WHITE MOUNTAIN TITANIUM CORPORATION


STOCK OPTION PLAN


OPTION AGREEMENT


 


THESE SECURlTIES HAVE NOT BEEN REGISTERED
WITH THE UNITED STATES SECURlTIES AND EXCHANGE COMMISSION BECAUSE THEY ARE BELIEVED TO BE EXEMPT FROM REGISTRATION UNDER SECTION
4(2) AND/OR 4(6) OF THE SECURITIES ACT OF 1933. THESE SECURlTIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE
COMMISSION. NEITHER THE SECURlTIES AND EXCHANGE COMMISSION NOR ANY OTHER AUTHORITY HAS PASSED UPON OR ENDORSED THE MERITS OF THE
OFFERING OR THE ACCURACY OR ADEQUACY OF THE INFORMATION PROVIDED TO THE INVESTORS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE. INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE COMPANY, AND THE RISKS,MERITS AND TERMS OF THIS OFFERlNG IN MAKrNG
AN rNVESTMENT DECISION. THE SECURlTIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURlTIES ACT OF 1933, AS AMENDED
(THE "SECURITIES ACT"), AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED EXCEPT IN ACCORDANCE WITH
THE PROVISIONS OF REGULATION S PROMULGA TED UNDER THE SECURITIES ACT, PURSUANT TO REGTSTRATION UNDER THE SECURlTIES ACT OR PURSUANT
TO AN AVAILABLE EXEMPTION FROM REGISTRATION. HEDGING TRANSACTIONS INVOLVING THE SECURITIES REPRESENTED HEREBY MAY NOT BE CONDUCTED
UNLESS IN COMPLIANCE WITH THE SECURITIES ACT. THIS CERTIFICATE MUST BE SURRENDERED TO THE COMPANY OR ITS TRANSFER AGENT AS A CONDITION
PRECEDENT TO THE SALE, PLEDGE, HYPOTHECATION OR ANY OTHER TRANSFER OF ANY INTEREST IN ANY OF THE SECURlTIES REPRESENTED BY THIS
CERTIFICATE. WITHOUT COMPLIANCE WITH ALL APPLlCABLE CANADIAN SECURlTJES LEGISLATION, THE SECURITIES REPRESENTED BY THIS AGREEMENT
AND ANY SECURITIES ISSUED UPON EXERCISE THEREOF MA Y NOT BE SOLD, TRANSFERRED, HYPOTHECATED OR OTHERWISE TRADED IN CANADA OR TO
OR FOR THE BENEFIT OF A CANADIAN RESIDENT.


 


This Option Agreement
is entered into between WHITE MOUNTAIN TITANIUM CORPORATION (the "Company") and the Optionee named below pursuantto the
Company Stock Option Plan (the "Plan"), a copy of which is attached hereto, and confirms that:


 


1. on August 31, 2007 (the "Grant Date");


 


2. Howard M. Crosby (the "Optionee");


 


3. was granted the option (the "Option") to purchase
100,000 Common Shares (the"Option Shares") of the Company;


 


4. for the price (the "Option Price") of $0.50 per
share;


 


5. which shall be exercisable ("Vested") Immediately;


 


6. terminating on August 31, 2012 (the "Expiry Date");


 


all on the
terms and subject to the conditions set out in the Plan. For greater certainty,once Option Shares have become Vested, they continue
to be exercisable until the termination or cancellation thereof as provided in this Option
Agreement and the Plan.


 



    	 



    	 



    

 


By signing this Option
Agreement, the Optionee acknowledges that the Optionee has read and understands the Plan and agrees lO the terms and conditions
of the Plan and this Option Agreement.


 


IN WITNESS WHEREOF the parties hereto have
executed this Option Agreement to be effective as of the 30th day of October, 2007.


 


	OPTIONEE:	 	WHITE MOUNTAIN TITANIUM CORPORATION	 
	Howard M. Crosby	 	 	 
	 	 	 	 
	/s/ Howard M.Crosby	 	/s/ Michael P. Kurtanjek	 
	Signature	 	Michael P. Kurthanjek	 


 


Attached: Stock Option Plan