SECOND  AMENDMENT  TO  ASSIGNMENT

     THIS  SECOND  AMENDMENT  TO ASSIGNMENT (the "Second Amendment") is made and
entered into effective as of the 31st day of August 2012 by and between Keith D.
Spickelmier  ("Spickelmier")  and  Discovery  Energy Corp., a Nevada corporation
f/n/a  "Santos  Resource  Corp."  ("Discovery").

                              Recitals

     WHEREAS, Spickelmier executed and delivered to Discovery an assignment (the
"Assignment"),  whereby  Spickelmier  assigned to Discovery all of Spickelmier's
rights  under a legal document (as amended and restated on December 1, 2011, the
"Liberty  Agreement")  with  Liberty  Petroleum  Corporation ("Liberty") whereby
Liberty  granted  to  Spickelmier  an  exclusive right to negotiate an option to
acquire  exploration  and  drilling  rights  related  to  the  PEL  512 prospect
involving  584,651 gross acres in the "heart" of the Cooper Basin oil fairway in
South  Australia  (the  "Prospect");  and

     WHEREAS, the Assignment was first amended effective in April 18, 2012 by an
instrument  entitled  "FIRST  AMENDMENT  TO  ASSIGNMENT"  (for  purposes  of the
remainder  of  this  Second  Amendment,  the  term  "Assignment"  shall mean the
Assignment  as  heretofore  amended  by  said  First  Amendment);  and

     WHEREAS,  one  of the items of consideration that Spickelmier is to receive
pursuant to the Assignment is a convertible non-interest bearing promissory note
with  a principal amount of $55,000, payable in full one year after the issuance
thereof, such principal to be convertible into 55.0 million shares ("Shares") of
Discovery's  common  stock (at $0.001 per Share) at any time after Discovery has
increased  its  authorized  capital  to  at  least  125.0  million Shares or has
undertaken  a  reverse  stock  split  in  which  at least two or more Shares are
combined  into  one  Share  (the  "Note");  and

     WHEREAS,  the  Note  arrangement was undertaken because (at the time of the
Assignment)  Discovery did not have sufficient authorized but unissued Shares to
issue  55.0  million  Shares  outright;  and

     WHEREAS,  since  the  time  of  the Assignment, Discovery has increased the
number  of  its  authorized  but  unissued  Shares so that it now has sufficient
authorized  but  unissued  Shares to issue 55.0 million Shares outright, thereby
rendering  the  Note  arrangement  moot;  and

     WHEREAS,  each  of  Discovery  and  Spickelmier  desires  to  simplify  the
consideration  structure  originally  provided  by  the  Assignment, to extend a
certain  date  in  the  Assignment,  and to amend the Assignment upon the terms,
provisions  and  conditions  set  forth  hereinafter;
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                                   AGREEMENT

     NOW,  THEREFORE, in consideration of the mutual covenants and agreements to
amend the Assignment, Spickelmier and Discovery agree as follows (all undefined,
capitalized  terms used herein shall have the meanings assigned to such terms in
the  Assignment):


     1.     Amendments  to the  Assignment.

     (a)     The  Assignment  be  and  hereby is amended in all respects to take
into  account  Discovery's  new  corporate  name,  and  every  reference  in the
Assignment  to  "Santos"  shall  be  taken  to  be  a  reference to "Discovery."

     (b)     Section  1.3(d)  of the Assignment be and hereby is amended to read
in  its  entirety  as  follows:

             "(d)     55.0  million  Shares  to be issued to Spickelmier upon
             notice from the Minister  that  the  Minister has issued in the
             name of Discovery (or one of its affiliates)  exploration  and
             drilling  rights  for  the  Prospect."

     (c)     Section  1.5  of the Assignment be and hereby is amended to read in
its  entirety  as  follows:

             "1.5     Failure to Issue License. If the Minister confirms in
             writing that  it  will not issue exploration and drilling rights
             for the Prospect in the name  of  Discovery,  or has failed to
             issue exploration and drilling rights for the  Prospect  in  the
             name  of Discovery prior to November 30, 2012, whichever occurs
             first,  then  this  Assignment shall terminate, Spickelmier shall
             return immediately  to  Discovery  the  20.0 million Shares
             described in section 1.3(c) above,  and Discovery shall have no
             further obligations under this Assignment or the  Liberty
             Agreement."

     2.     Miscellaneous.  Except  as  otherwise expressly provided herein, the
Assignment  is  not  amended,  modified  or  affected  by this Second Amendment.
Except  as  expressly set forth herein, all of the terms, conditions, covenants,
representations,  warranties  and  all  other  provisions  of the Assignment are
herein ratified and confirmed and shall remain in full force and effect.  On and
after  the  date  on  which  this Second Amendment becomes effective, the terms,
"Assignment,"  "hereof,"  "herein,"  "hereunder"  and terms of like import, when
used  herein  or  in  the  Assignment  shall, except where the context otherwise
requires,  refer  to  the Assignment, as amended by this Second Amendment.  This
Second Amendment may be executed into one or more counterparts, and it shall not
be  necessary  that the signatures of all parties hereto be contained on any one
counterpart  hereof;  each  counterpart  shall be deemed an original, but all of
which  together  shall  constitute  one  and  the  same  instrument.

                             [SIGNATURES TO FOLLOW]

<PAGE>
IN  WITNESS  WHEREOF,  the  undersigned  have set their hands hereunto as of the
first  day  written  above.

"SPICKELMIER"                         "DISCOVERY"

                                      DISCOVERY  ENERGY  CORP.,
                                      a  Nevada  corporation
_________________________________
     Keith  D.  Spickelmier
                                      By:_____________________________

                                      Name:___________________________

                                      Title:____________________________