CONVEYANCE OF PRODUCTION PAYMENT
Reference for all purposes is hereby made to that certain Conveyance of Production Payment 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"), as amended by that certain First
Amendment to Conveyance of Production Payment dated effective April 1, 1993, between Grantor and Grantee
(the "Conveyance"), pertaining to certain oil and gas leases, wells and related interests, which Conveyance is
recorded as set forth on Exhibit C hereto.
WHEREAS, Grantor and Grantee desire to amend the Conveyance as hereinafter set forth as of July 1, 1993
(the "Effective Date") to release certain Leases and Subject Wells from the Conveyance and to add certain
additional oil and gas leases, wells 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-1 hereto (the "Added Leases") and those
wells set forth on Exhibit B-2 hereto (the "Added Wells").
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 o