HOUSTON AMERICAN ENERGY CORP.

                          STOCK OPTION AGREEMENT - NQO

     THIS STOCK OPTION AGREEMENT (the "Agreement") is entered into by and among
_________________, an individual (the "Optionee"), and HOUSTON AMERICAN ENERGY
CORP., a Delaware corporation (the "Company").

                                    RECITALS

     WHEREAS, the Company has heretofore adopted the HOUSTON AMERICAN ENERGY
CORP 2005 STOCK OPTION PLAN (the "Plan") for the purpose of providing eligible
key employees, consultants and directors of the Company and its Affiliates (as
defined in the Plan), with increased incentive to render services, to exert
maximum effort for the business success of the Company and to strengthen the
identification of employees, consultants and directors with the shareholders.
The Company, acting through its Board of Directors (the "Board") or the
Compensation Committee of the Board (the "Committee"), has determined that its
interests will be advanced by the issuance to Optionee, as an employee of the
Company, of a stock option under the Plan.

     NOW, THEREFORE, in consideration of the foregoing recitals and the mutual
promises, representations, warranties, covenants and agreements hereinafter set
forth, and intending to be legally bound, the parties hereto hereby agree as
follows:

     SECTION 1.  GRANT OF OPTION.  Subject to the terms and conditions set forth
herein, the Company hereby irrevocably grants to Optionee the right and option,
of the character indicated on EXHIBIT A attached hereto ("Option"), to purchase
                              ---------
from the Company the number of shares of the Company's common stock, $0.001 par
value ("Common Stock") set out on EXHIBIT A at the price per share indicated on
                                  ---------
EXHIBIT A.
---------

     SECTION 2.  OPTION PERIOD.  The Option herein granted may be exercised by
Optionee in whole or in part at any time during a period beginning six months
from the date hereof and ending on the date set out on EXHIBIT A (the "Option
                                                       ---------
Period").

     SECTION 3.  PROCEDURE FOR EXERCISE.  The Option herein granted may be
exercised by the delivery by Optionee of written notice to the Company setting
forth the number of shares of Common Stock with respect to which the Option is
being exercised.  The notice shall be accompanied by, at the election of the
Optionee:

          (a)     cash, cashier's check, bank draft, or postal or express money
     order payable to the order of the Company;

          (b)     certificates representing shares of Common Stock theretofore
     owned by Optionee duly endorsed for transfer to the Company;


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          (c)     if approved by the Board or the Committee, to the extent
     permitted by applicable law, a copy of irrevocable instructions to a broker
     to deliver promptly to the Company the amount of sale or loan proceeds
     necessary to pay the Option Price, and, if requested, the amount of any
     federal, state, local or foreign withholding taxes. To facilitate the
     foregoing, the Company may enter into agreements for coordinated procedures
     with one or more brokerage firm; or

          (d)     any combination of the preceding, equal in the value to the
     aggregate exercise price.

Notice may also be delivered by telecopy provided that the exercise price of
such shares is received by the Company on the same day the telecopy transmission
is received by the Company.  The notice shall specify the address to which the
certificates for such shares are to be mailed.  An option to purchase shares of
Common Stock hereunder shall be deemed to have been exercised immediately prior
to the close of business on the date (i) written notice of such exercise and
(ii) payment in full of the exercise price for the number of shares for which
Options are being exercised, are both received by the Company and Optionee shall
be treated for all purposes as the record holder of such shares of Common Stock
as of such date.

     As promptly as practicable after receipt of such written notice and
payment, the Company shall cause the shares being purchased to be issued to the
Optionee and to record the issuance of such shares to Optionee.

     SECTION 4.  DISABILITY OR DEATH.  In the event the Optionee dies or is
determined to be disabled during the term of this Option, the options previously
granted to Optionee may be exercised (to the extent Optionee would have been
entitled to do so at the date of death or the determination of disability) at
any time and from time to time, by the Optionee, the guardian of Optionee's
estate, the executor or administrator of Optionee's estate or by the person or
persons to whom Optionee's rights under this Option Agreement shall pass by will
or the laws of descent and distribution, but in no event may the Option be
exercised after the earlier of twelve months from the date of death or
disability or its expiration under the terms of this Option Agreement.  An
Optionee shall be deemed to be disabled if, in the opinion of a physician
acceptable to the Board or the Committee, Optionee is incapable of performing
services for the Company of the kind Optionee was performing at the time the
disability occurred by reason of any medically determinable physical or mental
impairment which can be expected to result in death or to be of long, continued
and indefinite duration.  The date of determination of disability for purposes
hereof shall be the date of such determination by such physician.

     SECTION 5.  TRANSFERABILITY.  This Option shall not be transferable by
Optionee otherwise than by Optionee's will or by the laws of descent and
distribution or pursuant to a qualified domestic relations order as defined in
the Code or Title I of the Employee Retirement Income Security Act, as amended,
or the rules thereunder.  During the lifetime of Optionee, the Option shall be
exercisable only by Optionee.  Any heir or legatee of Optionee shall take rights
herein granted subject to the terms and conditions hereof.  No such transfer of
this Option Agreement to heirs or legatees of Optionee shall be effective to
bind the Company unless the Company shall have been furnished with written
notice thereof and a copy of such evidence as the Board or the Committee may
deem necessary to establish the validity of the transfer and the acceptance by
the transferee or transferees of the terms and conditions hereof.


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<PAGE>
     SECTION 6.  NO RIGHTS AS SHAREHOLDER.  Optionee shall have no rights as a
shareholder with respect to any shares of Common Stock covered by this Option
Agreement until the Option is exercised by written notice and accompanied by
payment as provided in Section 3 of this Option Agreement.

     SECTION 7.  CHANGES IN CAPITAL STRUCTURE.  If the outstanding shares of
Common Stock or other securities of the Company, or both, for which the Option
is then exercisable shall at any time be changed or exchanged by declaration of
a stock dividend, stock split, combination of shares, or recapitalization, the
number and kind of shares of Common Stock or subject to the Option and the
exercise price, shall be appropriately and equitably adjusted so as to maintain
the proportionate number of shares or other securities without changing the
aggregate exercise price.

     SECTION 8.  COMPLIANCE WITH LAWS.  Notwithstanding any of the other
provisions hereof, Optionee agrees that he or she will not exercise the Option
granted hereby, and that the Company will not be obligated to transfer any
shares pursuant to this Option Agreement, if the exercise of the Option or the
transfer of such shares of Common Stock would constitute a violation by Optionee
or by the Company of any provision of any law or regulation of any governmental
authority.

     SECTION 9.  NO RIGHT TO CONTINUED SERVICE.  Optionee shall be considered to
be serving as an employee of the Company so long as he or she continues to
provide services to the Company.  Any questions as to whether and when there has
been a termination of such service as an employee and the cause of such
termination shall be determined by the Board, and its determination shall be
final.  Nothing contained herein shall be construed as conferring upon Optionee
the right to continue in the service of the Company as an employee.

     SECTION 10.  RESOLUTION OF DISPUTES.  As a condition of the granting of the
Option hereby, Optionee, and Optionee's heirs, personal representatives and
successors agree that any dispute or disagreement which may arise hereunder
shall be determined by the Board in its sole discretion and judgment and that
any such determination and any interpretation by the Board of the terms of this
Option Agreement shall be final and shall be binding and conclusive, for all
purposes, upon the Company, Optionee, and Optionee's heirs, personal
representatives and successors.

     SECTION 11.  LEGENDS ON CERTIFICATE.  The certificates representing the
shares of Common Stock purchased by exercise of the Option will be stamped or
otherwise imprinted with legends in such form as the Company or its counsel may
require with respect to any applicable restrictions on sale or transfer and the
stock transfer records of the Company will reflect stop-transfer instructions
with respect to such shares.

     SECTION 12.  NOTICES.  Every notice hereunder shall be in writing and shall
be given by registered or certified mail.  All notices of the exercise of any
Option hereunder shall be directed to the Company as follows: Houston American
Energy Corp, 801 Travis, Suite 2020, Houston, Texas 77002.  Any notice given by
the Company to Optionee shall be directed to Optionee at the address set forth
on EXHIBIT A attached hereto.  The Company shall be under no obligation
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whatsoever to advise Optionee of the existence, maturity or termination of any
of


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<PAGE>
Optionee's rights hereunder and Optionee shall be deemed to have familiarized
himself with all matters contained herein.

     SECTION 13.  "MARKET STAND-OFF" AGREEMENT.  Optionee agrees that, if
requested by the Company or the managing underwriter of any proposed public
offering of the Company's securities, Optionee will not sell or otherwise
transfer or dispose of any shares of Company common stock held by Optionee
without the prior written consent of the Company or such underwriter, as the
case may be, during such period of time, not to exceed one hundred eighty (180)
days following the effective date of the registration statement filed by the
Company with respect to such offering, as the Company or the underwriter may
specify.

     SECTION 14.  WITHHOLDING OF TAX.  Optionee shall notify the Company of the
disposition of any shares of Common Stock acquired pursuant to this Option and,
to the extent that the exercise of this Option or the disposition of shares of
Common Stock acquired by exercise of this Option results in compensation income
to Optionee for federal or state income tax purposes, Optionee shall pay to the
Company at the time of such exercise or disposition (or such other time as the
law permits if Optionee is subject to Section 16(b) of the Securities Exchange
Act of 1934, as amended) such amount of money as the Company may require to meet
its obligation under applicable tax laws or regulations; and, if Optionee fails
to do so, the Company is authorized to withhold from any cash remuneration then
or thereafter payable to Optionee, any tax required to be withheld by reason of
such resulting compensation income or Company may otherwise refuse to issue or
transfer any shares otherwise required to be issued or transferred pursuant to
the terms hereof.

     SECTION 15.  AGREEMENT SUBJECT TO PLAN.  This Option Agreement is subject
to the Plan.  The terms and provisions of the Plan (including any subsequent
amendments thereto) are hereby incorporated herein be reference thereto.  In the
event of a conflict between any term or provision contained herein and a term or
provision of the Plan, the applicable terms and provisions of the Plan will
govern and prevail.  All definitions of words and terms contained in the Plan
shall be applicable to this Option Agreement.

     SECTION 16.  BINDING EFFECT.  This Option Agreement shall be binding upon
and inure to the benefit of any successors to the Company and all persons
lawfully claiming under Optionee as provided herein.

     IN WITNESS WHEREOF, this Stock Option Agreement has been executed as of
this ___ day of ________ 20__.

                                        HOUSTON AMERICAN ENERGY CORP

                                        By:
                                           ---------------------------
                                        John Terwilliger, President

                                        OPTIONEE:


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<PAGE>
                                    EXHIBIT A

                             STOCK OPTION AGREEMENT


OPTION GRANT DATE:
                         ----------------------

OPTIONEE:
                         ----------------------

OPTIONEE ADDRESS:
                         ----------------------

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

OPTION CHARACTER:
                         ----------------------

NUMBER OF
OPTION SHARES:
                         ----------------------

EXERCISE PRICE:          $
                          ---------------------

OPTION PERIOD:
                         ----------------------

VESTING SCHEDULE:
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IN WITNESS WHEREOF, this Exhibit A to Stock Option Agreement has been executed
and acknowledged as of the day and date indicated.

                                        HOUSTON AMERICAN ENERGY CORP

Dated:             , 20
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                                        By:
                                           ---------------------------
                                        John Terwilliger, President


                                        OPTIONEE:
Dated:             , 20
       ------------    --

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