EXHIBIT 10.6

              ASSUMPTION AND CANCELLATION OF DEBT AGREEMENTS WITH
            FAIRCHILD INTERNATIONAL CORPORATION DATED APRIL 15, 2005



<PAGE>

                       ASSUMPTION AND CANCELLATION OF DEBT


THIS AGREEMENT is dated April 15, 2005.

AMONG:

                  FAIRCHILD INTERNATIONAL CORPORATION, a company incorporated
                  pursuant to the laws of the State of Nevada, having an office
                  address at Suite 600, 595 Hornby Street, Vancouver, British
                  Columbia, V6B 2W5

                  ("Fairchild")

AND:

                  PATCH INTERNATIONAL INC., a company incorporated pursuant to
                  the laws of the State of Nevada, having an office address at
                  Suite 1220, 666 Burrard Street, Vancouver, British Columbia
                  V6C 2X8

                  ("Patch")

AND:

                  PATCH ENERGY INC., a wholly-owned subsidiary company of Patch,
                  incorporated pursuant to the laws of Canada, having an office
                  address at Suite 1220, 666 Burrard Street, Vancouver, British
                  Columbia V6C 2X8

                  ("Patch Energy")

WHEREAS:

A. Patch is indebted to Fairchild in the amount of CAD$16,028.07 net of the
amount of CAD$90.50 owing by Fairchild to Patch (the "Fairchild Debt"), and
Fairchild is indebted to Patch Energy in the amount of CAD$14,213.57 (the "Patch
Energy Debt");

B. the parties wish to set-off the Fairchild Debt against the Patch Energy Debt,
leaving an amount of CAD$1,814.50 owing from Patch to Fairchild (the "Remaining
Debt"); and

C. Fairchild has agreed to cancel the Remaining Debt in consideration of the
assumption by Patch of certain debts owed by Fairchild to Grand Slam Radio Inc.,
David Stadnyk, George Tsafalas and Byron Cox, all pursuant to agreements dated
as of April 15, 2005.


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                                      -2-


NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual
covenants and agreements contained herein and other good and valuable
consideration, the receipt of which is hereby acknowledged, the parties hereto
covenant and agree as follows:

APPLICATION OF DEBT

1.    Patch Energy hereby directs and authorizes Fairchild to apply the Patch
Energy Debt against the Fairchild Debt and agrees and acknowledges upon such
application there shall be no further liability owed to it by Fairchild in
respect of the Patch Energy Debt or any part thereof.

CANCELLATION OF DEBT

2.    Fairchild hereby absolutely and unconditionally cancels the Remaining Debt
and agrees and acknowledges that there shall be no further liability owed to it
by Patch in respect of the Remaining Debt or any part thereof.

ENUREMENT

3.   This Agreement will enure to the benefit of and be binding upon the parties
and their respective successors and permitted assigns.

GOVERNING LAW

4.    This Assignment will be governed by and construed in accordance with the
laws of the Province of British Columbia.



                   REMAINDER OF PAGE LEFT INTENTIONALLY BLANK

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COUNTERPARTS

5.   This Assignment may be executed by the parties in separate counterparts and
by facsimile, each of which when so executed and delivered shall be an original,
but all counterparts shall together constitute one and the same instrument.

IN WITNESS WHEREOF this Assignment has been duly executed by the parties on the
date first mentioned above.




FAIRCHILD INTERNATIONAL CORPORATION         PATCH INTERNATIONAL INC.


Per:  /s/ ANISH SAMANI                      Per: /s/ DAVID STADNYK
    -------------------------------             -------------------------------
    Authorized Signatory                        Authorized Signatory

PATCH ENERGY INC.



Per: /s/ DAVID STADNYK
    ------------------------------------
    Authorized Signatory

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                               ASSUMPTION OF DEBT


THIS ASSUMPTION AGREEMENT is dated April 15, 2005.

BETWEEN:

                  FAIRCHILD INTERNATIONAL CORPORATION, a company incorporated
                  pursuant to the laws of the State of Nevada, having an office
                  address at Suite 600, 595 Hornby Street, Vancouver, British
                  Columbia, V6B 2W5

                  ("Fairchild")

AND:

                  PATCH INTERNATIONAL INC., a company incorporated pursuant to
                  the laws of the State of Nevada, having an office address at
                  Suite 1220, 666 Burrard Street, Vancouver, British Columbia
                  V6C 2X8

                  ("Patch")

AND:

                  DAVID STADNYK, executive, of Suite 1220, 666 Burrard Street,
                  Vancouver, British Columbia V6C 2X8


                  ("Stadnyk")

WHEREAS:

A.  Fairchild is indebted to Stadnyk in the amount of CAD$14,316.62 (the "Debt")
and Patch has agreed to assume the Debt in partial consideration of the
relinquishment of certain interests in oil and gas properties by Fairchild to
Patch, as detailed below; and

B.   Stadnyk has agreed to accept Patch as debtor in the place of Fairchild.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual
covenants and agreements contained herein and other good and valuable
consideration, the parties hereto covenant and agree as follows:

ASSUMPTION OF DEBT

1.     Patch hereby absolutely and unconditionally assumes and accepts
responsibility for the payment of the Debt and agrees to indemnify and hold
harmless Fairchild in respect thereof.


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ACCEPTANCE OF PATCH

2.     Stadnyk hereby absolutely and unconditionally accepts Patch as debtor in
substitution for Fairchild and releases Fairchild from any and all liability in
respect of the Debt.

CONVEYANCE

3.    Fairchild hereby conveys any and all of its interests in the Kerrobert oil
field located in Saskatchewan, Canada and all of its interests in the Manahuilla
Creek oil field in Goliad County, Texas, previously acquired from Patch, back to
Patch.

ENUREMENT

4.  This Assignment will enure to the benefit of and be binding upon the parties
and their respective heirs, successors and permitted assigns.

GOVERNING LAW

5. This Assignment will be governed by and construed in accordance with the laws
of the Province of British Columbia.

COUNTERPARTS

6.   This Assignment may be executed by the parties in separate counterparts and
by facsimile, each of which when so executed and delivered shall be an original,
but all counterparts shall together constitute one and the same instrument.

IN WITNESS WHEREOF this Assignment has been duly executed by the parties on the
date first mentioned above.




FAIRCHILD INTERNATIONAL CORPORATION         PATCH INTERNATIONAL INC.


Per:  /s/ ANISH SAMANI                      Per: /s/ DAVID STADNYK
    -------------------------------             -------------------------------
    Authorized Signatory                        Authorized Signatory






/s/ DAVID STADNYK
----------------------------------
David Stadnyk

<PAGE>




                               ASSUMPTION OF DEBT


THIS ASSUMPTION AGREEMENT is dated April 15, 2005.

AMONG:

                  FAIRCHILD INTERNATIONAL CORPORATION, a company incorporated
                  pursuant to the laws of the State of Nevada, having an office
                  address at Suite 600, 595 Hornby Street, Vancouver, British
                  Columbia, V6B 2W5

                  ("Fairchild")

AND:

                  PATCH INTERNATIONAL INC., a company incorporated pursuant to
                  the laws of the State of Nevada, having an office address at
                  Suite 1220, 666 Burrard Street, Vancouver, British Columbia
                  V6C 2X8

                  ("Patch")

AND:

                  GEORGE TSAFALAS, executive, of Suite 1220, 666 Burrard Street,
                  Vancouver, British Columbia V6C 2X8

                  ("Tsafalas")


WHEREAS:

A.   Fairchild is indebted to George Tsafalas in the amount of CAD$3,491.88 (the
"Debt") and Patch has agreed to assume the Debt in partial consideration of the
relinquishment of certain interests in oil and gas properties by Fairchild to
Patch, as detailed below; and

B.    Tsafalas has agreed to accept Patch as debtor in the place of Fairchild.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual
covenants and agreements contained herein and other good and valuable
consideration, the parties hereto covenant and agree as follows:

ASSUMPTION OF DEBT

1.    Patch hereby absolutely and unconditionally assumes and accepts
responsibility for the payment of the Debt and agrees to indemnify and hold
harmless Fairchild in respect thereof.

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ACCEPTANCE OF PATCH

2.    Tsafalas hereby absolutely and unconditionally accepts Patch as debtor in
substitution for Fairchild and releases Fairchild from any and all liability in
respect of the Debt.

CONVEYANCE

3.   Fairchild hereby conveys any and all of its interests in the Kerrobert oil
field located in Saskatchewan, Canada and all of its interests in the Manahuilla
Creek oil field in Goliad County, Texas, previously acquired from Patch, back to
Patch.

ENUREMENT

4.  This Assignment will enure to the benefit of and be binding upon the parties
and their respective heirs, successors and permitted assigns.

GOVERNING LAW

5. This Assignment will be governed by and construed in accordance with the laws
of the Province of British Columbia.

COUNTERPARTS

6.   This Assignment may be executed by the parties in separate counterparts and
by facsimile, each of which when so executed and delivered shall be an original,
but all counterparts shall together constitute one and the same instrument.

IN WITNESS WHEREOF this Assignment has been duly executed by the parties on the
date first mentioned above.

FAIRCHILD INTERNATIONAL CORPORATION         PATCH INTERNATIONAL INC.


Per:  /s/ ANISH SAMANI                      Per: /s/ DAVID STADNYK
    -------------------------------             -------------------------------
    Authorized Signatory                        Authorized Signatory



/s/ GEORGE TSFALAS
------------------------------------
George Tsafalas



<PAGE>
                               ASSUMPTION OF DEBT


THIS ASSUMPTION AGREEMENT is dated April 15, 2005.

AMONG:

                  FAIRCHILD INTERNATIONAL CORPORATION, a company incorporated
                  pursuant to the laws of the State of Nevada, having an office
                  address at Suite 600, 595 Hornby Street, Vancouver, British
                  Columbia, V6B 2W5

                  ("Fairchild")

AND:

                  PATCH INTERNATIONAL INC., a company incorporated pursuant to
                  the laws of the State of Nevada, having an office address at
                  Suite 1220, 666 Burrard Street, Vancouver, British Columbia
                  V6C 2X8

                  ("Patch")

AND:

                  BYRON COX, executive, of Suite 1220, 666 Burrard Street,
                  Vancouver, British Columbia V6C 2X8

                  ("Cox")


WHEREAS:

A.   Fairchild is indebted to Cox in the amount of CAD$582.89 (the "Debt") and
Patch has agreed to assume the Debt in partial consideration of the
relinquishment of certain interests in oil and gas properties by Fairchild to
Patch, as detailed below; and

B.   Cox has agreed to accept Patch as debtor in the place of Fairchild.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual
covenants and agreements contained herein and other good and valuable
consideration, the parties hereto covenant and agree as follows:

ASSUMPTION OF DEBT

1.    Patch hereby absolutely and unconditionally assumes and accepts
responsibility for the payment of the Debt and agrees to indemnify and hold
harmless Fairchild in respect thereof.


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                                      -2-

ACCEPTANCE OF PATCH

2.    Cox hereby absolutely and unconditionally accepts Patch as debtor in
substitution for Fairchild and releases Fairchild from any and all liability in
respect of the Debt.

CONVEYANCE

3.   Fairchild hereby conveys any and all of its interests in the Kerrobert oil
field located in Saskatchewan, Canada and all of its interests in the Manahuilla
Creek oil field in Goliad County, Texas, previously acquired from Patch, back to
Patch.

ENUREMENT

4.  This Assignment will enure to the benefit of and be binding upon the parties
and their respective heirs, successors and permitted assigns.

GOVERNING LAW

5. This Assignment will be governed by and construed in accordance with the laws
of the Province of British Columbia.

COUNTERPARTS

6.   This Assignment may be executed by the parties in separate counterparts and
by facsimile, each of which when so executed and delivered shall be an original,
but all counterparts shall together constitute one and the same instrument.

IN WITNESS WHEREOF this Assignment has been duly executed by the parties on the
date first mentioned above.

FAIRCHILD INTERNATIONAL CORPORATION         PATCH INTERNATIONAL INC.


Per:  /s/ ANISH SAMANI                      Per: /s/ DAVID STADNYK
    -------------------------------             -------------------------------
    Authorized Signatory                        Authorized Signatory




/s/ BYRON COX
-----------------------------------
Byron Cox


<PAGE>


                               ASSUMPTION OF DEBT


THIS ASSUMPTION AGREEMENT is dated April 15, 2005.

AMONG:

                  FAIRCHILD INTERNATIONAL CORPORATION, a company incorporated
                  pursuant to the laws of the State of Nevada, having an office
                  address at Suite 600, 595 Hornby Street, Vancouver, British
                  Columbia, V6B 2W5

                  ("Fairchild")

AND:

                  PATCH INTERNATIONAL INC., a company incorporated pursuant to
                  the laws of the State of Nevada, having an office address at
                  Suite 1220, 666 Burrard Street, Vancouver, British Columbia
                  V6C 2X8

                  ("Patch")

AND:

                  GRAND SLAM RADIO INC., a company incorporated pursuant to the
                  laws of British Columbia, having an office address at Suite
                  1220, 666 Burrard Street, Vancouver, British Columbia V6C 2X8

                  ("Grand Slam")

WHEREAS:

A.   Fairchild is indebted to Grand Slam in the amount of CAD$6,089.29 (the
"Debt") and Patch has agreed to assume the Debt in partial consideration of the
relinquishment of certain interests in oil and gas properties by Fairchild to
Patch, as detailed below; and

B.   Grand Slam has agreed to accept Patch as debtor in the place of Fairchild.

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the mutual
covenants and agreements contained herein and other good and valuable
consideration, the parties hereto covenant and agree as follows:

ASSUMPTION OF DEBT

1.   Patch hereby absolutely and unconditionally assumes and accepts
responsibility for the payment of the Debt and agrees to indemnify and hold
harmless Fairchild in respect thereof.

<PAGE>
                                      -2-


ACCEPTANCE OF PATCH

2.   Grand Slam hereby absolutely and unconditionally accepts Patch as debtor in
substitution for Fairchild and releases Fairchild from any and all liability in
respect of the Debt.

CONVEYANCE

3.   Fairchild hereby conveys any and all of its interests in the Kerrobert oil
field located in Saskatchewan, Canada and all of its interests in the Manahuilla
Creek oil field in Goliad County, Texas, previously acquired from Patch, back to
Patch.

ENUREMENT

4.  This Assignment will enure to the benefit of and be binding upon the parties
and their respective successors and permitted assigns.

GOVERNING LAW

5. This Assignment will be governed by and construed in accordance with the laws
of the Province of British Columbia.

COUNTERPARTS

6.   This Assignment may be executed by the parties in separate counterparts and
by facsimile, each of which when so executed and delivered shall be an original,
but all counterparts shall together constitute one and the same instrument.

IN WITNESS WHEREOF this Assignment has been duly executed by the parties on the
date first mentioned above.

FAIRCHILD INTERNATIONAL CORPORATION         PATCH INTERNATIONAL INC.


Per:  /s/ ANISH SAMANI                      Per: /s/ DAVID STADNYK
    -------------------------------             -------------------------------
    Authorized Signatory                        Authorized Signatory



GRAND SLAM RADIO INC.


Per:  /s/ DAVID STADNYK
    --------------------------------
    Authorized Signatory