EXTENSION AGREEMENT

          THIS  EXTENSION  AGREEMENT  (this  "Agreement"), dated as of March 30,
2006,  is  entered  into  by  and  between Exxon Mobil Corporation, a New Jersey
corporation  ("ExxonMobil"),  Harding  Company, a Texas corporation ("Harding"),
PetroSearch  Energy Corporation, a Nevada corporation ("PetroSearch"), Eagle Oil
&  Gas  Co.,  a  Texas  corporation ("Eagle"), and PS Gas Partners, LLC, a Texas
limited  liability company, in its individual capacity and as general partner on
behalf  of Gas Partners, L.P., a Texas limited partnership (collectively "PSG").

                                    RECITALS
                                    --------

     WHEREAS,  ExxonMobil  and  Harding  entered  into  a  Lease Acquisition and
Exploration  Agreement  dated  June  29,  2005  (the  "Exploration  Agreement"),
pursuant  to  which  ExxonMobil  and  Harding  have agreed to participate in the
acquisition,  and  possible  joint  exploration  and development, of oil and gas
leases  (the "Leases") in portions of Dallas, Denton, Ellis, Johnson and Tarrant
Counties,  Texas,  subject  to  the  terms  and  conditions  set  forth  in  the
Exploration  Agreement;

     WHEREAS,  all  Leases  acquired  by  Harding  pursuant  to  the Exploration
Agreement are subject to the form Operating Agreement attached as Exhibit "C" to
the  Exploration Agreement, which includes a preferential right to purchase (the
"Preferential  Purchase  Right") in Article VIII.F of said Operating Agreement;

     WHEREAS,  Harding has agreed to sell an undivided interest in the Leases to
PetroSearch  pursuant  to  that  certain  First  Amended  and  Restated  Program
Agreement  dated  February  6,  2006,  between  PetroSearch  and  Harding  (the
"PetroSearch  Agreement");

     WHEREAS,  Harding has agreed to sell an undivided interest in the Leases to
Eagle pursuant to that certain Lease Acquisition and Exploration Agreement dated
effective February 17, 2006, between Eagle and Harding (the "Eagle Agreement");

     WHEREAS,  Harding  has  entered  into  an agreement with PSG dated dated as
December  15,  2005  (the  "PSG  Agreement");

     WHEREAS,  the  deadline ("PetroSearch Deadline") for ExxonMobil to exercise
the  Preferential  Purchase  Right with respect to Harding's proposed sale of an
interest in the Leases pursuant to the PetroSearch Agreement is March 31, 2006;

     WHEREAS,  ExxonMobil,  Harding  and  PetroSearch  desire  to  extend  the
PetroSearch  Deadline  with respect to ExxonMobil's exercise of the Preferential
Purchase  Right with respect to the PetroSearch Agreement from March 31, 2006 to
May  2,  2006,  in  order to give the parties to this Agreement adequate time to
explore  possible  alternatives  to  the  current  structure  of  ExxonMobil's
arrangement  with  Harding  under  the  Exploration  Agreement;

     WHEREAS,  the  deadline  ("Eagle  Deadline") for ExxonMobil to exercise the
Preferential  Purchase  Right  with  respect  to  Harding's  proposed sale of an
interest  in  the  Leases  pursuant  the  Eagle  Agreement  is  April 21, 2006;


<PAGE>
     WHEREAS,  ExxonMobil, Harding and Eagle desire to extend the Eagle Deadline
with  respect  to  ExxonMobil's exercise of the Preferential Purchase Right with
respect  to  the Eagle Agreement from April 21, 2006 to May 2, 2006, in order to
give  the  parties  to  this  Agreement  adequate  time  to  explore  possible
alternatives  to  the current structure of ExxonMobil's arrangement with Harding
under  the  Exploration  Agreement;

     WHEREAS,  the  deadline  ("PSG  Deadline")  for  ExxonMobil to exercise the
Preferential  Purchase  Right,  if  such  right  exists, with respect to the PSG
Agreement  has  not  yet  been  determined;

     WHEREAS, ExxonMobil, Harding and PSG desire to extend the PSG Deadline with
respect to ExxonMobil's exercise of the Preferential Purchase Right with respect
to  the  PSG  Agreement,  if  such  right  exists,  to a date (the "Extended PSG
Deadline")  which  is the later of (i) May 2, 2006 or (ii) the deadline provided
in  Article  VIII.F of said Operating Agreement, in order to give the parties to
this  Agreement  adequate  time  to explore possible alternatives to the current
structure  of  ExxonMobil's  arrangement  with  Harding  under  the  Exploration
Agreement;

     WHEREAS,  the parties wish to explore possible alternative structures under
which  an  integrated  venture could be formed which would include both upstream
and  pipeline  assets  and  activities,  which  would  better align each party's
interest,  and  which  would  enhance  the ability of the venture to assure that
adequate  pipeline  capacity  would  be available to move natural gas to market,
however, the parties are not in any manner whatsoever bound by or limited to the
foregoing  possible  structures  or  goals  and any party may propose expanding,
modifying  or  abandoning all or any part of such possible structures or goals;

     NOW,  THEREFORE,  for  and  in  consideration of the premises and to induce
ExxonMobil  to  delay  its  decision  regarding the exercise of the Preferential
Purchase  Right,  the  parties  hereby  covenant  and  agree  as  follows:

                                      AGREEMENT
                                      ---------

     1.     Extension  of  Deadlines
            ------------------------

     1.1     The  PetroSearch Deadline with respect to ExxonMobil's exercise of
the  Preferential  Purchase  Right  with respect to the PetroSearch Agreement is
hereby extended from March 31, 2006 to May 2, 2006.  ExxonMobil may exercise the
Preferential  Purchase  Right  with  respect to the PetroSearch Agreement at any
time  after  April  10,  2006,  and  on  or  before  May  2,  2006.

     1.2     The  Eagle  Deadline  with respect to ExxonMobil's exercise of the
Preferential  Purchase  Right  with  respect  to  the  Eagle Agreement is hereby
extended  from  April  21,  2006  to  May  2, 2006.  ExxonMobil may exercise the
Preferential  Purchase  Right  with  respect  to the Eagle Agreement at any time
after  April  10,  2006,  and  on  or  before  May  2,  2006.

     1.3     The  PSG  Deadline  with  respect  to ExxonMobil's exercise of any
Preferential Purchase Right which may exist with respect to the PSG Agreement is
hereby  extended  to  the  Extended  PSG  Deadline.


<PAGE>
     2.      Warranty  and  Representation
             -----------------------------

     2.1     PetroSearch  hereby  represents  and  warrants  to  ExxonMobil and
Harding  that  (i) it has the absolute and unrestricted right, power, authority,
and  capacity  to  execute  and  deliver  this  Agreement  and  to  perform  its
obligations  under  this Agreement, (ii) its execution, delivery and performance
of  this  Agreement will not contravene, conflict with, or result in a violation
of  (A)  any provision of its organizational documents or any resolutions of its
board  of directors or shareholders, (B) any contract, agreement, loan document,
note,  security or instrument to which it or any of its affiliates is a party or
by  which  it  or  any  of its affiliates is bound, or (C) any legal requirement
binding  on  it  or  its affiliates, (iii) this Agreement constitutes the legal,
valid,  and  binding obligation of it, enforceable against it in accordance with
its  terms,  and  (iv)  it  owns all rights granted or inuring to the benefit of
PetroSearch  under  the  PetroSearch  Agreement.

     2.2     Harding hereby represents and warrants to ExxonMobil, PetroSearch,
Eagle  and  PSG  that  (i)  it  has  the absolute and unrestricted right, power,
authority, and capacity to execute and deliver this Agreement and to perform its
obligations  under  this Agreement, (ii) its execution, delivery and performance
of  this  Agreement will not contravene, conflict with, or result in a violation
of  (A)  any provision of its organizational documents or any resolutions of its
board  of directors or shareholders, (B) any contract, agreement, loan document,
note,  security or instrument to which it or any of its affiliates is a party or
by  which  it  or  any  of its affiliates is bound, or (C) any legal requirement
binding  on  it  or  its affiliates, (iii) this Agreement constitutes the legal,
valid,  and  binding obligation of it, enforceable against it in accordance with
its  terms,  and  (iv)  it  owns all rights granted or inuring to the benefit of
Harding  under  the  PetroSearch  Agreement,  the  Eagle  Agreement  and the PSG
Agreement.

     2.3     ExxonMobil  hereby  represents  and  warrants  to  PetroSearch and
Harding  that  (i) it has the absolute and unrestricted right, power, authority,
and  capacity  to  execute  and  deliver  this  Agreement  and  to  perform  its
obligations  under  this Agreement, (ii) its execution, delivery and performance
of  this  Agreement will not contravene, conflict with, or result in a violation
of  (A)  any provision of its organizational documents or any resolutions of its
board  of directors or shareholders, (B) any contract, agreement, loan document,
note,  security or instrument to which it or any of its affiliates is a party or
by  which  it  or  any  of its affiliates is bound, or (C) any legal requirement
binding on it or its affiliates, and (iii) this Agreement constitutes the legal,
valid,  and  binding obligation of it, enforceable against it in accordance with
its  terms.

     2.4     Eagle  hereby  represents  and  warrants to ExxonMobil and Harding
that  (i)  it  has  the  absolute  and unrestricted right, power, authority, and
capacity  to  execute  and deliver this Agreement and to perform its obligations
under  this  Agreement,  (ii)  its  execution,  delivery and performance of this
Agreement  will  not  contravene, conflict with, or result in a violation of (A)
any provision of its organizational documents or any resolutions of its board of
directors  or  shareholders,  (B)  any contract, agreement, loan document, note,
security  or  instrument  to  which it or any of its affiliates is a party or by
which it or any of its affiliates is bound, or (C) any legal requirement binding
on  it or its affiliates, (iii) this Agreement constitutes the legal, valid, and
binding  obligation  of it, enforceable against it in accordance with its terms,
and (iv) it owns all rights granted or inuring to the benefit of Eagle under the
Eagle  Agreement.


<PAGE>
     2.5     PSG  hereby represents and warrants to ExxonMobil and Harding that
(i)  it  has the absolute and unrestricted right, power, authority, and capacity
to  execute and deliver this Agreement and to perform its obligations under this
Agreement,  (ii)  its execution, delivery and performance of this Agreement will
not  contravene, conflict with, or result in a violation of (A) any provision of
its  organizational  documents  or  any resolutions of its board of directors or
shareholders,  (B)  any  contract,  agreement,  loan document, note, security or
instrument to which it or any of its affiliates is a party or by which it or any
of  its  affiliates  is bound, or (C) any legal requirement binding on it or its
affiliates,  (iii)  this  Agreement  constitutes  the  legal, valid, and binding
obligation  of it, enforceable against it in accordance with its terms, and (iv)
it  owns  all  rights  granted  or  inuring  to the benefit of PSG under the PSG
Agreement.

     3.      Further  Provisions
             -------------------

     3.1     THIS  AGREEMENT  IS  INTENDED  TO  ALLOW  TIME  FOR THE PARTIES TO
             -------------------------------------------------------------------
EXPLORE  POSSIBLE  ALTERNATIVES  TO  THE  CURRENT  STRUCTURE  OF  EXXONMOBIL'S
--------------------------------------------------------------------------------
ARRANGEMENT  WITH  HARDING  UNDER THE EXPLORATION AGREEMENT AS NOTED IN THE LAST
--------------------------------------------------------------------------------
RECITAL  SET  FORTH  ABOVE;  PROVIDED,  HOWEVER,  THIS  AGREEMENT  SHALL  NOT BE
--------------------------------------------------------------------------------
CONSTRUED  TO  CREATE,  AND SHALL NOT CREATE, ANY LEGALLY BINDING OBLIGATIONS OR
--------------------------------------------------------------------------------
COMMITMENTS  ON  THE PART OF ANY PARTY TO REACH OR ATTEMPT TO REACH AGREEMENT ON
--------------------------------------------------------------------------------
SUCH  ALTERNATIVES  (INCLUDING  ANY  STRUCTURES OR GOALS REFERENCED IN THE ABOVE
 -------------------------------------------------------------------------------
RECITALS),  IT BEING EXPRESSLY UNDERSTOOD AND AGREED THAT ANY PARTY MAY WITHDRAW
--------------------------------------------------------------------------------
FROM  AND  CEASE SUCH DISCUSSIONS AT ANY TIME AT ITS SOLE OPTION AND DISCRETION,
--------------------------------------------------------------------------------
AND  WITHOUT  ANY  LIABILITY  TO  THE  OTHER  PARTIES  AS  A  RESULT  THEREOF.
-----------------------------------------------------------------------------

     3.2     Except  for  the  extensions  of  the  deadlines  for ExxonMobil to
exercise  the Preferential Purchase Right as provided in Paragraph 1 and without
limiting,  releasing  or  impairing  the  parties'  respective obligations under
Paragraphs  2,  3.1., 3.3, 3.4, 3.5 and 3.6, this Agreement shall not constitute
or be construed as a waiver or release by any party to this Agreement any of its
rights  and  remedies,  if  any,  under the Exploration Agreement, the aforesaid
Operating  Agreement  or  any other agreement or at law or in equity, including,
without  limitation, its rights, if any, set forth in the PetroSearch Agreement,
the  Eagle  Agreement  and  the  and  PSG Agreement and its rights regarding the
granting  or  withholding  of  consent  or  approval  with  respect  thereto.

     3.3     ExxonMobil believes that the 30-day period during which ExxonMobil
was originally entitled to exercise the Preferential Purchase Right with respect
to Harding's proposed sale of an interest in the Leases pursuant the PetroSearch
Agreement  (the  "Original  30-Day Election Period") commenced on March 1, 2006,
making  March  31,  2006,  the last day of such Original 30-Day Election Period.
PetroSearch, however, believes that the Original 30-Day Election Period may have
commenced prior to March 1, 2006, resulting in the termination prior to the date
of  this  Agreement of the Preferential Purchase Right with respect to Harding's
proposed  sale  of an interest in the Leases pursuant the PetroSearch Agreement.
This  Agreement  shall not constitute or be construed as a waiver or release (a)
by PetroSearch of its right to claim or assert that the Original 30-Day Election
Period  commenced  prior  to  March  1, 2006, and that the Preferential Purchase
Right  with  respect  to  Harding's  proposed  sale of an interest in the Leases
pursuant  the  PetroSearch  Agreement  has  already  expired as a result of such
alledged  earlier  commencement  date or (b) by ExxonMobil of any of its rights,
claims,  defenses and remedies in connection with any such claim or assertion by
PetroSearch.  Notwithstanding  the


<PAGE>
foregoing,  PetroSearch  agrees  that  if  the  Original  30-Day Election Period
commenced  on  March  1,  2006,  then this Agreement shall operate to extend the
deadline for ExxonMobil to exercise the Preferential Purchase Right with respect
to Harding's proposed sale of an interest in the Leases pursuant the PetroSearch
Agreement  to  May  2,  2006.

     3.4     If ExxonMobil does not exercise the Preferential Purchase Right on
or  before the PetroSearch Deadline (as the same may be subsequently extended by
mutual  agreement  of ExxonMobil, Harding and PetroSearch), then ExxonMobil will
give  its  consent to the assignment of interests in the Leases, the Exploration
Agreement  and  said Operating Agreement from Harding to PetroSearch pursuant to
the  PetroSearch  Agreement,  but only if and to the extent that PetroSearch and
Harding comply with, and amend the PetroSearch Agreement to the extent necessary
to  comply with, the requirements of the Exploration Agreement and the aforesaid
Operating  Agreement.

     3.5     This  Agreement  and the transactions contemplated hereby shall be
construed  in  accordance with, and governed by, the laws of the State of Texas,
without  regard to conflict of laws principles.  All disputes, controversies, or
claims  (whether  contractual, tortious, equitable, statutory or otherwise) that
may  arise  among  the  parties  arising  out  of or in any way relating to this
Agreement  shall  be  finally  and  exclusively submitted to, and determined by,
binding  arbitration pursuant to and in the manner provided in Article 32 of the
Exploration  Agreement  as  if references in said Article 32 to "this Agreement"
were  to  this Agreement rather than to the Exploration Agreement and references
in  said  Article  32  to "Party" or "Parties" were to a party or the parties to
this  Agreement,  as  the  case  may  be,  which  arbitration  provisions  are
incorporated  herein  for  all  purposes.

     3.6     This  Agreement  may  be  executed  by  signing  the original or a
counterpart  hereof.  In  the  event  this  Agreement or counterparts hereof are
circulated and executed by facsimile transmission, the signatures of the parties
shall  be  considered  as  original  and self-proving for all purposes under the
applicable  law.  If  this  Agreement  is  executed  in  multiple  counterparts
(including  execution  of counterparts via facsimile), each counterpart shall be
deemed  an  original,  and all of which when taken together shall constitute but
one and the same agreement with the same effect as if all parties had signed the
same  instrument.  This  Agreement shall not become effective unless the parties
execute  and  return  this  Agreement  to  ExxonMobil  by  faxing  an  executed
counterpart  of  this  Agreement  to  ExxonMobil at 281-654-4131 by 6:00 P.M. on
March 30, 2006; provided, however, if ExxonMobil, Harding and at least one other
party  execute  and  return this Agreement to ExxonMobil by such time, then this
Agreement  shall  become effective as to all parties who execute and return this
Agreement  to  ExxonMobil  by  such  time.

     IN  WITNESS  WHEREOF,  the  parties  hereto have executed this Agreement in
multiple  counterparts  as  of  the  date  first  above  written.


<PAGE>
EXXON  MOBIL  CORPORATION                PETROSEARCH  ENERGY
                                         CORPORATION


By:                                      By:
    --------------------------------         -----------------------------------
Name:                                    Name:
      ------------------------------          ----------------------------------
Title:                                   Title:
       -----------------------------            --------------------------------


EAGLE OIL & GAS CO.                      PS GAS PARTNERS,
                                         LLC, INDIVIDUALLY AND
                                         AS GENERAL PARTNER ON
                                         BEHALF OF GAS PARTNERS, L.P.


By:                                      By:
    --------------------------------         -----------------------------------
Name:                                    Name:
     -------------------------------           ---------------------------------
Title:                                   Title:
     -------------------------------            --------------------------------


HARDING  COMPANY


By:
    --------------------------------
Name:
      ------------------------------
Title:
       -----------------------------
<PAGE>