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Blacksands Petroleum Texas, LLC

|CORPORATE HQ               | O&G OPERATIONS            
|-------------------------- | --------------------------
|25025 I-45N, Suite 410     | 800 Bering, Suite 250     
|The Woodlands, Texas 77380 | Houston, Texas 77057      
|832.978.6752               | 713.554.4491              
|Fax no.
      281.298.6001 | Fax
      no. 713.583.1617

August 10, 2010

Via Facsimile BWiseman@Bonanzaog. com

Mr. Bill Wiseman, President/CEO Bonanza Oil & Gas Inc.
3417 Mercer, Suite E.
  Houston, TX 77027

|RE: | Purchase and Sale and Exploration
      Agreement                 
|--- | ------------------------------------------------------------------
|    | Apclark Field (Jackson Well No. 1
      and Everett Well No. 7-1H)
|    | 1257 acres of land, more or less,
      being out of              
|    | BLK 31, T4N, TNP RRC                                              
|    | Borden County, Texas                                              

Dear Gentlemen,

This Purchase and Sale and Exploration Agreement (the
Agreement), when accepted in the manner hereinafter set forth, shall
evidence an agreement among BlacksandsPetroleum-Texas,
LLChereinafter referred to as BSPE and BonanzaOil &
Gas, Incshereinafter referred to as Bonanza with respect to the
Westerly Exploration, Inc. operated Jackson Well No. 1 and Everett Well No. 7-1H
(the Wells) and 1257 acres of land held by production thereby, being
more particularly described on ExhibitA, (the Lands),
subject to the following general terms and conditions. BSPEand
Bonanzaare sometimes hereinafter collectively referred to as the
Parties.

Nowthereforefor and in, consideration of the
mutual covenants expressed herein the Partiesagree to the following;

1

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ARTICLEIACQUISITIONOF THEWELLS

|I.  | BSPEagrees to deliver $325,000.00
      (Acquisition Well Costs) to Bonanza, to be paid upon the
      acceptance and execution of and by the Partiesof the Agreementand the Assignment and Bill of Sale of Wells. Such payment is
      for all of Bonanzasright, title and interest in and to the
      production from the Wells. Bonanzahereby represents that
      its interest in and to the Wellsis 25% gross leasehold working
      interest with an 18.75% of 8/8ths net revenue interest associated
      therewith.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|II. | Concurrently, with the payment of the Acquisition Well
      Costsset out in I. above, Bonanzaagrees to execute the
      assignment attached hereto as Exhibit B(Assignment and Bill
      of Sale of Wells).The Assignment and Bill of Sale of Wellsis
      effective the first day of August 2010.                                                                                                                                                                                                                         

ARTICLEIILEASEHOLDACQUISITION

|I.  | BSPEagrees to deliver $135,000.00
      (Acquisition Leasehold Costs) to Bonanza, to be paid upon
      the acceptance and execution of and by the Partiesof the
      Agreementand the Partial Assignment of Oil, Gas and Mineral
      Leases, as consideration for an unencumbered assignment from
      Bonanzaof an 18.875% gross working interest with a 14.15625% of
      8/8ths net revenue interest, attributable thereto in the Lands. The
      effective date of the Assignment is August 1, 2010.
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|II. | Concurrently, with the payment of the Acquisition
      Leasehold Costsset out in I. above, Bonanzaagrees to execute
      the assignment attached hereto as Exhibit C(Partial
      Assignment of Oil, Gas and Mineral Leases).The effective date of the
      Partial Assignment of Oil, Gas and Mineral Leasesis the first day
      of August 2010.                                                                                                                                                      

ARTICLEIIIEXPLORATION

|I. | BSPEagrees to carry Bonanzafor 2.5% gross
      leasehold working interest (1.875% net revenue interest) in and to the
      first well drilled on the Lands(Test Well) to the
      Sales Point. To the Sales Pointshall be defined as all
      costs associated with location, drilling, testing, and completing the
      well, including, if applicable, hydraulic fracturing or other stimulation
      process, tanks, facilities and flowlines, and other costs associated
      therewith prior to turning the well to sales (Carry Point). All
      costs and expenses or other obligations associated with Bonanzas2.5% gross leasehold working interest after the Carry Pointshall be the responsibility and liability of Bonanza. However,
      not withstanding the provisions herein, in the event the total drilling
      and completion well costs to Sales Pointexceeds $1.6MM to the
      8/8ths prior to reaching the Carry Point, BSPEshall have no
      obligation or responsibility to pay Bonanzaspro-rata share of the
      costs exceeding $1.6MM. All costs and expenses over the $1.6MM shall be
      22.5% BSPEand 2.5% Bonanza.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | At Carry Pointthe interest of the Partiesshall be;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          

*ACP                       
ACP

2

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ENTITY
    GWI
    
    NRIBSPE
    22.50%
    
    16.875%Bonanza
    2.50%
    
    1.875%25.00%
    
    18.750%


* After Carry Point

|II. | In addition, BSPEagrees to deliver to Bonanzaa 3.75% gross leasehold working interest (with a 2.8125% net revenue
      associated therewith) Back-in at 100% Payout on the Test Welldrilled on the Lands. As used herein, the term Payout
      shall be based on a well basis, and shall be effective on the first day of
      the month following the month in which payout occurs. Payoutis
      defined as and shall mean that point in time when 100% of (i) all of
      BSPEcosts and expenses associated with the Test Well,
      including but not limited to BSPEsleasehold acquisition costs,
      and (ii) the costs of drilling, completing, testing, stimulating,
      equipping and operating the Test well, after all ad valorem taxes,
      production taxes, and all leasehold burdens have been deducted/recouped
      from production therefrom. Any recompletion, reworking, including but not
      limited to rod jobs, motor replacements testing and stimulation or
      plugging back operation conducted on the Test Welltherefore,prior to Payout, shall be deemed as part of the costs of
      operation of such Test Welland the costs for same shall be added
      to the monies to be recouped until Payoutoccurs and one hundred
      percent (100%) of the costs of such recompletion, reworking, or plugging
      back operation have been recouped.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|    | At payout the interest of the Partiesshall
    be;                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

*APO
    
    APOENTITY
    GWI
    
    NRIBSPE
    18.75%
    
    14.0625%Bonanza
    6.25%
    
    4.6875%25.00%
    
    18.7500%


* After Payout

Within 30 days after Payout,BSPE agrees to
deliver to Bonanza an unencumbered Partial Assignment of Wellbore
representingBonanzasadditional 3.5% working interest
(2.8125% net revenue interest) in and to theTest Well.

3

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ARTICLEIVSUBSEQUENTOPERATIONSANDDRILLWELLS

The interest of the Parties in all subsequent and additional
  test wells shall be as follows;

APO
    
    APOENTITY
    GWI
    
    NRIBSPE
    18.75%
    
    14.0625%Bonanza
    6.25%
    
    4.6875%25.00%
    
    18.7500%


All proposed subsequent wells and procedures shall be in
accordance of the controlling Joint Operating Agreement.

ARTICLEVCONFIDENTIAL

This Agreement and the contents are intended to be
confidential and are not to be discussed with or disclosed to any third party,
except as may be required by law. Any information, including but not limited to
financial, land, geological, engineering and production data made available to
either of the Partiespertaining to the Wells and
/or the Land or this Agreement will be held in strictest
confidence (except such information that is available to the public).

ARTICLEVIENTIREAGREEMENT

This Agreement (including the Exhibits attached hereto)
constitutes the entire understanding , Wellsbetween the Parties
with respect to the Lands and thesuperseding all negotiations,
prior discussions and prior agreements and understandings relating to the
Lands and the Wells. This Agreement may be supplemented,
altered, amended, modified or revoked in writing only, signed by the
Parties hereto.

4

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ARTICLEVIIBINDINGEFFECT

This Agreement shall constitute a binding and
enforceable agreement between the Partiesand shall inure to the benefit
of the Parties hereto and their respective successors and assigns.

ARTICLEVIIIINTERPRETATION

This Agreement shall be
interpreted and construed in accordance with the laws of the State of Texas,
without regard to conflicts of laws principles thereof, and shall be binding
upon and inure to the benefit of the Partieshereto and
their respective heirs, personal representatives, successors, and assigns, and
shall supersede all prior oral and written agreements between the Parties
in connection with the subject matter thereof.

ARTICLEIXLIABILITIES

The liabilities of the Parties hereto shall be several
and not joint or collective.

ARTICLEXTERMINATION

In the event this Agreement is not executed by the
Parties hereto on or before the 13th day of August 2010 at
5pm, this Agreement shall expire and be considered null and void and for
all purposes being deemed as never having been in force or effect.

5

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ARTICLEXIASSIGNABILITY

No transfer of a Partys rights or obligations under
this Agreement shall be effective as to the other Parties or to
the respective transferee, unless and until such prospective transferee shall
have first (a) been,Agreementfurnished with a copy of
this together with all exhibits hereto, and (b) agreed in writing to assume,
observe and perform its proportionate part of all the terms, provisions,
covenants,, Agreementconditions and obligations contained in this and
(c) prior to said assignment, said Partymaking such transfer is current
on all bills to date as outlined herein and in accordance . JOAwith the

ARTICLEXIIHEADINGS

The article and paragraph Agreement. headings used in
this Agreement are inserted for convenience only and shall not be
regarded in construing this

ARTICLEXIIITAXATION

This Agreement is not intended to create, and shall not
be construed to create, a relationship, a partnership, or an association for
profit between or among the Parties hereto. Notwithstanding any
provisions herein that the rights and liabilities hereunder are several and not
joint or collective, or that this Agreement and operations hereunder shall not
constitute a partnership, of for Federal Income tax purposes, this Agreement and
the operations hereunder are regarded as a partnership, each Partyhereby affected elects to be excluded from the application of all of the
provisions of Subchapter K, Chapter 1, Subtitle A, of the Internal Revenue
Code of 1986, as permitted and authorized by Section 761 of the Code and the
regulations promulgated thereunder. Any operator designated under the terms of
this Agreement is authorized and directed to execute on behalf of each
Party hereby affected such evidence of this election as may be required
by the Secretary of the Treasury of the United States or the Federal Internal
Revenue Service, including specifically, but not by way of limitation, all of
the returns, statements, and the data required by Federal Regulations 1.761
-(2). Should there by any requirement that each Party hereby affected
give further evidence of this election, each such Partyshall
execute such documents and furnish such other evidence as may be required by the
Federal Internal Revenue Service or as may be necessary to evidence this
election. No Party shall give any notices or take any other action
inconsistent with the election made thereby. If any present or future income tax
laws of the State in which the Contract Area is located or any future income tax
laws of the United States contain provisions similar to those in Subchapter K,
Chapter 1, Subtitle A, of the Internal Revenue Code of 1986, under which an
election similar to that provided by Section 761 of the Code is permitted, each
Party hereby affected shall make such election as may be permitted or
required by such laws. In making the foregoing election, each such Party
states that the income derived by such Partyfrom operations hereunder
can be adequately determined without the computation of partnership taxable
income.

ARTICLEXIVMULTIPLECOUNTERPARTS

ThisAgreement may be executed in multiple
counterparts, each of which shall be an original but all of which together shall
constitute one and the same instrument.

6

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ARTICLEXVLIENS

| | 1. | Bonanzarepresents that it has paid all
      outstanding invoices to the operator (Westerly) associated with
      the Landsand the Wellsup to the Effective Date. In
      addition, Bonanzarepresents that there are no liens and/or
      encumbrances affecting the Landsand/or the
  Wells.
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

This Agreement is specifically subject to Bonanzahaving
written and recordable instruments releasing the liens/encumbrances on and to
the Landsand the Wells.

The provisions of this Agreementshall constitute
covenants running with the land.

IN WITNESS WHEREOF, this instrument is
executed effective as of the date first day of August 2010 (EffectiveDate).

BlacksandsPetroleum-Texas, LLC

/s/ David
DeMarco

Name: David DeMarco Title: CEO
Date: August 13, 2010

BonanzaOil and Gas

/s/ Bill
WisemanName: Bill Wiseman Title: PresidentDate: August 13, 2010

7

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EXHIBITALEGAL DESCRIPTION

Borden County, Texas

|                                                   |                      | Instrument |                                                                |            |            
|-------------------------------------------------- | -------------------- | ---------- | -------------------------------------------------------------- | ---------- | -----------
|Lessor                                             | Lessee               | Type       | Legal Description                                              | Lease Date | Volume/Page
|Murray Anne Andersen                               | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N & W/2 Sec. 46 Blk-31-T5N-T&P Ry
      Co Sy | 1/16/2006  | 296/638    
|Marie Jackson Dunkinson                            | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N
      & W/2 Sec. 46 Blk-31-T5N-T&P Ry Co Sy | 1/16/2006  | 296/6335   
|Buena Jackson Shultz                               | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N & W/2 Sec. 46 Blk-31-T5N-T&P Ry
      Co Sy | 1/16/2006  | 296/632    
|Catherine Tanner                                   | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N
      & W/2 Sec. 46 Blk-31-T5N-T&P Ry Co Sy | 1/16/2006  | 296/828    
|Curtiss Jackson                                    | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N & W/2 Sec. 46 Blk-31-T5N-T&P Ry
      Co Sy | 1/16/2006  | 296/825    
|Don Jackson                                        | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N
      & W/2 Sec. 46 Blk-31-T5N-T&P Ry Co Sy | 1/16/2006  | 296/822    
|Wendy Ann Perry                                    | Charles
      Weiner | Lease      | Sec. 8-Blk 31, T4N & W/2 Sec. 46 Blk-31-T5N-T&P Ry
      Co Sy | 12/13/2005 | 296/654    
|R.M. Livestock Ltd., W.D. (Dewey) Everett Tr       | Charles
      Weiner | Lease      | Sec. 17;18; N/2,
      SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy      | 3/7/2006   | 296/641    
|R.M. Livestock Ltd., W.D. (Dewey)
      Everett Tr | Charles
      Weiner | Extension  | Sec. 17;18; N/2, SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy            | 3/1/2009   | 309/144    
|R.M. Livestock Ltd., W.D. (Dewey) Everett Tr       | Charles
      Weiner | Amendment  | Sec. 17;18; N/2,
      SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy      | 2/21/2008  | 304726     
|Belinda K. Johnson                                 | Charles
      Weiner | Lease      | Sec. 17;18; N/2, SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy            | 3/7/2006   | 296/628    
|Belinda K. Johnson                                 | Charles
      Weiner | Amendment  | Sec. 17;18; N/2,
      SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy      | 9/7/2008   | 306697     
|Vanette Everett                                    | Charles
      Weiner | Lease      | Sec. 17;18; N/2, SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy            | 3/7/2006   | 296/624    
|Vanette Everett                                    | Charles
      Weiner | Amendment  | Sec. 17;18; N/2,
      SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy      | 2/21/2008  | 306/699    
|Jimmy Don Everett                                  | Charles
      Weiner | Lease      | Sec. 17;18; N/2, SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy            | 3/7/2006   | 296/620    

8

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|Jimmy Don Everett                                           | Charles
      Weiner | Amendment  | Sec. 17;18; N/2, SE/4 Sec.7-Blk 31-T4N-T&P Ry Co Sy                                         | 2/21/2008 | 306/701
|----------------------------------------------------------- | -------------------- | ---------- | ------------------------------------------------------------------------------------------- | --------- | -------
|Florence Marie Hall Trust, by Bank of America, N.A. Trustee | Charles
      Weiner | Memorandum | SE/4 Sec. 7, N 400
      acres Sec. 17 and all of Sec. 18 & 19 Blk 31-T4N-T&P Ry Co. Survey | 1/16/2008 | 304/733
|American National Insurance Company                         | Charles
      Weiner | Lease      | Sec 45: 157.71 acs (NE/4) - Blk 31 - T5N - T&P Ry                                           |           |        

9

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EXHIBIT B

ASSIGNMENTAND BILL OF SALE OF WELLS

|STATE OF TEXAS   | **§** |                                      
|---------------- | ----- | -------------------------------------
|                 |       | KNOW ALL MEN BY THESE
      PRESENTS:
|COUNTY OF BORDEN | **§** |                                      

That,
Bonanza Oil & Gas, Inc. a ________ Corporation, whose address is 3417
Mercer, Suite E., Houston, Texas 77027 (Assignor) in consideration of
the sum of Ten Dollars ($10.00) and other valuable consideration, the receipt,
adequacy and sufficiency of which are hereby acknowledged, subject to the
reservations hereinafter set out, does hereby assign, transfer, convey, sell and
deliver unto Blacksands Petroleum Texas, LLC, a Texas corporation, whose
address is 800 Bering, Suite 250 Houston, Texas 77057 (Assignor), its
successors and assigns, a 25% leasehold working interest with a 18.75% of 8/8ths
net revenue interest associated therewith (the Interest) in and to the
Jackson Well No. I and Everett Well No. 7-1H (the Wells) located on the
Oil, Gas and Mineral Leases and amendments thereto and extensions thereof
(hereinafter called Said Leases) situated in Borden County, Texas, and
more fully described on Exhibit A, attached hereto and made a part
hereof for all purposes, together with all of Assignors share of
production, if any, from the Wells and like interest in all personal
property, fixtures and equipment including but not limited to the Wells,
Surface Facilities, Pipelines, Flowlines and all other equipment and personal
properties located on and used or obtained in connection therewith.

ThisAssignment and Bill of Sale of Wellsis subject to;

| | (i)   | The terms and provisions of the Notice of Operating
      Agreement between Westerly and Lucas recorded in Book 0301, Page 682 of
      the records of Borden County, Texas; and                                                                                                       
| | ----- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (ii)  | The Purchase and Sale and Exploration Agreement dated
      August 5, 2010 between Blacksands Petroleum-Texas, Inc. and Bonanza Oil
      and Gas, Inc; and                                                                                                                            
| | (iii) | That certain Assignment and Bill of Sale made effective
      the 5thday of February 2008 by and between Lucan Energy, Inc.
      as Assignor and Bonanza Oil and Gas, Inc. as Assignee, recorded in Volume
      0303, Page 786 in the Official Records in Borden County, Texas;
  and
| | (iv)  |                                                                                                                                                                                                                                                                                        
| | (v)   | All applicable rules, regulations or laws of the state or
      federal agency or body having jurisdiction over Said Leasesand
      the Wells.                                                                                                                                        

Assignor,
its successor and assigns, for the same consideration, does hereby agree to
WARRANT and DEFEND the Interest therein assigned unto said
Assignees, their successors, legal representatives and assigns, against
the lawful claims and demands of all persons whomsoever claiming or to claim the
same or any part thereof, by, through or under Assignor, and no further.

This
Assignment and Bill of Sale of Wells may be executed in several
counterparts, each of which when so executed shall be deemed an original and all
such counterparts when taken together, shall constitute one and the same
instrument. For recordation purposes, the separate signature pages and acknowledgements may be affixed to the body
of the original instrument without the necessity of recording each separate
counterpart in its entirety.

10

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IN
WITNESS WHEREOF, Assignor has executed this instrument on this ____ day
of August, 2010, to be effective August 1, 2010.

ASSIGNOR:

BONANZA OIL AND GAS, INC.

By:
___________________________________         
Bill Wiseman, president

ASSIGNEE:

BLACKSANDS PETROLEUM-TEXAS, INC.

By: ____________________________________
           David V. DeMarco,
CEO

ACKNOWLEDGMENTS

|STATE OF TEXAS   | § | 
|---------------- | - | 
|                 | § | 
|COUNTY OF HARRIS | § | 

This
instrument was acknowledged before me on the ___ day of __________, 2010, by Bill
Wiseman as president, of Bonanza Oil and Gas, Inc. a __________ corporation, on
behalf of said corporation.

I
have hereunto set my hand and official seal this ___ day of __________, 2010.

Notary Public, State of Texas

|STATE OF TEXAS   | § | 
|---------------- | - | 
|                 | § | 
|COUNTY OF HARRIS | § | 

This instrument was acknowledged before me on the ___ day of
__________, 2010, by David DeMarco as chief executive officer, of Blacksands
Petroleum-Texas, LLC, a Texas Limited Liability Corporation, on behalf of said
corporation.

I
have hereunto set my hand and official seal this ___ day of __________, 2010.

Notary Public, State of
___________

11

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EXHIBIT C

PARTIAL ASSIGNMENT OF OIL, GAS AND MINERAL LEASES

|STATE OF TEXAS   | § |                                      
|---------------- | - | -------------------------------------
|                 | § | KNOW ALL MEN BY THESE
      PRESENTS:
|COUNTY OF BORDEN | § |                                      

THAT,
BONANZA OIL AND GAS, INC. a _______corporation, whose address is 3417
Mercer, Suite E., Houston, Texas 77027 (hereinafter referred to as
Assignor), for and in consideration of Ten Dollars ($10.00) and other
good and valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, does herby bargain, sell, transfer, assign and convey unto
BLACKSANDS PETROLEUM-TEXAS, LLC, a Texas Corporation whose address is 800
Bering, Suite 250, Houston, Texas 77057 (hereinafter referred to as
Assignee), 18.75% leasehold working interest with a 14.0625% net
revenue interest attributable thereto (the Interest) in and to those
Oil, Gas and Mineral Leases, described in Exhibit A (the Leases),
attached hereto and made a part hereof for all purposes.

Partial
Assignment of Oil, Gas and Mineral Leases is made subject to the terms and
provisions contained in the Leases, and further subject to the
following;

| | 1.) | That certain Assignment and Bill of Sale made effective
      the 5thday of February 2008 by and between Lucan Energy, Inc.
      as Assignor and Bonanza Oil and Gas, Inc. as Assignee, recorded in Volume
      0303, Page 786 in the Official Records in Borden County, Texas;
  and
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | 2.) | The terms and provisions of the Notice of Operating
      Agreement between Westerly and Lucas recorded in Book 0301, Page 682 of
      the records of Borden County, Texas; and                                                                                                       
| | 3.) | The Purchase and Sale and Exploration Agreement dated
      August 5, 2010 between Blacksands Petroleum-Texas, Inc. and Bonanza Oil
      and Gas, Inc; and                                                                                                                            
| | 4.) | All applicable rules, regulations or laws of the state or
      federal agency or body having jurisdiction over the Leasesand
      the Interests.                                                                                                                                     

Assignees
agree to obligate themselves to assume and discharge their proportionate shares
of the express or implied obligations and liabilities imposed upon the
Lessees under the terms and provisions of the Leases affected
hereby the same as though Assignees had originally been named a
Lessee in the Leases and agree to hold Assignor harmless
from its failure to do so, to the extent provided for herein.

TO
HAVE AND TO HOLD same unto Assignee, together with all and singular
rights and appurtenances thereto in any way belonging, unto Assignee, its
successors and assigns, forever and Assignor hereby binds itself, its
heirs, successors and assigns, to warrant and forever defend all and singular
rights in the Leases and the Interest unto Assignee, its
successors and assigns, against every person whomsoever lawfully claiming or to
claim the same or any part thereof, by, through and under Assignor, but
not otherwise.

12

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IN
WITNESS HERE OF, this instrument is executed and made effective this 1st day of
August, 2010.

ASSIGNOR:

BONANZA OIL AND GAS, INC.

___________________________Bill
Wiseman, president

ASSIGNEE:

BLACKSANDS PETROLEUM-TEXAS, LLC

___________________________David De Marco, CEO

STATE OF TEXAS COUNTY OF HARRIS

This
instrument was acknowledged before me on the ___day of _____________, 2010, by
Bill Wiseman, as president of Bonanza Oil and Gas, LLC, a Nevada Corporation, on
behalf of said Corporation.

____________________________Notary Public, State of Texas

STATE OF TEXAS COUNTY OF HARRIS

This
instrument was acknowledged before me on the ___day of _____________, 2010, by
David DeMarco, as chief executive officer of Blacksands Petroleum-Texas, LLC, a
Texas Limited Liability Corporation, on behalf of said Corporation.

____________________________Notary Public, State of Texas

13

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