Attached files

                    Amendment to Purchase and Sale Agreement

                             dated November 2, 2011

                        by and between Hinto Energy, Inc.

                              as of April 19, 2012





Section 2.1 b) 5) is amended to add as follows:

                   Seller   agrees  that  this   Agreement  is  subject  to  and
contingent upon full receipt of all Operator  accounting and justification,  and
all production  records  necessary to compute PV9 values, as adjusted based upon
operator charges.
                  Seller  agrees to  herewith  convey its  working  interest  in
Indian Nations 2-30, and 3-30 to Hinto Energy,  Inc.'s wholly owned  subsidiary,
South Uintah Gas Properties,  Inc., a Colorado Corporation,  in consideration of
the issuance of 30,000 shares of common stock of Hinto Energy,  Inc., balance of
any shares due under the contract,  to be issued upon  termination of litigation
with the Operator of Indian  Nations 2-30 and 3-30,  and  conveyance  of Sellers
interest therein, to South Uintah Gas Properties, Inc.
         Hinto agrees to continue to fund legal fees up to the original  $50,000
in the contract.

Richard Gouin                                                 Hinto Energy, Inc.
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/s/ Richard Gouin                                    /s/George Harris
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