0001040593-05-000072 Sample Contracts

Contract
Second Lien Commercial Guarantee • July 25th, 2005 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • New York

SECOND LIEN COMMERCIAL GUARANTEE (this “Agreement”) made and entered into as of July 21, 2005 by CCBM, Inc., a Delaware corporation (hereinafter referred to as the “Guarantor”), in favor of CREDIT SUISSE, as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders and as collateral agent (in such capacity, the “Collateral Agent” and, together with the Administrative Agent, the “Agent”) for the Secured Parties (as defined below), guaranteeing the Indebtedness (as defined below) of CARRIZO OIL & GAS, INC., a Texas corporation (hereinafter referred to as the “Borrower”).

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Second Lien Credit Agreement • July 25th, 2005 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • New York

SECOND LIEN CREDIT AGREEMENT dated as of July 21, 2005, among CARRIZO OIL & GAS, INC., a Texas corporation (the “Borrower”), CCBM, INC., a Delaware corporation (“CCBM”), the Lenders (as defined in Article I), and CREDIT SUISSE, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”) for the Lenders.

Contract
Second Lien Stock Pledge and Security Agreement • July 25th, 2005 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • New York

SECOND LIEN STOCK PLEDGE AND SECURITY AGREEMENT dated as of July 21, 2005, by and between Carrizo Oil & Gas, Inc., a Texas corporation (hereinafter referred to as the “Grantor”), in favor of Credit Suisse, as collateral agent (in such capacity, the “Collateral Agent”), to secure the Indebtedness (as defined below) of the Grantor.

THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • July 25th, 2005 • Carrizo Oil & Gas Inc • Crude petroleum & natural gas • Louisiana

THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT is dated and effective as of July 21, 2005 (this "Third Amendment"), by and among CARRIZO OIL & GAS, INC., a Texas corporation (the “Borrower”), CCBM, INC., a Delaware corporation (the “Guarantor”), and HIBERNIA NATIONAL BANK, a national banking association, individually as a Lender and as Administrative Agent, and UNION BANK OF CALIFORNIA, N.A., a national banking association, individually as a Lender and as Co-Agent.

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