ex10_4.htm


    
       

      ASSIGNMENT OF OIL & GAS LEASE

       

    

    
      This
Assignment of Oil & Gas Lease is made and entered into this 1st- day ofOctober, 2008, by
and between MARK A. CORNELL
and BARBARA CORNELL,
husband and wife,
706 Mount Olivet Road, Bowling Green, KY 42101, and JOHN W. ROBBINS, an unmarried person,
596 Sand Hill Road, Peterborough, NH 03458 (hereinafter referred to as
"Assignors") and PHOENIX ENERGY
RESOURCE COPORATION,
a Nevada Corporation, whose address is 1001 Bayhill Drive, 2nd Floor,
Suite 200, San Bruno, CA 94066, (hereinafter referred to as
"Assignee").

       

    

    
      WITNESSETH,
NOWTHEREFORE, for and in consideration of the sum of TEN DOLLARS ($10.00) cash
in hand paid, the receipt of which is hereby acknowledged and other good and
valuable consideration, Mark A. Cornell and Barbara Cornell, husband and wife,
and John W. Robbins, an unmarried person, Assignors, do hereby grant, sale,
transfer, and assign unto Phoenix Energy Resource Corporation, Assignee, its
successors and assigns, all of their right, title and interest in and to the
following described oil and gas lease and the oil and gas wells, including any
renewals, extensions and amendments thereof, as more particularly described as
follows:

    

    
      SEE
ATTACHED EXHIBIT
A

       

    

    
      This
assignment is made subject to the terms and conditions of the aforementioned
lease and assignment and the Assignors covenant to the Assignee, its successors
and assigns, that they are the lawful owners of the lease and/or assignment,
and the
rights and interests there under, and that they have good right and authority to
sale, convey and assign the same.

       

    

    
      TO HAVE
AND TO HOLD unto said Assignee, its successors and assigns, subject to the terms
and conditions of the subject lease and assignment.

       

    

    
      IN
TESTIMONY WHEREOF, the Assignors, Mark Cornell and Barbara Cornell, husband and
wife, and John W. Robbins, an unmarried person, have executed the foregoing
assignment on the day and date first above written.
ASSIGNORS:

    

    


    
       

      Barbara
Cornell

    

    
      


       

      COMMONWEALTH
OF KENTUCKY      )

    

    
      


       

      )

    

    
      


       

      COUNTY OF
WARREN)

    

    
      


       

      SUBSCRIBE,
SWORN TO AND ACKNOWLEDGED before me by, Mark A. Cornell and Barbara Cornell,
husband and wife, on this the /1?^P day of October,
2008.

    

    


    
      


      
         

      

    

    
      V \      NOTARY
PUBLIC - STATE AT LARGE

    

    
       Mv
Commission Expires: QCl

    

    
      :    June
29.20/V;     J

       

    

    
      STATE OF
NEW HAMPSHIRE COUNTY

    

    
       

      SUBSCRIBE,
SWORN TO AND ACKNOWLEDGED before me by, John W. Robbins, an unmarried person on
this the      / day ofOctober,
2008.

    

     

     -
STATE AT LARGE My Commission Expires: ^ -,-J(5~ ~<

     

    
      D.
BaiTfe/walton

    

    
      LANPHEAR
^WALTON, P.L.L.C.

    

    
      P.O. Box
128

    

    
      Bowling
Green, KY 42102-0128

    

    
      (270)
843-5500

    

    
      


      DEIDREA.McGRATH-FISCHER

       

    

    
      NOTARY
PUBLIC My Commission Expires June 25,2013

    


    
      EXHIBIT
A

    

    
      


       

      An oil
and gas lease from John Means and Patty Means, husband and wife, to Mark A.
Cornell and John W. Robbins, dated April 14,2008 and recorded in Lease Book 50,
Page 526, in the Allen County Clerk's Office. (Lessors' source deed is recorded
in Deed Book 145, Page 293 containing 130 acres, more or
less)

    

    
      


       

      An oil
and gas lease from Babs Adams and Julie Steinheimer, to Mark A. Cornell and John
W. Robbins, dated April 14,2008 and recorded in Lease Book 50, Page 530, in the
Allen County Clerk's Office. (Lessors' source deed is recorded in Deed Book 238,
Page 539 containing 83 acres, more or less)

    

    
      


       

      An oil
and gas lease from Babs Adams to Mark A. Cornell and John W. Robbins dated April
14,2008 and recorded in Lease Book 50, Page 532, in the Alien County Clerk's
Office. (Lessor's source deed is recorded in Deed Book 232, Page 347 containing
45 acres, more or less)