Filed by Automated Filing Services Inc. (604) 609-0244 - US Geothermal Inc. - Exhibit 10.9





 GEOTHERMAL 

  LEASE AND AGREEMENT 


This Lease and Agreement is made and entered into as of this 1st day of December, 2004, by and between: 

 Reid S. Stewart and Ruth O. Stewart, Party of the first
  part, 

  hereinafter referred to as “Lessor” 

 and 

 US Geothermal Inc., an Idaho corporation, 

  Party of the second part, 

  hereinafter referred to as “Lessee” 

 who are referred to in the plural as the “Parties”.


 Recitals 

 WHEREAS Lessor is the owner of certain land and geothermal
  rights situated in Cassia County, in the State of Idaho, which the Parties believe
  are suited for the development of Hot Water, Steam and Thermal Energy for use
  as such and/or the conversion of such geothermal energy to the production of
  electric power, or for any purpose other than the generation of electric power,
  and

 WHEREAS It is the desire of Lessor and Lessee to enter
  into an agreement which will enable the development of said Hot Water, Steam
  and Thermal Energy for any of the aforesaid purposes for the mutual profit of
  the Parties, 

 BE IT THEREFORE HEREBY AGREED AS FOLLOWS: 

 1.           Purpose.
  For and in consideration of the sum of Ten Dollars ($10.00) and other valuable
  consideration set forth in clauses (4.) and (5.) below, receipt of which initial
  sum and sufficiency is hereby acknowledged, and in consideration of the covenants
  and agreements hereinafter contained, Lessor has granted, leased, let and demised
  to Lessee, its grantees, successors and assigns, upon and subject to the terms
  and conditions contained herein, the land hereinafter described, the sole and
  exclusive right to drill for, produce, extract, take, remove and sell geothermal
  heat energy including , Hot Water, Steam, or Thermal Energy therefrom, and to
  store, utilize, process, convert and otherwise treat such geothermal energy
  upon said land, during the term hereof, with the right of entry thereon and
  use and occupancy thereof at all times for said purposes and the furtherance
  thereof, including the right to construct, use and maintain thereon and to remove
  therefrom structures, facilities and installations, pipelines, utility and power
  transmission lines. 

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 The possession by Lessee of said land shall be sole and exclusive
  for the purposes hereof and for the purposes incident or related thereto, excepting
  that Lessor reserves the right to use and occupy said land, or to lease or otherwise
  deal with the same, without interference with Lessee rights, for residential,
  agricultural, commercial, or grazing uses, or for any and all uses other than
  the uses and rights permitted to Lessee herein.

 2.          Lands.
  The land which is the subject of this lease is situated in the county and state
  above first named consisting of approximately 317.54 acres and which is described
  in Exhibit A attached hereto and incorporated as if more fully set forth herein,
  including also in the leased land all rights of Lessor, presently owned, in
  and under roads, ditches, and rights of way traversing or adjacent to said land,
  (hereinafter referred to as “Lands”).

 3.          Term.
  This lease shall be for a term of Thirty (30) years from and after the date
  hereof. If Leased Substances are still being produced from the Lands or if the
  Lands are being used in conjunction with Lessee’s Commercial operation
  at the end of the term, Lessor and Lessee agree to enter good faith negotiations
  to extend the lease on fair terms to both parties. 

 4.           Consideration.
  It is understood and agreed that the initial consideration of $8,000.00
  paid upon the execution hereof, covers all costs incurred by Lessor to evaluate
  this lease, the rental in full hereunder for a period of one (1) year from the
  date of this Lease and for all other rights conferred hereunder. Thereafter,
  for the remainder of the lease, on or before said anniversary date, Lessee shall
  pay to Lessor an annual rental in the amount of $5,000.00 for the second
  year, increasing each year thereafter at the rate of 5% per year.

 . Should lessee fail to make any annual payment herein provided
  for on or before a particular anniversary date, Lessor may at its option, consider
  lessee in default hereunder. 

 5.           Geothermal
  Royalty. Royalties shall be payable as follows: 

Parcel 1, Exhibit A:

          (a)
            With respect to
  Hot Water, Steam or Thermal Energy produced (collectively to be referred to
  as “Energy Produced), saved and sold by Lessee and then used by the purchaser
  for the generation of electric power Lessee shall pay to Lessor as a royalty
  Ten Percent (10%) of the market value of such Energy Produced from the well
  or in exercise of the leased rights on the Lands, which market value shall be
  deemed to be the gross proceeds received by Lessee from such sale at the point
  of origin. 

          (b)
            With respect to
  Energy Produced, saved and used by Lessee for the generation of electric power
  which is then sold by Lessee, Lessee shall pay to Lessor as a royalty Three
  (3.0%) of the market value of such electric power which is sold by Lessee, which
  market value shall be deemed to be the gross proceeds received by Lessee from
  such sale. 

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          (c)
            With respect to
  Energy Produced, saved and sold by Lessee and which is used for any purpose
  other than the generation of electric power, Lessee shall pay to Lessor as royalty
  Five Percent (5%) of the gross proceeds received by Lessee from the sale of
  Energy Produced, as such, produced from the well or in exercise of the leased
  rights at and as of the point of origin on the Lands associated with the well
  or the leased rights. 

          (d)
            With respect to
  Extractable Minerals, Lessor expressly retains ownership of all extractable
  minerals, gases, or effluents (containing minerals and/or minerals in solution).
  If commercial quantities of such extractable minerals gases or effluents are
  found as a result of Lessee’s operations, Lessor and Lessee may choose
  to enter good faith negotiations to modify this lease to enable Lessee to extract
  and sell such extractable minerals, gases, or effluents and pay a reasonable
  royalty to Lessor.

For Parcel 2, Exhibit A: 

In accordance with the Memorandum Agreement
  RE: Sale and Purchase of Real Property and Personal Property, entered into on
  December 29, 1977 between Harlan B. Jensen and Bette J. Jensen, husband and
  wife, and Reid S. Stewart and Ruth O. Stewart, husband and wife, Lessor is entitled
  to 10% of royalties paid for any mineral and under-the-surface rights to include
  all minerals, oil, gas, geothermal steam, and all other under-the-surface rights.
  Royalties will be paid in accordance to the Geothermal Lease signed between
  Sergene Jensen, personal representative of the Estate of Harlan B. Jensen and
  U.S. Geothermal Inc. dated July 11th, 2002. 

          Lessee
  shall pay to Lessor on or before the twenty-fifth day of the quarter next following
  that in which Lessee receives payment from the purchaser thereof, and in making
  such royalty payments Lessee shall deliver to Lessor statements setting forth
  the basis for computation and determination of such royalty. 

          Lessee
  shall not be required to account to Lessor for or to pay any royalty on Hot
  Water, Steam, Thermal Energy produced by Lessee on the leased land which is
  not utilized, saved and sold.

          Lessee
  shall have the right from time to time and at any time to commingle (for purposes
  of storing, transporting, utilizing, selling and processing, or any of them)
  the Leased Substances, or any of them, that are produced or extracted from the
  leased land or lands pooled, unitized or combined therewith, with Geothermal
  Resources, or any of them, produced from other lands or units in the vicinity
  of the leased land, and in the event of such commingling, Lessee shall meter,
  gauge, or measure the production from the leased land, or from the unit or units,
  including leased and other units or lands, as the case may be, and compute and
  pay Lessor’s royalty payable under the provisions hereof on the basis
  of such production so determined or allocated, as the case may be. 

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 From the time when Lessee shall commence Commercial production
  from said Lands, Lessee shall then pay Lessor the geothermal royalty set forth
  herein, or the annual payments, whichever shall be the larger. This change from
  annual lease payments to geothermal royalty payments shall occur at the time
  when geothermal royalties exceed annual lease payments in any given quarter.


 6.           Commingled
  and Unit Operations. Lessee shall have the right to commingle, or unitize said
  leased land, for the purpose of utilizing, selling, processing, the Leased Substances
  produced from the lease land with the steam or heat energy produced from other
  lands, and to meter or gauge the production of steam or heat energy from leased
  land and to compute and pay Lessor royalty on the basis of such production as
  so determined. 

 In the event that the production of Leased Substances from
  the leased lands or from lands in the general area of the leased land should
  at any time exceed the demand for the facility use thereof in the opinion of
  Lessee and the Lessee elects to reduce the total amount of steam produced or
  consumed, then in that event each well participating on a commingling basis
  shall be reduced in percentage amount equal to its proportion of the whole.

 7.           Use
  Of Lease. Lessee shall have the right to drill such wells on leased land as
  Lessee may deem desirable for the purposes hereof including the exploration
  and production of Geothermal Resources for heat or electric power production
  purposes and any reinjection of fluids thereof. Lessee shall have the right
  to construct upon leased land such equipment and structures as Lessee may deem
  desirable for the purpose of utilizing Leased Substances including geothermal
  power plants, access and piping and transmission equipment related thereto.


 Lessee shall provide Lessor with at least two months (60 days)
  advance notice of its intent to conduct exploration activities or to construct
  any facilities on the leased lands, and shall seek prior consent from Lessor,
  not to be unreasonably withheld, regarding the location of such facilities.
  To the extent reasonably possible, Lessee shall schedule its drilling, construction
  and other activities to allow Lessor to harvest prior to the commencement of
  such activities, and to allow Lessor to plan for the necessary vacation of portions
  of normally farmed areas of the leased lands. 

 8.           Exclusive
  Rights. Lessee shall have exclusively the rights to all Leased Substances and
  to all power production from Leased Substances on and/or from leased land during
  the term hereof, subject only to payment of the royalties to Lessor as is set
  forth herein.

 9.           Land
  Compensation. In return for actual surface use of leased land required for well
  site, pipeline, transmission and plant operations hereunder, or if producing
  agricultural lands are required by Lessee to be taken out of production, either
  temporarily or permanently for Lessee’s operations, including but not
  limited to as a result of Lessee’s use of water from the leased lands,
  Lessee shall compensate Lessor at the annual rate of $ 200 per acre for
  such lands so affected for the duration of their use. For greater 

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 clarity, if Lessee requires 2 acres of producing agricultural
  land, but its use impacts 10 acres, the rate would apply to the 10 acres. For
  these purposes any pipelines or transmission lines shall be deemed to require
  a 10 foot wide ground area. All pipelines shall be insulated as per typical
  project specifications and shall be colored according to industry norms or permit
  requirements as may be imposed. Lessee shall further be responsible for any
  costs associated with the redesign and/or relocation of structures or sprinkling
  equipment affected by Lessee’s operations. 

 10.          Bond.
  Lessee shall provide either a cash or surety bond, payable to Lessor that will
  cover the cost of reclamation for any surface disturbance on lands used by Lessee
  or any other cost arising from any material breach of this agreement by Lessee.
  If a cash bond, it will be held by an escrow agent to be mutually agreed to
  by Lessor and Lessee. Any interest on escrowed funds will be payable to the
  Lessee on an annual basis. The amount of the bond is to be computed on an actual
  cost basis for the surface disturbance. If any activity on leased lands is covered
  by a reclamation bond in an amount equal to or greater than the actual cost
  basis of the disturbance, as required by any county, state or federal agency,
  Lessee will not be required to post a second bond to Lessor. 

 11.          Minimize
  Use. Notwithstanding any provisions of this lease to the contrary, Lessee shall
  utilize for such purpose only so much of the leased land as shall be reasonably
  necessary for Lessee activities and operations thereon and shall interfere as
  little as reasonably possible with the use and occupancy of the leased land
  by the Lessor. 

 Lessee agrees to replace all fences which the Lessee may have
  removed for its purposes and repair all fences which Lessee may have damaged,
  and if and when so required by the Lessor, will provide a proper livestock guard
  at any point of entry upon lands used by Lessee. 

 In the event this Lease terminates as to a portion of either
  the leased land or rights granted hereunder, it shall continue in full force
  and effect as to those facilities necessary to the permitted use of the remaining
  leased lands or rights hereunder. 

 Lessee shall have the right at any time and from time to time
  to remove from the leased land any and all casing, machinery, equipment, structures,
  installations and property of every kind and character placed upon said leased
  land by or pursuant to permission of Lessee, provided that if such removal should
  occur after termination of all rights granted herein, it shall be completed
  within one hundred eighty (180) days after which all casing, machinery, equipment,
  structures, installations and property of every kind and character shall belong
  to the Lessor. Actual removal cost, if any, will be deducted from the Bond in
  Section 10 above.. 

 12.          Water.
  Lessee shall have reasonable access to and use of water from the leased land
  for Lessee’s drilling, testing and exploration operations thereon, in
  the vicinity thereof, or on land or lands pooled, unitized or combined therewith,
  provided that such use is in compliance with Lessee’s notice and consultation
  obligations as set forth in Section 7, above, and provided that such use shall
  not interfere with Lessor’s own use for domestic, commercial, stock or
  agricultural purposes, nor interfere with any legal or 

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 contractual commitments of Lessor relating thereto and existing
  on the date hereof. Lessee shall purchase such water owned by Lessor at standard
  commercial rates for the area and will reimburse Lessor for the use of any water
  which is being purchased by Lessor. 

 13.          Permits.
  Any wells drilled by Lessee hereunder shall only be drilled after first obtaining
  any relevant governmental agency permits regarding geothermal well drilling
  on the leased land and in conformance with approved well design by relevant
  agencies. Power plant structures shall be engineered and constructed in conformance
  with and only after obtaining any relevant governmental agency permits regarding
  geothermal or biomass power plants. Lessor agrees to cooperate with Lessee’s
  application for governmental licenses, permits, and approvals, the cost of which
  shall be borne by Lessee. 

 14.          Project
  Costs. All labor to be performed and materials to be furnished in operations
  of Lessee hereunder shall be at the cost and expense of Lessee, and Lessor shall
  not be chargeable with, or liable for, any part thereof. Lessee shall protect
  the leased land against liens arising from its operations thereon. Upon commencement
  of operations upon leased land, Lessee shall protect Lessor against damages
  of every kind and character which may be occasioned to any of the parties hereto
  or to any other person by reason of the operations or workings of the Lessee
  upon said leased land. The protection of Lessor shall include maintenance of
  workman’s compensation insurance typical for geothermal drilling and power
  plant construction projects and good and safe drilling, construction and power
  plant operations designed by competent drilling and power plant engineering
  experts. If and when Lessee conducts operations on leased land, Lessor shall
  be named as an additional insured on those insurance policy(s) directly related
  to the work on the leased lands. 

 15.          Partial
  Ownership Interests. In the event Lessor at the time of making this Lease owns
  an interest in the leased land less than One Hundred Percent (100%) of the right,
  title and interest purportedly granted or leased hereby to Lessee, then any
  payments due Lessor hereunder shall be paid to Lessor only in the proportion
  which Lessor’s Interest bears to a One Hundred Percent (100%) interest
  in the leased land. Notwithstanding the foregoing, should Lessor hereafter acquire
  any additional right, title or interest in or to the leased land, it shall be
  subject to the provisions hereof to the same extent as if owned by Lessor at
  the date hereof, and any increase in payments of money hereunder necessitated
  thereby shall commence with the payment next following receipt by Lessee of
  satisfactory evidence of Lessor’s acquisition of such additional interest.
  In the event Lessor has no interest in the Leased Substances produced hereunder,
  but has an interest in said land, Lessee shall pay Lessor an overriding royalty
  of One Percent (1%) of the Net Proceeds received by Lessee from the sale of
  Leased Substances produced from the leased land, as rental for the surface thereof.


 16.          Assignment.
  There is hereby expressly reserved to Lessor and to Lessee the right and privilege
  to convey, transfer or assign, in whole or in part, or to deal with in any manner,
  subject to the provisions hereof, their respective rights and interests in and
  under this Lease and Agreement or in the leased land, or the Leased Substances
  produced on or 

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 from the leased land but in the event Lessor shall sell or
  transfer any part or parts of the leased land or any interest in the aforesaid
  Leased Substances therefrom then Lessees obligations hereunder shall not thereby
  be altered, increased or enlarged, but Lessee may continue to operate the leased
  land and to pay and settle rents and royalties as an entirety.

 17.          Force
  Majeure. The obligation of the Lessee hereunder shall be suspended and the terms
  of this Lease shall be extended as the case may be, while Lessee is prevented
  from complying therewith, in whole or in part, by strikes, lockouts, riots,
  war or the results thereof, acts of God or the elements, fire, flood, accidents,
  delays in transportation, inability to secure labor or material in the open
  market, laws, orders, rules, or regulations of Federal, State, County, Municipal,
  or other governmental agencies, authority, or representative, or any other matter
  or condition beyond reasonable control of Lessee, whether or not similar to
  the conditions or matters herein specifically enumerated, or while litigation
  contesting Lessor’s title to the leased land or the rights granted Lessee
  hereunder or litigation involving Lessee’s operations hereunder shall
  be pending and undetermined or during any period when Lessee has no market for
  the products it is then capable of producing from the leased land or the market
  price then available for such products will not produce an acceptable profit.
  For so long as any of the above circumstances continue to exist, Lessee, without
  impairment of its rights hereunder, shall be excused from performance of all
  obligations hereunder except annual rental payments as described in Section
  4, payment of taxes and protection of the leased land. It is expressly agreed
  that the prevention of settlement of any litigation or strike or labor disturbance
  shall not be considered a matter subject to Lessee’s control within the
  meaning of this Paragraph.

 18.          Tax
  Payments. Lessee shall pay all taxes on Lessee structures and improvements placed
  upon the leased land by Lessee and shall pay taxes levied and assessed against
  products of Lessee operations hereunder and taxes levied and assessed against
  the right to produce steam and heat energy from leased lands. Lessor shall pay
  all taxes levied and assessed against leased land not covered by this lease
  and/or Lessee tax payment requirements herein. 

 19.          Default
  Notice. Upon violation of any of the terms and conditions of this lease by Lessee
  and the failure of Lessee to begin in good faith to remedy same within 30 days
  after written notice from Lessor to do so, specifying in said notice the nature
  of such default, then at the option of Lessor this lease shall forthwith cease
  and terminate and all rights of Lessee in and to said leased land shall be at
  an end, except that in the event of such termination Lessee shall have the right
  to remove from the leased land all surface facilities and improvements of whatsoever
  kind and character placed upon leased land by Lessee. Upon default, if any,
  Lessee shall remove from leased land any and all machinery and structures placed
  upon leased land within one hundred eighty (180) days thereof after which ownership
  transfers to the Lessor.

 20.          Title.
  Lessor hereby warrants and agrees to defend title to the leased land and agrees
  that Lessee, at its option, may pay and discharge any taxes, mortgages, trust
  deeds or other liens or encumbrances existing, levied or assessed on or against
  leased land, and in the event Lessee exercises such option, Lessee shall be
  subrogated to the rights of any 

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 holder or holders thereof, and shall have the right to reimburse
  itself by applying to the discharge of any such mortgage, tax or other lien
  or encumbrance any royalties or rentals accruing to Lessor hereunder.

 21.         
  Notice. Any notice or other communication hereunder from Lessor to Lessee shall
  be given in writing by delivering same personally to Lessee or by sending same
  by registered or certified mail postage prepaid or Federal Express to Lessee
  at 1509 Tyrell Lane, Suite B, Boise, Idaho 83706. Any notice or other communication
  hereunder from Lessee to Lessor shall be given in writing by delivering same
  personally to Lessor or by sending same by registered or certified mail postage
  prepaid or Federal Express to Lessor at the Lessor address set forth on the
  signature page of this lease. Any notice so sent shall be deemed to have been
  given and received within 96 hours of deposit thereof in the United States mail
  or within 48 hours of deposit thereof with Federal Express, providing that Lessor
  has provided and street address and telephone number. The parties may upon written
  notice to the other party, at any time and from time to time change their respective
  addresses for the purposes hereof. 

 22.          Lessor,
  or its agents, at Lessor’s sole cost and risk, may during normal hours
  of operation examine any working, installations, structures or operations of
  Lessee constructed or undertaken pursuant to the leased rights, and may at reasonable
  times inspect the books and records of Lessee with respect to matters pertaining
  directly to the payment of royalties to Lessor.

 23.          Definitions.
  For the purposes of this Lease the following definitions shall apply:

                               (a)
            The terms “Hot
  Water”, “Steam” and “Thermal Energy”, collectively
  referred to as Energy Produced, each shall mean natural geothermal water and/or
  steam, and shall also mean the natural heat of the earth and the energy present
  in, resulting from or created by, or which may be extracted from, the natural
  heat of the earth or the heat present below the surface of the earth, in whatever
  form such heat or energy naturally occurs;

                               (b)
            The term “Leased
  Substances” shall collectively mean the matter, substances and resources
  defined in subparagraph 23(a) that are subject to this Lease;

                               (c)
            The term “Geothermal
  Resources” shall collectively mean the matter, substances and resources
  defined in subparagraphs 23(a) and 23(b) that are not subject to this Lease
  but are located on adjacent land or lands in reasonable proximity thereto;

                               (d)
            The term “Power
  Potential” shall mean, when used herein with respect to any well or wells,
  the quantity, or units, of energy capable of being recovered from the Hot Water,
  Steam or Thermal Energy produced therefrom by means of any energy conversion
  or utilization facility (including, but not limited to, electrical generating
  facilities) or equipment designed for use thereof;

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                               (e)          
  The term “Sufficient Power Potential” shall mean that Power Potential
  which, in the sole judgment of Lessee shall be sufficient for the Commercial
  sale or utilization thereof, or shall warrant the construction of facilities
  for the Commercial sale or other utilization thereof, or shall justify additional
  drilling or other operations on the leased land;

                               (f)
            The term “Commercial”
  shall mean those qualities of Leased Substances produced, sold or used, the
  value of which, after determining Lessee’s direct operating costs will
  be capable of providing a sufficient return to cause Lessee, in its sole judgment,
  to continue production thereof or to elect to proceed with further development
  or exploratory operations on the leased land. 

 23.          Severability.
  In the event that any part or portion or provision of this instrument shall
  be found or declared to be null, void, or unenforceable for any reason whatsoever
  by any court of competent jurisdiction or any governmental agency having authority
  thereover, then and in such event only such part, portion or provision shall
  be affected thereby, and such finding, ruling or decision shall not in any way
  affect the remainder of this instrument or any of the other terms or conditions
  hereof, or any Lessor rights or obligations are not, or would not be so held
  to be, void or unenforceable, which said remaining terms and conditions and
  such Lessor rights or obligations, as aforesaid, of this instrument shall remain
  binding, valid and subsisting and in full force and effect between the parties
  hereto, it being specifically understood and agreed that the provisions hereof,
  and the Lessor rights or obligations embraced within such provisions, are severable
  for the purposes of the provisions of this clause.

 24.          Governing
  Law. This lease and agreement shall be interpreted, governed by and construed
  under the laws of the state of Idaho, without consideration of any conflicts
  of law between the location of the parties or states of domicile thereof.

 25.          Execution
  Authority. The signatories hereto represent that they are the proper person
  to execute this Lease and Agreement on behalf of the parties hereto.

 26.          Binding
  Effect. This Lease and Agreement and all of the terms, covenants and conditions
  hereof shall extend to the benefit of and be binding upon the respective successors
  and assigns of the parties hereto. 

 IN WITNESS WHEREOF, the parties have caused this instrument
  to be duly executed as of the date hereinabove first written. 

	 U. S. Geothermal Inc.  	 	  
	  	 	 Reid S. Stewart - Lessor  
	  	 	 
	  	 	 
	  	 	 
	 By: Douglas J. Glaspey, COO - Lessee  	 	 Ruth O. Stewart – Lessor  
	  	 	 3014 North 1600 East  
	  	 	 North Logan, UT 84341  


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	 State of Utah  	 ) On this  ________ day of December
      2004, before me,  
	  	 )  	  
	 County of  _________________	 )  	  
	  	          
                  	the undersigned Notary Public, personally appeared 
    
	  	          
                   	Reid S. Stewart and Ruth O. Stewart
	  	 	 (   )  personally known
      to me
	  	 	 (   )  proved to me
      on the basis of satisfactory  
	  	          
                   	evidence to be the person(s) whole name(s) Reid
      S.
	  	          
                   	Stewart and Ruth O. Stewart subscribed to the
	  	          
                   	within instrument, and acknowledged that they
	  	          
                   	executed it.
	  	 	 
	  	 	 
	  	 	 
	  	 	 
	  	          
                    	WITNESS my hand and official seal.  
	 	 	 
	 	 	 
	 	 	 
	  	          
                    	Notary’s
      Signature  
	  	 	 
	  	 	 
	  	 	 
	  	 	 
	 State of Idaho  	 ) On this ________ day of December
      2004, before me  
	  	 )	  
	 County of Ada  	 )	  
	  	          
                   	the undersigned Notary Public, personally appeared 
    
	  	          
                   	Douglas J. Glaspey  
	  	  	(   )  personally known
      to me  
	  	  	(   )  proved to me on
      the basis of satisfactory  
	  	          
                   	evidence to be the person(s) whole name
	  	          
                   	Douglas J. Glaspey subscribed to the within
	  	          
                   	Instrument, and acknowledged that he executed
      it.
	  	 	 
	  	          
                   	WITNESS my hand and official seal.
	  	 	 
	  	 	 
	  	 	 
	  	          
                   	Notary’s Signature


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 Exhibit A

 317.54 acres more or less 

	Parcel 1 -100% Surface, Minerals and Geothermal:
        
	 
	 	 	 
	 	 Township 15 South, Range 26 East 
    	  
	 	 Section 23:  	 N1⁄2SE1⁄4SE1⁄4, SE1⁄4SE1⁄4SE1⁄4, 
    	  
	 	  	 SW1⁄4SE1⁄4SE1⁄4  	 40.00 acs. 
	 	 Section 24:  	 W1⁄2SW1⁄4, SE1⁄4SW1⁄4 less portions, 
    	  
	 	  	 Part of the SE1⁄4SW1⁄4  	 119.04 acs. 
	 	 ACRES:  	  	 159.04 acs. 
	 	 	 	 
	 	 
	 	 
	Parcel 2 – Surface Ownership with 10%
      Interest in Jensen Royalty 	 
	 	 
	 	Township 15 South, Range 26 East  	 
	 	Section 26:  	NE1⁄4 less portion	158.50 acs.  


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