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**EXHIBIT 4.18**

CONSULTANT COMPENSATION AGREEMENT

        THIS CONSULTANTCOMPENSATION AGREEMENT (the "Agreement") is made this 27th day of August 2002,between San Antonios Resources Inc., a British Columbia company ("SanAntonios"), having its address at Suite 1120 - 750 West Pender, VancouverB.C.,V6C 2T8, and [name of Consultant] ("[Consultant]") having an address at[address], who has executed and delivered this Agreement by the execution anddelivery of the Counterpart Signature Page which is designated as Exhibit "A".

        WHEREAS, the Boardof Directors of San Antonios has adopted a written compensation agreement forcompensation of [Consultant], a natural person; and

        WHEREAS, SanAntonios engaged [Consultant] to provide services at the request of and subjectto the satisfaction of its management, for which San Antonios agrees tocompensate [Consultant]; and

        WHEREAS,[Consultant] has provided services at the request and subject to the approval ofthe management of San Antonios; and

        WHEREAS, a generaldescription of the nature of the services performed and to be performed and themaximum value of such services under the Agreement is set forth in Exhibit "B"thereto; and

        WHEREAS, SanAntonios and [Consultant] intend that the Agreement and the services performedhereunder were and shall be made, requested and performed in such a manner thatthe Agreement shall be a "written compensation agreement" as defined in Rule 405of the Securities and Exchange Commission ("Commission") pursuant to which SanAntonios may issue "freely tradable" Common Shares (except as may be limited by"affiliate" status) in its capital stock (the "Shares") as payment for servicesrendered pursuant to an S-8 Registration Statement to be filed with theCommission by San Antonios;

        NOW, THEREFORE, inconsideration of the mutual covenants and promises contained herein, it isagreed:

Section 1

           Compensation Plans 
           1.1 Employment. San Antonios hereby employs [Consultant] and [Consultant] herebyaccepts such employment, and has performed and, if applicable, will perform theservices requested by management of San Antonios to its satisfaction during theterm hereof. The services performed by [Consultant] hereunder have been and willbe personally rendered by [Consultant] and no one acting for or on behalf of[Consultant], except those persons normally employed by [Consultant] inrendering services to others, such as secretaries, bookkeepers and the like.

           1.2 Independent Contractor. Regardless of [Consultant]'s status as "employee"under Rule 405 of the Commission, all services rendered by [Consultant]hereunder have been rendered as an independent contractor, and [Consultant]shall be liable for any taxes, withholding or other similar taxes or charges,and [Consultant] shall indemnify and hold San Antonios harmless therefrom; it isunderstood and agreed that the value of all such items has been taken into 

account by [Consultant] in computing the billable rate forthe services [Consultant] has rendered and agreed to render to San Antonios.

           1.3 Term. All services performed at the request of San Antonios by [Consultant]have either been performed or completed, or shall be performed within twelvemonths from the date hereof, at which time the Agreement shall terminate. 

           1.4 Payment. San Antonios and [Consultant] agree that San Antonios shall pay theinvoices of [Consultant] for the services performed under the Agreement by theissuance of Shares with an agreed upon value of $0.125 per share; provided,however, that the Shares shall be issued pursuant to and shall be subject to thefiling and effectiveness of a Registration Statement on Form S-8 covering theShares with the Commission.

           1.5 Invoices for Services. [Consultant] has provided or shall provide SanAntonios with written invoices detailing the services duly performed and/or theretainer or flat fee for such services. Such invoices shall be paid by SanAntonios in accordance with Section 1.4 above. The submission of an invoice forthe services performed by [Consultant] shall be deemed to be a subscription topurchase Shares at the price outlined in Section 1.4 above, subject only to thefiling and effectiveness of a Registration Statement on Form S-8 covering theShares with the Commission.

           1.6 Common Share Price. To the extent deemed required or necessary and for allpurposes of the Agreement, [Consultant] shall have an "option" with a cashlessexercise, covering the Shares at the per share price set forth in paragraph 1.4above during the term hereof; [Consultant] assume the risk of any decrease inthe per share price or value of the Shares that may be issued by San Antoniosfor services performed by [Consultant] hereunder, and [Consultant] agrees thatany such decrease shall in no way affect the rights, obligations or duties of[Consultant] hereunder.

           1.7 Limitation on Services. None of the services rendered by [Consultant] andpaid for by the issuance of Shares shall be services related to any "capitalraising" transaction.

           1.8 Delivery of Shares. Subject to the filing and effectiveness of aRegistration Statement on Form S-8 of the Commission covering the Shares, one ormore stock certificates representing the Shares shall be delivered to[Consultant] at the address listed on the Counterpart Signature Pages, unlessanother address shall be provided to San Antonios in writing prior to theissuance of the Shares.

           1.9 Adjustments in the Number of Common Shares in the Capital Stock and Priceper Share. San Antonios and [Consultant] agree that the per share price of theShares that may be issued by San Antonios to [Consultant] for services performedunder the Agreement has been arbitrarily set by San Antonios, and was determinedbased upon an agreed upon value of the Shares at the time of this Agreement;however, in the event San Antonios shall undergo a merger, consolidation,reorganization, recapitalization, declare a stock dividend of its Common Sharesor cause to be implemented a forward or reverse stock split which affects thepresent number of issued and outstanding Common Shares in the capital stock ofSan Antonios prior to the issuance of the Shares to [Consultant], that the pershare price and the number of Shares issuable to [Consultant] for servicesactually rendered hereunder after such event shall be appropriately adjusted toreflect any such event. 

Section 2

           Representations and Warranties of San Antonios
           San Antonios represents and warrants to, and covenants with, [Consultant] asfollows:

           2.1 Corporate Status. San Antonios is a company duly organized, validly existingand in good standing under the laws of the Province of British Columbia and islicensed or qualified as a foreign corporation in all states in which the natureof its business or the character or ownership of its properties makes suchlicensing or qualification necessary.

           2.2 Compensation Plans. The Board of Directors of San Antonios has duly adopteda Compensation Plan as defined in Rule 405 of the Commission pursuant to whichSan Antonios may issue "freely tradable" Common Shares in its capital stock aspayment for services rendered, subject to the filing and effectiveness of an S-8Registration Statement to be filed with the Commission by San Antonios.

           2.3 Registration Statement on Form S-8. San Antonios shall engage the servicesof a competent professional to prepare and file a Registration Statement on FormS-8 with the Commission to cover the Shares to be issued under the Plan; shallcooperate with such professional in every manner whatsoever to the extentreasonably required or necessary so that such Registration Statement shall becompetently prepared, which such Registration Statement shall not contain anyuntrue statement of a material fact or omit to state a material fact necessaryin order to make the statements made therein, in light of the circumstancesunder which they were made, not misleading, and which such RegistrationStatement shall become effective immediately upon its filing; such RegistrationStatement shall be prepared at the sole cost and expense of San Antonios; andSan Antonios will provide to [Consultant] prior to the issuance and delivery ofthe Shares a copy of such Registration Statement, the Compensation Plan adoptedby its Board of Directors, all quarterly, annual or current reports or otherdocuments incorporated by reference into such Registration Statement and anyother similar reports filed or publicly disseminated following the effectivedate of any such Registration Statement.

           2.4 Federal and State Securities Laws, Rules and Regulations. San Antonios shallfully comply with any and all federal or state securities laws, rules andregulations governing the issuance of the Shares.

           2.5 Limitation on Services. San Antonios shall not request [Consultant] toperform any services in connection with any "capital raising" transaction underthe Agreement.

           2.6 Reports with the Commission. San Antonios is required to file reports withthe Commission pursuant to Section 13 of the Securities Exchange Act of 1934, asamended (the "1934 Act"), and San Antonios has or will file with the Commissionall reports required to be filed by it forthwith, and shall continue to filesuch reports with the Commission so long as required, but for a period of notless than one year; and such reports are or will be true and correct in everymaterial respect.

           2.7 Corporate Authority and Due Authorization. San Antonios has full corporatepower and authority to enter into the Agreement and to carry out its obligationshereunder. Execution of the Agreement and performance by San Antonios hereunderhave been duly authorized by all requisite corporate action on the part of SanAntonios, and the Agreement constitutes a valid and binding obligation of SanAntonios and performance hereunder will not 

violate any provision of the Articles of Incorporation,Bylaws, agreements, mortgages or other commitments of San Antonios. 

Section 3

           Representations and Warranties of [Consultant]
           [Consultant] represents and warrants to, and covenants with, San Antonios asfollows:

           3.1 Employment. [Consultant] hereby accepts employment by San Antonios for theservices performed pursuant to this Agreement. The services performed by[Consultant] hereunder have been personally rendered by [Consultant] and personswhom he employs or contracts with in the regular course of business.

           3.2 Sophisticated Investors. [Consultant] represents and warrants that, byreason of income, net assets, education, background and business acumen,[Consultant] has the experience and knowledge to evaluate the risks and meritsattendant to an investment in Common Shares in the capital stock of SanAntonios, either singly or through the aid and assistance of a competentprofessional, and is fully capable of bearing the economic risk of loss of thetotal investment of services.

           3.3 Suitability of Investment. Prior to the execution of the Agreement,[Consultant] shall have provided the services outlined in the respectiveCounterpart Signature Pages to San Antonios, and [Consultant] fully believesthat an investment in Common Shares in the capital stock of San Antonios is asuitable investment for [Consultant]

           3.4 Limitation on Services. None of the services rendered by [Consultant] andpaid for by the issuance of the Shares shall be services related to any "capitalraising" transaction.

           3.5 Authority and Authorization. [Consultant] has full power and authority toenter into the Agreement and carry out the obligations hereunder. Execution ofthe Agreement and performance by [Consultant] hereunder constitutes a valid andbinding obligation of [Consultant] and performance hereunder will not violateany other agreement to which he is a party.

Section 4

           Indemnity
           4.1 San Antonios and [Consultant] agree to indemnify and hold the other harmlessfor any loss or damage resulting from any misstatement of a material fact oromission to state a material fact by the other contained herein or contained inthe S-8 Registration Statement of San Antonios to be filed hereunder, to theextent that any misstatement or omission contained in the Registration Statementwas based upon information supplied by the other.

Section 5

           Termination
           5.1 Prior to the performance of services hereunder, the Agreement may beterminated (1) by mutual consent of San Antonios and [Consultant] in writing;(2) by either the Directors of San Antonios or [Consultant] if there has been amaterial misrepresentation or material breach of 

any warranty or covenant by the other party; and (3) shallautomatically terminate at the expiration of the term hereof, provided, however,all representations and warranties shall survive the termination hereof;provided, further, however, that any obligation of San Antonios to pay for anyservices actually rendered by [Consultant] hereunder shall survive any suchtermination.

Section 6

           General Provisions
           6.1 Further Assurances. At any time, and from time to time, after the executionhereof, each party will execute such additional instruments and take such actionas may be reasonably requested by the other party to carry out the intent andpurposes of the Agreement.

           6.2 Notices. All notices and other communications hereunder shall be in writingand shall be deemed to have been given if delivered in person or sent by prepaidfirst-class registered, over night or certified mail.

           6.3 Entire Agreement. The Agreement constitutes the entire agreement between theparties and supersedes and cancels any other agreement, representation, orcommunication, whether oral or written, between the parties hereto relating tothe transactions contemplated herein or the subject matter hereof.

           6.4 Headings. The section and subsection headings in the Agreement are insertedfor convenience only and shall not affect in any way the meaning orinterpretation of the Agreement.

           6.5 Governing law. The Agreement shall be governed by and construed and enforcedin accordance with the laws of British Columbia.

           6.6 Assignment. Neither San Antonios nor [Consultant] can assign any rights,duties or obligations under the Agreement, and in the event of any suchassignment, such assignment shall be deemed null and void.

           6.7 Counterparts. The Agreement may be executed simultaneously in one or morecounterparts, each of which shall be deemed an original, but all of whichtogether shall constitute one and the same instrument.

IN WITNESS WHEREOF, the parties have executed the Agreementeffective the day and year first above written.
**SAN ANTONIOS RESOURCES, INC.

_/s/ Antonios Kripotos______________ Antonios KripotosPresident, CEO and Director

EXHIBIT "A"
**CONSULTANT COMPENSATION AGREEMENT**
Counterpart Signature Page

           THIS COUNTERPART SIGNATURE PAGE for that certain Consultant CompensationAgreement between San Antonios Resources Inc. and the undersigned Consultant isexecuted as of the date set forth herein below.

Consultant:
(signature of Consultant    Date: August 27th, 2002[Consultant] 
EXHIBIT "B"

 

Number of Shares and Maximum Value of Services

The number of Common Shares in the capital stock of SanAntonios Resources Inc. (the "Company") to be issued to [Consultant] under anS-8 registration is not to exceed [number] ([number]) with the actual numberissued dependent in the view of the Board of Directors on the degree ofaccomplishment of the services to be performed on behalf of the Company by[Consultant] as set out below under General Description of Services to bePerformed.

The maximum value of the services to be provided at a deemedprice of US $0.125 will amount to a maximum of US $50,000.

General Description of Services to be Performed

To assist in bringing up to date all Corporate and RegulatoryRequirements of San Antonios Resources Inc. including, but not limited toAccounting and Auditing for the year ending December 31, 2001, 2001 AnnualReport to be filed by way of a Form 20 - F, Tax Returns for San AntoniosResources Inc. and San Antonios Resources (USA) Inc covering fiscal years 1999,2000 and 2001, preparation of Circular and mail out to shareholders for AnnualGeneral Meeting.

 
**[CONSULTANT]**
 

August 27th, 2002Antonios Kripotos , PresidentSan Antonios Resources, Inc.Suite 1120 - 750 West PenderVancouver B.C.V6C 2T8Re: San Antonios Resources

Dear Mr. Kripotos:

This will confirm the rendering of consulting services undermy Consultant and Compensation Agreement with you in exchange for [number]Common Shares in the capital stock of San Antonios Resources, Inc.

 

Sincerely,

[Consultant]

 **