LEASE AGREEMENT

Exhibit 10.4

THIS LEASE made this 26th day of March, 2009, Mentor, Ohio by and between OSAIR, INC ., an Ohio Corporation, owner of The Match Works , (hereinafter called "Landlord") and JOHN D. OIL & GAS COMPANY   (hereinafter called "Tenant").

WITNESSETH, that Landlord hereby leases to Tenant and Tenant hereby hires and takes from Landlord certain premises, being Suite No. 345 , containing approximately 3,405 square feet of space of space in The Match Works, at 8500 Station Street, Mentor, Ohio, 44060.  Said premises are hereinafter sometimes referred to as the "Demised Premises."  Landlord excepts and reserves hallways, stairways, shaftways, elevators and other common areas and common facilities and the right to maintain, use, repair and replace pipes, ducts, wires, meters and any other equipment, machinery, apparatus and fixtures serving other parts of the said building, including such of them as may occur above the finished ceiling of the Demised Premises or elsewhere within the Demised Premises.

1.  Landlord leases the Demised Premises to Tenant and Tenant Leases and agrees to take possession of the same from Landlord, for the term of three (3) years, commencing on the 1st day of April 2009 and terminating on the 30th day of March, 2012.

2.  Tenant shall pay to Landlord without demand, deduction or setoff, rent in the aggregate amount of $2,000.00   (Two Thousand dollars and zero cents) per month, in advance on the first day of each month, for the first year of the Lease Term.  Said rent shall include all utility charges, except telephone.  Rent during each succeeding year of the Lease Term shall likewise be due and payable on or before the first day of each month in advance.  Rent for any partial month shall be prorated.

3.  The Demised Premises shall be let and leased by Landlord to Tenant in its present as is condition, except for the improvement which are described in Exhibit “B” which is attached hereto and incorporated herein by reference and which are collectively referred to as “Landlord’s Work”. Landlord estimates completion of Landlord’s Work will occur within four week of signing of Lease.

4.  The rents reserved and all additional and other charges payable by Tenant to Landlord hereunder, shall be paid, in full, when due, in currently available United States funds without deduction, set-off or abatement, to Landlord at The Match Works, 8500 Station Street, Suite 100, Mentor, Ohio 44060.  Any such amount not paid when due shall bear interest in favor of Landlord at the rate of ten percent (10%) per annum for the date said amount becomes due until paid in full, not, however, to the exclusion of any claim for damages or other remedy for breach or default on the part of Tenant hereunder.  Any such amount payable with respect to a period of time beginning prior to the commencement or ending after the expiration of the term hereof shall be apportioned and prorated as of and to the date of the commencement or expiration of the term, as appropriate, and shall be paid accordingly.

5.  The Demised Premises may be used only for the purpose of general office space all in accordance with Landlord's Rules and Regulations, provided that in no event shall the Demised Premises be used for the operation of a securities dealer, sales, brokerage or investment banking business, without the Landlord’s advance written consent, which Landlord may in its absolute discretion, withhold. Tenant specifically acknowledges that the Demised Premises shall not be used for any use other than those indigenous to Tenant’s anticipated use, unless approved by Landlord.

6.  The taking of possession of the Demised Premises by the Tenant shall be conclusive evidence of his acceptance thereof and approval of any and all construction, unless otherwise agreed to in writing by Landlord and Tenant.

7.  Tenant shall not make any additions, improvements or modifications of the Demised Premises, including decorations, without the written consent of Landlord, which shall not be unreasonably withheld.  The improvements set forth in Exhibit "A , if any, shall be constructed by Landlord at its sole expense.  All other additions, improvements or modifications (hereinafter referred to as "Improvements by Tenant") shall be constructed at Tenant's sole expense upon approval by landlord.

Work will be commenced upon Improvements by Tenant, if any, within fifteen (15) days after the

last to occur to the following:  (1) Landlord's approval of plans and specifications, or (2) Landlord's notice to Tenant that the Demised Premises are ready for the commencement of Tenant's work.  Improvements by Tenant, which shall include the removal by Tenant of any debris resulting from said work, shall be completed within thirty (30) days, except for delays due to casualties or other causes beyond Tenant's reasonable control, and Tenant shall open the Demised Premises for the permitted uses upon such completion.  In all events, the Lease Term shall commence upon the earlier to occur of fourteen (14) business days after the work should be commenced upon the Improvements by Tenant, except for such delays caused by neglect or omission of Landlord, its agents and employees, or upon the date specified in Section 1 hereof.

8. Tenant (has)(shall) deposit(ed) with Landlord a Security Deposit in the amount of _____n/a_________ dollars and zero cents as security for the punctual performance by Tenant of each and every obligation of Tenant under this Lease.  In the event of any default by Tenant, Landlord may apply or retain all or any part of such security to cure the default or to reimburse Landlord for any sum, which Landlord may spend by reason of the default.  In the case of every such application or retention, Tenant shall, on demand, pay to Landlord the sum applied or retained which shall be added to the Security Deposit so that the same shall be restored to its original amount.  If at the end of the Lease Term Tenant shall not be in default under this Lease, the Security Deposit, or any balance thereof, shall be returned to Tenant, without interest.  Tenant shall look only to Landlord, its successors or assigns for return of the Security Deposit.

9.  Subject to Section 9 of this Lease, Landlord covenants that it shall perform or furnish, or cause to be performed or furnished, the following:

(a)  Such heat and air conditioning to maintain the Demised Premises at comfortable temperatures during the hours of the day between 8:00 a.m. and 6:00 p.m. Mondays through Fridays inclusive, and 9:00 a.m. to 1:00 p.m. Saturdays (building hours), all days observed by the New York Stock Exchange as legal holidays excepted.

(b) Common rest rooms, as required by local applicable code.

(c) Hot and cold water in reasonable amounts to the aforesaid common washrooms and to the Demised Premises.

(d) Adequate janitorial services to common areas and tenant offices.

(e) Window washing service as reasonably required.

(f) Reasonably adequate parking spaces on the grounds appurtenant to The Match Works for the use in common, with the other Tenants of said building and their employees and invitees.

1.            (g) Adequate snow removal service for the aforementioned parking spaces and for all approaches thereto.

(h) During business hours, reasonable illumination for all parking areas and footways appurtenant to The Match Works.

(i) A Tenant directory in the lobby of the building.  Landlord will supply a sign at the door to the Demised Premises, which will identify the suite number and the identity of the Tenant.  Said signs shall be of uniform appearance and design throughout the building, as determined by Landlord.  Tenant will not place any sign, marking or designation on the doorway to the Demised Premises, the building corridors, or on the windows or on the exterior of the Demised Premises unless otherwise agreed in writing by Landlord and Tenant.

(a) Except for damage by fire or other unavoidable casualty and reasonable use and wear, Tenant shall keep the Demised Premises in as good order, repair and condition as the same are at the commencement of the Lease Term, or may be put in thereafter, and at the termination of the Lease Term, peaceably yield up and surrender the Demised Premises and all additions thereto and permanent installations therein in good order, repair and condition, first removing all goods and effects, except those of Landlord, and making any repairs made necessary by such removal, and leaving the Demised Premises clean and tenantable.

(b) Tenant covenants that it shall not injure, overload, deface or commit waste in the Demised Premises or any part of The Match Works, shall not permit therein any auction sale; shall not permit the occurrence of any nuisance therein or the emission therefrom of any objectionable noise, odor or effect; shall not use or permit the use of the Demised Premises for any purpose other than the permitted uses as herein specified; and shall not use or permit any use of the Demised Premises which is improper, offensive, contrary to law or ordinance, or which is liable to invalidate or increase the premium for any insurance on The Match Works or its contents or which is liable to render necessary any alterations or additions to the building.

(c)  Tenant covenants that it shall not obstruct in any manner any portion of the building, or the approaches to said building, or any windows or doors.

(d) Tenant covenants that it shall conform to all reasonable rules and regulations now or hereafter promulgated by Landlord ("Landlord's Rules and Regulations") or applicable governmental authorities for the care and use of the building, its facilities and approaches.

(e) Tenant covenants that it shall keep the Demised Premises equipped with all safety appliances and permits required by law or ordinance or any order or regulation of any public authority or insurer because of the use made of the Demised Premises by Tenant, and, if requested by Landlord, shall make all repairs, alterations, replacements or additions so required in the Demised Premises.

(f) Tenant covenants that it shall save Landlord harmless and indemnified from any injury, loss, claim or damage to any person or property while on or in said Demised Premises and to any person or property anywhere occasioned by any omission, neglect or default of Tenant or of employees, agents, contractors or officers of Tenant.

(g) Tenant covenants that, except for the negligence of Landlord, its agents and employees, Landlord and Landlord's agents and employees shall not be liable for, and Tenant waives all claims for, damage to person or property sustained by Tenant or any person claiming through Tenant resulting from any accident or occurrence in or upon the Demised Premises or the building of which they shall be a part, or the land appurtenant thereto, including, but not limited to, claims for damage resulting from: (1) any equipment or appurtenances becoming out of repair; (2) injury done or occasioned by wind, rain or other force of nature; (3) any defect in or failure of plumbing, heating or air conditioning equipment, electric wiring or installation thereof, gas, water, compressed air and steam pipes, stairs, porches, railing or walks; (4) broken glass; (5) the backing up on any sewer pipe or downspout; (6) the bursting, leaking or running of any tank, tub, washstand, water closet, waste pipe, drain or any other pipe or tank in, upon or about such building or Demised Premises; (7) the escape of steam, compressed air, natural gas or hot water; (8) water, snow or ice being upon or coming through the roof, skylight, trapdoor, stairs, doorways, walks or any other place upon or near such building or the Demised Premises or otherwise; (9) falling of any fixture, plaster, tile or stucco; and (10) any act, omission or negligence of co-tenants, licensees or of any other persons or occupants of said building or of persons, occupants and/or owners of  adjoining or contiguous property.  The foregoing shall not, however, be construed to relieve Landlord of Landlord’s obligation to promptly take the steps necessary to effect such repairs or to terminate such interruptions in accordance with Landlord’s obligations set forth herein as promptly and expeditiously as possible.

(h) Tenant covenants that it shall permit the Landlord and the Landlord's agents to enter and examine the Demised Premises at reasonable times and upon reasonable advance notice except in cases of emergency and, if the Landlord shall so elect to make any repairs or additions the Landlord may reasonable deem necessary and at the Tenant's expense, to remove any alterations, additions, signs, antennas or the like, not consented to by the Landlord in writing.

(i)  Tenant covenants that it shall pay the Landlord's expenses, excluding reasonable attorney's fees incurred in enforcing any obligations of Tenant under this Lease, which are not complied with.

(j) Tenant covenants that it shall not knowingly permit any employee or visitor of the Tenant to violate any covenant or obligation of the Tenant hereunder.

(k) Tenant covenants that, in case the Tenant takes possession of the Demised Premises prior to the commencement of said term, it shall perform and observe all of the Tenant's covenants from and after the date upon which the Tenant takes possession.

(l) Tenant covenants that it shall not assign this Lease or sublet any portion of the Demised Premises or enter into a space-sharing agreement without prior written consent of Landlord, such consent not to be unreasonably withheld, or mortgage or hypothecate this lease or license the Demised Premises or any portion there