0001085037-07-001077 Sample Contracts

SUBSCRIPTION AGREEMENT
Subscription Agreement • May 15th, 2007 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

THIS SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of May ___, 2007, by and among Liberty Star Uranium & Metals Corp., a Nevada corporation (the “Company”), and the subscribers identified on the signature page hereto (each a “Subscriber” and collectively “Subscribers”).

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Contract
Convertible Promissory Note • May 15th, 2007 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS NOTE AND THE COMMON SHARES ISSUABLE UPON CONVERSION OF THIS NOTE MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS NOTE UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO LIBERTY STAR URANIUM & METALS CORP. THAT SUCH REGISTRATION IS NOT REQUIRED.

Contract
Warrant Agreement • May 15th, 2007 • Liberty Star Uranium & Metals Corp. • Metal mining • New York

THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON SHARES ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SAID ACT OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO LIBERTY STAR URANIUM & METALS CORP. THAT SUCH REGISTRATION IS NOT REQUIRED.

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