0001019687-11-003647 Sample Contracts

5% ORIGINAL ISSUE DISCOUNT UNSECURED CONVERTIBLE DEBENTURE DUE APRIL 20, 2012
Convertible Security Agreement • November 18th, 2011 • Aethlon Medical Inc • Laboratory analytical instruments • New York

THIS 5% ORIGINAL ISSUE DISCOUNT UNSECURED CONVERTIBLE DEBENTURE is one of a series of duly authorized and validly issued 5% Original Issue Discount Unsecured Convertible Debentures of Aethlon Medical, Inc., a Nevada corporation, (the “Company”), having its principal place of business at 8910 University Center Lane, Suite 660, San Diego, California 92122, designated as its 5% Original Issue Discount Unsecured Convertible Debenture due April 20, 2012 (this debenture, the “Debenture” and, collectively with the other debentures of such series, the “Debentures”).

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COMMON STOCK PURCHASE WARRANT AETHLON MEDICAL, INC.
Security Agreement • November 18th, 2011 • Aethlon Medical Inc • Laboratory analytical instruments

THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aethlon Medical, Inc., a Nevada corporation (the “Company”), up to 1,347,882 shares (the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

SUBSCRIPTION AGREEMENT
Subscription Agreement • November 18th, 2011 • Aethlon Medical Inc • Laboratory analytical instruments • New York

SUBSCRIPTION AGREEMENT (this “Agreement”) made as of the last date set forth on the signature page hereof between Aethlon Medical, Inc., a Nevada corporation (the “Company”), and the undersigned (the “Subscriber”).

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