Exhibit 4.16

                        SHARE PURCHASE AMENDING AGREEMENT

                                     Between

                               Forum Pacific Inc.

                                 ("The Vendor")

                                       And

                                  Mullins Group

                          ("Predecessors in Interest")

                                       And

                          Tracer Petroleum Corporation

                                ("The Purchaser")

                                       For

                              The Sale and Purchase
                                of 66 2/3% of the
                        Issued & Fully Paid Share Capital
                                       of
                             Forum Exploration, Inc.

                                   Philippines

March 21, 2003



THIS SHARE PURCHASE AMENDING AGREEMENT (the "AMENDING AGREEMENT") is entered
into this 21th. Day of March 2003;

BETWEEN:

Forum Pacific Inc., incorporated in the Philippines, having its registered
office and principal place of business at 22/F Citibank Tower, 8741 Paseo de
Roxas, Makati City, Philippines (the "Vendor");

                                       And

Forum Exploration, Inc., incorporated in the Philippines, having its registered
office and principal place of business at 22/F Citibank Tower, 8741 Paseo de
Roxas, Makati City, Philippines (the "Company");

                                       And

Tracer Petroleum Corporation, incorporated in Canada, having its registered
office and principal place of business at 1113 Laval Avenue SW, Calgary,
Alberta, T2T 1L2, Canada (the "Purchaser"):

And

Mullins Group, through Eastmark Limited, a Bermuda registered company
(hereinafter defined as "Predecessors in Interest").

The above herein after collectively referred to as the "Parties".

WHEREAS:

(A)   The Parties executed and delivered a Share Purchase Agreement dated March
      22, 2003 (the "Purchase Agreement") relating to the sale by the Vendor and
      purchase by the Purchaser of the Sale Shares (as defined in the Purchase
      Agreement);

(B)   The Parties now wish to amend certain provisions of the Purchase Agreement
      in order to better reflect the understanding of the Parties in connection
      with the entire subject matter of the proposed transaction;

NOW THEREFORE THE PARTIES HEREBY AGREE AS FOLLOWS:



1.0   INTERPRETATION

      1.1 In this Amending Agreement and the Recitals hereto, unless the context
otherwise requires, all defined terms shall have the same meaning as in the
Purchase Agreement.

      1.2 The Article numbers of this Amending Agreement shall correspond to the
Article numbers of the Purchase Agreement.

      1.3 The Purchase Agreement, as amended by this Amending Agreement, shall
be collectively referred to herein as the "Amended Purchase Agreement".

2.0   CONDITIONS AND RESCISSION

2.1   In addition to the conditions in Article 2 of the Purchase Agreement, the
      Amended Purchase Agreement shall also be conditional upon the Purchaser
      conducting its own due diligence in respect of the Accounts, the Company,
      the Loans, the Property and the Sale Shares and the Shares (the "Due
      Diligence Condition"), such due diligence to be completed on or before
      5:00 p.m. (Calgary, Canada time) on March 31, 2003 (the "Due Diligence
      Condition Date").

2.2   If the Due Diligence Condition has not been satisfied or waived, in the
      Purchaser's sole discretion, on or before the Due Diligence Condition
      Date, or such other date as the Vendor and the Purchaser may agree, then
      the Amended Purchase Agreement shall be of no further effect, but without
      prejudice to the then accrued rights and obligations of the parties, and
      shall be without prejudice to the continued application of Clauses 6 and
      12 to 25 of the Purchase Agreement inclusive, insofar as pertinent.

3.0   SALE OF THE SALE SHARES

3.1   The Vendor and the Predecessors in Interest (the Mullins Group/Eastmark
      Limited) hereby severally and jointly covenant, agree, represent and
      warrant that they collectively have the full legal and beneficial right,
      title and estate in and to the Sale Shares, and have the full legal right
      and authority to sell the Sale Shares to the Purchaser, and that the Sale
      Shares will be conveyed and transferred to the Purchaser free and clear of
      any liens, claims, purchase or sale options, or encumbrances of any nature
      whatsoever .

4.0   CONSIDERATION

4.1   With reference to loans contemplated in Subparagraphs 4.1(i) and (ii) of
      the Purchase Agreement, it is understood and agreed that the Purchaser
      will use its best efforts to obtain the described financing, but it is not
      a condition to Completion. Anything in Section 4.1 of the Purchase
      Agreement to the contrary notwithstanding, until Completion, the amount of
      the financing to be provided by the Purchaser shall be determined by the
      Purchaser in its sole discretion, and the Company shall, and the Vendor
      (and to the extent applicable the Mullins Group/Eastmark) shall cause the
      Company to, execute and deliver such evidence of the loans as required by
      the Purchaser in its sole discretion.



4.2   In addition to the consideration set forth in Article 4 of the Purchase
      Agreement, in consideration of the sale and transfer of the Sale Shares
      from the Vendor to the Purchaser, the Purchaser shall also issue to the
      Predecessors in Interest (the Mullins Group/Eastmark Limited) from
      treasury 100 million Common Shares in the capital of the Purchaser (the
      "Tracer Shares"), at a deemed price of US$0.10 per share, for total deemed
      consideration of US$10 million.

6.0   WARRANTIES AND UNDERTAKINGS

6.1   The Vendor and the Predecessors in Interest (the Mullins Group/Eastmark
      Limited) hereby jointly and severally covenant, agree, represent and
      warrant that they shall, as a condition of closing of the transactions
      contemplated by the Amended Purchase Agreement, execute and deliver in
      favour of the Purchaser a certificate in form and content satisfactory to
      the Purchaser in its sole discretion containing all such representations
      and warranties as requested by the Purchaser in relation to the Accounts,
      the Company, the Loans, the Property and the Sale Shares and the Shares.
      The representations and warranties that will be contained in the
      aforementioned certificate shall survive the closing of the transactions
      contemplated by the Amended Purchase Agreement for a period of two (2)
      years.

6.2   The Vendor and the Predecessors in Interest (the Mullins Group/Eastmark
      Limited) also hereby undertake, as a condition of closing of the
      transactions contemplated by the Amended Purchase Agreement, to deliver in
      favour of the Purchaser an opinion of legal counsel for each of them in
      form and content satisfactory to the Purchaser, acting reasonably.

6.3   The Purchaser hereby covenants, agrees, represents and warrants that it
      shall, as a condition of closing of the transactions contemplated by the
      Amended Purchase Agreement, execute and deliver in favour of the Vendor
      and the Predecessors in Interest (the Mullins Group/Eastmark Limited) a
      certificate in form and content satisfactory to the Vendor and the
      Predecessors in Interest (the Mullins Group/Eastmark Limited), acting
      reasonably, containing all such representations and warranties as
      reasonably requested by the Vendor and the Predecessors in Interest (the
      Mullins Group/Eastmark Limited) in relation to the Tracer Shares. The
      representations and warranties that will be contained in the
      aforementioned certificate shall survive the closing of the transactions
      contemplated by the Amended Purchase Agreement for a period of two (2)
      years.

6.4   The Purchaser also hereby undertakes, as a condition of closing of the
      transactions contemplated by the Amended Purchase Agreement, to deliver in
      favour of the Vendor and the Predecessors in Interest (the Mullins
      Group/Eastmark Limited) an opinion of legal counsel for the Purchaser in
      form and content satisfactory to the Vendor and the Predecessors in
      Interest (the Mullins Group/Eastmark Limited), acting reasonably.



8.0   COMPLETION

      8.1 Notwithstanding Paragraph 8.1 of the Purchase Agreement, the
Completion Date shall be the earlier of April 7, 2003 or five (5) Business Days
after the satisfaction or waiver of the Due Diligence Condition.

17.0  ENTIRE AGREEMENT

17.1  The Purchase Agreement and this Amending Agreement constitute the entire
      understanding between the Parties with respect to the subject matter
      hereof and supersedes all prior agreements, negotiations (whether written
      or otherwise) and discussions between the parties relating thereto.

17.2  The Purchase Agreement shall remain in full force and effect without any
      amendments, except as expressly provided for in this Amending Agreement.

                        THIS SPACE INTENTIALLY LEFT BLANK




20.0  COUNTERPARTS

20.1  This Amending Agreement may be signed in any number of counterparts, all
      of which taken together shall constitute one and the same Agreement. Any
      Party may enter into this Amending Agreement by signing any such
      counterpart.

            Signed for and on behalf of the Parties hereto as of the 21st day of
March, 2003:

For and on behalf of Mullins Group ("Predecessors in Interest"):


By:________________________                        __________________________
    William T. Mullins                                  Timothy D. Strong

For and on behalf of Tracer Petroleum Corporation (the "Purchaser"):


By:________________________
    Larry W. Youell, President

For and on behalf of Forum Pacific, Inc. (the "Vendor"):


By:____________________________
    Peter S. Salud, President

For and on behalf of Forum Exploration, Inc. (the "Company"):


By:____________________________
     Peter S. Salud, President