Exhibit 10.27

                              AMENDED AND RESTATED
                                 PROMISSORY NOTE


$200,000.00                                             Oklahoma City, Oklahoma
                                                              November 19, 2003


     For value received, the undersigned, THE BEARD COMPANY, an Oklahoma
corporation (the "Maker"), agrees to all of the terms of this Amended and
Restated Promissory Note (this "Note") and promises to pay to the order of THE
JOHN M. BEARD TRUST (the payee, his successors and assigns are hereinafter
called the "Holder"), at Enterprise Plaza, Suite 320, 5600 N. May, Oklahoma
City, Oklahoma 73112, or at such other place as may be designated in writing by
the Holder of this Note, the principal sum of TWO HUNDRED THOUSAND DOLLARS
($200,000.00), together with interest thereon at the rate hereinafter stated.
THIS NOTE SUPERSEDES THE PRIOR NOTE BY THE MAKER TO THE HOLDER DATED THIS SAME
DATE. This Note will be payable as follows:

          Interest will accrue on the unpaid principal balance of this
          Note at the per annum interest rate of twelve percent (12%)
          (the "Applicable Rate"). Interest will commence to accrue on
          the date hereof and thereafter until this Note is paid in
          full. Interest will be computed for the actual number of
          days elapsed at a per diem charge based on a year consisting
          of three hundred sixty (360) days. All obligations evidenced
          by and owing pursuant to the terms of this Note, including
          principal and interest, are due and payable April 30, 2004
          (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 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 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 has the right to prepay this Note in whole or in part at any time
and from time to time without premium or penalty, but with accrued interest to
the date of the prepayment on the amount prepaid.

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

     In addition to the interest payable hereunder, Maker agrees to pay a Loan
Fee in the amount of $8,000 to Holder on the Maturity Date.

     IN WITNESS WHEREOF, the Maker has executed this instrument effective on the
date first above written.


ATTEST:                                    THE BEARD COMPANY


REBECCA G. WITCHER                         HERB MEE, JR.
Rebecca G. Witcher, Secretary              Herb Mee, Jr., President