THIS EXTENSION AGREEMENT made
as of the December 31, 2009.





AMONG:





BROWNSTONE VENTURES (US) INC.,
a corporation duly incorporated under the laws of the State of
Delaware





(herein
called "Brownstone US ")





-and-





BROWNSTONE VENTURES INC.a
corporation duly incorporated under the laws of the Province of
Ontario





(herein
called (“Brownstone Canada”)





-and-





DEJOUR ENTERPRISES LTD. a
corporation duly incorporated under the laws of British Columbia





(herein
called (‘Dejour Canada”)





-and-





DEJOUR ENERGY (USA)
CORP.,a
corporation duly incorporated under the laws of the State of Nevada





(herein
called "Dejour US")





WHEREASBrownstone US and
Dejour US entered into a Loan Agreement (the “Loan Agreement”) dated June 18th,
2008 in the amount of US$4,000,000 (Four million U.S. dollars 00/100) (the
“Loan;





AND WHEREAS Brownstone US and
Dejour US entered into a Settlement Agreement dated June 22, 2009 (the
“Settlement Agreement”) whereby both parties  agreed to cancel the
Loan Agreement by converting US$2,000,000 (two million U.S. dollars 00/100) to
both common shares of Dejour Canada and share purchase warrants of Dejour Canada
and to amend the terms and conditions of the remaining balance of the loan, in
the amount of US$1,780,000  by amending its  terms and
conditions provisions as specified in the Settlement Agreement;





AND
WHEREAS Brownstone Canada and Dejour Canada extended the due date to November 1,
2010 for the New Loan as defined in the Settlement Agreement;









AND
WHEREAS Brownstone Canada and Dejour Canada now wish to extend the due date for
the New Loan, once again, to January 1,2011





NOW THEREFORE THIS AGREEMENT
WITNESSETH that in consideration of the premises and for other good and
valuable consideration and the payment of one dollar ($1.00) by each party to
the other, the receipt and sufficiency of which are hereby acknowledged, the
parties hereto hereby covenant and agree each with the other as
follows:





TERMS
OF SETTLEMENT AGREEMENT





1.
            The
      principle amount still owing on the New Loan is now CDN $2,070,140(Two
      million, seventy thousand, one hundred and forty) as of December 31,
      2009;





2.
            The
      New Loan amended due of November 1, 2010 is extended to January 1, 2011.
      Dejour Canada may re-pay any amount of the Loan and interest at any time
      prior to the due date without
penalty;





3.
            All
      of the other terms and conditions of the New Loan shall remain in full
      force and effect during the term of this
  agreement.





NOTICE





3.
            (a)
      Any notice or any other communication which is hereunder required must be
      in writing and transmitted by fax or hand
  delivered:





to Brownstone Canada and Brownstone
USA:





Brownstone Ventures (US)
Inc.


The Exchange Tower


130 King Street West


Suite 2500


Toronto, Ontario


M5X 1A9





Fax:     (416)
941-1090





to Dejour USA:





Dejour Energy (Energy) USA
Corp.


1401
17th
Street, Suite 300


Denver,
CO.80202.




Fax:     (604)
638-5051









To Dejour Canada:





Dejour Enterprises Ltd.


Suite 598-999 Canada Place


Vancouver BC V6C 3E1





Fax:     (604)
648-5051





or, with
respect to each party, to any other address or fax number that may be designated
by a party by a written notice given to the other party.





(b) the
notices or communications provided for in subparagraph 6(a) above shall be
presumed to have been received the day they are sent, if delivered by hand or if
transmitted by fax during normal business hours; failing this, the fax
transmission shall be deemed to have been received the next business day in the
jurisdiction of the recipient.





GENERAL





4.
            The
      headings of the paragraphs of this Agreement are inserted for convenience
      of reference only and shall not affect the meaning or construction
      hereof.





5.
            Words
      referring to one gender shall include reference to any other
      gender.





6.
            The
      parties to this Agreement undertake to execute, at any time, any deed, and
      thing or document necessary or required to give full effect to this
      Agreement.





7.
            No
      modification or amendments to this Agreement shall be valid and binding
      unless set forth in writing and duly executed by all parties hereto and no
      waiver of any breach of any term or provision of this Agreement shall be
      effective or binding unless made in writing and signed by the party
      purporting to give same and, unless otherwise provided, shall be limited
      to the specific breach waived.





8.
            Time
      is of the essence in this
Agreement.





9.
            This
      Agreement shall be construed in accordance with the laws of the Province
      of British Columbia.





10.
            This
      Agreement shall be binding upon and enure to the benefit of the parties
      hereto and their respective successors and permitted
    assigns.





11.
            This
      Agreement may be executed by the parties hereto at different times and in
      different places without the parties hereto being in each other’s
      presence.









IN WITNESS WHEREOF the parties
hereto have executed this Agreement in duplicate on the date first above
written.





BROWNSTONE
      VENTURES (US) INC.Per:BROWNSTONE
      VENTURES INC.Per:DEJOUR
      ENERGY (USA) CORP.Per:DEJOUR
      ENTERPRISES LTD.Per: