Property Agreement




Page 1 of 5




PROPERTY
AGREEMENT

THIS
AGREEMENT is made effective the 15th day of November, 2005.

BETWEEN:


Ridgestake Resources Inc., a
company duly incorporated under the laws of the Province of British
Columbia, and having an office at 1002-1415 St. Georges Ave., British
Columbia, Canada, V7L 4R9

(hereinafter called “Ridgestake”)


OF THE FIRST PART

AND:


Red Lake Exploration, Inc. a
company duly incorporated under the laws of the State of Nevada,
having an office at 10168 Dawson Drive, Richmond, British Columbia,
Canada, V7E 5M3.

(hereinafter called “Red Lake”)


OF THE SECOND PART

WHEREAS:

	
	Ridgestake is the sole beneficial owner of 100%
	of the right, title and interest in and to three Red Lake Mining
	Division Mining Claims, which are situated in northwestern Ontario
	and are more particularly described in Schedule “A”
	attached hereto and forming part of hereof (hereinafter called the
	“Claim”); and

	
	
	The parties now wish to enter into an agreement
	granting to Red Lake an undivided 100% of the right, title and
	interest in and to the Claim on the terms and conditions are
	hereinafter set forth.




NOW
THEREFORE THIS AGREEMENT WITNESSES that in consideration of the
premises and the mutual promises, covenants and agreements herein
contained, the parties hereto agree as follows:






Page 2 of 5




	
	Representation and Warranties

		
		Red Lake represents and warrants
		to Ridgestake that:

			
			Red Lake is a body corporate duly
			incorporated, organized and validly subsisting under the laws of
			its incorporating jurisdiction;

			
	
			Red Lake has full power and authority to
			carry on its business and to enter into this Agreement and any
			agreement or instrument referred to or contemplated herein;

			
	
			neither the execution and delivery of this
			Agreement nor any of the agreements referred to herein or
			contemplated hereby, nor the consummation of the transactions
			hereby contemplated will conflict with, result in the breach of or
			accelerate the performance required by any agreement to which Red
			Lake is a party; and

			
	
			the execution and delivery of this Agreement
			and the agreements contemplated hereby will not violate or result
			in the breach of the laws of any jurisdiction applicable or
			pertaining thereto or of Red Lake constating documents.

		


		
	
		Ridgestake represents and warrants to Red
		Lake:

			
			Ridgestake is a body corporate duly
			incorporated, organized and validly subsisting under the laws of
			its incorporating jurisdiction;

			
	
			Ridgestake has full power and authority to
			carry on its business and to enter into this Agreement and any
			agreement or instrument referred to or contemplated herein;

			
	
			the Claim consists of the three mining claims
			in the Red Lake Mining District which has been duly and validly
			staked and recorded, as accurately described in Schedule “A”,
			is presently in good standing under the laws of the jurisdiction
			in which they are located and, except as set forth herein, is free
			and clear of all liens, charges and encumbrances;

			
	
			Ridgestake is the owner of a 100% interest in
			and to the Claim and has the exclusive right to enter into this
			Agreement and all necessary authority to dispose of an undivided
			100% interest in and to the Claim in accordance with the terms of
			this Agreement;

			
	
			no person, firm or corporation has any
			proprietary or possessory interest in the Claim other than
			Ridgestake and no person is entitled to any royalty or other
			payment in the nature of rent or royalty on any minerals, ores,
			metals or concentrates or any such products removed from the
			Claim;

			
	
			neither the execution and delivery of this
			Agreement nor any of the agreements referred to herein or
			contemplated hereby, nor the consummation of the transactions
			hereby contemplated will conflict with, result in the breach of or
			accelerate the performance required by any agreement to which
			Ridgestake is a party or by which Ridgestake is bound; and

			
	
			the execution and delivery of this Agreement
			and the agreements contemplated hereby will not violate or result
			in the breach of the laws of any jurisdiction applicable or
			pertaining thereto.

		


		
	
		The representation and warranties hereinbefore
		set out are conditions on which the parties have relied in entering
		into this Agreement and will survive the acquisition of any
		interest in the Claim by Red Lake and each party will indemnify and
		save the other party harmless from all loss, damage, costs, actions
		and suits arising our of or in connection with any breach or any
		representation, warranty, covenant, agreement or condition made by
		the other party and contained herein.

	


	
	Purchase
	Price

		
		Ridgestake hereby gives and grants to Red Lake
		an undivided 100% of the right, title and interest of Ridgestake in
		and to the Claim, in accordance with the terms of this Agreement
		for and in consideration of  $9,000 United States dollars on the
		Effective Date.

	







Page 3 of 5




	
	Transfer
	of Title

		
		Ridgestake hereby transfers and assigns to Red
		Lake an undivided 100% of the right, title and interest in and to
		the Claim. Upon execution of this Agreement, Ridgestake shall
		execute and deliver any and all documents required of it to deliver
		registered title of the Claim to Red Lake.

	


	
	Covenants
	of Ridgestake

		
		Ridgestake will:

			
			not do any act or thing which would or might
			in any way adversely affect the rights of Red Lake hereunder;

			
	
			make available to Red Lake and its
			representatives all records and files in the possession of
			Ridgestake relating to the Claim and permit Red Lake and its
			representatives at its own expense to take abstracts therefrom and
			make copies thereof; and

			
	
			promptly provide Red Lake with any and all
			notices and correspondence from government agencies in respect of
			the Claim.

		


	


	
	Covenants
	of Red Lake

		
		Red Lake will not do any act or thing which
		would or might any way adversely affect the rights of Ridgestake
		hereunder.

	


	
	Further
	Assurances

		
		The parties hereto agree that they and each of
		them will execute all documents and do all acts and things within
		their respective powers to carry out and implement the provisions
		or intent of this Agreement.

	


	
	Notice

		
		Any notice, direction or other instrument
		required or permitted to be given under this Agreement will be in
		writing and will be given by the delivery or facsimile transmission
		or the same or by mailing the same by prepaid registered or
		certified mail in each case addressed as follows:

			
			if to Red Lake
10168 Dawson
			Drive,
Richmond, British Columbia
Canada V7E 5M3

			
	
			if to Ridgestake
1002-1415 St.
			Georges Ave.
North Vancouver, British Columbia
Canada V7L
			4R9

		


		
	
		Any notice, direction or other
		instrument aforesaid will, if delivered by courier or facsimile
		transmission, be deemed to have been given and received on the next
		business day following the day on which it was delivered or sent by
		facsimile, and if mailed, be deemed to have been given and received
		on the fifth business day following the day of mailing, except in
		the event of disruption of the postal services in which event
		notice will be deemed to be received only when actually received.

		
	
		Any party at any time give to the
		other notice in writing of any change of address of the party
		giving such notice and from and after the giving of such notice,
		the address or addresses of such party for the purpose of giving
		notice hereunder.

	







Page 4 of 5




	
	Headings

		
		The headings to the respective sections herein
		will not be deemed part of this Agreement but will be regarded as
		having been used for convenience only.

	


	
	Payment

		
		All references to monies hereunder will be in
		United States funds except where otherwise designated. All payments
		to be made to any party hereunder will be mailed or delivered to
		such party at its address for notice purposes as provided herein,
		or for the account of such party at such bank or banks in the
		United States or Canada as such party may designate from time to
		time by written notice. Said banks or banks will be deemed the
		agent of the designating party for the purpose of receiving and
		collecting such payment.

	


	
	Enurement

		
		This Agreement will enure to the benefit of
		and be binding upon the parties hereto and their respective
		successors and permitted assigns.

	


	
	Terms

		
		The terms and provisions of this Agreement
		shall be interpreted in accordance with the laws of Nevada.

	


	
	Entire
	Agreement

		
		This agreement constitutes the entire
		agreement between the parties and replaces and supersedes all prior
		agreements, memoranda, correspondence, communications, negotiations
		and representations, whether verbal or written, express or implied,
		statutory or otherwise between the parties with respect to the
		subject matter herein.

	


	
	Time
	of Essence

		
		Time will be of the essence in this Agreement.

	


	
	Enforcement
	of Agreement

		
		The covenants, promises, terms and conditions
		contained herein will be binding upon the parties jointly and
		severally any may be enforced by each as against each other
		interests.

	





IN
WITNESS WHEREOF the parties
hereto have executed this Agreement as of the day and year first
above written.






	
			Red Lake
			Exploration, Inc.

			Per:

			
			

			/s/ John Di Cicco

President,
John
			Dicicco

			
			Ridgestake
			Resources Inc.

			Per:

			
			

			/s/ Jaroslav Ruza

President,
Jaroslav
			Ruza

		












Page 5 of 5





This is Schedule “A” to a
Property Agreement made as of the 15th day of November, 2005 between
Ridgestake Resources Inc. and Red Lake Exploration, Inc.

	
				Mining
				Division

				
				Claim
				Number

				
				Expiry
				Date

			
	
				KRL (Red
				Lake)

				
				3016881

				
				2006.08.27

			
	
				KRL (Red
				Lake)

				
				3016882

				
				2006.08.27

			
	
				KRL (Red
				Lake)

				
				3016883

				
				2006.08.27