EXTENSION AND MODIFICATION AGREEMENT





     This Extension and Modification Agreement (the "Agreement") is entered this

3rd day of October, 2000 by and among IntelliReady, Inc., a Colorado corporation

("IntelliReady"), Pan Western Energy Corporation, an Oklahoma corporation ("Pan

Western") and Pan Western Acquisition Corporation, a Colorado corporation

("PWAC").





                                    RECITALS



     WHEREAS, IntelliReady, Pan Western and PWAC entered into a Merger Agreement

and Plan of Reorganization dated August 25, 2000 (the "Merger Agreement");



     WHEREAS, the Merger Agreement required the parties to close on or before

August 31, 2000;



     WHEREAS, The Merger Agreement required Pan Western to have no more than

$25,000 of liabilities, $250,000 of cash and two limited partnership interests;



     WHEREAS, Pan Western currently has liabilities in excess of $25,000,

$230,998.68 in cash and additional assets carried on the books at $61,496.52;



     WHEREAS, at this time it appears that the net fair market value of the

liabilities less the fair market value of Pan Western's additional assets is

less than $25,000;



     WHEREAS; the parties desire to adjust the number of shares given to

IntelliReady to account for the shortage in Pan Western's cash; and



     WHEREAS, the parties are now ready to Close the Merger Agreement and desire

to amend the closing date and otherwise modify the Merger Agreement as set forth

in this Agreement.





                                    AGREEMENT



     NOW THEREFORE, in consideration of IntelliReady extending the closing date

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