Exhibit  10.1     CFO  Agreement.

                 [Letterhead of Clear Financial Solutions, Inc.]

October  24,  2005
Kent  Watts
Chief  Executive  Officer
Hyperdynamics  Corp.
9700  Bissonnet,  Suite  1700
Houston,  TX  77036

Dear  Kent:

It  was  a  pleasure to sit down with you and Harry this morning and visit about
our journeys over the past few years.  I appreciate the opportunity to work with
you  and  look  forward  to  a  long  and  rewarding  relationship.

The  following  is  a list of services available from Clear Financial Solutions,
Inc.  (Firm).  We  hope  to exceed your expectations of service from our firm by
clearly  identifying  the  services  to  be  provided,  their frequency, and the
objectives and limitations of such services.  We have prepared this proposal for
services  based our meeting with the management of Hyperdynamics Corp. (Client).

We  provide  the  following  services  for  our  clients:

     -Contract  CFO  Services
     -Strategic  Planning
     -SEC  Reporting  Services
     -Business  Process  Re-engineering
     -Performance  Measurement  and  Improvement
     -Procedures  and  Controls
     -Financial  Analysis
     -Outsourced  Accounting  Services

You  have  requested  that  we  perform  Contract CFO Services for your company.
These  services  will  be  performed  by Steven M. Plumb, CPA (Consultant).  Mr.
Plumb  may  also  utilize  other  staff  members  of the Firm.  In the course of
performing  these  services  we  will  do  the  following:

     -Serve  as  part  time  Chief  Financial  Officer;
     -Provide  advice  on  the  application  of  Generally  Accepted  Accounting
      Principles;
     -Assist  with  the  preparation  and  filing  of  SEC  reports;
     -Assist  in  preparation  of  monthly  financial  statements;
     -Oversee  accounting  function;  and
     -Other  projects  as  requested  by  management.

None  of  the  services  provided  can  be  relied  upon  to  detect  errors,
irregularities,  or  illegal  acts  that may exist.  However, we will inform the
appropriate  level  of  management  of  any  material  errors  that  come to our
attention  or  any  irregularities  or  illegal acts that come to our attention,
unless  they  are  clearly  inconsequential.

We  anticipate  that the services requested will require between 20 and 30 hours
per  month.  Our standard rate for these services is $175 per hour.  However, we
will  discount  this  rate  to $165 per hour if you agree to a monthly retainer.
Accordingly, we estimate that our monthly fee for these services will be between
$3,300  and  $4,950 per month.  If more hours are required in a particular month
we  will  bill  you  for the additional hours at $165 per hour.  Each quarter we
will  compare the level of effort expended to the billings in order to determine
if the estimated hours were worked.  If we have not expended the level of effort
noted  above  we  will adjust our fee to ensure that you do not pay for unearned
time.

Where  ever possible we will utilize less expensive staff to perform tasks.  Our
normal  staff  billing  rates  is  as  follows:

Partner     $165
Manager   $150  -  $125
Staff    $75
Bookkeeper   $50

Payment  will be due on the 1st of each month.   Interest of 1.5% per month will
be  charged  on all outstanding balances. The payment due upon execution of this
contract is $4,950.00, which consists of a retainer comprised of one month's fee
in  advance.   If  Client  becomes 30 days or more in arrears on payments to the
Firm,  the  Firm  has the right to stop performing services under this contract.

From time to time our clients request our assistance for a specific project.  We
are  more  than  happy  to assist in these instances and will provide you with a
proposal  for  a  specific  project  upon  your  request.

The  Firm  has not been engaged to provide, nor will it provide, any attestation
services,  such as auditing, review or compilation services under this contract.
Client will reimburse Firm for reasonable expenses such as mileage, photocopies,
long  distance,  postage  and  supplies.

This contract will become effective upon the filing of the S-1 that is currently
being  drafted and is for a period of one year.  This is estimated to be October
28,  2005.  Unless  canceled by either party with written notice sixty (60) days
prior  to  the  end  of  the contract, the contract will automatically renew for
another  twelve (12) month period with a 5% fee increase. The contract will roll
over  automatically  until canceled in writing by either party within sixty (60)
days  notice  prior  to the end of the contract. The retainer will be applied to
the last months billing. Should the contract be renewed, the applicable retainer
shall  be  rolled  forward  and  will  apply  to the last billing of the renewed
contract.  If  the  firm  is  unable  to perform due to circumstances beyond its
control,  then  the  Firm  is  released  from  this contract and the Firm has no
liability under this agreement. The Client may cancel this contract with 60 days
written  notice.

Based  upon  the  terms  and  conditions  contained  in  this agreement, you are
engaging  Consultant  to  perform business and management consulting services at
such  places  and  times  as  may  be reasonably agreed to by Consultant.  It is
expressly  understood  and  agreed that no provisions of this agreement, nor any
act  of  the  parties,  shall  be interpreted to create any relationship between
Consultant and the Company other than that of independent contractor. Each party
agrees  to keep confidential the proprietary information of the other party that
may  be  learned during the course of providing or receiving services under this
Agreement.  Consultant  agrees  he  will  not  disclose  any  proprietary  or
confidential  information  acquired  from  the  Company  under  this  agreement,
including  trade  secrets,  business plans and confidential or other information
which  may  be  proprietary  to  the Company.  The parties agree that either the
Company  or  Consultant,  through  written  notice,  may  terminate Consultant's
engagement  under this Agreement at any time for any reason or for no reason. In
the  case  of  a  dispute, such representative as the Company may designate will
discuss  the  controversial  items  with  Consultant  and attempt to resolve the
dispute.  The  parties  will attempt to resolve any controversy or claim arising
out  of  this  Agreement by mediation prior to commencing any legal action.  The
maximum  recovery  for any damages attributable to work performed, regardless of
the  cause  of  action,  will  be limited to the return of unearned fees paid to
Consultant.  All  agreements between the parties are contained in this document.
There  are  no  oral  agreements  between  the  parties.

This  agreement  is  governed  exclusively  by  Texas  substantive  law  without
reference  to  Texas  choice  of  law rules. The parties agree that all disputes
arising  out  of  or  related  to  this agreement must be litigated in the state
district  courts  of  Harris County, Texas, which the parties agree shall be the
exclusive  forum  for  any and all litigation between them. The Client expressly
agrees  that  it  is  subject  to personal jurisdiction in Texas for any and all
disputes  between  the  parties.  The  Client further agrees that subject matter
jurisdiction  for  any  and all disputes between the parties lies exclusively in
the  Texas  state  courts.

Please  indicate your acceptance of the above understanding by signing below.  A
copy  is  enclosed  for your records.  If your needs change during the year, the
nature  of  our  services  can be adjusted appropriately.  Likewise, if you have
special  projects  with which we can assist, please let us know. We look forward
to  a  long-term  and  mutually-beneficial  relationship  with  Hyperdynamics.

Sincerely,
Clear  Financial  Solutions,  Inc.  by

Steven  Plumb,  CPA

SMP

Reviewed  and  accepted:

----------------------------             Date----------------
Kent  Watts
President/Chief  Executive  Officer