MINERAL
      CLAIM OPTION AGREEMENT

    


    THIS
      AGREEMENT
      made the
      13th day of March, 2007

    


    BETWEEN:

    


    


    Lodestar
      Mining Inc.,
      a
      corporation incorporated pursuant to the laws of the State of Delaware, having
      its principal business address at 

    


    253
      South
      Limestone Street

    Lexington,
      KY 40508

    


    (hereinafter
      called "Lodestar")

     

    -
      and
      -

    


    Claim
      Lake Nickel Inc. ,
      a
      corporation incorporated pursuant to the laws of the Province of Ontario, having
      its principal business address at 408 Bay St, Orillia, Ontario, Canada, L3V
      3X4.

    


    (hereinafter
      called “Owner”)

    


    RECITALS:

    


    WHEREAS
      

    


    Owner
      owns certain Mineral Dispositions (as hereinafter defined) located
      in

    Zavitz
      Twp. Lodestar is interested in acquiring a ten percent (10%) legal and
      beneficial interest in such Mineral Dispositions (as hereinafter
      defined).

    


    Owner
      is
      prepared to grant Lodestar an option to acquire a ten percent (10%) legal and
      beneficial interest in such Mineral Dispositions, all on and subject to the
      terms and conditions hereinafter set forth.

    


    NOW
      THEREFORE,
      in
      consideration of the premises and the mutual obligations hereinafter described,
      and intending to be legally bound, the parties agree as follows:

    


    
      
         

      

      
         

        
          

        

      

      
         

      

    

    


    ARTICLE
      I INTERPRETATION AND DEFINITIONS

    


    Section
      1.01 Definitions

    As
      used
      in this Agreement, the following words and phrases have the following
      meanings:

    


    (a) “Encumbrances”
means
      any and all liens, charges, mortgages, security interests, royalties and rights
      of others;

    


    (b) "Force
      Majeure"
      means
      any event beyond a party's reasonable control including laws which prohibit
      a
      party's ability to comply with its obligations; action or inaction of civil
      or
      military authority; war, mining casualty; damage to or destruction of mine,
      plant or facility; fire; explosion; power shortage, flood; insurrection; riot;
      labor disputes; inability to obtain machinery or labor or supplies, litigation,
      governmental regulations, actions by aboriginal peoples or environmentalists
      and
      acts of God or the Queen’s enemies, but does not include a party's inability
      to make any payments required under this Agreement;

    


    (c) “Mineral
      Dispositions"
      means
      the claim units listed in Schedule "A" to this Agreement which were granted
      by
      the Government of Ontario and any mineral claims or other mineral interests
      in
      substitution for or replacement of such claim units in whole or in part obtained
      by Owner at any time during the Option Period;

    


    and

    


    (e) "Option
      Payments"
      has the
      meaning given that term by Section 2.01 abandonment or termination of the Option
      in accordance with the terms and conditions of this Agreement.

    


    (f) "Option
      Period"
      means
      the period of time from the Effective Date to the exercise,

    


    (d) "Option" has
      the
      meaning given that term by Section 2.01;

     

    Section
      1.02 Schedule

    The
      following schedule is attached to and forms part of this Agreement: (a) Schedule
      "A" - List of Mineral Dispositions 

     

    Section
      1.03 Entire
      Agreement

    This
      Agreement and the attached schedules and all properly executed amendments are
      hereinafter collectively referred to as this Agreement. This Agreement
      constitutes the entire agreement between the parties and supersedes all previous
      agreements and undertakings relating to the subject matter hereof. The parties
      acknowledge that there are no agreements, undertakings, representations,
      warranties or conditions collateral to this Agreement except as specifically
      stated otherwise in this Agreement.

    


    
      
         

      

      
        2

        
          

        

      

      
         

      

    

    Section
      1.04 Caption
      and Headings

    The
      division of this Agreement into articles and sections and the insertion of
      headings is for convenience of reference only and shall not affect the
      interpretation of this Agreement. Any reference to a section or article shall
      be
      a reference to a section or article of this Agreement unless specifically stated
      otherwise.

    


    Section
      1.05  Extended
      Meanings

    In
      this
      Agreement, where the context so requires or permits, the masculine gender shall
      include the feminine and neuter genders, the plural shall include the singular
      and vice versa, and the words "person" and "persons" shall include corporations,
      partnerships, and all other entities of whatever description.

     

    Section
      1.06 Currency

    In
      this
      Agreement all statements of and references to dollar amounts shall mean Canadian
      dollars.

     

    Section
      1.07 Governing
      Law 

    This
      Agreement shall be interpreted in accordance with the laws of the province
      of
      Ontario and the federal laws of Canada as applicable therein.

     

    Section
      1.08 Severability

    If
      any
      provision of this Agreement is found invalid, illegal, or incapable of
      enforcement by any Court of competent jurisdiction, such provision shall
      continue to be enforceable to the extent permitted by such Court against any
      person(s) and in any circumstance(s) other than those to whom it has been found
      invalid, illegal or incapable of enforcement.

    


    Section
      1.09 Amendments

    No
      amendments to this Agreement shall be of any force and effect unless executed
      in
      writing by all the parties to this Agreement.

    


    


    
      
         

      

      
        3

        
          

        

      

      
         

      

    

    ARTICLE
      II GRANT AND EXERCISE OF OPTION

    


    


    Section
      2.01 Option

    Owner
      grants Lodestar a sole, exclusive, immediate and irrevocable option (the
      "Option")
      to
      acquire a ten percent (10%) legal and beneficial interest in the Mineral
      Dispositions free and clear of any and all Encumbrances by:

    


    (a) Making
      the following payment in Canadian dollars within the following time frames
      (the
“Option
      Payment”)
      to
      Owner:

    


    
      	
              (i) as
                of the Effective Date

            	 	
              $

            	
              5,000.00

            	 
	 	 	 	 	 
	 	 	 	 	 


    

    (b) At
      Lodestar’s sole discretion, Lodestar may exercise the Option by making
      exploration and development expenditures in relation to the Mineral Dispositions
      in accordance with the following
      schedule as stated in Canadian dollars in the aggregate:

    


    
      	
              (i) by
                the first anniversary date the Effective Date

            	 	
              $

            	
              50,000.00

            	 
	
              (i) by
                the second anniversary of the Effective Date

            	 	
              $

            	
              75,000.00

            	 
	
              (iii)by
                the third anniversary of the Effective Date

            	 	
              $

            	
              100,000.00

            	 


    

     

    Lodestar
      may accelerate its expenditures on the Mineral Dispositions and these
      expenditures shall then be credited toward subsequent anniversary work
      commitments as set forth above.

    


    Lodestar's
      exploration and development expenditures shall include an administrative fee
      equal to fifteen percent (15%) of all direct costs incurred by Lodestar in
      conducting exploration and development including, but without limitation,
      salaries and benefits. Any amounts expended by Sage in excess of any year's
      minimum expenditure obligations may be applied, in Lodestar's discretion, to
      the
      scheduled minimum expenditure requirements for future years. Notwithstanding
      anything herein contained and in addition to any other rights Lodestar may
      have
      under the circumstances, if exploration and development work intended to be
      conducted on or for the benefit of the Mineral Dispositions is mistakenly
      conducted outside the boundaries of the Mineral Dispositions as a consequence
      of
      it being subsequently discovered or determined by survey or otherwise that
      the
      boundaries of the Mineral are not located where the parties understood them
      to
      be on the Effective Date, such exploration and development work shall constitute
      expenditures hereunder and Lodestar shall suffer no forfeiture with respect
      to
      any interest to be earned hereunder.

    


    
      
         

      

      
        4

        
          

        

      

      
         

      

    

    Section
      2.02  Exercise
      of Option

    The
      Option shall be automatically exercised upon Lodestar making the Option Payment
      and satisfying all the obligations set forth in Section 2.01. Upon exercise
      of
      the Option in accordance with this Section, this Agreement shall become an
      agreement for the transfer and assignment by Owner to Lodestar of a 10 percent
      (10%) legal and beneficial interest in and to the Mineral Dispositions, free
      and
      clear of any and all Encumbrances save as set forth in Article III.

    


    Section
      2.03 No
      Partial Interest

    If
      Lodestar fails to exercise the Option, it shall not be entitled to a partial
      interest in the Mineral Dispositions of any description.

    


    Section
      2.04 Additional
      Claims

    Any
      claims, patented, leased or unpatented acquired after the Effective Date by
      the
      Owner or Lodestar within two kilometers of the claims listed in Schedule “A”
shall become part of this Agreement and Schedule “A” of his Agreement shall be
      periodically updated. 

    


    Section
      2.05 Title

    Immediately
      following execution of this Agreement and in any event, on or before the
      Effective Date, Owner will provide Lodestar with executed transfers of a ten
      percent (10.00%) legal and beneficial interest in the Mineral Dispositions
      in
      registerable or recordable form. Such transfers shall be held in trust by
      Lodestar and if this Agreement is terminated without Lodestar exercising the
      Option such transfers shall be returned to Owner unused. If Lodestar exercises
      the Option, it shall be entitled to register such transfers. During the Option
      Period Lodestar shall be entitled to make such registrations as it considers
      appropriate to indicate that it has an interest in the Mineral Dispositions
      pursuant to this Agreement.

    


    Section
      2.06  Default

    If
      Lodestar fails to meet any option payments and/or advance royalty payments
      as
      set forth herein, it will have 60 days from the date of notification by Owner
      of
      such default (that notification to be sent by registered mail) to make the
      payment. If payment is not received, the option granted herein shall be at
      an
      end and Lodestar will return all transfers held, or transfer the Mineral
      Dispositions to Owner leaving the Mineral Dispositions with a minimum of two
      years of assessment credits. Lodestar will have no other right to the Mineral
      Dispositions and shall retain no interest therein and shall have no further
      or
      other liabilities or obligations pursuant to this Agreement.

    


    
      
         

      

      
        5

        
          

        

      

      
         

      

    

    Owner
      agrees that it will be liable to Lodestar for all damages incurred as a result
      of the Owner’s failure to perform its obligations or makes any
      misrepresentations. Owner will be liable to Lodestar for all direct, indirect,
      special, incidental or consequential damages, including lost income and lost
      revenue. 

    


    ARTICLE
      IV OWNER'S REPRESENTATIONS AND WARRANTIES

    


    Section
      4.01 Representations
      and Warranties

    Owner
      represents and warrants to and in favor of Lodestar as follows and acknowledges
      and agrees that Lodestar is relying upon the representations and warranties
      herein contained in entering into this Agreement:

    


    
      	
              (a)

            	
              The
                execution of this Agreement and the compliance with its provisions
                by
                Owner does not breach or contravene any provision of any license,
                permit,
                agreement or privilege of Owner pursuant to which consent necessary
                or
                which has not been obtained;

            


    

    


    
      	
              (b)

            	
              The
                location of each of the Mineral Dispositions upon the ground conforms
                to
                the description appearing on records in the appropriate recording
                office,
                and the Mineral Dispositions were properly located according to the
                laws
                of Ontario and will be in good standing for at least ninety (90)
                days
                after the execution and delivery of this
                Agreement;

            


    

    


    
      	
              (c)

            	
              There
                are no reclamation liabilities in connection with the Mineral dispositions
                and, in particular, there are no obligations to monitor or clean
                up any
                pre-existing mine sites or mine waste dumps;


            


    

    


    
      	
              (d)

            	
              Owner
                is, and at the time of transfer to Lodestar, Owner will be, the recorded
                holder and beneficial owner of all of the mineral claims comprising
                the
                Property free and clear of all encumbrances, liens, charges and claims
                of
                other, and no taxes or rentals are due in respect of any thereof.
                Upon
                exercise of the Option by Lodestar, Lodestar will acquire a ten percent
                (10.00%) undivided legal and beneficial interest in the Mineral
                Dispositions free and clear of any and all
                Encumbrances;

            


    

    


    
      	
              (e)

            	
              No
                person has any right or agreement, option, understanding,
                prior commitment or privilege capable of becoming an agreement for
                the
                purchase or acquisition from Owner of any interest in the Mineral
                Dispositions;

            


    

     

    
      
         

      

      
        6

        
          

        

      

      
         

      

    

    
 

    
      	(f)	
              All
                tax rates and assessment work required to maintain the Mineral
                Dispositions in full force and effect have been paid and performed
                as of
                the execution of this Agreement; 

            


    

    


    
      	
              (g)

            	
              There
                are no royalties or other latent interest in the Mineral Dispositions
                owing to any other parties, except that there is a 1% N.S.R. interest
                owing to vendors of the Zavitz property ( Damien Bazinet, Timothy
                Mills
                and Thomas Tucker) to Claim Lake Nickel, which may be purchased for
                $500,000 at any time.

            


    

    


    
      	
              (h)

            	
              There
                are no pending or threatened actions, suits, claims or proceedings
                affecting the Mineral Dispositions;

            


    

    


    
      	
              (i)

            	
              All
                rules, regulations and orders relating to the Mineral Dispositions,
                including environmental laws, have been complied
                with;

            


    

    


    
      	(j)	
              Claim
                Lake Nickel is not a party to any actual judicial or administrative
                procedure which is materially adverse to this
                Agreement;

            


    

    


    
      	
              (k)

            	
              Claim
                Lake Nickel does not have any undisclosed relationship or agreement
                with
                any other group or company that may be interested in acquiring the
                Mineral
                Claims;

            


    

    


    
      	(l)	
              They
                are not non-resident of Canada within the meaning of the Income
                Tax Act
                (Canada);

            


    

    


    
      	(m)	
              Owner
                is legally entitled to hold the property and the Property
                Rights.

            


    

     

    
      	(n)	
              Claim
                Lake Nickel Inc. is a corporation incorporated pursuant to the laws
                of the
                Province of Ontario, is validly existing and in good standing under
                the
                laws of the Province of Ontario, and has all requisite corporate
                power and
                authority to conduct its business as it is currently conducted. Owner
                has
                the full corporate power and authority to execute and deliver this
                Agreement, to perform its obligations under this Agreement, and to
                carry
                out the transactions contemplated by this Agreement. The execution,
                delivery and performance thereof and thereunder by Owner have been
                duly
                authorized by all necessary corporate action under the laws of the
                Province of Ontario. Owner has the requisite legal capacity to execute
                this Agreement that it is party to and to perform its obligations
                thereunder.

            


    

     

    
      
         

      

      
        7

        
          

        

      

      
         

      

    

    


    
      	o)	
              Upon
                performing proper due diligence, to the best of Owner’s
                knowledge, no
                contaminant, pollutant, dangerous or toxic substance, hazardous waste
                or
                material substance is stored in any type of container on, in or under
                the
                Mineral Dispositions;

            


    

     

     and

     

    
      	(p)	
              There
                are no outstanding notices, orders, assessments, directives, rulings
                or
                other documents issued in respect of the Mineral Dispositions by
                any
                governmental authority.

            


    

     

    Section
      4.02 Survival

     

    Owner
      acknowledges that its representations and warranties contained in Section 4.01
      are continuing and survive the execution of this Agreement.

     

    Section
      4.03 Indemnity

     

    Owner
      will indemnify and save harmless Lodestar from all losses, damages, costs,
      actions, and suits, whether direct or indirect arising out of or in connection
      with any breach by Owner of any representation, and warranty contained in this
      Agreement.

     

    ARTICLE
      V EXPLORATION AND DEVELOPMENT ACTIVITIES

    
 

    Section
      5.01 Right
      to Explore and Develop; Owner’s Covenants

     

    Owner
      grants to Lodestar's employees, directors, officers, agents, representatives
      and
      contractors the exclusive right to enter upon the property comprising the
      Mineral Dispositions for the purpose of exploration, development, mining and
      such other operations as Lodestar considers necessary during the Option Period,
      the nature, manner and extent of which operations will be in Lodestar's sole
      and
      unfettered discretion. Owner covenants and agrees that during the term of this
      Agreement, Owner will:

     

    a)
      not do
      any act, or fail to do any act which it is required to do under this Agreement
      or otherwise, which would result in the Mineral Dispositions, or any part
      thereof not being free and clear of any and all Encumbrances including those
      pursuant to environmental laws, of any kind whatsoever;

     

    b)
      will
      not deal at any time with the Mineral Dispositions or any interest therein
      which
      would or might affect in any way the rights of Lodestar hereunder to acquire
      the
      Mineral Dispositions free and clear of any and all Encumbrances;

     

    
      
         

      

      
        8

        
          

        

      

      
         

      

    

    


     

    c)
      provide copies of all data associated with previous work conducted by Owner
      on
      the Mineral Dispositions and allow Lodestar to examine all records, files,
      data
      and drill core in Owner’s possession relating to the Mineral
      Dispositions

     

    Section
      5.02 Conduct
      of Exploration and Development of Work

     

    Lodestar
      shall perform its exploration and development work on the property comprising
      the Mineral Dispositions in accordance with good mining practice and shall
      comply with all applicable laws, regulations, orders and ordinances of any
      governing authority.

     

    Section
      5.03 Installation
      of Equipment

     

    Lodestar
      may install, maintain, replace and remove any and all mining machinery,
      equipment. tools, and facilities which it may desire to use in connection with
      its exploration and development activities on the property comprising the
      Mineral Dispositions. Upon termination of this Agreement for any reason,
      Lodestar shall have a period of twelve (12) months following such termination
      to
      enter onto the property comprising the Mineral Dispositions and remove its
      equipment at its sole cost and expense,
      failing
      which, unless prevented by acts of force majeure, such equipment shall become
      the property of Owner.

     

    Section
      5.04 Lodestar
      Specific Rights 

     

    During
      the term of this Agreement, Lodestar, its employees, agents and independent
      contractors shall have the right to:

     

    
      	
              (a)

            	
              to
                do such work and conduct such programs on and under the real property
                subject to the Mineral Dispositions as Lodestar shall,
                in its sole discretion,
                from time to time deem advisable;

            


    

     

    
      	
              (b)

            	
              to
                remove from the real property subject to the Mineral Dispositions
                such
                materials for analysis and testing as Lodestar shall,
                in it sole discretion,
                deem advisable; and Lodestar agrees to the NSR being applicable to
                a bulk
                sample and the bulk sample is defined as a maximum of 10 tonnes or
                as
                defined in accordance with the Mining Act;
                and

            


    

     

    
      	(c)	
              to
                have possession of the Mineral Dispositions from the Effective Date
                and
                thereafter during the
                term of this
                Agreement.

            


    

     

    
      
         

      

      
        9

        
          

        

      

      
         

      

    

     

    ARTICLE
      VI

     

    LODESTAR'S
      OBLIGATIONS

     

    


     

    Section
      6.01 Drill
      Logs Assays and Maps 

     

    During
      the term of this Agreement, Lodestar shall maintain all customary drill logs,
      exploration information, assays, maps, metallurgical studies and other
      information relating to exploration and development activities it engages in
      on
      the Mineral Dispositions and
      provide copies to Owner in accordance with this Agreement; however, Lodestar
      agrees that it will not make any gross misrepresentation or provide fraudulent
      statements.

     

    Section
      6.02 Semiannual
      Progress Reports

     

    During
      the Option Period, Lodestar shall provide Owner with semiannual informal
      progress reports, which include drill logs, exploration information, assays
      etc.
      and a full report of its activities annually. After the option has been
      exercised, Lodestar shall provide a full report of its activities annually.
      These reports shall be kept confidential by Owner and shall not be used for
      press releases or dissemination of information of Owner.

     

    
 

    
      
         

      

      
        10

        
          

        

      

      
         

      

    

     

    Section
      6.03 Environmental
      Matters

     

    Lodestar
      shall indemnify and save harmless Owner and its directors, officers, employees,
      agents, representatives (collectively the “Indemnified Parties”) from and
      against any claims, losses, demands, judgments, liabilities, expenses, damages,
      fines, charges, costs (including legal costs incurred on a solicitor and own
      client basis) and losses (collectively “Losses”) suffered by any of the
      Indemnified Parties in connection with, as a result of or arising out of the
      performance of any obligations imposed by any laws directly or indirectly
      relating to the environment (including reclamation, remediation or closure),
      the
      taking of steps by or on behalf of any of the Indemnified Parties to protect
      against or in connection with the remediation (including reclamation or closure)
      of any harm, damage, degradation or adverse effect on the environment
      (collectively “Environmental Harm”), or any liability of any of the Indemnified
      Parties for any Environmental Harm, insofar as such performance, taking of
      steps
      or liability may directly or indirectly relate to any of the Mineral
      Dispositions or arise from Lodestar’s interest in or activities pursuant to this
      Agreement. However, Lodestar shall not indemnify, save harmless, or make any
      such representations in regard to any work engaged in by the Owner that is
      for
      the sole benefit of the owner, or that is for the benefit of both the Owner
      and
      Lodestar, or any work in which Lodestar may be considered a “passive”
participant. Lodestar, and its directors, officers, employees, agents, and
      representatives shall be indemnified and saved harmless by Owner with respect
      to
      work on the Mineral Dispositions by Owner prior to the Effective Date, and
      the
      foregoing provisions of this section shall, in that regard, apply mutatis
      mutandis.

     

    For
      greater certainty and without limitation, no termination of this Agreement
      shall
      disentitle any of the Indemnified Parties from obtaining indemnification from
      Lodestar or Owner pursuant of this section.

     

    Section
      6.04 Filing
      of Assessment Work

     

    During
      the Option Period, Lodestar will submit all assessment eligible work completed
      on the Mineral Dispositions for assessment credits and the credits will be
      applied to these Mineral Dispositions.

    


    
      
         

      

      
        11

        
          

        

      

      
         

      

    

     

    ARTICLE
      VII ASSIGNMENTS

     

    Section
      7.01 Assignments

     

    Both
      parties may assign their rights and obligations under this Agreement and their
      interests in the Mineral Dispositions at any time on the condition that the
      proposed assignee enters into an agreement to and in favor of the non-assigning
      party to be bound by all of the terms and conditions of this Agreement.


     

    ARTICLE
      VIII TERMINATION

     

    Section
      8.01 Lodestar
      Right to Terminate

     

    Lodestar
      shall have the right to terminate this Agreement and its interest in the Mineral
      Dispositions at any time upon written notice to Owner. Upon termination Owner
      shall be entitled to retain all payments made by Lodestar to such date and
      Lodestar will provide Owner with copies of all data, maps, assays and reports
      pertaining to the Mineral Dispositions that are in the possession or under
      the
      control of Lodestar. Upon termination of this Agreement, Lodestar shall
      surrender possession of the Mineral Dispositions to Owner and shall have no
      further obligations under this Agreement other than to satisfy any accrued
      obligations or liabilities.

     

    Section
      8.02  Partial
      Termination

     

    Lodestar
      shall have the right to partially surrender any of the Mineral Dispositions
      in
      accordance with the following:

     

    (a) Lodestar
      shall give Owner a least fifteen (15) days written notice of its intention
      to
      surrender any particular Mineral Disposition. If Owner elects to maintain such
      Mineral Disposition, Lodestar will execute such documents as are required to
      transfer such Mineral Disposition to Owner; and

    (b)
       Owner
      shall concurrently execute and deliver modified transfer documents for purposes
      of Section 2.05.

     

    Section
      8.03  Assessment
      Credits

     

    In
      the
      event that Lodestar exercises its rights to terminate this Agreement and
      surrenders all or any of the Mineral Dispositions to Owner in accordance with
      Sections 8.01 or 8.02, Lodestar shall ensure that there are sufficient
      assessment credits relating to the surrendered Mineral Dispositions to maintain
      them in good standing for a period of at least two years from the date that
      Lodestar gives notice to Owner of such termination and surrender. 

     

    
      
         

      

      
        12

        
          

        

      

      
         

      

    

    ARTICLE
      IX FORCE MAJEURE

     

    Section
      9.01 Suspension
      of Obligation

     

    If
      Lodestar is prevented by Force Majeure from timely performance of any of its
      obligations under this Agreement such failure shall be excused and the period
      for performance and the Option Period shall be extended for an additional period
      of time equal to the duration of such Force Majeure. Upon the occurrence and
      upon the termination of a Force Majeure, Lodestar shall promptly notify Owner
      in
      writing, Lodestar shall use reasonable efforts to remedy any Force Majeure,
      but
      shall not hereunder be obligated to contest the validity of any law or
      regulation, nor any action or inaction of any civil or military
      authority.

     

    ARTICLE
      X MISCELLANEOUS

     

    Section
      10.01 Notices

     

    Any
      notice under this Agreement will be given in writing, by delivery in person
      to a
      named representative or by mail or facsimile, properly addressed to each party.
      A notice given will be deemed given only when received by the party to whom
      such
      notice is directed; except that any notice given by facsimile properly addressed
      to the party to whom given shall be deemed given to and received by the party
      to
      whom directed 48 hours after such notice is successfully faxed or five days
      after it is mailed. Each party's address will be the following until such party
      specifies another address by written notice:

     

    To
      Lodestar:

     

    
      	
              Mr.
                Ian McKinnon

            
	
              Lodestar
                Mining, Incorporated

            
	
              400
                Steeprock Drive

            
	
              Toronto,
                ON Canada

            
	
              M3J
                2X1

              Telephone
                416.505.1593

            


    

     

    
      
         

      

      
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    To
      Owner
      : Attention: Dr. Ulrich Kretschmar

     

    
      	At:	
              Claim
                Lake Nickel Inc. 

            


    

    408
      Bay
      Street

    Orillia,
      ON L3V 3X4

    Tel.
      705-326-2007 Fax. 705-325-4591

     

    Section
      10.02 Payments

     

    Payments
      shall be made by cheque made payable to the Owner drawn on a Canadian chartered
      bank and mailed to the Owner at the address indicated in Section
      10.01.

     

    Section
      10.03  Other
      Interests The
      rights and obligations of the parties under this Agreement are strictly limited
      to the subject matter of this Agreement. Each of the parties shall have the
      free
      and unrestricted right to enter into, conduct and benefit from any and all
      other
      business ventures of any kind whatsoever, whether or not competitive with the
      activities undertaken under this Agreement, without disclosing such activities
      to the other party or inviting or allowing the other party to participate
      therein.

     

    Section
      10.04 Relationship
      of Parties

     

    This
      Agreement is not intended to create any partnership between the parties of
      fiduciary obligations of any
      description.

     

    Section
      10.05  Successors
      and Assigns

     

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

     

    
      
         

      

      
        14

        
          

        

      

      
         

      

    

    Section
      10.06  Confidentiality

     

    During
      the term of this Agreement, All information, data, reports, records, feasibility
      studies and test results relating to the Property and the activities of Sage
      or
      any other party thereon and the terms and conditions of this Agreement, all
      of
      which will hereinafter be referred to as “confidential
      information”,
      will
      be treated by the Owner as confidential and will not be disclosed to any person
      not a Party to this Agreement, except as required by law or in the following
      circumstances:(a) the
      Owner
      may disclose confidential information to its auditors, legal counsel,
      institutional lenders, brokers, underwriters and investment bankers, provided
      that such non-party users are advised of the confidential nature of the
      confidential information, undertake to maintain the confidentiality thereof
      and
      are strictly limited in their use of the confidential information to those
      purposes necessary for such non-party users to perform the services for which
      they were retained by the Owner;

     

    (b)the
      Owner may disclose confidential information where that disclosure is necessary
      to comply with its disclosure obligations and requirements under any securities
      law, rules or regulations or stock exchange listing agreements, policies or
      requirements or in relation to proposed credit arrangements, provided that
      the
      proposed disclosure is limited to factual matters and that the Owner will have
      availed itself of the full benefits of any laws, rules, regulations or
      contractual rights as to disclosure on a confidential basis to which it may
      be
      entitled; or (c)with the written consent of Lodestar, such consent not to be
      unreasonably withheld. Any confidential information that becomes part of the
      public domain by no act or omission in breach of this Section 10.06 will cease
      to be confidential information for the purposes of this Section
      10.06.

     

    Section
      10.07  Arbitration

     

    In
      the
      event of any dispute between the parties with respect to this Agreement or
      any
      matter governed by this Agreement which the parties are unable to resolve,
      the
      matter shall be decided by arbitration as follows:

     

    The
      party
      desiring arbitration shall nominate one arbitrator and shall notify the other
      party of such nomination and the other party shall within 30 days after
      receiving such notice nominate one arbitrator and the two arbitrators shall
      select an umpire to act jointly with them. If these arbitrators shall be unable
      to agree upon the selection of such umpire, the umpire shall be designated
      by
      any Justice of a court of competent jurisdiction in the Province of Ontario.
      If
      the party receiving the notice of nomination of an arbitrator by the party
      desiring arbitration fails within this 30 day period to nominate an arbitrator,
      the arbitrator nominated by the party desiring arbitration may proceed alone
      to
      determine the dispute. Any decision reached pursuant to this section shall
      be
      final and binding upon the parties. Insofar as they do not conflict with the
      provisions hereof, the provisions of The
      Arbitration Act
      (Ontario), as amended from time to time, shall be applicable.

     

    
      
         

      

      
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    IN
      WITNESS WHEREOF the
      parties make this Agreement effective as
      of the
      date first above written.

     

    
      	 	
              LODESTAR
                MINING INC.

            
	 	
              Signed:
                /s/ Ian McKinnon

            
	 	
              Name:
                Ian McKinnon

            
	 	
              Title:
                CEO & Director

            
	 	 
	 	
              Claim
                Lake Nickel Inc. 

            
	 	
              Signed:
                /s/ Dr. Ulrich Kretschmar

            
	 	
              Name:
                Dr. Ulrich Kretschmar

            
	 	
              Title:
                President

            


    

    


     

    
      
         

      

      
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    SCHEDULE
      "A" List of Mineral Dispositions

     

    Attached
      to and forming part of the Zavitz Twp Claims Option Agreement between Lodestar
      and Claim Lake Nickel Inc. dated 13th
      day of
      March, 2007.

     

    


    


     

     

     

    
      
         

      

      
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    APPENDIX
      A; 

    LIST
      OF CLAIMS

    


    MINERAL
      DISPOSITIONS OPTIONED BY LODESTAR MINING, INC. 

    Mineral
      claim identifications

     

    
      	
              Township/
                Area

            	
              Claim
                Number

            	
              Recording
                Date

            
	
              HUTT

            	
              3000799
                

            	
              2002-Apr-04

            
	
              HUTT

            	
              3000800
                

            	
              2002-Apr-04

            
	
              HUTT

            	
              3009494
                

            	
              2004-Feb-02

            
	
              HUTT

            	
              4209099
                

            	
              2006-Feb-02

            
	
              ZAVITZ

            	
              1024341
                

            	
              1991-Feb-27

            
	
              ZAVITZ

            	
              1024342
                

            	
              1991-Feb-27

            
	
              ZAVITZ

            	
              1024344
                

            	
              1991-Feb-27

            
	
              ZAVITZ

            	
              1024345
                

            	
              1991-Feb-27

            
	
              ZAVITZ

            	
              1117915
                

            	
              1991-Feb-27

            
	
              ZAVITZ

            	
              1117916
                

            	
              1991-Feb-27

            
	
              ZAVITZ

            	
              3000801
                

            	
              2002-Apr-04

            
	
              ZAVITZ

            	
              3018387
                

            	
              2007-Jan-26

            
	
              ZAVITZ

            	
              4200178
                

            	
              2005-Nov-14

            
	
              ZAVITZ

            	
              4200190
                

            	
              2005-Nov-14

            
	
              ZAVITZ

            	
              4210495
                

            	
              2007-Feb-02

            


    

    


    
      
         

      

      
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