0001011034-05-000138 Sample Contracts

IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING. SIGNIFICANT REPRESENTATIONS ARE CALLED FOR HEREIN. SUBSCRIPTION AGREEMENT and LETTER OF INVESTMENT INTENT
Subscription Agreement • July 18th, 2005 • Black Mountain Holdings, Inc.

The undersigned hereby tenders this subscription for the purchase of 750,000 shares of Common Stock (the "Securities") of Black Mountain Holdings, Inc. (the "Company") at a price of $.10 per share. This subscription is irrevocable and unconditional. By execution below, the undersigned acknowledges that the Company is relying upon the accuracy and completeness of representations contained herein in complying with their obligations under applicable securities laws.

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TRUST AGREEMENT
Trust Agreement • July 18th, 2005 • Black Mountain Holdings, Inc. • Delaware

This TRUST AGREEMENT is entered into effective the 23rd day of June, 2003 by and between J. Andrew Moorer, as trustee ("Trustee"), and Guardian Technologies International, Inc., a Delaware corporation ("Guardian").

STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • July 18th, 2005 • Black Mountain Holdings, Inc. • Delaware

This Stock Purchase Agreement (the "Agreement") is entered into effective as of the ____ day of March, 2005, by and between SAMI MIRO, and/or his assigns, ("Buyer"), and BLACK MOUNTAIN HOLDINGS, INC., a Delaware corporation ("Seller").

CONSULTATION AND SECURITIES COMPENSATION AGREEMENT
Consultation and Securities Compensation Agreement • July 18th, 2005 • Black Mountain Holdings, Inc. • Delaware

THIS AGREEMENT is executed and made effective as of the 1st day of January, 2005, between Black Mountain Holdings, Inc., a Delaware corporation (the "Company"), and Sami Miro ("Consultant").

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