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<DOCUMENT>

<TYPE>EX-10.1

<SEQUENCE>6

<FILENAME>d25753_ex10-1.txt

<DESCRIPTION>LICENSE 1557

<TEXT>

EXHIBIT 10.1

License 1557

(translated from Russian)

THE LICENSE

to use subsoil assets

of the Republic of Kazakhstan

Awarded by the Government of the Republic of Kazakhstan to the Joint Stock

Company "Caspi Neff" for the exploration of the hydrocarbons 'in the Alibek

Yuzhny oil field located in Mugodzhar region of Aktobe oblast.

1.



Licensee information.



1.1



Location: 465002, Atyrau city, 4 Lenin Street.



1.2. Data and number of the state

registration:

State

Re-registration

Certificate 4 2113 - 1900 AO issued 05 November 1997 by Agency for

Registration of Real Estate and Legal Entities of Ministry of Justice of

Republic of Kazakhstan.

Company's Head Officer: Keltir Magrupovich Shanenov

2. The characteristic of the licensed field.

There are pre-salt and post salt deposits of Zhanazhol type have been penetrated

in Alibek Yuzhny field, where two carbonate layers divided by clastic layer.

Based on the exploration well data thickness of KT-1 layer in the licensed area

is 678 meters, KT-11 is 754 meters, thickness of the clastic layer is 313

meters. Local structure Alibek Yuzhny is extension of large structure Alibekmola

and located at its lower South - Western portion. Prognosis resources (C3

category) of recoverable oil on the Alibek Yuzhny field estimated as from 5 to

10.7 million ton.

3. The space borders of the allotted area of the subsoil assets.

The space borders in terms of the area

Allotment (Appendixes 1, 2, 3).



have been



determined



by the



Mining



4. License term and the date of work commencement.

The license is awarded for the term of 6 years. The commencement date is to be

determined by the date of registration of the Exploration Contract.

5. Type and deadline of signing the Contract.

The deadline of registration of the Contract is to be established at a term of

six most from the date of signing the License.

6. The Working Program.

Minimal exploration expenses for Alibek Yuzhny field must be 2.7 millions USD,

broken down by years in millions USD: 1st year - $0.26, 2nd year - $0.65, 3rd

year - $3.25, 4th year - $3.51, 5th year - $3.96, 6th year - $1.1 1. There are

social payments envisaged in the amount 0.5 million USD.



7. Terms and procedures of the Contract area returning

To be defined by the Exploration Contract.

95

<PAGE>

8. Terms of compliance with environmental

safety regulations.



requirements,



subsoil protection and



JSC "Caspi Neft" has to comply with all applicable rules and regulations

regarding subsoil protection, rational conducting of works and safety according

to Kazakhstan Legislation.

9. Terms of the License extension

The Licensing Body could extend the term of the

compliance with the License terms and conditions.

Appendixes:



License



if



Licensee



is in



I. Mining Allotment (Appendix 1)

2. Coordinates of the comer points (Appendix 2)

3. Map of the Mining Allotment (Appendix 3)



29 April 1999



Series AH # 1557



On behalf of the Government of

Republic of Kazakhstan

Prime Minister of the

Republic of Kazakhstan



By: /S/ N. Balgimbaev

N. Balgimbaev

Appendix I

To the License AE # 1557



Republican Center of Geological Information

"KAZGEOINFORM"

Committee of Geology and Natural Resources Protection

Ministry of Natural Resources and Environment Protection

Of the Republic of Kazakhstan

GEOLOGICAL ALLOTMENT

Issued to Joint Stock Company "Caspi Neft" to utilize subsoil resources for

exploration of hydrocarbon reserves in oil field Alibek Yuzhny on blocks

XXII-23-D (partially), E (partially).

Geological Allotment is located in Aktobe oblast and allocated by the comer

points from # I to # 5 on the map and vertical cross-section within the limits

(no limits applied).

The coordinates of the comer points are described in the Appendix # 2 to the

License for subsoil resources usage series A14 # 1557 (oil).

Area of the Geological Allotment is 13,745

five thousandth) square kilometers.



(thirteen



Head of the Republic Center of Geological Information:

96

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and seven hundred forty

By: /S/ E. Karibaev

E. Karibaev



Appendix 2

To the License AE # 1557

COORDINATS OF THE CORNER POINTS

OF THE GEOLOGICAL ALLOTMENT OF ALIBEK YUZHNY OIL FIELD

Blocks XXII - 23 - D (partially), E (partially)

1.

2.

3.

4.

5.



48(Degree)

48(Degree)

48(Degree)

48(Degree)

48(Degree)



27'

28'

27'

25'

24'



37"

55"

04"

53"

44"



NL

NL

NL

NL

NL



57(Degree)

57(Degree)

57(Degree)

57(Degree)

57(Degree)



37'

38'

40'

39'

39'



17"

07"

14"

59"

23"



EL

EL

EL

EL

EL



By: /S/ E. Karibaev

E. Karibaev



Head of the Republic Center of Geological Information:



Appendix 3

To the License AE # 1557

MAP

Of the Mining Allotment location

For Alibek Yuzhny oil field

Blocks XXII - 23 - D (partially), E (partially)

Scale 1:200 000

(map showing position of block in region)

97

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