RiverRun Option's Properties in Peru's Gold Sands Mining District

CNNMoney.com, 5 Nov 2008

"On October 30, 2008, the Effective Date, we entered into a Mineral Right Option Agreement with Temasek Investments Inc. to acquired four separate options from Temasek, each providing for the acquisition of a twenty-five percent (25%) interest in certain mineral rights in Peru, thus potentially resulting in our acquisition of 100% of the Mineral Rights. The Mineral Rights are owned by Minera Saramiriza S.A.C. ("Saramiriza"). Woodburn Investments, Inc. ("Woodburn"), a wholly-owned subsidiary of Temasek, owns 999 shares of the 1,000 shares of Saramiriza that are issued and outstanding. Temasek owns the single remaining share of Saramiriza. The acquisition of each 25% interest in the Mineral Rights will occur through the transfer to us of 25% of the outstanding shares of Woodburn."

"Upon our acquisition of a 100% interest in the Mineral Rights, Temasek will hold its single share of Saramiriza in trust for our sole benefit and hold the share strictly in accordance with our instructions. Also upon our acquisition of a 100% interest in the Mineral Rights, Temasek is entitled to an annual 2.5% net returns royalty. However, if we pay Temasek $2,000,000 within ninety (90) days of our acquisition of a 100% interest in the Mineral Rights, Temasek will only be entitled to an annual 1.5% net returns royalty."

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