0001144204-08-068316 Sample Contracts

JOINT FILING AGREEMENT
Joint Filing Agreement • December 8th, 2008 • Citadel L P • Blank checks

This Agreement may be executed in counterparts and each of such counterparts taken together shall constitute one and the same instrument.

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SUPPLEMENTAL INDENTURE
Supplemental Indenture • December 8th, 2008 • Citadel L P • Blank checks • New York

THIS SUPPLEMENTAL INDENTURE (this "Supplemental Indenture"), dated as of May 17, 2007, is entered into by and between China Shen Zhou Mining & Resources, Inc., a Nevada corporation (the "Company") and The Bank of New York, as trustee (the "Trustee"). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings set forth in the Indenture (as defined below).

SHARE PLEDGE AGREEMENT
Share Pledge Agreement • December 8th, 2008 • Citadel L P • Blank checks • New York

This SHARE PLEDGE AGREEMENT (this "Agreement") dated as of December 27, 2006, among (1) Ms. Yu Xiao Jing and Mr. Xu Xue Ming, each being individuals resident in the People's Republic of China (each a "Pledgor" and together the "Pledgors"), (2) The Bank of New York, a New York banking corporation, in its capacity as the collateral agent (the "Collateral Agent") for the benefit of the Secured Parties (as defined below) and (3) for the limited purposes set forth herein, Citadel Equity Fund Ltd. ("Citadel").

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