Exhibit 10.1


THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER ANY FEDERAL OR STATE SECURITIES
LAWS AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF ABSENT
REGISTRATION UNDER THE SECURITIES ACT OF 1933 AND ANY APPLICABLE STATE
SECURITIES LAWS UNLESS AND UNTIL THE HOLDER HEREOF PROVIDES (i) INFORMATION
REASONABLY NECESSARY TO CONFIRM THAT SUCH REGISTRATION IS NOT REQUIRED OR (ii)
AN OPINION OF COUNSEL TO THE EFFECT THAT SUCH REGISTRATION IS NOT REQUIRED.


                                 PROMISSORY NOTE


$___,000.00                                                       May ___, 2004


     FOR VALUE RECEIVED, the undersigned, THE BEARD COMPANY, an Oklahoma
corporation (the "Borrower"), promises to pay to the order of
___________________ _____________ (the payee, his successors and assigns are
hereinafter called the "Lender"), at Suite 320, 5600 North May Avenue, Oklahoma
City, Oklahoma 73112, or at such other place as may be designated in writing by
the Lender, the principal sum of ___________ THOUSAND DOLLARS ($___,000.00),
together with interest thereon at the rate hereinafter stated:

          Prior to Default the unpaid principal balance of
          this Note will bear interest at the per annum rate
          equal to the Wall Street Journal Prime Rate (the
          "Index") plus four percent (4%), with a Floor of
          ten percent (10%). Accrued interest will be due
          and payable on November 30, 2004. Commencing
          February 28, 2005, and continuing on the last day
          of each May, August, November and February
          thereafter, until this Note is paid in full, this
          Note shall be paid in seven equal payments of
          ______________________________________
          ($__,___.__) each. All unpaid principal and
          interest shall be due and payable on November 30,
          2006.

          All interest will be computed for the actual
          number of days elapsed at a per diem charge based
          on a 360-day year consisting of twelve (12) months
          of thirty (30) days.

          The entire unpaid principal balance of this Note
          plus all accrued and unpaid interest thereon will
          be due and payable on the Maturity Date.

     1. Allocation of Payments. All payments on this Note will be applied first
to the payment of accrued interest and the balance will be applied in reduction
of the principal balance hereof provided that no payment will be applied to this
Note until received by the Lender in collected funds.

     2. Payments. If any payment under this Note becomes due and payable on a
day other than a business day, the maturity thereof will be extended to the next
succeeding business day and such extension of time will in such case be included
in the computation of payments of interest.

     3. Prepayment. The Borrower will have the right to prepay this Note in
whole or in part at any time and from time to time without premium or penalty.

     4. Expenses. The Borrower 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 Lender's rights hereunder or under any instrument securing payment of this
Note, the Borrower will pay the Lender's reasonable attorneys' fees, all court
costs and all other expenses incurred by the Lender in connection therewith.

     5. Default Interest. Any sum not paid when due, by acceleration or
otherwise, will bear interest at the per annum rate equal to thirteen percent
(13%) and such interest which has accrued will be paid at the time of and as a
condition precedent to curing any Default hereunder.

     6. Governing Law. This Note is to be construed according to the internal
laws of the State of Oklahoma.

     7. Default. On the breach of any provision of this Note, at the option of
the Lender, the entire indebtedness evidenced by this Note will become
immediately due, payable and collectible then or thereafter as the Lender might
elect, regardless of the stated date of maturity hereof. Failure by the Lender
to exercise such option will not constitute a waiver of the right to exercise
the same in the event of any subsequent default.

     8. Other Parties. The makers, endorsers, sureties, guarantors and all other
persons who may become liable for all or any part of this obligation severally
waive presentment for payment, protest and notice of nonpayment. Said parties
consent to any extension of time (whether one or more) of payment hereof,
release of all or any part of the security for the payment hereof or release of
any party liable for the payment of this obligation. Any such extension or
release may be made without notice to any such party and without discharging
such party's liability hereunder.

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

                                 THE BEARD COMPANY, an Oklahoma corporation


                                 By:
                                      Herb Mee, Jr., President

                                      (the "Borrower")