Exhibit 10(cc)

                       September 18, 1999




Toby B. Tindell
Cristie R. Tindell
5880 N. I-35 Industrial Blvd.
Edmond, OK 73034


                                Re:  Agreement between Toby Tindell and
                                     Interstate Travel Facilities, Inc. ("ITF")

Ladies and Gentlemen:

Toby B. Tindell ("Tindell") has agreed to transfer Tindell's
stock in ITF to ITF in exchange for all of ITF's membership
interest in ToeJoe, L.L.C. subject to the following terms
and conditions:

  1.   Formation of ToeJoe. ITF has agreed to contribute four
       (4) tracts of real property, together with any improvements
       thereon, to a newly organized company, known as ToeJoe,
       L.L.C. ("ToeJoe") an Oklahoma limited liability company. ITF
       will be the sole initial member of ToeJoe.  ToeJoe will
       assume all of the debt outstanding against such properties,
       including indebtedness in favor of SNB which amounted to
       approximately $2,119,867.31 principal and $3,397.16 interest
       at August 31, 1999.  The four properties (the "Properties')
       to be contributed to ToeJoe are as follows:

          A.   Rodeo Corner (Situated at I-35 and Seward Road,
               Guthrie, Oklahoma)
          B.   Waterloo I (Situated at 6800 N. I-35 Industrial Blvd.,
               Edmond, Oklahoma)
          C.   Waterloo II (Situated on west side of I-35 and Waterloo
               Road, Edmond, Oklahoma)
          D.   Road Warrior Truck Wash (Situated at 5008 W. 61st
               Street, Tulsa, Oklahoma)

  2.   Release of Liabilities.  It is understood and agreed
       that the Assumption Agreement(s) between ToeJoe and SNB
       shall fully discharge ITF from all liabilities or
       obligations in favor of SNB. It is also understood and
       agreed that ITF shall have no liabilities or obligations in
       connection with the $550,000 Wrap Around Promissory Note in
       favor of Stuckey's Management Group, L.L.C., nor in
       connection with the mortgage by Stuckey's Management, L.L.C.
       in favor of Pecan Shoppe of Edmond, Inc.

  3.   Inventories and Accounts Payable.  It is mutually
       agreed that ITF is also contributing to ToeJoe the
       inventories at Rodeo Corner, Waterloo I and Road Warrior
       Truck Wash. ToeJoe will assume the accounts payable
       associated with such locations.

  4.   Tindell Stock.  Tindell will exchange his 6,250 shares
       of common stock of ITF with ITF for all of ITF's membership
       interest in ToeJoe (the "Transaction").

  5.   Release and Assignment of Certificates of Deposit.
       Stillwater National Bank and Trust Company ("SNB") is
       holding Certificates of Deposit (the "C/D's") in the total
       amount of $327,070.16 as collateral for certain loans to
       ITF.  SNB has agreed to release such C/D's which will be
       assigned to The Beard Company and delivered at or prior to
       Closing.

  6.   Conduct of Business. From the date hereof to the
       Closing of the Transaction, ITF will operate its business
       only in the ordinary course.

  7.    Fuel  Contracts.  ITF shall have no liability  in
       connection  with the fuel contracts  related  to  the
       Properties.  Toby B. Tindell and Cristie R. Tindell shall
       have no liability in connection with the fuel contracts
       related to the properties (Cromwell and Lotawatah) which are
       retained by ITF and not transferred to ToeJoe.

  8.   Closing and Effective Date. The effective date of the
       Transaction will be as of August 31, 1999.  Closing of the
       Transaction will occur on November 15, 1999 or as soon
       thereafter as possible.  If such Closing does not occur on
       November 15, it will occur within seven (7) days thereafter
       and be treated for both tax and financial purposes as if
       such Closing had occurred on August 31, 1999.

  9.   Binding Effect.  The undersigned acknowledge that they
       have the authority to execute this Letter Agreement.  It is
       the intent of the parties that the Transaction shall become
       binding obligations of each of the parties hereto upon the
       execution hereof.

If the foregoing meets with your approval, please execute a
counterpart of this letter at the places provided below and
return one copy to us.

Very truly yours,

THE BEARD COMPANY


By   HERB MEE, JR.
     Herb Mee, Jr., President


ACCEPTED this 20th day of September, 1999


INTERSTATE TRAVEL FACILITIES, INC.


By   HERB MEE, JR.
     Herb Mee, Jr., Vice President

      TOBY B. TINDELL
      Toby B. Tindell

      CRISTIE R. TINDELL
      Cristie R. Tindell