SHARE PURCHASE AGREEMENT

         This Share Purchase Agreement  ("Agreement"),  dated as of November __,
2005, by and among Skye Blue Ventures, LLC ("Shareholder"), LD Acquisition LLC a
Delaware limited liability  company,  or its assigns  ("Buyer"),  and Denis Iler
("Guarantor"),  and for the certain  limited  purposes set forth herein  Michael
Littman, Esq.
("Escrow Agent")

                              W I T N E S S E T H:

         A.  WHEREAS,  Mountains West Exploration,  Inc. is a corporation duly
organized under the laws of the State of New Mexico ("MW").

         B.  WHEREAS,  Buyer wishes to purchase an  aggregate of 425,000  shares
(the "Purchase  Shares") of MW common stock, no par value ("Common Stock"),  and
Shareholder wishes to sell the Purchase Shares to Buyer.

         C. WHEREAS,  Guarantor is the beneficial  owner of the majority  member
and the sole manager of  Shareholder  and wishes to guaranty the  obligations of
Shareholder  hereunder,  and such  guaranty  is a material  inducement  to Buyer
entering into this Agreement.

         NOW, THEREFORE, it is agreed among the parties as follows:

Article I

                                The Consideration

                  Subject  to  the  terms  and   conditions  set  forth  herein,
Shareholder shall sell to Buyer and Buyer shall purchase an aggregate of 425,000
shares of Common Stock from Shareholder. The purchase price for the shares to be
paid by Buyer to Shareholder is $230,000.00 (the "Consideration") which shall be
paid at closing by a wire transfer or  transmittal  of a cashier's  check to the
escrow account for this transaction  maintained by the Escrow Agent (the "Escrow
Account").

                                   Article II

                                     Closing

2.1 The Purchase Shares shall be delivered to Buyer duly issued,  fully paid and
non-assessable  by depositing same with Escrow Agent for delivery to Buyer, upon
receipt of the  Consideration,  and satisfaction of a) procedures in Article IV,
and b) the conditions precedent in Article V.

2.2 The closing of the transactions contemplated hereunder shall be completed by
delivery to Escrow Agent of the requisite closing  documents and  Consideration,
and  delivery  of the share  certificate(s)  to the Escrow  Agent,  on or before
November __, 2005 at 5:00 p.m. PST ("Closing  Date") subject to  satisfaction of
the terms and conditions set forth herein. The Consideration may be delivered by
Federal Express or wire transfers, and any closing documents may be delivered by
facsimile, Federal Express or other appropriate means.



<PAGE>





                                  Article III

                    Representations, Warranties and Covenants

         Each  of  Shareholder  and  Guarantor   hereby  jointly  and  severally
represents,  warrants and covenants to Buyer and agrees to those items specified
below,  and Escrow Agent jointly and severally  represents and warrants to Buyer
(to the extent specifically referencing Escrow Agent), each as follows:

3.1 MW is a corporation  duly organized,  validly  existing and in good standing
under  the laws of the  State of New  Mexico,  and has the  corporate  power and
authority to own or lease its  properties  and to carry on its business as it is
now being  conducted.  MW has no active  business  operations or employees.  The
Articles of Incorporation of MW, as amended (the "Articles"),  and the Bylaws of
MW, as amended (the "Bylaws"),  are complete and accurate,  and the minute books
of MW, copies of which have also been made available to Buyer, contain a record,
which is complete and accurate in all material respects, of all meetings and all
corporate actions of the shareholders and Board of Directors of MW. Schedule 3.1
hereto  contains true,  complete and accurate copies of the Articles and Bylaws,
certified by the manager or managing member of the Shareholder.

3.2 The  authorized  capital stock of MW consists of 50,000,000  shares,  all of
which are designated Common Stock. MW has no preferred stock authorized,  issued
or  outstanding.  There are  1,000,018  shares of Common  Stock of MW issued and
outstanding.   All  such   shares  of  MW  are  validly   issued,   fully  paid,
non-assessable  and free of preemptive  rights.  MW has no outstanding  options,
warrants,  or other rights to purchase,  or  subscribe  to, or other  securities
convertible  into or  exchangeable  for any  shares of  capital  stock of MW, or
contracts or arrangements of any kind relating to the issuance, sale or transfer
of any capital stock or other equity  securities  of MW. All of the  outstanding
shares of capital stock of MW have been offered,  issued,  sold and delivered in
compliance  with applicable  federal and state  securities laws and none of such
securities were, at the time of issuance,  subject to preemptive rights. None of
such issued and outstanding  shares is the subject of any voting trust agreement
relating to the voting  thereof or  restricting  in any way the sale or transfer
thereof.

3.3  Shareholder  has good and valid title to the Purchase Shares and shall sell
the Purchase  Shares free and clear of any lien,  pledge,  security  interest or
other  encumbrance,  and the Buyer  will  acquire  good and  valid  title to the
Purchase Shares, free and clear of any lien, pledge,  security interest or other
encumbrance.  None of the  Purchase  Shares are the subject of any voting  trust
agreement or other  agreement  relating to the voting  thereof or restricting in
any way the sale or transfer  thereof.  The  Purchase  Shares are  Shareholder's
and/or Guarantor's (and their respective affiliates) only interests in MW.

3.4 MW does not own nor has it owned,  in the last three years,  any outstanding
shares of capital  stock or other  equity  interests of any  partnership,  joint
venture, trust, corporation, limited liability company or other entity and there
are no obligations of MW to repurchase,  redeem or otherwise acquire any capital
stock or equity interest of another entity.



<PAGE>





3.5 This Agreement has been duly  authorized,  validly executed and delivered on
behalf of  Shareholder,  Guarantor  and Escrow  Agent and is a valid and binding
agreement and obligation of Shareholder, Guarantor and Escrow Agent, enforceable
against the parties in  accordance  with its terms,  subject to  limitations  on
enforcement  by general  principles  of equity and by  bankruptcy  or other laws
affecting  the  enforcement  of  creditors'  rights   generally,   and  each  of
Shareholder,  Guarantor and Escrow Agent has complete and unrestricted  power to
enter into and, upon the appropriate approvals as required by law, to consummate
the transactions contemplated by this Agreement.

3.6 Neither the making of, nor the compliance  with, the terms and provisions of
this  Agreement and  consummation  of the  transactions  contemplated  herein by
Shareholder  will  conflict  with or  result  in a breach  or  violation  of the
articles of  organization,  operating  agreement or other governing  document of
Shareholder  or MW, or of any  provisions of any  indenture,  mortgage,  deed of
trust or other agreement or instrument to which Shareholder or MW is a party, or
of  any  provision  of any  law,  statute,  rule,  regulation,  or any  existing
applicable decree,  judgment or order by any court,  federal or state regulatory
body, administrative agency, or other governmental body having jurisdiction over
Shareholder  or MW, or any of their  respective  properties  or assets,  or will
result in the creation or imposition of any lien, charge or encumbrance upon any
property or assets of MW or  Shareholder  pursuant to the terms of any agreement
or  instrument  to  which  MW  or  Shareholder  is a  party  or by  which  MW or
Shareholder  may be bound or to which any of  property of MW or  Shareholder  is
subject and no event has occurred  with which lapse of time or action by a third
party could result in a breach or violation of or default by MW or Shareholder.

3.7 There is no claim, legal action, arbitration,  governmental investigation or
other legal or administrative  proceeding,  nor any order, decree or judgment in
progress, pending or in effect, or to the best knowledge of MW, the Shareholder,
Guarantor or Escrow Agent threatened  against or relating to MW or affecting any
of its  assets,  properties,  business  or  capital  stock  or with  respect  to
Shareholder's  or  Guarantor's  interests in MW. There is no  continuing  order,
injunction or decree of any court, arbitrator or governmental authority to which
MW is a party or by which MW or its  assets,  properties,  business  or  capital
stock are bound.

3.8 Each of  Shareholder,  Guarantor and Escrow Agent represent and warrant that
MW has truly,  completely and accurately  prepared and filed all federal,  state
and other tax returns required by law, domestic and foreign,  to be filed by it,
has paid or made  provisions for the payment of all taxes due and all additional
assessments,  and  adequate  provisions  have  been  and  are  reflected  in the
financial  statements  of MW for all current taxes and other charges to which MW
is subject  and which are not  currently  due and  payable.  None of the Federal
income tax returns of MW have been  audited by the Internal  Revenue  Service or
other foreign governmental tax agency. Each of MW, Shareholder, and Escrow Agent
has no knowledge of any  additional  assessments,  adjustments or contingent tax
liability  (whether  federal or state) pending or threatened  against MW for any
period, nor of any basis for any such assessment, adjustment or contingency.



<PAGE>





3.9 MW has delivered to Buyer audited  financial  statements  dated December 31,
2004, and unaudited interim financial statements for September 30, 2005. Each of
MW and Shareholder and Escrow Agent represent and warrant that such  statements,
herein sometimes called "MW Financial  Statements",  are complete and correct in
all  material   respects  and,  together  with  the  notes  to  these  financial
statements,  present fairly and completely the financial position and results of
operations of MW for the periods indicated.  All financial statements of MW have
been prepared in accordance with generally accepted accounting principles.

3.10  As of the  date  hereof,  each  of MW and  Shareholder  and  Escrow  Agent
represent and warrant that all outstanding indebtedness of MW is as shown on the
financial  statements  (except for such  additional  liabilities  payable as set
forth on Schedule 3.10) and all such scheduled indebtedness,  if any, which will
be the sole  responsibility  of MW and  shall be paid in full by MW at or before
the closing.  In addition,  at the closing,  MW shall  provide  updated  interim
financial  statements as of the Closing Date specifying all accrued  liabilities
of MW through such date  (including  legal fees of Escrow  Agent  related to the
transactions through the Closing Date).

3.11 Since the respective dates of the MW Financial  Statements,  there have not
been any material  adverse  changes in the  business or condition or  prospects,
financial or otherwise, of MW. MW does not have any liabilities,  commitments or
obligations, secured or unsecured except as shown on updated financials (whether
accrued,  absolute,  contingent or otherwise) or accrued expenses related to the
transactions contemplated by this Agreement.

3.12 MW is not a party to any  contract  performable  in the  future.  MW is not
liable on or party to any existing contract or subject to any existing contract,
except its Transfer Agent  Agreement  which contains no material  obligations of
the Company.  MW shall not enter into any contract from the date hereof  through
the Closing Date without the prior written consent of Buyer.

3.13 The  representations  and warranties of the MW and  Shareholder  and Escrow
Agent set forth  herein  shall be true and correct as of the date hereof and the
Closing Date.

3.14 MW shall  deliver  to Buyer  all of its  corporate  books  and  records  at
closing.

3.15 MW has no  employee  benefit  plan in effect at this time (nor any  accrued
liability  related to any former plan), and no open benefits or stock options or
warrants are outstanding as of date hereof and it is not now, nor ever has been,
part of a controlled group contributing to any defined  contribution plan and is
not, nor never has been, a party to any collective bargaining agreement or other
employment contracts.



<PAGE>





3.16 No representation or warranty by Shareholder,  Guarantor or Escrow Agent in
this Agreement,  or any certificate,  report or certificate  delivered  pursuant
hereto or in connection with the transactions  contemplated  hereby contains any
untrue  statement  of a  material  fact or  omits  to state  any  material  fact
necessary to make such  representation  or warranty not  misleading  or omits or
will omit to state a material fact necessary in order to provide Buyer with full
and  proper  information  as  to  the  business,  financial  condition,  assets,
liabilities, results of operation or prospects of MW.

3.17 Buyer has  received a copy of MW's most recent Form 10KSB as filed with the
Securities and Exchange  Commission  ("SEC") which includes  audits for the year
ended December 31, 2004 and each of its other reports filed with the SEC through
the period ended  September  30,  2005.  MW is a  registered  company  under the
Securities Exchange Act of 1934, as amended.

3.18 Each of Shareholder and the Company represent and warrant that MW has filed
all reports  required to be filed by it under,  and is in compliance  with,  the
Securities  Exchange Act of 1934, as amended (the "Federal Securities Laws"). No
such reports,  or any reports contained any untrue statement of material fact or
omitted to state any material fact required to be stated therein or necessary to
make the statements in such report,  in light of the  circumstances  under which
they were made, not misleading.  Following the closing,  Shareholder  shall make
all  necessary  filings  related  to  the  transaction  contemplated  hereby  in
accordance with applicable Federal Securities Laws.

3.19 The Buyer has not received any general  solicitation or general advertising
regarding the shares of MW's Common Stock.

3.20 MW has no Liabilities except as shown on the financial statements and those
fees incurred in this transaction  which shall be paid at or prior to closing by
MW.  "Liabilities"  shall mean any direct or indirect  indebtedness,  liability,
claim, loss, damage, deficiency, obligation or responsibility, known or unknown,
fixed or unfixed,  choate or inchoate,  liquidated or  unliquidated,  secured or
unsecured,  accrued,  absolute,  contingent  or  otherwise,  including,  without
limitation,  liabilities  on account  of taxes,  other  governmental  charges or
litigation,  whether  or not of a kind  required  by GAAP to be set  forth  on a
financial statement.

3.21 Each of MW, Shareholder,  and Escrow Agent represent and warrant that there
have been no material  changes,  debts, or liabilities  incurred by MW since the
date of 10QSB for September 30, 2005, or since then to date hereof, except legal
and  accounting  fees for such  10QSB  filing  and the legal  fees  incurred  in
connection with this transaction.

3.22 Buyer will receive a good standing certificate from the State of New Mexico
and an updated list of the Company's  shareholders (the "Shareholders  List") at
the time of closing.

3.23     There are presently two (2) directors of MW and no director nominees.

3.24 MW does  not own any fee  simple  interest  in real  property.  MW does not
lease, sublease, or have any other contractual interest in any real property.



<PAGE>





3.25 MW is not a party to any guaranty, and no person is a party to any guaranty
for the benefit of MW.

3.26 None of the  property  used by MW presently or in the past has been used to
manufacture,  treat,  store,  or dispose  of any  hazardous  substance  and such
property is free of all such  substances such that the condition of the property
is in compliance  with applicable  environmental  laws. MW is in compliance with
all  environmental  law  applicable  to MW or its  business  and has received no
notice of any noncompliance with such laws.



                                   Article IV

                              Procedure for Closing

4.1 At the Closing Date, upon satisfaction of all conditions precedent set forth
in Article V, the purchase and sale contemplated  hereby shall be consummated by
shareholder's  delivery  Common Stock  certificates  for the Purchase  Shares to
Escrow Agent,  together with appropriate  stock powers,  and Buyer's delivery of
the  Consideration  to Escrow Agent,  together with delivery of all other items,
agreements, warranties, and representations set forth in this Agreement.

4.2 Escrow Agent for  transaction is Michael A. Littman  Attorney,  7609 Ralston
Road, Arvada, CO 80002.

                                   Article V

            Conditions Precedent to the Consummation of the Purchase

         The  following  are  conditions  precedent to the  consummation  of the
Agreement on or before the Closing Date:

5.1  Shareholder,  Guarantor,  Escrow Agent and Buyer shall have  performed  and
complied  with all of their  respective  obligations  hereunder  which are to be
complied with or performed on or before the Closing Date.

5.2 No action,  suit or proceeding shall have been instituted or shall have been
threatened  before  any  court  or  other  governmental  body  or by any  public
authority to restrain,  enjoin or prohibit the transactions contemplated herein,
or which might subject any of the parties hereto or their  directors or officers
to any material liability,  fine,  forfeiture or penalty on the grounds that the
transactions  contemplated  hereby,  the parties  hereto or their  directors  or
officers, have violated any applicable law or regulation or have otherwise acted
improperly in connection  with the  transactions  contemplated  hereby,  and the
parties  hereto  have been  advised  by  counsel  that,  in the  opinion of such
counsel,  such action, suit or proceeding raises substantial questions of law or
fact which could  reasonably  be decided  adversely  to any party  hereto or its
directors or officers.



<PAGE>





5.3 The representations and warranties made by Shareholder, Guarantor and Escrow
Agent  in this  Agreement  shall  be true as  though  such  representations  and
warranties had been made or given on and as of the Closing Date.

5.4  Shareholder  shall provide  written proof,  together with names and contact
numbers for verification by Buyer, that all of the accrued,  unpaid  obligations
of MW through the Closing Date have either been satisfied in full or are capable
of being satisfied in full, including but not limited to the following:

(i)      all  accounts  payable and loans  outstanding  as evidenced in the Form
         10QSB for the period ended  September  30, 2005 and as set forth on the
         Closing Date financial statements; and

(ii)     all obligations of MW through  closing to each of  Shareholder,  Escrow
         Agent, Jaspers & Hall LLC, and the transfer agent of MW, American Stock
         Transfer.

5.5 Shareholder's counsel shall deliver an opinion in form reasonably acceptable
to Buyer and its counsel.



                                   Article VI

                           Termination and Abandonment

6.1 Anything  contained in this Agreement to the contrary  notwithstanding,  the
Agreement may be terminated and abandoned at any time prior to or on the Closing
Date:

(a)      By mutual consent of parties;

(b) By Shareholder or Buyer, if any condition set forth in Article V relating to
the other  party  has not been met or has not been  waived by the party to whose
benefit the condition runs;

(c) By Shareholder or Buyer, if any suit,  action,  or other proceeding shall be
pending or threatened by the federal or a state  government  before any court or
governmental agency, in which it is sought to restrain,  prohibit,  or otherwise
affect the consummation of the transactions contemplated hereby;

(d) By  Shareholder  or  Buyer,  if  there is  discovered  any  material  error,
misstatement or omission in the representations and warranties of another party;

(e) By Shareholder,  if the closing does not occur, through no failure to act by
Shareholder, on the Closing Date, or if Buyer fails to deliver the Consideration
required herein; or



<PAGE>





     (f) By Buyer, if Shareholder  fails to take all actions necessary to effect
the closing by the Closing Date.

6.2 Any of the terms or conditions  of this  Agreement may be waived at any time
by the party which is entitled to the benefit  thereof,  by action  taken by its
respective board of directors or managers;  provided,  however, that such action
shall be taken only if, in the judgment of such respective board of directors or
managers  taking the  action,  such waiver  will not have a  materially  adverse
effect on the benefits  intended  under this Agreement to the party waiving such
term or condition.

                                  Article VII

             Continuing Representations and Warranties and Covenants

7.1 The  respective  representations,  warranties,  and covenants of the parties
hereto and the  covenants  and  agreements  of the parties  hereto shall survive
after the closing for a period of two (2) years.

7.2  There  are no  representations  whatsoever  about any  matter  relating  to
Shareholder  or the  Purchase  Shares,  except as is  contained  in the  express
language of this Agreement.

7.3 Shareholder and Guarantor  jointly and severally agree to indemnify,  defend
and  hold  harmless  Buyer  from  and  against  any  and  all  demands,  claims,
complaints,  actions or causes of action,  suits,  proceedings,  investigations,
arbitrations,  assessments,  losses, damages,  liabilities,  costs and expenses,
including,  but not limited to,  interest,  penalties and reasonable  attorneys'
fees and disbursements ("Losses"), asserted against, imposed upon or incurred by
Buyer or MW  directly  or  indirectly,  by reason of or  resulting  from (a) any
misrepresentation   or  breach  of  the   representations   and   warranties  of
Shareholder,  or Guarantor or Escrow Agent contained in or made pursuant to this
Agreement; (b) any noncompliance by Shareholder,  Guarantor or Escrow Agent with
any covenants,  agreements or undertakings  of Guarantor,  Shareholder or Escrow
Agent contained in this Agreement or made pursuant to any agreement contemplated
by this Agreement and to which any of Shareholder,  Guarantor or Escrow Agent is
a party; (c) any claims by third parties against the Purchase Shares arising out
of or relating  to any  transaction  on or prior to the Closing  Date or (d) any
action  or  inaction  on or  prior  to the  Closing  Date or any  state of facts
existing on or prior to the Closing Date.

7.4 Escrow Agent agrees to indemnify,  defend and hold  harmless  Buyer from and
against any and all Losses, asserted against,  imposed upon or incurred by Buyer
or  MW   directly  or   indirectly,   by  reason  of  or   resulting   from  any
misrepresentation  or breach of the  representations  and  warranties  of Escrow
Agent contained in or made pursuant to this Agreement.



<PAGE>





                                  Article VIII

                                  Miscellaneous

8.1 This Agreement embodies the entire agreement between the parties,  and there
have been and are no agreements, representations or warranties among the parties
other than those set forth herein or those provided for herein.

8.2 To facilitate the execution of this  Agreement,  any number of  counterparts
hereof  may be  executed,  and each  such  counterpart  shall be deemed to be an
original instrument, but all such counterparts together shall constitute but one
instrument.

8.3 All  parties  to  this  Agreement  agree  that if it  becomes  necessary  or
desirable to execute further instruments or to make such other assurances as are
deemed  necessary,  the party  requested to do so will use its  reasonable  best
efforts to provide  such  executed  instruments  or do all things  necessary  or
proper to carry out the purpose of this Agreement.

8.4 This Agreement may not be amended except by written consent of all parties.

8.5 Any  notices,  requests,  or  other  communications  required  or  permitted
hereunder shall be delivered  personally or sent by overnight  courier  service,
prepaid, addressed as follows:

                  If to Shareholder or Guarantor:   c/o Michael A. Littman, Esq.
                                                        7609 Ralston Road
                                                        Arvada, CO  80002
                                       Attention:       Michael A. Littman
                                       Facsimile:        (303) 422-8127

                 If to Buyer:                       c/o LD Acquisition LLC

or such other  addresses as shall be furnished in writing by any party,  and any
such notice or  communication  shall be deemed to have been given as of the date
received.

8.6 No  press  release  or  public  statement  will be  issued  relating  to the
transactions  contemplated by this Agreement without prior approval of the Buyer
and Shareholder.

8.7 This  Agreement  shall be governed by and construed in  accordance  with and
enforced  under the laws of the state of Delaware  applicable to all  agreements
made hereunder.  Venue and jurisdiction for any legal actions hereunder shall be
District Court in and for Newcastle County, Delaware.



<PAGE>





8.8 In  connection  with this  Agreement,  the Buyer has  appointed  Michael  A.
Littman,  Esq. as its Escrow  Agent to do the  following  upon receipt by Escrow
Agent of a signed  certificate from Buyer and from  Shareholder  certifying that
all conditions precedent to closing have been satisfied in full:

     (a)  Transmit the  Consideration  of  $230,000.00  to  Shareholder  for the
          Purchase Shares;

     (b)  Accept the Common Stock  certificates of Shareholder  with duly signed
          and guaranteed  signatures for the Purchase Shares,  together with the
          appropriate  stock  powers and record such  transfer of the  corporate
          records;

     (c)  Transmit by Federal  Express the stock  certificates to Buyer pursuant
          to its instruction at the notice address set forth above;

     (d)  In the event of default in delivery of cash or certificates by a party
          under this Agreement, any cash or certificates received from the other
          party shall be returned to the remitting party three (3) business days
          after demand by the remitting party; and

     (e)  Escrow Agent is specifically  indemnified and held harmless hereby for
          his actions or inactions in following these instructions. In the event
          of a dispute involving the escrow instructions or the Consideration to
          be delivered in escrow,  the Escrow Agent is authorized to implead the
          Consideration  received  into the District  Court of Jefferson  County
          Colorado  upon ten (10) days' written  notice,  and be relieved of any
          further escrow duties thereupon.  Any and all costs of attorneys' fees
          and legal  actions  of  Escrow  Agent for any  dispute  resolution  or
          impleader  action shall be paid in equal shares by the parties to this
          Agreement.

8.9 Buyer  reserves  the  right to  assign  any of its  rights  and  obligations
hereunder to an affiliate.

8.10 Guarantor hereby unconditionally, absolutely and irrevocably guarantees the
full and punctual  payment and  performance  when due,  whether by  declaration,
acceleration,  demand, or otherwise, of the Shareholder, MW or Escrow Agent. The
liability  of  Guarantor  under  this  Section  8.10 is  irrevocable,  absolute,
independent and  unconditional  and is exclusive and independent of any security
for or other, and the liability of Guarantor  hereunder shall not be affected or
impaired by any circumstances or occurrence whatsoever.

            [the remainder of this page is intentionally left blank]



<PAGE>



         IN WITNESS WHEREOF, the parties have executed this Agreement this _____
day of November, 2005.

                               SHAREHOLDER:
                               Skye Blue Ventures, LLC

                                             By:_______________________________
                                             Its:____________________________


                               BUYER:

                                LD Acquisition LLC, a Delaware limited liability


                                                   GUARANTOR:

                                              ----------------------------------
                                               Denis Iler

                                                  ESCROW AGENT:

                                              ----------------------------------
                                                 Michael Littman, Esq.