaware corporation (collectively,  the "Borrower"), and
THE FIRST NATIONAL BANK OF CHICAGO, a national banking association  individually
as a (the "Lender") and as agent for the Lender or Lenders pursuant to the terms
of the Agreement and this Agreement (the "Agent").

                              W I T N E S S E T H:

                  WHEREAS,  the above named  parties  did  execute and  exchange
counterparts of that certain  Amended and Restated Credit  Agreement dated April
1, 1998, (the "Agreement"), to which reference is here made for all purposes;

                  WHEREAS,  the  parties  subject  to and bound by the Agreement
are desirous of amending the Agreement in the particulars hereinafter set forth;

                  NOW,  THEREFORE,  in consideration of the mutual covenants and
agreements of the parties to the Agreement, as set forth therein, and the mutual
covenants and agreements of the parties hereto,  as set forth in this Amendment,
the parties hereto agree as follows:
                                   ARTICLE I.
                                   DEFINITIONS

     1.01 - Terms  Defined  Above.  As used  herein,  each of the terms  "Agent"
"Agreement,"  "Borrower,"  "Amendment,"  and  "Lender"  shall  have the  meaning
assigned to such term hereinabove.

     1.02 - Terms Defined in Agreemnt.  As used herein, each term defined in the
Agreement  shall have the  meaning  assigned  thereto in the  Agreement,  unless
expressly provided herein to the contrary.

     1.03 -  References.  References  in this  Amendment  to  Article or Section
numbers shall be to Articles and Sections of this  Amendment,  unless  expressly
stated  herein  to the  contrary.  References  in this  Amendment  to  "hereby,"
"herein," "hereinafter," "hereinabove," "hereinbelow," "hereof," and "hereunder"
shall  be to this  Amendment  in its  entirety  and not  only to the  particular
Article or Section in which such reference appears.

     1.04 - Articles and Sections.  This Amendment,  for  convenience  only, has
been divided into  Articles and Sections and it is  understood  that the rights,
powers,  privileges,  duties,  and other legal  relations of the parties  hereto
shall be  determined  from this  Amendment as an entirety and without  regard to
such division into Articles and Sections and without regard to headings prefixed
to such Articles and Sections.

      1.05 - Number and Gender. Whenever the context requires,  reference herein
made to the single number shall be understood to include the plural and likewise
the plural shall be understood to include the singular. Words denoting sex shall
beconstrued  to  include  the  masculine,   feminine,   and  neuter,  when  such
construction  is  appropriate,  and specific  enumeration  shall not exclude the
general,  but shall be construed as cumulative.  Definitions of terms defined in
the singular and plural shall be equally  applicable  to the plural or singular,
as the case may be.

                                   ARTICLE II.
                                   AMENDMENTS

                  The  Borrower  and the Agent and the Lender  hereby  amend the
Agreement in the following particulars:

                  2.01 Amendment of Section 1.2. Section 1.2 of the Agreement is
                  hereby amended as follows:

                                       3
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                  The  following  definitions  are added or  amended  to read as
follows:

                  "Commitment  Amount" shall mean  $15,000,000  as of the
                  effective  date of the First Amendment to Amended and Restated
                  Credit Agreement."

                  2.02 Amendement to Section  2.9(a).  Section 2.9(a) is amended
to read as follows:

                  "2.9 Borrowing Base Determination (a) The Borrowing Base as of
                  September  29, 1998 is  acknowledged  by the  Borrower and the
                  Lender to be  $15,000,000.  Commencing on October 1, 1998, and
                  continuing  thereafter on the first day of each calendar month
                  until the earlier of the date such amount is  redetermined  or
                  the  Commitment  Termination  Date,  the  Scheduled  Reduction
                  Amount shall be $550,000.

                  2.03  Defenition  of Compass Bank  Agreement.  Compass Bank is
hereby deleted from the Agreement and First Chicago is the Agent.

                                  ARTICLE III.
                                   CONDITIONS

                  The  obligation  of the  Agent  and the  Lender  to amend  the
Agreement  as provided  herein is subject to the  fulfillment  of the  following
conditions precedent:

         3.01 Receipt of Documents.  The Lender shall have  received,  reviewed,
and approved the  following  documents and other items,  appropriately  executed
when necessary and in form and substance satisfactory to the Agent:


                  (a) multiple counterparts of this Amendment as requested by
                   the Lender;

                  (b)  multiple  counterparts  of  Assignment  of  Note,  Liens,
                  Security  Interests and other  Rights,  together with multiple
                  counterparts of Assignment of UCC Financing Statements.

                  (c) such  other  agreements,  documents,  items,  instruments,
                  opinions, certificates, waivers, consents, and evidence as the
                  Lender may reasonably request.

          3.02 Accuracy of Representations  and Warranties.  The representations
 and  warranties  contained in Article IV of the  Agreement  and this  Amendment
 shall be true and correct.

          3.03  Matters  Satisfactory  to the Agent and the Lender . All matters
incident to the  consummation of the transactions  contemplated  hereby shall be
satisfactory to the Agent and the Lender.

                                   ARTICLE IV.
                         REPRESENTATIONS AND WARRANTIES

                  The Borrower hereby expressly re-makes,  in favor of the Agent
and/or  the  Lender,  all of the  representations  and  warranties  set forth in
Article  IV of  the  Agreement,  and  represents  and  warrants  that  all  such
representations and warranties remain true and unbreached.

                                   ARTICLE V.
                                  RATIFICATION

                  Each of the  parties  hereto does hereby  adopt,  ratify,  and
confirm the Agreement and the other Loan Documents,  in all things in accordance
with the terms and provisions thereof, as amended by this Amendment.

                                       4
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                                   ARTICLE VI.
                                  MISCELLANEOUS

        6.01.  Scope of  Agreement.  The scope of this  Amendment  is  expressly
limited to the matters  addressed herein and this Amendment shall not operate as
a waiver of any past,  present,  or future breach,  Default, or Event of Default
under  the  Agreement,  except  to the  extent,  if any,  that any such  breach,
Default, or Event of Default is remedied by the effect of this Amendment.

        6.02  Agreement  as Amended.  All  references  to the  Agreement  in any
document  heretofore or hereafter  executed in connection with the  transactions
contemplated  in the  Agreement  shall be  deemed to refer to the  Agreement  as
amended by this Amendment.

         6.03 Parties in Interest.  All  provisions of this  Amendment  shall be
binding  upon and shall  inure to the  benefit of the  Borrower,  the Lender and
their respective successors and assigns.

         6.04 Rights of Third Parties.  All provisions herein are imposed solely
and  exclusively  for the benefit of the Lender and the  Borrower,  and no other
Person  shall  have  standing  to require  satisfaction  of such  provisions  in
accordance  with  their  terms and any or all of such  provisions  may be freely
waived in whole or in part by the  Lender at any time if in its sole  discretion
it deems it advisable to do so.

         6.05 ENTIRE AGREEMENT.  THIS AMENDMENT CONSTITUTES THE ENTIRE AGREEMENT
BETWEEN THE PARTIES HERETO WITH RESPECT TO THE SUBJECT HEREOF AN0 SUPERSEDES ANY
PRIOR  AGREEMENT,  WHETHER WRITTEN OR ORAL,  BETWEEN SUCH PARTIES  REGARDING THE
SUBJECT HEREOF.  FURTHERMORE IN THIS REGARD, THIS AMENDMENT,  THE AGREEMENT, THE
NOTE, THE SECURITY  INSTRUMENTS,  AND THE OTHER WRITTEN DOCUMENTS REFERRED TO IN
THE  AGREEMENT  OR  EXECUTED  IN  CONNECTION  WITH OR AS  SECURITY  FOR THE NOTE
REPRESENT,  COLLECTIVELY,  THE FINAL AGREEMENT AMONG THE PARTIES THERETO AND MAY
NOT BE  CONTRADICTED BY EVIDENCE OF PRIOR,  CONTEMPORANEOUS,  OR SUBSEQUENT ORAL
AGREEMENTS  OF THE PARTIES.  THERE ARE NO UNWRITTEN  ORAL  AGREEMENTS  AMONG THE
PARTIES.

          6.06 GOVERNING LAW. THIS  AMENDMENT,  THE AGREEMENT AND THE NOTE SHALL
BE DEEMED TO BE CONTRACTS  MADE UNDER AND SHALL BE CONSTRUED IN ACCORDANCE  WITH
AND  GOVERNED  BY THE LAWS OF THE STATE OF TEXAS.  THE PARTIES  ACKNOWLEDGE  AND
AGREE THAT THIS AGREEMENT AND THE NOTE AND THE TRANSACTIONS  CONTEMPLATED HEREBY
BEAR A NORMAL, REASONABLE, AND SUBSTANTIAL RELATIONSHIP TO THE STATE OF TEXAS.

          6.07  JURISDICTION  NAD VENUE. ALL ACTIONS OR PROCEEDINGS WITH RESPECT
TO,  ARISING  DIRECTLY OR INDIRECTLY IN CONNECTION  WITH, OUT OF, RELATED TO, OR
FROM THIS  AMENDMENT,  THE AGREEMENT OR ANY OTHER LOAN DOCUMENT MAY BE LITIGATED
IN COURTS  HAVING SITUS IN HARRIS  COUNTY,  TEXAS.  EACH OF THE BORROWER AND THE
LENDER HEREBY SUBMITS TO THE JURISDICTION OF ANY LOCAL,  STATE, OR FEDERAL COURT
LOCATED IN HARRIS  COUNTY,  TEXAS,  AND HEREBY  WAIVES ANY RIGHTS IT MAY HAVE TO
TRANSFER OR CHANGE THE  JURISDICTION OR VENUE OF ANY LITIGATION  BROUGHT AGAINST
IT BY THE BORROWER OR THE LENDER IN ACCORDANCE WITH THIS SECTION.

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                  IN WITNESS  WHEREOF,  this  Amendment  to Credit  Agreement is
executed effective the date first herein above written.

                                   BORROWER:

                                   EDGE PETROLEUM CORPORATION

                                   By: /S/ Michael G. Long
                                   ------------------------------------
                                           Michael G. Long
                                           Chief Financial Officer


                                   EDGE PETROLEUM EXPLORATION COMPANY

                                   By: /S/ Michael G. Long
                                   ------------------------------------
                                           Michael G. Long
                                           Chief Financial Officer

                                   LENDER AND AGENT:

                                   THE FIRST NATIONAL BANK OF CHICAGO

                                   By: /S/ Wendy Hrock Conwell
                                   -------------------------------------
                                   Printed name: /S/ Wendy Hrock Conwell
                                   -------------------------------------
                                   Title: Corporate Banking Officer