FIRST AMENDMENT TO CREDIT AGREEMENT

THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “ First Amendment ”) is entered into and effective as of the First Amendment Closing Date (as defined below) among ENERJEX RESOURCES, INC. , a Nevada corporation (“ Parent ”), ENERJEX KANSAS, INC. (f/k/a Midwest Energy, Inc.), a Nevada corporation (“ EnerJex Kansas ”) and DD ENERGY, INC. , a Nevada corporation (“ DD Energy ”) (collectively, “ Borrowers ”) and TEXAS CAPITAL BANK, N.A. ,   a national banking association, as a Bank, L/C Issuer and Administrative Agent (in such latter capacity and together with its successors and permitted assigns in such capacity the “ Administrative Agent ”), and the several banks and financial institutions from time to time parties to the Credit Agreement, as defined below (the “ Banks ”).  Capitalized terms used but not defined in this First Amendment have the meaning given them in the Credit Agreement.

A.           Borrowers, Administrative Agent, L/C Issuer and Banks entered into that certain Credit Agreement dated as of July 3, 2008 (as amended by that certain Letter Agreement dated July 3, 2008, that certain Letter Agreement dated May 15, 2009, and as further amended, modified or supplemented, the “ Credit Agreement ”).

B.           Borrowers, Administrative Agent, L/C Issuer and Banks have agreed to amend the Credit Agreement, subject to the terms and conditions of this First Amendment.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are acknowledged, the undersigned hereby agree as follows:

I.            Amendments to Credit Agreement .

Article I, Definitions , of the Credit Agreement is hereby amended by adding the following definitions in their proper alphabetical order:

“ First Amendment ” means the First Amendment to Credit Agreement dated as of the First Amendment Closing Date by and between Borrowers, Administrative Agent, L/C Issuer and Banks.

“ First Amendment Closing Date ” means August 18, 2009.

Article I, Definitions , of the Credit Agreement is hereby amended by revising the following definition in its entirety to read as follows:

“ Floating Rate ” means a per annum interest rate determined by reference to the following schedule:

Eurodollar Rate + Eurodollar Margin at Borrower’s option pursuant to Section 2.02 , but in no event shall such sum be less than five percent (5.0%),

or

Base Rate + Base Rate Margin at Borrower’s option or by default pursuant to Section 2.02 , but in no event shall such sum be less than five percent (5.0%).

Section 2.04, Borrowing Base Determination , of the Credit Agreement is hereby amended by replacing the text in Subsection (a) thereof with the following text:

“(a)         The Borrowing Base in effect as of the First Amendment Closing Date is $6,986,500 relative to the Proved Reserves attributable to the Borrowing Base Oil and Gas Properties and the Monthly Borrowing Base Reduction is $100,000.  The Borrowing Base shall be automatically reduced on the first day of each month by the Monthly Borrowing Base Reduction beginning September 1, 2009.  The Borrowing Base and the Monthly Borrowing Base Reduction shall be re-determined from time to time pursuant to the provisions of this Section.”

Section 6.22, Hedging , of the Credit Agreement is hereby amended by adding the following sentence to the end thereof:

“On or before September 15, 2009, Borrowers shall have entered into Permitted Swap Contracts such that not less than seventy-five percent (75%) of the Proved Developed Producing Reserves attributable to Borrowers’ interest in the Borrowing Base Oil and Gas Properties projected to be produced, as reflected in the most recently delivered Reserve Report delivered pursuant to Section 2.04 or as otherwise determined by Administrative Agent, during the eighteen (18) calendar months following the First Amendment Closing Date are covered, in the aggregate, by such Permitted Swap Contracts.”

Section 9.01, Events of Default , of the Credit Agreement is hereby amended by replacing the text of subsection (b) thereof with the following text:

“(b)          Specific Covenants .  Borrowers fail to perform or observe any term, covenant or agreement contained in any of Sections 6.01 , 6.02 , 6.03 , 6.05 , 6.10 , 6.22 or Article VII ; or”