EXECUTIVE EMPLOYMENT AGREEMENT

THIS AGREEMENT is effective as of the 1st day of January, 2007, by and between, Metalline Mining Company, a Nevada corporation (the "Employer" or "Company") and Terry Brown (the "Executive"). In consideration of the mutual covenants contained in this Agreement, the Employer agrees to employ the Executive and the Executive agrees to be employed by the Employer upon the terms and conditions hereinafter set forth.

1.1   Initial Term . The initial term of employment hereunder shall commence as of the effective day first written above ("Commencement Date") and shall continue for a period of one year from that date.

1.2   Renewal; Non- Renewal Benefits to Executive . At the end of the initial term of this Agreement, and on each anniversary thereafter, the term of Executive's employment shall be automatically extended one additional year unless, at least 90 days prior to such anniversary, the Executive shall have delivered to the Employer written notice that the term of the Executive's employment hereunder will not be extended. The Employer’s shall have the right to provide such non-renewal notice to Executive, on the same terms and conditions.

2.1   Duties . The Executive shall be employed with the title of Vice President, Operations, with responsibilities and authorities as are customarily performed by such officer including, but not limited to those duties as may from time to time be assigned to Executive by the Board of Directors of Employer. Executive’s responsibilities and authorities for operating policies and procedures , are subject to the general direction and control of the President of the Company.

2.2   Extent of Duties . Executive shall devote all of his working time, efforts, attention and energies to the business of the Employer.

3.1   Salary . As compensation for services rendered under this Agreement, the Executive will receive a salary of $125,000 per year, which shall be his base compensation. Executive’s salary is payable in accordance with Employer’s normal business practices.

3.2   Benefits . Executive shall be entitled to vacation and holidays as customarily extended to executive employees, which shall be a minimum of 25 days. Executive shall be entitled to participate in all of Employer's employee benefit plans and employee benefits, including any retirement, pension, profit-sharing, stock option, insurance, hospital or other plans and benefits which now may be in effect or which may hereafter be adopted, it being understood that Executive shall have the same rights and privileges to participate in such plans and benefits as any other executive employee during the term of this Agreement. Participation in any benefit plans shall be in addition to the compensation otherwise provided for in this Agreement.

3.3   Expenses . Executive shall be entitled to prompt reimbursement for all reasonable expenses incurred by Executive in the performance of his duties hereunder.

4.1   During the term of this Agreement, the Executive will offer to the Employer any investment or other opportunity generally in the business in which the Company operates, of which he may become aware. If after 30 days the Board of Directors of the Employer refuses the opportunity to participate in the investment or venture, the Executive may do so as permitted by Section 4.2 hereof and otherwise only if Executive obtains a consent to do so from a majority of the directors.

4.2   The Employer acknowledges that the Executive operates a business in which the Executive connects mining companies with the owners of mining concessions, and that the Executive may receive compensation from these parties for this service.  The Employer further understands that the Executive may have interests in these mining concessions.  Except as provided in Section 4.1, the Employer consents to the Executive’s continued participation in this part time business, whether by receipt of equity interest, cash payment, or other consideration, provided that it does not interfere with the Executive’s duties as listed in Article 2 of this Agreement, and that the concessions involved are more than 100 miles from the city of Sierra Mojada, Coahuila.

4.3   The Executive may make passive investments in companies involved in industries in which the Company operates, provided any such investment does not exceed a 5% equity interest, unless Executive obtains a consent to acquire an equity interest exceeding 5% by a vote of a majority of the directors.

4.4   Except as provided in Sections 4.1, 4.2 and 4.3 hereof, the Executive may not participate in any business or other areas of business in which the Company is engaged during the term of this Agreement except through and on behalf of the Company.

4.5   Except as provided in Section 4.2, during the term of this Agreement, the Executive shall not own, manage, operate, control, be employed by, participate in, or be connected in any manner with the ownership, management, operation or control of any business which is engaged in the type of business conducted by the Employer at the time this Agreement terminates. In the event of the Executive's actual or threatened breach of this paragraph, the Employer shall be entitled to a preliminary restraining order and injunction restraining the Executive from violating its provisions. Nothing in this Agreement shall be construed to prohibit the Employer from pursuing any other available remedies for such breach or threatened breach, including the recovery of damages from the Executive.

4.6   a.   The Executive recognizes and acknowledges that the information, business, list of the Employer's customers and any other trade secret or other secret or confidential information relating to Employer's business as they may exist from time to time are valuable, special and unique assets of Employer's business. Therefore, Executive agrees as follows:

(1)   That Executive will hold in strictest confidence and not disclose, reproduce, publish or use in any manner, whether during or subsequent to this employment, without the express authorization of the Board of Directors of the Employer, any information, business, customer lists, or any other secret or confidential matter relating to any aspect of the Employer's business, except as such disclosure or use may be required in connection with Executive's work for the Employer.

(2)   That upon request or at the time of leaving the employ of the Employer the Executive will deliver to the Employer, and not keep or deliver to anyone else, any and all notes, memoranda, documents and, in general, any and all material relating to the Employer's business.

(3)   That the Board of Directors of Employer may from time to time reasonably designate other subject matters requiring confidentiality and secrecy which shall be deemed to be covered by the terms of this Agreement.

b.   In the event of a breach or threatened breach by the Executive of the provisions of this paragraph 4.6, the Employer shall be entitled to an injunction (i) restraining the Executive from disclosing, in whole or in part, any information as described above or from rendering any services to any person, firm, corporation, association or other entity to whom such information, in whole or in part, has been disclosed or is threatened to be disclosed; and/or (ii) requiring that Executive deliver to Employer all information, documents, notes, memoranda and any and all other material as described above upon Executive's leave of the employ of the Employer. Nothing herein shall be construed as prohibiting the Employer from pursuing other remedies available to the Employer for such breach or threatened breach, including the recovery of damages from the Executive.  

5.1   Termination . The Executive's employment hereunder may be terminated without any breach of this Agreement only under the following circumstances:

1.   By Executive . Upon the occurrence of any of the following events, this Agreement may be terminated by the Executive by written notice to Employer:

(1)   if Employer makes a general assignment for the benefit of creditors, files a voluntary bankruptcy petition, files a petition or answer seeking a reorganization, arrangement, composition, readjustment, liq