Item 1.01 Entry into a Material Definitive Agreement.

On December 21, 2009, the Company entered into an Equipment Purchase Agreement and Bill of Sale with Mexus Gold International, Inc. (MGI) whereby the Company agreed to purchase the following pieces of mining equipment from MGI for a purchase price of 40,000,000 restricted shares of the Company’s common stock.  The equipment will be used in mining operations in Mexico.

Equipment   Serial Number

Komatsu Dozer Drill   2NKCLL9X7FM327785
Cone   CONEP282S11709
Jaw Crusher   JAW P12X361209
Serge Tank   PSTF96144
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Item 1.01 Entry into a Material Definitive Agreement.

On October 20, 2009, the Company entered into a 180 day option agreement with Mexus Gold Mining, S.A. de C.V. pursuant to which the Company acquired the right to acquire 99% of the capital stock of Mexus Gold Mining, S.A.  The option price is 20 million restricted shares of the Company’s common stock and the exercise price is 20 million restricted shares of the Company’s common stock.  The agreement is conditioned upon Mexus ...

Item 1.01 Entry into a Material Definitive Agreement.

On October 16, 2009, the Company acquired an eight (8) month option, with a six (6) month extension, to purchase certain patented and unpatented mining claims situated in Esmeralda County, Nevada, United States. The option price was 250,000 restricted shares of the Company’s common stock. The exercise price of the option is five million dollars ($5,000,000) payable in installments of both cash and restricted shares of the Company’s common stock.

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