Amendment to Plan and Agreement of Reorganization dated July 27, 2011 by and between Hinto Energy, Inc. and South Uintah Gas Properties, Inc. For valuable consideration: The above referenced agreement is hereby amended as follows: 1) The number of...

               Amendment to Plan and Agreement of Reorganization
                                                          dated July 27, 2011
                                 by and between
                               Hinto Energy, Inc.
                                       and
                        South Uintah Gas Properties, Inc.


For valuable consideration:

         The above referenced agreement is hereby amended as follows:

1)   The number of shares of Hinto Energy,  Inc.  (formerly Xxxxxx  Investments,
     Inc.) to be issued to SUGP  shareholders,  shall be increased to 9,675,000,
     less 300,000 shares  cancelled and exchanged for Hinto shares  delivered to
     Lexico  Resources,  or 9,375,000  shares and  warrants  shall be amended to
     increase by 700,000,  $1, 3 year term  warrants,  for a total of  6,700,000
     warrants and the 3 million  South  Uintah Gas  Properties,  Inc.  preferred
     shares  have  been  cancelled  and are  removed  as  consideration  for the
     acquisition of 100% of SUGP;

2)   The amount of South  Uintah  convertible  debt to be replaced is  decreased
     from $1,000,000 to $500,000;

3)   The amount of promissory  notes of South Uintah to be replaced is increased
     from $350,000 to $375,000;

4)   The  number  of Hinto  shares  held by SUGP to be  returned  to Hinto  upon
     completion of reorganization shall be reduced from 3,000,000 to 2,700,000.

5)   The closing date shall be extended to December 31, 2011.

Dated December 22, 2011


South Uintah Gas Properties, Inc.

By: /s/ Xxxxxx X. Xxxxxx


Hinto Energy, Inc.
By:  /s/ Xxxxxx X. Xxxxxx