AGREEMENT
      FOR SALE AND PURCHASE OF MINERAL RIGHTS

    WITH
      RETAINED ROYALTY RIGHTS 

    


    An
      agreement for the sale and purchase of mineral rights with a retained royalty
      right (“Agreement”) entered into this 27th
      day of
      February 2007 by and between Donald Heck as Trustee of the Tombstone Silver
      Mines Secured Creditors Trust (“Seller”) and Tombstone Exploration Corporation
      (“Buyer”).

    


    RECITALS

    


    Whereas,
      Seller owns the mineral rights on the patented mining claims described on the
      Exhibit “A” (“Mineral Rights”);

    


    Whereas,
      Seller desires to sell the Mineral Rights to Buyer and Buyer desires to purchase
      the Mineral Rights from Seller.

    


    COVENANTS

    


    Therefore,
      in consideration of the mutual promises and covenants set forth in this
      Agreement, the Seller and Buyer agree as follows:

    


    1.
      Sale
      and Purchase of Mineral Rights:
      The
      Seller shall sell the Mineral Rights to the Buyer and the Buyer shall purchase
      the Mineral Rights from the Seller upon the terms and conditions set forth
      in
      this Agreement.

    


    2.
      Description
      of Property:
      The
      Mineral Rights are described in attached Exhibit “A”. 

    


    3.
      Purchase
      Price:
      The
      purchase price for the Property shall be $10,000.00 cash and a royalty of one
      and one-half percent (1 1⁄2%) of the gross smelter returns on all minerals mined
      from the Mineral Rights.

    


    4.
      Payment
      of Cash Portion of the Purchase Price:
      The
      Buyer shall pay the $10,000.00 cash portion of the Purchase Price to the Seller
      by wire transfer to the IOLTA trust account of Donald Heck, Attorney at Law.
      Seller acknowledges the receipt of those funds. (“Closing”).

    


    5.
      Payment
      of Royalty:
      Buyer
      shall pay the royalty to Seller quarterly. The amount due shall be computed
      on
      the smelter returns actually received by the Buyer during each calendar quarter
      and shall be paid to the Seller by the last day of the first calendar month
      following the end of a quarter. The royalties will be paid to the Seller’s
      address set forth in Section 19.

    


    6.
      Notice
      of Royalty:
      Seller
      may in its discretion record a “Notice Of Royalty” with the Cochise County
      Recorder stating that Seller holds certain rights with regard to the Mineral
      Rights.

    


    7.
      Closing:
      The
      Seller and Buyer will close the transaction by Seller recording the original
      transfer documents with the Recorder of Cochise County, Arizona and by paying
      the property taxes described in Section 10 to the Treasurer of Cochise County,
      Arizona. 

    


    8.
      Transfer
      Documents:
      Title to
      the mineral rights shall be transferred by a quit claim deed and assignment
      in
      the general form of the document attached as Exhibit “B”.

    


    9.
      Recording
      Transfer Documents:
      The
      Seller shall record the Transfer Documents and shall pay the cost of
      recording.

    


    10.
      Unpaid
      Property Taxes:
      The
      property taxes on the Mineral Rights for years 2001 through 2007 are unpaid.
      Seller shall pay these taxes within thirty (30) days of the Closing Date and
      shall provide Buyer with written confirmation of their payment within a
      reasonable period of time.

    


    11.
      Assignment:
      Either
      party may assign its rights under this Agreement without the prior written
      consent of the other.

    


    12.
      Duplicate
      Originals:
      The
      parties shall execute duplicate originals of this Agreement and each shall
      serve
      as an original for all purposes.

    


    13.
      Seller’s
      Warranty:
      Seller
      represents and warrants:

    


    a.
      Donald
      Heck is the Seller’s trustee and is duly authorized to enter into the
      transaction and to execute all documents required to close it.

    


    b.
      Donald
      Heck is not aware of any liens or encumbrances on the Mineral Rights other
      than
      the tax liens described in Section 9.

    


    13.
      Buyer’s
      Warranties:
      Buyer
      represents and warrants that It:

    


    a.
      It has
      conducted all desired independent investigations and accepts 

    the
      Mineral Rights as is.

    


    b.
      It
      acknowledges that there are no Seller warranties of any kind except those


    expressly
      set forth in this Agreement.

    


    c.
      The
      individual signing this Agreement on behalf of the Buyer is duly authorized
      to
      enter into the transaction and execute all documents required to close
      it.

    


    14.
      Effective
      Date:
      If both
      parties execute this Agreement at the same time, the 

    effective
      date of this Agreement shall be that date. If one party signs this Agreement
      at
      a latter time than the other, the effective date shall be the date this
      Agreement is executed by the last party to sign it.

    


    15.
      Governing
      Law:
      The
      interpretation and enforcement of this Agreement shall be governed by Arizona
      law.

    


    16.
      Entire
      Agreement:
      This
      Agreement constitutes the entire agreement between the parties regarding the
      sale and purchase of the Mineral Rights. 

    


    17.
      Counting
      Days:
      All
      references to days in this Agreement shall be construed to be calendar days.
      

    


    18.
      Extension
      of Time Periods Ending on Weekends or Holidays:
      If the
      time period for taking a particular action ends on a Saturday, Sunday or
      Holiday, the time period for taking the action shall be extended through the
      next business day.

    


    19.
      Address:
      The
      parties addresses for the purpose of this Agreement are:

    


    a.
      Seller: Tombstone
      Silver Mines Secured Creditors Trust

    c/o
      Donald Heck, Trustee

    7150
      East
      Camelback Road, #444

    Scottsdale,
      AZ 85251

     

    b.
      Buyer: Tombstone
      Exploration Corporation

    250
      Blairgowrie Place

    Nanimo,
      BC V9T 4P5

    


    In
      witness whereof, the parties have executed this Agreement on the dates following
      their signatures:

    


    SELLER:      

    


    Tombstone
      Silver Mines Secured Creditors Trust

    


    


    


    __________________________________   

    Donald
      Heck, Trustee

    


    BUYER:

    


    Tombstone
      Exploration Corporation

    


    


    


    By:________________________________

    Name:______________________________

    Title:_______________________________