Exhibit 10.3

                    ASSUMPTION AND INDEMNIFICATION AGREEMENT
                    ----------------------------------------


     This Assumption and Indemnification Agreement ("Agreement") is entered into
as of May 23, 2006, by and among Tradestar Services,  Inc., a Nevada corporation
("Tradestar"),  Tradestar  Acquisition Sub,  L.L.C., a Nevada limited  liability
company ("Buyer"), The Cymri Corporation, a Texas corporation (the "Maker"), and
Larry M. Wright,  Robert G. Wonish and Franklin M. Cantrell,  Jr. (collectively,
the "Guarantors").

                                    RECITALS

          A. Under the terms of that certain  Stock  Purchase  Agreement,  dated
     effective as of June 1, 2004,  among Don E. Claxton and Betty Jane Claxton,
     C.F. ("Skip") Kimball,  III, and Linda R. Kimball,  and The Irene and Alvin
     Bellaire,  Jr.  Trust  (individually  called  "Payee" and  collectively  as
     "Payees")  and the  Maker  (the  "Stock  Purchase  Agreement"),  the  Maker
     acquired  all of the  issued and  outstanding  capital  stock of  Petroleum
     Engineers,  Inc., a Louisiana corporation ("PEI"),  Triumph Energy, Inc., a
     Louisiana corporation  ("Triumph"),  and Petroleum Engineers International,
     Inc.,  a  Louisiana  corporation  ("PEI  Int'l" and  together  with PEI and
     Triumph, the "Company Subsidiaries"), (the "Stock Sale").

          B.  Pursuant  to the  Stock  Purchase  Agreement  and as  part  of the
     consideration  for the Stock Sale,  the Maker  executed and  delivered  the
     following promissory notes  (collectively,  the "Promissory Notes") and the
     Guarantors and the Company  Subsidiaries  guaranteed the obligations of the
     Maker under the Promissory Notes:

               1. Promissory Note, dated December 3, 2004,  payable by the Maker
          to Don E. Claxton and Betty Jane Claxton;

               2. Promissory Note, dated December 3, 2004,  payable by the Maker
          to The Irene and Alvin Bellaire, Jr. Trust; and

               3. Promissory Note, dated December 3, 2004,  payable by the Maker
          to C.F. ("Skip") Kimball, III and Linda R. Kimball.

          C. Under the terms of that certain Agreement and Plan of Merger, dated
     of even date herewith  (the "Merger  Agreement"),  by and among  Tradestar,
     Buyer, the Maker, and the Guarantors and Michael W. Hopkins, the Maker will
     merge with and into Buyer (the  "Merger"),  and following  the Merger,  the
     separate  corporate  existence  of the Maker shall cease,  and  immediately
     after the  effective  date of the  Merger,  Buyer  will  change its name to
     "CYMRI, L.L.C."

          D. As part of the consideration  for the Merger,  the execution of the
     Merger  Agreement and the  consummation  of the  transactions  contemplated
     thereby,  Tradestar  and Buyer  have  agreed to assume  and pay any and all
     obligations  owing  under the  Promissory  Notes and to pay and perform any
     obligations and covenants  under any documents  securing the payment of the
     Promissory  Notes,  and to  indemnify  the  Guarantors  from  any  and  all
     liability and obligations  under or related to the Promissory Notes and any
     documents securing the payment thereof:

<PAGE>

                                    AGREEMENT

     NOW,  THEREFORE,  in  consideration  of the promises  contained  herein and
referenced  above and other good and  valuable  consideration,  the  receipt and
sufficiency of which is hereby acknowledged,  and intending to be legally bound,
the parties agree as follows:

     1. Tradestar and Buyer do hereby  unconditionally and irrevocably,  jointly
and  severally,  assume and agree to timely pay any and all  amounts  due, or to
become due, on the  Promissory  Notes  (including all principal and interest due
thereon)  directly to the  respective  payees or other holders of the Promissory
Notes,  and  each of them,  to the same  extent  and to the  same  effect  as if
Tradestar  and Buyer were the  original  makers and  obligors of the  Promissory
Notes.

     2. Tradestar and Buyer do hereby  unconditionally and irrevocably,  jointly
and severally, assume and agree to pay and perform all obligations and covenants
under any documents securing the payment of the Promissory Notes.

     3. Tradestar and Buyer do hereby  unconditionally and irrevocably,  jointly
and severally,  agree to indemnify and save and hold the Guarantors, and each of
them,  harmless  from  and  against  any  and  all  claims,  demands,  disputes,
liabilities,  judgments, causes of action, or damages whatsoever asserted by the
payees,  any other holders or assignees of the  Promissory  Notes,  or any other
person,  asserted or  threatened  against the  Guarantors,  or any of them,  for
payment of all or any  portion of the  obligation  evidenced  by the  Promissory
Notes, and any other obligation and covenants arising under any of the documents
securing the payment of the Promissory  Notes (including  reasonable  attorneys'
fees  and  court  costs)  and all  amounts  paid in  settlement,  compromise  or
satisfaction  thereof,  that the  Guarantors,  or any of them, may pay, incur or
otherwise  suffer as a  consequence  of the  failure,  refusal or  inability  of
Tradestar or Buyer to pay and perform the  obligations  assumed and agreed to be
paid and performed pursuant to this Agreement.

     4. Tradestar and Buyer do hereby  unconditionally and irrevocably,  jointly
and severally,  agree to pay all reasonable  attorneys' fees and court costs and
expenses  incurred  by the  Guarantors,  or  any  of  them,  in  enforcing  this
Agreement.

     5. This full and complete  Agreement to pay and indemnify  shall be binding
upon Tradestar and Buyer and their  respective  successors and assigns and shall
inure to the benefit of the Guarantors  and each of them,  and their  respective
heirs, personal representatives and assigns.

     6. This Agreement is to be construed, interpreted and enforceable under the
laws of the State of Texas.  Neither this Agreement nor any provision hereof may
be changed,  waived,  discharged or terminated orally, but only by an instrument
in writing signed by the party against which enforcement of the change,  waiver,
discharge or termination is sought.

     7. This Agreement may be executed in multiple  counterparts,  each of which
shall be deemed an original,  and together  which shall  constitute  one and the
same instrument.  This Agreement  constitutes and includes that entire agreement
of the parties with  reference to the subject  matter hereof and  supersedes all

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<PAGE>

prior agreements and  understandings  relating to the subject matter hereof.  No
promise  or  representation  of any kind has been made to any of the  parties to
this  Agreement by any other party or parties to this Agreement or anyone acting
for any of such parties, except as is expressly stated in this Agreement.

     8. Any  controversy or claim arising out of or relating to this  Agreement,
or the breach thereof, shall be resolved by binding arbitration  administered by
the American Arbitration  Association under its Commercial  Arbitration Rules in
effect on the date of this Agreement  (herein the "AAA Rules"),  and judgment on
the  award  rendered  by the  arbitrator  may be  entered  in any  court  having
jurisdiction thereof. The arbitrator shall be selected pursuant to the AAA Rules
and  shall be a  neutral  and  impartial  lawyer  with  excellent  academic  and
professional  credentials  (i) who is or has  been  practicing  law for at least
fifteen (15) years,  specializing  in general  commercial  litigation or general
corporate and  commercial  matters and (ii) who has both training and experience
as an  arbitrator  and is  generally  available to serve as an  arbitrator.  The
arbitration shall be governed by the arbitration law of the Federal  Arbitration
Act and shall be held in Houston, Texas.

     9. All notices and other  communications  under this Agreement  shall be in
writing  and  either (a)  delivered  against a receipt  therefor;  (b) mailed by
registered or certified mail, return receipt requested,  postage prepaid, or (c)
sent by telegram or telecopy, in each case addressed as follows:


               (a) if to Tradestar or Buyer to:

                    Tradestar Services, Inc.
                    CYMRI, L.L.C.
                    3451 Candelaria NE
                    Albuquerque, New Mexico 87107
                    Attn:  Frederick A. Huttner, Chief Executive Officer
                    Facsimile:  (505) 872-3303

                    with a copy (which shall not constitute notice) to:

                    Haynes and Boone, LLP
                    One Houston Center
                    1221 McKinney Street, Suite 2100
                    Houston, Texas 77010
                    Attention:  Bryce D. Linsenmayer, Esq.
                    Facsimile:  (713) 236-5540

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<PAGE>

               (b) if to Guarantors to:

                    Larry M. Wright
                    911 Creek Wood Way
                    Houston, Texas 77024
                    Facsimile:   (713) 464-8048

                    Franklin M. Cantrell, Jr.
                    5555 Del Monte Drive
                    Suite 2305
                    Houston, Texas 77056-4121

                    Robert G. Wonish
                    17315 Klee Circle
                    Spring, Texas  77379

                    with a copy (which shall not constitute notice) to:

                    Hirsch & Westheimer, P.C.
                    700 Louisiana, 25th Floor
                    Houston, Texas 77002
                    Attention: Bradley E. Rauch, Esq. and Michael S. Wilk, Esq.
                    Facsimile:  (713) 223-9319


                            [Signature page follows]


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<PAGE>


     IN WITNESS  WHEREOF,  the  parties to this  Agreement  have  executed  this
Agreement to be effective as of the date hereof.


TRADESTAR SERVICES, INC.                       TRADESTAR ACQUISITION SUB, L.L.C.



By: /s/ Clarence J. Downs                      By:  /s/ Frederick A. Huttner
   --------------------------------------           -------------------------
        Clarence J. Downs                               Frederick A. Huttner
        Chairman and Chief Executive Officer            Vice President



THE CYMRI CORPORATION


By: /s/ Larry M. Wright
    -------------------------------------
Name:   Larry M. Wright
Title:  Chief Executive Officer and
        President



/s/ Robert G. Wonish
-----------------------------------------
ROBERT G. WONISH



 /s/ Larry M. Wright
-----------------------------------------
LARRY M. WRIGHT



 /s/ Franklin M. Cantrell, Jr.
-----------------------------------------
FRANKLIN M. CANTRELL, JR.

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