Exhibit 10.1 October 29, 2004 Mr. Richard Gardner President CLK Energy, Inc. 1615 Poydras St. 5th. Floor New Orleans, LA 70112 Re: Bayou Choctaw Field - West Baton Rouge and Iberville Parishes, Louisiana Dear Rick: This letter will amend our letter agreement of July 13, 2004 as amended by letters dated August 10, 2004, August 30, 2004 and September 27, 2004 (the "Letter Agreement"). 1. The date in paragraph numbered 1 in the Letter Agreement which originally appeared as August 10, 2004 and has since been changed to September 30, 2004 shall be changed to November 19, 2004. 2. The paragraph numbered 2 (iii) shall be deleted and replaced with the following: "Noser shall obtain the resignation of Mr. McDonald from the Board of Directors, increase the size of the Board of Directors from 2 members to 3 and cause the vacancies left by such resignation and increase in size to be filled by Richard J. Gardner and Robert E. McKee." 3. The warrants to be issued under paragraph numbered 2 (vi) shall be issued to the individuals set forth on Exhibit "A" hereto. 4. The stock to be issued under paragraph numbered 2 (vii) shall be issued to the individuals set forth on Exhibit "B" hereto. 5. The warrants to be issued under paragraph numbered 4 shall be issued to the individuals set forth on Exhibit "C" hereto. Except as amended hereby, the Letter Agreement is ratified and confirmed. If you are in agreement with these terms, please execute and return one copy of this letter. Sincerely, /S/ Stephen Noser -------------------- Stephen Noser President Accepted and Agreed October , 2004 CLK ENERGY, INC. /S/ Brent A. Kovach -------------------- By: Brent A. Kovach Its: CFO EXHIBIT "A" Brent Kovach 142,850 Rolland R. Londot 142,850 Richard J. Gardner 142,850 Robert E. McKee, III 71,450 EXHIBIT "B" Brent Kovach 15/70 ths Rolland L. Londot 21/70 ths Richard J. Gardner 25/70 ths Robert E. McKee 5/70 ths Carl Kemmerly 4/70 ths EXHIBIT "C" Brent A. Kovach 321,429 Rolland L. Londot 450,000 Richard J. Gardner 535,714 Robert E. McKee 107,143 Carl Kemmerly 85,714