EXHIBIT 10.1


                                 AMENDMENT TO



                              PURCHASE AGREEMENT



                                BY AND BETWEEN


                      SEDCO, INC. AND CAPCO ENERGY, INC.



                              SEPTEMBER 30, 2003










                        AMENDMENT TO PURCHASE AGREEMENT

      THIS  AMENDMENT  TO  THE  PURCHASE AGREEMENT, is made as of September 30,
2003, between Sedco, Inc. ("Purchaser") and Capco Energy, Inc. ("Seller").

      WHEREAS, Purchaser and Seller  desire  to  make certain amendments to the
Purchase Agreement between the two parties dated April 30,2003;

      NOW  THEREFORE,  in  consideration  of  the mutual  promises,  covenants,
provisions and representations contained in the  agreement,  the parties hereto
agree as follows:

      The  Purchase  price  in  Article  1  Paragraph  1.3 shall be amended  as
follows:

      1.3   PURCHASE PRICE.  Subject to all of the terms and conditions set
forth in the Agreement and in reliance on the representations, warranties and
covenants hereinafter set forth, Purchaser shall deliver to Seller $1,750,000
(hereinafter referred to as the "Purchase Price"), at closing, as follows:

            a) $300,000  previously  loaned  to  Seller  by Purchaser  will  be
               applied  to purchase price as a non-refundable  portion  of  the
               purchase price.
            b) A $450,000  promissory  note, ("Note 1") bearing interest at the
               annual rate of 7%. The note  will  be  due  on  April  30, 2004.
               Interest  payments  will  be  due on the first day of each month
               until paid, beginning June 1, 2003.  This  note  is to be offset
               against payables as agreed on September 14, 2003.
            c) A $1,000,000 promissory note, ("Note 2") bearing interest at the
               annual  rate  of  7%.  The note will be due on October  31,2003.
               Interest payments will be  due  on  the  first day of each month
               until paid, beginning June 1, 2003. This note  is  to  be offset
               against payables as agreed on September 14, 2003.
            d) The  3,000,000  shares of Sellers common stock deposited by  the
               Purchaser with the  Corporate  Secretary  of  Seller,  shall  be
               released back to the Purchaser
            e) Purchaser   will  obtain  releases  of  all  guarantees  and  co
               borrowings of Seller related to the Asset within 365 days.

      The Fairness Opinion shall be obtained by October 31, 2003.

      All other terms and conditions shall remain the same.

      AGREED TO AND ACCEPTED as of the date first above written.

PURCHASER:                                         SELLER:


Sedco, Inc.                                   Capco Energy, Inc.

/s/  Ilyas Chaudhary                          /s/ Dennis R. Staal
--------------------                          -------------------
 President                                    Director

By: /s/ Ilyas Chaudhary                       By: /s/ Dennis R. Staal
Title:  President                             Title: Director