Uranium Energy Corp.: Exhibit 10.20 - Filed by newsfilecorp.com





NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL
PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS
INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL
SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER.

MEMORANDUM OF REPLACEMENT IN-SITU
URANIUM, “SOLUTION MINING LEASE” 


	THE STATE OF TEXAS 	)( 
	COUNTY OF DUVAL 	)( 



     THIS AGREEMENT made effective the
14th day of January, 2005, by and between Zulema DeHoyos who is the
same person also known as Zulema DeHoyos Estrada, Individually and as Executrix
of the Estate of Zulema G. DeHoyos, Deceased, whose mailing address is 202 S.
Bexar Street, San Diego, Texas 78384, (hereinafter collectively referred to as
"Lessor") and South Texas Mining Venture, L.L.P., successor by merger to Everest
Resource Company, a Texas Corporation, whose mailing address is PO Box 2955,
Corpus Christi, Texas 78403 (hereinafter referred to as "Lessee"), do hereby
acknowledge and give notice that Lessor has entered into an Solution Mining
Lease with Lessee, covering the lands and premises situated in Duval County,
Texas, more fully described as follows: 

3100.64 acres of land, more or less,
subject to the mineral reservation reserved in the conveyance recorded in Volume
61, Pages 285-289 of the Deed Records of Duval County, Texas, and which lands
are located approximately 4 miles north from Benavides, Texas, and 12 miles S.
W. from San Diego, Texas, and being a portion of the tract of land known as the
Palangana Pasture in said Duval County, Texas, allotted to Mrs. Lizzie Singer
under the terms of the Last Will and Testament of Mrs. Anna Collins, Deceased,
and decree of the District Court of Nueces County, Texas, and being Share 4 of
Parcel F, First, and Parcel F, Second, and which decree is of record in Volume
Z, Page 314 et seq., of the Deed Records of Duval County, Texas, and described
by the metes and bounds contained therein. 

     It is expressly provided that
this Lease covers only the uranium, thorium, molybdenum, vanadium, and all other
fissionable materials, together with all minerals, metals, materials, elements,
compounds, solutions and mixtures which are necessarily produced in solution
with, and incidental to, the production of the above-named substances in and
under said lands above described. 

     Said Solution Mining Lease is
effective January 14, 2005 and provides for a primary term of five (5) years,
subject to all of the terms, conditions and provisions as set out in said
Solution Mining Lease. The original of such Solution Mining Lease is in the office of the Lessee, where it is open
to examination and investigation by interested parties during reasonable
business hours. 




     The Solution Mining Lease
replaces, supercedes and takes the place of that certain In-Situ Uranium Mining
Lease dated January 14, 2005, recorded in Volume 397 at Page 586 of the Official
Records of Duval County, Texas, and all the terms of this new lease shall be in
force and effect effective with recording the same of record in Duval County,
Texas. 

     This notice is given to place
every person on notice of the existence of said Solution Mining Lease, and all
of the terms, provisions and conditions thereof; and this notice is given in
lieu of filing the original of such Solution Mining Lease for record in Duval
County, Texas. 

EXECUTED IN DUPLICATE ORIGINALS this the 11th
day of July, 2008 

	LESSOR: 	 
	  	 
	 “Zulema
      DeHoyos” 	 
	Zulema DeHoyos Estrada, aka Zulema DeHoyos, 	 
	Individually and as Executrix of the 	 
	Estate of Zulema G. DeHoyos, Deceased 	 



	 	
      LESSEE: South Texas Mining Venture, L.L.P.
  

	 	
       
	
       

	 	
      By: 
	
      URN South Texas Project, Ltd, 

	 	
       
	
      Its General Partner 

	 	
      By: 
	
      “Dennis E. Stover” 

	 	
       
	
      Dennis E. Stover, President 

	 	
       
	
       

	 	
       
	
       

	 	
      By: 
	
      Everest Exploration, Inc. 

	 	
       
	
      Its General Partner 

	 	
      By: 
	
      “James T. Clark” 

	 	
      Name:
	
      James T. Clark 

	 	
      Title: 
	
      President 







ACKNOWLEDGMENTS 


	STATE OF TEXAS 
	COUNTY OF 



     This instrument was acknowledged
before me on this 11th day of June July, 2008, by
Zulema DeHoyos Estrada, aka Zulema DeHoyos, Individually and as Executrix of the
Estate of Zulema G. DeHoyos, Deceased. 

	 	
      “Evilia Casas” 

	 	Notary Public, State of Texas





	STATE OF 
	COUNTY OF 



     This instrument was acknowledged
before me on the 28th day of July, 2008, by Dennis E.
Stover, President of URN Texas GP, LLC, in its capacity as general
partner of URN South Texas Project, Ltd, in its capacity as general partner of
South Texas Mining Venture, L.L.P. a Texas limited partnership, on behalf of
said partnership.

	 	 “Kay M. Walker” 
	 	Notary Public, State of




	STATE OF TEXAS 
	COUNTY OF NUECES 


     This instrument was acknowledged
before me on the 18th day of July, 2008, by James T. Clark,
President of Everest Exploration, Inc., in its capacity as general
partner of South Texas Mining Venture, L.L.P. a Texas limited partnership, on
behalf of said partnership.

	 	 “Kathie Calderon” 
	 	Notary Public, State of Texas