EXHIBIT 10.1


                           HUAYA LOTE 100 - AGREEMENT

                                JANUARY 31, 2007


THIS AGREEMENT,  (hereinafter  "January 2007  Agreement") is made as of the date
entered below among Compania Consultora de Petroleo, S.A. (hereinafter "CCP"), a
company  incorporated  in the Republic of Peru;  Radial Energy,  Inc., a company
incorporated  in Nevada,  United States of America  (hereinafter  referred to as
"Radial");  and  Ziegler-Peru,  Inc., a company  incorporated  in Texas,  United
States of America (hereinafter  referred to as "ZPI"). The companies named above
may sometimes  individually  be referred to as "Party" and  collectively  as the
"Parties".

        The Parties have entered into  contracts and  agreements for oil and gas
exploration,  exploitation,  development,  and  production  as regards a License
Contract (hereinafter the "License Contract" or "Contract") with the Republic of
Peru,  Ministry of Mines, and/or PeruPetro covering certain areas located in the
Loreto Department, Peru - Ucayali Basin called Block 100.

        NOW,  THEREFORE,  in consideration of the agreements and obligations set
out below and to be performed, the Parties agree as follows:

1. No existing  agreements  among the parties are changed except as to the terms
in this January 2007 Agreement.

2. In  consideration  of four hundred fifty thousand U.S.  dollars (US$ 450,000)
Radial will  purchase a 3.0 % interest out of the 70.0 % interest of CCP in Lote
100, with Radial then having 23.0 % interest and CCP then having 67.0 % interest
in the Lote and License Contract.  ZPI agrees to waive any preferential purchase
rights it holds  under the JOA for this  transaction,  and will  continue to own
10.0 % in the Lote and License Contract.

3.  Radial  will  fund the US$  450,000  within  three  (3) days of the day this
January 2007 Agreement is signed, funded directly to CCP by wire.

4. CCP will use in fact and in good  faith  the  funds  paid by  Radial  for the
increased interest in Lote 100 to the extent required for costs already incurred
or incurred in the future from  vendors and  contractors  and similar  costs for
drilling,  logging and  evaluating,  and  completion and testing of the Huaya 1X
well, which is currently in various stages of drilling.


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5. ZPI will pay costs of its Team for  further  operations  on the Huaya 1X, 2X,
and 5X wells, subject to potential repayment as set forth below.

6. The excess costs incurred by ZPI,  defined as funds spent by ZPI on the Huaya
1X, 2X, and 5X wells (called  Obligation Wells No. 1, 2, and 3 in the agreements
between CCP and ZPI) and for funds  actually  paid by ZPI over and above the sum
of US$ 1,050,000  allocated to the drilling rig and related  equipment and drill
bits,  fuel, and drilling labor in its agreements  with CCP, will be paid to ZPI
by CCP and Radial,  proportionate to their  interests,  out of 10 % of the Huaya
revenues net to their total  interest once  production  begins.  No excess costs
will be paid to ZPI  except out of these  future  Huaya  revenues,  and ZPI will
document  these costs as requested.  The costs to be  reimbursed  will be direct
costs spent for the wells or well  operations  that are reasonable and necessary
for the wells to be drilled, completed, and tested.

7. The second funding to be paid by Radial if Radial  determines to proceed with
the drilling of  Obligation  Wells No. 2 and 3 (most likely  called Huaya 2X and
5X),  will be reduced by the advance made by Radial in the amount of US$ 100,000
several weeks before this  Agreement.  Radial and ZPI agree that the payments by
Radial to ZPI will be timed as required in the  agreements  between CCP and ZPI,
which  payments from Radial to ZPI as reduced are now US$ 900,000 for Obligation
Well No. 2, and US$ 650,000 for Obligation  Well No. 3. ZPI pays CCP US$ 900,000
and US$  600,000,  respectively,  as reduced,  and ZPI retains US$ 50,000 of the
payment  amount based on a different  sum in the two  respective  agreements  as
originally written.

Agreed to as a binding and final  agreement  on these  issues,  this 31st day of
January, 2007.


/s/ EFREN TOMAYLIA MARTINEZ
_____________________________________
Compania Consultora de Petroleo, S.A.


/s/ G. LEIGH LYONS
_____________________________________
Radial Energy, Inc.


/s/ EDWARD R. ZIEGLER
_____________________________________
Ziegler-Peru, Inc.


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