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"Bn 85 001024 FIRST AMENDMENT TO DEED OF TRUST THIS FIRST AMENDMENT TO DEED OF TRUST dated as of January 1, 1985 is between PESTER MARKETING COMPANY ( "Grantor "), an Iowa corporation, whose post office address is P.O. Box 10006, 303 Keosauqua Way, Des Moines, Iowa 50306 and SOUTHERN UNION REFINING COMPANY ( "Beneficiary "), a Delaware corporation, whose post office address is P.O. Box 980, 1001 North Turner, Hobbs, New Mexico 88240 and Chicago Title Insurance Company, as Trustee, whose office address is 4820 West 77th Street, Edina, Minnesota 55435. RECITALS A. Grantor and Beneficiary have entered into a Deed of Trust dated April 30, 1984 (the "Deed of Trust ") recorded in Hall County, Nebraska on May 25, 1984 Filino No. 84- 002 00 The capitalized terms used in this Yirst AmenamenL shall have the respective meanings indicated in the Deed of Trust and the Security Agreement dated as of April 1, 1984 (the "Security Agreement ") and entered into by the Grantor, Pester Corporation ( "Pester Corp. "), Pester Wholesale Company ( "Pester Wholesale "), P D Company of Iowa ( "P D Co. "), Petroleum Special, Inc. of Iowa ( "Petroleum Special ") and Pester Refining Company ( "Pester Refining ") (collectively, the "Debtors ") and Beneficiary unless otherwise herein defined or the context shall otherwise require. A copy of such Security Agreement may be obtained from Beneficiary. B. ursuant to the terms of an Intercreditor Agreement dated as of V#,p /_, 1985 (reference to which is hereby made for a description of certain rights of Beneficiary including Sections 6.4 and 6.5 thereof) (the "Intercreditor Agreement ") among the Bank Group, the Debtors, Beneficiary and Inland Crude Purchasing Corporation, the indebtedness for the SURCO Crude 011 incurred pursuant to the Crude Oil Sales Agreement is to be evidenced by a promissory note from Pester Refining to SURCO in the principal amount of $9,000,000 bearing interest on the principal amount at a fluctuating rate of interest equal to the lesser of (1) 1.625% per annum above the announced prime rate of Continental and (ii) the highest stated rate of interest (other than any default rates) payable on any Bank Replacement Notes (as such term is defined in the Intercreditor Agreement) at any time but in no event less than the announced prime rate of Continental. The principal amount of said Secured Note is payable in twenty consecu- tive quarterly installments, commencing July 1, 1986 and through and including April 1, 1991, and accrued interest thereon is pAyable on the sixteenth day of each calendar month, commencing 1985 and on April 1, 1991. Said promissory note and any promissory note taken in renewal, change or substitution thereof or therefor being herein called the "SURCO Notes" and shall be in substantially the form attached hereto as Exhibit B. The obligations of Pester Refining under the SURCO Note, the Restated Crude Oil Sales Agreement (as hereinafter defined), the I IN OR