Exhibit 10.1

THIS PRIVATE PLACEMENT  SUBSCRIPTION  AGREEMENT (THE  "SUBSCRIPTION  AGREEMENT")
RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE  TRANSACTION  TO PERSONS WHO
ARE NOT U.S.  PERSONS (AS DEFINED  HEREIN)  PURSUANT TO  REGULATION  S UNDER THE
UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").

NONE OF THE SECURITIES TO WHICH THIS  SUBSCRIPTION  AGREEMENT  RELATES HAVE BEEN
REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO
REGISTERED,  NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY,  IN THE UNITED
STATES OR TO U.S.  PERSONS (AS DEFINED  HEREIN)  EXCEPT IN  ACCORDANCE  WITH THE
PROVISIONS  OF  REGULATION  S UNDER  THE  1933  ACT,  PURSUANT  TO AN  EFFECTIVE
REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION
FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE  REGISTRATION  REQUIREMENTS OF THE
1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE  WITH APPLICABLE  STATE  SECURITIES
AND PROVINCIAL LAWS. IN ADDITION,  HEDGING TRANSACTIONS INVOLVING THE SECURITIES
MAY NOT BE CONDUCTED UNLESS IN COMPLIANCE WITH THE 1933 ACT.

                             SUBSCRIPTION AGREEMENT

THIS SUBSCRIPTION AGREEMENT (the "Agreement") made as of JUNE 14, 2008.

BETWEEN:    SPRING CREEK CAPITAL CORP. (the "Company")

AND:        STRAND GROUP LTD. (the "Subscriber")

WHEREAS:

     The  Subscriber  wishes to purchase  960,000  shares of common stock in the
Company for a purchase price of $96,000;

     SPRING CREEK  CAPITAL  CORP.  has agreed to sell  certain  shares of common
stock to the Subscriber; and

     NOW  THEREFORE  THIS  AGREEMENT  witnesses  that,  for  good  and  valuable
consideration,  the receipt and sufficiency of which is hereby acknowledged, the
parties hereto agree as follows:

1. INTERPRETATION

1.1 In this  Agreement,  words  importing the singular number only shall include
the plural and vice versa,  words importing gender shall include all genders and
words importing persons shall include individuals,  corporations,  partnerships,
associations,  trusts,  unincorporated  organizations,  governmental  bodies and
other legal or business entities of any kind whatsoever.

1.2 Any reference to currency is to the currency of the United States of America
unless otherwise indicated.
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2. DOCUMENTS REQUIRED FROM SUBSCRIBER

2.1 The Subscriber must complete, sign and return to the Company:

     (a)  an executed copy of this Agreement, and

2.2 The  Subscriber  shall  complete,  sign and return to the Company as soon as
possible, on request by the Company, any documents, questionnaires,  notices and
undertakings  as  may  be  required  by  regulatory  authorities,  the  National
Association  of Securities  Dealers  Over-the-Counter  Bulletin  Board (the "OTC
Bulletin Board") and applicable law.

3. CLOSING

3.1  Closing of the  offering of the Shares  (the  "Closing")  shall occur on or
before June 30, 2008,  or on such other date as may be determined by the Company
(the "Closing Date"), payment shall be as follows:

     (A)  $96,000 upon signing of this subscription;

4. ACKNOWLEDGEMENTS OF SUBSCRIBER

4.1 The Subscriber acknowledges and agrees that:

     (a)  none of the Shares have been or will be registered under the 1933 Act,
          or under any state  securities  or "blue sky" laws of any state of the
          United States,  and, unless so registered,  may not be offered or sold
          in the United States or, directly or indirectly,  to U.S. Persons,  as
          that term is defined in  Regulation S under the 1933 Act  ("Regulation
          S"),  except  in  accordance  with the  provisions  of  Regulation  S,
          pursuant to an effective registration statement under the 1933 Act, or
          pursuant to an exemption from, or in a transaction not subject to, the
          registration  requirements  of the 1933 Act and in each  case  only in
          accordance with applicable state and provincial securities laws;

     (b)  the  Company  has not  undertaken,  and will  have no  obligation,  to
          register any of the Shares under the 1933 Act or any other  securities
          legislation;

     (c)  he has received and carefully read this Agreement;

     (d)  the decision to execute this  Agreement and purchase the Shares agreed
          to be purchased  hereunder has not been based upon any oral or written
          representation  as to fact or  otherwise  made by or on  behalf of the
          Company  and such  decision  is based  entirely  upon a review  of any
          public  information  which  has  been  filed by the  Company  with the
          Securities and Exchange Commission ("SEC") in compliance,  or intended
          compliance, with applicable securities legislation;

     (e)  he  and  his  advisor(s)  have  had a  reasonable  opportunity  to ask
          questions of and receive  answers from the Company in connection  with
          the  sale  of  the  Shares   hereunder,   and  to  obtain   additional
          information,  to the extent  possessed  or  obtainable  by the Company
          without unreasonable effort or expense;

     (f)  the books and records of the Company were  available  upon  reasonable
          notice   for   inspection,    subject   to   certain   confidentiality
          restrictions,  by the Subscriber during  reasonable  business hours at
          its principal  place of business and that all  documents,  records and
          books in connection  with the sale of the Shares  hereunder  have been
          made  available  for  inspection  by  him  and  his  attorney   and/or
          advisor(s);

     (g)  the Company is entitled to rely on the  representations and warranties
          of the Subscriber  contained in this Agreement and the Subscriber will
          hold  harmless  the  Company  from any loss or  damage  it or they may
          suffer as a result of the Subscriber's  failure to correctly  complete
          this Agreement;

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     (h)  the Subscriber will indemnify and hold harmless the Company and, where
          applicable,  its respective directors,  officers,  employees,  agents,
          advisors  and  shareholders   from  and  against  any  and  all  loss,
          liability,  claim, damage and expense whatsoever  (including,  but not
          limited to, any and all fees, costs and expenses whatsoever reasonably
          incurred in  investigating,  preparing or defending against any claim,
          lawsuit,  administrative proceeding or investigation whether commenced
          or  threatened)  arising  out of or based upon any  representation  or
          warranty  of  the  Subscriber  contained  herein  or in  any  document
          furnished  by the  Subscriber  to the Company in  connection  herewith
          being untrue in any  material  respect or any breach or failure by the
          Subscriber  to  comply  with any  covenant  or  agreement  made by the
          Subscriber to the Company in connection therewith;

     (i)  the Subscriber has been advised to consult the Subscriber's own legal,
          tax and other  advisors  with  respect  to the  merits and risks of an
          investment  in the  Shares  and  with  respect  to  applicable  resale
          restrictions,  and it is solely responsible (and the Company is not in
          any way responsible) for compliance with:

          (i)  any applicable  laws of the  jurisdiction in which the Subscriber
               is resident in  connection  with the  distribution  of the Shares
               hereunder, and

          (ii) applicable resale restrictions;

     (j)  in addition to resale restrictions imposed under U.S. securities laws,
          there are  additional  restrictions  on the  Subscriber's  ability  to
          resell the Shares  under the  Securities  Act (British  Columbia)  and
          Multilateral   Instrument  45-102  adopted  by  the  British  Columbia
          Securities Commission;

     (k)  the Company has advised the Subscriber  that the Company is relying on
          an exemption from the  requirements  to provide the Subscriber  with a
          prospectus to sell the Shares and, as a  consequence  of acquiring the
          Shares  pursuant to such  exemption  certain  protections,  rights and
          remedies provided by the applicable securities  legislation of British
          Columbia including statutory rights of rescission or damages, will not
          be available to the Subscriber;

     (l)  none of the  Shares  are  listed on any stock  exchange  or  automated
          dealer  quotation  system and no  representation  has been made to the
          Subscriber  that any of the  Shares  will  become  listed on any stock
          exchange or automated dealer quotation  system,  except that currently
          certain  market makers make market in the common shares of the Company
          on the OTC Bulletin Board;

     (m)  the  Subscriber  is  outside  the United  States  when  receiving  and
          executing  this Agreement and is acquiring the Shares as principal for
          its own account, for investment purposes only, and not with a view to,
          or for, resale, distribution or fractionalization thereof, in whole or
          in part,  and no other  person  has a direct  or  indirect  beneficial
          interest in such Shares;

     (n)  none of the Shares may be offered or sold to a U.S.  Person or for the
          account or benefit of a U.S.  Person (other than a distributor)  prior
          to the end of the Distribution Compliance Period (as defined herein);

     (o)  neither  the  SEC nor  any  other  securities  commission  or  similar
          regulatory  authority  has  reviewed  or passed  on the  merits of the
          Shares;

     (p)  no documents in connection with the sale of the Shares  hereunder have
          been reviewed by the SEC or any state securities administrators;

     (q)  there is no government or other insurance covering any of the Shares;

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     (r)  the  issuance  and sale of the  Shares to the  Subscriber  will not be
          completed  if it would be  unlawful  or if, in the  discretion  of the
          Company  acting  reasonably,  it is not in the best  interests  of the
          Company;

     (s)  the Subscriber is purchasing the Shares  pursuant to an exemption from
          the  registration  and  the  prospectus   requirements  of  applicable
          securities  legislation  on  the  basis  that  the  Subscriber  is  an
          accredited investor of the Company and, as a consequence:

          (i)  is  restricted  from using most of the civil  remedies  available
               under securities legislation,

          (ii) may not receive  information  that would otherwise be required to
               be provided under securities legislation, and

          (iii)the  Company is  relieved  from  certain  obligations  that would
               otherwise apply under securities legislation;

     (t)  the statutory and regulatory  basis for the exemption  claimed for the
          offer and sale of the Shares,  although in technical  compliance  with
          Regulation S, would not be available if the offering is part of a plan
          or scheme to evade the registration provisions of the 1933 Act; and

     (u)  this Agreement is not enforceable by the Subscriber unless it has been
          accepted by the Company.

5. REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE SUBSCRIBER

5.1 The  Subscriber  hereby  represents  and warrants to and covenants  with the
Company  (which  representations,  warranties  and  covenants  shall survive the
Closing) that:

     (a)  the Subscriber is not a U.S. Person;

     (b)  by completing the  Questionnaire,  the Subscriber is representing  and
          warranting  that the Subscriber is an "Accredited  Investor",  as that
          term is defined in National  Instrument  45-106 adopted by the British
          Columbia Securities Commission;

     (c)  the  Subscriber is not acquiring the Shares for the account or benefit
          of, directly or indirectly, any U.S. Person;

     (d)  the  Subscriber  is  resident  in the  jurisdiction  set out under the
          heading "Name and Address of Subscriber" on the signature page of this
          Agreement and the sale of the Shares to the Subscriber as contemplated
          in this  Agreement  complies  with or is  exempt  from the  applicable
          securities  legislation  of  the  jurisdiction  of  residence  of  the
          Subscriber;

     (e)  the  Subscriber is purchasing  the Shares as principal for  investment
          purposes  only and not with a view to resale or  distribution  and, in
          particular,  the  Subscriber  has no intention to  distribute,  either
          directly or  indirectly,  any of the Shares in the United States or to
          U.S. Persons;

     (f)  the  Subscriber  is  outside  the United  States  when  receiving  and
          executing this Agreement;

     (g)  the  Subscriber  is  aware  that  an  investment  in  the  Company  is
          speculative and involves certain risks, including the possible loss of
          the entire investment;

     (h)  the Subscriber has made an independent  examination and  investigation
          of an investment in the Shares and the Company and has depended on the
          advice of its legal and financial advisors and agrees that the Company
          will not be responsible  in any way  whatsoever  for the  Subscriber's
          decision to invest in the Shares and the Company;

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<PAGE>
     (i)  the  Subscriber  (i) has adequate net worth and means of providing for
          its current financial needs and possible personal contingencies,  (ii)
          has no need for  liquidity in this  investment,  (iii) is able to bear
          the economic  risks of an  investment  in the Shares for an indefinite
          period of time and can afford the complete loss of such investment and
          (iv) has such  knowledge  and  experience  in  financial  and business
          matters  as to be capable  of  evaluating  the merits and risks of its
          investment in the Shares and the Company;

     (j)  the Subscriber understands and agrees that the Company and others will
          rely   upon  the   truth  and   accuracy   of  the   acknowledgements,
          representations and agreements  contained in this Agreement and agrees
          that if any of such  acknowledgements,  representations and agreements
          are no longer  accurate or have been breached,  the  Subscriber  shall
          promptly notify the Company;

     (k)  the Subscriber has the legal capacity and competence to enter into and
          execute  this  Agreement  and to take all  actions  required  pursuant
          hereto;

     (l)  the  Subscriber  has duly executed and delivered this Agreement and it
          constitutes   a  valid  and  binding   agreement  of  the   Subscriber
          enforceable against the Subscriber in accordance with its terms;

     (m)  the  Subscriber  is not an  underwriter  of, or dealer  in, the common
          shares of the Company, nor is the Subscriber  participating,  pursuant
          to a contractual  agreement or otherwise,  in the  distribution of the
          Shares;

     (n)  the  Subscriber  understands  and agrees  that none of the Shares have
          been registered  under the 1933 Act, or under any state  securities or
          "blue  sky" laws of any state of the  United  States,  and,  unless so
          registered,  may  not be  offered  or sold in the  United  States  or,
          directly or indirectly,  to U.S. Persons except in accordance with the
          provisions  of  Regulation  S,  pursuant to an effective  registration
          statement  under the 1933 Act, or pursuant to an exemption from, or in
          a transaction  not subject to, the  registration  requirements  of the
          1933 Act and in each case only in accordance with applicable state and
          provincial securities laws;

     (o)  it is not an  underwriter  of, or dealer in, the common  shares of the
          Company,   nor  is  the  Subscriber   participating,   pursuant  to  a
          contractual agreement or otherwise, in the distribution of the Shares;

     (p)  the Subscriber  understands and agrees that offers and sales of any of
          the Shares prior to the  expiration  of a period of one year after the
          date  of  original  issuance  of  the  Shares  (the  one  year  period
          hereinafter referred to as the "Distribution Compliance Period") shall
          only be made in compliance  with the safe harbor  provisions set forth
          in Regulation S, pursuant to the  registration  provisions of the 1933
          Act or an exemption therefrom, and that all offers and sales after the
          Distribution  Compliance  Period shall be made only in compliance with
          the registration  provisions of the 1933 Act or an exemption therefrom
          and in  each  case  only  in  accordance  with  applicable  state  and
          provincial securities laws;

     (q)  the  Subscriber  understands  and agrees not to engage in any  hedging
          transactions  involving any of the Shares unless such transactions are
          in  compliance  with the  provisions  of the 1933 Act and in each case
          only in accordance  with  applicable  state and provincial  securities
          laws;

     (r)  the Subscriber  understands and agrees that the Company will refuse to
          register  any transfer of the Shares not made in  accordance  with the
          provisions  of  Regulation  S,  pursuant to an effective  registration
          statement  under the 1933 Act or  pursuant to an  available  exemption
          from the registration requirements of the 1933 Act;

     (s)  the Subscriber  acknowledges  that it has not acquired the Shares as a
          result  of,  and will not itself  engage  in,  any  "directed  selling
          efforts" (as defined in Regulation S under the 1933 Act) in the United
          States  in  respect  of any of the  Shares  which  would  include  any

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<PAGE>
          activities  undertaken for the purpose of, or that could reasonably be
          expected to have the effect of,  conditioning the market in the United
          States for the resale of any of the Shares;  provided,  however,  that
          the  Subscriber  may sell or  otherwise  dispose  of any of the Shares
          pursuant to registration of any of the Shares pursuant to the 1933 Act
          and any applicable  state  securities  laws or under an exemption from
          such registration requirements and as otherwise provided herein;

     (t)  the Subscriber is not aware of any  advertisement of any of the Shares
          and is not  acquiring  the  Shares as a result of any form of  general
          solicitation   or  general   advertising   including   advertisements,
          articles,  notices or other communications published in any newspaper,
          magazine or similar media or broadcast  over radio or  television,  or
          any seminar or meeting  whose  attendees  have been invited by general
          solicitation or general advertising; and

     (u)  no  person   has  made  to  the   Subscriber   any   written  or  oral
          representations:

          (i)  that any person will resell or repurchase any of the Shares;

          (ii) that any  person  will  refund the  purchase  price of any of the
               Shares;

          (iii) as to the future price or value of any of the Shares; or

          (iv) that any of the Shares  will be listed and posted for  trading on
               any stock exchange or automated  dealer  quotation system or that
               application  has been made to list and post any of the  Shares of
               the Company on any stock exchange or automated  dealer  quotation
               system.

5.2 In this Agreement,  the term "U.S.  Person" shall have the meaning  ascribed
thereto in Regulation S.

6. REPRESENTATIONS AND WARRANTIES WILL BE RELIED UPON BY THE COMPANY

6.1  The  Subscriber   acknowledges  that  the  representations  and  warranties
contained herein are made by it with the intention that such representations and
warranties  may  be  relied  upon  by the  Company  and  its  legal  counsel  in
determining the Subscriber's eligibility to purchase the Shares under applicable
securities  legislation,  or (if  applicable) the eligibility of others on whose
behalf it is  contracting  hereunder  to purchase  the Shares  under  applicable
securities legislation. The Subscriber further agrees that by accepting delivery
of the  certificates  representing  the Shares on the Closing  Date,  it will be
representing and warranting that the  representations  and warranties  contained
herein  are true and  correct  as at the  Closing  Date with the same  force and
effect as if they had been made by the  Subscriber  on the Closing Date and that
they will survive the purchase by the  Subscriber of Shares and will continue in
full  force  and  effect  notwithstanding  any  subsequent  disposition  by  the
Subscriber of such Shares.

7. RESALE RESTRICTIONS

7.1 The Subscriber acknowledges that any resale of the Shares will be subject to
resale restrictions  contained in the securities  legislation applicable to each
Subscriber or proposed transferee.  The Subscriber  acknowledges that the Shares
have not been registered  under the 1933 Act of the securities laws of any state
of the United States. The Shares may not be offered or sold in the United States
unless  registered in accordance with United States federal  securities laws and
all applicable  state and  provincial  securities  laws or exemptions  from such
registration requirements are available.

7.2 The Subscriber acknowledges that restrictions on the transfer, sale or other
subsequent  disposition  of the  Shares  by the  Subscriber  may be  imposed  by
securities  laws in  addition  to any  restrictions  referred  to in Section 7.1
above, and, in particular, the Subscriber acknowledges and agrees that:

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     (a)  none of the Shares may be offered or sold to a U.S.  Person or for the
          account or benefit of a U.S.  Person (other than a distributor)  prior
          to the end of the Distribution Compliance Period; and

     (b)  the  Company  is not a  reporting  issuer in any of the  Provinces  of
          Canada  and  therefore  resale  of any  of the  Shares  in  Canada  is
          restricted except pursuant to an exemption from applicable  securities
          legislation.

8. ACKNOWLEDGEMENT AND WAIVER

8.1 The Subscriber has acknowledged that the decision to purchase the Shares was
solely  made on the basis of  publicly  available  information.  The  Subscriber
hereby waives, to the fullest extent permitted by law, any rights of withdrawal,
rescission or compensation for damages to which the Subscriber might be entitled
in connection with the distribution of any of the Shares.

9. LEGENDING AND REGISTRATION OF SUBJECT SHARES

9.1 The  Subscriber  hereby  acknowledges  that a legend  may be  placed  on the
certificates  representing  any of the  Shares  to the  effect  that the  Shares
represented  by such  certificates  are  subject to a hold period and may not be
traded until the expiry of such hold period  except as  permitted by  applicable
securities legislation.

9.2 The  Subscriber  hereby  acknowledges  and  agrees to the  Company  making a
notation on its records or giving  instructions  to the  registrar  and transfer
agent of the Company in order to  implement  the  restrictions  on transfer  set
forth and described in this Agreement.

10. COSTS

10.1 The Subscriber acknowledges and agrees that all costs and expenses incurred
by the Subscriber  (including any fees and  disbursements of any special counsel
retained  by the  Subscriber)  relating to the  purchase of the Shares  shall be
borne by the Subscriber.

11. GOVERNING LAW

11.1 This  Agreement  is governed by the laws of the STATE OF NEVADA  applicable
herein.

12. SURVIVAL

12.1  This  Agreement,   including  without   limitation  the   representations,
warranties and covenants  contained  herein,  shall survive and continue in full
force and effect and be binding  upon the  parties  hereto  notwithstanding  the
completion of the purchase of the Shares by the Subscriber pursuant hereto.

13. ASSIGNMENT

13.1 This Agreement is not transferable or assignable.

14. EXECUTION

14.1 The Company  shall be entitled to rely on delivery by facsimile  machine of
an  executed  copy of this  Agreement  and  acceptance  by the  Company  of such
facsimile  copy  shall  be  equally  effective  to  create a valid  and  binding
agreement  between the Subscriber  and the Company in accordance  with the terms
hereof.

15. SEVERABILITY

15.1 The  invalidity or  unenforceability  of any  particular  provision of this
Agreement  shall not  affect  or limit the  validity  or  enforceability  of the
remaining provisions of this Agreement.

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16. ENTIRE AGREEMENT

16.1 Except as  expressly  provided  in this  Agreement  and in the  agreements,
instruments  and other  documents  contemplated  or provided  for  herein,  this
Agreement  contains the entire agreement between the parties with respect to the
sale of the Shares and there are no other terms, conditions,  representations or
warranties,  whether expressed,  implied,  oral or written, by statute or common
law, by the Company or by anyone else.

17. NOTICES

17.1 All  notices  and other  communications  hereunder  shall be in writing and
shall be deemed to have been duly given if mailed or transmitted by any standard
form of  telecommunication.  Notices to the Subscriber  shall be directed to the
address on page 9 and  notices to the  Company  shall be  directed  to it at the
address set forth on page 1 of this Agreement.

18. COUNTERPARTS

18.1 This  Agreement  may be  executed  in any number of  counterparts,  each of
which,  when so executed and delivered,  shall constitute an original and all of
which together shall constitute one instrument.

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IN WITNESS  WHEREOF the  Subscriber  has duly executed this  Agreement as of the
date first above mentioned.

DELIVERY INSTRUCTIONS

1.   Delivery - please deliver the certificates to:

     ---------------------------------------------------------------------------

     ---------------------------------------------------------------------------

2.   Registration - registration of the  certificates  which are to be delivered
     at closing should be made as follows:


     ---------------------------------------------------------------------------
     (name)

     ---------------------------------------------------------------------------
     (address)

3.   The undersigned hereby acknowledges that it will deliver to the Company all
     such additional completed forms in respect of the Subscriber's  purchase of
     the Shares as may be required  for filing with the  appropriate  securities
     commissions and regulatory authorities.

                                     STRAND GROUP LTD.

                                     (Name of Subscriber - Please type or print)


                                     -------------------------------------------
                                     (Signature and, if applicable, Office)

                                      Address:
                                              ----------------------------------

                                              ----------------------------------

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                               A C C E P T A N C E

The  above-mentioned  Agreement  in respect of the Shares is hereby  accepted by
SPRING CREEK CAPITAL CORP.

DATED, the 14th day of June, 2008.

SPRING CREEK CAPITAL CORP.


Per:
    -----------------------------------
    President

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