Amendment of Nonstatutory Stock Option Agreement dated as of June 4, 1996, by and between Marcum
Natural Gas Services, Inc. and John T. Moore.
NONSTATUTORY STOCK OPTION AGREEMENT
THIS AMENDMENT OF NONSTATUTORY STOCK OPTION AGREEMENT ("Amendment") is made
and entered into as of the 4th day of June, 1996, by and between Marcum Natural Gas Services, Inc., a
Delaware corporation (the "Company"), and John T. Moore (the "Optionee").
WHEREAS, on September 25, 1992, the Company granted to the Optionee an option (the "Option") to
purchase 100,000 shares of Common Stock, par value $.01 per share ("Common Stock"), of the Company at
an exercise price of $2.75 per share (the "Exercise Price"), pursuant to a Nonstatutory Stock Option Agreement
(the "Agreement"); and
WHEREAS, on June 4, 1996, the stockholders ratified the authorization by the Board of Directors to reduce the
Exercise Price to $1.59, which was the last sale price of the Common Stock as reported on the Nasdaq Stock
Market on March 8, 1996, the date the Board of Directors authorized the repricing;
NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements set forth
herein, the parties hereto, intending to be legally bound hereby, agree as follows:
Section 1. Amendment of Exercise Price. Section 1 of the Agreement is hereby amended by deleting the phrase
"$2.75 per share" and replacing it with "$1.59 per share", effecting a reduction in the Exercise Price to $1.59 per
share of Common Stock.
Section 2. Effect of Amendment. Except as and to the extent modified by this Amendment, the Agreement shall
remain in full force and effect in all respects.
Section 3. Effectiveness of Amendment. This Amendment shall become effective as of June 4, 1996. From and
after such date any reference to the Agreement shall mean the Agreement as modified by this Amendment, and
the term "this Agreement," "herein," "hereof" or the like shall mean the Agreement as modified by this