Exhibit 10.1

                                                     Date of Grant: May 13, 2013

                                 TUNGSTEN CORP.

                        RESTRICTED STOCK AWARD AGREEMENT

     THIS  AGREEMENT is made by and between  Tungsten  Corp.  ("Tungsten" or the
"Company") and Joseph P. Galda ("Director").

     1. AWARD OF RESTRICTED STOCK. In consideration for services rendered by the
Director,  Tungsten hereby grants to Director,  in the manner and subject to the
conditions hereinafter provided,  750,000 shares of Tungsten's Common Stock, par
value $.0001 per share (the "Restricted Stock"). As used in this Agreement,  the
term  "Restricted  Stock" refers to the stock  granted under this  Agreement and
includes all securities received (a) in replacement of the Restricted Stock, (b)
as a result of stock  dividends  or stock  splits in respect  of the  Restricted
Stock,  and (c) in replacement of the  Restricted  Stock in a  recapitalization,
merger, reorganization or the like.

     This Restricted  Stock is  specifically  conditioned on compliance with the
terms and conditions set forth herein.

     2. VESTING OF RESTRICTED STOCK; DELIVERIES OF CERTIFICATES.

          2.1 Vesting.  The right to  unrestricted  ownership in the  Restricted
Stock  under  this  Agreement  shall  vest  with  respect  to  62,500  shares of
Restricted  Stock  on the  last  day of  March,  June,  September  and  December
following the date of this Agreement until such Restricted  Stock shall be fully
vested on March 31,  2016,  subject  to  Director's  continuous  service  to the
Company or any of its subsidiaries, as an officer, director, employee or service
provider.  Notwithstanding  the foregoing,  all shares of Restricted Stock shall
vest upon a Change in Control as defined in Exhibit A hereto.

          2.2  Deliveries by Tungsten.  A certificate  evidencing the Restricted
Stock shall be issued by Tungsten in Director's name, pursuant to which Director
shall  have  voting  rights and shall be  entitled  to  receive  all  dividends.
Notwithstanding any other provisions of this Agreement, the issuance or delivery
of any shares under this  Agreement  may be postponed  for such period as may be
required to comply  with  applicable  requirements  of any  national  securities
exchange  or any  requirements  under any  federal  or state  securities  law or
regulation.  Tungsten  shall  not be  obligated  to (a)  issue  or  deliver  any
Restricted  Stock  if the  issuance  or  delivery  thereof  shall  constitute  a
violation  of  any  provision  of  any  law or  regulation  of any  governmental
authority or any national securities  exchange,  (b) qualify the issuance of the
Restricted Stock in any  jurisdiction,  or (c) register the shares of Restricted
Stock with the SEC.

     3.  ADJUSTMENTS.  Should any change be made to the Common Stock of Tungsten
by reason of any stock split,  reverse stock split, stock dividend,  combination
of shares,  exchange of shares or other change affecting the outstanding  Common
Stock as a class without  Tungsten's  receipt of  consideration,  Tungsten shall
make appropriate  adjustments to the number and/or class of securities in effect
under this Agreement in order to prevent the dilution or enlargement of benefits
thereunder;  provided  however,  that  the  number  of  shares  subject  to this
Agreement  shall  always  be  a  whole  number  and  Tungsten  shall  make  such
adjustments  as are  necessary to insure this  Restricted  Stock Award is set as
whole shares.

     4. SUSPENSION AND CANCELLATION OF STOCK

          4.1  Mandatory  Suspension  and  Cancellation  of Stock.  In the event
Tungsten  reasonably  believes  Director  has  committed  an act  of  misconduct
including,  but limited to acts specified below, Tungsten may suspend Director's
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right  in  his   Restricted   Stock  Award  granted   hereunder   pending  final
determination  by the  Board of  Directors  of the  Company  (the  "Board").  If
Director is determined by the Board to have:

          (a) committed an act of  embezzlement,  fraud,  dishonesty,  breach of
fiduciary duty to Tungsten or a subsidiary;

          (b)  deliberately  disregarded  the rules or policies of Tungsten or a
subsidiary which resulted in loss, damage or injury to Tungsten or a subsidiary;

          (c)  made  any   unauthorized   disclosure  of  any  trade  secret  or
confidential information of Tungsten or a subsidiary;

          (d) induced any partner, collaborator,  client or customer of Tungsten
or a subsidiary  to break any contract  with Tungsten or a subsidiary or induced
any principal for whom Tungsten or a subsidiary  acts as agent to terminate such
agency relations;

          (e)  engaged  in any  substantial  conduct  which  constitutes  unfair
competition with Tungsten or a subsidiary; or

          (f) violated any requirement of the Foreign  Corrupt  Practices Act or
any analogous foreign regulations,

          neither Director nor Director's  estate shall be entitled to shares of
the Restricted  Stock hereunder.  The  determination of the Board shall be final
and conclusive.  In making its determination,  the Board shall give the Director
an  opportunity  to appear  and be heard at a hearing  before the full Board and
present evidence on Director's behalf.

     5. RESERVATION OF SHARES. Tungsten agrees that prior to the issuance of the
Restricted  Stock  represented  by this  Agreement,  there shall be reserved for
issuance such number of Tungsten's  authorized  and unissued  shares as shall be
necessary to satisfy the terms and conditions of this Agreement.

     6. RIGHTS OF DIRECTORS.

          6.1 No Obligation To Employ.  Nothing in this Agreement will confer or
be deemed to confer on  Director  any right to  continue in the employ of, or to
continue any other  relationship  with,  Tungsten or a subsidiary or to limit in
any way the right of Tungsten or a subsidiary to terminate Director's employment
or other relationship at any time, with or without cause.

          6.2 Compliance  With Code Section  162(m).  At all times when Tungsten
determines that  compliance with Section 162(m) of the Internal  Revenue Code of
1986, as amended (the "Code"),  is required or desired,  the Restricted Stock if
granted to a Named Executive  Officer shall comply with the requirements of Code
Section 162(m). In addition,  in the event that changes are made to Code Section
162(m) to permit greater  flexibility  with respect to this  Agreement  Tungsten
may, subject to this Section 6, make any adjustments it deems appropriate.

     7. DIRECTOR REPRESENTATIONS.

          7.1 Purchase for Own Account. Director represents that he is acquiring
the  Restricted  Stock  solely for his own account and  beneficial  interest for
investment  and not for sale or with a view to  distribution  of the  Restricted
Stock or any part thereof,  has no present  intention of selling (in  connection

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with a distribution or otherwise),  granting any  participation in, or otherwise
distributing the same, and does not presently have reason to anticipate a change
in such intention.

          7.2 Information and Sophistication.  Director hereby: (i) acknowledges
that he has received all the  information  he has requested from the Company and
that he considers  necessary or appropriate for deciding  whether to acquire the
Restricted  Stock,  (ii)  represents  that  he  has  had an  opportunity  to ask
questions  and  receive  answers  from  the  Company  regarding  the  terms  and
conditions of the offering of the Restricted  Stock and to obtain any additional
information  necessary  to verify the  accuracy  of such  information  and (iii)
further  represents  that he has such  knowledge and experience in financial and
business  matters that he is capable of  evaluating  the merits and risk of this
investment.

          7.3  Ability  to  Bear  Economic  Risk.  Director   acknowledges  that
investment  in  the  Restricted  Stock  involves  a high  degree  of  risk,  and
represents  that  he  is  able,  without  materially   impairing  his  financial
condition,  to hold the Restricted Stock for an indefinite period of time and to
suffer a complete loss of his investment.

          7.4 Further Assurances. Director agrees and covenants that at any time
and from time to time it will  promptly  execute and deliver to the Company such
further  instruments  and documents and take such further  action as the Company
may reasonably require in order to carry out the full intent and purpose of this
Agreement  and to  comply  with  state  or  federal  securities  laws  or  other
regulatory approvals.

     8. SECURITIES LAW AND OTHER  REGULATORY  COMPLIANCE.  Tungsten shall not be
obligated to issue any Restricted  Stock with respect to this  Agreement  unless
such shares are at that time effectively  registered or exempt from registration
under the  federal  securities  laws and the offer  and sale of the  shares  are
otherwise in compliance  with all applicable  securities  laws.  Director may be
required  to furnish  representations  or  undertakings  deemed  appropriate  by
Tungsten to enable the offer and sale of the shares or  subsequent  transfers of
any interest in such shares to comply with applicable securities laws. Evidences
of ownership of shares  acquired with respect to this  Agreement  shall bear any
legend  required  by, or useful for  purposes  of  compliance  with,  applicable
securities laws or this Agreement.

     9. RESTRICTED  SECURITIES.  Director  understands that the Restricted Stock
are  characterized as "restricted  securities" under the Securities Act inasmuch
as they are being  acquired  from the Company in a  transaction  not involving a
public  offering and that under the Securities  Act and  applicable  regulations
thereunder  such  securities  may  be  resold  without  registration  under  the
Securities  Act  only  in  certain  limited  circumstances.   Accordingly,   the
Restricted Stock, absent an effective registration  statement,  can only be sold
pursuant to an exemption from registration,  such as Rule 701 or Rule 144 of the
Securities Act. Director  understands that the Company is under no obligation to
register any of the securities sold hereunder.

     10. RESTRICTIVE LEGENDS AND STOP-TRANSFER ORDERS.

          10.1 Legends.  Director  understands  and agrees that the Company will
place the legends set forth below or similar legends on any stock certificate(s)
evidencing  the  Restricted  Stock,  together with any other legends that may be
required  by state  or  federal  securities  laws,  the  Company's  Articles  of
Incorporation or Bylaws, any other agreement between Director and the Company or
any agreement between Director and any third party:

          THE  SECURITIES   REPRESENTED  BY  THIS   CERTIFICATE  HAVE  NOT  BEEN
REGISTERED  UNDER THE SECURITIES  ACT OF 1933, AS AMENDED (THE "1933 ACT").  THE
SHARES REPRESENTED BY THIS CERTIFICATE HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT

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WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH
SALE OR DISPOSITION MAY BE EFFECTED WITHOUT AN EFFECTIVE  REGISTRATION STATEMENT
RELATED  THERETO OR AN OPINION OF COUNSEL  SATISFACTORY TO THE COMPANY THAT SUCH
REGISTRATION IS NOT REQUIRED UNDER THE 1933 ACT.

          10.2  Stop-Transfer  Instructions.  Director  agrees  that,  to ensure
compliance  with the  restrictions  imposed by this  Agreement,  the Company may
issue  appropriate  "stop-transfer"  instructions to its transfer agent, if any,
and if the  Company  transfers  its  own  securities,  it may  make  appropriate
notations to the same effect in its own records.

          10.3  Refusal to  Transfer.  The Company  will not be required  (i) to
transfer  on its books any  Restricted  Stock  that have been sold or  otherwise
transferred in violation of any of the provisions of this Agreement,  or (ii) to
treat as owner of such  Restricted  Stock, or to accord the right to vote or pay
dividends,  to any purchaser or other  transferee to whom such Restricted  Stock
have been so transferred.

     11. ATTORNEYS' FEES. In the event of any litigation,  arbitration, or other
proceeding arising out of this Agreement, the prevailing party shall be entitled
to an award of costs,  including an award of  reasonable  attorneys'  fees.  Any
judgment,  order,  or award  entered in any such  proceeding  shall  designate a
specific sum as an award of attorneys' fees and costs incurred.  This attorneys'
fee  provision is intended to be  severable  from the other  provisions  of this
Agreement,  shall survive any judgment or order entered in any  proceeding,  and
shall not be deemed merged into any such judgment or order, so that such further
fees and costs as may be incurred in the  enforcement of an award or judgment or
in defending it on appeal shall  likewise be  recoverable  by further order of a
court or panel or in a separate action as may be appropriate.

     12. MISCELLANEOUS PROVISIONS.

          12.1  Notice.  All  notices  to be given by either  party to the other
shall be in writing  and may be  transmitted  by  personal  delivery,  facsimile
transmission,  overnight  courier  or mail,  registered  or  certified,  postage
prepaid with return receipt requested; provided, however, that notices of change
of address or telex or  facsimile  number  shall be  effective  only upon actual
receipt  by the  other  party.  Notices  shall  be  delivered  at the  following
addresses, unless changed as provided for herein.

     To the Director: Joseph P. Galda
                      200 South Line Street, Apt. 206
                      Lansdale, Pennsylvania 19446

     To Tungsten:     Tungsten Corp.
                      1671 Southwest 105 Lane
                      Davie, Florida 33324

          12.2 Entire Agreement.  This Agreement constitutes the entire contract
between the  parties  hereto with  regard to the  subject  matter  hereof.  They
supersede any other agreements,  representations or understandings (whether oral
or written and whether  express or  implied)  that relate to the subject  matter
hereof.

          12.3 Severability;  Conflicts.  Should any provision of this Agreement
be held to be invalid or illegal, such illegality shall not invalidate the whole
of the Agreement, but, rather, the Agreement shall be construed as if it did not
contain the illegal part or narrowed to permit its  enforcement,  and the rights
and obligations of the parties shall be construed and enforced accordingly.

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          12.4 Choice of Law;  Venue.  This Agreement  shall be governed by, and
construed in accordance with, the laws of the State of Nevada,  as such laws are
applied to  contracts  entered  into and  performed  in such  state.  Any action
brought  in  connection  with this  Agreement  shall be  subject  the  exclusive
jurisdiction  of the state and federal courts sitting in Nevada in any action on
a claim  arising  out of,  under or in  connection  with this  Agreement  or the
transactions contemplated by this Agreement.

          12.5 Binding Effect. This Agreement shall inure to the benefit of, and
be binding upon, the parties hereto and their respective heirs,  executors,  and
successors.

          12.6  Counterparts.  This  Agreement  may be  executed  in one or more
counterparts,  each of which when taken  together  shall  constitute one and the
same instrument.

                            [Signature Page Follows]

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     IN WITNESS WHEREOF, this Restricted Stock Award Agreement has been executed
as of May 13, 2013.

Tungsten:

Tungsten Corp.


/s/ Guy Martin
--------------------------------------
Name: Guy Martin
Title: President and
       Chief Executive Officer

DIRECTOR:


/s/ Joseph P. Galda
--------------------------------------
JOSEPH P. GALDA

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                     Exhibit A to Restricted Stock Agreement

                               "CHANGE OF CONTROL"

The following are  definitions  of "Change of Control" and of various terms used
in the definition of "Change of Control".

"Change of Control" means the occurrence of any one or more of the following:

(i) Any Person  becomes  an  Acquiring  Person,  except as the result of (A) any
acquisition  of Voting  Securities  of the  Company  by the  Company  or (B) any
acquisition  of Voting  Securities of the Company  directly from the Company (as
authorized by the Board).

(ii)  Individuals  who  constitute  the Incumbent  Board cease for any reason to
constitute  at  least a  majority  of the  Board;  and  for  this  purpose,  any
individual  who becomes a member of the Board  after the date of this  Agreement
whose  election,  or nomination for election by holders of the Company's  Voting
Securities,  was approved by the vote of at least a majority of the  individuals
then  constituting  the  Incumbent  Board  shall be  considered  a member of the
Incumbent  Board  (except that any such  individual  whose  initial  election as
director  occurs as the  result of an actual  or  threatened  election  contest,
within the meaning of Rule 14a-11  under the  Exchange  Act, or other  actual or
threatened solicitation of proxies or consents by or on behalf of a Person other
than the Board shall not be so considered).

(iii)  The   consummation   of  a   reorganization,   merger,   share  exchange,
consolidation,  or sale or disposition of all or substantially all of the assets
of the Company unless,  in any case, the Persons who or which  Beneficially  Own
the  Voting  Securities  of the  Company  immediately  before  that  transaction
Beneficially Own, directly or indirectly,  immediately after the transaction, at
least 75% of the Voting  Securities of the Company or any other  corporation  or
other  entity   resulting  from  or  surviving  the  transaction   (including  a
corporation or other entity which, as the result of the transaction, owns all or
substantially  all of Voting  Securities of the Company or all or  substantially
all of the Company's assets,  either directly or indirectly  through one or more
subsidiaries) in substantially the same proportion as their respective ownership
of the Voting Securities of the Company immediately before that transaction.

(iv) The Company's shareholders approve a complete liquidation or dissolution of
the Company.

"Acquiring  Person"  means any Person  (other  than an  Excluded  Person) who or
which,  alone or together with all Affiliates and Associates of that Person,  is
the Beneficial Owner of 25% or more of the Voting Securities of the Company then
outstanding.

"Affiliate" and  "Associate"  have the respective  meanings  ascribed to them in
Rule 12b-2 under the Exchange Act.

"Beneficial  Owner"  means  beneficial  owner as defined in Rule 13d-3 under the
Exchange Act. ("Beneficially Owns" has the correlative meaning.) Any calculation
of the number of Voting Securities outstanding at any particular time, including
for purposes of determining the particular percentage of such outstanding Voting
Securities  of  which  any  Person  is the  Beneficial  Owner,  shall be made in
accordance with the last sentence of Rule 13d-3(d)(1)(i) under the Exchange Act.

"Board" means the Board of Directors of the Company.

"Company" means Tungsten Corp., a Nevada corporation.

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"Exchange Act" means the  Securities  Exchange Act of 1934, as amended from time
to time.

"Excluded Person" means:

(i)  Director  or any group  (within  the  meaning  of Section  13(d)(3)  of the
Exchange Act) of which  Director is a member;  (ii) any Person that controls (as
defined in Rule 12b-2 under the Exchange  Act) the Company as of the date of the
Agreement  or any  group of  which  any  such  Person  is a  member;  (iii)  any
employee-benefit  plan, or related trust, sponsored or maintained by the Company
or any of its subsidiaries,  or any trustee or other fiduciary thereof;  or (iv)
any corporation or other entity owned directly or indirectly by the shareholders
of the Company in  substantially  the same proportions as their ownership of the
Voting Securities of the Company.

"Incumbent  Board" means the members of the Board on the  effective  date of the
Agreement  (subject,  however,  to clause (ii) of the  definition  of "Change of
Control").

"Person" means any individual, firm, corporation, partnership, limited liability
company,  trust,  or  other  entity,  including  any  successor  (by  merger  or
otherwise) of such entity.

"Voting  Securities"  means  securities or other interests having by their terms
ordinary  voting  power  to  elect  members  of  the  board  of  directors  of a
corporation or individuals serving similar functions for a noncorporate entity.

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