BEARD CO /OK
<DOCUMENT>
<TYPE>EX-10.5
<SEQUENCE>6
<FILENAME>bcex105-051605.txt
<TEXT>
                                                                    Exhibit 10.5

                                    UNSECURED
                                 PROMISSORY NOTE

$850,000.00                                              Oklahoma City, Oklahoma
                                                               February 14, 2005

     For value received, the undersigned, BEE/7HBF, LLC, an Oklahoma limited
liability company (the "Maker"), agrees to all of the terms of this Promissory
Note (this "Note") and promises to pay to the order of 7HBF, Ltd., a Texas
limited partnership (the payee, its 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 EIGHT HUNDRED FIFTY THOUSAND
DOLLARS ($850,000.00) or, if less than such amount, the aggregate unpaid
principal amount of all advances or loans made by the Holder to the Maker, and
all interest accruing thereon. Advances will be made by the Holder to the Maker
in accordance with the Terms Sheet contained at Pages 1-2 of the revised
Confidential Private Placement Memorandum dated February 7, 2005 between The
Beard Company and John Harvison, or as subsequently agreed to by the parties.
This Note will be payable as follows:

         Prior to Default the unpaid principal balance of this Note will bear
         interest at the current Applicable Federal Mid Term Rate of 3.83% (the
         "Applicable Rate"). Interest will commence to accrue on the date
         advances or loans are made on the Note and thereafter until the Note is
         paid in full. Payments of accrued interest shall be due and payable
         annually commencing on February 14, 2006. The Maker will have the sole
         power to determine when and in what amounts principal payments will be
         made on the Note from available LLC funds. All obligations evidenced by
         and owing pursuant to the terms of this Note, including unpaid
         principal and interest, are due and payable February 14, 2010 (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 advances made on the Note will be applied to
the Note when received by the Maker hereof. 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.

     The undersigned has no in personam liability for the payment of this Note.

                                                                         /s/HMJr

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 waives presentment for payment, protest and notice of nonpayment.

     IN WITNESS WHEREOF, the Maker has executed this instrument as of the 16th
day of February, 2005, effective as of February 14, 2005.


                               BEE/7HBF, LLC, an Oklahoma
                               limited liability company

                               By   /s/ Herb Mee, Jr.
                                    Herb Mee, Jr., Vice President


                                                                         /s/HMJr
</TEXT>
</DOCUMENT>
