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Amendment And Joinder To Gas Gathering Agreements

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Sectors: Utilities
Effective Date: December 18, 2006
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Exhibit 10.2

AMENDMENT AND JOINDER TO GAS GATHERING AGREEMENTS

THIS AMENDMENT AND JOINDER TO GAS GATHERING AGREEMENTS (this " Amendment" ) is made as of December 18, 2006, among Atlas Pipeline Partners, L.P., a Delaware limited partnership, and Atlas Pipeline Operating Partnership, L.P., a Delaware limited partnership (collectively, " Gatherer" ), Atlas America, Inc., a Delaware corporation (" Atlas America" ), Resource Energy, LLC, a Delaware limited liability company (formerly Resource Energy, Inc., " Resource Energy" ), Viking Resources, LLC, a Pennsylvania limited liability company (formerly Viking Resources Corporation, " Viking Resources" ), Atlas Noble, LLC, a Delaware limited liability company (formerly Atlas Noble Corporation, " Atlas Noble" ), Atlas Resources, LLC, a Pennsylvania limited liability company (formerly Atlas Resources, Inc., " Atlas Resources" ), Atlas America, LLC, a Pennsylvania limited liability company (formerly Atlas America, Inc., " Atlas PA" ), Atlas Energy Resources, LLC, a Delaware limited liability company (" Atlas Energy" ), and Atlas Energy Operating Company, LLC, a Delaware limited liability company (" Energy Operating" ).

RECITALS A. Gatherer and Atlas America, Resource Energy and Viking Resources are parties to the Master Natural Gas Gathering Agreement dated February 2, 2000 (as amended as of October 25, 2005, the " 2000 Gathering Agreement" ) and desire to amend the same in accordance with the terms hereof.

B. Gatherer and Atlas America (as successor to Atlas Energy Group, Inc.), Atlas Resources, Atlas Noble, Resource Energy and Viking Resources are parties to the Natural Gas Gathering Agreement dated January 1, 2002 (as amended as of October 25, 2005, the " 2002 Gathering Agreement" and with the 2000 Gathering Agreement, the " Gathering Agreements" ) and desire to amend the same in accordance with the terms hereof.

C. Atlas America has formed Atlas Energy and Energy Operating for the purpose of facilitating the initial public offering of Atlas Energy and, pursuant to the Contribution and Assumptio
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