EXECUTIVE EMPLOYMENT AGREEMENT

Executive Employment Agreement between Gran Tierra Energy Colombia Ltd., a Utah partnership (the “ Partnership ”), which is a wholly-owned subsidiary of Gran Tierra Energy Inc. , a Nevada corporation (“ Gran Tierra ”) and Edgar Louis Dyes (the “ Executive ”, collectively with the Partnership and Gran Tierra, the “ Parties ”).

A.            The Executive has specialized knowledge and valuable skills and experience which are critical to the management and success of the business.

B.            The Partnership and Gran Tierra wish to secure the services of the Executive and to ensure that the Executive remains President of the Partnership.

C.            The Executive is currently an employee of the Partnership pursuant to an employment agreement between the Executive and Argosy Energy International Colombia Ltd. dated April 1, 2006 (the “ Prior Agreement ”).

D.            The Parties wish to set forth their entire understanding and agreement with respect to the subject matter hereof and replace the Prior Agreement in its entirety with this Executive Employment Agreement (the “ Agreement ”).

Therefore , the Parties agree as follows:

The Partnership confirms the appointment of the Executive to the position of President of Gran Tierra Energy Colombia and Executive shall perform the duties and responsibilities set out in Schedule “A” to this Agreement as well as those duties reasonably assigned to the Executive by the Board of Directors of Gran Tierra (the “ Board ”).  The Parties agree that the relationship between the Partnership and the Executive created by this Agreement is that of employer and employee.

The Executive shall not engage in any other business, profession or occupation which would conflict with the performance of his duties and responsibilities under this Agreement, either directly or indirectly, including accepting appointments to the boards of other companies without the prior written consent of the Board.

The Executive shall not be reassigned to another position within the Partnership itself, or to a position within another subsidiary or Gran Tierra, or other affiliated or related corporate entity (a “ Member Company ” or “ Member Companies ”) or alter the duties, responsibilities, title, or reporting lines of the Executive or change the location of the Executive’s employment unless the Executive agrees to such reassignment or alteration.

The Executive shall be available for such business related travel as may be required for the purposes of carrying out the Executive’s duties and responsibilities. The Executive shall be entitled to fly business class only for international flights and shall use economy for domestic travel.  The Executive will be entitled to choose suitable accommodations when traveling on the Partnership’s or Gran Tierra’s business.

The Executive’s employment with the Partnership is for no specified duration and constitutes at-will employment. The Executive’s employment may be terminated at any time by either the Partnership or the Executive, subject to the provisions of Article 9.

The Executive will be paid an annual salary in the amount determined by the Board, subject to required withholdings (the “ Base Salary ”).  The Executive’s Base Salary will be payable in accordance with Partnership practices and procedures as they may exist from time to time. Base Salary will be reviewed and may be increased on an annual basis by the Partnership, with input from the Executive.

The Executive shall be eligible to receive an annual bonus payment in addition to Base Salary and other compensation for each year of the Executive’s employment (the “ Bonus ”) as determined by the Board from time to time.

The Bonus shall be payable within sixty (60) days after the end of the fiscal year (but in no event later than March 15 of such following year), and will be based upon the Executive’s performance during the preceding year.

The Executive shall be entitled to participate in and to receive all rights and benefits under any life insurance, disability, medical, dental, health and accident plans maintained by Gran Tierra for the Partnership’s employees and for its executives, including reasonable health and life insurance in the United States for the Executive and his dependents or reimbursement for such health and life insurance premiums.  During a leave of absence for disability, the Partnership will continue to pay the Executive’s Base Salary (less any amounts paid pursuant to a short term disability insurance policy) until such time as the Executive begins to receive long-term disability insurance benefits.

Executive will be based in Bogotá Colombia and will be allowed to travel, at Partnership’s expense, to the United States as often as reasonably necessary to attend personal business, subject to the Colombia residence requirements.  Partnership will provide reasonable housing, auto, club and living expenses to Executive while performing his duties in Colombia, in a manner consistent with such benefits as they were provided to Executive in the first calendar quarter of 2006.

The Executive will be entitled to one month of paid vacation per year. Payment of all vacation pay will be at Base Salary. The Executive will arrange vacation time to suit the essential business needs of the Partnership and Gran Tierra. Unused vacation entitlement will be carried over into the following calendar year to a maximum entitlement of eight weeks in any one year. On leaving the employment of the Partnership for whatever reason, the Partnership will compensate the Executive for any accrued but unused vacation entitlement based upon the Executive’s then current Base Salary.

Gran Tierra will provide the Executive with the right to participate in stock option plans and/or incentive award plans maintained by Gran Tierra and approved by the Board.

The Partnership recognizes that the Executive will incur expenses in the performance of the Executive’s duties. The Partnership shall reimburse the Executive for any reasonable out of pocket expenses incurred in the course of employment.  To the extent that any expense reimbursements payable pursuant to this Agreement are subject to the provisions of Section 409A of the Internal Revenue Code of 1986, as amended (the “ Code ”), any such reimbursements payable pursuant to this Agreement shall be paid no later than December 31 of the year following the year in which the expense was incurred, the amount of expenses reimbursed in one year shall not affect the amount eligible for reimbursement in any subsequent year, and the right to reimbursement under this Agreement will not be subject to liquidation or exchange for another benefit.

This Agreement and the Executive’s employment with Partnership may be terminated, without Partnership being obligated to provide the Executive with advance notice of termination or pay in lieu of such notice, whether under contract, statute, common law or otherwise, in the following circumstances:

In the event the Executive voluntarily resigns, except where the Executive resigns for Good Reason as provided for in this Agreement, the Executive will give a minimum of sixty (60) days’ advance written notice to the Partnership and Gran Tierra. The Executive will not be entitled to receive any further compensation or benefits whatsoever other than those which have accrued up to the Executive’s last day of active service with the Partnership. The Partnership may, at its discretion, waive in whole or in part such notice by paying the Executive, following his last day of active service, his Base Salary during the balance of such sixty (60) day period in lieu to the Executive on the Partnership’s regular payroll dates.  This payment of Base Salary in lieu of notice is intended to be exempt from Code Section 409A under Treasury Regulation Section 1.409A-1(b)(4).

"Cause" is defined as any of the following:

(a) conviction of, or plea of nolo contendere to, a felony;

(b) participation in a fraud against the Partnership;

(c) participation in an act of dishonesty against the Partnership intended to result in your personal enrichment;

(d) willful material breach of the Partnership's written policies;

(e) intentional significant damage to the Partnership's property by you;

(f) material breach of this Agreement; or

(g) conduct by you that, in the good faith and reasonable determination of the Board, demonstrates gross unfitness to serve provided that in such event, the Partnership shall provide notice to you describing the nature of the gross unfitness and you shall thereafter have ten (10) days to cure such gross unfitness if such gross unfitness is capable of being cured.

The Partnership may not terminate your employment for Cause unless and until you receive a copy of a resolution duly adopted by the affirmative vote of at least a majority of the Board of Directors of the Gran Tierra ("Board") finding that in the good faith opinion of the Board, that "Cause" exists and specifying the particulars thereof in reasonable detail.

The Partnership may terminate the Executive’s employment without Cause at any time.  If such termination constitues a “separation from service” (as defined under Treasury Regulation Section 1.409A-1(h)), and provided the Executive executes and allows to become effective the Company’s standard form of release of claims within thirty (30) days following the separation from service, the Partnership will pay the Executive cash severance (the “ Separation Package ”) equal to one years’ Total Cash Compensation in a lump sum on the date that is thirty (30) days after the separation from service.

“Total Cash Compensation” is defined as the annualized amount of Base Salary plus Bonus Payment for the prior 12-month period.

Should the Executive terminate his employment for Good Reason, as hereinafter defined, and provided such termination constitues a separation from serv