Summary of QUEST RESOURCE CORP

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Item 1.01 Entry into a Material Definitive Agreement.

On June 18, 2009, Quest Cherokee, LLC ("Quest Cherokee"), Quest Energy Partners, L.P. (the "Partnership") and Quest Cherokee Oilfield Service, LLC ("QCOS") entered into a Third Amendment to Amended and Restated Credit Agreement (the "Third Amendment") that, among other things, permits Quest Cherokee's obligations under oil and gas derivative contracts with BP Corporation North America, Inc. ("BP") or any of its affiliates to be secured by the liens under the Amended and Restated Credit Agreement, as amended (the "Credit Agreement") on a pari passu basis with the obligations under the Credit Agreement. The Third Amendment is among Quest Cherokee, as borrower, the Partnership and QCOS, as guarantors, Royal Bank of Canada ("RBC"), as administrative agent and collateral agent, KeyBank National Association ("KeyBank"), as documentation agent, and the lenders party thereto.

On June 18, 2009, RBC, BP and Quest Cherokee entered into an Amended and Restated Intercreditor Agreement (the "Intercreditor Agreement") that establishes the relative rights of the lenders under the Credit Agreement, and BP and the lenders under the Second Lien Senior Term Loan Agreement by and among Quest Cherokee, as borrower, the Partnership, as guarantor, RBC, as administrative agent and collateral agent, KeyBank, as syndication agent, Société Générale, as documentation agent, and the lenders party thereto.

The summaries of the Third Amendment and the Intercreditor Agreement do not purport to be complete and are subject to, and are qualified in their entirety by, references to the Third Amendment and the Intercreditor Agreement, copies of which are filed as Exhibit 10.1 and Exhibit 10.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

      (d)     Exhibits

      Exhibit Number        Description

              10.1          Third Amendment to Amended and Restated Credit
                            Agreement, dated as of May 29, 2009, by and among
                            Quest Cherokee, LLC, Quest Energy Partners, L.P.,
                            Quest Cherokee Oilfield Service, LLC, Royal Bank of
                            Canada, KeyBank National Association and the Lenders
                            party thereto.

              10.2          Amended and Restated Intercreditor Agreement and
                            Collateral Agency Agreement, dated as of June 18,
                            2009, by and among Royal Bank of Canada, BP
                            Corporation North America, Inc. and Quest Cherokee,
                            LLC.