AMENDMENT TO DISTRIBUTOR FRANCHISE AGREEMENT

Exhibit 10.11

AMENDMENT

TO

DISTRIBUTOR FRANCHISE AGREEMENT

IT IS AGREED THIS 17TH DAY OF FEBRUARY, 1997, BETWEEN CITGO PETROLEUM CORPORATION, A DELAWARE CORPORATION, HAVING A PLACE OF BUSINESS AT 5100 SOUTH YALE, P.O. BOX 3758, TULSA, OKLAHOMA 74102, HEREINAFTER REFERRED TO AS FRANCHISOR, AND SSP PARTNERS, HAVING A PRINCIPAL OFFICE AND PLACE OF BUSINESS AT 4433 BALDWIN, CORPUS CHRISTI, TX 78408, HEREINAFTER REFERRED TO AS FRANCHISEE.

WHEREAS, FRANCHISOR AND FRANCHISEE ENTERED INTO A DISTRIBUTOR FRANCHISE AGREEMENT ON THE 2ND DAY OF JANUARY, 1993; AND

WHEREAS, THE TERM OF SAID DISTRIBUTOR FRANCHISE AGREEMENT WAS FOR 3 YEARS BEGINNING ON 1/1/93; AND

WHEREAS, PURSUANT TO TITLE 1 OF THE PETROLEUM MARKETING PRACTICES ACT THE TERM OF SAID DISTRIBUTOR FRANCHISE AGREEMENT AUTOMATICALLY RENEWS UNTIL SUCH TIME AS FRANCHISOR PROVIDES APPROPRIATE NOTICE OF ITS INTENT TO TERMINATE OR NOT RENEW THE FR