EXHIBIT 10.15: Executive Compensation Agreement - Edward B. Shaw

                       EXECUTIVE COMPENSATION AGREEMENT

                                    Between

                            SOUTH TEXAS OIL COMPANY

                                      and

                                EDWARD B. SHAW

      This  Agreement  is  made  this 1st day of December, 2005, by and between
SOUTH TEXAS OIL COMPANY, a Nevada  corporation  ("STXX"),  and  EDWARD  B. SHAW
("EXECUTIVE").

      WHEREAS,  STXX is engaged in the business of oil and gas exploration  and
development; and

     WHEREAS, STXX  desires  to  retain  the  services  of the EXECUTIVE in the
capacity of its Chief Operational Officer.

     NOW THEREFORE, IT IS AGREED AS FOLLOWS:

     SECTION 1. EMPLOYMENT.

         1.1  EXECUTIVE EMPLOYMENT. NUTEK OIL appoints EXECUTIVE  and EXECUTIVE
accepts the appointment as Chief Operational Officer.

          1.2   ADVISORY  PERIOD.  If  EXECUTIVE's Employment is terminated  as
provided  in  paragraph  (1.1)  above,  or  in   any  other  manner,  he  shall
nevertheless be retained thereafter by STXX as an  advisor and consultant until
November 30, 2008 (Advisory Period).

     SECTION 2.  DUTIES. EXECUTIVE shall serve as Chief  Operational Officer of
STXX,  with  such duties as are customarily associated with  such  position  in
public corporations and specifically as set out in the By-Laws of STXX.

     SECTION 3.   EXTENT  OF SERVICES. EXECUTIVE shall devote his best efforts,
attention, and energies to  the performance of his duties as set out above. The
duties shall be rendered at the  STXX offices, or at such other place or places
and at such times as the needs of STXX may from time-to-time dictate.

     Nothing in this Agreement shall  preclude  EXECUTIVE from conducting other
business or holding official positions or directorships  in other entities, the
activities  of  which  do  not  directly conflict with EXECUTIVE's  duties  and
responsibilities as Chief Operational Officer of STXX.

     SECTION 4.  TERM. The term of  this  Agreement  shall begin on December 1,
2005 (the "Effective Date"), and shall continue for a  five  year  period.  The
parties  presently  anticipate  that  the  employment relationship may continue
beyond this five-year term.

     SECTION 5.  EXECUTIVE COMPENSATION.

         5.1  BASE SALARY. NUTEK OIL will pay  to  EXECUTIVE  a base salary for
the first year in the amount of Forty Eight Thousand Dollars ($48,000), payable
in  accordance  with STXX's standard payroll procedures but no less  frequently
than monthly, at  the  election of EXECUTIVE.  This base salary will be payable
throughout the term serving  in  the EXECUTIVE or advisory capacity, as defined
in Section 1.1 (Executive Employment) and 1.2 (the Advisory Period).

         5.2  SUPPLEMENTAL SALARY.

              (a) N/A - Removed

              (b) N/A - Removed

              (c) N/A - Removed

              (d) N/A - Removed

              (e) N/A - Removed

              (f) N/A - Removed

              (g) During any period of the contract in which EXECUTIVE provides
consulting services relating to STXX  which are outside those services normally
provided by a Chief Operational Officer,  he  shall be entitled to separate and
supplemental compensation in amounts reasonably  associated with such services,
in addition to other compensation provided for under this agreement.

              (h) EXECUTIVE shall be entitled to a  signing  bonus  of  100,000
shares  of  STXX  common  stock  and options to purchase 100,000 shares of STXX
common stock at a strike price of  $0.46  per  share.  (See Exhibit 10.16 Stock
Option Agreement - Edward Shaw)

         5.3  BONUSES. EXECUTIVE shall be eligible to receive  a  discretionary
bonus for each year (or portion thereof) during the term of this Agreement  and
any  extensions  thereof,  with  the  actual  amount  of  any  such bonus to be
determined  in  the  sole discretion of the Board of Directors based  upon  its
evaluation of EXECUTIVE's performance during such year.

     SECTION 6.  EXECUTIVE BENEFIT PACKAGE.

         6.1  Insurance  Benefits.  Medical,  dental  and optical insurance for
EXECUTIVE and EXECUTIVE's immediate family shall be paid  by STXX. In addition,
EXECUTIVE  shall  be  entitled  to receive a supplemental medical,  dental  and
optical compensation benefit, an amount when placed with the amount payable the
insurance policies referenced above  shall  equal one hundred percent (100%) of
the cost of medical treatment for EXECUTIVE and EXECUTIVE's immediate family.

          6.2   Disability  Benefits.  In  the event  EXECUTIVE  should  become
disabled  during  the  period of his executive  employment,  his  salary  shall
continue at the same rate  that  it was on the date of such disability. If such
disability continues for a period  of  five  consecutive  months  (or EXECUTIVE
shall die), STXX may at its option thereafter, upon written notice to EXECUTIVE
or  his  Personal Representative, terminate his executive employment.  In  such
event the  advisory  period shall commence immediately upon such termination of
employment and shall continue  until  November  30,  2008,  regardless  of  the
disability  or  death  of  EXECUTIVE. If EXECUTIVE shall receive any disability
payments from any insurance  policies  paid  for by STXX, payments to EXECUTIVE
during  any  period  of  disability  shall be reduced  by  the  amount  of  the
disability  payments  received by EXECUTIVE  under  such  insurance  policy  or
policies. For the purposes  of  this agreement, disability shall mean mental or
physical illness or condition rendering  EXECUTIVE  incapable of performing his
normal duties with STXX.

         6.3  Vacation Benefits. EXECUTIVE shall be entitled  to four (4) weeks
of vacation leave per year for each year of the contract period  including  the
executive and advisory period, cumulative at the option of EXECUTIVE.

          6.4   Automobile Benefits. EXECUTIVE shall have the option to receive
annually an automobile  of  a  make  and  model  of  his selection for his use,
beginning  on the third anniversary of the signing of this  agreement.   Should
the EXECUTIVE not exercise this option, EXECUTIVE will be entitled to a monthly
automobile allowance  of  $450  per  month,  indexed  to  inflation.  Provided,
however,  that  any  amount of expenditure in excess of that proscribed  as  an
ordinary and necessary  business  expense by the Internal Revenue Service shall
be deducted from the base salary as  set  out  above.  EXECUTIVE shall have the
option of accepting a cash disbursement equal to the amount  set  out above for
the  use  of  his  private  automobile.  In  addition,  EXECUTIVE shall receive
reimbursement  for  all  reasonable  and  necessary expense necessary  for  the
maintenance and upkeep of said automobile including repairs, gasoline, oil, and
insurance.

         6.5  Death Benefits. If EXECUTIVE  shall  die between the date of this
agreement  and  November 30, 2010, compensation payments  hereunder  shall  not
cease and STXX shall  pay  to EXECUTIVE's widow, if she survives him, or if she
shall not survive him to his estate, in equal monthly installments in an amount
equal to the advisory compensation  provide  for  above.  Such  payments  shall
commence  with the month following the date of death. Said amount shall not  be
less than two  years' base salary plus medical, dental and optical coverage for
at least two (2) years, if less time is remaining on subject contract.

         6.6  Employment  Benefits. This Agreement is not intended to and shall
not be deemed to be in lieu  of  any  rights,  benefits and privileges to which
EXECUTIVE may be entitled as an employee of STXX under any retirement, pension,
profit-sharing, insurance, hospital, automobile or other plans which may now be
in  effect  or  which  may  hereinafter be adopted, it  being  understood  that
EXECUTIVE shall have the same  rights  and  privileges  to  participate in such
plans  and  benefits  as  any other employee during this period providing  such
benefits are at least equal to those provided herein.

     SECTION 7.  STOCK AND STOCK OPTIONS

         7.1  It is acknowledged  that  EXECUTIVE  owns  a  number of shares of
common stock in STXX and further, that

              (a)  STXX shall register for public trading with  the  Securities
and  Exchange  Commission  at  least  ten percent (10%) of the shares owned  by
EXECUTIVE per year for each year of the contract beginning with the second year
of  the contract or the first offering of  securities,  whichever  shall  occur
first.

               (b)  In the event a voluntary termination by EXECUTIVE and STXX,
STXX shall register  the  balance of the stock owned by EXECUTIVE pro-rata over
five (5) years following such termination in the event such stock is not sooner
sold.

              (c)  In the event  of involuntary termination or an offer is made
by a single purchaser or group of  purchasers  and  accepted by STXX for 51% or
more  of the outstanding common stock of STXX, all remaining  shares  of  stock
owned by EXECUTIVE shall be registered for public trading immediately.

          7.2   EXECUTIVE  is  entitled to receive stock distributions of fully
paid and non-assessable common stock  of  STXX,  in addition to any other stock
options EXECUTIVE may be entitled to, as described  in  Exhibit  A  and part of
this Agreement, entitled "Executive Stock Option Agreement".

     SECTION 8.  TERMINATION.

          8.1  Termination For Cause. Termination for Cause may be effected  by
STXX at any  time  during  the  term of this Agreement and shall be effected by
written notification to EXECUTIVE.  Provided, however, EXECUTIVE shall be given
30 days from date of delivery of such  notification  to cure the defect set out
in the notice. Upon Termination For Cause, Employee shall  promptly be paid all
accrued  salary,   bonus   compensation   to  extent  earned,  vested  deferred
compensation (other than pension or profit sharing plan  benefits which will be
paid in accordance with the applicable plan), any benefits  under  any plans of
STXX  in  which  EXECUTIVE  is  a participant to the full extent of EXECUTIVE's
rights under such plans, accrued  vacation  pay  and  any  appropriate business
expenses incurred by EXECUTIVE in connection with his duties  hereunder, all to
the  date  of  termination, along with a severance payment equal to  six-months
base salary.

         8.2  Termination  Other  Than For Cause. Notwithstanding anything else
in this Agreement, STXX may effect  a  Termination  Other Than For Cause at any
time  upon  giving written notice to EXECUTIVE of such  termination.  Upon  any
Termination Other  Than For Cause, EXECUTIVE shall promptly be paid all accrued
salary, bonus compensation  to  extent  earned,  vested  deferred  compensation
(other  than  pension  or  profit  sharing plan benefits which will be paid  in
accordance with the applicable plan),  any  benefits under any plans of STXX in
which EXECUTIVE is a participant to the full extent of EXECUTIVE's rights under
such  plans,  (including accelerated vesting, if  any,  of  awards  granted  to
EXECUTIVE under  STXX's  stock  option  plan),  accrued  vacation  pay  and any
appropriate  business  expenses  incurred  by  EXECUTIVE in connection with his
duties hereunder, all to the date of termination. Thereafter, EXECUTIVE will be
retained as an advisor and consultant during the  Advisory Period in accordance
with Paragraph 1.2.

         8.3  Voluntary Termination. In the event of  a  Voluntary Termination,
EXECUTIVE  shall  promptly  be paid all accrued salary, bonus  compensation  to
extent earned, vested deferred  compensation  (other  than  pension  or  profit
sharing  plan  benefits  which  will  be paid in accordance with the applicable
plan), any benefits under any plans of STXX in which EXECUTIVE is a participant
to the full extent of EXECUTIVE's rights under such plans, accrued vacation pay
and any appropriate business expenses incurred  by EXECUTIVE in connection with
his  duties  hereunder, all to the date of termination.  Thereafter,  EXECUTIVE
will be retained  as  an  advisor  and consultant during the Advisory Period in
accordance with Paragraph 1.2.

          8.4   Termination  Upon A Change  of  Control.  In  the  event  of  a
Termination Upon A Change of Control,  EXECUTIVE  shall  promptly  be  paid all
accrued   salary,   bonus   compensation  to  extent  earned,  vested  deferred
compensation (other than pension  or profit sharing plan benefits which will be
paid in accordance with the applicable  plan),  any benefits under any plans of
STXX  in  which EXECUTIVE is a participant to the full  extent  of  EXECUTIVE's
rights under  such  plans,  accrued  vacation  pay and any appropriate business
expenses incurred by EXECUTIVE in connection with his duties hereunder,  all to
the date of termination.  Thereafter, EXECUTIVE  will be retained as an advisor
and consultant during the Advisory Period in accordance with Paragraph 1.2.

          8.5  Notice of Termination. STXX may effect  a  termination  of  this
Agreement pursuant  to  the  provisions  of  this  Section  upon giving 30 days
written  notice  to  EXECUTIVE  of  such  termination. EXECUTIVE may  effect  a
termination of this Agreement pursuant to the  provisions  of this Section upon
giving 30 days written notice to STXX of such termination.

     SECTION 9.  CONFIDENTIALITY.

          EXECUTIVE  acknowledges  that  he  will  develop  and be  exposed  to
information that is or will be confidential and proprietary to  the  STXX.  The
information   includes  oil  and  gas  prospects,  engineering  and  geological
information,  exploration   and   development   plans,   and  other  intangible
information. Such information shall be deemed confidential  to  the  extent not
generally  known  within  the  trade.  EXECUTIVE  agrees  to  make  use of such
information  only  in  the  performance of his duties under this Agreement,  to
maintain such information in confidence and to disclose the information only to
persons with a need to know.

     SECTION 10.  MISCELLANEOUS PROVISIONS.

         10.1  WAIVER. STXX's waiver of the EXECUTIVE's breach of any provision
of  this Agreement shall not operate  or  be  construed  as  a  waiver  of  any
subsequent breach by the EXECUTIVE. EXECUTIVE's waiver of NUTEK OIL'S breach of
any provision  of  this Agreement shall not operate or be construed as a waiver
of any subsequent breach by NUTEK OIL.

         10.2  NOTICES.  Any notices permitted or required under this Agreement
shall be deemed given upon  the  date  of personal delivery or forty-eight (48)
hours after deposit in the United States  mail,  postage  fully prepaid, return
receipt requested, addressed to STXX at:

         SOUTH TEXAS OIL COMPANY
         900 NE Loop 410, Suite E-121
         San Antonio, TX 78209

addressed to EXECUTIVE at:

         EDWARD B. Shaw
         900 NE Loop 410, Suite E-121
         San Antonio, TX 78209

or  at  any  other  address as any party may, from time to time,  designate  by
notice given in compliance with this Section.

         10.3  LAW GOVERNING. This Agreement shall be governed by and construed
in accordance with the laws of the State of Nevada.

         10.4  TITLES  AND  CAPTIONS.  All section titles or captions contained
in this Agreement are for convenience  only and shall not be deemed part of the
context nor effect the interpretation of this Agreement.

         10.5  ENTIRE  AGREEMENT.   This   Agreement    contains   the   entire
understanding   between  and  among  the  parties  and   supersedes   any prior
understandings and agreements among them respecting the subject matter  of this
Agreement.

         10.6  NON-TRANSFERABILITY.    Neither  EXECUTIVE,  his wife, nor their
estates shall have any right to commute, anticipate, encumber,  or  dispose  of
any  payment  hereunder,  which  payment  and  the rights thereto are expressly
declared nonassignable and nontransferable, except  as  other wise specifically
provided herein.

         10.7  AGREEMENT BINDING. This Agreement shall inure  to the benefit of
and  be  binding  upon  STXX,  its  successors and assigns, including,  without
limitations, any persons, partnership, company or corporation which may acquire
substantially all of STXX'S assets or  business  or with or into which STXX may
be liquidated, consolidated, merged or otherwise combined,  and  shall inure to
the  benefit  of  and  be  binding upon EXECUTIVE, his heirs, distributees  and
personal representatives. If  payments become payable to the surviving widow of
EXECUTIVE and he shall thereafter  die  prior to January 1, 2014, such payments
shall nevertheless continue to be made to his estate until such date.

         10.8  COMPUTATION OF TIME. In computing any period of time pursuant to
this Agreement, the day of the act, event  or default from which the designated
period  of  time begins to run shall be included,  unless  it  is  a  Saturday,
Sunday, or a legal holiday, in which event the period shall begin to run on the
next day which  is not a Saturday, Sunday, or legal holiday, in which event the
period shall run  until  the  end  of  the  next  day thereafter which is not a
Saturday, Sunday, or legal holiday.

         10.9  PRONOUNS AND PLURALS. All pronouns and  any  variations  thereof
shall  be  deemed  to  refer  to  the masculine, feminine, neuter, singular, or
plural as the identity of the person or persons may require.

         10.10  ARBITRATION. If at  any  time during the term of this Agreement
any dispute, difference, or disagreement shall  arise upon or in respect of the
Agreement,  and  the  meaning  and  construction hereof,  every  such  dispute,
difference, and disagreement shall be  referred to a single arbiter agreed upon
by the parties, or if no single arbiter  can  be  agreed  upon,  an  arbiter or
arbiters  shall  be  selected  in  accordance  with  the  rules of the American
Arbitration Association and such dispute, difference, or disagreement  shall be
settled by arbitration in accordance with the then prevailing commercial  rules
of  the  American Arbitration Association, and judgment upon the award rendered
by the arbiter may be entered in any court having jurisdiction thereof.

         10.11  PRESUMPTION. This Agreement or any section thereof shall not be
construed  against any party due to the fact that said Agreement or any section
thereof was drafted by said party.

         10.12   FURTHER  ACTION.  The parties hereto shall execute and deliver
all documents, provide all information and take or forbear from all such action
as may be necessary or appropriate to achieve the purposes of the Agreement.

         10.13  PARTIES IN INTEREST. Nothing herein shall be construed to be to
the benefit of any third party, nor  is it intended that any provision shall be
for the benefit of any third party.

         10.14   SEVERABILITY. If  any provision  of  this  Agreement,  or  the
application of such  provision  to  any  person  or circumstance, shall be held
invalid, the remainder of this Agreement, or the application  of such provision
to  persons or circumstances other than those as to which it is  held  invalid,
shall not be affected thereby, and shall remain in full force and effect.


SOUTH TEXAS OIL COMPANY
  a Nevada corporation


by: /s/ Murray N. Conradie
---------------------------
        Murray N. Conradie

its: Chief Executive Officer/Director


/s/ Edward B. Shaw
---------------------------
    Edward B. Shaw, Individually