Exhibit
        10.60

       

    

    
      DEED
        OF GUARANTEE

      


      THIS
        DEED
        OF GUARANTEE is made on the 24th
        of
        October 2007

      


      BY
        AND
        BETWEEN:

      


      
        	(1)	
                Mark
                  Western,
                  born 13/10/1962
                  in
                  Great
                  Yarmouth, England,
                  passport number 705372725
                  issued on 03/06/2005
                  (the “Guarantor”),
                  and

              


      

      


      
        	(2)	
                Tri
                  Star Capital Ventures Limited,
                  a
                  company organised and existing under the laws of the British Virgin
                  Islands with its registered address at 3rd
                  Floor, Omar Hodge Building, Wickhams Cay 1, P.O. Box 362, Road
                  Town,
                  Tortola, British Virgin Islands (the “Beneficiary”).

              


      

      


      WHEREAS:

      


      
        	
                A.

              	
                Tekoil
                  & Gas Corporation (the “Obligor”)
                  wishes to borrow certain monies from the Beneficiary under a Loan
                  Agreement between the Obligor and the Beneficiary dated on or about
                  the
                  date hereof (“Guaranteed
                  Agreement”);

              


      

      


      
        	
                B.

              	
                As
                  a condition to the Beneficiary agreeing to enter into the Guaranteed
                  Agreement and lend such monies, the Beneficiary requires this Guarantee;
                  and

              


      

      


      
        	
                C.

              	
                The
                  Guarantor expects to derive substantial benefit from the Beneficiary
                  agreeing to lend such monies to the
                  Obligor.

              


      

      


      IT
        IS AGREED:

      


      
        	
                1

              	
                GUARANTEE

              


      

       

      
        	1.1	
                The
                  Guarantor as primary obligor hereby unconditionally and irrevocably
                  guarantees to the Beneficiary the due and punctual payment by the
                  Obligor
                  of all monies that are or may become due from the Obligor under
                  or in
                  respect of the Guaranteed Agreement including without limitation
                  the
                  principal of and interest on the loan made under the Guaranteed
                  Agreement
                  and any damages or other liability in respect of any breach of
                  the
                  Guaranteed Agreement (the “Guaranteed
                  Amounts”).

              


      

      


      
        	1.2	
                If
                  and whenever the Obligor defaults for any reason whatsoever in
                  the payment
                  of any Guaranteed Amount, the Guarantor shall forthwith upon demand
                  pay
                  (or procure the payment of) the Guaranteed Amount in regard to
                  which such
                  default has been made in the manner prescribed by the Guaranteed
                  Agreement
                  and so that the same benefits shall be conferred on the Beneficiary
                  as it
                  would have received if the Guaranteed Amounts had been duly paid
                  by the
                  Obligor. 

              


      

      


      
        	1.3	
                This
                  deed is in addition to and not in substitution for any other security
                  which the Beneficiary may at any time hold for payment of the Guaranteed
                  Amounts and may be enforced without first having recourse to any
                  such
                  security and without taking any steps or proceedings against the
                  Obligor.

              


      

      


      
        	1.4	
                As
                  a separate and independent stipulation the Guarantor agrees that
                  any of
                  the Guaranteed Amounts which may not be recoverable from or enforceable
                  against the Obligor by reason of any legal limitation, disability
                  or
                  incapacity on or of the Obligor, the invalidity of the Guaranteed
                  Agreement, the Obligor not being legally bound by the Guaranteed
                  Agreement
                  for failure of it being properly executed and delivered, or any
                  other fact
                  or circumstance (other than proper payment or performance, binding
                  written
                  waiver by the Beneficiary, or any limitation imposed by the Guaranteed
                  Agreement) shall nevertheless be recoverable from the Guarantor
                  as though
                  the same had been owed by the Guarantor and the Guarantor were
                  the sole or
                  principal obligor in respect thereof and shall be paid by the Guarantor
                  forthwith upon demand. 

              


      

       

      
        
           

        

        
           

          
            

          

        

        
           

        

      

       

      
        	
                2

              	
                NON-WAIVER

              


      

       

      Neither
        the Guarantor’s liability under this deed nor the rights, powers and remedies
        conferred upon the Beneficiary by this Deed or by law shall be released,
        impaired or discharged by any matter or thing which might operate to affect
        or
        prejudice such rights, powers and remedies including without
        limitation:

      


      
        	2.1	
                time
                  or any other concession, forbearance, forgiveness, indulgence or
                  arrangement being given to the Obligor by the Beneficiary or by
                  anything
                  that the Beneficiary or the Obligor may do or omit or neglect to
                  do which,
                  but for this provision, might release or discharge the Guarantor’s
                  obligations hereunder;

              


      

      


      
        	2.2	
                any
                  invalidity, unenforceability, illegality or voidability of any
                  obligation
                  expressed to be assumed or owed by the Obligor under the Guaranteed
                  Agreement;

              


      

      


      
        	2.3	
                the
                  existence of any claim, set-off or other rights which the Guarantor
                  may
                  have at any time against the Obligor, the Beneficiary, or any other
                  person
                  or which the Obligor may have against the Guarantor, whether in
                  connection
                  with the Guaranteed Agreement or otherwise;


              


      

      


      
        	2.4	
                any
                  payment or discharge under the Guaranteed Agreement which is avoided
                  or
                  repaid as a consequence of the amalgamation, reorganisation, liquidation,
                  dissolution, insolvency, receivership, administration or other
                  similar
                  process against the Obligor; or

              


      

      


      
        	2.5	
                any
                  compromise of any dispute with the Obligor, any failure of supervision
                  to
                  detect or prevent any fault by the Beneficiary or any assignment
                  of the
                  benefit of the Guaranteed
                  Agreement.

              


      

      


      
        	
                3

              	
                VARIATIONS.
                  NO INCREASE WITHOUT GUARANTOR’S
                  CONSENT.

              


      

       

      The
        Guarantor hereby authorises the Obligor and the Beneficiary to make any addendum
        or variation to the Guaranteed Agreement, and the Guarantor hereby guarantees
        the due and punctual payment by the Obligor of all monies that are or may
        become
        due from the Obligor under or in respect of the amended Guaranteed Agreement
        under the terms of this deed; provided
        that
        if any
        such addendum or variation increases the principal amount of the loan under
        the
        Guaranteed Agreement (otherwise than as a result of compounding interest
        as
        provided therein), then unless it is made with the Guarantor’s express written
        consent, such addendum or variation shall not increase the extent of the
        Guarantor’s obligations and liabilities hereunder and this Deed and the
        guarantees and undertakings in this Deed shall apply and extend only to such
        monies as were due under the Guaranteed Agreement prior to such addendum
        or
        variation and shall not apply to any monies due in respect of any drawdowns
        made
        pursuant to, or after, such addendum or variation.

      


      
        	
                4

              	
                DURATION

              


      

       

      This
        deed
        shall be effective at the date of its execution and shall remain in force
        for
        the duration of the Guaranteed Agreement. 

      


      
        	
                5

              	
                DISPUTED
                  CLAIMS

              


      

       

      If
        the
        Obligor defaults in the payment of any Guaranteed Amount, the Beneficiary
        shall
        have the right to proceed against the Guarantor under this deed without
        proceeding against or exercising or exhausting any other remedy against the
        Obligor. The Guarantor may exercise all defences, set-offs, counterclaims
        and
        other rights to which the Obligor is or may in respect of mature obligations
        be
        entitled under the Guaranteed Agreement and in any action brought by the
        Beneficiary against the Guarantor under this deed the Guarantor may assert
        any
        such defence, set-off, counterclaim or other right as if the action had been
        brought by the Beneficiary against the Obligor under the Guaranteed
        Agreement.

       

      
        
           

        

        
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                6

              	
                REPRESENTATIONS
                  AND WARRANTIES

              


      

       

      The
        Guarantor represents and warrants to the Beneficiary that:- 

      


      
        	6.1	
                it
                  has the legal capacity and power to enter into, execute, deliver
                  and
                  perform this Deed;

              


      

      


      
        	6.2	
                the
                  execution, delivery and performance by it of this Deed do not violate
                  or
                  conflict in any material way with any law applicable to it, any
                  order or
                  judgment of any court or other agency of government applicable
                  to it or
                  any of its assets or any contractual restriction binding on or
                  affecting
                  it or any of its assets; and

              


      

      


      
        	6.3	
                its
                  obligations under this Deed constitute its legal, valid and binding
                  obligations, enforceable in accordance with their respective terms
                  (subject to applicable bankruptcy, insolvency, moratorium or similar
                  laws
                  affecting creditors' rights generally and subject, as to enforceability,
                  to equitable principles of general
                  application).

              


      

      


      
        	
                7

              	
                SECURITY

              


      

       

      
        	7.1	
                The
                  Guarantor represents and warrants that it has not taken or received
                  and
                  will not take or receive any security from the Obligor for or in
                  respect
                  of the Guarantor’s obligations under this
                  Deed.

              


      

      


      
        
          	7.2	
                  If
                    at any time the Guarantor has the benefit of any security in
                    breach of
                    this Clause 7, it shall hold such security on trust for the Beneficiary
                    and shall upon request by the Beneficiary, transfer or assign
                    such
                    security to the Beneficiary as security for the Guarantor’s obligations
                    under this deed.

                


        

      

      


      
        	
                8

              	
                NON-DUPLICATION

              


      

       

      The
        Beneficiary shall not be entitled to recover its loss more than once from
        the
        Guarantor or the Obligor or any other guarantor. Nothing in this Deed shall
        affect the obligation of the Beneficiary to mitigate its loss.

      


      
        	
                9

              	
                ASSIGNMENT

              


      

       

      
        	9.1	
                The
                  Beneficiary may not assign or transfer any of its rights or obligations
                  under this Deed without the Guarantor’s
                  consent.

              


      

      


      
        	9.2	
                The
                  Guarantor may not assign or transfer any of its rights or obligations
                  under this Deed without the Beneficiary’s
                  consent.

              


      

      


      
        	
                10

              	
                REMEDIES
                  AND WAIVERS

              


      

       

      
        	10.1	
                No
                  delay or omission on the part of the Beneficiary in exercising
                  any right,
                  power or remedy provided by law or under this Deed shall impair
                  such
                  right, power or remedy or operate as a waiver thereof or of any
                  other
                  right, power or remedy.

              


      

      


      
        	10.2	
                The
                  single or partial exercise by the Beneficiary of any right, power
                  or
                  remedy provided by law or under this deed shall not preclude any
                  other or
                  further exercise thereof or the exercise of any other right, power
                  or
                  remedy.

              


      

      


      
        	10.3	
                The
                  rights, powers and remedies provided by this Deed are cumulative
                  with, and
                  not exclusive of, any rights, powers and remedies provided by
                  law.

              


      

       

      
        
           

        

        
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                11

              	
                PROPER
                  LAW AND JURISDICTION

              


      

       

      
        	11.1	
                This
                  Deed shall be governed by, and shall be construed and interpreted
                  in
                  accordance with, the laws of England and Wales, without regard
                  to its
                  conflict of law principles. 

              


      

      


      
        	11.2	
                The
                  English courts have exclusive jurisdiction to settle any dispute
                  in
                  connection with this Agreement. 

              


      

      


      
        	11.3	
                The
                  English courts are the most appropriate and convenient courts to
                  settle
                  any such dispute.

              


      

       

      
        	
              	11.3.1	
                Notwithstanding
                  the foregoing provisions of this Clause, the parties agree that
                  if the
                  Beneficiary so requires, any dispute arising out of this Agreement
                  (including any question regarding its existence, validity or termination)
                  shall be referred to and finally resolved by arbitration under
                  the Rules
                  of Arbitration of the London Court of International Arbitration
                  (the
                  Rules)
                  by one arbitrator appointed in accordance with the said Rules,
                  which Rules
                  are deemed to be incorporated by reference into this Clause
                  17.

              


      

       

      
        	
              	11.3.2	
                The
                  seat of arbitration shall be London. The applicable law shall be
                  English
                  law.

              


      

       

      
        	
              	11.3.3	
                The
                  parties agree that the language of the arbitration, including oral
                  hearings, written evidence and correspondence, shall be
                  English.

              


      

       

      
        	
              	11.3.4	
                A
                  duly rendered arbitration award shall be final and binding on the
                  parties
                  to the dispute.

              


      

       

      
        	
              	11.3.5	
                This
                  arbitration clause shall be separately
                  enforceable.

              


      

      


      
        	
                12

              	
                SERVICE
                  OF PROCESS

              


      

       

      
        	12.1	
                The
                  Guarantor hereby irrevocably appoints Trident Corporate Services
                  (UK)
                  Limited, 7 Welbeck Street, London W1G9YE, England, as its agent
                  under this
                  Agreement for service of process in any proceedings before the
                  English
                  courts.

              


      

      


      
        	12.2	
                If
                  any person appointed as process agent is unable for any reason
                  to act as
                  agent for service of process, the Guarantor must immediately appoint
                  another agent on terms acceptable to the Beneficiary. Failing this,
                  the
                  Beneficiary may appoint another agent for this
                  purpose.

              


      

      


      
        	12.3	
                The
                  Guarantor agrees that failure by a process agent to notify it of
                  any
                  process will not invalidate the relevant
                  proceedings.

              


      

      


      
        	12.4	
                This
                  Clause does not affect any other method of service allowed by
                  law.

              


      

      


      
        	
                13

              	
                NOTICES

              


      

       

      
        	13.1	
                Any
                  notice required to given to the Guarantor under this Deed shall
                  be in
                  writing and delivered personally or sent by commercial courier
                  to the
                  address included for Guarantor on the signature page hereof or
                  to such
                  other address as the Guarantor may from time to time specify in
                  writing to
                  the Beneficiary. Any notice shall be deemed to have been served
                  when
                  actually delivered.

              


      

       

      
        
           

        

        
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      In
        witness whereof, this deed has been executed and delivered as a deed on the
        date
        first mentioned above.

      


      Signed
        and delivered as a deed by

      


      MARK
        WESTERN

       

       

      Signature:
        /s/
        Mark Western  

      


      Address
        for Notice Purposes:

      


      5036
        Dr.
        Phillips Blvd, 232

      Orlando,
        FL 32819

      United
        States

      Facsimile:
        1.407.876.5886

      


      in
        the
        presence of:

       

      Witness

       

      
        
          	
                  Signature
                    of  witness:

                	 	
                  /s/
                    Glori Western

                	 
	 	 	 	 
	
                  Name
                    of witness: 

                	 	
                  Glori
                    Western

                	 
	 	 	 	 
	
                  Address
                    of witness:

                	 	
                  5036
                    Dr. Phillips Blvd

                	 
	 	 	
                  Orlando,
                    FL 32819

                	 


        

      

       

      Signed
        and delivered as a deed by

       

      
        	TRI
                STAR
                CAPITAL VENTURES LIMITED	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	By	/s/ Vilija
                Nikulina	 	 	 
	 	
                

                Vilija
                  Nikulina 

                Director
                  

              	 	 	
              


      

       

      in
        the
        presence of:

       

      Witness

       

      
        
          	
                  Signature
                    of  witness:

                	 	
                  /s/ 
                    V. K. Nayar 

                	 
	 	 	 	 
	
                  Name
                    of witness: 

                	 	
                  V.
                    K. Nayar

                	 
	 	 	 	 
	
                  Address
                    of witness:

                	 	
                  5th
                    Floor, CFC 

                	 
	 	 	Stamferd
                  Bridge 	 
	 	 	
                  Fulham
                    Road

                
	 	 	London
                  SW6
                  1HS 


        
  

      
        
           

        

        
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