EXHIBIT 10.16: Stock Option Agreement - Edward Shaw

       (Attached to Employment Contract of Edward B. Shaw as Exhibit A)

                            SOUTH TEXAS OIL COMPANY

                       EXECUTIVE STOCK OPTION AGREEMENT

     SOUTH TEXAS OIL COMPANY (the "Company"), desiring to afford an opportunity
to  the  Grantee named below to purchase certain shares of the Company's Common
Stock to provide  the  Grantee  with  an  added incentive as an employee of the
Company or one or more of its subsidiaries,  hereby  grants to the Grantee, and
the Grantee hereby accepts, an option to purchase the  number  of  such  shares
specified below, during a term ending at midnight (prevailing local time at the
Company's  principal  offices)  on the expiration date of this Option specified
below, at the option exercise price  specified  below,  subject to and upon the
following terms and conditions:


     1.   Identifying Provisions. As used in this Option, the following terms
shall have the following respective meanings:

     (a)   Grantee:                                  Edward B. Shaw
     (b)   Date of grant:                            December 1, 2005
     (c)   Number of shares optioned:                100,000 Common
     (d)   Option exercise price per share:          $0.46
     (e)   Expiration date:                          November 30, 2010

     This Option is not intended to be and shall not be treated as an incentive
stock  option  under  Section  422  of  the Internal Revenue Code  unless  this
sentence  has been manually lined out and  its  deletion  is  followed  by  the
signature of  the  corporate  officer  who  signed this Option on behalf of the
Company.

     2. Vesting Schedule and Expiration. This  Option is not exercisable in any
part until one year after the date of grant. Upon  the  expiration  of one year
after  the  date  of  grant  and subject to the provisions for termination  and
acceleration herein, this Option  shall  become  exercisable in installments as
follows: This Option may not in the aggregate be exercised  as to more than 25%
of the total number of shares optioned until one year after the  date of grant;
nor as to more than 75% of the total number of shares optioned until  two years
after  the  date  of  grant; in each case to the nearest whole share. Upon  the
expiration of three years  after the date of grant this Option may be exercised
as to all optioned shares for which it had not previously been exercised, until
and including the expiration  date of this Option wherein upon the Option shall
expire and may thereafter no longer be exercised.

     3.    Termination Provisions. The right to exercise this Option is subject
to the following additional restrictions and limitations:

         (a) Termination of Employment.  If  the  Grantee's  employment  by the
Company  or  any  of  its  subsidiaries is terminated for any reason other than
death  only  that  portion of the  Option  exercisable  at  the  time  of  such
termination of employment  may  thereafter  be  exercised,  and  it  may not be
exercised  more  than  three  months  after  such  termination  nor  after  the
expiration  date  of  this  Option,  whichever  date  is  earlier,  unless such
termination  is  by reason of the Grantee's permanent and total disability,  in
which case such period  of  three  months shall be extended to one year. In all
other  respects,  this  Option  shall  terminate   upon   such  termination  of
employment.

          (b)  Death  of  Grantee. If the Grantee shall die while  this  Option
remains    exercisable,    the     Grantee's     legal     representative    or
representatives or the persons entitled to do so under the Grantee's  last will
and  testament  or  under  applicable  intestate  laws  shall have the right to
exercise this Option, but only for the number of shares as to which this Option
might have been exercised on the date of the Grantee's death,  and  such  right
shall  expire  and  this  Option shall terminate one year after the date of the
Grantee's death or on the expiration  date  of  this  Option, whichever date is
earlier. In all other respects, this Option shall terminate upon such death.

         (c) Continuity of Employment. This Option shall  not be exercisable in
any part during the Grantee's lifetime unless at all times  beginning  with the
date  of  grant  and  ending  no  more  than  three months prior to the date of
exercise  the Grantee has, except for military service  leave,  sick  leave  or
other bona  fide  leave  of absence (such as temporary employment by the United
States Government), been in the continuous employ of the Company or a parent of
subsidiary thereof, except  that  such period of three months shall be extended
to one year following any termination  of  such  employment  by  reason  of the
Grantee's permanent and total disability.

      4.  Restrictions  on  Transferability  of  Option. This Option may not be
transferred  by  the  Grantee other than by will or the  laws  of  descent  and
distribution and may be  exercised  during  the  Grantee's lifetime only by the
Grantee  or the Grantee's guardian or legal representative.  However,  if  this
Option is not intended to be treated as an incentive stock option under Section
422 of the  Internal  Revenue  Code  (see  Section  I  above) it may during the
Grantee's lifetime also be transferred to and may thereafter  be  exercised  by
members  of  the  Grantee's  immediate  family,  or a partnership whose members
include only the Grantee and/or members of the Grantee's immediate family, or a
trust  for  the  benefit of only the Grantee and/or members  of  the  Grantee's
immediate family;  but  (a)  any  such  permitted  transfer  shall  not prevent
termination of the Option following the Grantee's termination of employment  as
provided in Section 3 above, and (b) this Option shall terminate immediately if
it  has  been  transferred to a partnership or trust as permitted above and any
person who is not  a  member of the Grantee's immediate family becomes a member
of such partnership or  a  beneficiary  of  such  trust,  As  used  herein, the
Grantee's immediate family includes only the Grantee's spouse, parents or other
ancestors, and children and other direct descendants of the Grantee or  of  the
Grantee's spouse (including such ancestors and descendants by adoption).

     5. Adjustments and Corporate Reorganizations. If the outstanding shares of
stock  of  the class then subject to this Option are increased or decreased, or
are changed  into  or  exchanged  for  a  different number or kind of shares or
securities or other forms of property (including  cash)  or rights, as a result
of  one  or more reorganizations, recapitalizations, spin-offs,  stock  splits,
reverse stock  splits,  stock  dividends  or  the like, appropriate adjustments
shall be made in the number and/or kind of shares  or securities or other forms
of property (including cash) or rights for which this  Option may thereafter be
exercised, all without any change in the aggregate exercise price applicable to
the unexercised portions of this Option, but with a corresponding adjustment in
the exercise price per share or other unit. No fractional  share of stock shall
be  issued  under  this Option or in connection with any such adjustment.  Such
adjustments shall be  made  by  or  under  authority  of the Company's board of
directors whose determinations as to what adjustments shall  be  made,  and the
extent thereof, shall be final, binding and conclusive.

      Upon   the  dissolution  or  liquidation  of  the  Company,   or  upon  a
reorganization, merger or consolidation of the Company as a result of which the
outstanding securities  of  the  class  then subject to this Option are changed
into or exchanged for property (including  cash),  rights  or securities not of
the   Company's  issue,  or  any  combination  thereof,  or  upon  a  sale   of
substantially  all  the property of the Company to, or the acquisition of stock
representing more than eighty percent (80%) of the voting power of the stock of
the Company then outstanding  by,  another  corporation  or person, this Option
shall  terminate, unless provision be made in writing in connection  with  such
transaction  for  the  assumption  of this Option, or the substitution for this
Option of an option covering the stock  of a successor employer corporation, or
a parent or a subsidiary thereof, with appropriate   adjustments  in accordance
with  the  provisions  hereinabove  in  this Section entitled "Adjustments  and
Corporate Reorganizations" as to the number  and  kind  of  shares optioned and
their exercise prices, in which event this Option shall continue  in the manner
and under the terms so provided.

     If  this  Option shall terminate pursuant to the next preceding paragraph,
the Grantee or other  person  then  entitled to exercise this Option shall have
the right, at such time prior to the  consummation  of  the transaction causing
such  termination as the Company shall designate, to exercise  the  unexercised
portions  of  this  Option, including the portions thereof which would, but for
this Section entitled  "Adjustments  and Corporate Reorganizations," not yet be
exercisable.

     6.  Exercise,  Payment For and Delivery  of  Stock.  This  Option  may  be
exercised by the Grantee or other person then entitled to exercise it by giving
four business days' written  notice  of  exercise to the Company specifying the
number of shares to be purchased and the total purchase price, accompanied by a
check to the order of the Company in payment  of  such price. If the Company is
required to withhold on account of any federal, state or local tax imposed as a
result of such exercise, the notice of exercise shall  also be accompanied by a
check to the order of the Company in payment if the amount  thus required to be
withheld.

      7.   Alternative  Payment  with  Stock.   Notwithstanding  the  foregoing
provisions requiring  payment  by  check, if stock of the class then subject to
this Option is then Publicly Traded,  payment  of  such  purchase  price or any
portion  thereof may also be made in whole or in part with shares of  the  same
class of stock  as that then subject to this Option, surrendered in lieu of the
payment of cash concurrently  with  such exercise, the shares so surrendered to
be valued on the basis of the Fair Market  Value  of  the  stock on the date of
exercise, in which event the stock certificates evidencing the  shares so to be
used  shall  accompany  the  notice  of exercise and shall be duly endorsed  or
accompanied by duly executed stock powers  to transfer the same to the Company;
provided, however, that such payment in stock  instead  of  cash  shall  not be
effective  and  shall  be  rejected  by  the Company if (a) the Company is then
prohibited from purchasing or acquiring shares  of  the class of its stock thus
tendered to it, or (b) the right or power of the person  exercising  the Option
to deliver such shares in payment of the purchase price is subject to the prior
interests  of any other person (excepting the Company) as indicated by  legends
upon the certificate(s)  or  known  to  the Company. If the Company rejects the
payment  in  stock, the tendered notice of  exercise  shall  not  be  effective
hereunder unless  promptly  after  being  notified of such rejection the person
exercising the Option pays the purchase price  in acceptable form. If and while
payment with stock is permitted in accordance with the foregoing provision, the
person then entitled to exercise this Option may,  in  lieu of using previously
outstanding stock therefor, use some of the shares as to  which  this Option is
then  being  exercised,  in  which  case  the  notice  of exercise need not  be
accompanied by any stock certificates but shall include  a  statement directing
the Company to retain so many shares that would otherwise have  been  delivered
by the Company upon that exercise of this Option as equals the number of shares
that would have been surrendered to the Company if the purchase price had  been
paid  with  previously  issued stock. If the Company is required to withhold on
account of any federal, state  or  local tax imposed as a result of an exercise
of this Option with previously issued  stock  or  by retention of some optioned
shares under this Section entitled "Alternative Payment  with Stock," the stock
surrendered or retained shall include an additional number of shares whose Fair
Market Value equals the amount thus required to be withheld.

     8.  Rights  in  Stock  Before  Issuance and Delivery. No person  shall  be
entitled to the privileges of stock ownership in respect of any shares issuable
upon exercise of this Option, unless  and until such shares have been issued to
such person as fully paid shares.

    9. Requirements of Law. By accepting  this  Option,  the Grantee represents
and agrees for himself or herself and his or her transferees  by  will  or  the
laws  of  descent  and distribution that, unless a registration statement under
the Securities Act of  1933  is  in  effect  as  to  shares  purchased upon any
exercise of this Option, (a) any and all shares so purchased shall  be acquired
for  his  or  her  personal  account  and  not  with  a  view to or for sale in
connection with any distribution, and (b) each notice of the  exercise  of  any
portion of this Option shall be accompanied by a representation and warranty in
writing,  signed  by  the person entitled to exercise the same, that the shares
are being so acquired in  good  faith  for  his or her personal account and not
with a view to or for sale in connection with any distribution.

     No certificate or certificates for shares of stock purchased upon exercise
of this Option shall be issued and delivered  unless  and until, in the opinion
of legal counsel for the Company, such securities may be  issued  and delivered
without causing the Company to be in violation of or incur any liability  under
any  federal, state or other securities law or any other requirement of law  or
of any regulatory body having jurisdiction over the Company.

     10.  Stock  Appreciation  Rights.  The Grantee or other person entitled to
exercise this Option is further hereby granted  the  right ("Stock Appreciation
Right") in lieu of exercising this Option or any portion  thereof to receive an
amount equal to the lesser of (a) the excess of the Fair Market  Value  of  the
stock  subject  to  this  Option  or  such  portion  thereof over the aggregate
exercise price for such shares hereunder as of the date  the Stock Appreciation
Right is exercised, or (b) 200% of the aggregate exercise price for such shares
hereunder.  The amount payable upon exercise of such Stock  Appreciation  Right
may be settled  by  payment  in  cash or in shares of the class then subject to
this Option valued on the basis of  their  Fair  Market Value on the date Stock
Appreciation Right is exercised, or in a combination of cash and such shares so
valued. No Stock Appreciation Right may be exercised,  in whole or in part, (i)
other than in connection with the contemporaneous surrender without exercise of
this Option or the portion thereof that corresponds to the portion of the Stock
Appreciation  Right  being exercised, or (ii) except to the  extent  that  this
Option or such portion  thereof  is  exercisable on the date of exercise of the
Stock Appreciation Right by the Person exercising the Stock Appreciation Right,
or (iii) unless the class of stock then subject to this Option is then Publicly
Traded.

       11. Company's Right of First Purchase. While and so long as the stock of
the class subject to this Option has not  been  Publicly  Traded  for  at least
ninety  days,  any stock issued on exercise of this Option shall be subject  to
the Company's right  of first purchase. By virtue of that right, (a) such stock
may not be transferred  during  the Grantee's lifetime to any person other than
members of the Grantee's Immediate  Family, a partnership whose members are the
Grantee and/or members of the Grantee's  Immediate  Family,  or a trust for the
benefit  of  the  Grantee  and/  or members of the Grantee's Immediate  Family,
unless such transfer occurs within  fifteen  days  following  the expiration of
thirty  days after the Company has been given a written notice which  correctly
identified  the  prospective   transferee  or transferees and which offered the
Company an opportunity to purchase such stock at its Fair Market Value in cash,
and such offer was not accepted within thirty  days after the Company's receipt
of that notice; and (b) upon the Grantee's death,  the  Company  shall have the
right  to  purchase  all or some of such stock at its Fair Market Value  within
nine months after the  date  of  death.  This  fight  of  first  purchase shall
continue  to  apply  to any such stock after the transfer during the  Grantee's
lifetime of that stock  to  a  member of the Grantee's Immediate Family or to a
family partnership or trust as aforesaid,  and after any transfer of that stock
with respect to which the Company waived its  right  of  first purchase without
also waiving it as to any subsequent transfers thereof, but  it shall not apply
after  a transfer of that stock with respect to which the Company  was  offered
but did  not  exercise  or  waive its right of first purchase or more than nine
months after the Grantee's death.  The Company may assign all or any portion of
its right of first purchase to any one  or  more  of  its stockholders, or to a
pension or retirement plan or trust for employees of the  Company, who may then
exercise the right so assigned.  Stock certificates evidencing stock subject to
this right of first purchase shall be appropriately legended  to  reflect  that
right.

      12. Notices. Any notice to be given to the Company shall be addressed  to
the Company in care of its Secretary at its principal office, and any notice to
be  given  to  the Grantee shall be addressed to the Grantee at the address set
forth beneath the  Grantee's  signature  hereto or at such other address as the
Grantee may hereafter designate in writing  to  the  Company.  Any  such notice
shall  be  deemed  duly  given  when enclosed in a properly sealed envelope  or
wrapper addressed as aforesaid, registered or certified, and deposited, postage
and registry or certification fees  prepaid,  in  a  post office or branch post
office regularly maintained by the United States Postal Service.

      13. Rules of Construction. This Agreement has been executed and delivered
by the Company in the State of Nevada, and shall be construed  and  enforced in
accordance with the laws of Nevada, other than any choice of law rules  calling
for  the  application  of  laws  of  another  jurisdiction. Should there by any
inconsistency or discrepancy between the provisions  of  this  Option  and  the
terms  and  conditions  of  the  Executive  Compensation  Agreement between the
Company  and  the  Grantee,  the provisions of this Option shall  prevail.  The
receipt  of this Option does not  give  the  Grantee  any  right  to  continued
employment  by  the Company or subsidiary for any period, nor shall granting of
this Option or the  issuance  of shares on exercise thereof give the Company or
any subsidiary any right to the  continued  services  of  the  Grantee  for any
period.

IN  WITNESS  WHEREOF,  the Company has granted this Option on the date of grant
specified above.

SOUTH TEXAS OIL COMPANY                         EDWARD B. SHAW

By: /s/ Murray N. Conradie               	By:  /s/ Edward B. Shaw
-----------------------------            	---------------------------
        Murray N. Conradie, CEO / Director      An individual