Unassociated Document


 



OPTION AGREEMENT







This Option Agreement is made and entered into by and between American Strategic Minerals Corporation, a Nevada corporation, (hereafter “Buyer”) and Sagebrush Gold, Ltd. (“Sagebrush”), a Nevada corporation, for itself and on behalf of its wholly owned subsidiaries (“CRA”), Green Energy Fields, Inc. (“Green”), a Nevada corporation, and ND Energy, Inc. (“ND”), a Delaware corporation, (Sagebrush, Green and ND, hereafter collectively referred to as “Seller”), effective as of January __, 2012 (the “Effective Date”).







1.  Seller hereby grants Buyer an irrevocable, unconditional option (the “Option”) to purchase from Seller, for $10.00 (the “Exercise Price”) each of the mining properties described on Exhibit A attached hereto (the “Properties”), on the terms and subject to the conditions set forth herein. As consideration for the Option, Buyer shall deliver to Sagebrush (i) a promissory note from Buyer in the principal amount of $1,000,000 in the form attached hereto as Exhibit B (the “Note), and (ii) 10,000,000 fully paid and non-assessable shares of Buyer’s common stock, par value $0.0001 per share, (collectively, the Option Consideration”) on the terms and subject to the conditions contained in that certain draft Current Report on Form 8-K annexed hereto as Exhibit C (the “Draft 8-K”).  Buyer shall deliver and perform all of its obligations, and agrees to Sagebrush’s rights and privileges with respect to the Option Consideration, effective contemporaneously with the execution of this Agreement, as set forth in the Draft 8-K.







2.  Buyer’s Option to acquire the Properties evidenced by this Option Agreement shall expire and automatically terminate at 11:59 p.m., M.D.T., ninety (90) days from the Effective Date (the “Expiration Date”) if the Option is not exercised by Buyer prior to that date.







3.   Buyer may exercise this Option at any time before the Expiration Date and may exercise this Option as to any number of Properties and in any number of exercise transactions for the Exercise Price.  If Buyer exercises this Option as to some, but not all, of the Properties, the Option shall remain effective as to any other Properties until the Expiration Date at which time the Option with respect to any Properties unexercised shall terminate and expire.  In the event this Option is exercised in multiple exercise transactions, the Buyer shall pay the Exercise Price on each such occasion.







4.  Buyer may exercise this Option at any time before the Expiration Date by giving Sagebrush written notice (“Notice of Exercise”) that Buyer is ready, willing and able to close the purchase of the Properties on a closing date set by Buyer within 45 days of the Notice of Exercise (as may be extended for purposes of completing the transfers and regulatory/recording requirements necessary to effectuate the intent and purposes of this Option Agreement, not to exceed 90 days from the delivery of the Notice of Exercise, unless extended further by the parties).  On receipt of Buyer’s Notice of Exercise, Seller shall contact Buyer and the parties shall mutually agree on a date, time and place of closing.   At Closing, both parties shall sign and deliver to one another such documents as may be necessary to transfer title to the property in fee simple absolute (or such other title which conveys all of the interest in the property as Seller is capable of conveying with no retained interest).  Transfer shall be by warranty deed, free and clear of all liens and encumbrances (or such other method which conveys all of the interest in the Properties as Seller is capable of conveying with no retained interest, taking into account the nature of Seller’s interest).  At Closing, Seller shall also assign and transfer to Buyer all governmental permits which Seller has relating to the Properties being transferred and shall deliver to Buyer all information and data (including compilations of data and regardless of format, physical or electronic) in its possession or subject to its control, including information in the possession or control of any consultants retained by Seller, relating to the Properties being transferred including but not limited to: geologic data; mine or other maps; test results and records; samples and assays; drill hole data and maps; sampling sheets; cost records; records required to be kept by any governmental authority or pursuant to any permits or authorizations; capital investments in or to, or in connection with, the Properties and all milling and smelter reports relating to ore processed for or on behalf of Seller from the Properties being transferred.  Buyer shall bear all costs, fees and expenses necessary to effectuate transfer of the Properties, any permits, and the information required to be supplied to Buyer (including preparation of the deed and any other documents required to accomplish transfer of the Property).


 




  





1











  








 


5.  As to each of the mining claims listed on the attached Exhibit A as a patented claim (except for those so marked), Buyer shall conduct its due diligence prior to delivery of a Notice of Exercise, and Seller shall only be required to deliver the documents referred to in Section 4 hereof.   Seller has full legal and unrestricted authority to enter into this Option.  As to each of the mining claims listed on the attached Exhibit A as an unpatented claim, Seller will also warrant that to the best of its knowledge as of the Closing, except as otherwise disclosed or available to Buyer or known or knowable to Buyer as a result of Buyer’s due diligence investigation (each of such representations qualified to the extent that such actions may have been taken by predecessors of the Sellers):  (i) it has fully and completely performed all required location, claim and assessment work or actions necessary to lay claim to said unpatented claims, including the payment of any and all fees associated therewith; (ii) it has filed all documents and taken all other steps necessary to perfect its claim on said land under the laws of the United States and of the states within which any listed claim may be located; (iii) it has diligently pursued all actions available to it to obtain clear title to said claims by patent or otherwise; and (iv) there are no conflicting claims with regard to any such unpatented claims.  At Buyer’s request, Seller shall promptly provide Buyer copies of any patents, claim forms, receipts, title research or other work, and other documents relating to the title it claims to the Properties including location certificates, notices of claims, and all reports relating to any unpatented claims.  In the event of any flaw in Seller’s title to any of the Properties, including any unremedied or unreleased order or directive from any governmental entity received. Seller shall cooperate with Buyer and promptly take following the date hereof (at Buyer’s cost) any action requested by Buyer which may be necessary to remove or correct said flaw or to remedy or release any order or directive.







6.  Seller may continue to explore, develop or operate in, on or under any of the Properties during the term of this Option provided however that it shall at all times fully and completely comply with all applicable permits, laws, regulations and orders relating thereto.







7.  Until the Expiration Date, Buyer shall be permitted to enter upon all or any part of the Properties for the purpose of conducting such inspection or investigation of the Properties as Buyer deems advisable including but not limited to assay, test drilling and other exploratory or assessment activities, provided however that Buyer shall be obligated to make the results of any such investigation, inspection or tests available to Seller within a reasonable time.


 




  





2











  








 


8.  Possession of any Property as to which Buyer has exercised its Option shall transfer on Closing of Buyer’s exercise of this Option as to that Property.







9.  All risk of loss relating to any of the Properties, together with all costs and expenses thereof (except as otherwise provided herein), shall remain on Seller until Closing of any sale hereunder.  Seller shall be solely responsible for and shall exclusively bear any liabilities associated with any of the Properties which arise out of events occurring prior to Closing regardless when such claim arises.







10.  Seller shall pay and be solely responsible for all real estate taxes, assessments, bills and expenses relating to the Properties, including past due amounts, interests and penalties up to and including the date of Closing, regardless when such became or become due, and Buyer shall be responsible for such expenses thereafter.







11.  In the event Seller defaults on performance under this agreement, Buyer shall be entitled to obtain specific performance or actual damages or both, against Seller, but shall have no claim in respect of the Option Consideration paid for issuance of the Option hereunder as set forth in Section 1 hereto as to which Buyer releases Sagebrush from any and all claims with respect thereto and agrees that such Option Consideration is irrevocable and shall be paid and all other agreements fully and completed performed as set forth herein.  Sagebrush and Seller shall be entitled to obtain specific performance or actual damages or both, against Buyer with respect to any breaches or threatened breaches by Buyer.







           12.                A.  This Option Agreement may be executed by each party separately and when each party has executed a copy thereof, such copies taken together shall be deemed to be a full and complete contract between the parties.







B.  This Option Agreement shall be read in pari material with all other agreements and instruments executed in connection herewith, provided however that in the event of any conflict between the provisions of this Option Agreement and any other agreement or instrument, the terms of this Option Agreement shall control.  Subject to the foregoing, this Option Agreement contains the parties’ entire agreement with regard to any matters addressed herein.


 

 


C.  This Option Agreement may be modified only by written instrument signed by both parties hereto after the date hereof.







D.  Neither party shall have any right to assign or transfer its rights or obligations hereunder without the prior written consent of the other.  Any assignment or transfer which is made in violation of the foregoing provision shall be null and void.  Subject to the foregoing, in the event of a valid assignment or transfer, this Option Agreement shall be binding upon the successors and assigns of the respective parties.







E.  Notice under this Option Agreement may be given to any party by personal delivery or by certified mail or by other service providing confirmation of delivery (whether public or private) or by email, fax or other electronic means.


 




  





3











  








 


F.  Notice of this Option and of all material terms hereof including the Expiration Date shall be recorded by Seller upon the written request of Buyer, at Buyer’s sole expense, in the land records of each county in which any of the Properties are located and shall further be provided to any governmental entities which are entitled to such notice by law or regulation.  Seller shall provide Buyer with copies confirming such recordation and delivery within thirty days after the effective date hereof.







G.  In the event either party to this Option Agreement claims a default and wishes to pursue a claim against the other party, the parties' dispute shall be submitted first to mediation before one or more persons selected by mutual agreement of the parties.    This Agreement shall be deemed for all purposes to have been made in the State of Nevada and shall be interpreted in accordance with Nevada law.  As part of its award, any court hearing a dispute involving this Option Agreement shall be required to award the prevailing party its reasonable costs and expenses, including reasonable attorney fees.







H.  Nothing contained in this Option Agreement shall create, or be deemed to create, any sort of  partnership, agency,  joint venture or other similar type of legal relationship between the parties hereto.  Neither party hereto shall have any power or authority to act for or on behalf of the other, or to represent or purport to represent the other, except as expressly provided herein.  All of the rights, duties, obligations and liabilities of each of the parties hereto shall belong to it solely and exclusively, and shall not be, or be deemed to be, joint or collective, it being the intention of the parties that each of them will be liable only for those matters expressly delegated to it hereunder and not for any obligation of the other party.  Seller and Buyer hereby irrevocably indemnifies, and agrees to hold harmless, the other party hereto, its owners, officers, directors, agents, attorneys, and employees, from and against any and all losses, claims, damages and liabilities arising out of any act, obligation or assumption of liability by or on behalf of the indemnifying party, its owners, officers, directors, agents, attorneys or employees.







I.   Each party hereto acknowledges that it has been represented by independent legal counsel in the preparation of this Option Agreement.  Each party recognizes and acknowledges that counsel to Seller and Sagebrush has represented other shareholders of the Buyer and may, in the future, represent others in connection with various legal matters (including Buyer and such shareholders) and each party waives any conflicts of interest and other allegations that it has not been represented by its own counsel.







[REMAINDER OF PAGE INTENTIONALLY BLANK]


 




  





4











  






 


IN WITNESS WHEREOF, the parties have hereunto set their hands effective as of the date set forth above.








	
Seller:

	
Buyer:








	
Sagebrush Gold, Ltd


 


 



_____________________________________ 



By: David Rector, President 





	
American Strategic Minerals Corporation (Nevada)


 


 



__________________________________



By: George Glasier, President











 


 


Green Energy, Inc.












______________________________________


By: Joshua Bleak, President












ND Energy, Inc.












_______________________________________


By: Joshua Bleak, President







State of                        :


County of                    :







Be it remembered that on this _____ day of ____________, 2012, the foregoing instrument was signed and acknowledged before me by ____________, President of American Strategic Minerals Corporation, a Nevada corporation. In testimony whereof, I have hereunto set my hand and affixed my notarial seal on the day and year aforesaid.







________________________________________


Signature of Notary Public







My commission expires on _______________.












State of                        :


County of                    :







Be it remembered that on this _____ day of ____________, 2012, the foregoing instrument was signed and acknowledged before me by ________________________, President of Sagebrush Gold, Ltd.  In testimony whereof, I have hereunto set my hand and affixed my notarial seal on the day and year aforesaid.


 




  





5











  








 


________________________________________


Signature of Notary Public







My commission expires on _______________.












State of                        :


County of                    :







Be it remembered that on this _____ day of ____________, 2012, the foregoing instrument was signed and acknowledged before me by ____________, President of ND Energy Inc., a Delaware corporation and Green Energy Fields, Inc., a Nevada corporation. In testimony whereof, I have hereunto set my hand and affixed my notarial seal on the day and year aforesaid.







________________________________________


Signature of Notary Public







My commission expires on _______________.


 




  





6











  






 


Exhibit A







Patented Claims







Connors


 


Under Membership Interests Sale Agreements dated March 17, 2011, CRGI purchased 51.35549% and 24.32225% respectively of the membership interests of Secure Energy LLC, a North Dakota limited liability company.


Secure Energy’s current assets include the following:


--Data package including historical exploration data including drill logs, surface samples, maps, reports and other information on various uranium prospects in North Dakota.


--Uranium Lease Agreement with Robert Petri, Jr. and Michelle Petri dated June 28, 2007.  Location: Township 134 North, Range 100 West of the Fifth Principal Meridian.  Sec. 30: Lots 1 (37.99), 2 (38.13), 3 (38.27), 4 (38.41) and E1/2 W1/2 and SE 1/4.


--Uranium Lease Agreement with Robert W. Petri and Dorothy Petri dated June 28, 2007.  Location: Township 134 North, Range 100 West of the Fifth Principal Meridian.  Sec. 30: Lots 1 (37.99), 2 (38.13), 3 (38.27), 4 (38.41) and E1/2 W1/2 and SE 1/4.


--Uranium Lease Agreement with Mark E. Schmidt dated November 23, 2007.  Location: Township 134 North, Range 100 West of the Fifth Principal Meridian.  Sec. 31: Lots 1 (38.50), 2 (38.54), 3 (38.58), 4 (38.62) and E1/2 W1/2, W1/2NE1/4, SE 1/4.


The uranium lease agreements include the rights to conduct exploration for and mine uranium, thorium, vanadium, other fissionable source materials, and all other mineral substances contained on or under the leased premises.   The leased premises consist of a total of 1,027 acres located in Slope County, North Dakota.







Unpatented Claims













	
  

	
1.

	
Artillery Peak







 


The following unpatented mining claims and sites are situated in an unknown mining district, Mohave County, Arizona, the Location Notices of which are of record in the office of the County Recorder of Mohave County, Arizona, and the Bureau of Land Management serial numbers are filed at Phoenix, Arizona.


 



	
No.

	
AMC 

	
Name of Claim

	
County Recorder 

	
Sec, Twp, Rng


	
1

	
374325

	
AP 1

	
2006-102529

	
Sec 26, T12N, R13W


	
2

	
374326

	
AP 2

	
2006-100277

	
Sec 26, T12N, R13W


	
3

	
374327

	
AP 3

	
2006-100278

	
Sec 26, T12N, R13W


	
4

	
374328

	
AP 4

	
2006-100279

	
Sec 26, T12N, R13W


	
5

	
374329

	
AP 5

	
2006-100280

	
Sec 26, T12N, R13W


	
6

	
374330

	
AP 6

	
2006-100281

	
Sec 26, T12N, R13W


	
7

	
374331

	
AP 7

	
2006-100282

	
Sec 26, T12N, R13W





 




  





7











  






 



	 
No.

	 
AMC 

	 
Name of Claim

	 
County Recorder 

	 
Sec, Twp, Rng


	
8

	
374332

	
AP 8

	
2006-100283

	
Sec 26, T12N, R13W


	
9

	
374333

	
AP 9

	
2006-100284

	
Sec 26&27, T12N, R13W


	
10

	
374334

	
AP 10

	
2006-100285

	
Sec 26&27, T12N, R13W


	
11

	
374335

	
AP 11

	
2006-100286

	
Sec 26, T12N, R13W


	
12

	
374336

	
AP 12

	
2006-100287

	
Sec 26, T12N, R13W


	
13

	
374337

	
AP 13

	
2006-100288

	
Sec 26, T12N, R13W


	
14

	
374338

	
AP 14

	
2006-100289

	
Sec 26, T12N, R13W


	
15

	
374339

	
AP 15

	
2006-100290

	
Sec 26, T12N, R13W


	
16

	
374340

	
AP 16

	
2006-100291

	
Sec 26, T12N, R13W


	
17

	
374341

	
AP 17

	
2006-100292

	
Sec 26, T12N, R13W


	
18

	
374342

	
AP 18

	
2006-100293

	
Sec 26, T12N, R13W


	
19

	
374343

	
AP 19

	
2006-100294

	
Sec 26, T12N, R13W


	
20

	
374344

	
AP 20

	
2006-100295

	
Sec 26, T12N, R13W


	
21

	
374345

	
AP 21

	
2006-100296

	
Sec 26, T12N, R13W


	
22

	
374346

	
AP 22

	
2006-100297

	
Sec 26, T12N, R13W


	
23

	
374347

	
AP 23

	
2006-100298

	
Sec 26, T12N, R13W


	
24

	
374348

	
AP 24

	
2006-100299

	
Sec 26, T12N, R13W


	
25

	
374349

	
AP 25

	
2006-100300

	
Sec 26&27, T12N, R13W


	
26

	
374350

	
AP 28

	
2006-100301

	
Sec 22&27, T12N, R13W


	
27

	
374351

	
AP 29

	
2006-100302

	
Sec 22&27, T12N, R13W


	
28

	
374352

	
AP 30

	
2006-100303

	
Sec 22&27, T12N, R13W


	
29

	
374353

	
AP 31

	
2006-100304

	
Sec 22&27, T12N, R13W


	
30

	
374354

	
AP 32

	
2006-100305

	
Sec 22&27, T12N, R13W


	
31

	
374355

	
AP 33

	
2006-100306

	
Sec 22&27, T12N, R13W


	
32

	
374356

	
AP 35

	
2006-100307

	
Sec 22, T12N, R13W


	
33

	
374357

	
AP 36

	
2006-100308

	
Sec 22, T12N, R13W


	
34

	
374358

	
AP 37

	
2006-100309

	
Sec 22, T12N, R13W


	
35

	
374359

	
AP 38

	
2006-100310

	
Sec 22, T12N, R13W


	
36

	
374360

	
AP 39

	
2006-100311

	
Sec 22, T12N, R13W


	
37

	
374361

	
AP 40

	
2006-100312

	
Sec 22, T12N, R13W


	
38

	
374362

	
AP 41

	
2006-100313

	
Sec 22, T12N, R13W


	
39

	
374363

	
AP 42

	
2006-100314

	
Sec 21&22, T12N, R13W


	
40

	
374364

	
AP 43

	
2006-100315

	
Sec 21&22, T12N, R13W


	
41

	
374365

	
AP 44

	
2006-100316

	
Sec 22, T12N, R13W


	
42

	
374366

	
AP 45

	
2006-100317

	
Sec 22, T12N, R13W


	
43

	
374367

	
AP 46

	
2006-100318

	
Sec 22, T12N, R13W


	
44

	
374368

	
AP 47

	
2006-100319

	
Sec 22, T12N, R13W


	
45

	
374369

	
AP 110

	
2006-100320

	
Sec 35, T12N, R13W


	
46

	
374370

	
AP 111

	
2006-100321

	
Sec 35, T12N, R13W







 




  





8











  






 



	 
No.

	 
AMC 

	 
Name of Claim

	 
County Recorder 

	 
Sec, Twp, Rng


	
47

	
374371

	
AP 112

	
2006-100322

	
Sec 35, T12N, R13W


	
48

	
374372

	
AP 113

	
2006-100323

	
Sec 35, T12N, R13W


	
49

	
374373

	
AP 114

	
2006-100324

	
Sec 35, T12N, R13W


	
50

	
374374

	
AP 115

	
2006-100325

	
Sec 35, T12N, R13W


	
51

	
374375

	
AP 116

	
2006-100326

	
Sec 35, T12N, R13W


	
52

	
374376

	
AP 117

	
2006-100327

	
Sec 35, T12N, R13W


	
53

	
374377

	
AP 118

	
2006-100328

	
Sec 35, T12N, R13W


	
54

	
374378

	
AP 119

	
2006-100329

	
Sec 35, T12N, R13W


	
55

	
374379

	
AP 120

	
2006-100330

	
Sec 35, T12N, R13W


	
56

	
374380

	
AP 121

	
2006-100331

	
Sec 35, T12N, R13W


	
57

	
374381

	
AP 122

	
2006-100332

	
Sec 27, T12N, R13W


	
58

	
374382

	
AP 123

	
2006-100333

	
Sec 27, T12N, R13W


	
59

	
374383

	
AP 124

	
2006-100334

	
Sec 27, T12N, R13W


	
60

	
374384

	
AP 125

	
2006-100335

	
Sec 27, T12N, R13W


	
61

	
374385

	
AP 126

	
2006-100336

	
Sec 27, T12N, R13W


	
62

	
374386

	
AP 127

	
2006-100337

	
Sec 27, T12N, R13W


	
63

	
374387

	
AP 128

	
2006-100338

	
Sec 27, T12N, R13W


	
64

	
374388

	
AP 129

	
2006-100339

	
Sec 27, T12N, R13W


	
65

	
374389

	
AP 130

	
2006-100340

	
Sec 27, T12N, R13W


	
66

	
374390

	
SM 48

	
2006-100341

	
Sec 21&22, T12N, R13W


	
67

	
374391

	
SM 49

	
2006-100342

	
Sec 22, T12N, R13W


	
68

	
374392

	
SM 50

	
2006-100343

	
Sec 22, T12N, R13W


	
69

	
374393

	
SM 51

	
2006-100344

	
Sec 22, T12N, R13W


	
70

	
374394

	
SM 52

	
2006-100345

	
Sec 22, T12N, R13W


	
71

	
374395

	
SM 53

	
2006-100346

	
Sec 36, T12N, R13W


	
72

	
374396

	
SM 54

	
2006-100347

	
Sec 36, T12N, R13W


	
73

	
374397

	
SM 55

	
2006-100348

	
Sec 36, T12N, R13W


	
74

	
374398

	
SM 56

	
2006-100349

	
Sec 36, T12N, R13W


	
75

	
374399

	
SP 1

	
2006-100350

	
Sec 35, T12N, R13W


	
76

	
374400

	
SP 2

	
2006-100351

	
Sec 35, T12N, R13W


	
77

	
374401

	
SP 3

	
2006-100352

	
Sec 35, T12N, R13W


	
78

	
374402

	
SP 4

	
2006-100353

	
Sec 35, T12N, R13W


	
79

	
374403

	
SP 5

	
2006-100354

	
Sec 35, T12N, R13W


	
80

	
374404

	
SP 6

	
2006-100355

	
Sec 35, T12N, R13W


	
81

	
374405

	
SP 7

	
2006-100356

	
Sec 35, T12N, R13W


	
82

	
374406

	
SP 8

	
2006-100357

	
Sec 35, T12N, R13W


	
83

	
374407

	
SP 9

	
2006-100358

	
Sec 35, T12N, R13W


	
84

	
374408

	
SP 10

	
2006-100359

	
Sec 35, T12N, R13W


	
85

	
374409

	
SP 11

	
2006-100360

	
Sec 35, T12N, R13W


	
86

	
374410

	
SP 12

	
2006-100361

	
Sec 35, T12N, R13W







 




  





9











  






 





	
  

	
3.

	
Coso







 


The following unpatented mining claims and sites are situated in an unknown mining district, Inyo County, Arizona, the Location Notices of which are of record in the office of the County Recorder of Inyo County, California, and the Bureau of Land Management serial numbers are filed at Sacramento, California.


 



	
No.

	
Claim Name

	
CAMC 

	
County Recorder 

	
Sec, Twp, Rng


	
1

	
DB #1

	
289154

	
2007-0004027

	
Sec 25, T20S, R37 1/2 E


	
2

	
DB #2

	
289155

	
2007-0004028

	
Sec 25, T20S, R37E


	
3

	
DB #3

	
289156

	
2007-0004029

	
Sec 24 & 25, T20S, R37E


	
4

	
DB #4

	
289157

	
2007-0004030

	
Sec 24 & 25, T20S, R37E


	
5

	
DB #5

	
289158

	
2007-0004031

	
Sec 24 & 25, T20S, R37E


	
6

	
DB #6

	
289159

	
2007-0004032

	
Sec 24 & 25, T20S, R37E


	
7

	
DB #13

	
289166

	
2007-0004039

	
Sec 25, T20S, R37E


	
8

	
DB #14

	
289167

	
2007-0004040

	
Sec 25, T20S, R37E


	
9

	
DB #15

	
289168

	
2007-0004041

	
Sec 25, T20S, R37E


	
10

	
DB #16

	
289169

	
2007-0004042

	
Sec 25, T20S, R37E


	
11

	
DB #17

	
289170

	
2007-0004043

	
Sec 25, T20S, R37E


	
12

	
DB #18

	
289171

	
2007-0004044

	
Sec 25, T20S, R37E


	
13

	
DB #19

	
289172

	
2007-0004045

	
Sec 25, T20S, R37E


	
14

	
DB #20

	
289173

	
2007-0004046

	
Sec 25, T20S, R37 1/2 E


	
15

	
DB #21

	
289174

	
2007-0004047

	
Sec 25, T20S, R37 1/2 E


	
16

	
DB #22

	
289175

	
2007-0004048

	
Sec 25, T20S, R37E


	
17

	
DB #23

	
289176

	
2007-0004049

	
Sec 25, T20S, R37E


	
18

	
DB #24

	
289177

	
2007-0004050

	
Sec 25, T20S, R37E


	
19

	
DB #25

	
289178

	
2007-0004051

	
Sec 25, T20S, R37E


	
20

	
DB #26

	
289179

	
2007-0004052

	
Sec 25, T20S, R37E


	
21

	
DB #27

	
289180

	
2007-0004053

	
Sec 25, T20S, R37E


	
22

	
DB #28

	
289181

	
2007-0004054

	
Sec 25, T20S, R37E


	
23

	
DB #29

	
289182

	
2007-0004055

	
Sec 25, T20S, R37E


	
24

	
DB #30

	
289183

	
2007-0004056

	
Sec 25 & 26, T20S, R37E


	
25

	
DB #31

	
289184

	
2007-0004057

	
Sec 25, 36, 35, 24, T20S, R37E


	
26

	
DB #32

	
289185

	
2007-0004058

	
Sec 25 & 36, T20S, R37E


	
27

	
DB #33

	
289186

	
2007-0004059

	
Sec 25 & 36, T20S, R37E


	
28

	
DB #34

	
289187

	
2007-0004060

	
Sec 25 & 36, T20S, R37E


	
29

	
DB #35

	
289188

	
2007-0004061

	
Sec 25 & 36, T20S, R37E


	
30

	
DB #36

	
289189

	
2007-0004062

	
Sec 25 & 36, T20S, R37E





 




  





10











  






 



	 
No.

	 
Claim Name

	 
CAMC 

	
County Recorder 

	
Sec, Twp, Rng


	
31

	
DB #37

	
289190

	
2007-0004063

	
Sec 25 & 36, T20S, R37E


	
32

	
DB #38

	
289191

	
2007-0004064

	
Sec 25 & 36, T20S, R37E


	
33

	
DB #39

	
289192

	
2007-0004065

	
Sec 25 & 36, T20S, R37E


	
34

	
DB #40

	
289193

	
2007-0004066

	
Sec 25 & 36, T20S, R37E


	
35

	
DB #41

	
290940

	
2007-0004137

	
Sec 25 & 36, T20S, R37 1/2 E


	
36

	
DB #42

	
290941

	
2007-0004138

	
Sec 25 & 36, T20S, R37 1/2 E


	
37

	
DB #43

	
290942

	
2007-0004139

	
Sec 25 & 36, T20S, R37 1/2 E


	
38

	
DB #44

	
290943

	
2007-0004140

	
Sec 25 & 36, T20S, R37 1/2 E


	
39

	
DB #49

	
290948

	
2007-0004145

	
Sec 25, T20S, R37 1/2 E


	
40

	
DB #50

	
290949

	
2007-0004146

	
Sec 25, T20S, R37 1/2 E


	
41

	
DB #51

	
290950

	
2007-0004147

	
Sec 25, T20S, R37 1/2 E


	
42

	
DB #52

	
290951

	
2007-0004148

	
Sec 25, T20S, R37 1/2 E


	
43

	
DB #53

	
290952

	
2007-0004149

	
Sec 25, T20S, R37 1/2 E


	
44

	
DB #54

	
290953

	
2007-0004150

	
Sec 25, T20S, R37 1/2 E


	
45

	
DB #55

	
290954

	
2007-0004151

	
Sec 25, T20S, R37 1/2 E


	
46

	
DB #56

	
290955

	
2007-0004152

	
Sec 25, T20S, R37 1/2 E


	
47

	
DB #61

	
290960

	
2007-0004157

	
Sec 25, T20S, R37 1/2 E


	
48

	
DB #62

	
290961

	
2007-0004158

	
Sec 25, T20S, R37 1/2 E


	
49

	
DB #63

	
290962

	
2007-0004159

	
Sec 25, T20S, R37 1/2 E


	
50

	
DB #64

	
290963

	
2007-0004160

	
Sec 25, T20S, R37 1/2 E


	
51

	
DB #65

	
290964

	
2007-0004161

	
Sec 24, T20S, R37E


	
52

	
DB #66

	
290965

	
2007-0004162

	
Sec 24, T20S, R37E


	
53

	
DB #67

	
290966

	
2007-0004163

	
Sec 24, T20S, R37E


	
54

	
DB #68

	
290967

	
2007-0004164

	
Sec 24, T20S, R37E


	
55

	
DB #69

	
290968

	
2007-0004165

	
Sec 24, T20S, R37E


	
56

	
DB #70

	
290969

	
2007-0004166

	
Sec 24, T20S, R37 1/2 E


	
57

	
DB #71

	
290970

	
2007-0004167

	
Sec 24, T20S, R37 1/2 E


	
58

	
DB #72

	
290971

	
2007-0004168

	
Sec 24, T20S, R37 1/2 E


	
59

	
DB #73

	
290972

	
2007-0004169

	
Sec 24, T20S, R37 1/2 E


	
60

	
DB #74

	
290973

	
2007-0004170

	
Sec 24, T20S, R37 1/2 E


	
61

	
DB #79

	
290978

	
2007-0004175

	
Sec 24, T20S, R37 1/2 E


	
62

	
DB #80

	
290979

	
2007-0004176

	
Sec 24, T20S, R37 1/2 E


	
63

	
DB #81

	
290980

	
2007-0004177

	
Sec 24, T20S, R37 1/2 E


	
64

	
DB #82

	
290981

	
2007-0004178

	
Sec 24, T20S, R37 1/2 E


	
65

	
DB #83

	
290982

	
2007-0004179

	
Sec 24, T20S, R37 1/2 E


	
66

	
DB #84

	
290983

	
2007-0004180

	
Sec 24, T20S, R37E


	
67

	
DB #85

	
290984

	
2007-0004181

	
Sec 24, T20S, R37E


	
68

	
DB #86

	
290985

	
2007-0004182

	
Sec 24, T20S, R37E


	
69

	
DB #87

	
290986

	
2007-0004183

	
Sec 24, T20S, R37E







 




  





11











  






 



	
No.

	
Claim Name

	
CAMC 

	
County Recorder 

	
Sec, Twp, Rng


	
70

	
DB #88

	
290987

	
2007-0004184

	
Sec 24, T20S, R37E


	
71

	
DB #89

	
290988

	
2007-0004185

	
Sec 24, T20S, R37E


	
72

	
DB #90

	
290989

	
2007-0004186

	
Sec 24, T20S, R37E


	
73

	
DB #91

	
290990

	
2007-0004187

	
Sec 24, T20S, R37E


	
74

	
DB #92

	
290991

	
2007-0004188

	
Sec 24, T20S, R37E


	
75

	
DB #93

	
290992

	
2007-0004189

	
Sec 24, T20S, R37E


	
76

	
DB #94

	
290993

	
2007-0004190

	
Sec 24, T20S, R37 1/2 E


	
77

	
DB #95

	
290994

	
2007-0004191

	
Sec 24, T20S, R37 1/2 E


	
78

	
DB #96

	
290995

	
2007-0004192

	
Sec 24, T20S, R37 1/2 E


	
79

	
DB #97

	
290996

	
2007-0004193

	
Sec 24, T20S, R37 1/2 E


	
80

	
DB #98

	
290997

	
2007-0004194

	
Sec 24, T20S, R37 1/2 E


	
81

	
DB #101

	
291000

	
2007-0004197

	
Sec 24 & 13, T20S, R37 1/2 E


	
82

	
DB #102

	
291001

	
2007-0004198

	
Sec 24 & 13, T20S, R37 1/2 E


	
83

	
DB #103

	
291002

	
2007-0004199

	
Sec 24 & 13, T20S, R37 1/2 E


	
84

	
DB #104

	
291003

	
2007-0004200

	
Sec 24 & 13, T20S, R37 1/2 E


	
85

	
DB #105

	
291004

	
2007-0004201

	
Sec 24 & 13, T20S, R37 1/2 E


	
86

	
DB #106

	
291005

	
2007-0004202

	
Sec 24 & 13, T20S, R37 1/2 E


	
87

	
DB #107

	
291006

	
2007-0004203

	
Sec 24 & 13, T20S, R37 1/2 E


	
88

	
DB #108

	
291007

	
2007-0004204

	
Sec 13 & 24, T20S, R37E


	
89

	
DB #109

	
291008

	
2007-0004205

	
Sec 13 & 24, T20S, R37E


	
90

	
DB #110

	
291009

	
2007-0004206

	
Sec 13 & 24, T20S, R37E


	
91

	
DB #111

	
291010

	
2007-0004207

	
Sec 13 & 24, T20S, R37E


	
92

	
DB #112

	
291011

	
2007-0004208

	
Sec 13 & 24, T20S, R37E


	
93

	
DB #113

	
291012

	
2007-0004209

	
Sec 13, T20S, R37E


	
94

	
DB #114

	
291013

	
2007-0004210

	
Sec 13, T20S, R37E


	
95

	
DB #115

	
291014

	
2007-0004211

	
Sec 13, T20S, R37E


	
96

	
DB #116

	
291015

	
2007-0004212

	
Sec 13, T20S, R37E


	
97

	
DB #117

	
291016

	
2007-0004213

	
Sec 13, T20S, R37E


	
98

	
DB #118

	
291017

	
2007-0004214

	
Sec 13, T20S, R37 1/2 E


	
99

	
DB #119

	
291018

	
2007-0004215

	
Sec 13, T20S, R37 1/2 E


	
100

	
DB #120

	
291019

	
2007-0004216

	
Sec 13, T20S, R37 1/2 E


	
101

	
DB #121

	
291020

	
2007-0004217

	
Sec 13, T20S, R37 1/2 E


	
102

	
DB #122

	
291021

	
2007-0004218

	
Sec 13, T20S, R37 1/2 E


	
103

	
DB #123

	
291022

	
2007-0004219

	
Sec 13, T20S, R37 1/2 E


	
104

	
DB #124

	
291023

	
2007-0004220

	
Sec 13, T20S, R37 1/2 E


	
105

	
DB #125

	
291024

	
2007-0004221

	
Sec 13, T20S, R37 1/2 E


	
106

	
DB #126

	
291025

	
2007-0004222

	
Sec 13, T20S, R37 1/2 E


	
107

	
DB #127

	
291026

	
2007-0004223

	
Sec 13, T20S, R37 1/2 E


	
108

	
DB #128

	
291027

	
2007-0004224

	
Sec 13, T20S, R37 1/2 E







 




  





12











  






 



	 
No.

	 
Claim Name

	 
CAMC 

	 
County Recorder 

	 
Sec, Twp, Rng


	
109

	
DB #129

	
291028

	
2007-0004225

	
Sec 13, T20S, R37 1/2 E


	
110

	
DB #130

	
291029

	
2007-0004226

	
Sec 13, T20S, R37 1/2 E


	
111

	
DB #131

	
291030

	
2007-0004227

	
Sec 13, T20S, R37 1/2 E


	
112

	
DB #132

	
291031

	
2007-0004228

	
Sec 13, T20S, R37E


	
113

	
DB #133

	
291032

	
2007-0004229

	
Sec 13, T20S, R37E


	
114

	
DB #134

	
291033

	
2007-0004230

	
Sec 13, T20S, R37E


	
115

	
DB #135

	
291034

	
2007-0004231

	
Sec 13, T20S, R37E


	
116

	
DB #136

	
291035

	
2007-0004232

	
Sec 13, T20S, R37E


	
117

	
DB #137

	
291036

	
2007-0004233

	
Sec 13 & 12, T20S, R37E


	
118

	
DB #138

	
291037

	
2007-0004234

	
Sec 13 & 12, T20S, R37E


	
119

	
DB #139

	
291038

	
2007-0004235

	
Sec 13 & 12, T20S, R37E


	
120

	
DB #140

	
291039

	
2007-0004236

	
Sec 13 & 12, T20S, R37E


	
121

	
DB #141

	
291040

	
2007-0004237

	
Sec 13 & 12, T20S, R37E


	
122

	
DB #142

	
291041

	
2007-0004238

	
Sec 13, T20S, R37 1/2 E


	
123

	
DB #143

	
291042

	
2007-0004239

	
Sec 13, T20S, R37 1/2 E


	
124

	
DB #144

	
291043

	
2007-0004240

	
Sec 13, T20S, R37 1/2 E


	
125

	
DB #145

	
291044

	
2007-0004241

	
Sec 13, T20S, R37 1/2 E


	
126

	
DB #146

	
291045

	
2007-0004242

	
Sec 13, T20S, R37 1/2 E


	
127

	
DB #147

	
291046

	
2007-0004243

	
Sec 13, T20S, R37 1/2 E


	
128

	
DB #148

	
291047

	
2007-0004244

	
Sec 13, T20S, R37 1/2 E


	
129

	
DB #149

	
291048

	
2007-0004245

	
Sec 36, T20S, R37E


	
130

	
DB #150

	
291049

	
2007-0004246

	
Sec 36, T20S, R37E


	
131

	
DB #151

	
291050

	
2007-0004247

	
Sec 36, T20S, R37E


	
132

	
DB #152

	
291051

	
2007-0004248

	
Sec 36, T20S, R37E


	
133

	
DB #153

	
291052

	
2007-0004249

	
Sec 36, T20S, R37E


	
134

	
DB #154

	
291053

	
2007-0004250

	
Sec 36, T20S, R37E


	
135

	
DB #155

	
291054

	
2007-0004251

	
Sec 36, T20S, R37E


	
136

	
DB #156

	
291055

	
2007-0004252

	
Sec 36, T20S, R37E


	
137

	
DB #157

	
291056

	
2007-0004253

	
Sec 36, T20S, R37E


	
138

	
DB #160

	
291057

	
2007-0004254

	
Sec 36, T20S, R37E


	
139

	
DB #161

	
291058

	
2007-0004255

	
Sec 36, T20S, R37E


	
140

	
DB #166

	
291059

	
2007-0004256

	
Sec 36, T20S, R37E


	
141

	
DB #167

	
291060

	
2007-0004257

	
Sec 36, T20S, R37E


	
142

	
DB #172

	
291061

	
2007-0004258

	
Sec 36, T20S, R37E


	
143

	
DB #173

	
291062

	
2007-0004259

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
144

	
DB #174

	
291063

	
2007-0004260

	
Sec 6, T21S, R38E


	
145

	
DB #175

	
291064

	
2007-0004261

	
Sec 6, T21S, R38E


	
146

	
DB #176

	
291065

	
2007-0004262

	
Sec 6, T21S, R38E


	
147

	
DB #177

	
291066

	
2007-0004263

	
Sec 6, T21S, R38E







 




  





13











  






 



	 
No.

	 
Claim Name

	 
CAMC 

	 
County Recorder 

	 
Sec, Twp, Rng


	
148

	
DB #178

	
291067

	
2007-0004264

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
149

	
DB #179

	
291068

	
2007-0004265

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
150

	
DB #180

	
291069

	
2007-0004266

	
Sec 6, T21S, R38E


	
151

	
DB #181

	
291070

	
2007-0004267

	
Sec 6, T21S, R38E


	
152

	
DB #182

	
291071

	
2007-0004268

	
Sec 6, T21S, R38E


	
153

	
DB #183

	
291072

	
2007-0004269

	
Sec 6, T21S, R38E


	
154

	
DB #184

	
291073

	
2007-0004270

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
155

	
DB #185

	
291074

	
2007-0004271

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
156

	
DB #186

	
291075

	
2007-0004272

	
Sec 6, T21S, R38E


	
157

	
DB #187

	
291076

	
2007-0004273

	
Sec 6, T21S, R38E


	
158

	
DB #188

	
291077

	
2007-0004274

	
Sec 6, T21S, R38E


	
159

	
DB #189

	
291078

	
2007-0004275

	
Sec 6, T21S, R38E


	
160

	
DB #190

	
291079

	
2007-0004276

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
161

	
DB #191

	
291080

	
2007-0004277

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
162

	
DB #192

	
291081

	
2007-0004278

	
Sec 6, T21S, R38E


	
163

	
DB #193

	
291082

	
2007-0004279

	
Sec 6, T21S, R38E


	
164

	
DB #194

	
291083

	
2007-0004280

	
Sec 6, T21S, R38E


	
165

	
DB #195

	
291084

	
2007-0004281

	
Sec 6, T21S, R38E


	
166

	
DB #196

	
291085

	
2007-0004282

	
Sec 6, T21S, R38E & Sec 1, T21S, R37E


	
167

	
DB #197

	
291086

	
2007-0004283

	
Sec 6 & 7, T21S, R38E & Sec 1 & 12 , T21S, R37E


	
168

	
DB #198

	
291087

	
2007-0004284

	
Sec 6 & 7, T21S, R38E


	
169

	
DB #199

	
291088

	
2007-0004285

	
Sec 6 & 7, T21S, R38E















	
  

	
4.

	
Blythe







 


The following unpatented mining claims and sites are situated in an unknown mining district, Riverside County, Arizona. The Location Notices of which are of record in the office of the County Recorder of Riverside County, California, and the Bureau of Land Management serial numbers are filed at Sacramento, California.


 



	
No.

	
CAMC 

	
Name of Claim

	
County Recorder 

	
Sec, Twp, Rng


	
1

	
288321

	
NPG # 44

	
2007-0128525

	
Sec 19, T6S, R21E


	
2

	
288322

	
NPG # 45

	
2007-0128526

	
Sec 19, T6S, R21E


	
3

	
288323

	
NPG # 46

	
2007-0128527

	
Sec 19, T6S, R21E


	
4

	
288324

	
NPG # 47

	
2007-0128528

	
Sec 19, T6S, R21E


	
5

	
288325

	
NPG # 48

	
2007-0128529

	
Sec 19, T6S, R21E


	
6

	
288326

	
NPG # 49

	
2007-0128530

	
Sec 19, T6S, R21E


	
7

	
288327

	
NPG # 50

	
2007-0128531

	
Sec 19, T6S, R21E


	
8

	
288328

	
NPG # 51

	
2007-0128540

	
Sec 19, T6S, R21E


	
9

	
288329

	
NPG # 52

	
2007-0128541

	
Sec 19, T6S, R21E


	
10

	
288330

	
NPG # 53

	
2007-0128542

	
Sec 19, T6S, R21E





 




  





14











  






 



	 
No.

	 
CAMC 

	 
Name of Claim

	 
County Recorder 

	 
Sec, Twp, Rng


	
11

	
288331

	
NPG # 54

	
2007-0128543

	
Sec 19, T6S, R21E


	
12

	
288332

	
NPG # 55

	
2007-0128544

	
Sec 19, T6S, R21E


	
13

	
288333

	
NPG # 56

	
2007-0128545

	
Sec 19, T6S, R21E


	
14

	
288334

	
NPG # 57

	
2007-0128546

	
Sec 19, T6S, R21E


	
15

	
288335

	
NPG # 58

	
2007-0128547

	
Sec 19, T6S, R21E


	
16

	
288336

	
NPG # 59

	
2007-0128548

	
Sec 19, T6S, R21E


	
17

	
288354

	
NPG # 77

	
2007-0128566

	
Sec 18 & 19, T6S, R21E


	
18

	
288355

	
NPG # 78

	
2007-0128567

	
Sec 18 & 19, T6S, R21E


	
19

	
288356

	
NPG # 79

	
2007-0128568

	
Sec 18 & 19, T6S, R21E


	
20

	
288357

	
NPG # 80

	
2007-0128569

	
Sec 18 & 19, T6S, R21E


	
21

	
288358

	
NPG # 81

	
2007-0128570

	
Sec 18 & 19, T6S, R21E


	
22

	
288359

	
NPG # 82

	
2007-0128571

	
Sec 18 & 19, T6S, R21E


	
23

	
288360

	
NPG # 83

	
2007-0128572

	
Sec 18 & 19, T6S, R21E


	
24

	
288361

	
NPG # 84

	
2007-0128573

	
Sec 18 & 19, T6S, R21E


	
25

	
288374

	
NPG # 113

	
2007-0128621

	
Sec 23 & 14, T6S, R20E


	
26

	
288375

	
NPG # 114

	
2007-0128622

	
Sec 23 & 14, T6S, R20E


	
27

	
288376

	
NPG # 115

	
2007-0128623

	
Sec 23 & 14, T6S, R20E


	
28

	
288377

	
NPG # 116

	
2007-0128624

	
Sec 23 & 14, T6S, R20E


	
29

	
288378

	
NPG # 117

	
2007-0128625

	
Sec 23 & 14, T6S, R20E


	
30

	
288379

	
NPG # 118

	
2007-0128626

	
Sec 23 & 14, T6S, R20E


	
31

	
288380

	
NPG # 119

	
2007-0128627

	
Sec 23 & 14, T6S, R20E


	
32

	
288381

	
NPG # 120

	
2007-0128628

	
Sec 23, 24, 13 & 14, T6S, R20E


	
33

	
288382

	
NPG # 121

	
2007-0128629

	
Sec 24 & 13, T6S, R20E


	
34

	
288383

	
NPG # 122

	
2007-0128630

	
Sec 24 & 13, T6S, R20E


	
35

	
288384

	
NPG # 123

	
2007-0128631

	
Sec 24 & 13, T6S, R20E


	
36

	
288385

	
NPG # 124

	
2007-0128632

	
Sec 24 & 13, T6S, R20E


	
37

	
288386

	
NPG # 125

	
2007-0128633

	
Sec 24 & 13, T6S, R20E


	
38

	
288387

	
NPG # 126

	
2007-0128634

	
Sec 24 & 13, T6S, R20E


	
39

	
288388

	
NPG # 127

	
2007-0128635

	
Sec 24 & 13, T6S, R20E


	
40

	
288389

	
NPG # 128

	
2007-0128636

	
Sec 24 & 13, T6S, R20E


	
41

	
288390

	
NPG # 129

	
2007-0128637

	
Sec 13, T6S, R20E


	
42

	
288391

	
NPG # 130

	
2007-0128638

	
Sec 13, T6S, R20E


	
43

	
288392

	
NPG # 131

	
2007-0128639

	
Sec 13, T6S, R20E


	
44

	
288393

	
NPG # 132

	
2007-0128640

	
Sec 13, T6S, R20E


	
45

	
288394

	
NPG # 133

	
2007-0128641

	
Sec 13, T6S, R20E


	
46

	
288395

	
NPG # 134

	
2007-0128642

	
Sec 13, T6S, R20E


	
47

	
288396

	
NPG # 135

	
2007-0128643

	
Sec 13, T6S, R20E


	
48

	
288397

	
NPG # 136

	
2007-0128644

	
Sec 13, T6S, R20E


	
49

	
288398

	
NPG # 137

	
2007-0128645

	
S 13 & 14, T6S, R20E





 




  





15











  






 



	 
No.

	 
CAMC 

	 
Name of Claim

	 
County Recorder 

	 
Sec, Twp, Rng


	
50

	
288399

	
NPG # 138

	
2007-0128646

	
Sec 14, T6S, R20E


	
51

	
288400

	
NPG # 139

	
2007-0128647

	
Sec 14, T6S, R20E


	
52

	
288401

	
NPG # 140

	
2007-0128648

	
Sec 14, T6S, R20E


	
53

	
288402

	
NPG # 141

	
2007-0128649

	
Sec 14, T6S, R20E


	
54

	
288403

	
NPG # 142

	
2007-0128650

	
Sec 14, T6S, R20E


	
55

	
288404

	
NPG # 143

	
2007-0128651

	
Sec 14, T6S, R20E


	
56

	
288405

	
NPG # 144

	
2007-0128652

	
Sec 14, T6S, R20E


	
57

	
289031

	
AL # 5

	
2007-0232888

	
Sec 27, T5S, R20E


	
58

	
289033

	
AL # 7

	
2007-0232890

	
Sec 27, T5S, R20E


	
59

	
289035

	
AL # 9

	
2007-0232892

	
Sec 27, T5S, R20E


	
60

	
289037

	
AL # 11

	
2007-0232894

	
Sec 27 & 34, T5S, R20E


	
61

	
289062

	
AL # 36

	
2007-0232919

	
Sec 27 & 34, T5S, R20E


	
62

	
289081

	
AL # 55

	
2007-0232937

	
Sec 35, T5S ,R20E


	
63

	
289200

	
AL # 59

	
2007-0324865

	
Sec 2, T6S, R20E


	
64

	
289201

	
AL # 66

	
2007-0324866

	
Sec 2, T6S, R20E


	
65

	
289202

	
AL # 93

	
2007-0324861

	
Sec 2, T6S, R20E


	
66

	
289204

	
AL # 103

	
2007-0324863

	
Sec 2, T6S, R20E











 



	
  

	
5.

	
Uinta County







 


The following unpatented mining claim is situated in an unknown mining district, Uinta County, Wyoming.  The location notice is on record in the office of the County Recorder of Uinta County, Wyoming, and the Bureau of Land Management serial numbers are filed at Cheyenne, Wyoming.


 



	
No.

	
WMC

	
Name of Claim

	
County Recorder Data

	
Sec, Twp, Rng (6th P.M.)


	
1

	
288321

	
E 1

	
144731

	
Sec 28, T14N, R119W












 




  





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Exhibit B







Form of Promissory Note


 




  





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 jTHE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS.  THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS OR (B) AN OPINION OF COUNSEL, IN A GENERALLY ACCEPTABLE FORM, THAT REGISTRATION IS NOT REQUIRED UNDER SAID ACT OR APPLICABLE STATE SECURITIES LAWS OR (II) UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT. NOTWITHSTANDING THE FOREGOING, THE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THE SECURITIES.  ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE.  THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF.


 


AMERICAN STRATEGIC MINERALS CORPORATION


 


PROMISSORY NOTE


 




	 
$1,000,000 

	 	 	 
January __, 2012









 


FOR VALUE RECEIVED American Strategic Minerals Corporation, a Nevada corporation (the “Company”), promises to pay to Sagebrush Gold Ltd. (the “Holder”), the principal amount of One Million Dollars ($1,000,000), or such lesser amount as shall equal the outstanding principal amount hereof, payable as follows.  Upon the closing of  one or more private placements of the Company’s securities in which the Company receives gross proceeds of Five Million Dollars ($5,000,000) (the “Initial Financing”), the Company shall pay to the Holder the sum of Five Hundred Thousand Dollars ($500,000).  Following the consummation of  the Initial Financing, upon the closing one or more further private placements of the Company’s securities in which the Company receives gross proceeds of at least an additional One Million Dollars ($1,000,000) (a “Subsequent Financing”), then the Company shall pay to the Holder the  remaining balance of the indebtedness under this Note.  For the avoidance of doubt, the private placement of the Company’s securities that is conducted in conjunction with the share exchange transaction between the Company and American Strategic Minerals Corporation, a Colorado corporation, may qualify as an Initial Financing and any additional closings of such private placement may qualify as a Subsequent Financing, as the case may be. If the Company does not conduct an Initial Financing or a Subsequent Financing, as the case may be, on or before July __, 2012, then this Note shall automatically terminate and any amounts otherwise due hereunder upon the occurrence of such milestone shall no longer be owed.  For the further avoidance of doubt, if the Company conducts an Initial Financing but fails to consummate a Subsequent Financing on or before July __, 2012, then the total amounts due under this Note shall be limited to $500,000.


 


The following is a statement of the rights of the Holder of this Note and the conditions to which this Note is subject, and to which the Holder, by the acceptance of this Note, agrees:


 


Event of Default.


 


(a)           For purposes of this Note, an “Event of Default” means:


 




  





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(i)  the Company shall default in the payment of principal on this Note; or


 


(ii)  the Company shall fail to materially perform any covenant, term, provision, condition, agreement or obligation of the Company under this Note (other than for non-payment) and such failure shall continue uncured for a period of ten (10) business days after notice from the Holder of such failure; or


 


(iii)  the Company shall (a) become insolvent; (b) admit in writing its inability to pay its debts generally as they mature; (c) make an assignment for the benefit of creditors or commence proceedings for its dissolution; or (d) apply for or consent to the appointment of a trustee, liquidator or receiver for it or for a substantial part of its property or business; or


 


(iv)  a trustee, liquidator or receiver shall be appointed for the Company or for a substantial part of its property or business without its consent and shall not be discharged within thirty (30) days after such appointment; or


 


(v)  any governmental agency or any court of competent jurisdiction at the insistence of any governmental agency shall assume custody or control of the whole or any substantial portion of the properties or assets of the Company and shall not be dismissed within thirty (30) days thereafter; or


 


(vi)  the Company shall sell or otherwise transfer all or substantially all of its assets; or


 


(vii)  bankruptcy, reorganization, insolvency or liquidation proceedings or other proceedings, or relief under any bankruptcy law or any law for the relief of debt shall be instituted by or against the Company and, if instituted against the Company shall not be dismissed within thirty (30) days after such institution, or the Company shall by any action or answer approve of, consent to, or acquiesce in any such proceedings or admit to any material allegations of, or default in answering a petition filed in any such proceeding; or


 


(viii)  the Company shall be in material default of any of its indebtedness that gives the holder thereof the right to accelerate such indebtedness.


 


(b)           Upon the occurrence of an Event of Default, the entire unpaid and outstanding indebtedness  due under this Note shall, at the option of the Holder, be immediately due and payable without notice. Failure to exercise such option shall not constitute a waiver of the right to exercise the same in the event of any subsequent Event of Default.


 


(c)           Upon the occurrence of an Event of Default, this Note shall bear interest at the rate of twelve percent (12%) per annum from the date of the Event of Default.


 


2.           Prepayment.  In addition to the mandatory repayment provisions set forth in the first paragraph of this Note, the Company may prepay this Note at any time, in whole or in part, provided any such prepayment will be applied first to the payment of expenses due under this Note and then, if the amount of prepayment exceeds the amount of all such expenses, to the payment of principal of this Note.


 




  





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3.           Miscellaneous.


 


(a)             Loss, Theft, Destruction or Mutilation of Note.  Upon receipt of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Note and delivery of an indemnity agreement reasonably satisfactory in form and substance to the Company and , in the case of mutilation, on surrender and cancellation of this Note (or what remains thereof), the Company shall execute and deliver, in lieu of this Note, a new note executed in the same manner as this Note, in the same principal amount as the unpaid principal amount of this Note and dated the date of this Note.


 


(b)           Payment.  All payments under this Note shall be made in lawful tender of the United States.


 


(c)           Waivers.  The Company hereby waives notice of default, presentment or demand for payment, protest or notice of nonpayment or dishonor and all other notices or demands relative to this instrument.


 


(d)           Usury.  In the event that any interest paid on this Note is deemed to be in excess of the then legal maximum rate, then that portion of the interest payment representing an amount in excess of the then legal maximum rate shall be deemed a payment of principal and applied against the principal of this Note.


 


(e)           Waiver and Amendment.  Any provision of this Note may be amended, waived or modified only by an instrument in writing signed by the party against which enforcement of the same is sought.


 


(f)           Notices.  Any notice or other communication required or permitted to be given hereunder shall be in writing sent by mail, facsimile with printed confirmation, nationally recognized overnight carrier or personal delivery and shall be effective upon actual receipt of such notice, to the following addresses until notice is received that any such address or contact information has been changed:


 


To the Company:


 


American Strategic Minerals Corporation


 27745 West Fifth Avenue


Nucla, Co 81424


Attn: Chief Executive Officer


 


To Holder:


 


Sagebrush Gold Ltd.


1640 Terrace Way


Walnut Creek, CA 94597


Attn: President


 




  





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With a copy to:


 


Sichenzia Ross Friedman Ference LLP


61 Broadway, 32nd Floor


New York, NY 10006


Attn: Harvey Kesner


 


(g)           Expenses; Attorneys’ Fees.  If action is instituted to enforce or collect this Note, the Company promises to pay all reasonable costs and expenses, including, without limitation, reasonable attorneys’ fees and costs, incurred by the Holder in connection with such action.


 


(h)           Successors and Assigns.  This Note may not be assigned or transferred by the Holder without the prior written consent of the Company.  Subject to the preceding sentence, the rights and obligations of the Company and the Holder of this Note shall be binding upon and benefit the successors, permitted assigns, heirs, administrators and permitted transferees of the parties.


 


(i)           Governing Law; Jurisdiction.  THE PARTIES HEREBY AGREE THAT THIS NOTE IS MADE AND ENTERED INTO IN THE STATE OF NEVADA AND FURTHER AGREE THAT ALL ACTS REQUIRED BY THIS NOTE AND ALL PERFORMANCE HEREUNDER ARE INTENDED TO OCCUR IN THE STATE OF NEVADA. THIS NOTE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE STATE OF  NEVADA WITHOUT REFERENCE TO PRINCIPLES OF CONFLICTS OF LAWS. EACH PARTY HERETO HEREBY IRREVOCABLY SUBMITS TO THE EXCLUSIVE PERSONAL AND SUBJECT MATTER JURISDICTION OF THE STATE OR FEDERAL  COURTS OF THE STATE OF  NEVADA OVER ANY SUIT, ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THIS NOTE.  EACH PARTY HEREBY IRREVOCABLY WAIVES TO THE FULLEST EXTENT PERMITTED BY LAW, (A) ANY OBJECTION THAT THEY MAY NOW OR HEREAFTER HAVE TO THE VENUE OF ANY SUCH SUIT, ACTION OR PROCEEDING BROUGHT IN ANY SUCH COURT; AND (B) ANY CLAIM THAT ANY SUCH SUIT, ACTION OR PROCEEDING HAS BEEN BROUGHT IN AN INCONVENIENT FORUM. FINAL JUDGMENT IN ANY SUIT, ACTION OR PROCEEDING BROUGHT IN ANY SUCH COURT SHALL BE CONCLUSIVE AND BINDING UPON EACH PARTY DULY SERVED WITH PROCESS THEREIN AND MAY BE ENFORCED IN THE COURTS OF THE JURISDICTION OF WHICH EITHER PARTY OR ANY OF THEIR PROPERTY IS SUBJECT, BY A SUIT UPON SUCH JUDGMENT.


 







 




  





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IN WITNESS WHEREOF, the Company has caused this Note to be executed as of the date first above written by its duly authorized officer.


 


 


AMERICAN STRATEGIC MINERALS CORPORATION


 


By:                                                               


Name:  George Glasier


Title: President and Chief Executive Officer