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Exhibit 10.18    
    



	 	 	NEW MEXICO STATE LAND OFFICE

APPLICATION FOR

ASSIGNMENT OF A GENERAL MINING LEASE	 	LAND OFFICE USE ONLY

FROM: HG-0061

TO: HG0061-1





	

FOR VALUE RECEIVED,	
 	

Great Western Exploration, LLC,
Name (include name of spouse, if any, or type of business entity)	
 	

("Assignor" whether one or more),





assigns
and conveys to: BE Resources, Inc., ("Assignee" whether one or more), whose mailing address is 107 Hackney Cr., Elephant Butte, NM 87935, the entire interest and title in and to Mineral
Lease No. HG-0061 ("the Lease") initially made by the New Mexico State Land Office to: Great Western Exploration, LLC, dated January 3, 2005, insofar as the Lease
covers the following land in Socorro County, New Mexico: 



	Subdivision
 
	 	Section
	 	Township
	 	Range
	 	Acres
	 	Institution

	Lots 7, 8, 9	 	17	 	9S	 	8W	 	127.90	 	CS





together
with the rights incident thereto, and improvements thereon, if any. 


        Assignee
assumes and agrees to perform all duties and obligations to the Commissioner of Public Lands including payment of rentals and royalties, and to do such other acts as are
required by the Lease, to the same extent and in the same manner as if the provisions of the Lease were fully set out herein. 


        Assignor
warrants the leasehold estate herein assigned, except as to any valid overriding royalty, production payment, operating agreement or sub-lease, if any, now of legal
record, and covenants to the Assignee and the Commissioner of Public Lands that the leasehold estate assigned is valid, and that all rentals and royalties due under the Lease have been paid in full,
and that all other Lease obligations presently due have been fully performed. 



	EXECUTED this 4 day of September, 2007.	 	By:	/s/ David Q. Tognoni
 Assignor
	

 	
 	

General Manager, Great Western Exploration, LLC
 Spouse, if any, or title, if signing in representative capacity




 
 

ASSIGNEE'S ACCEPTANCE    
    


The
undersigned Assignee named above hereby agrees to be bound by all of the terms, covenants, and conditions of the Lease and this Assignment and shall succeed to the rights and benefits under the
Lease. 



	EXECUTED this 4 day of September, 2007.	 	By:	/s/ David Q. Tognoni
 Assignee
	

 	
 	

President, BE Resources Inc.
 Spouse, if any, or title, if signing in representative capacity









 
 

APPROVAL OF THE COMMISSIONER    
    


Office
of the Commissioner of Public Lands

Santa Fe, New Mexico 


        I
hereby certify that this Assignment was filed in my office on: RECEIVED SEP 06 2007, and was approved by me and shall be effective as to the State of New Mexico on: APPROVED SEP 10
2007. 



	 	/s/ Patrick H. Lyons
 COMMISSIONER OF PUBLIC LANDS




 
 

ACKNOWLEDGMENT IN AN INDIVIDUAL CAPACITY    
    



	State of	 	 	 	 
	 	 	
	 	 
	

County of	
 	

 	
 	

 
	 	 	
	 	 





	

This instrument was acknowledged before me on	
 	

 	
 	

(date) by
	 	 	
	 	 
	

 	
 	

(name(s) of person(s))
	
	 	 	 	 





	 	 	    
 Signature of Notarial Officer
	

 	
 	

Name:	
 	

 	
 	

 
	 	 	 	 	

	

 	
 	

Title:	
 	

 	
 	

 
	 	 	 	 	

	(Seal)	 	 	 	 	 	 
	 	 	My commission expires:	 	 
	 	 	 	 	 	 	





 
 

ACKNOWLEDGMENT IN A REPRESENTATIVE CAPACITY    
    


State
of NEW MEXICO



County
of SIERRA 


This
instrument was acknowledged before me on SEPT. 4, 2007 (date) by 



David
Q. Tognoni (name(s) of person(s)) 


as
General Manager, (type of authority, e.g., officer, trustee, etc.) of 


Great
Western Exploration, LLC (name of party on behalf of whom instrument was executed.) 



	 	 	/s/ Kandie Lanford
 Signature of Notarial Officer
	

 	
 	

Name:	
 	

KANDIE LANFORD	
 	

 
	 	 	 	 	

	

 	
 	

Title:	
 	

NOTARY PUBLIC	
 	

 
	 	 	 	 	

	(Seal)	 	 	 	 	 	 
	 	 	My commission expires:	 	10-26-08










 
 

INSTRUCTIONS AND INFORMATION    
    


	1.
	FILING:    All Assignments must be filed in the State Land Office in triplicate, with original signatures on all three copies,
within one hundred (100) days from the date of signing, and must be accompanied by the recording fee.



	2.
	RECORDING FEE:    The non-refundable recording fee for each Assignment is fifty dollars ($50.00).



	3.
	PERSONAL CHECKS:    When an Assignment is accompanied by a personal check, the Commissioner of Public Lands reserves the right
to withhold approval of the Assignment until the check is paid.



	4.
	ASSIGNMENT APPROVAL:    The Commissioner will approve an assignment of a mineral lease, in whole or in part, if the
Commissioner finds:



	A.
	the
Assignment does not create an undivided interest in the lease or any part thereof;



	B.
	the
assigned portion of the premises is not less than a legal subdivision;



	C.
	the
Assignment is executed on the proper form and by the proper person;



	D.
	the
lease is in good standing as to the assigned portion of the premises;



	E.
	no
litigation is pending that could affect the lease or the interest of any person therein;



	F.
	the
Assignee has been pre-qualified pursuant to 19.2.2.21 NMAC;



	G.
	the
Assignment will not adversely affect the interests of the trust; and



	H.
	the
Assignment is to no more than two persons.






	5.
	COMPLETE ADDRESS:    An Assignment must show the complete post office address of the Assignee.



	6.
	ACKNOWLEDGMENT:    An Assignment must be executed before an officer authorized to take acknowledgments of deeds. Persons
executing on behalf of a corporation or other business entity must indicate title or authority to execute.



	7.
	MARITAL STATUS:    An Assignment must show whether the Assignors are married or single; if married, both husband and wife must
sign the Assignment. The Certificates of Acknowledgment must show the marital status of the Assignors.



	8.
	COMMUNICATIONS:    All official business, letters and communications must be addressed directly to the Commissioner of Public
Lands, Oil, Gas, and Minerals Division.



	9.
	PAYMENT:    All payments for annual rental, recording, and approval of fees are to be made to: 




COMMISSIONER
OF PUBLIC LANDS

P.O. Box 1148

Santa Fe, NM 87504-1148 

























 



 
 

NEW MEXICO STATE LAND OFFICE
  DISCLOSURE STATEMENT
  19.2.2.19 AND 19.2.2.20 NMAC    
    


        This disclosure statement dated this 4 day of September, 2007 is provided by BE Resources Inc., hereinafter referred to as "applicant" to the
Commissioner of Public Lands in accordance with 19.2.2.19 and 19.2.2.20 NMAC, as a prerequisite to securing an assignment of a general mining lease as authorized by New Mexico Statutes Annotated
(NMSA) 1978 paragraph 19-8-14 and subsequent paragraphs. Current business address and telephone number of applicant: 107 Hackney Circle, Elephant Butte, New Mexico
87935, Telephone: 505-744-4014. 


        A.    Names
and addresses of all predecessor or parent organizations or affiliates, if any. Please also include, if the applicant is an entity: (i) the state in which
such entity was formed; (ii) the nature of the legal entity (partnership, LLC, etc.); (iii) the address of the principal place of business in New Mexico and/or the registered
agent in New Mexico: 



        BE
Resources Inc. is a Colorado company incorporated on August 8, 2007. BE Resources Inc. has no predecessors or parents. BE Resources Inc. is acquiring the
state mining leases from Great Western Exploration, LLC, the Colorado limited company which presently owns the leases. The principal place of business for BE Resources Inc. is 107
Hackney Circle, Elephant Butte, New Mexico 87935. 




        B.    Previous
mining experience, including a list of mines currently or previously operated. For each mine, please state type of mine, mineral(s) mined, its location (county
and state or foreign country), and any name by which the mine is or was known. Include mines operated by any of the organizations you have listed in Paragraph A above. 



        BE
Resources Inc. has no previous mining operation history. If approved, BE Resources Inc. will be the assignee of State Land Office Lease Nos. HG-0059,
HG-0060 and HG-0061 which are currently held by Great Western Resources, LLC, a qualified state mineral lessee and the proposed assignor of the lease which is the
initial purpose of this disclosure statement. 




        C.    List
any and all financial assurances designed to assure performance of an obligation that you have forfeited in the past ten years. For each forfeiture, state the date
or approximate date and the reason for the forfeiture, and the address of each entity to whom the forfeiture was made. (Include all forfeitures by entities identified in Paragraph A.) 



        None





        D.    List
any and all penalties and fines in excess of five hundred dollars ($500.00) that you have paid in the past ten years for violating or allegedly violating any permit
or law whose primary purpose is to protect or assure reclamation of the environment. For each such penalty or fine, please state its amount, the date or approximate date it was paid, and describe the
violation or alleged violation that resulted in the penalty or fine. (Include any such penalties paid by any entitles listed in paragraph A. above.) 



        None





        E.    List
all persons by name and title or position who could exercise management control over how mining activities would be conducted: 



        David
Tognoni, General Manager of BE Resources Inc. 




        F.     Type
of minerals in the geological area of interest and basis for believing a successful mine can be established in the geological area of interest: 



        Beryllium
and associated minerals and ores. 








 

        G.    Proposed
methods of exploration and extraction: 



        Exploration—drilling
permitted by the State of New Mexico. Current permitted program is ongoing. Extraction—Conventional underground or open-pit as
permitted by the State of New Mexico. 




        H.    Descriptions
of any mitigating circumstances that may help explain negative information (such as payment of penalties, etc): 



        Not
applicable. 




        I.     Please
set forth any additional information for the Commissioner the applicant believes would help the Commissioner assess the applicant's qualifications, environmental
and mining track records, and intentions regarding the area proposed to be covered by a general mining lease 



        Mr. David
Tognoni, President of BE Resources Inc., is a professional engineer who has 27 years experience in mining and mineral exploration. Mr. Tognoni is a
registered Professional Engineer, State of New Mexico. A description of his experience is attached hereto. 



        In
addition, Mr. Stewart Jackson has been retained as a mining consultant by BE Resources Inc. He has 40 years experience in the mining business, as described in his
resume attached hereto. 


        The
Commissioner retains the right to request additional information pertinent to assessing your qualifications, environmental record, mining record, and intentions regarding the area to
be covered by a proposed lease, which he deems necessary. 



        I,
David Tognoni, do hereby certify that I have personal knowledge of the information supplied and, to the best of my knowledge, all the statements made in this Disclosure Statement are
true and complete. 



	 	 	/s/ David Tognoni
 David Tognoni




 
 

ACKNOWLEDGMENT IN A REPRESENTATIVE CAPACITY    
    



	State of New Mexico	 	)	 	 
	 	 	)	 	ss.
	County of SIERRA	 	)	 	 





        This
instrument was acknowledged before me on SEPT. 4, 2007 by David Tognoni as President of BE Resources Inc. 



	 	 	/s/ Kandie Lanford
 Notary Public
	

 	
 	

Printed Name:
	 	
 (Seal)	
 	

KANDIE LANFORD

	

 	
 	

My commission expires:	
 	

10-26-08





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Exhibit 10.18


ASSIGNEE'S ACCEPTANCE

APPROVAL OF THE COMMISSIONER

ACKNOWLEDGMENT IN AN INDIVIDUAL CAPACITY

ACKNOWLEDGMENT IN A REPRESENTATIVE CAPACITY

INSTRUCTIONS AND INFORMATION


NEW MEXICO STATE LAND OFFICE DISCLOSURE STATEMENT 19.2.2.19 AND 19.2.2.20 NMAC

ACKNOWLEDGMENT IN A REPRESENTATIVE CAPACITY