AMENDMENT 2 TO CONVERTIBLE PROMISSORY NOTE

AMENDMENT 2 TO CONVERTIBLE PROMISSORY NOTE

This Amendment 2 to Convertible Promissory Note (“Amendment 2”) is made and entered into this 25 ^th day of April, 2008 by and between Freedex Limited (“Freedex”) and Dominion Minerals Corp, a Delaware Corporation (“Corporation”).

RECITALS

WHEREAS , the Corporation did on January 22, 2008, issue a Convertible Promissory Note (“Note”) for value received in the amount of $350,000 (“Principal”) which is due and payable, together with interest on February 22, 2008 (“maturity date”), to Freedex; and

WHEREAS, the unpaid principal shall bear interest from the date of the Note to the maturity date at a rate of 6% annum; and

WHEREAS , Freedex and the Corporation executed an Amendment to Convertible Promissory Note (“Amendment”) on February 22, 2008 to amend the maturity date of the Note to Ma