Summary of ENCORE ENERGY PARTNERS LP

Item 1.01 Entry into a Material Definitive Agreement.

   On March 10, 2009, Encore Energy Partners Operating LLC ("OLLC"), a wholly
owned subsidiary of Encore Energy Partners LP ("ENP"), amended its Credit
Agreement, dated as of March 7, 2007 (as amended, the "OLLC Credit Agreement"),
by and among ENP, OLLC, Bank of America, N.A., as administrative agent, and the
lenders party thereto (such amendment being hereinafter referred to as the
"Second Amendment"), to modify, among other things, the definitions of
"Applicable Margin," "Commitment Fee Percentage," "Base Rate," and "Eurodollar
Rate." Loans under the OLLC Credit Agreement are subject to varying rates of
interest based on (1) the total outstanding borrowings in relation to the
borrowing base and (2) whether the loan is a Eurodollar loan or a base rate
loan. Eurodollar loans bear interest at the Eurodollar rate plus the "Applicable
Margin" indicated in the following table, and base rate loans bear interest at
the base rate plus the "Applicable Margin" indicated in the following table:

                                                                                  Applicable Margin for        Applicable Margin for
          Ratio of Total Outstanding Borrowings to Borrowing Base                   Eurodollar Loans              Base Rate Loans
Less than .50 to 1                                                                             1.750 %                      0.750 %
Greater than or equal to .50 to 1 but less than .75 to 1                                       2.000 %                      0.750 %
Greater than or equal to .75 to 1 but less than .90 to 1                                       2.250 %                      1.000 %
Greater than or equal to .90 to 1                                                              2.500 %                      1.250 %


   The "Eurodollar Rate" for any interest period (either one, two, three, or six
months, as selected by OLLC) is the rate equal to the British Bankers
Association LIBOR Rate for deposits in dollars for a similar interest period.
The "Base Rate" is calculated as the highest of (1) the annual rate of interest
announced by Bank of America, N.A. as its "prime rate," (2) the federal funds
effective rate plus 0.5 percent, and (3) except during a "LIBOR Unavailability
Period," the "Eurodollar Rate" (for dollar deposits for a one-month term) for
such day plus 1.0 percent.
   ENP incurs a commitment fee on the unused portion of the borrowing base under
the OLLC Credit Agreement based on the ratio of amounts outstanding under the
OLLC Credit Agreement to the borrowing base in effect on such date. The
following table summarizes the "Commitment Fee Percentage" under the OLLC Credit
Agreement:

                                                                 Commitment
    Ratio of Total Outstanding Borrowings to Borrowing Base    Fee Percentage
    Less than .90 to 1                                                  0.375 %
    Greater than or equal to .90 to 1                                   0.500 %

In addition, the Second Amendment provides that the borrowing base under the OLLC Credit Agreement is $240 million.
This Current Report on Form 8-K contains only a summary of the Second Amendment. The summary does not purport to be a complete summary of the Second Amendment and is qualified in its entirety by reference to the Second Amendment, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Bank of America, N.A., the other lenders under the OLLC Credit Agreement, and their affiliates or predecessors have in the past performed, and may in the future from time to time perform, investment banking, advisory, general financial and commercial services for ENP and its affiliates and subsidiaries for which they have in the past received, and may in the future receive, customary fees and reimbursement of expenses. Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
10.1 Second Amendment to Credit Agreement, dated as of March 10, 2009, by and among Encore Energy Partners LP, Encore Energy Partners Operating LLC, Bank of America, N.A., as administrative agent and L/C issuer, and the lenders party thereto.

99.1 Press Release dated March 10, 2009 regarding the Second Amendment.

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