This Amendment to Note ("Amendment"),  made,  delivered and effective as of June
1, 1998, by and between Enercorp, Inc. ("Borrower") and COMERICA BANK ("Bank").

WHEREAS,  Borrower  and Bank are parties to that  certain  note in the  original
principal amount of $2,250,000 dated July 30, 1997 ("Note"); and

WHEREAS, Bank and Borrower desire to amend the Note as set forth below;

NOW,  THEREFORE,  in  consideration  of the  premises  and the  mutual  promises
contained in this Amendment, Borrower and Bank agree as follows:

1.   The face amount of the Note is now increased to $2,500,000.

2. Borrower is  responsible  for all costs incurred by Bank,  including  without
limit  reasonable  attorney fees with regard to the preparation and execution of
this Amendment.

3. The  execution  of this  Amendment  shall not be deemed to be a waiver of any
Default or Event of Default.

4. All the terms used in this Amendment which are defined in the Note shall have
the  same  meaning  as  used  in the  Note,  unless  otherwise  defined  in this
Amendment.

5. This  Amendment is not an agreement to any further or other  amendment of the
Note.

6. Borrower  expressly  acknowledges and agrees that except as expressly amended
in this Amendment, the Note, as amended, remains in full force and effect and is
ratified, confirmed and restated.

IN WITNESSS  WHEREOF,  the parties have executed and delivered this Amendment on
the date set forth above.

                                        ENERCORP, INC.


                                        BY: s/Robert R. Hebard
                                            -------------------------
                                             Robert R. Hebard

                                        ITS: President
                                             ------------------------

                                        COMERICA BANK

                                        BY: s/Steven P. Davis
                                            -------------------------
                                            Steven P. Davis

                                        ITS: Vice President
                                            -------------------------


The  undersigned  acknowledge  the  foregoing  Amendment  to Note and ratify and
confirm their respective  obligations under their Guarantys dated July 30, 1997,
which Guarantys remain in full force and effect.

s/Robert R. Hebard
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Robert R. Hebard

s/Thomas W. Itin
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Thomas W. Itin