EMPLOYMENT AGREEMENT


                  THIS EMPLOYMENT AGREEMENT  ("Agreement") made and entered into
as of the 1st day of March 2009 to be effective as of the 1st day of March, 2009
(the  "Effective  Date"),  by and  between  Bedrock  Energy,  Inc.,  a  Colorado
corporation (the "Company") and W. Edward Nichols (the "Executive").

                              W I T N E S S E T H:

                  WHEREAS,  the  Company  wishes to secure the  services  of the
Executive subject to the contractual terms and conditions set forth herein; and

                  WHEREAS, the Executive is willing to enter into this Agreement
upon the terms and conditions set forth herein.

                  NOW,  THEREFORE,  in  consideration of the mutual promises and
agreements set forth herein, the parties hereto agree as follows:

1.  Employment.  The  Company  hereby  agrees to employ the  Executive,  and the
Executive hereby agrees to accept such employment with the Company, all upon the
terms and conditions set forth herein.

2. Term of Employment.  Subject to the terms and  conditions of this  Agreement,
the Executive  shall be employed for a term commencing on the Effective Date and
ending on December 31, 2009 (the "Term")  unless  sooner  terminated as provided
for herein. The Term shall renew automatically for additional one (1) year term,
unless either party gives written  notice no less than ninety (90) days prior to
the expiration of the Term that it does not intend to extend the Term.

3.       Duties and Responsibilities

     A.   Capacity.  During the Term, the Executive  shall serve in the capacity
          of President/ CEO/ Secretary.

     B.   Part-time  duties.  During  the Term,  and  excluding  any  periods of
          disability, vacation or sick leave to which the Executive is entitled,
          the  Executive  shall  devote  such time as  necessary  to perform the
          duties of the offices assumed.

     C.   Standard of  Performance.  The Executive will perform his duties under
          this Agreement with fidelity and loyalty,  to the best of his ability,
          experience and talent and in a manner  consistent  with his duties and
          responsibilities.



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4.       Compensation.

     A.   Salary.  For  services to be  preformed  for the first Term under this
          Agreement the  Executive  shall receive the sum of $12,500 which shall
          be pre-paid by the issuance of 250,000 shares of restricted stock upon
          execution of this Agreement.

     B.   The  Executive  shall be  entitled  to prompt  reimbursement  from the
          Company for  reasonable  out-of-pocket  expenses  including cell phone
          incurred  by him in  the  course  of  the  performance  of his  duties
          hereunder,  upon submission of appropriate documentation in accordance
          with  the  practices,  policies  and  procedures  applicable  to other
          executives of the Company.

     C.   Compensation  for  subsequent  terms shall be  negotiated  between the
          parties.

5.       Termination of Employment.

                  Notwithstanding  the  provisions  of  Section  2  hereof,  the
Executive's  employment  hereunder  shall  terminate  under any of the following
conditions:

     A.   Death. The Executive's employment under this Agreement shall terminate
          automatically upon his death.

     B.   Total  Disability.  The Company shall have the right to terminate this
          Agreement if the Executive becomes Totally  Disabled.  For purposes of
          this  Agreement,  "Totally  Disabled"  means that the Executive is not
          working  and is  currently  unable  to  perform  the  substantial  and
          material  duties of his  position  hereunder  as a result of sickness,
          accident  or bodily  injury for a period of three  months.  Prior to a
          determination that Executive is Totally Disabled,  but after Executive
          has  exhausted  all sick leave and vacation  benefits  provided by the
          Company,  Executive shall continue to receive his Base Salary,  offset
          by any disability benefits he may be eligible to receive.



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     C.   Termination by Company for Cause. The Executive's employment hereunder
          may be terminated  for Cause upon written  notice by the Company.  For
          purposes of this Agreement, "Cause" shall mean:

          (1)  conviction of the Executive by a court of competent  jurisdiction
               of any felony or a crime involving moral turpitude;

          (2)  the Executive's  willful and  intentional  failure or willful and
               intentional  refusal to follow reasonable and lawful instructions
               of the Board;

          (3)  the Executive's  material breach or default in the performance of
               his obligations under this Agreement;
                                    or

          (4)  the   Executive's   act   of   misappropriation,    embezzlement,
               intentional fraud or similar conduct involving the Company.

Executive may not be terminated for Cause  pursuant to  subsections  (2) and (3)
above unless Executive is given written notice of the circumstances constituting
"Cause" and a reasonable period to cure such  circumstances,  which period shall
be no less than thirty (30) days.

D. Termination in the event of a change of control.  The Executive's  employment
hereunder  may be terminated by the Company in the event of a Change of Control.
" Change of Control" means: (a) the consummation of a merger or consolidation of
the Company with or into another entity or any other  transaction,  in which the
stockholders  of the Company  immediately  after such merger,  consolidation  or
other  transaction  own or  beneficially  own  immediately  after  such  merger,
consolidation  or other  transaction  less than 50 percent or more of the voting
power of the  outstanding  securities (i) in the continuing or surviving  entity
and (ii) any direct or indirect  parent  entity of such  continuing or surviving
entity (b) the sale,  transfer or other  disposition of all or substantially all
of the  Company's  assets to a Person  which is not owned or  controlled  by the
Company or its stockholders  immediately  prior to such sale,  transfer or other
dispositions.



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6.       Confidentiality, Return of Property, and Covenant Not to Compete.


          A.   Confidential Information.

               (1)  Company Information. The Company agrees that it will provide
                    the  Executive  with  Confidential  Information,  as defined
                    below  that  will  enable  the  Executive  to  optimize  the
                    performance  of the  Executive's  duties to the Company.  In
                    exchange,  the  Executive  agrees  to use such  Confidential
                    Information  solely for the Company's  benefit.  The Company
                    and the Executive agree and  acknowledge  that its provision
                    of such  Confidential  Information  is not contingent on the
                    Executive's   continued   employment   with   the   Company.
                    Notwithstanding the preceding sentence, upon the termination
                    of the  Executive's  employment for any reason,  the Company
                    shall have no obligation  to provide the Executive  with its
                    Confidential Information.  "Confidential  Information" means
                    any Company proprietary  information,  technical data, trade
                    secrets  or  know-how,   including,   but  not  limited  to,
                    research,  product plans, products services,  customer lists
                    and customers  (including,  but not limited to, customers of
                    the  Company on whom the  Executive  called or with whom the
                    Executive   became   acquainted   during  the  term  of  the
                    Executive's employment),  markets,  software,  developments,
                    inventions,   processes,  formulas,   technology,   designs,
                    drawings,  engineering,  hardware configuration information,
                    marketing finances or other business  information  disclosed
                    to  the  Executive  by  the  Company   either   directly  or
                    indirectly in writing,  orally or by drawings or observation
                    of parts or  equipment.  Confidential  Information  does not
                    include any of the foregoing items which has become publicly
                    known and made generally  available  through no wrongful act
                    of the Executive or of others who were under confidentiality
                    obligations as to the item or items involved or improvements
                    or new versions.

                           The Executive agrees at all times during the Term and
                  thereafter,  to hold in strictest confidence,  and not to use,
                  except  for  the  exclusive  benefit  of  the  Company,  or to
                  disclose to any person or entity without written authorization
                  of the Board of  Directors of the  Company,  any  Confidential
                  Information of the Company.

     B.   Returning Company Documents.  At the time of leaving the employ of the
          Company,  the Executive will deliver to the Company (and will not keep
          in the Executive's  possession)  specifications,  drawings blueprints,
          sketches,  materials,  equipment,  other  documents  or  property,  or
          reproductions of any  aforementioned  items developed by the Executive
          pursuant to the  Executive's  employment with the Company or otherwise
          belonging to the Company, its successors or assigns.



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7. Arbitration.  Any dispute or controversy  arising under or in connection with
this Agreement  (other than any dispute or controversy  arising from a violation
or alleged  violation by the Executive of the  provisions of Section 7) shall be
settled  exclusively by final and binding  arbitration in Denver,  Colorado,  in
accordance  with the Employment  Arbitration  Rules of the American  Arbitration
Association ("AAA"). The arbitrator shall be selected by mutual agreement of the
parties, if possible. If the parties fail to reach agreement upon appointment of
an  arbitrator  within thirty days  following  receipt by one party of the other
party's notice of desire to arbitrate,  the arbitrator  shall be selected from a
panel or panels of persons  submitted by the AAA. The selection process shall be
that which is set forth in the AAA Employment Arbitration Rules then prevailing,
except  that,  if the  parties  fail to  select an  arbitrator  from one or more
panels,  AAA shall not have the power to make an appointment  but shall continue
to  submit  additional  panels  until  an  arbitrator  has been  selected.  This
agreement  to  arbitrate  shall  not  preclude  the  parties  from  engaging  in
voluntary, non-binding settlement efforts including mediation.

8. Notices. All notices and other  communications  hereunder shall be in writing
and shall be given (and shall be deemed to have been duly given upon receipt) by
delivery in person,  by registered or certified mail (return  receipt  requested
and with postage prepaid thereon) or by facsimile transmission to the respective
parties at the  following  addresses  (or at such other  address as either party
shall have  previously  furnished to the other in  accordance  with the terms of
this Section):



                  If to the Company

                  Bedrock Energy, Inc.

                  8950 Scenic Pine Drive

                  Parker, Colorado 80134







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                  If to the Executive:

                  W. Edward Nichols

                  8950 Scenic Pine Dr.

                  Parker, Colorado 80134

..

9. Amendment; Waiver. The terms and provisions of this Agreement may be modified
or amended only by a written instrument  executed by each of the parties hereto,
and  compliance  with the terms and  provisions  hereof may be waived  only by a
written instrument  executed by each party entitled to the benefits thereof.  No
failure  or delay on the part of any party in  exercising  any  right,  power or
privilege  granted  hereunder shall  constitute a waiver thereof,  nor shall any
single or partial  exercise of any such right,  power or privilege  preclude any
other or further exercise  thereof or the exercise of any other right,  power or
privilege granted hereunder.

10. Entire Agreement. This Agreement and all Exhibits attached hereto constitute
the entire  agreement  between the parties  with  respect to the subject  matter
hereof and  supersede all prior  written or oral  agreements  or  understandings
between the parties relating thereto.

11.  Severability.  In the event that any term or provision of this Agreement is
found to be  invalid,  illegal or  unenforceable,  the  validity,  legality  and
enforceability  of the remaining terms and provisions hereof shall not be in any
way affected or impaired  thereby,  and this Agreement  shall be construed as if
such  invalid,  illegal or  unenforceable  provision  had never  been  contained
therein.

12. Binding Effect;  Assignment.  This Agreement shall be binding upon and inure
to the benefit of the parties and their  respective  successors  and assigns (it
being understood and agreed that, except as expressly  provided herein,  nothing
contained  in this  Agreement  is intended  to confer  upon any other  person or
entity any rights,  benefits or remedies of any kind or  character  whatsoever).
The Executive may not assign this Agreement without the prior written consent of
the Company.  Except as otherwise  provided in this  Agreement,  the Company may
assign this Agreement to any of its  affiliates or to any successor  (whether by
operation of law or otherwise) to all or  substantially  all of its business and
assets  without the consent of the  Executive.  For purposes of this  Agreement,
"affiliate"  means any entity in which the Company owns shares or other  measure
of ownership representing at least 40% of the voting power or equivalent measure
of control of such entity.



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13.  Governing  Law.  This  Agreement  shall be  governed  by and  construed  in
accordance  with the laws of the State of Colorado  (except that no effect shall
be given to any  conflicts  of law  principles  thereof  that would  require the
application of the laws of another jurisdiction).

14. Headings.  The headings of the sections  contained in this Agreement are for
convenience  only and shall not be deemed to control  or affect  the  meaning or
construction of any provision of this Agreement.

15.  Counterparts.  This Agreement may be executed in one or more  counterparts,
each of which  shall be  deemed an  original,  but all of which  together  shall
constitute one and the same instrument.

                                  [END OF PAGE]



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     IN WITNESS THEREOF, the Company has caused this Agreement to be executed by
its duly  authorized  officer and the Executive has signed this  Agreement as of
the Effective Date.

                                                     Bedrock Energy, Inc.


                                                     By:
                                                     Title:  Director

                                                     EXECUTIVE
                                                     W. Edward Nichols