Exhibit 10.1

                              ASSIGNMENT AGREEMENT

THIS AGREEMENT dated for reference the 21st day of January, 2010

BETWEEN:

               American Eagle Energy Inc., 27 North 27th Street, Suite 21G,
               Billings, Montana 59101

               (the "Assignee")

AND:

               Murrayfield Limited, Conference House, 152 Morrison Street, The
               Exchange Edinburgh EH3 8E8 United Kingdom

               ("Murrayfield" or the "Assignor")

WHEREAS:

A. Miramar Petroleum Inc. and Murrayfield  entered into an assignment of oil and
gas lease  dated  August 28,  2009,  attached  hereto as Exhibit "A" (the "Lease
Assignment  Agreement")  further to a Lease Purchase and  Development  Agreement
dated August 5, 2009 wherein Murrayfield had acquired from Miramar the "Assigned
Working  Interest"  as defined  therein,  in regards to a leasehold  interest in
Willacy County,  Texas,  known as the "Sauz Ranch Prospect";  and B. Murrayfield
wishes to assign to the Assignee all of Murrayfield's  right, title and interest
in and to the Lease  Assignment  Agreement and the Assigned  Working Interest in
accordance with the terms of this Agreement (the "Assignment").

NOW THEREFORE,  in  consideration of the sum of  US$137,500.000  now paid by the
Assignee  to the  Assignor  (the  receipt  and  sufficiency  of which are hereby
acknowledged by the Assignors), the Assignors covenant and agree as follows:

THE ASSIGNMENT AND ACCEPTANCE

1.  Murrayfield  hereby  unconditionally  forever  assigns and  transfers to the
Assignee  all of  Murrayfield's  right,  title and  interest in and to the Lease
Assignment  Agreement  and the  Assigned  Working  Interest and all benefits and
advantages to be derived therefrom (the "Assignment").

2. The Assignor represents and warrants to the Assignee, with the knowledge that
the Assignee  relies upon same in entering into this  Agreement,  that:

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     (a)  the Assignor owns the Assigned  Working  Interest and its rights under
          the Lease Assignment Agreement free and clear of all liens, charges or
          encumbrances;

     (b)  the  Assignor  has all  requisite  power  and  capacity,  and has duly
          obtained all  requisite  authorizations  and  performed  all requisite
          acts, to enter into and perform their obligations hereunder,  they has
          duly executed and  delivered  this  Agreement  and such  constitutes a
          legal,  valid and binding  obligation of it enforceable  against it in
          accordance with the Agreement's  terms,  and the entering into of this
          Agreement and the performance of their obligations  hereunder does not
          and will not result in a breach of, default under or conflict with any
          of the terms and provisions of any of its constituting documents,  any
          resolutions  of their  partners,  any  indenture,  agreement  or other
          instrument  to which  they are a party or by which  they are  bound or
          which the Assigned Working Interest may be subject to, or any statute,
          order, judgment or other law or ruling of any competent authority;

     (c)  the Lease  Assignment  Agreement  is in good  standing  as at the date
          hereof and no default has occurred therein; and

     (d)  the Assignor has the legal  capacity and  competence to enter into and
          execute  this  Agreement  and to take all  actions  required  pursuant
          hereto and they are duly incorporated and validly subsisting under the
          laws of its jurisdiction of incorporation and all necessary  approvals
          by their  directors,  shareholders  and others  have been  obtained to
          authorize execution and performance of this Agreement on behalf of the
          Assignor.

3. The Assignor will at all times hereafter execute and deliver,  at the request
of the Assignee, all such further documents, deeds and instruments,  and will do
and perform all such acts as may be  necessary  or desirable to give full effect
to the intent and meaning of this Agreement.  Without limiting the generality of
the foregoing,  the Assignors will execute such financing statements,  financing
change  statements,  notices or  directions  as may be necessary or advisable to
cause all pertinent  offices of public record to amend their records to show the
interests of the Assignee in the Lease Assignment Agreement.

4. Each of the parties to this Agreement  acknowledges  that such party has read
this  document  and  fully   understands  the  terms  of  this  Agreement,   and
acknowledges  that this  Agreement  has been executed  voluntarily  after either
receiving independent legal advice, or having been advised to obtain independent
legal advice and having elected not to do so

5. This  Agreement  will enure to the benefit of the Assignee and its successors
and  assigns,  and will be binding  upon the  Assignor  and its  successors  and
assigns.

6. This Agreement will be governed by and construed in accordance  with the laws
in force in the  State of Nevada  and the  parties  submit to the  non-exclusive
jurisdiction of the courts of State of Nevada in any  proceedings  pertaining to
the Assignment or this Agreement.

7. This  Agreement may be executed in any number of  counterparts  with the same
effect  as if  all  parties  hereto  had  all  signed  the  same  document.  All
counterparts  will be construed  together and will  constitute  one and the same
agreement.

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IN WITNESS WHEREOF the parties hereto have executed this Agreement as of the day
and year first above written.

AMERICAN EAGLE ENERGY INC.


Per:
    -----------------------------------
    Authorized Signatory


MURRAYFIELD LIMITED


Per:
    -----------------------------------
    Authorized Signatory

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                                    EXHIBIT A

                    LEASE PURCHASE AND DEVELOPMENT AGREEMENT