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Exhibit 10.1
 AOGI 3-20-06
 PURCHASE AND SALE AGREEMENT
 (Richland County, Montana)
  RECITALS
    AGREEMENT
  ARTICLE I
PURCHASE AND SALE OF THE ASSETS
 Purchase and Sale
 The Assets




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Purchase Price
 Adjustments to Purchase Price
 Settlement Statements
 Property Expenses
 Upward Adjustments
 2




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Downward Adjustments
     ARTICLE II
ENERPLUSS INSPECTION
 Access to Records
 3




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Access to the Assets
 ARTICLE III
TITLE MATTERS
 Definitions
 Defensible Title
 Permitted Encumbrances
       4




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Title Defect
 Title Defect Value
       Title Disputes
 Purchase Price Adjustments for Title Defects
 Notice of Title Defects
 Defect Adjustments
 5




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Post-Closing Cure
   Casualty Loss
 Preferential Rights and Consents
 6




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Consents
 Preferential Purchase Rights
     7




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Remedies
 ARTICLE IV
ENVIRONMENTAL MATTERS
 Definitions
        Environmental Liabilities and Obligations
 Retained Environmental Liabilities
 Assumed Environmental Liabilities
 8




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Environmental Defect Notice
 Remedies for Environmental Defects
 Contested Environmental Defects
 Exclusive Remedies
 ARTICLE V
AMERICANS REPRESENTATIONS AND WARRANTIES
 Corporate/Limited Liability Company Representations
 Incorporation/Qualification
 9




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Power and Authority
 No Lien, No Violation
 Authorization and Enforceability
 Liability for Brokers Fees
 No Bankruptcy
 Litigation
 Americans Representations and Warranties with Respect to the Assets
 Liens
 Lease Effectiveness
   10




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ARTICLE VI
ENERPLUSS REPRESENTATIONS AND WARRANTIES
  Organization and Standing
 Power
 Authorization and Enforceability
 11




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Liability for Brokers Fees
 Litigation
 Securities Laws; Access to Data and Information
 Enerpluss Evaluation
 ARTICLE VII
COVENANTS AND AGREEMENTS
 Covenants and Agreements of American
 Operations Prior to Closing
 Restriction on Operations
 12




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Notices of Claims
 Covenants and Agreements of Both Parties
 Confidentiality
 Return of Information
 Communication Between The Parties
 13




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Cure Period for Breach
 ARTICLE VIII
TAX MATTERS
 Apportionment of Tax Liability
 Liability for Oil and Gas Taxes i.e.
 Liability for Income and Other Taxes
 Calculation of Tax Liability
 Tax Reports and Returns
 Sales Taxes
 14




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ARTICLE IX
CONDITIONS PRECEDENT TO CLOSING
 Americans Conditions Precedent
    Enerpluss Conditions Precedent
     15




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ARTICLE X
 RIGHT OF TERMINATION AND ABANDONMENT
 Termination
      Liabilities Upon Termination
 ARTICLE XI
 CLOSING
 Date of Closing
 Place of Closing
 Closing Obligations
   16




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ARTICLE XII
 POST-CLOSING OBLIGATIONS
 Final Settlement Statement
 Records
 Proceeds and Invoices For Property Expenses Received After Closing
 Proceeds
 Property Expenses
 17




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Further Assurances
 ARTICLE XIII
 ASSUMPTION AND RETENTION OF OBLIGATIONS AND INDEMNIFICATION
 Enerpluss Assumption of Liabilities and Obligations
 Americans Retention of Liabilities and Obligations
  Indemnification
  Americans Indemnification of Enerplus
 18




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Enerpluss Indemnification of American
 Release
 Procedure
 Coverage
 Claim Notice
 Information
 19




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No Insurance; Subrogation
 Reservation as to Non-Parties
 ARTICLE XIV
 MISCELLANEOUS
 Schedules
 Expenses
 Notices
 If to American:
    
    American Oil & Gas, Inc.1050 Seventeenth Street, Suite 1850Denver, Colorado 80265Attention: Patrick D. OBrienTelephone: 303.595.0125Fax: 303.595.0709If to Enerplus:
    
    Enerplus Resources (USA) Corporation1700 Lincoln Street, Suite 1300Denver, Colorado 80203Attention: Land ManagerTelephone: 720.279.5500Fax: 720.279.5550
  Amendments
 20




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Assignment
 Counterparts; Fax Signatures
 Governing Law
 Dispute Resolution
 Entire Agreement
 Binding Effect
 Limitation on Damages; Provision for Recovery of Costs and Attorneys Fees.
 21




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No Third-Party Beneficiaries
 Severability
 Waiver
 Survival of Representations and Warranties; Time Limit for Claims.
  SELLER:AMERICAN OIL & GAS, INC.By:
    
    /s/ Patrick D. OBrienPatrick D. OBrien, Chief Executive OfficerBUYER:ENERPLUS RESOURCES (USA) CORPORATIONBy:
    
    /s/ Ward PolzinWard PolzinCountry ManagerBy:
    
    /s/ Ian C. DundasIan C. DundasSenior Vice President, Business Development
 Schedule 1.2(a):
    
    The LeasesSchedule 1.2(b):
    
    The WellsSchedule 1.2(d):
    
    Certain Material ContractsSchedule 1.3:
    
    Allocated ValuesSchedule 3.6:
    
    Preferential Rights and Required ConsentsSchedule 5.2(f)
    
    Authorization for Expenditures in excess of $50,000Exhibit A:
    
    Assignment, Bill of Sale and Conveyance
 
 22