Exhibit 10.1

                            ASSET PURCHASE AGREEMENT

February 27, 2013

This Asset Purchase  Agreement (the  "Agreement")  will record the terms whereby
Western Graphite Inc.  ("Western")  agrees to acquire one hundred percent (100%)
of all rights and licenses  associated  with the lands in connection  with Amorf
Graphite (the "Subject  Property") as further  described below in Section 1 from
Dr. Ahmet Unsal (the  "Vendor")  for the amount of  USD$3,000,000.  The purchase
amount is payable to Dr. Ahmet Unsal.

Western is pleased to acquire to the Subject  Property  subject to the following
terms and conditions:

     (a)  a satisfactory due diligence review by Western of the Subject Property
          and  any  financial  statements  of  Subject  Property  owners  and/or
          licensees; and

     (b)  delivery of standard closing  documentation  including but not limited
          to  legal  opinions,  officers  certificates,   certificates  of  good
          standing and evidence of good title to the Subject Property, if and as
          required by Western.

The conditions in favour of Western may be waived in whole or in part by Western
and the  conditions in favour of the Vendor may be waived in whole or in part by
the Vendor.

1. THE LANDS

1.1 Western  hereby offers to purchase  from the Vendor the following  lands and
premises (the "Lands" or the "Subject Property"):

Civic Address:
City is Mersin Region,
Destrict is Bozyazi,
Village is Cabukkoyaoi

Legal Description:
Map Koordinates are P 30 d1,d4

Koordinates of License are: 495,0 HA

                  Point 1.       Point 2.      Point 3.     Point 4.
                 ---------      ---------     ---------    ---------
           Y       501.000        502.500       502.500      501.000
           X     3.999.000      3.999.000     3.995.700    3.995.700

2. PROPOSAL

2.1 The  parties  will only be legally  bound to  complete  the  purchase of the
Property upon execution of this Agreement.
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2.2 The parties  agree to negotiate  hereafter  in good faith to  determine  the
structure  that would be most  beneficial to both  parties,  taking into account
various securities, tax and operating considerations.

3. MATERIAL TERMS

3.1 As  consideration  for  acquiring  100% of the  rights  associated  with the
Subject Property, Western will pay a sum to the Vendor as follows:

     (a)  Upon  execution and delivery of this  Agreement,  Western will forward
          the  equivalent  of  US$1,500,000,  such  consideration  to be paid in
          shares of Western at a deemed valuation equivalent to $.50 per share.

     (b)  Upon closing of two subsequent financings, Western will pay the Vendor
          USD$750,000 approximately six months after listing on the OTC.BB stock
          exchange  and the  remaining  USD  $750,000 six months after the first
          payment of USD  $750,000  has been paid to Dr.  Ahmet Unsal , per such
          financing to the Vendor;

     (c)  Upon  successful  completion  of Western's  purchase,  Mr. Seyit Kucuk
          shall be appointed as President and Chief Operating  Officer and shall
          manage  all  exploration  efforts  of  Western,  and  shall  travel to
          investment  bankers and other investors in various countries on behalf
          of Western (the cost of such travel shall be borne by Western);

     (d)  Upon  successful  completion  of Western's  purchase,  Mr. Seyit Kucuk
          shall appoint one member to Western's board of directors or management
          team;

     (e)  Any and all shares paid to Vendor Dr. AhmetUnsal that he is associate,
          representatives  or assigns  shall be  restricted  for a period of one
          year from the date of Western's purchase,  and as such cannot be sold,
          transferred,  hypothecated  or  otherwise  traded  for a period of one
          year.

     (f)  All shares must be delivered to the Vendor within 30-45  business days
          from the date that this  contract is received  back by Western.  Email
          return is  acceptable  and Michael Noble must return  contract  signed
          within 5  business  days from  receipt  that it has been  received  by
          Western.

4. CONDITIONS

4.1 The Subject Property shall be, on the Completion Date, free and clear of all
liens, rights, charges, encumbrances, tenancies.

5. CONFIDENTIALITY

5.1 Each of the parties  acknowledge  that they will be  providing  to the other
information that is non-public, confidential, and proprietary in nature. Each of
the  parties  (and  their  respective  affiliates,  representative,  agents  and
employees)  will  keep such  information  confidential  and will not,  except as
provided  below,  disclose  such  information  or use such  information  for any

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purpose other than for the evaluation and  consummation of this agreement.  This
ss.5.1 will not apply to information that:

     (a)  becomes generally available to the public absent any breach of ss.5.1;

     (b)  was  available  on a  non-confidential  basis to a party  prior to its
          disclosure pursuant to this Agreement; or

     (c)  becomes available on a  non-confidential  basis from a third party who
          is not bound to keep such information confidential.

5.2 The  parties  agree  that it will  not  make any  public  disclosure  of the
existence of this  Agreement or of any of its terms without  first  advising the
other  party and  obtaining  the  written  consent  of such  other  party to the
proposed  disclosure,  unless such  disclosure is required by applicable  law or
regulation,  in which event the party  contemplating  disclosure will inform the
other  party  of and  obtain  its  consent  to the  form  and  content  of  such
disclosure, which consent will not be unreasonably withheld or delayed.

6. ACCESS

6.1  Prior  to  the  execution  of  this   Agreement,   the  parties  and  their
representatives will provide each other with:

     (a)  such information  (including  copies of documents) as either party may
          reasonably request; and

     (b)  access to the books,  records,  geological  data,  claim  information,
          facilities and personnel of the parties as either party may reasonably
          request.

7. EXPENSES

7.1 The parties agree to each bear their own respective finder's fees, costs and
expenses associated with the transaction, unless otherwise agreed to in writing.

8. GOVERNING LAW

8.1 This  Agreement  shall be governed by and construed in  accordance  with the
laws of Turkey, and the parties hereto irrevocably attorn to the jurisdiction of
the Turkey and the appellate courts thereof.

9. AMENDMENT

9.1 Any  provision  of the  Agreement  may be  amended  or  waived  only if such
amendment or waiver is in writing and is executed by the Vendor and Western.

10. ENTIRE AGREEMENT

10.1 The Agreement (including, without limitation, the Schedules attached hereto
which form part of the Agreement)  embodies the entire agreement between Western

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<PAGE>
and the Vendor in respect of the purchase  and sale of the Subject  Property and
supersedes any prior agreements and understandings between such parties relating
to the said subject matter hereof.

10.2 ENUREMENT

11.1 The Agreement shall enure to the benefit of and be binding upon the parties
hereto and their respective  heirs,  executors,  administrators,  legal personal
representatives,  successors  and  permitted  assigns.  If any  provision of the
Agreement  shall to any  extent  be held to be  invalid  or  unenforceable,  the
remainder of the Agreement or the  application  of such  provision to persons or
circumstances other than as to which it is held invalid or unenforceable,  shall
not be affected  thereby and each provision of the Agreement  shall be valid and
enforced to the fullest extent permitted by law.

11. BUSINESS DAYS

11.1 In the event,  pursuant to the terms of the Agreement,  any matter is to be
carried out on a day other than a business  day in the  country of Turkey,  then
the time within  which such matter is to be carried out shall be extended to the
first business day thereafter.

12. STRUCTURE

12.1 Notwithstanding anything contained herein, Western may consider alternative
forms of structuring the transaction  provided there are no adverse consequences
to the Vendor.

13. SECTIONS AND SUBHEADINGS

13.1 The headings of this Agreement are for convenience only, do not form a part
of this Agreement and are not intended to interpret,  define or limit the scope,
extent or intent of this Agreement or any of its provisions.

13.2 The symbol ss.  followed  by a number or some  combination  of numbers  and
letters refers to the section,  paragraph or  subparagraph  of this Agreement so
designated.

14. ACCEPTANCE

If the foregoing  reflects your understanding of the Agreement and if you are in
agreement in principle  with the terms and  conditions  of the proposal  herein,
please so  acknowledge by executing an original of this Agreement and return the
same by February 28, 2013.

This Agreement may be executed in several counterparts as may be necessary or by
facsimile or email and each such counterpart  agreement or facsimile or email so
executed are deemed to be an original  and such  counterparts  and  facsimile or
email copies together will constitute one and the same instrument.

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Yours truly,

Western Graphite Inc.


Per: /s/ Michael Noble
    ------------------------------------
    Mr. Michael Noble (President)

ACCEPTED AND AGREED TO:

Dr. Ahmet Unsal
Emek 8. cadde 125/3
Cankaya/ANKARA
Turkey


Per: /s/ Authorized Signatory
     ------------------------------------

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