Filed by Automated Filing Services Inc. (604) 609-0244 - Tuscany Minerals, Ltd. - Exhibit 10.3






 Jerry H. Clay  

 102 N. College, Suite 507

  Tyler, Texas 75702

  (903) 597 - 0289 


September 30, 2003



LETTER AGREEMENT 


 TUSCANY MINERALS, LTD. 

  J. Stephen Barley, President 

  2060 Gisby Street 

  West Vancouver, B.C. V7V 4N3

	Re: 	Davey-Colley No. 1 Re-entry: 527.23 acres, more or
        less, a part of the J.I. Aguilera Survey, A-5, the Robert Earl Survey,
        A-256, the J.L. Roundtree Survey, A-695, the E. Cone Survey, A-194, and
        the C.C. Stibbins Survey, A-754, and being the same land described in
        deed dated November 20, 1943 from M.A. Davey to Paul McKenzie and wife,
        recorded in Volume 331, at page 558 of the Deed Records of Anderson County,
        Texas (the “Prospect Lands”). 

      


Dear Mr. Barley: 

 This letter, when executed by you in the space provided below,
  sets forth and confirms the understanding of our agreement concerning the abandonment
  of the re-entry of the well previously known as the Lamar Hunt LNR Company Inc.
  No. 1 well (the “Well”) in the Tennessee Colony East (Rodessa) Field,
  Anderson County, Texas, on the following terms and conditions (the “Letter
  Agreement”): 

	 	1.	Jerry H. Clay (“Clay”) agrees
        to assume all liabilities associated with plugging and abandoning the
        Well. In and for the consideration of Clay’s assumption of the plugging
        obligation and other good and valuable consideration, the receipt and
        sufficiency of which is hereby acknowledged, Tuscany Minerals Ltd. (“Tuscany”)
        does hereby bargain, sell, transfer, assign and convey unto Clay all its
        right, title and interest in the wellbore of the Well and any hydrocarbons
        produced from the Well, together with a like interest in all well site
        equipment used or obtained for the use in connection therewith.

	 	 	 
	 	2.	Tuscany agrees to release Clay from
        any claims arising from that certain letter agreement dated June 19, 2003,
        by and between Clay and Tuscany, the amendment to that letter agreement
        dated September 8, 2003, by and between Clay, Tuscany and Arcadia Exploration
        and Production Company (“Arcadia”), and the operating agreement
        dated June 19, 2003. Said release shall not apply to Clay’s obligation
        to pay Arcadia for Clay’s share of costs as described in the June
        19, 2003, letter agreement.

	 	 	 
	 	3.	The above notwithstanding, Tuscany expressly
        retains its right to participate in the drilling of a new well on the
        Prospect Lands under the terms and conditions set forth in the June 19,
        2003, letter agreement subject to the following terms. Upon receipt of
        written notice of a proposed new well, Tuscany will have ten (10) business
        days within which to notify the proposing party whether Tuscany elects
        to participate in the new well. If Tuscany elects to go non-consent in
        the new well or fails to reply within the above-specified timeframe, Tuscany
        shall be deemed to have relinquished to the consenting parties in proportion
        to their leasehold interests all its right, title and interest in and
        to such new well and equipment thereon and to all leasehold rights, interest
        and acreage on the Prospect Lands. Tuscany may not propose to drill a
        new well on the Prospect Lands while the Well is producing commercially
        or while the Well is being re-entered or re-worked.

	 	 	 
	 	4.	To the extent that the provisions of
        this Letter Agreement conflict with the provisions of the operating agreement
        dated June 19, 2003, and the letter agreements dated June 19, 2003, and
        September 8, 2003, this Letter Agreement shall control.



 If the above outlined terms and conditions correctly set forth
  your understanding of our agreement, please so indicate by executing one original
  of this Letter Agreement and returning to the undersigned. 

	 	Yours truly,
	 	 	 
	 	JERRY H. CLAY
	 	 	 
	 	By: 	/s/ Jerry H. Clay
	 	 	

	 	 	Jerry H. Clay


 Agreed and accepted this 30th day of September, 2003. 

 TUSCANY MINERALS, LTD.

	By:	/s/ J. Stephen Barley	 
	 	
	 
	 	J. Stephen Barley President