EXHIBIT 10.16


THIS  DEED  OF  AMENDMENT  is  made  on  15  August  2005.

BETWEEN:

SIBERIAN  ENERGY  GROUP  INC.,a  corporation  incorporated under the laws of the
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State  of  Nevada, United States and whose principal place of business is at 275
Madison  Avenue,  6th  floor,  New  York,  NY  10016  ("SEG");

BALTIC PETROLEUM LIMITED, a company incorporated in England and Wales under
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company number 05303991 and whose registered office is at 18b Charles Street,
London W1J 5DU ("BP"); and

together referred to as the "PARTIES".

WHEREAS:
SEG  and  BP entered into an option agreement on 28 April 2005, whereby pursuant
to  the  Parties intention to cooperate in a joint venture (the "JOINT VENTURE")
the  Parties  agreed  to  inter  alia  amend and replace the terms of a previous
option  agreement  entered into between the Parties and to set out revised terms
in  relation  to  the  Joint  Venture  (the  "OPTION  AGREEMENT").

BP  has agreed to make available to OOO Zauralneftegaz ("ZNG") a further loan of
US$173,468,  under  the  existing  loan  facility, for the purpose of ZNG making
additional  payments  to OOO Business Standard, upon and subject to the terms of
the  loan  agreement entered into between ZNG and BP on 28 April 2005 (the "LOAN
AGREEMENT") and the deed amending the Loan Agreement entered into between BP and
ZNG  on  [ ]  [ ]  2005  (the  "AMENDING  DEED").

IT  IS  THEREFORE  AGREED  AS  FOLLOWS:
     1.  Terms  used  in  this  Deed shall have the same meaning as given in the
         Option  Agreement  unless  otherwise  herein.

     2.  Definitions  used  in this Deed shall have the same meaning as given in
         the  Option  Agreement  unless  otherwise  herein.

     3.  Save  as  varied  by this Deed, the terms of the Option Agreement shall
         remain  in  full  force  and  effect.

     4.  As  of the date of execution of the Amending Deed, any reference to the
         Initial  Loan (as defined in the Option Agreement) shall  be  taken to
         include the Additional  Amount.

     5.  Clause 9.3 of the Option Agreement shall be deleted in its entirety and
         the  following  shall  be  inserted  in  its  place:

          "US$350,000  to  be  used  by  ZNG  to  account  to  OOO  Business
          Standard, a Russian limited liability company ("BUSINESS STANDARD") in
          respect  of  its  services  for coordinating the gathering of data and
          information on 4 new

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          exploration  licences  in  the  Kurgan  region  being  considered  by
          ZNG,  in respect of areas which shall be designated by BP. The parties
          intend  that  this  data  and  information  be  obtained  as  soon  as
          possible."

     6.   For  the  avoidance  of  doubt,  under  clause  8.1  (c)  of  the Loan
          Agreement,  US$250,000  has  been  drawn  down  by ZNG and paid to OOO
          Business  Standard.  Following  execution  of the Amending Deed, under
          clause  8.1(c)  of  the  Loan  Agreement as amended from time to time,
          US$100,000  will  remain to be drawn down by ZNG to be made payable to
          OOO Business Standard.

     7.   Clause  9.5  of  the  Option  Agreement  shall  be  deleted  in  its
          entirety and the following shall be inserted in its place:

          "a  further  amount  of  US$320,000  shall  be  advanced  to allow the
          payment  to  Business Standard of a further payment of US$320,000, but
          only upon production to BP of a copy of a letter addressed to ZNG from
          the  relevant  licence  authority(ies)  of  the  Ministry  of  Natural
          Resources  in  the  Russian  Federation confirming that the 4 licences
          detailed  in  clause  9.3  above  have  been  awarded to ZNG in a form
          acceptable to BP."

     8.   Clause  9.8  of  the  Option  Agreement  shall  be  deleted  in  its
          entirety  and the following shall be inserted in its place: "US$28,328
          to  be  used  as a deposit for Russian banking and currency regulation
          requirements."

     9.   This  Deed  may  be  executed  in  any  number of counterparts each of
          which  when  executed  by  one  or  more  of  the parties hereto shall
          constitute  an  original but all of which shall constitute one and the
          same document.

     10.  This  Deed  shall  be  governed  by  English  law.  Each  party
          irrevocably  agrees  to  submit  to  the exclusive jurisdiction of the
          courts  of England and Wales over any claim or matter arising under or
          in connection with this Deed.

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IN WITNESS WHEREOF, the parties have executed this Deed as of the date first
above written.


EXECUTED  AS  A  DEED  by          /s/ David Zaikin
SIBERIAN  ENERGY  GROUP  INC.:     ---------------------------
                                   Authorised signatory

                                   David  Zaikin
                                   ---------------------------
                                   Chairman  and  CEO

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EXECUTED  AS  A  DEED  by
BALTIC  PETROLEUM                  /s/ Simon Escott
LIMITED                            ----------------------------------
acting  by  two  Directors/        Director Simon Escott
a  Director  and  the  Secretary:
                                   Simon Escott
                                   ----------------------------------
                                          Name

                                   /s/James  Pockney
                                   ----------------------------------
                                   Director/Secretary James Pockney

                                   James Pockney
                                   ----------------------------------
                                          Name

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