Exhibit 4.18





EXHIBIT 4.18


CONSULTANT COMPENSATION AGREEMENT


        THIS CONSULTANT
COMPENSATION AGREEMENT (the "Agreement") is made this 27th day of August 2002,
between San Antonios Resources Inc., a British Columbia company ("San
Antonios"), having its address at Suite 1120 - 750 West Pender, Vancouver
B.C.,V6C 2T8, and [name of Consultant] ("[Consultant]") having an address at
[address], who has executed and delivered this Agreement by the execution and
delivery of the Counterpart Signature Page which is designated as Exhibit "A".



        WHEREAS, the Board
of Directors of San Antonios has adopted a written compensation agreement for
compensation of [Consultant], a natural person; and



        WHEREAS, San
Antonios engaged [Consultant] to provide services at the request of and subject
to the satisfaction of its management, for which San Antonios agrees to
compensate [Consultant]; and



        WHEREAS,
[Consultant] has provided services at the request and subject to the approval of
the management of San Antonios; and



        WHEREAS, a general
description of the nature of the services performed and to be performed and the
maximum value of such services under the Agreement is set forth in Exhibit "B"
thereto; and



        WHEREAS, San
Antonios and [Consultant] intend that the Agreement and the services performed
hereunder were and shall be made, requested and performed in such a manner that
the Agreement shall be a "written compensation agreement" as defined in Rule 405
of the Securities and Exchange Commission ("Commission") pursuant to which San
Antonios may issue "freely tradable" Common Shares (except as may be limited by
"affiliate" status) in its capital stock (the "Shares") as payment for services
rendered pursuant to an S-8 Registration Statement to be filed with the
Commission by San Antonios;



        NOW, THEREFORE, in
consideration of the mutual covenants and promises contained herein, it is
agreed:




Section 1




           
Compensation Plans 




           
1.1 Employment. San Antonios hereby employs [Consultant] and [Consultant] hereby
accepts such employment, and has performed and, if applicable, will perform the
services requested by management of San Antonios to its satisfaction during the
term hereof. The services performed by [Consultant] hereunder have been and will
be personally rendered by [Consultant] and no one acting for or on behalf of
[Consultant], except those persons normally employed by [Consultant] in
rendering services to others, such as secretaries, bookkeepers and the like.



           
1.2 Independent Contractor. Regardless of [Consultant]'s status as "employee"
under Rule 405 of the Commission, all services rendered by [Consultant]
hereunder have been rendered as an independent contractor, and [Consultant]
shall be liable for any taxes, withholding or other similar taxes or charges,
and [Consultant] shall indemnify and hold San Antonios harmless therefrom; it is
understood and agreed that the value of all such items has been taken into 



account by [Consultant] in computing the billable rate for
the services [Consultant] has rendered and agreed to render to San Antonios.



           
1.3 Term. All services performed at the request of San Antonios by [Consultant]
have either been performed or completed, or shall be performed within twelve
months from the date hereof, at which time the Agreement shall terminate. 



           
1.4 Payment. San Antonios and [Consultant] agree that San Antonios shall pay the
invoices of [Consultant] for the services performed under the Agreement by the
issuance of Shares with an agreed upon value of $0.125 per share; provided,
however, that the Shares shall be issued pursuant to and shall be subject to the
filing and effectiveness of a Registration Statement on Form S-8 covering the
Shares with the Commission.



           
1.5 Invoices for Services. [Consultant] has provided or shall provide San
Antonios with written invoices detailing the services duly performed and/or the
retainer or flat fee for such services. Such invoices shall be paid by San
Antonios in accordance with Section 1.4 above. The submission of an invoice for
the services performed by [Consultant] shall be deemed to be a subscription to
purchase Shares at the price outlined in Section 1.4 above, subject only to the
filing and effectiveness of a Registration Statement on Form S-8 covering the
Shares with the Commission.



           
1.6 Common Share Price. To the extent deemed required or necessary and for all
purposes of the Agreement, [Consultant] shall have an "option" with a cashless
exercise, covering the Shares at the per share price set forth in paragraph 1.4
above during the term hereof; [Consultant] assume the risk of any decrease in
the per share price or value of the Shares that may be issued by San Antonios
for services performed by [Consultant] hereunder, and [Consultant] agrees that
any such decrease shall in no way affect the rights, obligations or duties of
[Consultant] hereunder.



           
1.7 Limitation on Services. None of the services rendered by [Consultant] and
paid for by the issuance of Shares shall be services related to any "capital
raising" transaction.



           
1.8 Delivery of Shares. Subject to the filing and effectiveness of a
Registration Statement on Form S-8 of the Commission covering the Shares, one or
more stock certificates representing the Shares shall be delivered to
[Consultant] at the address listed on the Counterpart Signature Pages, unless
another address shall be provided to San Antonios in writing prior to the
issuance of the Shares.



           
1.9 Adjustments in the Number of Common Shares in the Capital Stock and Price
per Share. San Antonios and [Consultant] agree that the per share price of the
Shares that may be issued by San Antonios to [Consultant] for services performed
under the Agreement has been arbitrarily set by San Antonios, and was determined
based upon an agreed upon value of the Shares at the time of this Agreement;
however, in the event San Antonios shall undergo a merger, consolidation,
reorganization, recapitalization, declare a stock dividend of its Common Shares
or cause to be implemented a forward or reverse stock split which affects the
present number of issued and outstanding Common Shares in the capital stock of
San Antonios prior to the issuance of the Shares to [Consultant], that the per
share price and the number of Shares issuable to [Consultant] for services
actually rendered hereunder after such event shall be appropriately adjusted to
reflect any such event. 






Section 2




           
Representations and Warranties of San Antonios




           
San Antonios represents and warrants to, and covenants with, [Consultant] as
follows:



           
2.1 Corporate Status. San Antonios is a company duly organized, validly existing
and in good standing under the laws of the Province of British Columbia and is
licensed or qualified as a foreign corporation in all states in which the nature
of its business or the character or ownership of its properties makes such
licensing or qualification necessary.



           
2.2 Compensation Plans. The Board of Directors of San Antonios has duly adopted
a Compensation Plan as defined in Rule 405 of the Commission pursuant to which
San Antonios may issue "freely tradable" Common Shares in its capital stock as
payment for services rendered, subject to the filing and effectiveness of an S-8
Registration Statement to be filed with the Commission by San Antonios.



           
2.3 Registration Statement on Form S-8. San Antonios shall engage the services
of a competent professional to prepare and file a Registration Statement on Form
S-8 with the Commission to cover the Shares to be issued under the Plan; shall
cooperate with such professional in every manner whatsoever to the extent
reasonably required or necessary so that such Registration Statement shall be
competently prepared, which such Registration Statement shall not contain any
untrue statement of a material fact or omit to state a material fact necessary
in order to make the statements made therein, in light of the circumstances
under which they were made, not misleading, and which such Registration
Statement shall become effective immediately upon its filing; such Registration
Statement shall be prepared at the sole cost and expense of San Antonios; and
San Antonios will provide to [Consultant] prior to the issuance and delivery of
the Shares a copy of such Registration Statement, the Compensation Plan adopted
by its Board of Directors, all quarterly, annual or current reports or other
documents incorporated by reference into such Registration Statement and any
other similar reports filed or publicly disseminated following the effective
date of any such Registration Statement.



           
2.4 Federal and State Securities Laws, Rules and Regulations. San Antonios shall
fully comply with any and all federal or state securities laws, rules and
regulations governing the issuance of the Shares.



           
2.5 Limitation on Services. San Antonios shall not request [Consultant] to
perform any services in connection with any "capital raising" transaction under
the Agreement.



           
2.6 Reports with the Commission. San Antonios is required to file reports with
the Commission pursuant to Section 13 of the Securities Exchange Act of 1934, as
amended (the "1934 Act"), and San Antonios has or will file with the Commission
all reports required to be filed by it forthwith, and shall continue to file
such reports with the Commission so long as required, but for a period of not
less than one year; and such reports are or will be true and correct in every
material respect.



           
2.7 Corporate Authority and Due Authorization. San Antonios has full corporate
power and authority to enter into the Agreement and to carry out its obligations
hereunder. Execution of the Agreement and performance by San Antonios hereunder
have been duly authorized by all requisite corporate action on the part of San
Antonios, and the Agreement constitutes a valid and binding obligation of San
Antonios and performance hereunder will not 



violate any provision of the Articles of Incorporation,
Bylaws, agreements, mortgages or other commitments of San Antonios. 




Section 3




           
Representations and Warranties of [Consultant]




           
[Consultant] represents and warrants to, and covenants with, San Antonios as
follows:



           
3.1 Employment. [Consultant] hereby accepts employment by San Antonios for the
services performed pursuant to this Agreement. The services performed by
[Consultant] hereunder have been personally rendered by [Consultant] and persons
whom he employs or contracts with in the regular course of business.



           
3.2 Sophisticated Investors. [Consultant] represents and warrants that, by
reason of income, net assets, education, background and business acumen,
[Consultant] has the experience and knowledge to evaluate the risks and merits
attendant to an investment in Common Shares in the capital stock of San
Antonios, either singly or through the aid and assistance of a competent
professional, and is fully capable of bearing the economic risk of loss of the
total investment of services.



           
3.3 Suitability of Investment. Prior to the execution of the Agreement,
[Consultant] shall have provided the services outlined in the respective
Counterpart Signature Pages to San Antonios, and [Consultant] fully believes
that an investment in Common Shares in the capital stock of San Antonios is a
suitable investment for [Consultant]



           
3.4 Limitation on Services. None of the services rendered by [Consultant] and
paid for by the issuance of the Shares shall be services related to any "capital
raising" transaction.



           
3.5 Authority and Authorization. [Consultant] has full power and authority to
enter into the Agreement and carry out the obligations hereunder. Execution of
the Agreement and performance by [Consultant] hereunder constitutes a valid and
binding obligation of [Consultant] and performance hereunder will not violate
any other agreement to which he is a party.




Section 4




           
Indemnity




           
4.1 San Antonios and [Consultant] agree to indemnify and hold the other harmless
for any loss or damage resulting from any misstatement of a material fact or
omission to state a material fact by the other contained herein or contained in
the S-8 Registration Statement of San Antonios to be filed hereunder, to the
extent that any misstatement or omission contained in the Registration Statement
was based upon information supplied by the other.




Section 5




           
Termination




           
5.1 Prior to the performance of services hereunder, the Agreement may be
terminated (1) by mutual consent of San Antonios and [Consultant] in writing;
(2) by either the Directors of San Antonios or [Consultant] if there has been a
material misrepresentation or material breach of 



any warranty or covenant by the other party; and (3) shall
automatically terminate at the expiration of the term hereof, provided, however,
all representations and warranties shall survive the termination hereof;
provided, further, however, that any obligation of San Antonios to pay for any
services actually rendered by [Consultant] hereunder shall survive any such
termination.




Section 6




           
General Provisions




           
6.1 Further Assurances. At any time, and from time to time, after the execution
hereof, each party will execute such additional instruments and take such action
as may be reasonably requested by the other party to carry out the intent and
purposes of the Agreement.



           
6.2 Notices. All notices and other communications hereunder shall be in writing
and shall be deemed to have been given if delivered in person or sent by prepaid
first-class registered, over night or certified mail.



           
6.3 Entire Agreement. The Agreement constitutes the entire agreement between the
parties and supersedes and cancels any other agreement, representation, or
communication, whether oral or written, between the parties hereto relating to
the transactions contemplated herein or the subject matter hereof.



           
6.4 Headings. The section and subsection headings in the Agreement are inserted
for convenience only and shall not affect in any way the meaning or
interpretation of the Agreement.



           
6.5 Governing law. The Agreement shall be governed by and construed and enforced
in accordance with the laws of British Columbia.



           
6.6 Assignment. Neither San Antonios nor [Consultant] can assign any rights,
duties or obligations under the Agreement, and in the event of any such
assignment, such assignment shall be deemed null and void.



           
6.7 Counterparts. The Agreement may be executed simultaneously in one or more
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.



IN WITNESS WHEREOF, the parties have executed the Agreement
effective the day and year first above written.




SAN ANTONIOS RESOURCES, INC.



    
  

_/s/ Antonios Kripotos______________ 

Antonios Kripotos

President, CEO and Director



                      
                    
                  
                
              
            
          
        
      
    
  



EXHIBIT "A"


CONSULTANT COMPENSATION AGREEMENT





Counterpart Signature Page




           
THIS COUNTERPART SIGNATURE PAGE for that certain Consultant Compensation
Agreement between San Antonios Resources Inc. and the undersigned Consultant is
executed as of the date set forth herein below.



Consultant:



	(signature of Consultant
    
	Date: August 27th, 2002
	[Consultant]	 






EXHIBIT "B"



 


Number of Shares and Maximum Value of Services




The number of Common Shares in the capital stock of San
Antonios Resources Inc. (the "Company") to be issued to [Consultant] under an
S-8 registration is not to exceed [number] ([number]) with the actual number
issued dependent in the view of the Board of Directors on the degree of
accomplishment of the services to be performed on behalf of the Company by
[Consultant] as set out below under General Description of Services to be
Performed.



The maximum value of the services to be provided at a deemed
price of US $0.125 will amount to a maximum of US $50,000.




General Description of Services to be Performed




To assist in bringing up to date all Corporate and Regulatory
Requirements of San Antonios Resources Inc. including, but not limited to
Accounting and Auditing for the year ending December 31, 2001, 2001 Annual
Report to be filed by way of a Form 20 - F, Tax Returns for San Antonios
Resources Inc. and San Antonios Resources (USA) Inc covering fiscal years 1999,
2000 and 2001, preparation of Circular and mail out to shareholders for Annual
General Meeting.



 



[CONSULTANT]







 


August 27th, 2002

Antonios Kripotos , President

San Antonios Resources, Inc.

Suite 1120 - 750 West Pender

Vancouver B.C.V6C 2T8



Re: San Antonios Resources



Dear Mr. Kripotos:



This will confirm the rendering of consulting services under
my Consultant and Compensation Agreement with you in exchange for [number]
Common Shares in the capital stock of San Antonios Resources, Inc.



 

Sincerely,

[Consultant]