CONVEYANCE OF PRODUCTION PAYMENT
Reference for all purposes is hereby made to that certain Conveyance of Production Payment (the
"Conveyance"), dated September 25, 1992, from ENRON OIL & GAS COMPANY, a Delaware corporation
("Grantor") to CACTUS HYDROCARBON 1992-A LIMITED PARTNERSHIP, a Delaware limited
partnership, whose address is 1400 Smith Street, P. O. Box 1188, Houston, Texas 77251-1188 ("Grantee"),
pertaining to certain oil and gas leases, wells and related interests, which Conveyance is recorded as set forth on
Exhibit C hereto under the caption "Conveyance of Production Payment."
WHEREAS, Grantor and Grantee desire to amend the Conveyance as hereinafter set forth as of April 1, 1993
(the "Effective Date") to release certain Leases and Subject Wells from the Conveyance and to add certain
additional oil and gas leases and related interests and to make other changes as provided herein:
NOW, THEREFORE, for and in consideration of the premises and of the sum of Ten Dollars and no/100ths
($10.00) and other good and valuable consideration, cash in hand paid to Grantor by Grantee, Grantor and
Grantee do hereby amend the Conveyance as follows:
1. Capitalized terms as used herein shall have the meanings given to them in Article II of the Conveyance unless
otherwise defined herein.
2. Exhibit A to the Conveyance is hereby amended by deleting those Leases set forth on Exhibit A-1 hereto (the
"Deleted Leases") and those Subject Wells set forth on Exhibit A-2 hereto (the "Deleted Wells") and adding
those oil and gas leases and related interests set forth on Exhibit B hereto (the "Added Leases").
3. Grantee hereby releases the Deleted Leases and the Deleted Wells from the Conveyance and hereby grants,
reconveys and delivers unto Grantor, its successors and assigns, without recourse, covenant or warranty of any
kind, express, implied or statutory, the Production Payment insofar and only insofar as the Production Payment
covers or applies to the Deleted