0000945234-05-000732 Sample Contracts

Exhibit 1.1 UNDERWRITING AGREEMENT

Underwriting Agreement • October 27th, 2005 • Gryphon Gold Corp • Gold and silver ores • British Columbia

• Contract Type
  Underwriting Agreement
• Filed
  October 27th, 2005
• Company
  Gryphon Gold Corp
• Industry
  Gold and silver ores
• Jurisdiction
  British Columbia

AND

Warrant Indenture • October 27th, 2005 • Gryphon Gold Corp • Gold and silver ores • Nevada

• Contract Type
  Warrant Indenture
• Filed
  October 27th, 2005
• Company
  Gryphon Gold Corp
• Industry
  Gold and silver ores
• Jurisdiction
  Nevada