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AMENDED AND RESTATED
SECURITY AGREEMENT
 BETWEEN
 EOWS MIDLAND COMPANY
(DEBTOR)
 AND
 GUARANTY BANK, FSB, AS AGENT
(SECURED PARTY)
 DECEMBER 28, 2006




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TABLE OF CONTENTS
 PageARTICLE I
    DEFINITIONS AND INTERPRETATION
    
    
    11.1
    
    
    Terms Defined Above
    
    
    11.2
    
    
    Terms Defined in Credit Agreement
    
    
    11.3
    
    
    Additional Defined Terms
    
    
    11.4
    
    
    Undefined Financial Accounting Terms
    
    
    31.5
    
    
    References
    
    
    31.6
    
    
    Articles and Sections
    
    
    31.7
    
    
    Number and Gender
    
    
    3ARTICLE II
    GRANT OF SECURITY INTEREST
    
    
    4ARTICLE III
    REPRESENTATIONS AND WARRANTIES
    
    
    43.1
    
    
    Validity, Perfection and Priority
    
    
    43.2
    
    
    No Liens; Other Financing Statements
    
    
    43.3
    
    
    Location of Debtor and Collateral
    
    
    53.4
    
    
    Accounts
    
    
    53.5
    
    
    Tradenames; Prior Names
    
    
    5ARTICLE IV
    COVENANTS
    
    
    54.1
    
    
    Further Assurances
    
    
    54.2
    
    
    Change of Chief Executive Office
    
    
    64.3
    
    
    Change of Name or Corporate Structure
    
    
    64.4
    
    
    Title, Prohibited Liens and Filings
    
    
    64.5
    
    
    Maintain Records and Accounts
    
    
    64.6
    
    
    Right of Inspection
    
    
    74.7
    
    
    Possession of Collateral
    
    
    74.8
    
    
    Financing Statement Filings; Notifications
    
    
    7ARTICLE V
    ACCOUNTS
    
    
    75.1
    
    
    Debtor Remains Liable under Accounts
    
    
    75.2
    
    
    Collections on Accounts
    
    
    7ARTICLE VI
    POWER OF ATTORNEY
    
    
    86.1
    
    
    Appointment as Attorney-in-Fact
    
    
    86.2
    
    
    No Duty on the Part of Secured Party
    
    
    9ARTICLE VII
    REMEDIES; RIGHTS UPON DEFAULT
    
    
    97.1
    
    
    Rights and Remedies Generally
    
    
    97.2
    
    
    Proceeds
    
    
    97.3
    
    
    Collection of Accounts
    
    
    107.4
    
    
    Disposition of Collateral
    
    
    107.5
    
    
    Debtors Accounts
    
    
    107.6
    
    
    Possession of Collateral
    
    
    10
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Page7.7
    
    
    Disposition of the Collateral
    
    
    117.8
    
    
    Recourse
    
    
    127.9
    
    
    Expenses; Attorneys Fees
    
    
    127.10
    
    
    Application of Proceeds
    
    
    127.11
    
    
    Limitation on Duties Regarding Preservation of Collateral
    
    
    127.12
    
    
    Waiver of Claims
    
    
    137.13
    
    
    Discontinuance of Proceedings
    
    
    13ARTICLE VIII
    INDEMNITY
    
    
    138.1
    
    
    INDEMNITY
    
    
    138.2
    
    
    Indemnity Obligations Secured by Collateral; Survival
    
    
    14ARTICLE IX
 MISCELLANEOUS
    
    
    149.1
    
    
    No Waiver; Remedies Cumulative
    
    
    149.2
    
    
    Termination; Release
    
    
    159.3
    
    
    Counterparts
    
    
    159.4
    
    
    Marshalling
    
    
    159.5
    
    
    Severability
    
    
    159.6
    
    
    Financing Statement Filing
    
    
    159.7
    
    
    Notices and Other Communications
    
    
    159.8
    
    
    Parties in Interest
    
    
    159.9
    
    
    Amendments
    
    
    169.10
    
    
    Entire Agreement
    
    
    169.11
    
    
    Governing Law
    
    
    169.12
    
    
    Jurisdiction and Venue
    
    
    16
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AMENDED AND RESTATED SECURITY AGREEMENT
 AMENDED AND RESTATED SECURITY AGREEMENT EOWS MIDLAND COMPANY, GUARANTY
BANK, FSB, Secured Party
 W I T N E S S E T H:
 Credit
Agreement
    ARTICLE I
 DEFINITIONS AND INTERPRETATION
 Terms Defined Above. Agreement Credit Agreement Debtor Secured Party
 Terms Defined in Credit Agreement.
 Additional Defined Terms.
 Accounts




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Account Debtor
 Account Records
 Chattel Paper
 Collateral
 Equipment
 General Intangibles
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Indemnitees
 Proceeds
 Secured Obligations
  Undefined Financial Accounting Terms
 References
 Articles and Sections
 Number and Gender
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ARTICLE II   GRANT OF SECURITY INTEREST
 Collateral
 (a)
    
    all Accounts;(b)
    
    all Account Records;(c)
    
    all Chattel Paper;(d)
    
    all Equipment;(e)
    
    all General Intangibles; and(f)
    
    all accessions and additions to any or all of the
foregoing, all substitutions and replacements for any or all of the
foregoing, and all Proceeds and products of any or all of the foregoing.
 ARTICLE III   REPRESENTATIONS AND WARRANTIES
  Validity, Perfection and Priority
 No Liens; Other Financing Statements
  - 4 -




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Location of Debtor and Collateral
 Accounts
  Tradenames; Prior Names
 ARTICLE IV
 COVENANTS
  Further Assurances
   - 5 -




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Change of Chief Executive Office
 Change of Name or Corporate Structure
 Title, Prohibited Liens and Filings
 Maintain Records and Accounts
 - 6 -




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Right of Inspection
 Possession of Collateral
 Financing Statement Filings; Notifications
 ARTICLE V
 ACCOUNTS
 Debtor Remains Liable under Accounts
 Collections on Accounts
 - 7 -




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ARTICLE VI
 POWER OF ATTORNEY
 Appointment as Attorney-in-Fact
     - 8 -




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No Duty on the Part of Secured Party
 ARTICLE VII
 REMEDIES; RIGHTS UPON DEFAULT
 Rights and Remedies Generally
 Proceeds
 - 9 -




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Collection of Accounts
    Disposition of Collateral
   Debtors Accounts
 Possession of Collateral
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Disposition of the Collateral
 - 11 -




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Recourse
 Expenses: Attorneys Fees
 Application of Proceeds
 first,
 second,
 third,
 fourth,
 fifth,
 sixth,
 seventh,
 Limitation on Duties Regarding Preservation of Collateral
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Waiver of Claims
     Discontinuance of Proceedings
 ARTICLE VIII
 INDEMNITY
 INDEMNITY DEBTOR AGREES TO INDEMNIFY, REIMBURSE, AND HOLD THE INDEMNITEES
HARMLESS FROM ANY AND ALL LIABILITIES, OBLIGATIONS, LOSSES, DAMAGES, PENALTIES, CLAIMS, ACTIONS,
JUDGMENTS, SUITS, COSTS, EXPENSES, OR DISBURSEMENTS (INCLUDING REASONABLE ATTORNEYS FEES AND
EXPENSES) (FOR THE PURPOSES OF THIS SECTION ALL OF THE FOREGOING ARE COLLECTIVELY CALLED
EXPENSES) OF WHATSOEVER KIND OR NATURE WHICH MAY BE IMPOSED ON, ASSERTED AGAINST, OR INCURRED BY
ANY OF SUCH INDEMNITEES IN ANY WAY RELATING TO OR ARISING OUT OF THIS AGREEMENT OR THE DOCUMENTS
EXECUTED IN CONNECTION HEREWITH OR IN ANY OTHER WAY
 - 13 -




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CONNECTED WITH THE ADMINISTRATION OF THE TRANSACTIONS CONTEMPLATED HEREBY OR THE ENFORCEMENT OF
ANY OF THE TERMS OF OR THE PRESERVATION OF ANY RIGHTS HEREUNDER, INCLUDING, WITHOUT LIMITATION,
THOSE ARISING FROM THE NEGLIGENCE, WHETHER SOLE OR CONCURRENT, OF ANY INDEMNITEE; PROVIDED THAT NO
SUCH INDEMNITEE SHALL BE INDEMNIFIED PURSUANT TO THIS SECTION FOR EXPENSES TO THE EXTENT ARISING
FROM THE WILLFUL MISCONDUCT AND/OR GROSS NEGLIGENCE OF SUCH INDEMNITEE.
    Indemnity Obligations Secured by Collateral: Survival
 ARTICLE IX
 MISCELLANEOUS
 No Waiver; Remedies Cumulative
 - 14 -




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Termination; Release
 Counterparts
 Marshalling
 Severability
 Financing Statement Filing
 Notices and Other Communications
 Parties in Interest
 - 15 -




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Amendments
 Entire Agreement. This Agreement constitutes the entire Agreement
between the Parties hereto with respect to the subject hereof and shall supersede any prior
agreements, whether written or oral, between the Parties hereto relating to the subject hereof.
Furthermore, in this regard, this Agreement and the other written Loan Documents represent,
collectively, the final agreement among the Parties hereto and may not be contradicted by evidence
of prior, contemporaneous, or subsequent oral agreements of such Parties. There are no unwritten
oral agreements among such Parties.
 Governing Law. This Agreement shall be governed by and construed in
accordance with the Laws of the State of Texas (without giving effect to principles thereof
relating to conflicts of laws).
 Jurisdiction and Venue. All actions or proceedings with respect to, ARISING DIRECTLY OF INDIRECTLY IN CONNECTION WITH, OUT OF RELATED
TO OR FROM THIS Agreement or any other Loan Document to which any Debtor is a Party may be
litigated At the SOLE discretion and election of the Secured Party, in courts having situs in
Dallas, Dallas County, Texas. Debtor hereby submits to the jurisdiction of any local, state, or
federal court located in Dallas, Dallas 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 Secured
Party in accordance with this Section.
 - 16 -




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DEBTOR:EOWS MIDLAND COMPANYBy:
    
    /s/ Beverly A. Cummings

Beverly A. CummingsExecutive Vice President, Treasurer, andChief Financial Officer
 - 17 -




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SECURED PARTY:GUARANTY BANK, FSBBy:
    
    /s/ David M. Butler

David M. ButlerVice President
 - 18 -




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EXHIBIT A
 Section 3.1:
    
    FILING LOCATIONSSecretary of State of Texas




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EXHIBIT B
 DESCRIPTION OF EQUIPMENT
 I.
    
    Mustang 550-C Rig described as:
 (a)
    
    Carrier is S/N RW 550-104(b)
    
    Draw Works is S/N DD 550-104(c)
    
    Mast is S/N RW 96-104(d)
    
    See Price Quotation below for further description:
 1.
    
    RIG WORKS MODEL
Mustang 550-C-Series Self-Propelled
Service Rig Carrier, 5 Axle, 136 road
ht.2.
    
    RIG WORKS MODEL
Mustang 550 Series
double drum draw works,
46 x 10 main drum assy,
21.250 O.S. main drum spool diameter,
35 wide, w/ Lebus grooving f/ 1 line,
Twin Disc P.O. 324 clutch,
46 x 08 sandline drum assy,
open loop splash water cooling,
central lubrication with 14 O.S.
drum barrel, Twin Disc P.O. 124
clutch w/ 16,500 capacity.3.
    
    OPERATOR CONTROLS
Operator friendly control consoles
conveniently located @ rear of carrier
f/ main drum operation & near sandline
for sandline operation.
Common pneumatic control valves are used in panels.
Engine emergency shutdown switches are housed in same.
Mechanical brakes controls are located near consoles.4.
    
    ASSIST BRAKE
Parmac 202 brake will be installed complete with
clutch, piping, reservoir & controls @ operator
console.5.
    
    BRAKE SPLASH 
60 gallon tank w/ plumbing to brake rims @ bath
drums & remote controls @ operators stations.




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6.
    
    DIESEL ENGINE
Detroit Diesel Series 60, DDEC, Tier 3
emissions, 14 Liter, up to 500 hp complete w/
radiator, muffler, air cleaner, hood, batteries
p.s. pump.7.
    
    TRANSMISSION
Allison Automatic, max. 500HP input,model
M5610 H-2 w/ electronic shift, cab & rear mounted
controls.8.
    
    HYDRAULIC SYSTEM
Gear pump rated @ 65 GPM @ 2150 PSI intermittent operation with
pump, relief valves, by-pass valve, tong selector valve, rig up/down
controls, reservoir, filtration, plumbed pump to rear to tank.9.
    
    CARRIER 
5 Axle H.D. fabricated steel carrier with lights for reading, tandem
22,000# steering axles, tandem 44,000# drive axles, single 25,000# tag
axle, all axles with suspension; steering-spring drive-Hendrickson,
tag-air.10.
    
    CAB
Complete with air ride seat, safety seat belt,
safety glass, windshield wiper/washer, dual O.S. mirrors,
heater/defroster, hydraulic power assist steering controls,
carrier brakes controls, engine throttle controls,
engine start/kill controls, instrument panel, 12 volt lighting.11.
    
    FUEL TANK 
(1)  110 gallon fuel reservoir.12.
    
    TOOL BOXES
(2)   18 W x 18T x 48 L Boxes, horizontal below deck.
(1)  18 D x 36 T x 40 W Vertical, above deck.13.
    
    HYDRAULIC JACKS
(4)  Hydraulic Jacks w/ mechanical lock nuts, with stands;
(2)  near steering axles;
(2)  near rear bumper for leveling rig carrier.14.
    
    HANDLING WINCH
Braden PD12 hydraulic planetary winch with man-lift capability




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15.
    
    HINGED WALKWAYS
30 wide hinged walkways from engine, operator side, front of draw
works to rear w/ 42 T hinged handrails.16.
    
    TIRES
Steering:        (4) 445/65 R 22.5
Drive:            (8) 11: R 24.5
Tag:               (4) 11: R 24.517.
    
    MAST 
Designed to meet A.P.I. Spec. 4F, with finite analysis performed by a
Professional Engineer, A.P.I. monogram pending, all welding procedures
are certified, welders are qualified, certified materials are tracked.
104 T x 252,000# Hook Load Tubular Steel Mast. Hydraulically Raised
& Telescoped, Constructed in (3) main sections: Base; Lower, Upper.
Rod Basket w/ spacing for 1.250 rods on operator side & standard 1
spacing @ offside hanger, fully automatic positioning.
Tubing Board w/ 20,000 of 2-7/8
E.U.E. racking capacity with end lock, fully automatic, w/escape way @
rear hinged gate.
(5) sheave main line crown block with additional (1) sandline sheave.18.
    
    PAINT 
Rig to be painted max. (2) colors with polyurethane enamels applied over zinc type
base coats.
Mast to be (1) primary color with contrasting crown with polyurethane topcoats applied over
base zinc coat.