Exhibit 10.15


                                                           SUNOCO,  INC.
                                                           SUITE  515
                                                           1004  N  Big  Spring
                                                           Midland TX 79701-3483
                                                           915  686  7080
                                                           Fax  915  687  2641


                          CRUDE OIL PURCHASE AGREEMENT
                           SUNOCO REFERENCE NO. 520627

     This  agreement,  made  and entered into as of this __19th day of January ,
                                                           ----        ---------
1999  2000  by  and  between  "Buyer"  and  "Seller"  as  follows:


Buyer:                                         Seller:
-----                                          ------
Sunoco,  Inc.  (R&M)                           Trinity  Texas  Energy  Resources
("SUNOCO")                                     11757 Katy Freeway, Suite 1430
1004  N.  Big Spring, Suite 515                Houston, Texas  77079
Midland,  Texas  79701

                                   WITNESSETH:

     WHEREAS,  Seller  owns or is authorized to sell all of the volumes of crude
oil  and  condensate  produced  from  the  properties  described  in Exhibit "A"
attached  hereto;  and

     WHEREAS,  Buyer  desires  to  purchase  and  receive  said  crude  oil  and
condensate  and Seller desires to sell and deliver said crude oil and condensate
in  accordance  with  the  terms  of  this  agreement;

     1   Sale  and  Purchase.   Subject  to  the provisions hereof, Seller shall
         -------------------
sell  to  Buyer  and  Buyer  shall purchase from Seller all of the crude oil and
condensate  produced  from  the  properties  described  in  Exhibit "A" attached
hereto. Seller hereby commits and dedicates to the performance of this agreement
all  of  the  crude  oil  and  condensate produced from the lease(s) included on
Exhibit  "A"  attached  hereto. The parties hereto, by mutual consent, may amend
this  agreement  at  any  time  to include additional properties to Exhibit "A".

     2.  Term.  This agreement shall remain in effect for an initial term of two
         ----
(2)  months,  commencing on November 1, 1999 and from month to month thereafter,
unless  and  until  terminated by either party upon written notice thereof given
thirty  (30) days in advance of the end of the primary term of this agreement or
any  extension  thereof.

     3. Delivery Point.  Delivery shall take place and title shall pass from the
        ---------------
Seller  to the Buyer when the crude oil passes the outlet flange of the Seller's
lease  facility to the receiving equipment of Buyer or Buyer's designated agent.

     4.  Warranty  of  Title  and Authority to Sell.  Seller hereby warrants and
         -------------------------------------------
guarantees  that  the  title  to the portion of the crude oil sold and delivered
hereunder  which  is  owned  by  Seller  is  free  and  clear  of  all liens and
encumbrances and warrants that as to the remaining portion of the crude oil sold
and  delivered  hereunder Seller has the right and authority to sell and deliver
said  crude  oil  for  the  benefit  of the true owners thereof.  Seller further
warrants  that  the crude oil has been produced, handled, and transported to the
delivery  point hereunder, in accordance with the laws, rules and regulations of
all  governmental  authorities  having  jurisdiction  thereof.  Seller  shall
indemnify  and hold Buyer harmless from and against any and all cost, damage and
expense suffered and incurred by reason of any failure of the title so warranted
or  any inaccuracy in the representation of Seller's right and authority to sell
said  crude  oil  made  herein.


<PAGE>
     5. Price.  Effective November 1, 1999, Sunoco's posted price for West Texas
        -----
Intermediate  crude  oil  (currently  Sunoco's  Col.  4),  in  effect on date of
delivery,  available  in Sunoco's Crude Oil Price Bulletin Summary as published,
modified  by  the net adjustment. Buyer and Seller agree that the net adjustment
shall  be  computed  as  set  forth  in  Exhibit  "A".  The  Temporary Marketing
Adjustment  (T.M.A.)  currently  equals  one  dollar and sixty cents ($1.60) per
barrel.

     For  pricing  purposes,  the  daily volume of crude delivered in each month
shall  be  determined  either  by reference to delivery tickets or other records
showing  actual  daily  deliveries  of  such  crude  or,  in the absence of such
records,  shall  be  deemed to have been delivered in equal daily quantities for
each  day  of  the  given  month.

Buyer  and  Seller  further  agree  that  for the term of this agreement, or any
extension  thereof,  seller  shall  not  be charged gravity deductions on leases
listed  on  the  attached  exhibit  "A",  and  any  additions  thereto.

     6.  Manner  of Payment.  Subject to verification of deliveries, payment for
         ------------------
crude oil sold and delivered shall be made by check on or about the twenty-third
(23rd)  day  of the month following the month of delivery. Payment shall be made
to  the  Seller  utilizing  Buyer's  Division  Order  (excluding  taxes).

     7.  Taxes.  Buyer  is  hereby  authorized  to  withhold  from  the proceeds
         ------
allocable  to  the  sale  and  delivery  of  crude  oil  hereunder the amount of
severance  taxes  levied  by  State  and  Federal  Agencies.

     8. Prevailing Document. In the event of any conflict between the provisions
        -------------------
of  this  agreement and the provisions of any applicable division order executed
in  accordance  with  the  terms  hereof, the provisions of this agreement shall
control.

     9.  Quality  Requirements.  If  the  crude oil shall not meet Sunoco's West
         ---------------------
Texas  Intermediate  requirements at the delivering point, then Buyer shall have
the  right  to terminate this Crude Oil Purchase Agreement by giving thirty (30)
days  written  notice.

     10.  General  Provisions. The General Provisions attached to this agreement
          --------------------
are  made  a  part  of  this  agreement.

ALL  SIGNATURES  MUST  BE  WITNESSED

                                        SUNOCO,  INC.  (R&M)

Witness
                                        By     (SIGNED)
                                           ----------------------------------
                                             Landon  E.  Ophiem
    (SIGNED)
------------------------

                                        Title  Crude  Oil  Representative
                                           ----------------------------------



                                        TRINITY  TEXAS  ENERGY  RESOURCES
Witness
                                        By     (SIGNED)
                                           ----------------------------------
------------------------
                                        Title  Chief  Operating  Officer
                                           ----------------------------------
                                               Hand written


<PAGE>
                               SUNOCO, INC. (R&,M
                               ------------------
                             COPA GENERAL PROVISIONS
                             -----------------------
     1.  Existing Laws.  This Agreement will be governed by existing laws of the
         --------------
State  of  Texas.

     2.  Force  Majeure.  Neither party shall be liable to the other for failure
         ---------------
or  delay  in  making  or accepting deliveries hereunder to the extent that such
failure  or  delay  may  be  due to compliance with acts, orders, regulations or
requests  of  any federal, state or local civilian or military authority or as a
result  of  insurrections,  wars, rebellion, riots, strikes, labor difficulties,
action  of the elements, disruption or breakdown of production or transportation
facilities,  or  any  other  cause,  whether  or  not of the same class or kind,
reasonably  beyond  the  control  of  such  party.

     3.  Quality  and Measurement.  Seller warrants that all crude oil purchased
         -------------------------
hereunder  shall  be  of  merchantable  quality  (that  is,  unaltered  and
uncontaminated  by  any  foreign substances or chemicals not normally associated
with oil) and suitability shall be determined within the Buyer's exclusive, good
faith  opinion.  Quantities  of oil delivered hereunder shall be determined by a
method  of measurement generally accepted within the industry including, but not
limited  to,  the use of automatic measuring equipment, tank gauges on 100% tank
table  basis,  and  certified truck gauges and meters. Meters shall be proven in
accordance  with the latest American Petroleum Institute standards. Volume shall
be  measured  in  barrels  of  forty-two  (42)  U.S.  Gallons  as  adjusted  for
temperature  to  60  degrees  Fahrenheit, less deductions for basic sediment and
water and other impurities determined according to applicable API practices. Oil
containing  basic  sediment and water in excess of the quantity permitted by the
carrier's tariff shall be treated by Seller to render it merchantable. Tests for
quality  shall  be  made  at  regular  intervals  by  Buyer  or Buyer's Agent in
accordance with recognized procedures. Each party shall have the right to have a
representative  present to witness all tests and measurements but in the absence
of  either  party's  representative,  the  results of the tests and measurements
performed  by  the  Buyer  shall  be  deemed  to  be  conclusive.

     4.  Waiver. Failure by either party to object to any failure of performance
         ------
by  the  other  party  of any provision of this Agreement shall not constitute a
waiver  of,  or  estoppel  against,  the  right  of  such  party to require such
performance  by  the  other.  Nor  shall any such failure to object constitute a
waiver  or  estoppel  with  respect  to  any  succeeding failure of performance.

     5.  Assignment.  This  Agreement  shall  not  be assignable by either party
         -----------
without the prior written consent of the other. Any attempted assignment without
such  consent  shall  be  void.

     6.  Compliance  with  Laws.  Each party agrees that the performance of this
         ----------------------
contract  shall  comply  with all applicable state, federal and local laws. Each
party  shall  supply  evidence  of  compliance,  if  required.

     7.  Security.  If, in the reasonable opinion of either party, the financial
         ---------
responsibility  of  the other party is or becomes impaired or unsatisfactory, or
if  the  other  party  fails  to make any payment or delivery when required, the
requesting  party  may  require  satisfactory  security to secure performance or
payment  or  both,  whether  by way of stand-by or documentary letter of credit,
guaranty,  advance  payment,  or  otherwise.  Failure  to  provide  the required
security  shall  constitute  a  material  breach  of the Agreement entitling the
requesting  party to cancel or suspend its delivery obligation and to offset any
payments  or  deliveries  due  the  other  party  under  this Agreement or other
Agreements  between  the  two  parties.


<PAGE>
     8.  Damages.  The  parties  agree that in the event of a material breach of
         --------
this  Agreement  resulting  from  a repudiation of an obligation or a failure to
deliver  or  receive  all  or a material portion of the required quantities, the
non-breaching  party  shall  be  entitled  to  recover  contract  damages,
administrative  costs  for any cover or resale and any other costs including but
not limited to court costs and reasonable legal fees incurred in recovering such
damages.

     9.  Condition  of  the  Property.   Seller agrees to maintain its tanks and
         ----------------------------
appurtenances  related  thereto  such  as ladders, handrails and catwalks, other
equipment  used  in  the crude oil measuring and delivery areas, the ingress and
egress  roads  and  other  improvements  to the property as well as the property
itself  in  a  safe and workmanlike condition such that Buyer, its employees and
agents  may  access the property to perform the duties and obligations set forth
in  this  agreement  without  injury.  Seller agrees to indemnify and hold Buyer
harmless  from  any  cost,  expense,  loss  or  liability  (including reasonable
attorney's fees) for personal injury and/or property damage caused by or related
to  the  condition  of  the  tanks,  appurtenances, equipment, roads or property
whether  suffered  by  Buyer,  Buyer's  employee,  or  an  employee  of  Buyer's
contractors,  agents,  or  affiliates unless such injury or damage was caused by
the  sole  negligence  of  Buyer  or  Buyer's  contractor  or  agent.

     10. Default.  If the Seller fails to sell and deliver or the Buyer fails to
         -------
take  delivery  of  or  pay the purchase price for all of the Oil required to be
sold  and  delivered by the terms of this Agreement; or if either party fails to
establish  any  letter  of  credit  required  elsewhere in this Agreement; or if
either  party becomes insolvent (defined for the purposes hereof as a failure to
meet  its  obligations  as  they  become  due);  files  a  voluntary petition in
bankruptcy,  or  seeks reorganization receivership, or arrangements with respect
to  its  debts;  files  an  answer  admitting  any  material  allegation  of any
insolvency  petition  filed  pursuant  to any insolvency act, whether federal or
state;  applies  for, consents to, or fails to obtain the dismissal or discharge
of  an  order  for  the appointment of a receiver or trustee for any substantial
part  of  its  property  or  assets;  or, fails to satisfy or to appeal from any
material  judgment  or  attachment  within 30 days from the date of entry; or if
either  commits  any  other  material  breach of the terms of this Agreement and
fails  to  promptly cure such breach after notice by the other party, that party
shall  be  in  default.  In any such event the other party may cancel or suspend
deliveries  or receipts or cancel this Agreement and offset any payments due the
other  party  under  this Agreement or other Agreements between the two parties,
and  may  do so without prejudice to any claim for damages or any other right or
remedy  under  this  Agreement  or  applicable  law.

     I  1.  Integration  and  Amendments.  This  Agreement,  embodies the entire
            -----------------------------
understanding  of  the  parties  hereto  and  supersedes all prior negotiations,
understandings  and  agreements  between  them with respect to the entire matter
hereof.   The  provisions  hereof may be waived, supplemented or amended only by
an  instrument  in writing signed by a duly authorized representative of each of
the  parties  hereto.

     12.  Severability.  If  any  portion  of  this Agreement should be adjudged
          -------------
illegal  or  unenforceable, the remainder of this Agreement shall continue to be
enforceable  if  commercially  reasonable.

     13.  Notices.  All notices, statements or other communications to be given,
          -------
submitted or made by either party to the other shall be sufficiently given if in
writing  and sent by air mail, postage prepaid, or by telegraph, telex, radio or
cable  to  the  address  of  such  other  party as specified on page one of this
Agreement. Either party may change its address for the purpose set forth in this
paragraph upon giving fifteen (15) days prior written notice to the other party.


<PAGE>
<TABLE>
<CAPTION>

EXHIBIT  "A"

TRINITY TEXAS ENERGY RESOURCES  -  -  COPA   520627                                                   EFFECTIVE:  11101/99

  EFF.     SUNOCO                                                  TEMP             TRANS              NET
  DATE     PROP. #    LEASE NAME         FIELD        COUNTY/ST  MKTG. ADJ.    (-)    ADJ.             (=)             ADJ
--------------------------------------------------------------------------------------------------------------------------
<S>       <C>         <C>           <C>               <C>        <C>          <C>     <C>    <C>                       <C>
11/01/99  0260180000      HARTWICH  QUITO (WOLFCAMP)  WARD, TX   $      1.60  $ 0.00  $1.60  SUNOCO'S WT INT (COL. 4)


LEASE NAME    (+)   PRICE*
--------------------------
<S>           <C>
    HARTWICH

</TABLE>


*AS  PUBLISHED  IN  SUNOCO,  INC.  (R&M)  CRUDE  OIL  PRICE  BULLETIN  SUMMARY.


<PAGE>