0001047469-08-008058 Sample Contracts

NEW MEXICO STATE LAND OFFICE MINING LEASE FOR GENERAL MINING—LEASE NO. HG-0061
BE Resources Inc. • July 9th, 2008 • New Mexico

The Lessee has duly filed an application for a mining lease for the purpose stated in this Lease, covering the lands described below which are under the jurisdiction of the Commissioner. The Lessee has tendered a bonus amount of $455 which includes the first year's annual rental and the further sum of $ 100.00 as application fee, and the Commissioner has accepted the application as submitted.

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BE RESOURCES INC. STOCK OPTION AGREEMENT
Stock Option Agreement • July 9th, 2008 • BE Resources Inc. • Colorado

THIS STOCK OPTION AGREEMENT (the "Agreement") is made and entered into as of December 7, 2007 (the "Date of Grant"), by and between BE Resources Inc., a Colorado corporation (the "Corporation"), and (the "Optionee").

NPR ROYALTY AGREEMENT
NPR Royalty Agreement • July 9th, 2008 • BE Resources Inc. • Colorado

THIS AGREEMENT WITNESSES THAT, in consideration of the premises and the respective covenants and agreements hereinafter set forth in this agreement and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties do covenant and agree with one another as follows:

NPR ROYALTY AGREEMENT
Royalty Agreement • July 9th, 2008 • BE Resources Inc. • Colorado

THIS AGREEMENT WITNESSES THAT, in consideration of the premises and the respective covenants and agreements hereinafter set forth in this agreement and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties do covenant and agree with one another as follows:

GROSS ROYALTY AGREEMENT
Gross Royalty Agreement • July 9th, 2008 • BE Resources Inc. • New Mexico

THIS AGREEMENT WITNESSES THAT, in consideration of the premises and the respective covenants and agreements hereinafter set forth in this agreement and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), the parties do covenant and agree with one another as follows:

ASSIGNMENT OF MINING LEASE
BE Resources Inc. • July 9th, 2008

For One Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, Great Western Exploration, LLC ("Assignor"), does hereby assign, convey and set over unto BE Resources Inc. ("Assignee"), whose legal address is 107 Hackney Circle, Elephant Butte, New Mexico 87935, all of its right, title and interest in and to that certain Mining Lease dated January 2, 2004, between David Q. Tognoni, as Lessee and Kenneth Alan Sullivan and Cherrill L. Sullivan, as Lessors, which lease was assigned by David Q. Tognoni to the Assignor on February 3, 2004, upon certain real property described in said lease located in Socorro County, New Mexico, which is more fully described as:

MINING LEASE
Lease • July 9th, 2008 • BE Resources Inc.

THIS LEASE is made and entered into this 2 day of January, 2004 between David Q. Tognoni, hereinafter referred to as "Lessee", whose address is 5235 Horseshoe Bend, Clovis, California, 93611 and Kenneth Alan Sullivan and Cherrill L. Sullivan, hereinafter referred to as "Lessor", whose address is Box 90, Winston, New Mexico, 87943.

AGREEMENT OF PURCHASE AND SALE
Purchase and Sale • July 9th, 2008 • BE Resources Inc. • Colorado

THIS AGREEMENT, dated as of and effective the 1st day of October, 2007 by and between BE RESOURCES INC., a Colorado corporation ("Purchaser"), and GREAT WESTERN EXPLORATION, LLC, a Colorado limited liability company ("Seller").

AMENDMENT TO MINING LEASE
Mining Lease • July 9th, 2008 • BE Resources Inc.

This AMENDMENT TO MINING LEASE (this "Amendment") is entered into as of the 9th day of April, 2008, by and between Kenneth Alan Sullivan and Cherrill L. Sullivan whose address is Box 90, Winston, New Mexico, 87943 (collectively the "Lessor") and BE Resources Inc., a Colorado corporation (the "Lessee").

NEW MEXICO STATE LAND OFFICE MINING LEASE FOR GENERAL MINING—LEASE NO. HG-0060
BE Resources Inc. • July 9th, 2008 • New Mexico

The Lessee has duly filed an application for a mining lease for the purpose stated in this Lease, covering the lands described below which are under the jurisdiction of the Commissioner. The Lessee has tendered a bonus amount of $2,030 which includes the first year's annual rental and the further sum of $100.00 as application fee, and the Commissioner has accepted the application as submitted.

EMPLOYMENT AGREEMENT
Employment Agreement • July 9th, 2008 • BE Resources Inc. • Colorado

This Employment Agreement (the "Agreement") is made effective as of December 1, 2007 (the "Effective Date"), by and between BE Resources Inc., a Colorado corporation (the "Company") and David Q. Tognoni, an individual ("Employee").

ASSIGNMENT OF LEASE
BE Resources Inc. • July 9th, 2008

For one Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, David Q. Tognoni, ("Assignor"), does hereby assign, convey and set over unto Great Western Exploration, LLC ("Assignee"), whose legal address is 2008 Meander Road, Windsor, CO, 80550, all of his right, title and interest in and to that certain Mining Lease dated January 2, 2004, between Assignor and Kenneth Alan Sullivan and Cherrill L. Sullivan, upon certain real property described in said lease which is attached hereto and incorporated herein by reference.

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