EXHIBIT
4.5



STOCK OPTION AGREEMENT 



     	1.	
          Introduction. Agreement made the 1st day of September 2004,
          between New World Batteries, Inc with offices at 11718 232B St (the
          “Company”), and Robert O’Brien, residing at 2614 Queenswood Dr
          Victoria BC V8N 1X5(“Grantee”). 


          



     	2.	
          Grant of Option. The Company grants to Grantee the Option
          of purchasing shares of the Company’s common stock (the “Shares”)
          in the amounts, at the price, and subject to all the terms and conditions set
          out in this agreement. 


          



     	3.	
          Grant Date of Option. The grant date of this option is the
          1st of September 2004. 


          



     	4.	
          Total Number of Shares Available. The total number of
          Shares that may be purchased by Grantee pursuant to this Agreement is fifty
          thousand (50,000.00), as set forth in Paragraph 5. 


          



     	5.	
          Options Price. The price at which Grantee may buy the
          Shares is ten cents in Cdn funds (Cdn$0.10) per Share. 


          



     	6.	
          When Option Exercisable: Vesting. Grantee may exercise the
          option rights at any time after the grant date but not later than five years
          from the grant date, subject to the following vesting requirements: the shares
          vest on the 15th of April, 2005. 


          



     	7.	
          Option Not Exercisable if Grantee in Default. The option
          rights granted by this Agreement may not be exercised if Grantee is in default
          of any obligations owed the Company, whether by operation of law or pursuant to
          contract. 


          



     	8.	
          Option Not Transferable. Grantee’s option rights may
          be exercised only by the Grantee or Grantee’s personal representative
          during Grantee’s lifetime and are not transferable except by will or by the
          laws of descent and distribution should Grantee die intestate. The option rights
          may not be sold, assigned, pledged, or hypothecated, and any attempt to do so
          shall be void. The option rights are not subject to levy, attachment, or other
          process of law, and any attempt to levy, attach, or otherwise transfer the
          option rights or place liens upon them shall be void. 


          



     	9.	
          Termination of the Option. Except as otherwise provided
          herein, this Agreement shall expire the1st of September, 2009, 5 years from the
          date of grant (the “Option Period”); provided, however that this
          agreement will terminate upon the earlier of: (i) immediately if employee is
          dismissed with cause (ii) thirty days after the date that the Grantee ceases to
          be an employee, officer, or director of the Company: or (iii) twelve months
          after the date that the Grantee ceases to an employee, officer, or director of
          the Company by reason of the Grantee’s death or disability. 


          









	10.	
The
Company’s Merger, Reorganization, Etc. If, during the option period
but before Grantee has exercised all of the option rights with regard to the total number
of Shares available for purchase by Grantee, the Sharers of the Company’s common
stock are changed into or exchanged for a different number or different kind of shares or
other securities, either the Company’s or those of another company, this Agreement
shall remain in force. However, there shall be substituted for each of the Shares the
number and kind of shares or other securities for which each Share of the Company’s
common stock was exchanged or into which each Share was changed. The shares or securities
substituted for each Share of the Company’s common stock may be purchased by Grantee
under this Agreement for a price appropriately adjusted for the substituted securities. 






     	11.	
          Declaration of Stock Dividends. If the Company issues a
          common stock dividend on the Company’s common stock, the number of Shares
          that may be purchased by Grantee thereafter shall be adjusted as follows: To
          each of the unpurchased Shares, there shall be added the number of Shares issued
          as a dividend on each Share of outstanding common stock; each of the Shares
          together with the additional Shares applicable to that Share shall be bought as
          one unit for the price set out for each of the Shares in Paragraph 5. 


          



     	12.	
          Other Changes in the Company’s Stock. If there are any
          changes in the number or kind of Shares outstanding that affect the
          Company’s common stock or the stock or other securities into which the
          Company’s common stock has been changed, other than those described in
          Paragraphs 10 and 11, a majority of the Company’s Board of Directors may
          make such changes in the Shares available for purchase under this Agreement as
          the Board of Directors deems appropriate. Any adjustment in the Shares available
          for purchase made in accordance with this Paragraph shall be binding upon
          Grantee. 


          



     	13.	
          The Company’s Liquidation, Dissolution, Etc. If the
          Company liquidates or dissolves or enters into a merger or consolidation in
          which the Company is not the surviving company, the Company shall give Grantee
          at least one month’s notice prior to the liquidation, dissolution, merger,
          or consolidation. Grantee shall have the right to exercise this Option in full,
          to the extent that is had not been previously exercised, within the one-month
          period. To the extent that Grantee’s option rights have not been exercised
          on the effective date of the liquidation, dissolution, merger, or consolidation,
          they shall terminate. 


          



     	14.	
          Manner in Which Option Is Exercised During Grantee’s
          Lifetime. Any of Grantee’s option rights may be exercised by
          Grantee or Grantee’s personal representative during Grantee’s lifetime
          by written notice addressed to the Company’s corporate Secretary, signed by
          Grantee or Grantee’s personal representative. The notice shall state the
          number of Shares to be purchased and shall be accompanied by a certified check
          payable to the Company for the purchase price of Shares purchased. Immediately
          following payment of the check, the Company shall issue a certificate or
          certificates for the Shares purchased in Grantee’s or Grantee’s
          personal representative’s name and deliver it or them to the person who
          signed the notice. 


          











     	15.	
          Manner in Which Option Is Exercised After Grantee’s
          Death. If Grantee has not fully exercised the option rights
          before Grantee’s death, then the persons designated by Grantee in writing
          on file with the Company or, if no such persons have been designated,
          Grantee’s executor or administrator may exercise any of Grantee’s
          option rights during the option period. The rights shall be exercised in the
          same manner as provided in Paragraph 14 except that the person entitled to
          exercise the rights shall be substituted for Grantee or Grantee’s personal
          representative. 


          



     	16.	
          Violation of Law. The Option granted by this Agreement may
          not be exercised if its exercise would violate any applicable state securities
          law, any registration under or any requirements of the Securities Act of 1933,
          as amended, the Securities Exchange Act of 1934, as amended, the rules of an
          exchange on which the Shares are traded, any other federal law, or any law of
          applicable state securities laws. 


          



     	17.	
          Unregistered Stock. If a registration statement for the
          Shares is not in effect or if Grantee’s attorneys require a writing from
          Grantee to avoid violation of the Securities Act of 1933, as amended, the
          Company may require a written commitment form the person exercising the Option
          before delivery of the certificate or certificates for the Shares. The
          Commitment shall be in a form prescribed by the Company. It will state that it
          is the intent of the person exercising the Option to acquire the Shares for
          investment only and not the intent of transferring or reselling them; that the
          person exercising the Option has been told that the Shares may be
          “restricted shares” pursuant to Rule 144 of the Securities and
          Exchange Commission and that any resale, transfer, or other distribution of the
          Shares may only be made on conformity with Rule 144, the Securities Act of 1933,
          as amended, or any other federal statute, rule or regulation. The Company may
          place a legend on the face of the certificate or certificates in accordance with
          this Commitment and may refuse to permit transfer of the Shares unless it
          receives satisfactory evidence that the transfer will not violate Rule 144, the
          Securities Act of 1933, as amended, or any other federal statute, rule, or
          regulation. 


          



        Signed
at Maple Ridge, BC on the 15 day of November, 2004 















		
	         Grantee                     





                                     

         ____________________________

         Robert O'Brien
	     NEW WORLD BATTERIES, Inc





By:

     ___________________________

     Patrick O'Brien, CEO