EXHIBIT 10.3

                                                                 Edwards County

                            ASSIGNMENT OF OIL AND GAS LEASE

WHEREAS, Ness Energy International, Inc., is the owner of that
certain Oil and Gas Lease dated May 27, 2001 from Roy William Baker,
Jr., Individually and Executor and Trustee of the Roy W. Baker Sr.
Estate, as Lessor, to Ness Energy International, Inc., as Lessee,
recorded in Volume 190, Page 645, Official Public Records, Edwards
County, Texas ("the Lease") covering the following described land,
among other lands, in the County of Edwards and The State of Texas,
to-wit:

Abstract #    Certificate    Survey    Original Grantee    Description

1354            28/146         19      W.C. Ry.            North 166.34 acres
2716             1/617         44      B.S.&F.             167.54 ac.
 836              1463          9      E.L.&R.R. Ry.Co.    469.5 acres
2975              1463         10      E.L.&R.R. Ry Co.    14.0 acres
1351            28/110         13      Wash. Cnty. Ry. Co. All of the S/2 being
                                                           320 acres, more or
                                                           less
1686            28/110         14      Wash. Cnty. Ry. Co. 593.7 acres
 717             1/620         49      B.S.&F.             All of the
                                                           westernmost
                                                           300 acres
                                                           Being 2031.08 acres,
                                                           more or less.

AND WHEREAS, Ness Energy International, Inc., hereinafter called
Assignor, desires to assign the Lease to Fairway Links Energy, Inc.,
hereinafter called Assignee insofar as said lease covers the
described lands, subject to the terms and conditions hereinafter made.

NOW THEREFORE, for and in consideration of Ten Dollars (and other
good and valuable consideration), the receipt of which is hereby
acknowledged, the undersigned, the present owner of the Lease and all
rights thereunder or incident thereto, does hereby bargain, sell,
transfer, assign and convey all rights, title and interest of the
original Lessee and present owner in and to the Lease and rights
thereunder, together with all personal property used or obtained in
connection therewith to Fairway Links Energy, Inc., 4925 Greenville
Avenue, Suite 900, Dallas, Texas 75206 and its successors and assigns
subject to the following provisions:

1.  As consideration for the assignment by Assignor to Assignee of the
Lease herein assigned, Assignor does hereby agree to save and hold
Assignee, its successors and assigns, harmless of and from any and
all losses, liabilities, costs, fees, expenses and other
obligations arising out of or incident to the Lease herein assigned
arising under and with respect to any and all previous letter
agreements, provisions, or documents pertaining to any area of
mutual interest, prospect, or related concept, previously agreed to.

2.  Assignors, individual and on behalf of its predecessors in title to
the Lease, as same maybe hereinafter amended and ratified between
Lessor and Assignee, herein convey all rights to the said Lease and
expressly disclaim any and all liability or other obligation with
respect thereto.  Further, Assignors assign and disclaim any right,
title, and interest (whether contractual, at law, equitable or
otherwise) in and to the Lease, any and all rights of conveyance,
drilling rights, reversionary rights, or any other claim to the
Lease or contracts related thereto.
3.  Assignor agrees to indemnify and hold Assignee, its successors and
assigns, harmless from any and all claims, demands, loss, risk or
expense, incident to or resulting from Assignor's use and
operations on the premises assigned hereby from and after the
Effective Time as hereinafter defined.

4.  Assignor does hereby agree to assume, be bound by and subject to
Assignee's express and implied covenants, rights, obligations and
liabilities with respect to the Lease, and should it be necessary,
prudent or requested by Assignee, Assignor will further execute
documentation to clarify, revoke, quit claim or convey any right
not expressly covered herein.

And for the same consideration, the undersigned Assignor does
covenant with the said Assignee, its successors and assigns, that
Ness Energy International, Inc.,  is the lawful owner of the Lease
and rights and interests thereunder and of the personal property
thereon or used in connection therewith; that the undersigned has
good right and authority to sell and convey the same, and that said
rights, interest and property are free and clear from all liens and
encumbrances, and that all rentals and royalties, if any, due and
payable thereunder have been duly paid.

IN WITNESS WHEREOF, this instrument is executed this 6th day of July,
2001, but is effective as of 7:00 A.M. at the location of the
properties on May 27, 2001 ("Effective Time").

                                          Ness Energy International, Inc.



                                          By:   s/s Hayseed Stephens


ACKNOWLEDGMENT

STATE OF TEXAS

COUNTY OF PARKER

This instrument was acknowledged before me on July 6th, 2001 by
Hayseed Stephens, in his capacity as President of Ness Energy
International, Inc.


s/s Carol S. Moon
Notary Public, State of Texas