Exhibit 10.1
AGREEMENT TO AMEND NOTE
This Agreement to
Amend Note (this “Agreement”) is dated June 30,
2005, by and between Petrohawk Energy Corporation, a Delaware
Corporation (formerly known as Beta Oil & Gas,
Inc.)(“Petrohawk”), and PHAWK, LLC, a Delaware limited
liability company (formerly known as Petrohawk Energy,
LLC)(“PHAWK”).
WHEREAS , Petrohawk has determined that it is in its best
interest to agree to amend that certain $35,000,000 8% Convertible
Promissory Note dated as of May 25, 2004, due May 25,
2009, made by Petrohawk, as maker, in favor of PHAWK, as payee (the
“ Convertible Note ”), to allow for conversion
thereof on June 30, 2005 into 8,750,000 shares of Petrohawk
common stock, par value $0.001 per share, and to pay a premium
payment in connection with this Agreement to PHAWK in the amount of
$2,410,621.73 (which represented the interest that would have been
payable under the note, discounted at 10%); and
WHEREAS , PHAWK has determined that it is in its best
interest to agree to amend the Convertible Note to allow for
conversion thereof on June 30, 2005 into 8,75
