ASSET
TRANSFER AGREEMENT

     

    THIS AGREEMENT dated as of
9:30 a.m., Calgary time, on the 5th day of
September, 2006.

     

    BETWEEN:

     

    NORTH AMERICAN MINERALS GROUP,
INC.,

    a
corporation continued pursuant to the laws of the Province of British Columbia
(“Transferor”)

     

    - and
–

     

    AMERICAN MINING CORP.,
INC.,

     a
corporation incorporated pursuant to the laws of the State of Delaware (“Transferee”)

     

    WHEREAS Transferor is a party
to purchase agreement (the “Purchase Agreement”) with
Amihay Lapid (“Amihay”),
Yonatin Lapid (“Yonatin”) and Yosi Lapid
(“Yosi”), individuals
residing in the City of Calgary in the Province of Alberta, dated August 31,
2006, pursuant to which Amihay, Yonatin and Yosi sold to Transferor the Assets
(as hereinafter defined);

     

    AND WHEREAS, Transferor wishes
to sell, and Transferee wishes to purchase, Transferor’s entire interest in and
to the Assets in consideration for an increase in the stated capital of
Transferee and the assumption of the Obligations (as hereinafter defined) upon
and subject to the terms and conditions hereof;

     

    NOW THEREFORE, in consideration of the
foregoing, the representations, warranties, covenants and agreements hereinafter
set forth, and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the Parties hereby mutually agree
as follows:

     

     

    ARTICLE 1 INTERPRETATION

     

    
      	
              1.1

            	
              Definitions

            


    

     

    In this
Agreement, including the premises and the schedules hereto:

     

    
      	
               
      

            	
              (a)

            	
              “Agreement” means this
      agreement, including the recitals and the schedules hereto, and any
      amendments hereto made in accordance with
  Section 1.3;

            


    

     

    
      	
               
      

            	
              (b)

            	
              “Amihay” shall have the
      meaning first written above;

            


    

     

    
      	
               
      

            	
              (c)

            	
              “Applicable Law” means
      any applicable domestic or foreign law including any statute, subordinate
      legislation or treaty, and any applicable guideline or other requirement
      or rule of law or stock exchange rule, including any judicial or
      administrative interpretation thereof, directive, rule, standard,
      requirement or policy of a Governmental Authority or a Governmental Order
      whether or not having the force of
law;

            


    

     

    
      
         


      

      
        
        

        
          

        

      

      
         


      

    

     

    
      	
               
      

            	
              (d)

            	
              “Assets” means an
      undivided one hundred percent (100%) right, title, estate and interest in
      and to the Claims, the Lease and the Royalty Option, together with all
      other rights and interests of Transferors associated
      therewith;

            


    

     

    
      	
               
      

            	
              (e)

            	
              “Black” shall have the
      meaning first written above;

            


    

     

    
      	
               
      

            	
              (f)

            	
              “Business Day” means any
      day of the week, except Saturday, Sunday or any statutory holiday in
      either of the Provinces of Alberta or British
  Columbia;

            


    

     

    
      	
               
      

            	
              (g)

            	
              “Claims” means the diamond
      claims set forth in Schedule “A” attached
  hereto;

            


    

     

    
      	
               
      

            	
              (h)

            	
              “Governmental Authority”
      means any domestic or foreign, federal, state, provincial or local
      governmental, regulatory or administrative authority (including the State
      of Colorado Board of Land Commissioners and other agencies, the United
      States Department of the Interior, Bureau of Land Management, the United
      States Forest Service, U.S. Department of Agriculture, securities
      commissions, the TSX Venture Exchange and other applicable stock
      exchanges), agency or commission or any court, tribunal or judicial or
      arbitral body, having or purporting to have jurisdiction in the
      circumstances;

            


    

     

    
      	
               
      

            	
              (i)

            	
              “Governmental Order”
      means any order (whether judicial or administrative), writ, judgment,
      injunction, decree, stipulation, ruling, assessment, determination or
      award issued or entered by, or with, any Governmental
      Authority;

            


    

     

    
      	
               
      

            	
              (j)

            	
              “Lease” means General
      Mining Lease No. GM 3430, issued by the State of Colorado, State Board of
      Land Commissioners dated October 21,
2005;

            


    

     

    
      	
               
      

            	
              (k)

            	
              “Lien” means any
      encumbrance of any nature or kind whatsoever and includes a security
      interest, mortgage, lien, hypothec, pledge, hypothecation, assignment,
      charge or security, including arising under or by operation of any
      Applicable Law, including any banking legislation, trust or deemed trust
      (whether contractual, statutory or otherwise arising), any easement,
      agreement, reservation, right of way, restriction, encroachment, burden,
      bond, guarantee or any other right or claim of others of any kind whatever
      or any restrictive covenant or other agreement, restriction or limitation
      on title or use;

            


    

     

    
      	
               
      

            	
              (l)

            	
              “Loss” has the meaning
      set out in Section 4.1;

            


    

     

    
      	
               
      

            	
              (m)

            	
              “Obligations” has the
      meaning set out in
Section 2.1(d);

            


    

     

    
      	
               
      

            	
              (n)

            	
              “Parties” means
      Transferor and Transferee and their respective successors and assigns and
      “Party” means any
      one of them;

            


    

     

    
      	
               
      

            	
              (o)

            	
              “Purchase Agreement”
      shall have the meaning first written
above;

            


    

     

    
      	
               
      

            	
              (p)

            	
              “Purchase Price” has the
      meaning set out in
Section 2.2;

            


    

     

    
      
         


      

      
        - 2
-

        
          

        

      

      
         


      

    

     

    
      	
               
      

            	
              (q)

            	
              “Royalty” means the net
      sales royalty reserved by Ernest D. Black pursuant to the terms of a
      purchase agreement between Ernest D. Black as vendor, and Amihay, Yonatin
      and Yosi, collectively as purchasers, dated August 22,
    2006;

            


    

     

    
      	
               
      

            	
              (r)

            	
              “Royalty Option” means
      the exclusive and one-time option held by Transferor to acquire one-third,
      two-thirds or all of the Royalty;

            


    

     

    
      	
               
      

            	
              (s)

            	
              “Transferee” shall have
      the meaning first written above;

            


    

     

    
      	
               
      

            	
              (t)

            	
              “Transferors” shall have
      the meaning first written above;

            


    

     

    
      	
               
      

            	
              (u)

            	
              “Yonatin” shall have the
      meaning first written above;

            


    

     

    
      	
               
      

            	
              (v)

            	
              “Yosi” shall have the
      meaning first written above;

            


    

     

    
      	
              1.2

            	
              Construction

            


    

     

    In this
Agreement, unless otherwise expressly stated:

     

    
      	
               
      

            	
              (a)

            	
              references
      to “herein”, “hereby”, “hereunder”, “hereof” and similar expressions are
      references to this Agreement and not to any particular section, subsection
      or schedule;

            


    

     

    
      	
               
      

            	
              (b)

            	
              references
      to an “Article” or “Section” are references to an article or section of
      this Agreement, as applicable;

            


    

     

    
      	
               
      

            	
              (c)

            	
              references
      to dollar amounts are references to U.S. dollar
  amounts;

            


    

     

    
      	
               
      

            	
              (d)

            	
              the
      following schedule is attached hereto and incorporated herein by this
      reference:

            


    

     

    
      	
               
      

            	
              (i)

            	
              Schedule
      “A” – Claims and Lease;

            


    

     

    
      	
               
      

            	
              (e)

            	
              words
      importing the singular shall include the plural and vice versa, words
      importing gender shall include the masculine, feminine and neuter genders,
      and references to a “person” or “persons” shall include individuals,
      corporations, partnerships, associations, bodies politic and other
      entities, all as may be applicable in the
  context;

            


    

     

    
      	
               
      

            	
              (f)

            	
              the
      use of headings is for convenience of reference only and shall not affect
      the construction or interpretation hereof;
and

            


    

     

    
      	
               
      

            	
              (g)

            	
              time
      is of the essence.

            


    

     

    
      	
              1.3

            	
              Entire
      Agreement

            


    

     

    This
Agreement expresses and constitutes the entire agreement between the Parties
with respect to the purchase and sale of the Assets, and supersedes any previous
agreements or understandings with respect thereto.  This Agreement may
be amended only by written instrument executed by the Parties.


    
      
         


      

      
        - 3
-

        
          

        

      

      
         


      

    

     

    
      	
              1.4

            	
              GAAP

            


    

     

    Except as
otherwise provided herein, all determinations and assessments reliant on the
applicable of accounting principles shall be made on the basis of generally
accepted accounting principles approved from time to time by either of the
Canadian Institute of Chartered Accountants or the American Institute of
Chartered Accountants.

     

    ARTICLE 2 ASSET TRANSFER

     

    
      	
              2.1

            	
              Transfer
      of Assets

            


    

     

    
      	
               
      

            	
              (a)

            	
              Transferor
      hereby sells, assigns, conveys, transfers and delivers the Assets to
      Transferee, and Transferee hereby purchases, receives and accepts the
      Assets from Transferor, all on the terms and conditions set forth in this
      Agreement.

            


    

     

    
      	
               
      

            	
              (b)

            	
              Transferee
      hereby assumes, and agrees to fulfil and perform, all obligations and
      liabilities of Transferor arising or accruing hereafter in respect of the
      Assets, including, without limitation, payment of the Royalty
      (collectively, the “Obligations”).

            


    

     

    
      	
              2.2

            	
              Purchase
      Price

            


    

     

    It is the
intention of the Parties hereto that the purchase price payable for the Assets
and the assumption of the Obligations (the “Purchase Price”) shall be an
amount equal to the fair market value thereof, which the Parties deem to be one
hundred fifteen thousand dollars ($115,000.00).  The Purchase Price is
hereby paid and satisfied by Transferee increasing its stated capital by an
amount equal to the Purchase Price.

     

    
      	
              2.3

            	
              Payment
      of Tax and Registration Charges on
  Transfer

            


    

     

    
      	
               
      

            	
              (a)

            	
              Transferor
      shall be liable for and shall pay all transfer and sales taxes, duties,
      registration charges, or other like charges properly payable upon and in
      connection with the conveyance and transfer of the Assets by Transferors
      to Transferee.

            


    

     

    
      	
               
      

            	
              (b)

            	
              Within
      twenty (20) days of the execution hereof, Transferee shall prepare and
      file with the United States’ Internal Revenue Service such form or forms
      as may be required to avoid the remittance of any withholding tax as a
      result of the transactions contemplated
herein.

            


    

     

    
      
         


      

      
        - 4
-

        
          

        

      

      
         


      

    

     

    ARTICLE 3 REPRESENTATIONS AND WARRANTIES

     

    
      	
              3.1

            	
              Representation
      and Warranties of Parties

            


    

     

    Subject
to Section 3.2, each of the Parties covenants with and represents and warrants
to the other Party that:

     

    
      	
               
      

            	
              (a)

            	
              it
      is a corporation duly incorporated and validly subsisting under the laws
      of its jurisdiction of incorporation or continuation, as applicable, and
      duly registered and authorized to carry on business in the jurisdiction in
      which the Assets are located, and it has full capacity and authority to
      convey and transfer, or purchase, the Assets, as applicable, and to
      otherwise transact the affairs contemplated by this Agreement, in
      accordance with the provisions
hereof;

            


    

     

    
      	
               
      

            	
              (b)

            	
              it
      has taken all corporate actions necessary to authorize the execution and
      delivery of this Agreement and to authorize and complete the transfer and
      conveyance of the Assets in accordance with the provisions of this
      Agreement, and this Agreement has been validly executed and delivered, and
      it and all other documents executed by and delivered by or on behalf of it
      pursuant hereto shall upon execution, be duly executed and delivered by it
      and constitute legal, valid and binding obligations of it enforceable
      against it in accordance with their respective terms and conditions;
      and

            


    

     

    
      	
               
      

            	
              (c)

            	
              neither
      the execution and delivery of this Agreement nor the completion of the
      conveyance and transfer of the Assets in accordance with the provisions of
      this Agreement shall constitute a default under, or be in contravention or
      breach of:

            


    

     

    
      	
               
      

            	
              (i)

            	
              any
      provision of the articles of incorporation or any by-law, unanimous
      shareholder agreement, any resolution of the directors or shareholders or
      other constating or governing corporate document of it,
  or

            


    

     

    
      	
               
      

            	
              (ii)

            	
              any
      agreement or instrument, whether written or oral, to which it is a party
      or by which it is bound.

            


    

     

    
      	
              3.2

            	
              Limitation
      of Representations and
Warranties

            


    

     

    Neither
Party makes any representation or warranty whatsoever except as and to the
extent expressly set forth in Article 3.


    
      
         


      

      
        - 5
-

        
          

        

      

      
         


      

    

     

    ARTICLE 4 CONDITIONS SUBSEQUENT &
COVENANTS

     

    
      	
              4.1

            	
              Conditions
      Subsequent to Closing

            


    

     

    
      	
               
      

            	
              (a)

            	
              This
      Agreement is subject to the conditions subsequent (the “Conditions Subsequent”)
      that: (i) written approval, as required by Applicable Law, shall be given
      by a Governmental Authority to the transfer to Transferee or to a person
      or persons designated by Transferee of the Assets; (ii) written approval
      shall be given by the State of Colorado, Board of Land Commissioners to
      the assignment of the Lease to Transferee, or a person or persons to be
      designated by Transferee; substantially in accordance with the terms
      agreed by the Parties herein and not subject to any conditions or terms
      substantially at variance with or in excess of the obligations undertaken
      by Transferee hereunder.  Until satisfaction of the Conditions
      Subsequent, Transferor shall hold the interest of the Transferee in and to
      the Assets in trust for Transferee.

            


    

     

    
      	
               
      

            	
              (b)

            	
              The
      Parties acknowledge and agree that Transferee shall have the
      responsibility for ensuring satisfaction of the Conditions Subsequent
      (including the filing of any and all necessary documentation with the
      applicable Governmental Authority) and the Parties shall provide each
      other with all reasonable assistance and shall execute all documents
      reasonably necessary in order to procure the satisfaction of the
      Conditions Subsequent, and they shall promptly and regularly keep each
      other notified of progress in satisfying the Conditions Subsequent and the
      date when they have been fulfilled.

            


    

     

    
      	
               
      

            	
              (c)

            	
              The
      Parties further agree that, in the event that the Conditions Subsequent
      have not been fulfilled prior to November 30, 2006 or such later date as
      may be agreed upon by the Parties in writing, then either Party may, at
      its option, elect by notice to the other Parties, to terminate this
      Agreement, whereupon:

            


    

     

    
      	
               
      

            	
              (i)

            	
              Transferee
      shall, at its expense, transfer the Assets back to Transferor without
      warranty of title but free and clear of any additional liens, charges or
      encumbrances created by, through or under Transferee, and Transferee shall
      execute and deliver any and all documents and do such other acts as may be
      necessary to give legal effect to such
transfer;

            


    

     

    
      	
               
      

            	
              (ii)

            	
              Transferee
      shall, at its expense, reduce its stated capital by an amount equal to the
      Purchase Price;

            


    

     

    
      	
               
      

            	
              (iii)

            	
              Transferee
      shall indemnify and save harmless Transferor from all liabilities which it
      may suffer, incur, be subject to or liable for: (i) as a result of the
      ownership, use or occupancy of the Assets by Transferee from the Effective
      Date to the date the Assets are transferred back to Transferor; and (ii)
      associated with the reconveyance of the Assets;
  and

            


    

     

    
      	
               
      

            	
              (iv)

            	
              upon
      completion of the reconveyance of the Assets to Transferor and
      reimbursement of associated costs and expenses, this Agreement and any and
      all rights and obligations of the Parties hereunder shall terminate and be
      of no further force or effect.

            


    

     

    
      	
              4.2

            	
              Development
      of the Assets

            


    

     

    Transferee
hereby covenants to Transferor that for so long as it owns the Assets it shall,
for a minimum period of four (4) years following the execution hereof, use
commercially reasonable efforts to explore and evaluate, or to cause the
exploration and development of, the Assets for the purpose of developing the
Assets.  As part of such obligations, Transferee hereby confirms that,
subject to receipt of required regulatory permits and approvals from
Governmental Authorities, it intends to undertake, or to cause to be undertaken,
an exploration program in respect of the Assets, which program has a minimum
12-month budget for 2006/2007 of one hundred fifty five thousand dollars
($155,000.00).


    
      
         


      

      
        - 6
-

        
          

        

      

      
         


      

    

     

    ARTICLE 5 LIABILITY AND INDEMNIFICATION

     

    
      	
              5.1

            	
              Transferor
      Liability and
Indemnification

            


    

     

    Subject
to the provisions of Section 5.3, Transferor shall be liable to Transferee
for, and shall indemnify Transferee and its directors and officers from and
against, any and all liability, loss, costs, claims or damages of any nature
(including, without limitation, legal costs on a solicitor/client basis) (each a
“Loss”) suffered or
incurred by such person (whether directly or by virtue of any third party claim)
as a result of any occurrence, matter or thing, the occurrence, existence or
non-disclosure of which would constitute a breach or failure of any
representation, warranty, covenant, agreement or other obligation of Transferor
hereunder.

     

    
      	
              5.2

            	
              Transferee
      Liability and
Indemnification

            


    

     

    
      	
               
      

            	
              (a)

            	
              Subject
      to the provisions of Section 5.3, Transferee shall be liable to
      Transferor for, and shall indemnify Transferor and its directors and
      officers from and against, any and all Losses suffered or incurred by such
      person (whether directly or by virtue of any third party claim) as a
      result of any occurrence, matter or thing, the occurrence, existence or
      non-disclosure of which would constitute a breach or failure of any
      representation, warranty, covenant, agreement or other obligation of
      Transferee hereunder.

            


    

     

    
      	
               
      

            	
              (b)

            	
              Transferee
      hereby indemnifies and saves harmless Transferor and its successors and
      assigns against and from any and all Losses suffered or incurred by
      Transferor or any of its successors or assigns which arise subsequent to
      the date hereof in respect of the Assets and the
    Obligations.

            


    

     

    
      	
              5.3

            	
              Enforcement
      Limitation

            


    

     

    Notwithstanding
the provisions of Sections 5.1 and 5.2, and notwithstanding any applicable
statutory or regulatory provision, principle of law or rule of equity to the
contrary:

     

    
      	
               
      

            	
              (a)

            	
              no
      Party shall be entitled to maintain a claim against any other Party in
      respect of any Loss suffered or incurred by the injured Party as a result
      of its own gross negligence or wilful misconduct, or that of its
      employees, agents or contractors, or as a result of any occurrence, matter
      or thing, the occurrence, existence or non-disclosure of which constitutes
      a breach or failure of any representation, warranty, covenant, agreement
      or other obligation of the injured Party
  hereunder;

            


    

     

    
      	
               
      

            	
              (b)

            	
              except
      in the case of a matter involving fraud on the part of another Party, no
      Party shall be entitled to initiate, maintain or enforce any claim against
      such other Party in respect of any matter related to this Agreement or the
      subject matter hereof, whether asserted under this Agreement or otherwise,
      unless it shall have given such other Party notice in writing of such
      claim, including full particulars of the basis
  therefor;

            


    

     

    
      
         


      

      
        - 7
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              (c)

            	
              no
      Party shall be entitled to recover any indirect, consequential or special
      damages from the other; and

            


    

     

    
      	
               
      

            	
              (d)

            	
              each
      Party shall be obligated to use reasonable efforts to mitigate any Loss
      sustained by it in connection with any matter for which the other Parties
      may have liability to it.

            


    

     

    
      	
              5.4

            	
              Handling
      of Claims

            


    

     

    If any
third party claim is asserted in circumstances which give or may give rise to a
right of indemnification under this Article 5, the Party against whom the claim
is asserted shall forthwith give written notice thereof to the other Parties,
and the Parties shall consult and cooperate in respect thereof in determining
whether the claim and any legal proceedings relating thereto should be resisted,
compromised or settled.  Each Party shall make available to the others
all information in its possession or to which it has access and which it is
legally entitled to disclose which is or may be relevant to the
claim.  No such claim shall be settled or compromised without the
written consent of the indemnifying Party hereunder, which consent shall not be
unreasonably withheld.  If any claim relates exclusively to a matter
for which only one Party is liable, and in respect of which there is no right of
indemnification hereunder, such Party shall have exclusive conduct of the claim
and all legal proceedings relating thereto.

     

    
      	
              5.5

            	
              Substitution
      and Subrogation

            


    

     

    To the
extent that the same is possible, Transferor shall convey the Assets to
Transferee with full right of substitution and subrogation of Transferee in and
to the position of Transferor with respect to the benefit of all covenants and
warranties by others heretofore given or made in respect of the Assets or any
part thereof.

     

    ARTICLE 6  GENERAL

     

    
      	
              6.1

            	
              Public
      Announcements

            


    

     

    Each of
the Parties and their affiliates shall be entitled to make all such
announcements and disclosures in respect of this Agreement as they may consider
appropriate for purposes of satisfying obligations at law, or to any
governmental or regulatory authority or stock exchange, provided that the Party
proposing to make the announcement and disclosure first provides the other Party
with reasonable advance notice of the contents and timing of any such
announcement or disclosure.

     

    
      	
              6.2

            	
              Communications

            


    

     

    Each
notice, consent, demand or other communication (a “Notice”) required or permitted
to be given under this Agreement shall be in writing and may be personally
delivered to the address or sent by facsimile to the fax number set forth
below.  A Notice, if personally delivered, shall be deemed to have
been given and received on the date of actual delivery and, if given by
facsimile, shall be deemed to have been given and received on the date sent, if
sent during normal business hours of the recipient on a Business Day, and
otherwise on the next Business Day.


    
      
         


      

      
        - 8
-

        
          

        

      

      
         


      

    

     

    
      
        	
                To
      Transferor:

              	
                220
      East 63rd
      Street, Suite 3-R

                New
      York, New York 10021

                Attention:
      Yosi Lapid, President

                Fax:    (801)
      405-0061

                Email northamericanminerals@yahoo.com

              
	 	 
	
                To
      Transferee:

              	
                c/o
      North American Minerals Group, Inc.

                220
      East 63rd
      Street, Suite 3-R

                New
      York, New York 10021

                Attention:
      Yosi Lapid, President

                Fax:    (801)
      405-0061

                Email northamericanminerals@yahoo.com

              


      

    

     

    Either
Party may at any time and from time to time notify the other party hereto in
accordance with this section 6.2 of a change of address or fax number, to
which all Notices shall be given to it thereafter until further notice in
accordance with this section 6.2.

     

    
      	
              6.3

            	
              Assignment

            


    

     

    Neither
Party shall be entitled to assign any rights or obligations under or in respect
of this Agreement without the consent of the other Party, which consent shall
not be unreasonably withheld.

     

    
      	
              6.4

            	
              Enurement

            


    

     

    This
Agreement shall enure to the benefit of and be binding upon the Parties and
their respective successors and permitted assigns.

     

    
      	
              6.5

            	
              Governing
      Law

            


    

     

    This
Agreement shall be governed by and construed in accordance with the laws of the
Province of British Columbia, and each of the Parties submits to the
jurisdiction of the courts of the Province of British Columbia for the
interpretation and enforcement hereof.

     

    
      	
              6.6

            	
              Further
      Assurances

            


    

     

    Each of
the Parties shall from time to time and at all times on and after the Effective
Date, without further consideration, do and perform all such further acts and
things, and execute and deliver all such further agreements, assurances, deeds,
assignments, conveyances, notices, releases and other documents and instruments,
as may reasonably be required to more fully assure the conveyance of the Assets
to Transferee in accordance with the provisions of this Agreement and otherwise
to assure that carrying out of the intent and purpose of this
Agreement.


    
      
         


      

      
        - 9
-

        
          

        

      

      
         


      

    

     

    
      	
              6.7

            	
              Waiver

            


    

     

    No waiver
by either Party shall be effective unless in writing, and a waiver shall affect
only the matter, and the occurrence thereof, specifically identified in the
writing granting such waiver and shall not extend to any other matter or
occurrence.

     

    
      	
              6.8

            	
              Non-Merger

            


    

     

    The
provisions contained in this Agreement shall survive the Closing and shall not
merge in any conveyance, transfer, assignment, novation agreement or other
document or instrument issuing pursuant hereto or in connection
herewith.

     

    
      	
              6.9

            	
              Counterparts

            


    

     

    This
Agreement may be executed in one or more counterparts, and by the different
Parties in separate counterparts, each of which when so executed shall be deemed
to be an original but all of which taken together shall constitute one and the
same agreement.  Delivery of an executed counterpart of a signature
page to this Agreement by facsimile shall be effective as delivery of a manually
executed counterpart of this Agreement.

     

    IN WITNESS WHEREOF the Parties
have executed and delivered this Agreement as of the date first above
written.

     

    
      
        	
                NORTH
      AMERICAN MINERALS
GROUP, INC.

              	
                 
      AMERICAN MINING CORP., INC.

              
	 
      	 
      
	
                By:

              	/s/
      Amihay Lapid	
                 
      By:

              	/s/
      Amihay Lapid
	
                Name:

              	AMIHAY
      LAPID	
                 
      Name:

              	AMIHAY
      LAPID
	
                Title:

              	DIRECTOR	
                 
      Title:

              	PRESIDENT


      

    


    
      
         


      

      
        - 10
-

        
          

        

      

      
         


      

    


    SCHEDULE
“A”

     

    CLAIMS
AND LEASE

     

    
      
        
          
            
              
                
                  
                    
                      
                        
                          	
                                  Property

                                	 	
                                  Claim No.

                                	 	
                                  Sect/Twp/Range

                                	 	
                                  BLM Serial Nos.

                                	 	
                                  Area (acres)

                                
	 
      	 	 
      	 	 
      	 	 
      	 	 
      
	
                                  George Creek

                                	 	 
      	 	 
      	 	 
      	 	 
      
	 
      	 	
                                  Geo #1 

                                	 	
                                  S28/T11N/R74W

                                	 	
                                  251727

                                	 	
                                  20

                                
	 
      	 	
                                  Geo #2 

                                	 	
                                  S28/T11N/R74W

                                	 	
                                  251728

                                	 	
                                  20

                                
	 
      	 	
                                  Geo #3

                                	 	
                                  S28/T11N/R74W

                                	 	
                                  251729

                                	 	
                                  20

                                
	 
      	 	
                                  Geo #4

                                	 	
                                  S28/T11N/R74W

                                	 	
                                  251730

                                	 	
                                  20

                                
	 
      	 	
                                  Geo #5

                                	 	
                                  S28/T11N/R74W

                                	 	
                                  251731

                                	 	
                                  20

                                
	 
      	 	
                                  Geo #6

                                	 	
                                  S28/T11N/R74W

                                	 	
                                  251732

                                	 	
                                  20

                                
	
                                  Totals

                                	 	
                                  6 claims

                                	 	 
      	 	 
      	 	
                                  120

                                
	 
      	 	 
      	 	 
      	 	 
      	 	 
      
	
                                  Pearl Creek

                                	 	 
      	 	 
      	 	 
      	 	 
      
	 
      	 	
                                  Pearl #1

                                	 	
                                  S17/T10N/R74W

                                	 	
                                  251734

                                	 	
                                  20

                                
	 
      	 	
                                  Pearl #2

                                	 	
                                  S17/T10N/R74W

                                	 	
                                  251735

                                	 	
                                  20

                                
	 
      	 	
                                  Pearl #3

                                	 	
                                  S17/T10N/R74W

                                	 	
                                  251736

                                	 	
                                  20

                                
	 
      	 	
                                  Pearl #4

                                	 	
                                  S17/T10N/R74W

                                	 	
                                  251737

                                	 	
                                  20

                                
	 
      	 	
                                  Pearl #5

                                	 	
                                  S17/T10N/R74W

                                	 	
                                  251738

                                	 	
                                  20

                                
	 
      	 	
                                  Pearl #6

                                	 	
                                  S17/T10N/R74W

                                	 	
                                  251739

                                	 	
                                  20

                                
	
                                  Totals

                                	 	
                                  6 claims

                                	 	
                                   
      

                                	 	 
      	 	
                                  120

                                
	 
      	 	 
      	 	 
      	 	 
      	 	 
      
	
                                  Sand Creek

                                	 	 
      	 	 
      	 	 
      	 	 
      
	 
      	 	
                                  Sand #3

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251744

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #4

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251745

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #5

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251746

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #6

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251747

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #7

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251748

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #8

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251749

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #9

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251750

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #10

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251751

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #11

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251752

                                	 	
                                  20

                                
	 
      	 	
                                  Sand #12

                                	 	
                                  S5/T10N/R75W

                                	 	
                                  251753

                                	 	
                                  20

                                
	
                                  Totals

                                	 	
                                  10 claims

                                	 	
                                   
      

                                	 	 
      	 	
                                  200

                                
	 
      	 	 
      	 	 
      	 	 
      	 	 
      
	
                                  Chicken Park

                                	 	 
      	 	 
      	 	 
      	 	 
      
	 
      	 	
                                  CP #3

                                	 	
                                  S2/T10N/R72W

                                	 	
                                  255182

                                	 	
                                  20

                                
	 
      	 	
                                  CP #4

                                	
                                   

                                	
                                  S2/T10N/R72W

                                	 	
                                  255183

                                	 	
                                  20

                                
	 
      	 	
                                  CPE#1

                                	 	
                                  S2/T10N/R72W

                                	 	
                                  pending

                                	 	
                                  20

                                
	 
      	 	
                                  CPE#2

                                	 	
                                  S2/T10N/R72W

                                	 	
                                  pending

                                	 	
                                  20

                                
	 
      	 	
                                  CPE#3

                                	 	
                                  S2/T10N/R72W

                                	 	
                                  pending

                                	 	
                                  20

                                
	
                                  Totals

                                	 	
                                  5 claims

                                	 	
                                   
      

                                	 	 
      	 	
                                  100

                                
	 
      	 	 
      	 	 
      	 	 
      	 	 
      
	
                                  State Lease

                                	 	
                                  Subdiv. S/2

                                	 	
                                  S36/T11/R73W

                                	 	
                                                
      5483

                                	 	
                                  489