Exhibit 10.1






MINERAL PROPERTY PURCHASE AGREEMENT 

THIS AGREEMENT dated for reference May 24, 2007. 

BETWEEN: 

TERRY LONEY of 326 Penman Ave.,
Box 40 Garson, Ontario P3L 1S5; 

(the "Vendor") 

OF THE FIRST PART 

AND: 

LINCOLN MINING CORP., a company incorporated
  pursuant to the laws of Nevada with an office at 9454 Wilshire Blvd, Suite 301,
  Beverly Hills, CA, 90212; 

(the "Purchaser") 

OF THE SECOND PART 

W H E R E A S : 

A.                    
The Vendor holds the right to transfer ownership to one mining claim that is
situated in all or parts of Section 8 of T35N, R36E Mount Diablo Base Meridian
in the Elko County, within the state of Nevada and registered as the Zone Lode
Mining Claim (the "Claim"); 

B.                    
The Vendor has agreed to sell and the Purchaser has agreed to purchase a 100%
right, interest and title in and to the Claim upon the terms and conditions
hereinafter set forth; 

NOW THEREFORE THIS AGREEMENT WITNESSETH that in
consideration of the mutual covenants and provisos herein contained, THE
PARTIES HERETO AGREE AS FOLLOWS: 

	1. 	
      VENDOR’S REPRESENTATIONS

	 	 
	1.1 	
      The Vendor represents and warrants to the Purchaser
      that:




	 	(a) 	
      The Vendor holds power of attorney for the registered and
      beneficial owner of the Claim and holds the right to transfer title to the
      Claim and to explore and develop the Claim;

	 	 	 
	 	(b) 	
      The Vendor holds the Claim free and clear of all liens,
      charges and claim of others, and the Vendor has a free and unimpeded right
      of access to the Claim and has use of the Claim surface for the herein
      purposes;

	 	 	 
	 	(c) 	
      The Claim has been duly and validly located and recorded
      in a good and miner-like







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      manner pursuant to the laws of Nevada and is in good
      standing in Nevada as of the date of this Agreement;

	 	 	 
	 	(d) 	
      There are no adverse claims or challenges against or to
      the Vendor’s ownership of or title to the Claim nor to the knowledge of
      the Vendor is there any basis therefore, and there are no outstanding
      agreements or options to acquire or purchase the Claim or any portion
      thereof;

	 	 	 
	 	(e) 	
      The Vendor has the full right, authority and capacity to
      enter into this Agreement without first obtaining the consent of any other
      person or body corporate and the consummation of the transaction herein
      contemplated will not conflict with or result in any breach of any
      covenants or agreements contained in, or constitute a default under, or
      result in the creation of any encumbrance under the provisions of any
      indenture, agreement or other instrument whatsoever to which the Vendor is
      a party or by which he is bound or to which he is subject; and

	 	 	 
	 	(f) 	
      No proceedings are pending for, and the Vendor is unaware
      of any basis for, the institution of any proceedings which could lead to
      the placing of either Vendor in bankruptcy, or in any position similar to
      bankruptcy.




	1.2 	
      The representations and warranties of the Vendor set out
      in paragraph 1.1 above form a part of this Agreement and are conditions
      upon which the Purchaser has relied in entering into this Agreement and
      shall survive the acquisition of any interest in the Claim by the
      Purchaser.



2.                    
THE PURCHASER'S REPRESENTATIONS 

                      
The Purchaser warrants and represents to the Vendor that it is a body corporate,
duly incorporated under the laws of the state of Nevada with full power and
absolute capacity to enter into this Agreement and that the terms of this
Agreement have been authorized by all necessary corporate acts and deeds in
order to give effect to the terms hereof. 

3.                    
SALE OF CLAIM 

                      
The Vendor hereby sells, grants and devises to the Purchaser a 100% undivided
right, title and interest in and to the Claim in consideration of the Purchaser
paying $10,000 to the Vendor upon the closing of this Agreement. 

4.                    
CLOSING 

                      
The sale and purchase of the interest in the Claim shall be closed concurrently
with the execution of this Agreement. 

5.                    
COVENANTS OF THE PURCHASER 

                      
The Purchaser shall perform all work on the Claim in a miner-like manner and
shall comply with all laws, regulations and permitting requirements of the
United States and the State of 




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Nevada including compliance with all: 

	 	(a) 	
      environmental statutes, guidelines and
  regulations;

	 	 	 
	 	(b) 	
      work permit conditions for lakes and streams;
  and

	 	 	 
	 	(c) 	
      work restrictions relating to forest fire
  hazards.



7.                    
FORCE MAJEURE 

                      
If the Purchaser is prevented from or delayed in complying with any provisions
of this Agreement by reason of strikes, labour disputes, lockouts, labour
shortages, power shortages, fires, wars, acts of God, governmental regulations
restricting normal operations or any other reason or reasons beyond the control
of the Purchaser, the time limited for the performance of the various provisions
of this Agreement as set out above shall be extended by a period of time equal
in length to the period of such prevention and delay, and the Purchaser, insofar
as is possible, shall promptly give written notice to the Vendor of the
particulars of the reasons for any prevention or delay under this section, and
shall take all reasonable steps to remove the cause of such prevention or delay
and shall give written notice to the Vendor as soon as such cause ceases to
exist. 

8.                    
ENTIRE AGREEMENT 

                      
This Agreement constitutes the entire agreement to date between the parties
hereto and supersedes every previous agreement, communication, expectation,
negotiation, representation or understanding, whether oral or written, express
or implied, statutory or otherwise, between the parties with respect to the
subject matter of this Agreement. 

9.                    
NOTICE 

9.1                    Any
notice required to be given under this Agreement shall be deemed to be well and
sufficiently given if delivered to the other party at its respective address
first noted above, and any notice given as aforesaid shall be deemed to have
been given, if delivered, when delivered, or if mailed, on the fourth business
day after the date of mailing thereof. 

9.2                    Either
party may from time to time by notice in writing change its address for the
purpose of this paragraph. 

10.                   RELATIONSHIP
OF PARTIES 

                      
Nothing contained in this Agreement shall, except to the extent specifically
authorized hereunder, be deemed to constitute either party a partner, agent or
legal representative of the other party. 

11.                   FURTHER
ASSURANCES 

                      
The parties hereto agree to do or cause to be done all acts or things necessary
to implement and carry into effect the provisions and intent of this Agreement.





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12.                  TIME
OF ESSENCE 

                      
Time shall be of the essence of this Agreement. 

13.                  TITLES


                      
The titles to the respective sections hereof shall not be deemed a part of this
Agreement but shall be regarded as having been used for convenience only. 

14.                  CURRENCY


                      
All funds referred to under the terms of this Agreement shall be funds
designated in the lawful currency of the United States of America. 

15.                  NONSEVERABILITY


                      
This Agreement shall be considered and construed as a single instrument and the
failure to perform any of the terms and conditions in this Agreement shall
constitute a violation or breach of the entire instrument or Agreement and shall
constitute the basis for cancellation or termination. 

16.                  APPLICABLE
LAW 

                      
The situs of the Agreement is Beverly Hills, California, and for all purposes
this Agreement will be governed exclusively by and construed and enforced in
accordance with the laws prevailing in the State of California. 

17.                  ENUREMENT


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

                       
IN WITNESS WHEREOF this Agreement has been executed as of the day and year
first above written. 

	  	 	LINCOLN MINING CORP. 
	  	 	  
	  	 	  
	/s/ Terry
      Loney 	 	per: /s/ John Pulos 
	Terry Loney 	 	John Pulos, President