Exhibit
      10.12 Employment Agreement of Harry Briers





EXECUTIVE
      VICE PRESIDENT EMPLOYMENT AGREEMENT








THIS
      AGREEMENT is made and entered into this 9 th day of
      October, 2006, by and between HYPERDYNAMICS CORPORATION, a Delaware corporation
      (the "Company"), and Harry James Briers ("Executive").




W
      I T N E
      S S E T H:





WHEREAS,
      Executive and the Company deem it to be in their respective best interests
      to
      enter into an agreement providing for the Company's employment of Executive
      pursuant to the terms herein stated;




NOW,
      THEREFORE, in consideration of the premises and the mutual promises and
      agreements contained herein, it is hereby agreed as follows:





1. Effective
      Date. This Agreement shall be effective as of the 1 st day of
      July, 2006, which date shall be referred to herein as the "Effective
      Date".





2. Position
      and Duties.





(a)
      Heretofore, Executive has served the Company since 1998 , became Vice President
      of Operations and named chief operating officer in 1999, and in 2002 became
      a
      member of the board of directors and was named the company’s Executive Vice
      President. In February of 2006, the board of directors elected Executive as
      its
      Executive Vice President once again. Heretofore the Executive has been employed
      without an employment agreement.





Henceforth,
      the Company hereby employs Executive as its Executive Vice President pursuant
      to
      the terms of this Agreement commencing as of the Effective Date for the "Term
      of
      Employment" (as herein defined below). In this capacity, Executive shall devote
      his best efforts and his full business time and attention to the performance
      of
      the services defined by the by-laws of the company, services customarily
      incident to such offices and position and to such other services of a senior
      executive nature as may be reasonably assigned by the Chief Executive Officer
      or
      requested by the Board of Directors (the "Board") of the Company which may
      include services for one or more subsidiaries or affiliates of the Company.
      Executive shall in his capacity as an employee and officer of the Company be
      responsible to and obey the reasonable and lawful directives of the Chief
      Executive Officer and the Board of Directors of Hyperdynamics Corporation.





(b)
      Executive shall devote his full time (as defined below) and attention to such
      duties, except for sick leave, periodic personal trips and vacations as
      determined not to conflict with the material operations of the Company, and
      excused leaves of absences otherwise. Executive shall use his best efforts
      during the Term of Employment to protect, encourage, and promote the interests
      of the Company.





Full
      time
      with respect to this agreement is understood to credit the Executive for his
      on-call status with regard to managing employees located around the world and
      recognizing that the Executive’s hours of specific work for the company are not
      limited to any specific range of time during a work day but can be accomplished
      around the clock and on weekends and/or holidays if deemed necessary by the
      Chief Executive Officer or the Executive himself, and certain responsibilities
      of Executives responsibilities, as approved by the Chief Executive Officer,
      may
      be done at any physical location including Executive’s home. As approved by the
      Chief Executive Officer the company may establish full home computer system
      and
      access communications capabilities for Executive as deemed necessary by mutual
      agreement of the Chief Executive Officer and Executive.





(c)
      Notwithstanding paragraph 2(b), Executive shall be entitled to sit as a director
      on other boards of directors so long as doing so presents no conflict of
      interest with Executive's performance of his duties or his positions at the
      Company, as determined and approved by the board of directors.





3. Compensation.





(a)
      Base
      Salary. The Company shall pay to Executive during the Term
      of
      Employment a minimum salary at the rate of One Hundred NinetyThousand dollars
      ($190,000.00) per year and agrees that such salary shall be reviewed annually
      by
      the independent compensation committee to insure that the Executive’s
      compensation package remains reasonably competitive to the market for executives
      in similar companies.





Such
      salary shall be payable Bi-Weekly, Semi-monthly, or monthly in accordance with
      the Company's normal payroll procedures. (Executive's annual salary, as set
      forth above or as it may be increased from time to time as set forth herein,
      shall be referred to hereinafter as "Base Salary"). At no time during the Term
      of Employment shall Executive's Base Salary be decreased from the amount of
      Base
      Salary then in effect.








(b)
      Performance Bonus. In addition to the compensation otherwise payable to
      Executive pursuant to this Agreement, Executive shall be eligible to receive
      performance bonus(es) as determined and agreed to from time to time by the
      Chief
      Executive Officer and the Board of Directors.





(c)
      Long
      Term Incentive/Stock Options. Upon execution of this Agreement which was
      approved by the Compensation Committee and recommended to the board of directors
      and then approved by the board of directors, the board of directors will take
      action to grant Executive 25,000 S8 registered stock options to purchase the
      common stock of the Company, every quarter during the term of this Agreement,
      beginning the date that this Agreement is signed, and then on the first day
      of
      every quarter thereafter. Thus, the total options to be granted to Executive
      under this Agreement shall be 200,000 (8 quarters x 25,000). These options
      are
      subject to the Company’s Employee Stock and Stock Option plan and shall be three
      (3) year options with a strike price equal to the greater of $2 or the closing
      last trade price on the date of each grant by the board of directors. All
      quarterly grants are limited in quantity to insure that the covenant of the
      Company with Cornell Capital, not to issue more than 300,000 shares of equity
      securities in any one quarter. The number of options not granted for any one
      quarter pursuant to this limitation will be carried forward and granted the
      next
      quarter if the limitation is not exceeded including such carried forward shares.
      Any of these 200,000 options not granted by the beginning of the 8 th quarter
      or the end of this agreement shall be granted in future quarters to the extent
      such grants do not exceed the Cornell limitation.





4. Benefits
      During the Term of Employment:





(a)
      Executive shall be eligible to participate in any life, health and long-term
      disability insurance programs, pension and retirement programs, stock option
      and
      other incentive compensation programs, and other fringe benefit programs made
      available to senior executive employees of the Company from time to time, and
      Executive shall be entitled to receive such other fringe benefits as may be
      granted to him from time to time by the Company's Board of Directors including
      but not necessarily limited to a corporate lease vehicle approved by the Chief
      Executive Officer.





(b)
      Executive shall be allowed four (4) weeks of vacation with pay on the same
      basis
      as other senior executive employees of the Company. Executive shall devote
      his
      full time and attention to such duties, except for sick leave, and excused
      leaves of absences otherwise.





(c)
      The
      Company shall reimburse Executive for reasonable business expenses incurred
      in
      performing Executive's duties and promoting the business of the Company,
      including, but not limited to, reasonable entertainment expenses, travel and
      lodging expenses, following presentation of documentation in accordance with
      the
      Company's business expense reimbursement policies.




(d)
      Executive shall be added as an additional named insured under all liability
      insurance policies now in force or hereafter obtained covering any officer
      or
      director of the Company in his or her capacity as an officer or director.
      Company shall indemnify Executive in his capacity as an officer or director
      and
      hold him harmless from any cost, expense or liability arising out of or relating
      to any acts or decisions made by him on behalf of or in the course of performing
      services for the Company.





5. Term;
      Termination of Employment. As used herein, the phrase "Term of Employment"
      shall
      mean the period commencing on the Effective Date and ending on the same date
      two
      (2) years later; provided, however, that as of the expiration date of each
      of
      (i) the initial Term of Employment and (ii) if applicable, any Renewal Period
      (as defined below), the Term of Employment shall automatically be extended
      for a
      one (1) year period (each a "Renewal Period") unless either the Company or
      Executive provides Two (2) months' notice to the contrary. Notwithstanding
      the
      foregoing, the Term of Employment shall expire on the first to occur of the
      following:


(a)
      Termination by the Company. Notwithstanding anything to the contrary in this
      Agreement, whether express or implied, the Company may, at any time, terminate
      Executive's employment for any reason other than Cause, Death or Disability
      by
      giving Executive at least 60 days' prior written notice of the effective date
      of
      termination. Company may terminate Employee's employment for Cause, Death or
      Disability without prior notice, except that Executive may not be terminated
      for
      substantial and willful failure to perform specific and lawful directives of
      the
      Board, unless and until the Board has given him reasonable written notice of
      its
      intended actions and specifically describing the alleged events, activities
      or
      omissions giving rise thereto and with respect to those events, activities
      or
      omissions for which a cure is possible, a reasonable opportunity to cure such
      breach; and provided further, however, that for purposes of determining whether
      Cause is present, no act or failure to act by Executive shall be considered
      "willful" if done or omitted to be done by Executive in good faith and in the
      reasonable belief that such act or omission was in the best interest of the
      Company and/or required by applicable law. The terms "Cause" and "Disability"
      shall have the meaning given them under the Separation and Severance
      Agreement.








(b)
      Termination by Executive. In the event that Executive's employment with the
      Company is voluntarily terminated by Executive, the Company shall have no
      further obligation hereunder from and after the effective date of termination
      except as may be provided in the Separation and Severance Agreement and the
      Company shall have all other rights and remedies available under this Agreement
      or any other agreement and at law or in equity. Executive shall give the Company
      at least 30 days' advance written notice of his intention to terminate his
      employment hereunder.


(c)
      Salary, Benefits, and Severance Pay Upon Termination. In the event of
      termination of employment, Executive shall receive all regular Base Salary
      due
      up to the date of termination, and if it has not previously been paid to
      Executive, Executive shall be paid any Bonus to which Executive had become
      entitled under Bonus(es) approved for Executive, prior to the effective date
      of
      such termination. The Company shall have no further obligation hereunder from
      and after the effective date of termination except as may be provided in the
      Separation and Severance Agreement and the Company shall have all other rights
      and remedies available under this Agreement or any other agreement and at law
      or
      in equity.





Executive's
      stock options with respect to the Company's stock shall be subject to the terms
      of the Hyperdynamics’ Employee Stock and Stock Option Plan or any successor
      plan, which is a separate agreement. In the event of termination, Executive's
      rights to benefits other than severance shall be governed by the terms of the
      Company's retirement, insurance and other benefit plans and programs then in
      effect in accordance with the terms of such plans. Executive's right to
      severance benefits, if any, shall be governed by the terms of the Separation
      and
      Severance Agreement attached hereto as Exhibit A (the "Severance Agreement");
      provided, however, the Executive, as the Chief Executive, shall be entitled
      to
      de novo review of any material violation of this Severance Agreement, or denial
      of any claim, or eligibility for any claim thereunder exclusively as provided
      in
      the Resolution of Dispute provisions of section 12 of this Employment Agreement.
      The Severance Agreement is incorporated in this Agreement by reference and
      is
      hereby made a part of this Agreement as if fully set forth herein.





6.  
      Confidential
      Information, Non-Solicitation and Non-Competition.





(a)
      During the Term of Employment and at all times thereafter, Executive shall
      not,
      except as may be required to perform his duties hereunder or as required by
      applicable law, disclose to others or use, whether directly or indirectly,
      any
      Confidential Information regarding the Company. "Confidential Information"
      shall
      mean information about the Company, its subsidiaries and affiliates, and their
      respective clients and customers that is not available to the general public.




7.  
      Return of Company
      Documents: In the event Executive leaves the employment of Company for whatever
      reason, Executive agrees to deliver to Company any and all property situated
      on
      Company's premises and owned by Company including disks and other storage media,
      filing cabinets or other work areas, is subject to inspection by Company
      personnel at any time, with or without notice, for the purpose of protecting
      Company's rights and interests in its intellectual property.





8.  
      Taxes. All payments
      to be made to Executive under this Agreement will be subject to any applicable
      withholding of federal, state and local income and employment taxes. Any
      withholding regarding exercise of stock options will be determined by including
      an opinion of a third party tax attorney paid by the company as pertaining
      to
      any withholding that may be required or not required.





9.  
      Miscellaneous. This
      Agreement shall also be subject to the following miscellaneous
      considerations:


(a)
      Executive and the Company each represent and warrant to the other that he or
      it
      has the authorization, power and right to deliver, execute, and fully perform
      his or its obligations under this Agreement in accordance with its
      terms.


(b)
      This
      Agreement (including attached Exhibit A) contains a complete statement of all
      the arrangements between the parties with respect to Executive's employment
      by
      the Company, this Agreement supersedes all prior and existing negotiations
      and
      agreements between the parties concerning Executive's employment, and this
      Agreement can only be changed or modified pursuant to a written instrument
      duly
      executed by each of the parties hereto.


(c)
      If
      any provision of this Agreement or any portion thereof is declared invalid,
      illegal, or incapable of being enforced by any court of competent jurisdiction,
      the remainder of such provisions and all of the remaining provisions of this
      Agreement shall continue in full force and effect.


(d)
      This
      Agreement shall be governed by and construed in accordance with the internal,
      domestic laws of the State of Texas.


(e)
      Any
      rights of Executive hereunder shall be in addition to any rights Executive
      may
      otherwise have under benefit plans, agreements, or arrangements of the Company
      to which he is a party or in which he is a participant, including, but not
      limited to, any Company-sponsored employee benefit plans. Provisions of this
      Agreement shall not in any way abrogate Executive's rights under such other
      plans, agreements, or arrangements.


(f)
      For
      the purpose of this Agreement, notices and all other communications provided
      for
      in this Agreement shall be in writing and shall be deemed to have been duly
      given when delivered or mailed by United States certified or registered mail,
      return receipt requested, postage prepaid, addressed to the named Executive
      at
      the address set forth below under his signature; provided that all notices
      to
      the Company shall be directed to the attention of the Board of Directors with
      a
      copy to the Secretary of the Company, or to such other address as either party
      may have furnished to the other in writing in accordance herewith, except that
      notice of change of address shall be effective only upon receipt.


(g)
      Section headings in this Agreement are included herein for convenience of
      reference only and shall not constitute a part of this Agreement for any other
      purpose.








(h)
      Failure to insist upon strict compliance with any of the terms, covenants,
      or
      conditions hereof shall not be deemed a waiver of such term, covenant, or
      condition, nor shall any waiver or relinquishment of, or failure to insist
      upon
      strict compliance with, any right or power hereunder at any one or more times
      be
      deemed a waiver or relinquishment of such right or power at any other time
      or
      times.


(i)
      This
      Agreement may be executed in several counterparts, each of which shall be deemed
      to be an original but all of which together will constitute one and the same
      instrument.





10.
Survival
      of Provisions:
      The executory provisions of this Agreement will survive the termination of
      this
      Agreement.











IN
      WITNESS WHEREOF, the parties hereto have executed this Agreement as of
      the
      day and year first above written.





EXECUTIVE
            
            COMPANYHYPERDYNAMICS
                CORPORATION




BY:
            
            BY:/s/
                HARRY JAMES BRIERS
            
            /s/
                KENT P. WATTSHARRY
                JAMES BRIERS
            
            KENT
              P. WATTSTITLE:
            
            TITLE:EXECUTIVE
                VICE PRESIDENT
            
            CHIEF
              EXECUTIVE OFFICER




ADDRESS:
            
            ADDRESS:2203
                Biscayne Court
            
            One
                Sugar Creek Center BoulevardSugar
                Land, TX 77478
            
            Suite
              125Sugar
              Land, Texas 77478