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                                                                    Exhibit 10.1

                    [ALBERTA TREASURY BRANCHES LETTER HEAD]

April 19, 2000

Westlinks Resources Ltd.
370 800 6 Avenue SW
Calgary, Alberta
T2P 3G3

ATTN. PETER SEKERA

Dear Mr. Sekera:

Alberta Treasury Branches has approved and offers financial assistance on the
terms and conditions in the attached Outline of Credit.

You may accept our offer by returning the enclosed duplicate of this letter,
signed as indicated below, by 4:00 p.m. on or before May 3, 2000 or our offer
will automatically expire. We reserve the right to cancel our offer at any time
prior to acceptance.

Yours truly,

/s/ Lori Wright
-------------------
Lori Wright, C.E.T.
Account Manager

/ck

Encl.

Accepted this 19 day of April, 2000

WESTLINKS RESOURCES LTD.

PER:  /s/ [signature]
     -------------------
     [name]
     [title]

PER:  /s/ [signature]
     -------------------
     [name]
     [title]
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                                                [ALBERTA TREASURY BRANCHES LOGO]

                               OUTLINE OF CREDIT

             LENDER:    ALBERTA TREASURY BRANCHES

             BORROWER:  Westlinks Resources Ltd.

A.   DETAILS OF CREDIT FACILITIES:

     1.   Revolving Production Loan Facility - $12,500,000

          -  To be capped at $7,500,000 pending the close of an acquisition from
             Cabre Exploration Ltd.

          -  Funds to be used for the general operating purposes of Borrower
             which includes the acquisition of oil and gas properties and the
             development of oil and gas properties.

          -  Advances will be limited to the least of:

               a)   the maximum principal of the loan facility;

               b)   the Borrowing Base;

                         the "Borrowing Base" means that amount which is
                         determined by Lender from time to time, after assessing
                         the economic evaluation report prepared by or audited
                         by a Lender approved consulting engineer on the
                         Borrower's total proved reserves using the Lender's
                         current evaluation guidelines and oil and gas price
                         forecasts.

          -  An amount, as determined by Lender, without restriction, that would
             otherwise be capable of being repaid within the one-half life of
             the total proved economic reserves of the Borrower.

          -  If requested by Borrower and approved by Lender, advances may be
             made available in any combination of the following.

               a)   direct borrowings by way of Demand Promissory Note with
                    interest calculated on daily outstanding principal at 0.25%
                    above Prime will be payable on the last day of each month
                    with principal advances and repayments to be in the minimum
                    sum of $100,000 or multiple of it;


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                               OUTLINE OF CREDIT

A.   DETAILS OF CREDIT FACILITIES (CONT'D):

               b)   through Lender's Guaranteed Notes program in multiples of
                    $100,000 subject to a maximum of $7,000,000 and a minimum of
                    $1,000,000 and Borrower will issue promissory notes to
                    Lender with up to 90 day maturity dates and interest
                    pre-calculated at 1.25% above the Guaranteed Note Base Rate
                    in effect at the time of advance. A $25 issuance fee will be
                    assessed per borrowing.

                    Lender's Guaranteed Notes shall remain in effect until the
                    maturity of the term selected. If the Lender does not
                    receive the instructions from the Borrower prior to maturity
                    concerning the renewal of the Guaranteed Notes, then the
                    prime based demand advances shall be automatically utilized
                    until instructions are received from the Borrower and the
                    production facility will be adjusted accordingly.

               c)   Letters of Credit and/or Letters of Guarantee, for terms not
                    to exceed one (1) year, to an aggregate maximum of $250,000
                    outstanding at any one time, and Borrower will be assessed a
                    fee of 2.0% with a minimum fee of $200 plus out of pocket
                    expenses.

          -  Loans may be repaid in whole or in part at any time, without
             penalty.

          -  This line of credit is subject to review, at least annually. The
             next annual review date has been established as April 30, 2001 but
             may be changed at the sole discretion of the Lender.

     2.   Specific Loan Facility - $3,800,000

          -  Interim funding pending receipt of proceeds from "Bought Deal"
             equity issue of $5,000,000 U.S. (approximately $7,500,000 Cdn.).

          -  Repayment of principal plus accrued interest at a rate of 2% above
             Prime from proceeds of equity issue.

          -  This loan is subject to periodic (and at least annual) review. Next
             scheduled review date is July 31, 2000 but may be changed at the
             sole discretion of the Lender.

B.   SECURITY DOCUMENTS

     1.   The security documents (whether now held or hereafter delivered) will
          secure all Credit Facilities unless and until otherwise agreed in
          writing by Lender.

     2.   The following security is required:

          a)   Incorporation documents including Certificate of Incorporation,
               Articles of Incorporation and Last Notice of Directors (including
               any amendments);

          b)   Business Corporation Agreement;


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                               OUTLINE OF CREDIT

B.   SECURITY DOCUMENTS (CONT'D):

          c)   Revolving Line of Credit Agreement together with supporting
               Promissory Note in the amount of $12,500,000 priced at 0.25%
               above Prime;

          d)   Promissory Note in the amount of $3,800,000 at a rate of 2% above
               Prime;

          e)   Guaranteed Note Revolving Line of Credit Agreement in the amount
               of $7,000,000;

          f)   General Security Agreement providing coverage over all present
               and after acquired personal property, to be registered at
               registries deemed appropriate by ATB's solicitor;

          g)   Solicitor prepared Continuing Debenture to be drawn in the amount
               of $25,000,000 at Prime plus 2% providing a floating charge over
               all undertaking of the corporation; to be registered at
               registries deemed appropriate by ATB's solicitor;

          h)   Title opinion on relative major properties;

          i)   Assignment of proceeds due from "bought Deal" share issue;

          j)   Assignment of any long term gas contract(s) in excess of 13
               months (if applicable);

          k)   Negative pledge re: existing assets and undertaking to provide
               additional security at the request of ATB;

          l)   Solicitor's Opinion Letter;

          m)   Group Creditor's Life Insurance - application or waiver;

          n)   Environmental Questionnaire & Disclosure Statement;

          o)   Evidence of Well Liability Insurance; and

          p)   All other security deemed necessary by ATB or its solicitor.

C.   FEES:

     1.   Non-refundable commitment fees of $36,250 ($18,125 since collected)
          re: revolving facility and $38,000 re: specific facility are payable
          on acceptance of this offer.

     2.   Any amount in excess of established credit facilities will be subject
          to a fee of 1% of such excess for each minimum 30-day period, where
          ATB in its discretion permits excess borrowings, if any.

     3.   For monthly or quarterly reports or statements not received within the
          stipulated periods, the Borrower will be subject to a fee of $50 per
          month, per report or statement, for each late reporting occurrence.


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                               OUTLINE OF CREDIT

C.   FEES (CONT'D)

     4.   For annual reports or statements not received within the stipulated
          periods, the Borrower will be subject to a fee of $250 per month, per
          report or statement, for each late reporting occurrence.

     5.   Non-refundable stand-by fee of 0.125% per annum on the monthly average
          balance of unused portion of Borrower's revolving Line of credit
          payable monthly.

D.   COVENANTS:

     Borrower will perform and observe the Positive and Negative Covenants set
     forth in Schedule "A" attached hereto. Guarantors (if any) will perform and
     observe the covenants in Schedule "A" under 1(c), (f), (h), (i), and (l),
     and 2(e), and (l). In addition, Borrower and each of the Guarantors (if
     any) covenants that they will perform and observe the following covenants,
     namely:

     1.   Borrower will provide to Lender as soon as possible and in any event:

          a)   annually within 90 days after the end of its fiscal years, an
               engineering report, in an economic evaluation format, of
               Borrower's major oil and gas interest, prepared by a firm
               acceptable to Lender and using Lender's pricing forecasts;

          b)   within 60 days after the end of each month, monthly production
               and revenue reports (operator statements or government "S"
               reports or internally generated area-by-area summaries supported
               by an Officer's Certificate) which will clearly indicate gross
               and/or net oil and gas production volumes, gross revenues,
               royalties and other burdens, operating costs, etc.; and

          c)   ongoing and at least annually at the review date, details of all
               gas contracts having a term of 13 months or longer.

     2.   Borrower will not, without the prior written consent of Lender, breach
          the following restrictions:

          a)   working capital ratio (as defined by GAAP with the exception that
               current liabilities will exclude the current portion of long term
               debt) not less than 1:1; and

          b)   debt to equity ratio not to exceed 2:1.


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                               OUTLINE OF CREDIT

E.   CONDITIONS PRECEDENT:

     None of the Credit Facilities will be available and the availability of
     further advances on any of the loans will be curtailed until the following
     conditions precedent have been satisfied, unless waived by Lender:

     1)   Lender has received all Security Documents and all registrations and
          filings have been completed, in all cases in form and substance
          satisfactory to Lender except at provincial energy departments which
          may be registered after loan advance;

     2)   Borrower has provided all financial statements, appraisals,
          environmental reports and any other information that Lender may
          require;

     3)   Lender is satisfied as to the value of the Borrower's assets and
          financial condition, and Borrower's ability to carry on business and
          repay any amount owned to Lender from time to time, and that no Event
          of Default exists;

     4)   The Specific Loan will not be advanced until the Borrower has arranged
          the equity funding under the bought deal on an unconditional basis.
          This shall be confirmed through ATB's solicitor;

     5)   The Revolving Loan will be capped at $7.5 million until the closing of
          the acquisition of Sounding Lake property from Cabre Exploration;

     6)   ATB shall be in receipt of audited financial statements with no
          adverse changes from draft statement previously provided by Borrower;

     7)   Prior to advance of any funds, ATB shall have received satisfactory
          credit reports on the Borrower and Guarantors from the respective
          institutions and such other credit reporting agencies as deemed
          appropriate; and

     8)   There is no Event of Default.

F.   EVENTS OF DEFAULT:

     Without restricting the rights of Lender to terminate any Credit Facility
     and to demand payment in full at any time, if any of the "Events of
     Default" in the attached Schedule "A" occurs and is continuing, Lender may
     at its option, by notice to Borrower, terminate any or all of the Credit
     Facilities hereunder and demand immediate payment in full of all or any
     part of the amounts owed by the Borrower. Failing such immediate payment,
     Lender may, without further notice, realize under the Security Documents to
     the extent Lender chooses.


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                               OUTLINE OF CREDIT

G.   MISCELLANEOUS:

     1.   All legal and other costs and expenses incurred by Lender in respect
          of the Credit Facilities, the Security Documents and other related
          matters will be paid or reimbursed by Borrower on demand by Lender.

     2.   All security documents will be prepared by or under the supervision of
          Lender's solicitors.

     3.   Acceptance of this offer will authorize Lender to instruct its
          solicitors to prepare all necessary security documents and proceed
          with related matters.

     4.   Lender, without restriction, may waive the satisfaction, observance or
          performance of any of the Conditions or Covenants contained in this
          Outline of Credit. Except to the extent that such waiver relates to an
          obligation of a Guarantor, the obligations of Guarantors (if any) will
          not be diminished, discharged or otherwise affect by or as a result of
          any such waiver.

Acceptance of this Commitment Letter will confirm that to the best of the
Borrower's knowledge, the Corporation is currently in compliance with
environmental laws and that there is no existing impairment to the properties as
a result of environmental damage.


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                                  SCHEDULE "A"
                CONTAINING STANDARD COVENANTS, EVENTS OF DEFAULT
                         AND INTERPRETATION PROVISIONS

1.   POSITIVE COVENANTS:

     Borrower and Guarantor (if any) or each of the Guarantors (if any) to the
     extent required under the outline of Credit to which this Schedule is
     attached, covenants with Lender that so long as it is indebted or otherwise
     obligated to Lender, it will:

     a)   pay to Lender when due all amounts (whether principal, interest or
          other sums) owing by it to Lender from time to time;

     b)   execute and deliver to Lender promissory notes or other evidence of
          indebtedness, in such form and at such times, as Lender may require;

     c)   deliver to Lender the Security Documents, in all cases in form and
          substance satisfactory to Lender;

     d)   use the proceeds of loans only for the purposes approved by Lender;

     e)   maintain its separate corporate existence an all licences and
          authorizations required from regulatory or governmental authorities or
          agencies to permit it to carry on its business, including, without
          limitation, any licences, certificates, permits and consents for the
          protection of the environment;

     f)   maintain appropriate books of account, records, reports and other
          papers relative to the operation of the business' affairs and
          financial conditions;

     g)   continuously carry on and conduct its business in a proper, efficient
          and businesslike manner;

     h)   maintain appropriate types and amounts of insurance, provide evidence
          of insurance to Lender on request and promptly advise Lender in
          writing of any significant loss or damage to its property;

     i)   maintain, repair and keep in good working order and condition all of
          its property and assets for continuous operation of its business;

     j)   pay when due all material amounts owed to any person and governmental
          authority unless payment is being disputed by it in good faith or is
          being withheld for prudent business reasons other than inability to
          make payment, and it will observe and perform its obligations to all
          persons and governmental authorities;

     k)   permit Lender, by its officers or authorized representatives at any
          reasonable time, to enter Borrower's premises and to inspect its
          plant, machinery, equipment and other real and personal property and
          their operation, and to examine and copy all relevant books of
          accounts, records, reports and other papers of Borrower;


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                                  SCHEDULE "A"
                CONTAINING STANDARD COVENANTS, EVENTS OF DEFAULT
                         AND INTERPRETATION PROVISIONS

1.   POSITIVE COVENANTS (CONT'D):

     1)   provide to Lender as soon as possible and in any event;

          i)   within 120 days after the end of each of its fiscal years,
               audited financial statements prepared by a firm of qualified
               accountants, and signed by appropriate officers of Borrower; and

          ii)  within 60 days following the end of each quarter, internally
               produced financial statements for that quarter;

     m)   provide to Lender on request any further information regarding its
          assets, operations and financial condition that Lender may from time
          to time require;

     n)   pay and remit all sums when due to tax and other governmental
          authorities (including, without limitation, any sums in respect of
          employees) and provide proof to Lender upon request;

     o)   upon request, provide Lender with such information and documentation
          as Lender may reasonably require from time to time in respect of the
          collection and payment of G.S.T. including, without limitation,
          information concerning the amount of taxable supplies, G.S.T.
          collected, input tax credits received and G.S.T. paid during each year
          of Borrower's operations;

     p)   upon request, Borrower will forward to Lender copy of any G.S.T.
          election forms filed with Revenue Canada Taxation;

     q)   Borrower will advise Lender of any transfer or exchange of assets with
          a related party where no funds are exchanged (i.e. nil consideration);

     r)   promptly advise Lender in writing, giving reasonable details, of each
          event which has or is reasonable likely to have a material adverse
          effect on its business, affairs or financial condition; and

2.   NEGATIVE COVENANTS:

     Borrower and Guarantors (if any) or each of the Guarantors (if any) to the
     extent required under the Outline of Credit to which this Schedule is
     attached, covenants with Lender that while it is indebted or otherwise
     obligated to Lender, it will not, without the prior written consent of
     Lender;

     a)   create or permit to exist any mortgage, charge, lien, encumbrance or
          other security interest on any of its present or future assets except
          the permitted encumbrances (if any) identified in the Outline of
          Credit. Permitted encumbrances will include encumbrances incurred
          through the normal course of business such as overriding royalties and
          Crown Royalties that have been advised to Lender through engineering
          reports and other means;


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                                  SCHEDULE "A"
                CONTAINING STANDARD COVENANTS, EVENTS OF DEFAULT
                         AND INTERPRETATION PROVISIONS


2.   NEGATIVE COVENANTS (CONT'D):

     b)   amalgamate, consolidate, or merge with or enter into any partnership
          or joint venture with any other person. Partnerships and joint
          ventures that are entered into in the normal course of business for
          the development of oil and gas properties and are advised to Lender
          through engineering reports before loan values are established on
          those properties, will be permitted without further reference to
          Lender;

     c)   sell, lease or otherwise dispose of any assets except assets being
          sold in the ordinary course of business including farm-ins used for
          the development of undeveloped properties which will be permitted;

     d)   move any of its assets or allow any of its assets to be moved outside
          the Provinces of Alberta, Saskatchewan, British Columbia or Manitoba;

     e)   change the present nature of its business;

     f)   operate accounts with, take loans from, or otherwise conduct any
          banking business with any financial institution other than Lender;

     g)   reduce its capital or redeem, purchase or otherwise acquire, retire or
          pay off any of its present or future share capital;

     h)   pay unusual sum(s) to or for the benefit of shareholders or persons
          associated with shareholders (within the meaning of the Business
          Corporations Act of Alberta) by way of salaries, bonuses, dividends,
          management fees, repayment of loans or otherwise, in excess of the
          amount for any fiscal year approved by Lender;

     i)   permit its working capital ratio (as determined by Lender in
          accordance with generally accepted accounting practices) to fall below
          the level approved by Lender;

     j)   permit its debt to equity ratio (as determined by Lender in accordance
          with generally accepted accounting practices) to exceed the level
          approved by Lender;

     k)   provide financial assistance (by means of loan, guarantees, or
          otherwise) to any person other than in favour of Lender; and

     l)   respecting any land now or in the future mortgaged or charged as
          security in favour of Lender by Borrower or any Guarantor, allow any
          pollutant (including any pollutant now on, under or about such land)
          to be placed, handled, stored, disposed of or released on, under or
          about such land without the prior written consent of Lender which may
          be arbitrarily or unreasonably withheld, and, if granted, may be
          subject to conditions, except that Borrower may use or produce any
          pollutants in the normal course of Borrower's business as long as
          Borrower complies with all applicable laws placing, handling, storing,
          transporting, disposing of or otherwise dealing with such pollutants.


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                                  SCHEDULE "A"
                CONTAINING STANDARD COVENANTS, EVENTS OF DEFAULT
                         AND INTERPRETATION PROVISIONS

3.   EVENTS OF DEFAULT:

     a)   if Borrower defaults in paying when due all or part of its
          indebtedness or other liability to Lender and such default continues
          after notice from Lender;

     b)   if Borrower or a Guarantor (if any) defaults in the observance or
          performance of any of its covenants or obligations in this Schedule or
          in the Outline of Credit to which this Schedule is attached or in any
          of the Security Documents, or in any other document under which
          Borrower or a Guarantor (if any) is obligated to Lender, and in any
          such cases, the default continues after notice from Lender;

     c)   if any charge or encumbrance on any property of Borrower becomes
          enforceable and steps are taken to enforce it;

     d)   if Borrower defaults in any obligation to any other person which
          involves or may involve a sum which Lender considers material, and the
          default will not be cured within seven (7) days of the date Borrower
          first knew or should have known of the default;

     e)   if any other creditor or Borrower or a Guarantor (if any) takes
          collection steps against Borrower or its assets;

     f)   if final judgement or judgements should be entered against Borrower or
          Guarantor (if any) for the payment of any amount of money which Lender
          considers material, and the judgement is or judgements are not
          discharged within 20 days;

     g)   if an order is made, an effective resolution passed, or a petition
          is filed for the winding up the affairs of Borrower or a Guarantor (if
          any) or if a receiver of Borrower or a Guarantor (if any) or any part
          of its assets is appointed;

     h)   if Borrower or a Guarantor (if any) becomes insolvent or makes a
          general assignment for the benefit of its creditors or otherwise
          acknowledges its insolvency or if a bankruptcy petition is filed or
          receiving is made against a Borrower or Guarantor (if any) and is not
          being disputed in good faith;

     i)   if Borrower ceases or threatens to cease to carry on its business or
          makes a bulk sale of its assets;

     j)   if any of the licences, permits or approvals granted by any government
          or governmental authority or agency and essential to the business of
          Borrower is withdrawn, cancelled, suspended or adversely amended; and

     k)   if any material adverse change occurs (as determined by Lender in its
          sole discretion) in the business, management, prospects, assets,
          liabilities or condition (financial or otherwise) of Borrower or a
          Guarantor (if any).


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                                                [ALBERTA TREASURY BRANCHES LOGO]

                                  SCHEDULE "A"
                CONTAINING STANDARD COVENANTS, EVENTS OF DEFAULT
                         AND INTERPRETATION PROVISIONS

4.  INTERPRETATION

     In the Positive Covenants, Negative Covenants, Events of Default and the
     Outline of Credit (including any other Schedules) to which this Schedule
     "A" is attached:

     a)   words importing the singular will include the plural and vice versa,
          and words importing gender will include the masculine, feminine and
          neuter, and anything importing or referring to a person will include
          a body corporate and a partnership and any entity, in each case all as
          the context and the nature of the parties requires;

     b)   any Covenant or Event of Default or any part of any Covenant or Event
          of Default which contemplates that Borrower or Guarantor is a body
          corporate will, to that extent only, be inapplicable to Borrower or
          such Guarantor if not a body corporate;

     c)   "Prime" means the prime lending rate per annum established by Lender
          from time to time. Where the interest rate for a credit is based on
          Prime, the applicable rate on any day will depend on the Prime in
          effect on that day. The statement by Lender as to Prime and as to the
          rate of interest applicable to a credit on any day will be binding and
          conclusive for all purposes;

     d)   all interest rates specified are nominal annual rates. The effective
          annual rate in any case will vary with payment frequency;

     e)   any written communication which Lender may wish to serve on Borrower
          or Guarantor (if any) may be served personally (in the case of a body
          corporate, on any officer or director thereof) or by leaving the same
          at or mailing the same by registered mail to the last known address of
          Borrower or Guarantor (if any), and in the case of mailing will be
          deemed to have been received two (2) business days after mailing
          except in the case of postal disruption; and

     f)   "Lender", "Borrower", "Guarantors" (if any) and "Security Documents"
          have the meaning set out in the Outline of Credit to which this
          Schedule is attached. "Security Documents" will also include any other
          securities and related documents now held or hereafter delivered by
          Borrower or Guarantors (if any) to Lender as security for the debts
          and other liabilities of Borrower to Lender, whether arising prior to
          or after acceptance by Borrower or Guarantor of the Outline of Credit
          and this Schedule "A".


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