Filed by Automated Filing Services Inc. (604) 609-0244 - Park Place Energy Corp. - Exhibit 10.12






CONSULTING AGREEMENT 

THIS AGREEMENT made as of the 26th day of March,
2007. 

BETWEEN: 


  
    
      
        PARK PLACE ENERGY INC., 1220 – 666 Burrard
          Street, Vancouver, British Columbia V6C 2X8 

        (herein called the “Company”) 

      

    

  



OF THE FIRST PART 

AND: 


  
    
      
        BT HYDROCARBONS CORPORATION, 768 Strathcona
          Drive SW, Calgary, Alberta T3H 1S1 

        (herein called the “Consultant”) 

      

    

  



OF THE SECOND PART 

WHEREAS: 

A.                
       The Company wishes to engage the
services of the Consultant; and 

B.            
           The Consultant
has agreed to provide consulting services to the Company and to expend such
amount of its time as is necessary to provide the same, on the terms set forth
herein. 

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of
the mutual covenants and premises set forth herein, and for other good and
valuable consideration (the receipt and sufficiency of which is hereby
acknowledged) the parties hereto agree as follows: 

1.                       
APPOINTMENT OF CONSULTANT 

1.1                     
The Company hereby appoints the Consultant to provide such consulting services
for the benefit of the Company as the Company may request from time to time (the
“Services”), and the Company hereby authorizes the Consultant to exercise
such powers as provided under this Agreement. The Consultant accepts such
appointment and authority on the terms and conditions herein set forth. 

1.2                     
The Consultant is now and shall remain an independent contractor and nothing
contained in this Agreement is intended to create or shall be construed so as to
create an agency 




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or employment relationship, a partnership or joint venture
between the Company and the Consultant.

1.3                      The
parties agree that the Consultant shall provide all of the Services through its
employee, Terry Buchanan. A reference herein to the Consultant shall be deemed
to include Mr. Buchanan. 

The Consultant will be subject to the direction of the
Directors of the Company and shall keep the Board informed as to all material
matters concerning the Consultant’s activities. 

2.                       
COMPENSATION OF CONSULTANT 

2.1                       In
consideration of the Services provided to the Company by the Consultant as of
the date of this Agreement, the Company agrees to issue to the Consultant
300,000 shares in the capital stock of the Company at a deemed price of $0.25
per share, as fully-paid and non-assessable shares. 

2.2                      Further
compensation payable to the Consultant in connection with Services to be
rendered will be determined between the parties from time to time and evidenced
in writing signed by both parties prior to the commencement of any such
Services.

2.3                     
In addition to compensation payable to the Consultant as specified in §2.2, the
Company may grant options to the Consultant consistent with its normal stock
option plan for directors, officers, employees, consultants and management
company employees. 

3.                       
GENERAL MATTERS 

3.1                      This
Agreement shall be for an indefinite term, subject to the right of the Company
or the Consultant to terminate the Agreement at any time on 30 days written
notice. 

3.2                      During
the term of this Agreement, the Consultant shall devote such of its time,
attention, and abilities to the business of the Company as the Company shall
reasonably request provided that nothing contained herein shall be deemed to
require the Consultant to devote its exclusive time, attention and abilities to
the business of the Company; and the Consultant shall not be precluded from
acting in a function similar to that contemplated under this Agreement or in any
other capacity for any other person, firm or company provided such action shall
not prevent the Consultant from fulfilling its duties pursuant to this
Agreement. 

3.3                      The
Company shall reimburse the Consultant for such reasonable expenses incurred by
the Consultant in the course of conducting the activities described in this
Agreement as have been pre-approved by the Company in writing. 

3.4                      All
disputes arising out of or in connection with this Agreement shall be referred
to and finally resolved by arbitration pursuant to the Commercial Arbitration
Act of British Columbia and administered by the British Columbia
International Arbitration Centre pursuant to its Rules. The matter shall be
heard before one arbitrator appointed in accordance with the Rules. The decision
of the arbitrator on all issues or matters submitted to the arbitrator for 




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resolution shall be conclusive, final and binding on all of the
parties and the arbitrator shall determine who shall bear the costs of any such
arbitration. 

3.5                     
The parties will execute and deliver all such further documents and instruments
and do all such further acts and things as may be required to carry out the full
intent and meaning of this Agreement and to effect the transactions contemplated
hereby. 

3.6                      This
Agreement may be executed in several counterparts, and by facsimile or PDF, each
of which will be deemed to be an original and all of which will together
constitute one and the same instrument. 

3.7                      This
Agreement shall be governed by the laws of British Columbia and the federal laws
of Canada applicable therein and the parties irrevocably attorn to the
jurisdiction of the courts of British Columbia. 

IN WITNESS WHEREOF the parties have duly executed this
Agreement as of the date first above written. 

PARK PLACE ENERGY INC.


Per: /s/ David
Stadnyk 

       Authorized
Signatory 

BT HYDROCARBONS CORPORATION 


Per: /s/ Terry
Buchanan 
       Authorized
Signatory