**Exhibit
      10.27**


INDEMNITY





NOW
      THEREFORE IN CONSIDERATION OF ____________________ (hereinafter called the
      “Indemnified Party”) agreeing to act, or to continue to act, as a director
      and/or officer of Northern Alberta Oil Ltd. (hereinafter referred to as "NAOL”),
      NAOL and Deep Well Oil & Gas, Inc. (hereinafter referred to as "DWOG")
      hereby covenants and agrees to indemnity and hold harmless the Indemnified
      Party
      and his or her heirs and legal representatives, from and against all costs,
      charges, legal fees and expenses, and all claim, demands, actions, or damages,
      including any amount paid to settle an action or satisfy a Judgment, incurred
      by
      the indemnified Party in respect of any civil, criminal or administrative action
      or proceeding to which the Indemnified Party is made a party by reason of being
      or having been a director, officer and or employee of NAOL it:





(a)
      the
      Indemnified Party acted honestly and In good faith with a view to the best
      interests of NAOL; and





(b)
      in
      the case of a criminal or administrative action or proceeding that is enforced
      by a monetary penalty, the Indemnified Party had reasonable grounds for
      believing his or her conduct was lawful.





If
      any
      claim, action, demand or proceeding whatsoever is asserted against the
      Indemnified Party in respect of which this indemnity might reasonably be
      considered to be applicable (such claim, action, demand or proceeding being
      hereafter referred to as a “claim”), the Indemnified Party shall promptly notify
      NAOL and DWOG in writing of the nature of such claim. and NAOL and/or DWOG
      shall
      be entitled (but not required) to participate in the defence of any suit brought
      to enforce the claim. In any event, NAOL and/or DWOG shall be entitled (but
      not
      required) to participate in the selection of legal counsel for the defence
      of
      any claim. All legal and other expenses incurred by the Indemnified Party in
      connection with the defence of a claim shall be paid directly by NAOL and DWOG
      on a monthly basis.





In
      the
      event that the Indemnified Party is required to pay tax or interest, by any
      applicable Canadian federal or provincial law requiring payment of tax
      calculated on or with respect to any amount payable as an indemnity pursuant
      hereto (the amount payable being hereinafter called the "Indemnity”). NAOL and
      DWOG shall pay to the Indemnified Party forthwith on written demand accompanied
      by proof of the amount so payable having been given by the Indemnified Party
      to
      NAOL and DWOG, the amount by which the aggregate of all taxes and interest
      payable by the Indemnified Party when the tax or interest payable on or in
      respect of the Indemnity are included in the calculation of the aggregate of
      all
      taxes and interest payable by the Indemnified Party, exceeds the aggregate
      amount of all taxes, and interest that would be payable by the Indemnified
      Party
      if no taxes were payable by the Indemnified Party or in respect of the
      indemnity.





Expenses
      incurred by the Indemnified Party against which he is indemnified pursuant
      hereto shall be paid promptly by NAOL and DWOG upon receipt of a written request
      and reasonable proof of payment from the Indemnified Party. The Indemnified
      Party shall be required to refund any advance where a court of competent
      jurisdiction determines that such indemnification is not available under
      applicable law.





In
      the
      event that any action is instituted by the Indemnified Party hereunder to
      enforce or interpret any of the terms hereof, the Indemnified Party shall be
      entitled to be paid all court costs and expenses, including reasonable legal
      fees, incurred by the Indemnified Party with respect to such action, unless
      as
      part of such action, the court of competent jurisdiction determines that
      material assertions made by the Indemnified Party as a basis for such action
      were not made in good faith or were frivolous.





This
      indemnity shall also apply to any future appointments, either as a director
      or
      officer, to any of NAOL's subsidiary or affiliated corporations that the
      Indemnified Party agrees to undertake at NAOL's request.





This
      indemnity is in addition to and not in substitution for any indemnity which
      may
      be available to the officers and/or directors of NAOL by private contract or
      under the by-laws of NAOL or the Alberta Business Corporations Act.





DATED
      at
      the City of Edmonton, in the Province of Alberta, this ____ day of _____, 2005
      and





effective
      as and from the date the Indemnified Party was first elected or appointed as
      a
      director and/or officer as documented in NAOL's Minute Book.






NORTHERN
              ALSERTA
              OIL LTD.Per:Per:







DEEP
              WELL OIL
              & GAS, INC.Per:Per:Witness: