EXHIBIT 10.36

                              AMENDED AND RESTATED
                                 PROMISSORY NOTE

$1,100,000.00                                          Oklahoma City, Oklahoma
                                                               October 7, 2005

     For value received, the undersigned, BEARD PINNACLE, LLC, an Oklahoma
limited liability company (the "Maker"), agrees to all of the terms of this
Promissory Note (this "Note") and promises to pay to the order of PinnOak
Resources, LLC, a Delaware limited liability company (the payee, its successors
and assigns are hereinafter called the "Holder"), at Pointe Plaza Suite 300, 601
Technology Drive, Canonsburg, PA 15317-9523, or at such other place as may be
designated in writing by the Holder of this Note, the principal sum of ONE
MILLION ONE HUNDRED THOUSAND DOLLARS ($1,100,000.00) or, if less than such
amount, the aggregate unpaid principal amount of all advances or loans made by
the Holder to the Maker, and all interest accruing thereon. This Note will be
payable as follows:

1.   Interest will accrue on the unpaid principal balance of this Note at the
     per annum interest rate of four percent (4%) (the "Applicable Rate").
     Interest will commence to accrue as advances or loans are made on the Note
     and thereafter until this Note is paid in full.

2.   If Holder and Maker enter into a Subscription Agreement on or before
     December 31, 2005, providing for the sale and issuance of a membership
     interest in Maker to Holder (the "Subscription Agreement"), then all unpaid
     principal amounts advanced pursuant to the terms of this Note and all
     unpaid interest accrued thereon shall be immediately applied to the
     purchase or subscription price for that membership interest, and this Note
     shall then be cancelled and of no further force or effect.

3.   If Holder and Maker do not enter into a Subscription Agreement on or before
     December 31, 2005, then all obligations evidenced by and owing pursuant to
     the terms of this Note, including unpaid principal and interest, shall be
     due and payable July 1, 2006 (the "Maturity Date").

     Both principal and interest owing pursuant to the terms of this Note are
payable in the lawful currency of the United States of America and in
immediately available funds. All advances made on the Note will be applied to
the Note when received by the Maker hereof. All payments made on this Note will
be applied to this Note when received by the Holder hereof. Any sum not paid
when due will bear interest at the rate equal to the Applicable Rate plus six
percent (6%) and will be paid at the time of, and as a condition precedent to,
the curing of any "Default", as that term is hereinafter defined in this Note.
During the existence of any Default, the Holder of this Note may apply payments
received on any amount due hereunder or under the terms of any instrument
hereafter evidencing or securing said indebtedness as the Holder may determine.

     The Maker agrees that if, and as often as, this Note is placed in the hands
of an attorney for collection or to defend or enforce any of the Holder's rights
hereunder, the Maker will pay to the Holder all reasonable attorney's fees and
all expenses incurred by the Holder in connection therewith. This Promissory
Note supersedes and replaces that certain Promissory Note dated September 29,
2005, in the original amount of FOUR HUNDRED THOUSAND DOLLARS ($400,000.00)
between the Maker and the Holder.

THIS NOTE IS GIVEN BY THE MAKER AND ACCEPTED BY THE HOLDER PURSUANT TO A LENDING
TRANSACTION CONTRACTED, CONSUMMATED, AND TO BE PERFORMED IN OKLAHOMA CITY,
OKLAHOMA COUNTY, OKLAHOMA, AND THIS NOTE SHALL BE CONSTRUED ACCORDING TO THE
LAWS OF THE STATE OF OKLAHOMA. The payment of all indebtedness evidenced by this
Note is unsecured. However, in the event of any Default, the Holder may request,
and the Maker agrees to furnish to the Holder, agreeable collateral and such
security agreements as the Maker may reasonably require to secure the
indebtedness.

     At the option of the Holder, the unpaid balance of this Note, and all other
obligations of the Maker to the Holder, whether direct or indirect, absolute or
contingent, now existing or hereafter arising, shall become immediately due and
payable without presentment, protest, notice or demand upon the occurrence or
existence of one or more of the following events or conditions ("Default"):

     1. any payment required by this Note or any other note or obligation of the
Maker to the Holder or to others is not made when due in the amount required;
and

     2. any default or breach occurs in the performance of any covenant,
obligation, representation, warranty, or provision contained in this Note or in
any other note or obligation of the Maker to Holder or to others;

     No waiver of any payment or other right under this Note by the Holder shall
operate as a waiver of any other payment or right. Any payments hereunder may,
at the option of the Holder, be recorded on this Note and shall be prima facie
evidence of such payments and the unpaid balance of this Note.

     The Maker waives presentment for payment, protest and notice of nonpayment.

     IN WITNESS WHEREOF, the Maker has executed this instrument this 29th day of
September, 2005.


                                      BEARD PINNACLE, LLC, an Oklahoma
                                      limited liability company

                                          /s/ W. M. Beard
                                      By_______________________________
                                        W. M. Beard, Chairman of the Board