PURCHASE AGREEMENT




PURCHASE AGREEMENT





THIS AGREEMENT made as of the 15th day of
March, 2007.




BETWEEN:




        DENNIS EKKER, PO Box 34, Hanksville, Utah
        84734-00000

        

      
    
  

(the "Vendor")




OF THE FIRST PART





AND:




        McNAB CREEK GOLD CORP., a Nevada company,
        with an office located at Suite 1128, 789 West Pender Street, Vancouver,
        British Columbia, V6C 1H2

        

      
    
  

(the "Purchaser")




OF THE SECOND PART





WHEREAS:



A. The Vendor is the legal and beneficial owner of a 50%
interest (the "Vendor's Interest") in and to the mineral claims described in
Schedule A attached hereto (hereinafter the "Property");



B. The Vendor has agreed to sell an undivided 100% interest
in and to the Vendor's Interest in the Property on the terms and conditions
hereinafter set forth;




NOW THEREFORE THIS AGREEMENT WITNESSES that in
consideration of the sum of $1.00 now paid by the Purchaser to the Vendor (the
receipt and sufficiency of which is hereby acknowledged), the parties agree as
follows:




DEFINITIONS




1. For the purposes of this Agreement, the following
    words and phrases shall have the following meanings, namely:

    

    (a) "Property" means the mineral claims described in
        Schedule "A" hereto including any replacement or successor claims, and
        all mining leases and other mining interests derived from any such
        claims. Any reference herein to any mineral claim comprising the
        Property includes any mineral leases or other interests into which such
        mineral claim may have been converted;

        

        (b) "Property Rights" means all licenses, permits,
        easements, rights-of-way, certificates and other approvals obtained by
        either of the parties either before or after the date of this Agreement
        and necessary for the exploration of the Property, or for the purpose of
        placing the Property into production or continuing production therefrom;

        

        (c) "Shares" means the common shares of the Purchaser
        trading on the OTC BB ("Exchange"), to be transferred to the Vendor
        pursuant to paragraph 4 hereof.

        

      
    
  


REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE VENDOR





  
    2. (a) The Vendor represents and warrants to and
    covenants with the Purchaser, with the knowledge that the Purchaser relies
    upon same in entering into this Agreement, that:

  



(i) it is legally entitled to hold the Vendor's
            Interest in the Property and the Property Rights and will remain so
            entitled until the interest of the Vendor in the Property has been
            duly transferred to the Purchaser as contemplated hereby;

            

            (ii) it is, and at the time of the transfer to
            the Purchaser of the mineral claims comprising the Property it will
            be, the recorded holder and beneficial owner of the Vendor's
            Interest in all of the mineral claims comprising the Property free
            and clear of all liens, charges and claims of others, and no taxes
            or rentals are or will be due in respect of any of the mineral
            claims;

            

            (iii) the mineral claims comprising the Property
            have been duly and validly staked, located, or granted, and
            recorded pursuant to the laws of jurisdictions in which they are
            situated and are in good standing with respect to all filings, fees,
            taxes, assessments, work commitments or other conditions on the date
            hereof;

            

            (iv) there are not any adverse claims or
            challenges against or to the ownership of or title to any of the
            mineral claims comprising the Property, nor to the knowledge of the
            Vendor is there any basis therefor, and there are no outstanding
            agreements or options to acquire or purchase the Property or any
            portion thereof, and no person other than the Vendor, pursuant to
            the provisions hereof, has any royalty or other interest whatsoever
            in production from any of the mineral claims comprising the
            Property; and

            

            (v) the Property is not the whole or
            substantially the whole of the undertaking of the Vendor.

            

          
        
        (b) The representations and warranties contained in
        this section are provided for the exclusive benefit of the Purchaser,
        and a breach of any one or more thereof may be waived by the Purchaser
        in whole or in part at any time without prejudice to its rights in
        respect of any other breach of the same or any other representation or
        warranty, and the representations and warranties contained in this
        section shall survive the execution of this Agreement and of any
        transfers, assignments, deeds or further documents respecting the
        Property.

        

      
    
  


REPRESENTATIONS, WARRANTIES AND COVENANTS OF THE PURCHASER





  
    3. (a) The Purchaser represents and warrants to and
    covenants with the Vendor, with the knowledge that the Vendor relies upon
    same in entering into this Agreement, that:

  





        (i) it has been duly incorporated, amalgamated or
            continued and validly exists as a corporation in good standing with
            respect to the filing of annual reports under the laws of its
            jurisdiction of incorporation, amalgamation or continuation;

            

            (ii) it has duly obtained all corporate
            authorizations for the execution of this Agreement and for the
            performance of this Agreement by it, and the consummation of the
            transactions herein contemplated will not conflict with or result in
            any breach of any covenants or agreements contained in, or
            constitute a default under, or result in the creation of any
            encumbrance under the provisions of the Articles or the constating
            documents of the Purchaser or any shareholders' or directors'
            resolution, indenture, agreement or other instrument whatsoever to
            which the Purchaser is a party or by which it is bound or to which
            it or the Property may be subject;

            

            (iii) the Shares will, at the time of delivery to
            the Vendor, be duly authorized and validly allotted and issued as
            fully paid and non-assessable, free of any liens, charges or
            encumbrances;

            

            (iv) on the date of receipt by the Vendor of the
            certificate or certificates representing the Shares, every consent,
            approval, and authorization that is required for the issuance of the
            Shares and the delivery to the Vendor of such certificate or
            certificates to be valid will have been obtained and will be in
            effect; and

            

            (v) the Shares will be part of a class of shares
            of the Purchaser that is currently listed and posted for trading on
            the Exchange and, at the time of the delivery of the certificates
            representing the Shares to the Vendor.

            

          
        
        (b) The representations and warranties contained in
        this section are provided for the exclusive benefit of the Vendor and a
        breach of any one or more thereof may be waived by the Vendor in whole
        or in part at any time without prejudice to its rights in respect of any
        other breach of the same or any other representation or warranty, and
        the representations and warranties contained in this section shall
        survive the execution hereof. 

        

      
    
  


PURCHASE AND SALE




4. The Vendor hereby sells and assigns and the Purchaser
    hereby purchases an undivided 100% interest in and to the Vendor's Interest
    in the Property, free and clear of all charges, encumbrances and claims, by
    payment of and issuance of the following:

    

    (a) the Purchaser paying to the Vendor a total of
        $88,000 cash, to be paid as follows:

        

        (i) $38,000 within 60 days of execution of this
            Agreement;

            

            (ii) $50,000 on or before March 15, 2008;

            

          
        
        (b) the Vendor will receive 200,000 common shares of
        the Purchaser as follows:

        

        (i) 100,000 common shares of Purchaser within 60
            days of execution of this Agreement;

            

            (ii) an additional 100,000 common shares of the
            Purchaser on or before March 15, 2008.

            

          
        
      
    
  


TRANSFER OF PROPERTY




5. Concurrently with the execution of this Agreement, the
    Vendor will deliver to the Purchaser duly executed transfers of the Vendor's
    Interest in the Property in favour of the Purchaser. The Purchaser will be
    entitled to record all transfers contemplated hereby at its own cost with
    the appropriate government office to effect legal transfer of the Property
    into the name of the Purchaser and will hold the Vendor's Interest in the
    Property subject to the terms of this Agreement. 

    6. The Purchaser agrees to execute transfers of 100% of
    the Vendor's Interest in the Property in favour of the Vendor, such
    transfers to be held in escrow by a mutually acceptable third party. In the
    event of termination pursuant to paragraph 7 hereof or default pursuant to
    paragraph 10 hereof, such transfers shall be delivered to the Vendor and in
    the event all obligations have been satisfied under this Agreement, such
    transfers shall be returned to the Purchaser. 

    

  


TERMINATION




7. The purchase of the Vendor's Interest in the Property
    contemplated herein (the "Purchase") shall terminate:

    

    (a) subject to paragraph 10 hereof, upon the
        Purchaser failing to make any payment or issue any shares which must be
        made or issued under this Agreement; 

        (b) at any time, by the Purchaser giving notice of
        such termination to the Vendor; or

        (c) subject to paragraph 10 hereof, upon the
        Purchaser failing to remedy a default as provided therein.

      
    
    8. If the Purchase is terminated, the Purchaser shall:

    (a) leave in good standing for a period of at least
        12 months from the termination of the Purchase, those mineral claims
        comprising the Property, to the extent allowable by the laws of the
        jurisdiction in which the Property is situate;

        (b) deliver or make available at no cost to the
        Vendor within 90 days of such termination, all drill core, copies of all
        reports, maps, assay results and other relevant technical data compiled
        by, prepared at the direction of, or in the possession of the Purchaser
        with respect to the Property and not theretofore furnished to the
        Vendor;

        (c) reclaim the Property in accordance with the
        requirements of all applicable environmental laws and regulations, but
        only to the extent that such requirements result from the Purchaser's
        activities on the Property hereunder;

      
    
    9. If the Purchase is terminated, the Purchaser shall
    have the right, within a period of 180 days following such termination, to
    remove from the Property all buildings, plant, equipment, machinery, tools,
    appliances and supplies which have been brought upon the Property by or on
    behalf of the Purchaser, and any such property not removed within such 180
    day period shall thereafter become the property of the Vendor or may be
    removed by the Vendor at the Purchaser's sole expense.

  


DEFAULT

10. If at any time after the Purchase, the Purchaser is
    in default of any material provision in this Agreement (other than the
    provisions of paragraph 4 for which no notice of default need be given), the
    Vendor may terminate this Agreement, but only if:

    (a) it shall have first given to the Purchaser a
        notice of default containing particulars of the obligation which the
        Purchaser has not performed, or the warranty breached; and

        

        (b) the Purchaser has not, within 45 days following
        delivery of such notice of default, cured such default or commenced
        proceedings to cure such default by appropriate payment or performance,
        the Purchaser hereby agreeing that should it so commence to cure any
        default it will prosecute the same to completion without undue delay.

      
    
    Should the Purchaser fail to comply with the provision of
    subparagraph (b), the Vendor may thereafter terminate this Agreement by
    giving notice thereof to the Purchaser.

    
    

  

RIGHT OF ENTRY




11. The directors and officers of the Purchaser and its
    servants, agents and independent contractors, will have the sole and
    exclusive right in respect of the Property to:

    

    (a) enter thereon;

        (b) have exclusive and quite possession thereof;

        (c) do such prospecting, exploration, development
        and/or other mining work thereon and thereunder as the Purchaser in its
        sole discretion may determine advisable;

        (d) bring and erect upon the Property buildings,
        plant, machinery and equipment as the Purchaser may deem advisable; and

        (e) remove there from and dispose of reasonable
        quantities of ores, minerals and metals for the purpose of obtaining
        assays or making other tests.

        

      
    
  


CONFIDENTIAL INFORMATION




12. No information furnished by the Purchaser to the
    Vendor hereunder in respect of the activities carried out on the Property by
    the Purchaser or related to the sale of minerals, ore, bullion or other
    product derived from the Property, shall be published or disclosed by the
    Vendor without the prior written consent of the Purchaser, but such consent
    in respect of the reporting of factual data shall not be unreasonably
    withheld, and shall not be withheld in respect of information required to be
    publicly disclosed pursuant to applicable securities or corporation laws,
    regulations or policies.

    

  


NOTICES




13. Each notice, demand or other communication required
    or permitted to be given under this Agreement shall be in writing and shall
    be delivered or telecopied to such party at the address for such party
    specified above. The date of receipt of such notice, demand or other
    communication shall be the date of delivery thereof if delivered or, if
    given by telecopier, shall be deemed conclusively to be the next business
    day. Either party may at any time and from time to time notify the other
    party in writing of a change of address and the new address to which notice
    shall be given to it thereafter until further change.

    

  


GENERAL



14. 

    (a) This Agreement shall supersede and replace any
        other agreement or arrangement, whether oral or written, heretofore
        existing between the parties in respect of the subject matter of this
        Agreement.

        

        (b) In the event this Agreement is assigned or the
        interest herein is vended to another party, the agreement shall replace
        this Agreement but must reflect the terms and conditions of this
        Agreement.

        

        (c) No consent or waiver expressed or implied by
        either party in respect of any breach or default by the other in the
        performance by such other of its obligations hereunder shall be deemed
        or construed to be a consent to or a waiver of any other breach or
        default.

        

        (d) The parties shall promptly execute or cause to be
        executed all documents, deeds, conveyances and other instruments of
        further assurance and do such further and other acts which may be
        reasonably necessary or advisable to carry out fully the intent of this
        Agreement or to record wherever appropriate the respective interest from
        time to time of the parties in the Property.

        

        (e) This Agreement shall enure to the benefit of and
        be binding upon the parties and their respective successors and
        permitted assigns.

        

        (f) This Agreement shall be governed by and construed
        in accordance with the laws of British Columbia.

        

        (g) Time shall be of the essence in this Agreement.

        

        (h) Wherever the neuter and singular is used in this
        Agreement it shall be deemed to include the plural, masculine and
        feminine, as the case may be.

        

        (i) Any reference in this Agreement to currency shall
        be deemed to be Canadian currency.

        

      
    
  


IN WITNESS WHEREOF the parties hereto have executed this
Agreement as of the day and year first above written.



 

 

 





DENNIS EKKER


 

 


McNAB CREEK GOLD CORP.

.




 

 

Per: 


Authorized Signatory



SCHEDULE "A"

MINERAL CLAIMS


 

A. Legal description: Township 23S, Range 10E, Section 10

TEC Claim Numbers 1 through 24

TEC Claim Number 25 through 32 (fraction)

B. Legal Description: Township 23S, Range 10E, Section 19

RAY Claim Numbers 1 though 24

RAY Claim Number 25 through 32 (fraction)

C. Legal description: Township 23S, Range 10E, Section 30

Susanna Claim Numbers 1 through 24

Susanna Claim Number 25 through 32 (fraction)

D. Legal description: Township 23S, Range 10E, Section 29

URI Claim Number 1 through 16