Attached files

                                                                   Exhibit 10.07

                              TOPAZ RESOURCES, INC.
                            1012 N. MASCH BRANCH ROAD
                               DENTON, TEXAS 76207
                                 (940) 243-1122
                              FAX = (940) 243-8643

                                October 12, 2010

Viejo Coyotes Energy, LLC
8235 Douglas Avenue, Suite 525
Dallas, TX 75225

ATTN: Mr. Frank King, Manager

     RE:  543.69 acres, more or less, Henry Hastie Survey, A-92, Wichita County,
          Texas;  Purchase and Sale of Oil and Gas Lease,  dated March 16, 1991,
          from  Stephen  P.  Ramming  et ux, as  Lessors,  to  Raymond W. Thor &
          Associates,  Inc., as Lessee,  recorded in Volume 1553, Page 423, Deed
          Records  of  Wichita   County,   Texas  (and  all  equipment   located
          thereon)(the "Assets")

Dear Frank:

     This letter,  when  executed,  will serve as the  agreement  between  Viejo
Coyotes Energy,  LLC ("Viejo") and Topaz Resources,  Inc.  ("Topaz") for Topaz's
purchase   from  Viejo  of  the   referenced   lease.   For  good  and  valuable
consideration,  the receipt and sufficiency of which are hereby  acknowledged by
both parties, Viejo and Topaz agree as follows:

     (1) Viejo agrees to sell and Topaz agrees to purchase all of Viejo's right,
title and  interest  in and to the  Assets  described  above  for the  aggregate
purchase price of SIXTEEN  THOUSAND AND NO/100 U.S.  DOLLARS  ($16,000.00).  The
Assets will specifically include Viejo's interest in and to the referenced lease
(which it  believes to be 100.0% of the working  interest  with an  accompanying
80.0% net revenue  interest),  coupled with any and all equipment located on the
property and used in connection with the existing wells  (inclusive of the water
injection  well(s)).  The $16,000.00  purchase price shall be paid via cashier's
check,  payable to "Viejo Coyotes Energy, LLC", upon the closing contemplated in
Paragraph 7 below.

     (2) Viejo shall  deliver  unto Topaz at closing an executed  Assignment  of
Oil, Gas and Mineral Lease,  the form of which is attached hereto as Exhibit "A"
and incorporated herein by this reference.

Viejo Coyotes Energy, LLC
October 12, 2010
Page 2

     (3) Viejo shall transfer  operations of the subject  lease/wells to Topaz's
designated  operator,   Dark  Horse  Operating  Co.,  L.L.C.   ("DHOPCO"),   via
written/executed RRC Form P-4, a copy of which is attached as Exhibit "B" hereto
and incorporated herein by this reference.

     (4) Viejo and Topaz  agree to  cooperate  with each  other,  following  the
execution of this agreement to (if not already) (a) provide Topaz with access to
Viejo's title files, abstracts, runsheets, copies of instruments affecting title
to the  lease  and  equipment  and  other  title-related  documents  in  Viejo's
possession which relate or pertain to the subject  lease/wells,  (b) execute and
deliver such forms and  documentation as DHOPCO may need to file with regulatory
authorities  (if any)  regarding its  go-forward  use and operation of any water
injection well(s) on the subject lease, and (c) deliver unto Topaz copies of all
existing and  accumulated  logs,  geological,  engineering  and other  technical
analyses  of the leased  premises  (which are part of the assets  being sold and
conveyed hereunder).

     (5) Viejo shall  deliver  unto Topaz,  as part and parcel to the  execution
hereof,  an executed  Unanimous  Consent in Lieu of Meeting of the Member(s) and
Manager(s) of Viejo Coyotes Energy, LLC, the form of which is attached hereto as
Exhibit "C" and incorporated herein by this reference.

     (6) Viejo and Topaz agree that all oil/hydrocarbons  currently  accumulated
in tanks located on the subject lease (and produced therefrom), if any, shall be
deemed to have been produced  following the effective date of this agreement and
that Viejo has no claim(s) to the proceeds of any  eventual  sale (or to the oil
in kind).  Viejo  further  represents  and  agrees  that  neither  Topaz nor its
operator, DHOPCO, shall have any responsibility for payment of (and Viejo hereby
indemnifies such parties against claims  involving)  royalties on any oil or gas
production and sales prior to the effective date of this agreement.

     (7) The parties  agree to exchange  the  cited/executed  documentation  and
deliver the agreed  consideration(s) at a closing to take place on or before the
close of  business  on October  13,  2010 at Viejo's  offices in Dallas,  Texas.
Notwithstanding  the  foregoing,  the parties may mutually elect to conduct such
closing by the use of  overnight  courier or  delivery(s)  in lieu of a physical
meeting.  The closing (and involved  documents)  shall be deemed effective as of
October 1, 2010.

                        (signatures follow on next page)

Viejo Coyotes Energy, LLC
October 12, 2010
Page 3

     If the  foregoing  accurately  reflects our  understanding  and  agreement,
please indicate the same by initialing  each page in the space(s)  provided (and
the bottom of each  exhibit  page) and by signing  and dating this letter in the
spaces provided below.

                                       Sincerely,

                                       TOPAZ RESOURCES, INC.

                                       By: /s/ Robert P. Lindsay
                                           -------------------------------------
                                           Robert P. Lindsay
                                           Its Chief Operating Officer


                                       AGREED AND ACCEPTED this _______ day of
                                       October, 2010.

                                       VIEJO COYOTES ENERGY, LLC,
                                       A Texas limited liability company


                                       By: /s/ Frank King
                                           -------------------------------------
                                           Frank King, its Manager

EXHIBITS:    Exhibit "A" = Assignment of Oil, Gas and Mineral Lease
             Exhibit "B" = RRC Form P-4
             Exhibit "C" = Unanimous  Consent of the  Member(s)  and  Manager(s)
                           of Viejo Coyotes Energy, LLC