Superior Well Services, Inc.. 1380 RT 286 East Suite #121 Indiana, PA 15701 Telephone 724-465-8904

Exhibit 10.5

Superior Well Services, Inc..
0000 XX 000 Xxxx Xxxxx #000
Xxxxxxx, XX 00000
Telephone 000-000-0000

April 17, 2009

Mr. Xxx Xxxxxx
0000 Xx. 000 Xxxx, Xxxxx 000
Xxxxxxx, XX 00000

Dear Xxx:

     This letter is to memorialize our agreement that you have volunteered to reduce your annualized base salary by 10%, to $208,800. This agreement will constitute an amendment to your Employment Agreement which was executed by you on May 14, 2007 (the “Employment Agreement”). You explicitly acknowledge and agree that the reduction in your base salary has been completely voluntary and will not be considered a “Change in Terms of Service,” as defined in the Employment Agreement.

     Thank you for your continued service to Superior Well Services.

Sincerely,

/s/ Xxxx Xxxxxxx

ACCEPTED AND AGREED:

/s/ Xxx Xxxxxx

April 17, 2009