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AMENDMENT TO CONSULTING AGREEMENT

THIS AGREEMENT made the 19th day of October, 2007.

BETWEEN:

FOX PETROLEUM INC., a company
incorporated pursuant to the laws of the State of Nevada, with an office at
64 Knightsbridge, London SW1X 7JF

(the Company)

OF THE FIRST PART

AND:

ALEXANDER CRAVEN, of 64
Knightsbridge, London SW1X 7JF

(the Consultant)

OF THE SECOND PART

WHEREAS:

A. The Company is a United States reporting company under the
US Securities Exchange Act of 1934;

B. The Company has engaged the Consultant to provide, and the
Consultant has provided to the Company, certain management services as the Vice
President of Finance of the Company pursuant to a Consulting Agreement dated
June 8, 2007 (the Consulting Agreement);

C. The Company and the Consultant have agreed to amend the
Consulting Agreement on certain terms as hereinafter set out.

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

|1.  | REMUNERATION                                                                                           
|--- | -------------------------------------------------------------------------------------------------------
|    |                                                                                                        
|1.1 | Consultant Fee                                                                                         
|    |                                                                                                        
|    | Section 2.1 of the Consulting Agreement is hereby deleted
      and the following substituted therefor:

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- 2 -

|   | 2.1 Consultant Fee                                                                                                                                                                                                                    
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                        
|   | In consideration for providing the Duties, the Company
      shall pay to the Consultant a contract fee (the Fee) of ₤7,000 monthly
      during the Term, payable on the first day of each month, commencing
      October 1, 2007.
|   |                                                                                                                                                                                                                                        
|2. | BALANCE OF TERMS                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                        
|   | All other terms of the Consulting Agreement shall remain
      in full force and effect.                                                                                                                                               

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

FOX PETROLEUM INC.

|Per: | /s/ Richard Moore    | 
|---- | -------------------- | 
|     | Authorized Signatory

|SIGNED, SEALED and DELIVERED by  | ) |                           
|-------------------------------- | - | --------------------------
|ALEXANDER CRAVEN in the presence | ) |                           
|of:                              | ) |                           
|                                 | ) |                           
|/s/ J. Brown                     | ) |                           
|Signature                        | ) | /s/ Alexander
      Craven
|J. Brown                         | ) | ALEXANDER CRAVEN          
|Print Name                       | ) |                           
|Templar House, Templar Court,    | ) |                           
|Address                          | ) |                           
|York, Y023 3YS                   | ) |                           
|                                 | ) |                           
|Property Manager                 | ) |                           
|Occupation                       |   |                           

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