0001047469-06-008327 Sample Contracts

FIRST AMENDMENT TO the SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • June 13th, 2006 • Venoco, Inc. • Crude petroleum & natural gas • New York

THIS FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this "Amendment"), dated and effective as of May 2, 2006 (the "Amendment Effective Date"), which amends that certain Second Amended and Restated Credit Agreement dated as of March 30, 2006 by and among VENOCO, INC., a Delaware corporation (the "Company"), the Original Guarantors, each of the Lenders party thereto, BANK OF MONTREAL, a Canadian chartered bank acting through certain of its U.S. branches or agencies, as Administrative Agent (in such capacity, the "Administrative Agent"), CREDIT SUISSE, CAYMAN ISLANDS BRANCH, and LEHMAN COMMERCIAL PAPER INC., as Co-Syndication Agents and Co-Documentation Agents (as in effect immediately prior to the Amendment Effective Date, the "Credit Agreement"), is by and among the Company, each of the Original Guarantors and each of the TexCal Subsidiaries, as Guarantors, each of the Lenders party hereto and the Administrative Agent.

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