Exhibit 10(c)

THESE  SECURITIES HAVE NOT BEEN REGISTERED UNDER ANY FEDERAL OR STATE SECURITIES
LAWS AND MAY NOT BE SOLD, TRANSFERRED,  ASSIGNED OR OTHERWISE DISPOSED OF ABSENT
REGISTRATION  UNDER  THE  SECURITIES  ACT  OF  1933  AND  ANY  APPLICABLE  STATE
SECURITIES  LAWS UNLESS AND UNTIL THE HOLDER  HEREOF  PROVIDES  (i)  INFORMATION
REASONABLY  NECESSARY TO CONFIRM THAT SUCH  REGISTRATION IS NOT REQUIRED OR (ii)
AN OPINION OF COUNSEL TO THE EFFECT THAT SUCH REGISTRATION IS NOT REQUIRED.



                                 PROMISSORY NOTE


     FOR VALUE  RECEIVED,  the  undersigned,  THE  BEARD  COMPANY,  an  Oklahoma
corporation (the "Borrower"), promises to pay to the order of __________________
(the payee, its successors and assigns are hereinafter called the "Lender"),  at
Suite 320, 5600 North May Avenue,  Oklahoma  City,  Oklahoma  73112,  or at such
other place as may be designated in writing by the Lender,  the principal sum of
_____________ DOLLARS  ($______________),  together with interest thereon at the
rate hereinafter stated:

          Prior to Default the unpaid  principal  balance of this Note will bear
          interest  at the per annum rate equal to ten percent  (10%).  Interest
          will  be  paid  quarterly   commencing  on  September  30,  2002,  and
          semi-annually  thereafter commencing on March 31, 2003 until this Note
          is paid in full.  All interest  will be computed for the actual number
          of days  elapsed at a per diem charge  based on a year  consisting  of
          three hundred sixty (360) days.

          The entire unpaid principal  balance of this Note plus all accrued and
          unpaid interest thereon will be due and payable on the Maturity Date.

     1. Definitions. As used in this Note, "Maturity Date" means the earlier of:
(a) the date the Lender notifies the Borrower that the unpaid principal  balance
of this Note is due based on the occurrence of an event of Default which has not
been  timely  cured;  (b) within ten (10) days after  receipt by Borrower of the
receipt of the McElmo Dome  Settlement,  as defined in Section 8 hereof;  or (c)
September  30,  2003;  provided  however,  at the  option of the  Borrower,  the
Maturity  Date may be extended for a period of eighteen (18) months in the event
the McElmo Dome Settlement has not been received by such date.

     2. Allocation of Payments.  All payments on this Note will be applied first
to the payment of accrued  interest and the balance will be applied in reduction
of the principal balance hereof provided that no payment will be applied to this
Note until received by the Lender in collected funds.

     3.  Payments.  If any payment  under this Note becomes due and payable on a
day other than a business day, the maturity thereof will be extended to the next
succeeding business day and such extension of time will in such case be included
in the computation of payments of interest.

     4.  Prepayment.  The  Borrower  will have the right to prepay  this Note in
whole or in part at any time and from time to time without premium or penalty.

     5.  Expenses.  The  Borrower  agrees that if, and as often as, this Note is
placed in the hands of an attorney for collection or to defend or enforce any of
the Lender's rights  hereunder or under any instrument  securing payment of this
Note, the Borrower will pay the Lender's  reasonable  attorneys' fees, all court
costs and all other expenses incurred by the Lender in connection therewith.

     6.  Default  Interest.  Any sum not  paid  when  due,  by  acceleration  or
otherwise,  will bear  interest at the per annum rate equal to thirteen  percent
(13%) and such  interest  which has accrued will be paid at the time of and as a
condition precedent to curing any Default hereunder.

     7.  Governing  Law. This Note is to be construed  according to the internal
laws of the State of Oklahoma.

     8. McElmo Dome Settlement.  The Borrower  covenants and agrees that so long
as this Note remains unpaid,  it will not pledge or grant a security interest in
any proceeds or potential  proceeds of settlement (the McElmo Dome  Settlement")
of the  litigation  filed by Borrower and others on October 22, 1996 in the U.S.
District Court of Colorado  against Shell Oil Company,  Shell Western E&P, Inc.,
Mobil  Producing  Texas and New Mexico,  Inc.  and Cortez  Pipeline  Company,  a
Partnership.

     9.  Grant of  Security  Interest  in McElmo  Dome  Field.  In the event the
Maturity Date is extended as provided in Section 1(c) hereof, the Borrower shall
grant a security  interest in its working and overriding  royalty interests in a
producing carbon dioxide gas unit known as the McElmo Dome Unit in Montezuma and
Dolores Counties of western Colorado,  pari passu, with the William M. Beard and
Lou Beard 1988  Charitable  Unit Trust and the holders of other notes  issued by
Borrower pursuant to the Borrower's  Confidential  Private Placement  Memorandum
dated March 21, 2002, and the Supplement thereto dated April 16, 2002.

     10. Default.  On the breach of any provision of this Note, at the option of
the  Lender,  the  entire  indebtedness  evidenced  by  this  Note  will  become
immediately  due, payable and collectible then or thereafter as the Lender might
elect,  regardless of the stated date of maturity hereof.  Failure by the Lender
to exercise  such option will not  constitute  a waiver of the right to exercise
the same in the event of any subsequent default.

     11. Other  Parties.  The makers,  endorsers,  sureties,  guarantors and all
other  persons  who may  become  liable  for all or any part of this  obligation
severally waive presentment for payment, protest and notice of nonpayment.  Said
parties  consent  to any  extension  of time  (whether  one or more) of  payment
hereof,  release of all or any part of the  security  for the payment  hereof or
release  of any  party  liable  for the  payment  of this  obligation.  Any such
extension  or release may be made  without  notice to any such party and without
discharging such party's liability hereunder.

     IN WITNESS WHEREOF, the Borrower has executed this instrument effective the
date first above written.

                                   THE BEARD COMPANY, an Oklahoma corporation


                                   By
                                       Herb Mee, Jr., President

                                  (the "Borrower")