0001062993-09-002478 Sample Contracts

SECOND AMENDMENT TO ARRANGEMENT AGREEMENT
Arrangement Agreement • July 15th, 2009 • Lincoln Gold Corp • Metal mining • British Columbia

This Second Amendment to Arrangement Agreement (this "Amendment") is made and entered into as of April 30, 2009, by and between LPT Capital Ltd. ("LPT"), Lincoln Gold Corporation ("Lincoln") and 0843037 B.C. Ltd. ("LPT Sub"). LPT, Lincoln and LPT Sub are referred to herein as the "Parties."

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THIRD AMENDMENT TO ARRANGEMENT AGREEMENT
Arrangement Agreement • July 15th, 2009 • Lincoln Gold Corp • Metal mining • British Columbia

This Third Amendment to Arrangement Agreement (this "Amendment") is made and entered into as of June 30, 2009 by and between LPT Capital Ltd. ("LPT"), Lincoln Gold Corporation ("Lincoln") and 0843037 B.C. Ltd. ("LPT Sub"). LPT, Lincoln and LPT Sub are referred to herein as the "Parties."

FIRST AMENDMENT TO ARRANGEMENT AGREEMENT
Arrangement Agreement • July 15th, 2009 • Lincoln Gold Corp • Metal mining • British Columbia

This First Amendment to Arrangement Agreement (this "Amendment") is made and entered into as of February 16, 2009, by and between LPT Capital Ltd. ("LPT"), Lincoln Gold Corporation ("Lincoln") and 0843037 B.C. Ltd. ("LPT Sub"). LPT, Lincoln and LPT Sub are referred to herein as the "Parties."

ARRANGEMENT AGREEMENT
Arrangement Agreement • July 15th, 2009 • Lincoln Gold Corp • Metal mining • British Columbia

LPT CAPITAL LTD., a company duly incorporated under the laws of the Province of British Columbia and having its head office at 1383 Marinaside Crescent, Suite 805, Vancouver, British Columbia, V6Z 2W9

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